UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION

                              WASHINGTON, DC 20549

                                   FORM 10-QSB

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

                  FOR THE QUARTERLY PERIOD ENDED JUNE 30, 2003

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

             For the transition period from __________ to __________

                         Commission File Number 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 NORTH FALKENBURG ROAD, SUITE B
                              TAMPA, FLORIDA 33619
                     ---------------------------------------
                    (Address of Principal Executive Offices)

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

                                       N/A
               --------------------------------------------------
              (Former Name, Former Address and Former Fiscal Year,
                          If changed since Last Report)

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

                    Yes [X] No [ ]

     State the number of shares  outstanding of each of the issuer's  classes of
common equity,  as of the latest  practicable  date: As of August 18, 2003 there
were outstanding  6,080,069  shares of common stock,  par value $0.0001,  and no
shares of preferred stock.


                                       1
<PAGE>


                         PART I - FINANCIAL INFORMATION

ITEM  1.     FINANCIAL STATEMENTS

The accompanying  unaudited financial statements of Resolve Staffing,  Inc. have
been prepared in accordance with accounting principles generally accepted in the
United  States  of  America  for  interim  financial  information  and  with the
instructions to Form 10-QSB and Rule 10-01 of Regulation  S-X. All  adjustments,
which,  in the opinion of management,  are necessary for a fair  presentation of
the financial condition and results of operations, have been included. Operating
results  for the three  months  and six months  ended June 30,  2003 and are not
necessarily  indicative  of the results that may be expected for the year ending
December 31, 2003.



<TABLE>
<CAPTION>
                                       Index to Financial Statements

<S>                                                                                                       <C>
         Consolidated balance sheets as of June 30, 2003 (unaudited) and
         December 31, 2002                                                                                3

         Consolidated statements of operations for the three months and six months
         ended June 30, 2003 and 2002                                                                     4

         Consolidated statements of cash flows for the three months and six months
         ended June 30, 2003 and 2002                                                                     5

         Consolidated statements of stockholders' equity for the three months and six ended
         June 30, 2003 (unaudited) and for the year ended December 31, 2002                               6

         Notes to consolidated financial statements                                                       7

</TABLE>

                                        2
<PAGE>

<TABLE>
<CAPTION>
                                  RESOLVE STAFFING, INC.
                                CONSOLIDATED BALANCE SHEETS
                      JUNE 30, 2003 (UNAUDITED) AND DECEMBER 31, 2002

             ASSETS                                              2003              2002
                                                               --------          --------
<S>                                                            <C>               <C>
Current Assets
    Cash and cash equivalents                                  $     --          $     --
    Accounts receivable, net of allowance for bad
         debts of $4,500 for 2003 and $4,500 for 2002           102,609            89,674
    Prepaid and other assets                                    110,069            82,790
                                                               --------          --------
        Total current assets                                    212,678           172,464
                                                               --------          --------

Property and Equipment
    Property and equipment                                       40,627            28,382
    Less: Accumulated depreciation                               16,346            14,015
                                                               --------          --------
        Net property and equipment                               24,281            14,367
                                                               --------          --------
                  Total Assets                                 $236,959          $186,831
                                                               ========          ========


                      LIABILITIES AND STOCKHOLDERS' EQUITY (DEFICIT)
                      ----------------------------------------------

Current Liabilities
    Accounts payable                                           $ 41,687          $ 43,386
    Bank overdraft                                               24,592             9,712
    Accrued salaries                                             23,187                --
    Accrued payroll taxes                                         5,216            10,803
    Notes payable                                                83,291            40,000
    Debentures payable                                               --            11,150
    Note payable - related party                                 67,000                --
    Loan payable - related parties                               22,761             7,760
    Other current liabilities                                    12,278             7,935
                                                               --------          --------
        Total current liabilities                               280,012           127,746
                                                               --------          --------

Long-Term  Liabilities
     Loans payable - related party                                   --            67,000
                                                               --------          --------
         Total long-term liabilities                                 --            67,000
                                                               --------          --------

Stockholders' Equity (Deficit)
    Common stock, $.0001 par value, 50,000,000 shares
      authorized, issued and outstanding: 2003 - 6,080,069
     shares; 2002 - 4,821,069 shares                                608               482
    Paid-in capital                                             917,964           737,190
    Less: Stock compensation                                   (100,042)               --
    Retained earnings (deficit)                                (861,583)         (745,587)
                                                               --------          --------
             Total stockholders' equity (deficit)               (43,053)           (7,915)
                                                               --------          --------
    Total Liabilities and Stockholders'
    Equity (Deficit)                                           $236,959          $186,831
                                                               ========          ========
</TABLE>


                                            3
<PAGE>

<TABLE>
<CAPTION>
                                              RESOLVE STAFFING, INC.
                                       CONSOLIDATED STATEMENTS OF OPERATIONS
                             FOR THE THREE AND SIX MONTHS ENDED JUNE 30, 2003 AND 2002

                                                    Three Months Ended                     Six Months Ended
                                                         June 30,                              June 30,
                                                 2003               2002               2003               2002
                                              ---------          ---------          ---------          ---------
<S>                                           <C>                <C>                <C>                <C>

