UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                              Washington, DC 20549

                                   FORM 10-QSB

[X]  Quarterly Report Pursuant to Section 13 or 15(d) of the
     Securities Exchange Act of 1934

                  For the quarterly period ended      February 28, 2003
                                                 ----------------------------
                                       OR

[ ]  Transition Report Pursuant to Section 13 or 15(d) of the
     Securities Exchange Act of 1934

         For the transition period from _____________ to ________________

Commission File No. 0-30404

                     DISTRIBUTION MANAGEMENT SERVICES, INC.


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

             Florida                             83-05747
--------------------------------      ------------------------------------
(State or other jurisdiction of       (IRS Employer Identification Number)
  incorporation or organization)

11601 Biscayne Blvd.,  Suite 201                     33181
----------------------------------------           ---------
(Address of principal executive offices)           (Zip Code)

Issuer's telephone number, including area code  (305) 893-9273
                                                --------------

Indicate by check mark whether the registrant (1) has filed all reports required
to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during
the preceding 12 months (or 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

Indicate the number of shares outstanding of each of the issuer's classes of
common stock, as of the latest practicable date.

              Class                          Outstanding as of February 28, 2003
-----------------------------                -----------------------------------
           Common Stock                              5,231,280 shares
         Par Value $0.001

<PAGE>

                         PART I - FINANCIAL INFORMATION

--------------------------------------------------------------------------------
ITEM 1. FINANCIAL STATEMENTS
--------------------------------------------------------------------------------

                     DISTRIBUTION MANAGEMENT SERVICES, INC.
                            BALANCE SHEET (UNAUDITED)
                                FEBRUARY 28, 2003


                                     ASSETS

Current assets
   Cash and equivalents                                      $   1,797
   Accounts receivable                                          13,812
   Prepaid and other                                            43,115
                                                             ---------
Total current assets                                            58,724

Property, plant and equipment, net                             891,978

Other assets                                                     4,850
                                                             ---------

                                                             $ 955,552
                                                             =========

                      LIABILITIES AND STOCKHOLDERS' EQUITY


Current liabilities
   Accounts payable                                          $     8,765
   Accrued interest                                               94,768
   Loans payable - related party                                 288,919
                                                             -----------
Total current liabilities                                        392,452

Convertible debenture                                             20,000
Long term mortgage payable                                       375,000
                                                             -----------
                                                                 395,000

Stockholders' equity
   Common stock, $0.001 par value, 15 million shares
     authorized, 5,231,280 shares issued and  outstanding          5,231
   Additional paid in capital                                  1,090,539
     Less: subscription receivable                                (3,600)
   Accumulated deficit                                          (924,070)
                                                             -----------
Total stockholders' equity                                       168,100
                                                             -----------

                                                             $   955,552
                                                             ===========



                                       1

<PAGE>

                     DISTRIBUTION MANAGEMENT SERVICES, INC.
                      STATEMENTS OF OPERATIONS (UNAUDITED)


<TABLE>
<CAPTION>
                                   THREE MONTHS ENDED FEBRUARY 28,      NINE MONTHS ENDED FEBRUARY 28,
                                        2003             2002              2003              2002
                                     ---------         ---------         ---------         ---------

<S>                                  <C>               <C>               <C>               <C>
Revenues                             $  36,084         $  34,409         $ 110,106         $  96,934
                                     ---------         ---------         ---------         ---------

Expenses
   General and administrative            3,046             2,201            10,699             3,843
   Salaries                              2,250             3,450            11,700            11,700
   Professional fees                     6,225             1,449            18,125            17,079
   License and taxes                     2,777             3,100             3,748             3,100
   Rent                                  1,086             1,086             3,258             3,258
   Repairs and maintenance                 143                --             1,188                12
   Depreciation                          5,200             5,000            15,600            15,000
                                     ---------         ---------         ---------         ---------
                                        20,727            16,286            64,318            53,992
                                     ---------         ---------         ---------         ---------
Income from operations                  15,357            18,123            45,788            42,942

Other income/(expenses)
   Interest expense                    (11,902)          (12,750)          (47,605)          (35,750)
   Other income                             --                --             1,360               578
                                     ---------         ---------         ---------         ---------
                                       (11,902)          (12,750)          (46,245)          (35,172)
                                     ---------         ---------         ---------         ---------

