UNITED
STATES

SECURITIES
AND EXCHANGE COMMISSION

Washington D.C.
20549

FORM
10-QSB

PocketSpec
Technologies Inc.

Colorado
84-1461919

3225
E Third Avenue, Denver, Colorado 80206

(303)
393-8060

Indicate
by check 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.

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

This
document is comprised of 16 pages.

FORM
10-QSB

3rd QUARTER

INDEX

PART I
 FINANCIAL INFORMATION

Page

|Item |  | 2. Managements Discussion and Analysis 9
|---- |  | -----------------------------------------

|Item |  | 3.
Controls and Procedures 12
|---- |  | -----------------------------

PART II
 OTHER INFORMATION

|Item |  | 1. Legal Proceeding 12
|---- |  | ----------------------

|Item |  | 2.
Changes In Securities 12
|---- |  | ---------------------------

|Item |  | 3. Defaults Upon Senior Securities 12
|---- |  | -------------------------------------

|Item |  | 4.
Submission of Matters To A Vote of Security Holders 12
|---- |  | ---------------------------------------------------------

|Item |  | 5. Other Information 12
|---- |  | -----------------------

|Item |  | 6.
Exhibits and Reports on Form 8-K 12
|---- |  | --------------------------------------

*The
accompanying financial statements are not covered by an Independent Certified
Public Accountants report.

2

Balance
Sheets

2003

_________________

Assets

Liabilities
and Shareholders Equity

$
1,920,095

_________________

3

Statements
of Operations

4

Statements of
Cash Flows

Cash
flows from operating activities:

Cash flows
from investing activities:

Cash
flows from financing activities:

Cash
paid during the period for:

5

POCKETSPEC
TECHNOLOGIES INC.,

NOTES
TO CONDENSED, CONSOLIDATED FINANCIAL STATEMENTS

(Unaudited)

Note 1:
Basis of presentation

(a)The
financial statements presented herein have been prepared by the Company in
accordance with the accounting policies in its annual 10-KSB report dated
January 31, 2003 and should be read in conjunction with the notes thereto.

In the
opinion of management, all adjustments (consisting only of normal recurring
adjustments) which are necessary to provide a fair presentation of operating
results for the interim period presented have been made. The results of
operations for the periods presented are not necessarily indicative of the
results to be expected for the year.

(b)
Inventory

Inventories
are stated at the lower of cost or market. Cost includes materials, labor,
direct costs, and allocated overhead. Generally, inventories are written down to
market value during the period in which impairment of such inventories is
identified. Inventory at October 31, 2003 consisted of finished goods. We have
recorded an allowance for inventory in the amount of $27,500 for products that
are not selling. The reserve was expensed to cost of sales for the third
quarter, which resulted in a negative margin. The reserve for inventory directly
relates to the reduction of our gross sales. We do not record a reserve for
warranty of our products as we believe an allowance is not required at this
time, since historical data has indicated that returns of our products for
repair or replacement have been insignificant.

(c)
Property, equipment and depreciation

Property
and equipment are recorded at cost. Expenditures that extend the useful lives of
assets are capitalized. Repairs, maintenance and renewals that do not extend the
useful lives of the assets are expensed as incurred. Depreciation is provided on
the straight-line method over the following estimated useful lives: furniture, 7
years; office equipment, 5 years; molds, 3 years. Depreciation expense was
$14,999 (unaudited), and $17,222 for the three months period ended October 31,
2003 and 2002, respectively, while depreciation expense was $43,184 and $35,578
for the nine months period ended October 31, 2003 and 2002, respectively.

Interim
financial data presented herein are unaudited.

Note 2:
Related party transactions

Asset
Realization, Inc. (ARI), B7 Brand, LLC (B7B), Cape Aloe Corp., (CAC), Cherry
Creek Cottage, LLC (CCC), F. Jeffrey Krupka (FJK), Janet Brophy (JB),
Krupka-Brophy Profit Sharing Plan (KBP), and Wraith Moon House, LLC (WMH) are
affiliates of our Company.

(a)The
Company has accounts payable to Janet Brophy in the amount of $106,210, accounts
payable to Cynthia Kettl in the amount of $6,820, and to an employee in the
amount of $12,654, for total accounts payable amounting to $125,684. Officers
and employees have paid expenses for the Company from time to time. For their
payments, the Company intends to pay interest on the expense amounts that have
been provided by the personnel. The Company has an accrued balance of $2,000 for
rent payable to CCC for the third quarter ended October 31, 2003. The Company
has paid CCC a total amount of $54,000 for current and prior year rent for
office space. Rent expense to CCC totaled $36,000 through October 31, 2003.