SERVICE REVENUES                              $ 276,920          $  99,564          $ 539,166          $ 185,104

DIRECT COST OF SERVICES                         205,511             77,066            404,422            132,524
                                              ---------          ---------          ---------          ---------

GROSS MARGIN                                     71,409             22,498            134,744             52,580

OPERATING EXPENSES
     Legal & professional fees                   62,933             48,971             91,892            102,356
     Advertising/Promotion                        3,025              1,841              4,836              4,489
     Salaries and benefits                       62,027             55,315            103,743            104,440
     Payroll taxes                                3,864              3,526              5,693              6,663
     Rent & leases                                2,958              7,024              7,835             16,351
     Travel & entertainment                       5,528                 --              6,953                607
     Administrative expenses                     13,677             12,644             26,536             29,184
                                              ---------          ---------          ---------          ---------
           Total operating expenses             154,012            129,321            247,488            264,290
                                              ---------          ---------          ---------          ---------

 LOSS FROM OPERATIONS                           (82,603)          (106,823)          (112,743)          (211,710)

OTHER INCOME (EXPENSES)
      Interest and other income                      --                240                 --                240
      Interest expense                                (
                                                   (963)            (5,696)            (3,252)             7,498)
                                              ---------          ---------          ---------          ---------
          Net other income (expenses)              (963)            (5,456)            (3,252)            (7,258)
                                              ---------          ---------          ---------          ---------

NET INCOME (LOSS)                             $ (83,567)         $(112,279)         $(115,995)         $(218,968)
                                              =========          =========          =========          =========

LOSS PER SHARE
     Basic                                    $    (.02)         $    (.35)         $    (.05)         $    (.61)
                                              =========          =========          =========          =========

     Fully diluted                            $    (.02)         $    (.35)         $    (.05)         $    (.61)
                                              =========          =========          =========          =========

AVERAGE NUMBER OF SHARES OUTSTANDING
     Basic                                    5,820,379            630,817          5,597,781            359,722
                                              =========          =========          =========          =========

     Fully diluted                            5,820,379            630,817          5,599,781            359,722
                                              =========          =========          =========          =========
</TABLE>


                                            4
<PAGE>

<TABLE>
<CAPTION>
                                                   RESOLVE STAFFING, INC.
                                           CONSOLIDATED STATEMENTS OF CASH FLOWS
                                 FOR THE THREE AND SIX MONHTS ENDED JUNE 30, 2003 AND 2002

                                                             Three Months Ended                    Six Months Ended
                                                                  June 30,                             June 30,
                                                          2003               2002               2003              2002
                                                       ---------          ---------          ---------          ---------
<S>                                                    <C>                <C>                <C>                <C>
CASH FLOWS FROM OPERATING ACTIVITIES
    Net (loss)                                         $ (83,566)         $(112,279)         $(115,995)         $(218,967)
    Adjustments to reconcile net loss to cash
    used in operating activities:
        Depreciation                                       1,207                 --              2,331              1,480
        Interest converted to capital stock                   --                 --                 --                251
        Contributed services                               3,000             21,400              6,000             41,200
        Common stock issued for services                 171,500                 --            171,500                 --
        Less: Unearned stock compensation               (142,916)                --           (100,042)                --
    Decrease (increase) in current assets:
        Accounts receivable                               19,744             (2,424)           (12,935)           (23,942)
        Prepaid and other assets                         (15,258)             2,033            (27,279)           (86,471)
    Increase (decrease) in current liabilities            14,875
        Accounts payable                                  (2,318)            28,770             (1,699)
        Bank overdraft                                    24,592                 --             14,880                 --
        Salary accrual                                        --                 --             23,187                 --
        Payroll taxes accrual                             (7,926)            (4,869)            (5,587)           (15,249)
        Other current liabilities                          2,839                766              7,342              1,952
                                                       ---------          ---------          ---------          ---------
           Total adjustments                              68,754             45,688             77,698            (65,904)
                                                       ---------          ---------          ---------          ---------

    Net cash (used) by operating activities              (14,812)           (66,591)           (38,297)          (284,871)
                                                       ---------          ---------          ---------          ---------

CASH FLOWS FROM INVESTING
ACTIVITIES
    Purchase of property and equipment                    (7,845)                --            (12,245)                --
                                                       ---------          ---------          ---------          ---------
    Net cash (used) by investing activities               (7,845)                --            (12,245)                --
                                                       ---------          ---------          ---------          ---------

CASH FLOWS FROM FINANCING ACTIVITIES
     Proceeds from insurance financing                    25,000                 --             48,594             93,061
     Repayments of insurance financing                   (12,890)           (24,263)           (19,303)           (55,120)
     Proceeds from line of credit                         14,000                 --             14,000                 --
     Loan from stockholders, net                              --            163,996
                                                                                                (2,099)            15,001
     Repayments of debenture payable                      (7,750)                --             (7,750)            22,096
                                                       ---------          ---------          ---------          ---------
     Net cash provided by financing activities            16,261             61,333             50,542            304,033
                                                       ---------          ---------          ---------          ---------

