SECURITIES AND EXCHANGE COMMISSION

                              Washington, DC 20549

                                   FORM 10QSB


                  Quarterly Report under Section 13 or 15(d) of
                       the Securities Exchange Act of 1934


For Quarter Ended                                      Commission File Number
July 31, 2002                                             0-29670

                             DYNADAPT SYSTEM, INC.
                         -------------------------------
                              (Name of Registrant)

                  Colorado                             84-1491159
         ------------------------                    --------------------
         (State of incorporation)                    (I.R.S. Employer
                                                     Identification No.)


             7609 Ralston Road, Arvada, CO               80002
         -------------------------------------------------------------
               (Address of principal executive offices) (Zip Code)

Registrant's telephone number, including area code: (303) 422-7674


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 the  filing
requirements for at least the past 90 days.

                            Yes          No    X
                                -----        -----

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

                  485,500 common shares as of July 31, 2002


<PAGE>

                              DYNADAPT SYSTEM, INC.
                          (A Development Stage Company)
                              Financial Statements
                    For the Three-Months Ended July 31, 2002
                                   (Unaudited)








<PAGE>

                           MICHAEL JOHNSON & CO., LLC
                          Certified Public Accountants
                        9175 East Kenyon Ave., Suite 100
                             Denver, Colorado 80237


Michael B. Johnson C.P.A.                             Telephone:  (303) 796-0099
Member:  A.I.C.P.A.                                         Fax:  (303) 796-0137
Colorado Society of C.P.A



                             AUDITORS' REVIEW REPORT


Board of Directors
Dynadapt System, Inc.
Wheat Ridge, CO

We have reviewed the accompanying balance sheet of Dynadapt System, Inc. (A
Development Stage Company) as of July 31, 2002 and 2001, and the related
statements of operations for the three-month period ended July 31, 2002 and 2001
and for the period April 30, 1998 (inception) to July 31, 2002, and cash flows
for the three-months ended July 31, 2002 and 2001 and the period April 30, 1998
(inception) to July 31,2002 to include in the accompanying Securities and
Exchange Commission Form 10-QSB for the period ended July 31, 2002. These
financial statements are the responsibility of the Company's management.

We conducted our review in accordance with standards established by the American
Institute of Certified Public Accountants. A review of interim financial
information consists principally of applying analytical procedures to financial
data and making inquiries of persons responsible for financial and accounting
matters. It is substantially less in scope than an audit conducted in accordance
with auditing standards generally accepted in the United States, the objective
of which is the expression of an opinion regarding the financial statements as a
whole. Accordingly, we do not express such an opinion.

Based on our review, we are not aware of any material modifications that should
be made to the accompanying financial statements for them to be in conformity
with accounting principles generally accepted in the United States.

We have previously audited, in accordance with auditing standards generally
accepted in the United States, the balance sheet of April 30, 2002, and the
related statements of operations, stockholders' equity and cash flows for the
year then ended (not presented herein). In our report dated December 13, 2002,
we expressed an unqualified opinion of those financial statements. In our
opinion, the information set forth in the accompanying balance sheet as of July
31, 2002 is fairly stated in all material respects in relation to the balance
sheet from which it has been derived.

The accompanying financial statements have been prepared assuming the Company
will continue as a going concern. As discussed in Note 2, conditions exist which
raised substantial doubt about the Company's ability to continue as a going
concern unless it is able to generate sufficient cash flows to meet obligations
and sustain its operations. Management's plans in regard to these matters are
also described in Note 2. The financial statements do not include any
adjustments that might result from the outcome of this uncertainty.


Michael Johnson & Co., LLC
Denver, CO
February 4, 2003

<PAGE>
<TABLE>
<CAPTION>

                             DYNADAPT SYSTEM, INC.
                         (A Development Stage Company)
                                 Balance Sheets
                                  (Unaudited)

<S>                                                                                 <C>                      <C>




                                                                                      July 31,                 April 30,
                                                                                        2002                      2002
                                                                                    --------------           ---------------

ASSETS

Current Assets
     Cash & Cash Equivalents                                                                  $ -                       $ -
     Accounts Receivable                                                                        4                         4
                                                                                    --------------           ---------------

          Total Current Assets                                                                  4                         4
                                                                                    --------------           ---------------

TOTAL ASSETS                                                                                  $ 4                       $ 4
                                                                                    ==============           ===============


LIABILITIES AND STOCKHOLDERS' EQUITY

Current Liabilities
     Accounts Payable                                                                       $ 390                     $ 390
     Note Payable - Stockholder                                                               800                       800
                                                                                    --------------           ---------------

          Total Current Liabilities                                                         1,190                     1,190
                                                                                    --------------           ---------------

