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, 2001                                             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          No    X
                                -----        -----

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


                  485,000 common shares as of October 31, 2001



<PAGE>
                              DYNADAPT SYSTEM, INC.
                          (A Development Stage Company)
                              Financial Statements
                    For the Six-Months Ended October 30, 2001
                                   (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 30, 2001, and the related statements of
operations for the three and six-month periods ended October 30, 2001, and cash
flows for the six-months ended October 30, 2001 included in the accompanying
Securities and Exchange Commission Form 10-QSB for the period ended July 31,
2001. 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, 2000, and the
related statements of operations, stockholders' equity and cash flows for the
year then ended (not presented herein). In our report dated February 5, 2001, 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,
2001 is fairly stated in all material respects in relation to the balance sheet
from which it has been derived.

Michael Johnson & Co., LLC
Denver, CO
December 13, 2002


<PAGE>
<TABLE>
<CAPTION>

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


<S>                                                                                 <C>                       <C>

                                                                                     October 31,                April 30,
                                                                                         2001                      2001
                                                                                    ---------------           ---------------

ASSETS

Current Assets
     Cash & Cash Equivalents                                                                  $ 37                     $ 508
     Accounts Receivable                                                                         4                         4
                                                                                    ---------------           ---------------

          Total Current Assets                                                                  41                       512
                                                                                    ---------------           ---------------

TOTAL ASSETS                                                                                  $ 41                     $ 512
                                                                                    ===============           ===============


LIABILITIES AND STOCKHOLDERS' EQUITY

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

          Total Current Liabilities                                                            800                       800
                                                                                    ---------------           ---------------

Stockholders' Equity
     Common Stock. $0.0001 par value, 100,000,000 shares authorized                             48                        48
     485,500 shares issued and outstanding at October 30, 2000
     Additional paid-in capital                                                             23,506                    23,506
     Deficit accumulated during the development stage                                      (24,313)                  (23,842)
                                                                                    ---------------           ---------------
                                                                                    ---------------           ---------------
TOTAL STOCKHOLDERS' EQUITY                                                                    (759)                     (288)
                                                                                    ---------------           ---------------

TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY                                                    $ 41                     $ 512
                                                                                    ===============           ===============


</TABLE>


<PAGE>
<TABLE>
<CAPTION>

                             DYANDAPT 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 30,                      October 30,            Inception to
                                                  2001            2000            2001           2000         October 30, 2001
                                                  ----            ----            ----           ----         ----------------
REVENUES

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

EXPENSES
     Consulting                                         -               -               -             500             17,830
     Accounting                                         -               -             400               -              6,150
     Office Expenses                                    -               -               -               -                 96
     Bank Charges                                      40              67              71             140                431
                                                 --------        --------        --------        --------          ---------
Total Operating Expenses                               40              67             471             640             24,507

Net Loss from Operations                              (40)            (67)           (471)           (640)           (24,507)
                                                 --------        --------        --------        --------          ---------
Other Income and Expenses
     Interest income                                    -               2               -               8                194
                                                 --------        --------        --------        --------          ---------
Net Loss                                            $ (40)          $ (65)         $ (471)         $ (632)         $ (24,313)
                                                 ========        ========        ========        ========          =========
Per Share Information

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

* Less than $.01

</TABLE>


<PAGE>
<TABLE>
<CAPTION>


                             DYNADAPT SYSTEM, INC.
                         (A Development Stage Company)
                         Stockholders' Equity (Deficit)
                                October 30, 2001
                                  (Unaudited)

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


                                                                                                  Deficit
                                                                                                 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 Period                                  -                -               -               (471)              (471)
                                               -------             ----        --------          ----------           --------
Balance - October 30, 2001                     485,500             $ 48        $ 23,506          $ (24,313)            $ (759)
                                               =======             ====        ========          ==========           ========
</TABLE>


<PAGE>
<TABLE>
<CAPTION>

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


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




                                                                              Six Months                April 30, 1998
                                                                           Ended October 31,             Inception to
                                                                         2001             2000          October 31, 2001
                                                                         ----             ----          ----------------
Cash Flows from Operating Activities:
     Net Profit (Loss)                                                    $ (471)          $ (632)           $ (24,313)
          Stock issued for services                                                                                 25
     Adjustments to reconcile net loss to net cash used
       by operating activities
     (Increase) in Accounts Receivable                                         -               (4)                  (4)
     Increase in Loans Payable                                                 -              400                  800
                                                                          ------           ------            ---------
Net Cash Provided by Operating Activities                                   (471)            (236)             (23,492)

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

Increase (Decrease) in Cash                                                 (471)            (236)                  37

Cash and Cash Equivalents - Beginning of Period                              508              628                    -
                                                                          ------           ------            ---------
Cash and Cash Equivalents - End of Period                                     37              392                   37
                                                                          ======           ======            =========
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>



<PAGE>



                              DYNADAPT SYSTEM, INC.
                          (A Development Stage Company)
                          Note to Financial Statements
                                October 30, 2001
                                   (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 30, 2001 and the results of operations for the three and six-months
ended October 30, 2001 and 2000, and cash flows for the six-months ended October
30, 2001 and 2000. 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, 2000.


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, 2001 COMPARED TO SAME
QUARTER IN 2000.

     The  Company  had no  revenues  in the period in 2001 or 2000.  The Company
incurred  operations  expenses in the quarter of $40 in 2001 and $67 in 2000.
The Company had a loss on  operations  of ($40) in 2001  compared to ($65) in
2000 in the quarter. The loss per share was nominal in 2001 and 2000.

RESULTS OF  OPERATIONS  FOR THE SIX MONTH PERIOD ENDED OCTOBER 31, 2001 COMPARED
TO THE SAME PERIOD ENDED OCTOBER 31, 2000.

     The Company had no revenues in the period in 2001 or 2000.  The Company had
expenses of $471 and $640 in the periods in 2001 and 2000,  respectively.  The
Company had a net loss of ($471) in the six month  period in 2001  compared to a
net loss of ($632) in the same period in 2000.  The loss per share for the six
month period was nominal in both periods.

     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  $37 in cash as of October  31,  2001,  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.

<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