Net income (loss)                    $   3,455         $   5,373         $    (457)        $   7,770
                                     =========         =========         =========         =========


Earnings per common share            $   0.001         $   0.001         $  (0.000)        $   0.001
                                     =========         =========         =========         =========
</TABLE>



                                       2

<PAGE>

                     DISTRIBUTION MANAGEMENT SERVICES, INC.
                      STATEMENTS OF CASH FLOWS (UNAUDITED)

<TABLE>
<CAPTION>
                                                                              NINE MONTHS ENDED FEBRUARY 28,
                                                                                   2003           2002
                                                                                 -----------------------
<S>                                                                              <C>            <C>
Cash flows from operating activities:
  Net (loss) income                                                              $   (457)      $  7,770
                                                                                 --------       --------

  Adjustments to reconcile net loss to net
    cash provided by operating activities:
      Depreciation                                                                 15,600         15,000
      Additional paid in capital contributed as rent and services performed        14,958         14,958
      (Increase) decrease in accounts receivable                                    2,154         (1,289)
      (Increase) decrease in prepaid expenses                                      (2,443)        (3,141)
      (Increase) decrease in other assets                                           4,590             --
      Increase (decrease) in accounts payable and accrued expenses                  8,125        (26,343)
                                                                                 --------       --------
      Total adjustments                                                            42,984           (815)
                                                                                 --------       --------
Net cash provided by operating activities                                          42,527          6,955
                                                                                 --------       --------

Cash flows from investing activities:
   Capital expenditures                                                              (225)        (9,901)
                                                                                 --------       --------
Net cash used in investing activities                                                (225)        (9,901)
                                                                                 --------       --------

Cash flows from financing activities:
   Repayment of stockholders and related party loans                              (41,843)        (2,005)
                                                                                 --------       --------
Net cash used in financing activities                                             (41,843)        (2,005)
                                                                                 --------       --------

Net increase (decrease) in cash and cash equivalents                                  459         (4,951)

Cash and cash equivalents, beginning of period                                      1,338          6,335
                                                                                 --------       --------

Cash and cash equivalents, end of period                                         $  1,797       $  1,384
                                                                                 ========       ========
</TABLE>



                                       3

<PAGE>


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

          Results of Operations

          Three months ended February 28, 2003 compared to the same period in
2002

          For the three months ended February 28, 2003, the Company received
revenues from the operation of the recycling center of approximately $36,000
compared to revenues for the same period in 2002 of $34,400. These revenues
represent the Company's 10% and 6% share of recycling revenues for the first 450
yards and all yards above 450, respectively, received daily pursuant to the
terms of the Assumption Agreement which modified the Amended Operation Agreement
with the operator of the Company's recycling center. The approximately 5%
increase in revenues is attributable to the increased volume of total revenues
the Company receives under the terms of the Assumption Agreement. Expenses
increased from approximately $11,300 for the three months ended February 28,
2002 to approximately $16,000 for the same period in 2003. The increase is due
to an increase in general and administrative expenses of approximately $ 4,800
for professional fees during the period which was offset by a reduction in
salaries and licenses and taxes of approximately $1,500.

         The gross volume of materials delivered to the recycling center
averaged approximately 1,100 yards per day in the three months ended February
28, 2003 which is approximately 27 % less than the anticipated volume of 1,500
yards per day but is approximately 5% more than the gross volume delivered in
the same period in fiscal 2002. While these numbers represent a positive upward
trend in the amount of materials that are being delivered to the recycling
center on a daily basis, management believes that these numbers should and could
be increased.

                                       4

<PAGE>

         Nine months ended February 28, 2003 compared to the same period in 2002

         For the nine months ended February 28, 2003, the Company received
revenues from the operation of the recycling center of approximately $110,100
compared to revenues for the same period in 2002 of approximately $96,900. The
approximately 14% increase in revenues is attributable to the increased volume
of total revenues the Company receives under the terms of the Assumption
Agreement. Expenses increased from approximately $39,000 for the nine months
ended February 28, 2002 to approximately $48,700 for the same period in 2003.
The approximate increase of 25% is due to a significant increase in general and
administrative expenses of approximately $6,850 for the period attributable to
increased spending on office expenses and temporary services.