NET INCREASE (DECREASE) IN CASH                           (6,396)            (5,258)                --             19,162

CASH, BEGINNING OF THE PERIOD                          $   6,396             43,887                 --             19,467
                                                       ---------          ---------          ---------          ---------

CASH, END OF THE PERIOD                                $      --          $  38,629          $      --          $  38,629
                                                       =========          =========          =========          =========
</TABLE>


                                            5


<PAGE>

<TABLE>
<CAPTION>
                                                      RESOLVE STAFFING, INC.
                                          CONSOLIDATED STATEMENTS OF STOCKHOLDERS' EQUITY
                                             FOR THE YEAR ENDED DECEMBER 31, 2002 AND
                                       FOR THE THREE MONTHS ENDED MARCH 31, 2003 (UNAUDITED)

                                                       Common Stock                  Paid-in         Retained
                                                   Shares           Amount           Capital          Deficit             Total
                                                 ----------          -----          --------         ---------          ---------
<S>                                               <C>                <C>            <C>              <C>                <C>
Balance, January 1, 2002                             83,334              8           425,467          (407,403)            18,072

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

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

Donated services                                         --             --            82,550                --             82,550

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

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

Cancellation of common stock                       (513,965)           (51)               51                --                 --

Net loss during period                                   --             --                --          (338,184)          (338,184)
                                                 ----------          -----          --------         ---------          ---------
Balance, December 31, 2002                        4,821,069            482           737,190          (745,587)            (7,915)

Issuance of common stock for services -
Pinnacle Corp. Services                             950,000             95           132,905                --            133,000

Issuance of common stock for services
of CEO                                              275,000             28            38,472                --             38,500

Donated services - Officers                              --             --             3,000                --              3,000

Net loss during the period                               --             --                --           (32,429)           (32,429)
                                                 ----------          -----          --------         ---------          ---------
Balance, March 31, 2003 (Unaudited)               6,046,069            605           911,567          (778,016)           134,156

Conversion of debentures to common stock             34,000              3             3,397                --              3,400

Donated services - Officers                              --             --             3,000                --              3,000

Less: Stock compensation                                 --             --                --                --           (100,042)

Net loss during period                                   --             --                --           (83,567)           (83,567)
                                                 ----------          -----          --------         ---------          ---------
Balance, June 30, 2003 (Unaudited)                6,080,069          $ 608          $917,964         $(861,583)         $ (43,053)
                                                 ==========          =====          ========         =========          =========
</TABLE>


                                                                6
<PAGE>

                             RESOLVE STAFFING, INC.
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                                  JUNE 30, 2003


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 with the  instructions  incorporated in
Regulation  S-B,  Item  310(b)  of  the  Securities  and  Exchange   Commission.
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.  The financial statements are unaudited,  but in
the opinion of  management,  all  adjustments  (consisting  of normal  recurring
adjustments and accruals)  considered  necessary for a fair  presentation of the
Company's financial  position,  results of operations and cash flows for the six
months ended June 30, 2003 have been included.

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, 2002 as 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 on August 16, 1999
(collectively referred to as "Resolve").

Since its inception, Integra Staffing, Inc. ("Integra") was a temporary staffing
company.  Integra's  strategy  has  been to  provide  efficient  and  affordable
solutions to its customers' employment and labor force needs.

On December 10, 2001,  Resolve  Staffing,  Inc. acquired 100% of the outstanding
common stock of Integra Staffing,  Inc. The acquisition of Integra was accounted
for as a reverse  merger.  As a result,  Integra  was  treated as the  acquiring
entity and Resolve  Staffing was treated as the acquired  entity for  accounting
purposes.

Principles of Consolidation

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

Basis of Accounting

Resolve maintains its financial records and financial  statements on the accrual
basis of  accounting.  The accrual basis of accounting  provides for matching of
revenues and expenses.

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.


                                       7
<PAGE>

                             RESOLVE STAFFING, INC.
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                                  JUNE 30, 2003

NOTE B - PREPAID EXPENSES & OTHER ASSETS

At June 30, 2003 and December 31, 2002,  the  components  of Prepaid  Expenses &
Other Assets are summarized as follows:

                                          2003            2002
                                       ------------------------
             Prepaid insurance         $101,392         $78,275
             Prepaid interest             1,162              --
             Legal retainer               3,000              --
             Trademark                    2,325           2,325
             Deposits                     2,190           2,190
                                       ------------------------
             Total                     $110,069         $82,790
                                       ========================

In February 2002, Resolve financed its insurance premiums of $93,861,  including
its workers  compensation  insurance,  with monthly to payments of approximately
$8,088 per month through November 2002. The Company estimated its future payroll
for the current policy year ending February 2003, on the assumption that certain
growth and/or an acquisition  would be consummated  during the year,  neither of
which  has  occurred.  The  prepaid  insurance  includes  an  estimated  $55,000
overpayment on its workers compensation  premiums,  which the Company expects to
receive in September 2003.

In February 2003,  Resolve financed its current  insurance  premiums of $23,594,
including  its  workers  compensation  insurance,  with  monthly to  payments of
approximately $2,148 per month through November 2003, including interest at 9.5%
per annum.