Stockholders' Equity
     Common Stock. $0.0001 par value, 100,000,000 shares authorized                            48                        48
     485,500 shares issued and outstanding at October 30, 2002 and 2001
     Additional paid-in capital                                                            23,506                    23,506
     Deficit accumulated during the development stage                                     (24,740)                  (24,740)
                                                                                    --------------           ---------------
                                                                                    --------------           ---------------
TOTAL STOCKHOLDERS' EQUITY                                                                 (1,186)                   (1,186)
                                                                                    --------------           ---------------

TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY                                                    $ 4                       $ 4
                                                                                    ==============           ===============

</TABLE>
See Accountants Review Report


<PAGE>
<TABLE>
<CAPTION>

                             DYANDAPT SYSTEM, INC
                         (A Devleopment Stage Company)
                            Statements of Operations
                                  (Unaudited)

<S>                                                                 <C>                  <C>                      <C>


                                                                          Three Months ended                   April 30, 1998
                                                                               July 31,                          Inception to
                                                                        2002                 2001               July 31, 2002
                                                                        ----                 ----               -------------
REVENUES

   Miscellaneous Revenue                                                $ -                  $ -                        $ -
                                                                    -------              -------                  ---------
Gross Profit                                                              -                    -                          -

EXPENSES
     Consulting                                                           -                    -                     17,830
     Accounting                                                           -                  400                      6,250
     Office Expenses                                                      -                    -                        438
     Bank Charges                                                         -                   31                        410
                                                                    -------              -------                  ---------
Total Operating Expenses                                                  -                  431                     24,928

Net Loss from Operations                                                  -                 (431)                   (24,928)
                                                                    -------              -------                  ---------
Other Income and Expenses
     Interest income                                                      -                    -                        188
                                                                    -------              -------                  ---------
                                                                        $ -               $ (431)                 $ (24,740)
                                                                    =======              =======                  =========
Per Share Information

Profit (Loss) per common share                                      *                    *
                                                                    =======              =======
Weighted average number of shares outstanding                       485,500              485,500
                                                                    =======              =======


* Less than $.01


</TABLE>
See Accounants Review Report


<PAGE>
<TABLE>
<CAPTION>

                             DYNADAPT SYSTEM, ICN
                          (A Development Stage Company
                         Stockhloders' Equity (Deficit)
                                 July 31, 2002
                                  (Unaudited)
                                     Deficit
<S>                                           <C>                 <C>        <C>               <C>                <C>

                                                                                             Accumulated
                                                  Common Stocks            Additional       During the          Total
                                                  -------------
                                                                            Paid-In        Development            Stockholders'
                                             Shares          Amount         Capital           Stage             Equity

Issuance of Stock for Services                250,000               25              -                  -                25

Issuance of Stock for Cash                    233,000               23         23,277                  -            23,300

Issuance of Stock for Cash                      2,500                -            229                  -               229

Net Loss for Period                                 -                -              -             (8,016)           (8,016)
                                              -------             ----       --------          ---------          --------
Balance - April 30, 1999                      485,500               48         23,506             (8,016)           15,538

Net Loss for the Year                               -                -              -            (15,706)          (15,706)
                                              -------             ----       --------          ---------          --------
Balance - April 30, 2000                      485,500               48         23,506            (23,722)             (168)

Net Loss for the Year                               -                -              -               (120)             (120)
                                              -------             ----       --------          ---------          --------
Balance - April 30, 2001                      485,500               48         23,506            (23,842)             (288)

Net Loss for the Year                               -                -              -               (898)             (898)
                                              -------             ----       --------          ---------          --------
Balance - April 30, 2002                      485,500               48         23,506            (24,740)           (1,186)

Net Loss for Period                                 -                -              -                  -                 -
                                              -------             ----       --------          ---------          --------
Balance - July 31, 2002                       485,500             $ 48       $ 23,506          $ (24,740)         $ (1,186)
                                              =======             ====       ========          =========          ========

</TABLE>
See Accountants Review Report

<PAGE>
<TABLE>
<CAPTION>

                             DYNADAPT SYSTEM, INC.
                         (A Development Stage Company)
                                  (Unaudited)
                                Indirect Method

<S>                                                                        <C>            <C>           <C>


                                                                                Six Months                April 30, 1998
                                                                              Ended July 31,              Inception to
                                                                           2002             2001          July 31, 2002
Cash Flows from Operating Activities:
     Net Profit (Loss)                                                      $ -           $ (431)          $ (24,740)
          Stock issued for services                                                                               25
     Adjustments to reconcile net loss to net cash used
       by operating activities
     (Increase) in Accounts Receivable                                        -                -                  (4)
     Increase in Accounts Payable                                             -                -                 390
     Increase in Loans Payable                                                -                -                 800
                                                                           -----          ------           ---------
Net Cash Provided by Operating Activities                                     -             (431)            (23,529)