6

POCKETSPEC
TECHNOLOGIES INC.,

NOTES
TO CONDENSED, CONSOLIDATED FINANCIAL STATEMENTS

(Unaudited)

(b)For
the period ended October 31, 2003 the Company has accrued interest totaling
$28,867 on notes payable owed to affiliates. The Company borrowed $61,800 from
CAC, $5,000 from B7B, $6,000 from JB, $12,000 from Cynthia Kettl, $1,000 from an
employee, and $2,400 from FJK. Total amount borrowed was $88,200, which was used
as operating capital. The Company also borrowed a total amount of $36,350 from
KBP for operating capital in order to finance the development of new
color-measuring devices. KBP converted the $36,350 to a note during the second
quarter of this fiscal year.

(c)The
Company has notes payable to affiliates totaling $498,885. Terms of the notes
are listed below.

Note
payable to ARI in the amount of $1,500. The note bears interest at 6% and is due
with a single payment totaling $1,572 on December 1, 2003. Accrued interest at
October 31, 2003 totaled $65.

Note
payable to B7B in the amount of $300,000. The Company borrowed $285,000 from B7B
during March 2003 for use as operating capital. The terms of the note required
payment of $15,000 in interest points which was deducted from the $300,000
principal balance, netting the Company $285,000 cash. The note bears interest at
12% with monthly payments in the amount of $3,750 beginning April 1, 2003 and
matures March 25, 2004. B7B has temporarily waived the monthly payment
requirement. Accrued interest at October 31, 2003 totaled $21,699.

Note
payable to B7B in the amount of $127,600. The Company borrowed $116,000 from B7B
during September 2003 for use as operating capital. The terms of the note
required payment of $11,600 in interest points which was deducted from the
$127,600 principal balance, netting the Company $116,000 cash. The note bears
interest at 12% with monthly payments in the amount of $2,500 beginning October
19, 2003 and matures September 19, 2004. B7B has temporarily waived the monthly
payment requirement. The total amount of points expensed through October 31,
2003 were $985. Accrued interest at October 31, 2003 totaled $1,762.

Note
payable to CAC in the amount of $50,000. The note had an interest rate of 6% and
matured August 1, 2004. Principal payments in the amount of $50,000 have been
paid along with interest in the amount of $389 through the period ended October
31, 2003.

Note
payable to CAC in the amount of $5,700. The note had an interest rate of 6%. The
note was paid in full along with accrued interest in the amount of $41.

Note
payable to JB in the amount of $24,000. The note bears interest at 15% with
monthly payments in the amount of $3,000 starting March 1, 2003 and matures
November 1, 2003. JB has temporarily waived the monthly payment requirement.
Accrued interest at October 31, 2003 totaled $2,712.

Note
payable to KBP in the amount of $39,985. The Company borrowed $36,350 from KBP
during the second quarter for use as operating capital. The terms of the note
required payment of $3,635 in interest points which was deducted from the
$39,350 principal balance, netting the Company $36,350 cash. The note

7

POCKETSPEC
TECHNOLOGIES INC.,

NOTES
TO CONDENSED, CONSOLIDATED FINANCIAL STATEMENTS

(Unaudited)

bears
interest at 12% and is due with a single payment totaling $43,206 and matures
January 6, 2004. The money was used to fund continued development of the color
measuring product line. The points are being amortized over the life of the
loan. Total interest points expensed through October 31, 2003 were $2,641.
Accrued interest through October 31, 2003 totaled $2,340.

Note
payable to WMH in the amount of $5,800. The note bears interest at 6% and was
due with a single payment totaling $5,975 on October 3, 2003. The note has been
extended through December 31, 2003. Accrued interest through October 31, 2003
totaled $289.

(d)During
the third quarter ended October 31, 2003 the Company issued 183,100 shares of
common stock to an employee valued at $10,986 for compensation for services to
the Company.

(e)For
the period ended October 31, 2003 the Company expensed interest to affiliates
totaling $52,441 in the accompanying financial statements.

(f)During
the period ended October 31, 2003 the Company paid principal amounts of $50,000
to CAC against a note payable totaling $50,000 and $5,700 to CAC to pay a note
payable of $5,700 in full, for a total amount of $55,700 principal payments to
CAC.