In June 2003,  Resolve financed its officers and directors  liability  insurance
premiums of $20,000,  after a down  payment of $5,000 with  interest at 7.5% per
annual, in monthly installments of $2,300 through April 2004.

In February 2003,  the Resolve issued stock in exchange for one-year  consulting
services to a company  partially  owned by Don  Quarterman,  its  president  and
William A. Brown, its executive vice-president valued at $133,000.  Resolve also
issued stock to Wanda D. Dearth,  its Chief Executive  Officer valued at $38,500
in connection with her compensation agreement. These amounts are being charge to
expense pro-rata over 12 months.  The remaining  outstanding  amount of $100,042
was  recorded  as a contra  account  to  equity  in the  accompanying  financial
statements.

NOTE C - PROPERTY AND EQUIPMENT

Property and  equipment as of June 30, 2003 and December 31, 2002 is  summarized
as follows:


                                                        2003              2002
                                                     --------          --------
Computer software                                    $ 11,240          $  5,590
Computers                                              11,766             6,187
Furniture and fixtures                                  5,079             5,079
Office equipment                                       12,542            11,576
                                                     --------          --------
                                                       40,627            28,382
Less accumulated depreciation                         (16,346)          (14,015)
                                                     --------          --------
     Net property and equipment                      $ 24,281          $ 14,367
                                                     ========          ========

Depreciation  expense for the six months  ended June 30, 2003 and the year ended
December 31, 2002 was $2,331 and $5,813, respectively.


                                       8
<PAGE>

                             RESOLVE STAFFING, INC.
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                                  JUNE 30, 2003

NOTE D - LINE OF CREDIT

On May 14, 2003,  Resolve secured a $50,000 line of credit from Mercantile Bank,
payable on demand, with interest at the rate of 3% above Mercantile Bank's prime
rate (their current prime rate is 4.25%) per annum, payable monthly. The line of
credit is secured by Resolve's  general  credit and is personally  guaranteed by
William A. Brown, the Company's executive  vice-president.  As of June 30, 2003,
Resolve has drawn down $21,000 on the line of credit, therefore, $29,000 remains
available.

NOTE E - CONVERTIBLE DEBENTURES AND NOTES PAYABLE

Convertible Debentures Due June 30, 2003

On December 6, 2001, Resolve borrowed $11,150 from related  individuals  secured
by a 6% convertible  debenture due June 30, 2003. The debentures are convertible
into  Resolve's  $0.0001 par value common  stock at $0.10 per share  through the
debenture's  maturity date. By June 25, 2003, the last day prior to its maturity
that the debenture  holders could give notice of conversion,  debenture  holders
representing 34,000 shares provided notice of conversion to Resolve. The Company
issued  34,000  shares  of its  common  stock  in  exchange  for the  debentures
converted.  On June 25, 2003,  the remaining  debentures  were  re-purchased  by
Resolve for $8,575, including accrued interest of $825.

Note Payable

During  May and June  2002,  Resolve  obtained  loans  from  Barbara  Green,  an
unrelated individual, and on June 3, 2002 Resolve formalized the advances with a
promissory note for the total advances of $40,000. The note includes interest at
12% per annum  payable  quarterly  in  arrears,  and is secured by the  accounts
receivable of the Company. The Company is current in its interest payments.  The
note's maturity has been extended to October 3, 2003.

Insurance Financing

In June 2003, Resolve financed its directors and officers'  liability  insurance
premiums of $20,000, net of a $5,000 down payment,  with interest at the rate of
7.5% per annum, payable in monthly to payments of $2,300 per month through April
2004.

NOTE G -  CASH FLOW SUPPLEMENTAL INFORMATION

Cash paid for  interest  during the three  months  ended June 30,  2003 and 2002
amounted to $5,790 and $447 respectively.

NOTE  H -  NON-CASH TRANSACTIONS

During three months ended June 30, 2003,  the  following  non-cash  transactions
were recorded:

1.   Resolve's  officers  provided  services to the Company valued at $3,000 and
     donated to the Company.
2.   Resolve  issued  34,000  shares of common  stock to  debenture  holders  in
     exchange for $3,400 in principal amount of debentures at $.10 per share.


                                       9
<PAGE>

                             RESOLVE STAFFING, INC.
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                                  JUNE 30, 2003


NOTE I - RELATED PARTY TRANSACTIONS

During the three months ended June 30, 2003,  the  Company's  officers  provided
services to Resolve valued at $3,000, which were donated to Resolve.

NOTE K - REGISTRATION STATEMENT

On July 27, 2002,  Resolve  filed a preliminary  registration  statement on Form
SB-2 with the  Securities and Exchange  Commission,  under the Securities Act of
1933. The Company went through the review  process of revising the  registration
statement,  including the number of shares and warrants  being  registered,  and
responding  to the SEC's  comments.  The  registration  statement  was  declared
effective  August 6, 2003,  registering  3,254,131  shares of our common  stock,
including 1,592,500 shares underlying warrants.