Cash Flows from Financing Activities
     Proceeds from stock issuance                                             -                -              23,529
                                                                           -----          ------           ---------
Total Cash from (Used by) Financing Activities                                -                -              23,529
                                                                           -----          ------           ---------
Increase (Decrease) in Cash                                                   -             (431)                  -

Cash and Cash Equivalents - Beginning of Period                               -              508                   -
                                                                           -----          ------           ---------
Cash and Cash Equivalents - End of Period                                     -               77                   -
                                                                           =====          ======           =========
SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION

  Cash paid for interest expense                                            $ -              $ 2                $ 20
                                                                           =====          ======           =========
  Cash paid for income taxes                                                $ -              $ -                 $ -
                                                                           =====          ======           =========
NON-CASH TRANSACTIONS
  Stock issued for services                                                 $ -              $ -                $ 25
                                                                           =====          ======           =========

</TABLE>
See Accountants Review Report

<PAGE>

                              DYNADAPT SYSTEM, INC.
                          (A Development Stage Company)
                          Note to Financial Statements
                                  July 31, 2002
                                   (Unaudited)



Note 1 - Presentation of Interim Information:

In the opinion of the management of Dynadapt System, Inc. (A Development Stage
Company), the accompanying unadudited financial statements include all normal
adjustments considered necessary to present fairly the financial position as of
July 31, 2002 and 2001 and the results of operations for the three-months ended
July 31, 2002 and 2001 and April 30, 1998 (inception) to July 31, 2002, and cash
flows for the three-months ended July 31, 2002 and 2001 and April 30, 1998
(inception) to July 31, 2002. Interim results are not necessarily indicative of
results for a full year.

The financial statements and notes are presented as permitted by Form 10-QSB,
and do not contain certain information included in the Company's audited
financial statements and notes for the fiscal year ended April 30, 2001.


Note 2 - Going Concern:

The Company's financial statements have been presented on the basis that it is a
going concern, which contemplates the realization of assets and the satisfaction
of liabilities in the normal course of business.

The Company is in the development stage and has not earned any revenue from
operations. The Company's ability to continue as a going concern is dependent
upon its ability to develop additional sources of capital or locate a merger
candidate and ultimately, achieve profitable operations. The accompanying
financial statements do not include any adjustments that might result from the
outcome of these uncertainties. Management is seeking new capital to revitalize
the Company.


<PAGE>

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

RESULTS OF  OPERATIONS  FOR THE QUARTER  ENDED JULY 31, 2002 COMPARED TO SAME
QUARTER IN 2001.

     The  Company  had no  revenues  in the period in 2002 or 2001.  The Company
incurred no operations  expenses  in the quarter  in 2002 and $431 in 2001.
The  Company  had no  loss  in 2002  compared  to ($431) in 2001 in the
quarter. The loss per share was none in 2002 and nominal in 2001.

     The trend of losses can be expected to continue for the foreseeable  future
as the Company attempts to commerce some business.


LIQUIDITY AND CAPITAL

     The Company had no in cash as of July 31, 2002,  which is insufficient  for
any operations of significance.  Its current liabilities  exceeded its assets by
$1,190.  The  Company  will  need to raise  capital  through  loans  or  private
placements  in order to carry  out any  operational  plan.  The  Company  has no
sources of such capital at this time.

Evaluation of Internal and Disclosure Controls
----------------------------------------------

     The  management  of the  company has  evaluated  the  effectiveness  of the
issuer's disclosure controls and procedures as of a date within 90 days prior to
the filing  date of the report  (evaluation  date) and have  concluded  that the
disclosure  controls and procedures are adequate and effective  based upon their
evaluation as of the evaluation date.

     There were no significant  changes in internal controls or in other factors
that could significantly  affect internal controls subsequent to the date of the
most recent evaluation of such,  including any corrective actions with regard to
significant deficiencies and material weaknesses.

Trends:  The company expects that the trend of no income and ongoing losses will
continue in the future until a business combination has been made which may
afford revenues and potential cash flows.  No assurance can be made that any
such combination will ever occur.



<PAGE>

                           PART II - OTHER INFORMATION

ITEM 1.           LEGAL PROCEEDINGS

                  None

ITEM 2.           CHANGES IN SECURITIES

                  None

ITEM 3.           DEFAULT UPON SENIOR SECURITIES

                  None

ITEM 4.           SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS

                  None

ITEM 5.           OTHER INFORMATION

                  None

ITEM 6.           EXHIBITS AND REPORTS ON FORM 8-K

                    No  reports  on Form 8-K were made for the  period for which
               this report is filed.



<PAGE>


                                   SIGNATURES

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

Date: February 19  , 2002



                                     Dynadapt System, Inc.


                                     /s/ Wesley F. Whiting
                                     -------------------------------------------
                                     Wesley F. Whiting, President