(g)During
the nine months period ended October 31, 2003 the Company borrowed $1,500 from
ARI, $285,000 from B7B, $116,000 from B7B, $35,000 from CAC, $5,700 from CAC,
and $36,350 from KBP, for a grand total of $479,550. Amounts borrowed were used
for operating capital and development of new color-measuring product lines.

(h)During
the nine months period ended October 31, 2003 the Company converted a note
payable in the amount of $275,000 along with accrued interest into stock. The
Company received $10,000 cash and converted the note payable for $275,000 with
interest in the amount of $17,517, for a total amount of $302,517 for 4,321,673
shares of common stock. The cash was used to repay CAC principal in the amount
of $9,737 and accrued interest in the amount of $263 during the second fiscal
quarter.

(i)During
the nine months period ended October 31, 2003 the Company sold 120,000 shares of
stock to JB for $8,400 cash. The Company also issued 71,400 shares of common
stock to the CFO for $1,998 cash and $3,000 from an account payable, for a total
amount of $4,998. Cash from the transaction totaled $10,398.

(j)The
Company has agreed to pay a board member a bonus of $20,000 for his
participation in developing software for the ColorQA device whenever sales
amount to $200,000 from sale of the units with the software and after all of
deferred wages have been paid.

Note 3:
Transactions with non-affiliates

(a)For
the nine months period ended October 31, 2003 the Company had $3,315 of trade
receivables, inventory valued at $315,846, which includes a reserve for
write-off in the amount of $27,500, and prepaid expenses totaling $26,758 to
non-affiliates. Inventory increased due to new product development and upgrades
to the current color measuring product lines. Each product line uses the same
technology and the electronic components are interchangeable. For the period
ended October 31, 2003 the Company had accounts payable totaling $165,386,
accrued liabilities totaling $106,749, which includes accrued wages and payroll
taxes totaling $101,727, $4,672 of property taxes and $3500 for other expenses.
The Company also had accrued interest of $796 from a note payable. The note
payable is in the amount of $14,500 and bears interest at 6%, with a single
payment

8

POCKETSPEC
TECHNOLOGIES INC.,

NOTES
TO CONDENSED, CONSOLIDATED FINANCIAL STATEMENTS

(Unaudited)

(b)During
the nine months period ended October 31, 2003 the Company had interest expense
to non-affiliates totaling $4,256.

(c)During
the nine months period ended October 31, 2003 the Company acquired depreciable
assets for cash for a total amount of $25,482 and paid $1,359 for patent filing
fees.

(d)For
the nine months period ended October 31, 2003 the Company converted notes
payable to non-affiliates totaling $381,164 plus accrued interest totaling
$3,982 into stock, for a total amount of $385,146. Additional cash in the amount
of $17,500 was received from the individuals towards the purchase of 250,000
shares of stock totaling $17,500, which was used for operating capital. Shares
issued for the transaction totaled 5,752,078 and were valued at $0.07 per share.

Note 4:
Shareholders Equity

During
the nine months period ended October 31, 2003 the Company issued 183,100 shares
valued at $10,986 to an employee in lieu of salary for services provided to the
Company. The Company also issued a total of 344,645 shares to individuals valued
at $18,816 or approximately $.05 per share for services to the Company.

POCKETSPEC
TECHNOLOGIES INC.,

|ITEM |  | 2. MANAGEMENTS DISCUSSION AND ANALYSIS.
|---- |  | ----------------------------------------

Forward-Looking
Statements

The
following discussion contains forward-looking statements regarding our Company,
its business, prospects and results of operations that are subject to certain
risks and uncertainties posed by many factors and events that could cause our
actual business, prospects and results of operations to differ materially from
those that may be anticipated by such forward-looking statements. Factors that
may affect such forward-looking statements include, without limitation: our
ability to successfully develop new products for new markets; the impact of
competition on our revenues, changes in law or regulatory requirements that
adversely affect or preclude clients from using our products for certain
applications; delays our introduction of new products or services, and our
failure to keep pace with emerging technologies.

When
used in this discussion, words such as believes,
anticipates, expects, intends and similar
expressions are intended to identify forward-looking statements, but are not the
exclusive means of identifying forward-looking statements. Readers are cautioned
not to place undue reliance on these forward-looking statements, which speak
only as of the date of this report. Our Company undertakes no obligation to
revise any forward-looking statements in order to reflect events or
circumstances that may subsequently arise. Readers are urged to carefully review
and consider the various disclosures made by us in this report and other reports
filed with the Securities and Exchange Commission that attempt to advise
interested parties of the risks and factors that may affect our business.