                                       10
<PAGE>

ITEM 2. MANAGEMENT'S  DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS
OF OPERATIONS

Cautionary Statement Regarding Forward-Looking Information

     This report and other reports, as well as other written and oral statements
made or released by us, may contain forward looking statements.  Forward-looking
statements  are  statements  that  describe,  or that are based on, our  current
expectations, estimates, projections and beliefs. Forward-looking statements are
based on assumptions made by us, and on information  currently  available to us.
Forward-looking statements describe our expectations today of what we believe is
most likely to occur or may be  reasonably  achievable  in the future,  but such
statements do not predict or assure any future occurrence and may turn out to be
wrong. You can identify forward-looking  statements by the fact that they do not
relate   strictly  to  historical  or  current  facts.   The  words   "believe,"
"anticipate,"  "intend," "expect,"  "estimate,"  "project",  "predict",  "hope",
"should", and "may", other words and expressions that have similar meanings, and
variations of such words and expressions,  among others, usually are intended to
help identify forward-looking statements.

     Forward-looking  statements are subject to both known and unknown risks and
uncertainties  and can be  affected  by  inaccurate  assumptions  we might make.
Risks,  uncertainties  and inaccurate  assumptions could cause actual results to
differ  materially  from  historical  results  or those  currently  anticipated.
Consequently,  no  forward-looking  statement can be  guaranteed.  The potential
risks and uncertainties  that could affect forward looking  statements  include,
but  are not  limited  to the  ability  to  raise  needed  financing,  increased
competition, extent of the market demand for and supply of goods and services of
the types  provided by the  Company,  governmental  regulation,  performance  of
information  systems,  and the ability of the Company to hire,  train and retain
qualified employees. In addition, other risks, uncertainties,  assumptions,  and
factors that could affect the Company's  results and prospects have been and may
further  be  described  in the  Company's  prior  and  future  filings  with the
Securities and Exchange Commission and other written and oral statements made or
released by the Company.

     We  caution  you  not  to  place  undue  reliance  on  any  forward-looking
statements,  which speak only as of the date of this document.  The  information
contained  in this  report  is  current  only as of its  date,  and we assume no
obligation to update any forward-looking statements.

     The financial  information set forth in the following  discussion should be
read in  conjunction  with,  and  qualified in its  entirety  by, 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  information 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, 2002.

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,  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.


                                       11
<PAGE>

CRITICAL ACCOUNTING POLICIES AND ESTIMATES

Our  significant  accounting  policies are more fully described in Note A to the
financial  statements.  However,  certain  accounting  policies are particularly
important to the  portrayal of the Company's  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,  Resolve's  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  operations,  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:

     o    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.

     o    ALLOWANCE  FOR  UNCOLLECTIBLE  ACCOUNTS  RECEIVABLE.  We estimate  and
          provide an allowance for uncollectible  accounts 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.

     o    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.

     o    LONG-LIVED  ASSETS. We depreciate  property and equipment and amortize
          patents  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 our assets  annually to
          ascertain that our estimate is still valid. If we determine the useful
          lives have materially changed, we either change the useful life of the
          assets or we may write the asset off  completely  if we determine  the
          asset has exhausted its useful life.

     o    INCOME  TAXES.  As part of the  process  of  preparing  our  financial
          statements, we are required to estimate our income taxes. This process
          involves  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 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.  To date, we have  recorded a valuation  allowance for the
          entire amount of our deferred tax assets due to the uncertainty of our
          ability to utilize them. In the event that actual  results differ from
          these estimates or we adjust these estimates in future periods, we may
          need to establish or adjust an additional valuation  allowance,  which
          could  materially  impact  our  financial   position  and  results  of
          operations.


                                       12
<PAGE>

RESULTS OF OPERATIONS

COMPARISON OF CONSOLIDATED OPERATIONS FOR THE SIX MONTHS ENDED JUNE 30, 2003 AND
2002.

     Comparison of consolidated  operations of our Company and Integra Staffing,
Inc., our wholly owned subsidiary are as follows:

     The net loss  decreased from $218,968 for six months ended June 30, 2002 to
$115,995 or a 47% decrease for six months ended June 30, 2003. The major factors
contributing  to  this  decrease  are  the  general  business  recovery  and our
aggressive  marketing  efforts,  and a marked  decrease in legal and  accounting
expenses of $11,000.

     Revenues for six months ended June 30, 2002 compared to 2003 increased from
$185,104  to  $539,166 or a 191%  increase,  reflecting  an increase in business
recovery and our aggressive  marketing efforts.  All of our revenues for the six
months  ended June 30,  2003 and 2002 were  generated  entirely  from  providing
workers to our customers.

     For the six months  ended June 30,  2003 and 2002 the major  categories  of
expenses, as a percent of revenue were as follows:

<TABLE>
<CAPTION>
                                                         2003              2002
                                                         ----------        ----------
<S>                                                       <C>               <C>
             Legal & professional                         17%               55%
             Advertising & promotion                       1%                2%
             Salaries & benefits                          19%               56%
             Taxes & licenses                              1%                0%
             Rent & leases                                 1%                9%
             Travel & entertainment                        1%                4%
             Administrative expenses                       5%               16%
</TABLE>

     Legal & professional  expense decreased from $102,356 in 2002 to $91,892 in
2003 or a 10%  decrease,  reflecting  principally  (1) a increase in  consulting
expenses  of  $10,800,  associated  with  a  one-year  agreement  with  Pinnacle
Corporate  Service,  LLC engaged to assist our  management  with (a)  assistance
and/or  preparation  of financial,  strategic and business  plan,  (b) assist on
recruiting key  management and members of the board of directors,  (c) assist in
the  implementation  of short and  long-term  strategic  planning  and  business
development initiatives,  and (d) other general business matters, and a decrease
of $21,256 in legal and accounting  expenses associated with compliance with SEC
matters and  principally  due to the completion of our  registration  statement,
which was declared effective August 6, 2003.