         Liquidity and Capital Resources
         -------------------------------

         As of February 28, 2003, the Company had cash on hand of $1,797. The
monthly gross revenue received by the Company from the recycling center
currently averages $12,000 per month. Management expects that this amount will
continue to increase although it cannot accurately determine the amount of such
increase, if any. The Company obtained an extension on the current mortgage on
the recycling center until February 1, 2004.

          Management anticipates that cash flow from revenues, which is expected
to average approximately $12,000 to $15,000 per month during the remainder of
the current fiscal year, will be sufficient to finance the Company's working
capital requirements for the next 12 months, including the funds required to pay
the $4,099 per month mortgage expense. The Company's monthly cash operating
expense averages approximately $6,000, which amount is not expected to
materially increase based upon current operations. If the Company is unable to
secure alternative funding necessary to satisfy its existing obligations, it may
be unable to continue as a going concern.

         There are currently outstanding three loans from related parties in the
principal sum of $80,941, $57,978 and $150,000, respectively. The first two
loans accrue interest at a rate of 7% per year and the $150,000 loan, owed to
the Company's President, accrues interest at 5% per year. Accrued interest on
these loans for the fiscal year aggregated $94,768 as of February 28, 2003.
These loans have no set maturity date and are due upon demand. In the event that
the Company is unable to pay these notes at the time any demand is made,
management expects that the loans will be extended by the lenders although no
assurances are given. These related parties have no obligation to make any
further loans to the Company in the future notwithstanding that they have made
loans in the past.

                                       5

<PAGE>

         From time to time, the Company may evaluate potential acquisitions
involving complementary businesses, services, products or technologies.
Management is in discussions with a company which owns other recycling centers
to purchase an interest in the Company's recycling center. As of the date of
this Report, there are no final agreements or understandings with respect to any
such acquisition and no assurance can be given that the transaction will occur.
The Company's future capital requirements will depend on many factors, including
acquisitions, if any, growth of the Company's customer base, economic conditions
and other factors including the results of future operations.

         The Company currently has no salaried employees. If operations are
expanded through growth or acquisitions, the Company will hire personnel to meet
these needs and may enter into employment agreements with its President or
others to oversee its operations. The number of employees which may be hired
will be determined by the continuity or modification of the present Agreement
and/or its expansion into the trucking and container operations and/or
acquisition of a landfill. The number of employees actually hired will be based
on the Company's ability to support the increased cost through cash flow
generated by such business.

Impact of Inflation
-------------------

         Although the Registrant has not attempted to calculate the effect of
inflation, management does not believe inflation has had or will have a material
effect on its results of operations.

Forward-Looking Information
---------------------------

         The Private Securities Litigation Reform Act of 1995 provides a "safe
harbor" for certain forward-looking statements made by the Registrant in its
disclosures to the public. There is certain information contained herein, in the
Registrant's press releases and in oral statements made by authorized officers
of the Registrant which are forward-looking statements, as defined by such Act.
When used herein, in the Registrant's press releases and in such oral
statements, the words "estimate", "project", "anticipate", "expect", "intend",
"believe", "plans", and similar expressions are intended to identify
forward-looking statements. Because such forward-looking statements involve
risks and uncertainties, there are important factors that could cause actual
results to differ materially from those expressed or implied by such
forward-looking statements.

                                       6

<PAGE>

                           PART II - OTHER INFORMATION

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ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K
--------------------------------------------------------------------------------

(a)      The following exhibits are included in this filing:

         99.1     Certification 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


                                   SIGNATURES

Pursuant to the requirements of the Securities and Exchange Act of 1934, the
Registrant has duly caused this report to be signed on its behalf by the
undersigned hereunto duly authorized.

                              DISTRIBUTION MANAGEMENT SERVICES, INC.

Dated: April 18, 2003         By: /s/ Leo Greenfield
                                  ----------------------------------------------
                              Leo Greenfield, President, Chief Executive Officer
                              and Chief Financial Officer


                                       7

<PAGE>

                                  EXHIBIT INDEX
                                  -------------


Exhibit No.
-----------

99.1  Certification Pursuant to 18 U.S.C. Section 1350 as Adopted
           Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002


                                       8