9

Results of
Operations

Our
main operational focus is the color-measuring business. Our efforts during this
period have been spent on marketing, production, and product upgrades.

We
realized total revenues of $31,849 for the three months period ended October 31,
2003 and $111,763 for the nine months period ended October 31, 2003 in
comparison to revenues of $48,382 and $48,382 for the three months and nine
months period ended October 31, 2002, respectively. Sales during the third
quarter decreased due to market conditions. Total operating expenses, which
consisted of general and administrative expenses, were $257,969 and $1,087,665
for the three and nine months period ended October 31, 2003 compared to $369,559
and $1,335,404 for the three and nine months period ended October 31, 2002,
respectively. The major components of general and administrative expenses were
research and development, wages, legal, accounting, rent and other expenses for
the nine months period ended October 31, 2003 and 2002.

Our
net loss for the three and nine months period ended October 31, 2003 was
$280,862 and $1,109,942, respectively. Our net loss for the three and nine
months period ended October 31, 2002 was $414,465 and $1,211,671, respectively.
We had a loss on a fully diluted basis, of $.008 per share for the three months
period ended October 31, 2003 and $.033 per share for the nine months period
ended October 31, 2003, compared to a net loss of $.021 per share for the three
months period ended October 31, 2002 and $.066 per share for the nine months
period ended October 31, 2002.

Our
products are being produced and we have been actively selling the ColorQA and
BronzCheck product line. We had previously acquired an exclusive worldwide
license for the manufacturing and marketing rights for a hand-held device for
measuring and comparing color of objects and light emission. We acquired these
rights pursuant to a technology license agreement from Color-Spec Technologies,
Inc. on October 3, 2001. In addition, the agreement assigned rights to a pending
utility patent covering the color technology and application. As a result, we
own, through this subsidiary, all of the assets of Color-Spec Technologies,
Inc., including their intellectual property and their right to receive royalty
payments from us of $75 per unit sold. On a consolidated reporting basis we pay
no royalties.

We are
continuing an aggressive marketing campaign in the tanning industry through the
BronzCheck product and its associated TanTone Measurement System.
The BronzCheck generates a TanTone number (zero to 1,000 
mostly 650 to 900). This number is the key to knowing if a person is getting
tanner. When these numbers are shown on a graph, the chart would show that the
tanning process is working, as well as verifying the quality of lotions used by
the clients to enhance the tanning speed. We launched our Salon System Tan Tone
during October 2003, which integrates data into existing Point of Sale software
systems used by the salons.

We
have been producing our new product line including software that will interface
our device with certain Windows based operating systems. The software provides
the salon owner a database about its clientele and their use of the tanning
facilities. In addition, a product scheduled for release during the fourth
fiscal quarter will provide salon owners information about the remaining useful
life of tanning bed bulbs. The new product line will be able to provide the
salon owner enough information that will benefit the cost of operations by
reducing bulb replacement expense. Our upgrades to our product line include an
addition of a USB port enabling our color measurement devices to interface with
computer software.

We
have been producing our ColorQA product line for the paint and plastics
industries. We have upgraded our product line with software and USB ports in
order to create color charts from color comparisons. The software provides a
database for future reference to the user.

10

In
analyzing our sales to date, we estimate that over 80% of our product sales have
been the ColorQA through October 31, 2003. We anticipate that sales of our
BronzCheck devices will increase significantly by our fiscal year end.
With our continued aggressive marketing campaign and alliances created within
the paint, plastics, and tanning industries, we believe that overall total sales
will increase significantly. We have sold our color measuring products in other
countries such as Australia, China, Denmark, England, Spain, Israel, Poland, and
Mexico, to name a few. At the present time, we believe that no product exists
with the accuracy, dependability, and price range that competes directly with
our product.

In
connection with our color measuring devices, we have also been selling the
replacement battery and calibration caps. We view the replacement parts as an
additional revenue stream for us. We have estimated that, given the device
usage, such sales could equal $100 per device per year, which would be
approximately over 25% of the original purchase price of our product. Typically,
a customer would be buying our batteries at a 25% to 100% savings over
comparative retail prices for similar products. We have no backlog problem in
meeting our orders. We are keeping sufficient inventory in place. Most of our
sales are on-line or by telephone as credit card transactions, including
American Express and Discover cards. Our web site is www.pocketspec.com.
We have added a tanning specific website, www.bronzcheck.com.