     Advertising and promotion expense increased slightly from $4,489 in 2002 to
$4,836  in 2003,  reflecting  a  decreased  level  of  outside  advertising  and
promotion,  while relying more and more on direct customer sales contacts by our
sales staff.

     Salaries and benefits  decreased from $104,440 in 2002 to $103,743 in 2003,
or  a 1%  decrease,  reflecting  the  constant  level  of  total  administrative
compensation,  including donated services our CFO and by our president.  General
office salaries  decreased by $6955 due to employing one less a part time office
clerk.  Officers'  salaries  increased  by  $6,258  resulting  to the  increased
compensation level of our CEO according to our agreement with her.

     Rent & leases  expense  decreased  from  $16,351 in 2002 to $7,835 in 2003,
reflecting a lower rental cost of our new  facilities  as well as a reduction of
common area maintenance costs associated with the previous leased offices.

     Travel & entertainment  substantially increased from $607 in 2002 to $6,953
in 2003, reflecting the increased effort by our staff to market our services and
principally by our CEO attending a staffing industry convention and seminars.


                                       13
<PAGE>

     Taxes & licenses  decreased slightly from $6,863 in 2002 to $5,693 in 2003,
reflecting a reduction of costs previously associated with licensing our company
in Nevada as well as Florida.

     General  and  administrative  expenses  decreased  from  $29,184 in 2002 to
$26,536 in 2003 or a 9% decrease. Changes in the major components of general and
administrative  expenses for the six months ended June 30, 2002 to June 30, 2003
were as follows: a decease in insurance expenses of $1,227; a increase in public
company  expenses  of $488;  an  increase in  convention  expense of $1,159;  an
decrease in printing costs of $1,195;  a decrease in office  expenses of $630; a
increase in  depreciation of $851; and a decrease in  miscellaneous  expenses of
$4,737.

COMPARISON OF CONSOLIDATED  OPERATIONS FOR THEE THREE MONTHS ENDED JUNE 30, 2003
AND 2002.

     Comparison of consolidated  operations of our Company and Integra Staffing,
Inc., our wholly owned subsidiary are as follows:

     The net loss  decreased  from $112,279 for three months ended June 30, 2002
to $83,567 or a 25% decrease  for three  months  ended June 30, 2003.  The major
factors  contributing to this decrease are the general business recovery and our
aggressive  marketing  efforts,  although  operating costs increased 24,691, due
primarily to legal and professional fees ($13,962) and  administrative  salaries
and benefits $6,712) as described below.

     Revenues for three months  ended June 30, 2002  compared to 2003  increased
from $99,564 to $276,920 or a 178% increase,  reflecting an increase in business
recovery and our aggressive marketing efforts. All of our revenues for the three
months  ended June 30,  2003 and 2002 were  generated  entirely  from  providing
workers to our customers.

     For the three months ended June 30, 2003 and 2002 the major  categories  of
expenses, as a percent of revenue were as follows:


<TABLE>
<CAPTION>
                                                         2003              2002
                                                         ----------        ----------
<S>                                                        <C>               <C>
             Legal & professional                          23%               49%
             Advertising & promotion                        1%                2%
             Salaries & benefits                           22%               56%
             Taxes & licenses                               1%                4%
             Rent & leases                                  1%                7%
             Travel & entertainment                         2%                0%
             Administrative expenses                        5%               13%
</TABLE>

     Legal & professional  expense  increased from $48,971 in 2002 to $62,027 in
2003 or a 29% increase, reflecting principally a decrease in consulting expenses
of  $33,976,   associated  with  a  six-month  agreement  with  Apogee  Business
Consultants  engaged to assist our management with services  associated with the
structure and the  requirements  of a public  company.  The  agreement  with the
consultant expired in June 2002.

     Advertising and promotion  expense  decreased from $2,648 in 2002 to $1,811
in 2003, or a 32% decrease,  reflecting a decreased level of outside advertising
and promotion,  while relying more and more on direct customer sales contacts by
our sales staff.

     Salaries and benefits increased from $55,315 in 2002 to $62,027 in 2003, or
a 12%  increase,  reflecting an increase in officers'  compensation  of $12,475,
including  donated  services our CFO and our  president,  reflecting  the higher
compensation  being  paid to our CEO  starting  February  2003.  During the same
period, other administrative salaries decreased by $3,176 due to the termination
of the employment of a part time office clerk.

     Rent & leases  expense  decreased  from  $9,327  in 2002 to $4,877 in 2003,
reflecting a lower rental cost of our new  facilities  as well as a reduction of
common area maintenance costs associated with the previous leased offices.

