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
October 31, 2002                                             0-29670

                             DYNADAPT SYSTEMS, 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   X       No
                                -----        -----

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

                  485,000 common shares as of October 31, 2002


<PAGE>
                              DYNADAPT SYSTEM, INC.
                          (A Development Stage Company)
                              Financial Statements
                    For the Six-Months Ended October 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.s





                             AUDITORS' REVIEW REPORT


Board of Directors
Dynadapt System, Inc.
Denver, CO

We have reviewed the accompanying balance sheet of Dynadapt System, Inc. (A
Development Stage Company) as of October 31, 2002, and the related statements of
operations for the three and six-month periods ended October 30, 2002 and the
period April 30, 1998 (inception) to October 31, 2002, and cash flows for the
six-months ended October 31, 2002 and the period April 30, 1998 (inception) to
October 31, 2002 included in the accompanying Securities and Exchange Commission
Form 10-QSB for the period ended October 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
October 30, 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 its
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
December 13, 2002

/s/Michael Johnson & Co., LLC

<PAGE>
<TABLE>
<CAPTION>

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

<S>                                                                                 <C>                      <C>




                                                                                     October 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>

                             DYNADAPT SYSTEM, INC.
                         (A Development Stage Company)
                            Statements of Operations
                                  (Unaudited)
<S>                                              <C>             <C>            <C>             <C>              <C>


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

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

EXPENSES
     Consulting                                        -               -               -            500             17,830
     Accounting                                        -               -               -              -              6,250
     Office Expenses                                   -               -               -              -                438
     Bank Charges                                      -              40               -             71                410
                                                 -------         -------        --------        -------          ---------
Total Operating Expenses                               -              40               -            571             24,928

Net Loss from Operations                               -             (40)              -           (571)           (24,928)
                                                 -------         -------        --------        -------          ---------
Other Income and Expenses
     Interest income                                   -               -               -              -                188
                                                 -------         -------        --------        -------          ---------
                                                     $ -           $ (40)            $ -         $ (571)         $ (24,740)
Per Share Information                            =======         =======        ========        =======          =========

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

* Less than $.01

</TABLE>

See Accountants Review Report

<PAGE>
<TABLE>
<CAPTION>

                             DYNADAPT SYSTEM, INC.
                         (A Development Stage Company)
                         Stockholders' Equity (Deficit)
                                October 30, 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 - October 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 Comany)
                                  (Unaudited)
                                Indirect Method
<S>                                                                         <C>           <C>              <C>

                                                                             Six Months                April 30, 1998
                                                                          Ended October 31,            Inception to
                                                                        2002             2001          October 31, 2002
                                                                        ----             ----          ----------------
Cash Flows from Operating Activities:
     Net Profit (Loss)                                                      $ -           $ (571)          $ (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                                     -             (571)            (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                                                   -             (571)                  -

Cash and Cash Equivalents - Beginning of Period                               -              628                   -
                                                                            ----          ------           ---------
Cash and Cash Equivalents - End of Period                                     -               57                   -
                                                                            ====          ======           =========
SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION

  Cash paid for interest expense                                            $ -              $ 8                $ 18
                                                                            ====          ======           =========
  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
                                October 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
October 31, 2002 and the results of operations for the three and six-months
ended October 31, 2002 and 2001 and the period April 30, 1998 (inception) to
October 31, 2002, and cash flows for the six-months ended October 30, 2002 and
2001 and the period April 30,1998 (inception) to October 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, 2002.


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 OCTOBER 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 $40 in 2001.  The
Company had no loss on  operations  in 2002  compared to a ($40) loss in 2001 in
the quarter. The loss per share was none in 2002 and nominal in 2001.

RESULTS OF  OPERATIONS  FOR THE SIX MONTH PERIOD ENDED OCTOBER 31, 2002 COMPARED
TO THE SAME PERIOD ENDED OCTOBER 31, 2001.

     The Company had no revenues in the period in 2002 or 2001.  The Company had
no expenses in the periods in 2002 and $571 in 2001,  respectively.  The Company
had no loss in the six month period in 2002  compared to a net loss of ($571) in
the same period in 2001. The loss per share for the six month period 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 has only no cash as of October 31, 2002,  which is insufficient
for any  operations  of  significance.  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.

<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, 2003


                                     Dynadapt Systems, Inc.


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