To
date, however, through the marketing of our products, we have not yet achieved
profitable operations, which is our goal. We cannot predict when, if at all, we
will be profitable in our business. Nevertheless, we continue our business plan
and are focusing our efforts on upcoming trade shows in Nashville and Anaheim.

At the
present time, we plan to focus completely upon the development of our own
product applications, rather than pursuing other technology acquisitions.

Liquidity
and Capital Resources

Our
net cash was $7,253 as of October 31, 2003, compared to $25,178 as of October
31, 2002.

Net
cash used by investing activities totaled $26,841 as a result of the purchase of
depreciable assets and patent costs. Net cash received from investing activities
for the period ended October 31, 2002 was $381,179. Our net cash received from
financing activities was $539,948 for the nine months period ended October 31,
2003, compared to having received $715,013 for the nine months period ended
October 31, 2002. Cash provided from financing activities came from loans from
related parties totaling $567,750 and $27,898 from the sale of stock for the
period ended October 31, 2003. Cash from loans from affiliates totaled $521,305
and $200,746 from the sale of stock for the period ended October 31, 2002.

We
have accounts receivable for the nine months period ended October 31, 2003
totaling $3,315 and prepaid expenses of $26,758 for the same period. Prepaid
expenses consist of fees paid for upcoming trade shows and points paid on loans.
WE have deferred payroll totaling $101,603, which is anticipated to be paid
during the first fiscal quarter of the new year.

Our
products, the Color QA and BronzeCheck are being marketed through brochure
mailings and trade shows. We have built what we consider to be a sufficient
inventory base to deliver products when ordered.

We are
also considering ways in which to grow our shareholder equity, perhaps by the
acquisition of tanning industry assets, such as salons, that would operate as
corporate owned.

Financing
for operating deficits has largely been through affiliates. In any case, we will
need additional financing to achieve our business plan.

11

POCKETSPEC
TECHNOLOGIES INC.,

|ITEM |  | 3. CONTROLS AND PROCEDURES.
|---- |  | ---------------------------

QSB,
evaluated the effectiveness of the design and operation of our disclosure
controls and procedures and our internal controls and procedures for financial
reporting. This evaluation was done under the supervision and with the
participation of our management, including the President and the Chief Financial
Officer. In accord with SEC requirements, the President and Chief Financial
Officer notes that, since the date of the evaluation to the date of this Annual
Report, there have been no significant changes in internal controls or in other
factors that could significantly affect internal controls, including any factors
that could significantly affect internal controls, including any corrective
actions with regard to significant deficiencies and material weaknesses. Based
upon our evaluation, the President and Chief Financial Officer have concluded
that our disclosure controls are effective to ensure that material information
relating to us is made known to management, including the President and Chief
Financial Officer, particularly during the period when the Companys
periodic reports are being prepared, and that our internal controls are
effective to provide reasonable assurance that our financial statements are
fairly presented in conformity with generally accepted accounting principles.

Items
1 Through 5  No response required.

Item 6
 Exhibits and reports on Form 8-K.

Exhibit No.
Description

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
thereunto duly authorized.

12

/s/By: Janet
Brophy

Chief
Executive Officer

/s/By: Cynthia
Kettl

Chief
Financial Officer

|1. |  | I have reviewed this quarterly report on Form 10-QSB of PocketSpec Technologies
Inc.;
|-- |  | -------------------------------------------------------------------------------------

|2. |  | Based on my knowledge, this 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;
|-- |  | ---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

|3. |  | Based on my knowledge, the financial statements, and other financial information
included in this report, fairly present in all material respects the financial
condition, results of operations and cash flows of the small business issuer as
of, and for, the periods presented in this report;
|-- |  | --------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

|4. |  | The small business issuers other certifying officer and I are responsible
for establishing and maintaining disclosure controls and procedures (as defined
in Exchange Act Rules 13a-15(e) and 15d-a5(e)) for the small business issuer and
have;
|-- |  | -------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

(a)
Designed such disclosure controls and procedures, or caused such disclosure
controls and procedures to be designed under our supervision, to ensure the
material information relating to the small business issuer, including its
consolidated subsidiaries, is made known to us by others within those entities,
particularly during the period in which this report is being prepared;

(b)
Evaluated the effectiveness of the small business issuers disclosure

(c) controls
and procedures and presented in this report our conclusions about the
effectiveness of the disclosure controls and procedures, as of the end of the
period covered by this report based on such evaluation