     Travel &  entertainment  decreased  from  $2,035 in 2002 to $1,425 in 2003,
reflecting  the  concentrated  effort of our  management  to  control  costs and
expenses.

                                       14
<PAGE>

     Taxes & licenses  increased slightly from $3,337 in 2002 to $1,829 in 2003,
reflecting  additional  costs of  licensing  in Nevada as well as  Florida  paid
during the quarter ended June 30, 2003.

     General  and  administrative  expenses  increased  from  $12,645 in 2002 to
$13,678 in 2003 or a 8% increase. Changes in the major components of general and
administrative  expenses  from the three  months ended June 30, 2002 to June 30,
2003 were as follows:  a increase in insurance expenses of $1,919; a decrease in
public company expenses of $1,828;  an increase in computer support of $2,103; a
increase in depreciation of $1,125; and a decrease in miscellaneous  expenses of
$5,051.

COMMITMENTS

     During  May and June  2002,  we  obtained  loans  from  Barbara  Green,  an
unrelated individual, in the aggregate amount of $40,000 under a promissory note
extended to October 3, 2003, with interest at the rate of 12% per annum, secured
with our accounts receivable. We are current with the payment of interest of Mr.
Green's  promissory  note.  We intend  to pay the  Barbara  Green  note with the
estimated  $55,000 premium refund due from our insurance carrier for policy year
ended February 2003. We expect to receive this refund in September 2003.

     On December 31, 2002 we converted $67,000 in loans obtained from William A.
Brown, our executive  vice-president into an unsecured promissory note due March
31,  2004,  with  interest at the rate of 5% per annum,  payable  quarterly.  No
interest has been paid to date to Mr. Brown.

     In  February   2003,   we  financed  our  current   liability  and  workers
compensation  insurance premiums of $23,594,  payable in monthly  installment of
$2,148 through November 2003, with interest at the rate of 9.5% per annum.

     In June 2003, we financed our current  officers' and  directors'  liability
insurance  premiums  of  $20,000,  after a down  payment of  $5,000,  payable in
monthly  installment of $2,300 through March 2004,  with interest at the rate of
7.5% per annum.

     In December 2001 we borrowed $11,150 from related  individuals secured by a
6% convertible  debenture due June 30, 2003. The debentures are convertible into
shares of our common at $.10 per share  through June 30, 2003. On June 25, 2003,
we  repaid  $7,750  of these  debentures  plus  accrued  interest  of $825.  The
remaining debentures were converted into 34,000 shares of our common stock.

LIQUIDITY AND CAPITAL RESOURCES

FOR THE SIX MONTHS ENDED JUNE 30, 2003

     For the six months  ended June 30, 2003 we incurred a net loss of $115,995.
Of this loss, $79,789,  consisting of depreciation ($2,331) and services donated
by our officers ($6,000),  as well as expensing of prepaid  consulting  expenses
($55,416) and prepaid salary for our CEO ($16,042),  both of which resulted from
the  issuance  of our  common  stock,  and did not  represent  the use of  cash.
Increases  in  accounts  receivable,   prepaid  and  other  expenses,  and  bank
overdraft,  offset by increases in accounts payable,  payroll, salary, and other
accruals  brought the total cash used in operations to $2,091.  Additionally  we
used $12,245 to purchase computer equipment and software during this period.

     Our  average  monthly  revenue  for each of the four  quarters  of 2002 was
$28,500,  $33,200,  $39,500, and $54,500,  respectively,  and has increased to a
monthly average of $87,400 and $92,300 for the first and second quarter of 2003,
respectively.  Although we have seen our average  monthly  revenues and business
activity increase in recent months, evidenced by our flexible staffing employees
increasing  from 42 during the three months ended  September  2002 to 108 during
the three months ended March 2003, we expect to continue to incur losses for the
foreseeable future.

     We expect our  operating  expenses  to increase  significantly  in the near
future as we attempt to build our brand and expand our  customer  base.  We hope
our expenses will be funded from  operations and short-term  loans from officer,
shareholders or others;  however,  our operations may not provide such funds and
we may


                                       15
<PAGE>

not be able obtain short-term loans from officers,  shareholders or others.  Our
officers and shareholders are under no obligation to provide additional loans to
the company,

FOR THE THREE MONTHS ENDED JUNE 30, 2003

     For the three months ended June 30, 2003 we incurred a net loss of $83,567.
Of this loss, $47,081,  consisting of depreciation ($1,206) and services donated
by our officers ($3,000),  as well as expensing of prepaid  consulting  expenses
($33,250) and prepaid  salary for our CEO ($9,625),  both of which resulted from
the  issuance  of our  common  stock,  and did not  represent  the use of  cash.
Increases  in  accounts  receivable,   prepaid  and  other  expenses,  and  bank
overdraft,  offset by increases in accounts payable,  payroll, salary, and other
accruals brought the total cash used in operations to $21,673.

     During the three  months ended June 30,  2003,  we borrowed  $21,000 on our
$50,000 line of credit from  Mercantile  Bank.  The line of credit is payable on
demand,  with  interest  at the rate of 3% above  Mercantile  Bank's  prime rate
(their  current  prime rate is 4.25%) per annum,  payable  monthly.  The line of
credit is secured by Resolve's  general  credit and is personally  guaranteed by
William A. Brown, the Company's executive vice-president.

PROSPECTIVELY

     We decided to upgrade our computer  system at a cost of $12,018,  which was
completed  during early June 2003.  We paid 25% down for the  upgrade,  with the
remainder  payable  at $350 per month  without  interest.  We intend to fund the
remaining costs from operations.

     The  liquidity  needs of the Company for the remainder of 2003 are expected
to increase  mostly from the  Company's  operating  activities  and in part from
capital  expenditures  for computer  equipment.  As of June 30, 2003, we did not
have any cash with which to satisfy our future cash requirements.

     We  anticipate  a refund of overpaid  workers  insurance  of  approximately
$55,000 for the policy  period ended  February 22,  2003.  We have  provided the
required  documentation  to  our  insurance  carrier,  who  have  now  completed
insurance policy audit, and are awaiting receipt of our refund.  We were told we
should be receiving the refund in September 2003

     Additionally,  on May 14,  2003,  we secured a $50,000  line of credit from
Mercantile  Bank,  payable  on  demand,  with  interest  at the rate of 3% above
Mercantile  Bank's  prime rate  (their  current  prime rate is 4.25%) per annum,
payable  monthly.  The line of credit is secured by security  interest in all of
the assets of the Company and is personally  guaranteed by William A. Brown, our
executive  vice-president.  As of August 18, 2003 we have drawn down  $21,000 on
the line of credit, therefore, $29,000 remains available to us.

     At August 18,  2003,  we did not have any other  material  commitments  for
capital expenditures.

ITEM 3.  CONTROLS AND PROCEDURES

Within the 90 days prior to the date of this report,  an evaluation  was carried
out  under  the  supervision  and  with  the   participation  of  the  Resolve's
management,  including its 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 our 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.
There were no significant  changes in our internal  controls or in other factors
that could  significantly  affect these controls subsequent to the date of their
evaluation.


                                       16
<PAGE>

                           PART II - OTHER INFORMATION

Item 2.  Changes in Securities

     On April 1, 2003, we issued 100,000  shares of our restricted  common stock
to Pinnacle Corporate  Services,  LLC pursuant to our consulting  agreement with
them. The shares were issued pursuant to Section 4(2) of the Securities Act.

     On June 1, 2003, we issued 100,000 shares of our restricted common stock to
Pinnacle Corporate Services, LLC pursuant to our consulting agreement with them.
The shares were issued pursuant to Section 4(2) of the Securities Act.

     On June 30, 2003,  we issued 34,000 shares of our common stock to debenture
holders in exchange for their 6%  convertible  debenture due June 30, 2003.  The
shares  underlying these debentures were included in the registration  statement
filed with SEC, and which was declared effective August 6, 2003.

     On August 1, 2003, we issued 100,000 shares of our restricted  common stock
to Pinnacle Corporate  Services,  LLC pursuant to our consulting  agreement with
them. The shares were issued pursuant to Section 4(2) of the Securities Act.

Item 6.  Exhibits and Reports on Form 8-K

      (a)    Exhibits

                  Exhibit 31.1       Certification  by  Wanda D.  Dearth,  Chief
                                     Executive  Officer  pursuant  to 18  U.S.C.
                                     Section  1350,   as  adopted   pursuant  to
                                     Section  302 of the  Sarbanes-Oxley  Act of
                                     2002.

                  Exhibit 31.2       Certification  by Cristino L. Perez,  Chief
                                     Financial  Officer  pursuant  to 18  U.S.C.
                                     Section  1350,   as  adopted   pursuant  to
                                     Section  302 of the  Sarbanes-Oxley  Act of
                                     2002.

                  Exhibit 32.1       Certification  by  Wanda D.  Dearth,  Chief
                                     Executive  Officer  pursuant  to 18  U.S.C.
                                     Section  1350,   as  adopted   pursuant  to
                                     Section  906 of the  Sarbanes-Oxley  Act of
                                     2002.

                  Exhibit 32.2       Certification  by Cristino L. Perez,  Chief
                                     Financial  Officer  pursuant  to 18  U.S.C.
                                     Section  1350,   as  adopted   pursuant  to
                                     Section  906 of the  Sarbanes-Oxley  Act of
                                     2002.

      (b)    Reports on Form 8-K

             None.


                                       17

<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:  August 19, 2003                           /s/ Wanda D. Dearth
                                                  ------------------------------
                                                  By: Wanda D. Dearth Chief
                                                  Executive Officer (principal
                                                  executive officer, director)


Dated:  August 19, 2003                           /s/ Donald E. Quarterman, Jr.
                                                  ------------------------------
                                                  By: Donald E. Quarterman, Jr.
                                                  President, Director


Dated:  August 19, 2003                           /s/ Cristino L. Perez
                                                  ------------------------------
                                                  By: Cristino L. Perez Chief
                                                  Financial Officer (principal
                                                  financial & accounting
                                                  officer, director)


                                       18