(d)
Disclosed in this report any change in the small business issuers internal
control over financial reporting that occurred during the small business
issuers most recent fiscal quarter (the small business issuers
fourth fiscal quarter in the case of an annual report) that has materially
affected, or is reasonably likely to materially affect,

13

|5. |  | The small business issuer other certifying officer(s) and I have disclosed,
based on our most recent evaluation of internal control over financial
reporting, to the small business issuers auditors and the audit committee
of the small business issuers board of directors (or person performing the
equivalent functions);
|-- |  | --------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

(a)
All significant deficiencies and material weaknesses in the design or operation
of internal control over financial reporting which are reasonably likely to
adversely affect the small business issuers ability to record, process
summarize and report financial information; and

(b)
Any fraud, whether or not material, that involves management or other employees
who have a significant role in the small business issuers internal
controls over financial reporting.

/s/
Janet Brophy

Chief
Executive Officer

|1. |  | I have reviewed this quarterly report on Form 10-QSB of PocketSpec Technologies
Inc.;
|-- |  | -------------------------------------------------------------------------------------

|2. |  | Based on my knowledge, this 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;
|-- |  | ---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

|3. |  | Based on my knowledge, the financial statements, and other financial information
included in this report, fairly present in all material respects the financial
condition, results of operations and cash flows of the small business issuer as
of, and for, the periods presented in this report;
|-- |  | --------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

|4. |  | The small business issuers other certifying officer and I are
|-- |  | --------------------------------------------------------------

| | responsible
for establishing and maintaining disclosure controls and procedures (as defined in
Exchange Act Rules 13a-15(e) and 15d-a5(e)) for the small business issuer and have;
| | ----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

(a)Designed
such disclosure controls and procedures, or caused such disclosure controls and
procedures to be designed under our supervision, to ensure the material
information relating to the small business issuer, including its consolidated
subsidiaries, is made known to us by others within those entities, particularly
during the period in which this report is being prepared;

(b)Evaluated
the effectiveness of the small business issuers disclosure controls and
procedures and presented in this report our conclusions about the effectiveness
of the disclosure controls and procedures, as

14

(c)Disclosed
in this report any change in the small business issuers internal control
over financial reporting that occurred during the small business issuers
most recent fiscal quarter (the small business issuers fourth fiscal
quarter in the case of an annual report) that has materially affected, or is
reasonably likely to materially affect, the small business issuers
internal control over financial reporting; and

|5. |  | The small business issuer other certifying officer(s) and I have disclosed,
based on our most recent evaluation of internal control over financial
reporting, to the small business issuers auditors and the audit committee
of the small business issuers board of directors (or person performing the
equivalent functions);
|-- |  | --------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

(a)All
significant deficiencies and material weaknesses in the design or operation of
internal control over financial reporting which are reasonably likely to
adversely affect the small business issuers ability to record, process
summarize and report financial information; and

(b)Any
fraud, whether or not material, that involves management or other employees who
have a significant role in the small business issuers internal controls
over financial reporting.

/s/
Cynthia Kettl

Chief
Financial Officer

CERTIFICATION
PURSUANT TO

In
connection with the Quarterly Report of PocketSpec Technologies Inc. (the
Company) on Form 10-QSBSB for the period ending October 31, 2003 as
filedwith the Securities and Exchange Commission (the
Report), I. Janet Brophy, Chief Executive Officer of the Company,
certify, pursuant to 18 U.S.C. §1350, as adopted pursuant to §906 of
the Sarbanes-Oxley Act of 2002, that:

(2)
The information contained in the Report fully presents, in all material
respects, the financial condition and results of operations or the Company.

By:
/s/ Janet Brophy

Chief
Executive Officer

CERTIFICATION
PURSUANT TO

In
connection with the Quarterly Report of PocketSpec Technologies Inc. (the
Company) on Form 10-QSBSB for the period ending October 31, 2003 as filed

15

with
the Securities and Exchange Commission (the Report), I. Cynthia
Kettl, Chief Financial Officer of the Company, certify, pursuant to 18 U.S.C.
§1350, as adopted pursuant to §906 of the Sarbanes-Oxley Act of 2002,
that:

(2)
The information contained in the Report fully presents, in all material
respects, the financial condition and results of operations or the Company.

By:
/s/ Cynthia Kettl

Chief
Financial Officer

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