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, 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.

                  485,500 common shares as of July 31, 2001



<PAGE>
                              DYNADAPT SYSTEM, INC.
                          (A Development Stage Company)
                              Financial Statements
                    For the Three-Months Ended July 31, 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 July 31, 2001, and the related statements of
operations for the three-month period ended July 31, 2001, and cash flows for
the three-months ended July 31, 2001 include 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 July 31, 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>

                                                                                       July 31,                 April 30,
                                                                                         2001                      2001
                                                                                    ---------------           ---------------

ASSETS

Current Assets
     Cash & Cash Equivalents                                                                  $ 77                     $ 508
     Accounts Receivable                                                                         4                         4
                                                                                    ---------------           ---------------

          Total Current Assets                                                                  81                       512
                                                                                    ---------------           ---------------

TOTAL ASSETS                                                                                  $ 81                     $ 512
                                                                                    ===============           ===============


LIABILITIES AND STOCKHOLDERS' EQUITY

Current Liabilities
     Accounts Payable                                                                          $ -                       $ -
     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 July 31, 2001
     Additional paid-in capital                                                             23,506                    23,506
     Deficit accumulated during the development stage                                      (24,273)                  (23,842)
                                                                                    ---------------           ---------------

TOTAL STOCKHOLDERS' EQUITY                                                                    (719)                     (288)
                                                                                    ---------------           ---------------

TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY                                                    $ 81                     $ 512
                                                                                    ===============           ===============

</TABLE>
See Accountant's Review Report

<PAGE>
<TABLE>
<CAPTION>

                             DYNADAPT SYSTEM, INC.
                         (A Development Stage Company)
                            Statements of Operations
                                  (Unaudited)


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


                                                                                Three months ended                April 30, 1998
                                                                                    July 31,                       Inception to
                                                                          2001                  2000              July 31, 2001
                                                                          ----                  ----              -------------
REVENUES
     Misc Income                                                           $ -                   $ -                     $ -
                                                                       -------               -------               ---------
Gross Profit                                                                 -                     -                       -

EXPENSES
     Consulting                                                              -                   500                  17,830
     Accounting                                                            400                     -                   6,150
     Office Expenses                                                         -                     -                      96
     Bank Charges                                                           31                    73                     391
                                                                       -------               -------               ---------
Total Operating Expenses                                                   431                   573                  24,467

Net (Loss) from Operations                                                (431)                 (573)                (24,467)
                                                                       -------               -------               ---------
Other Income and Expenses:
     Interest income                                                         -                     6                     194
                                                                       -------               -------               ---------
Net (Loss)                                                              $ (431)               $ (567)              $ (24,273)
                                                                       =======               =======               =========
Per Share Information

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

* Less than $.01

</TABLE>

See Accountant's Review Report

<PAGE>
<TABLE>
<CAPTION>


                             DYNADAPT SYSTEM, INC.
                          ( Development Stage Company)
                              Stockholders' Equity
                                 July 31, 2001

<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                                  -                -               -               (431)              (431)
                                               -------             ----        --------          ---------            -------
Balance - July 31, 2001                        485,500             $ 48        $ 23,506          $ (24,273)            $ (719)
                                               =======             ====        ========          =========

</TABLE>
See Accountant's Review Report

<PAGE>
<TABLE>
<CAPTION>

                             DYNADAPT SYSTEM, INC.
                         (A Development Stage Company)
                            Statements of Cash Flows
                                  (Unaudited)
                                Indirect Method


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


                                                                                        Three Months                 April 30, 1998
                                                                                        Ended July 31,                Inception to
                                                                                    2001              2000            July 31, 2001
                                                                                    ----              ----            -------------
Cash Flows from Operating Activities:
     Net Profit (Loss)                                                              $ (431)           $ (567)            $ (24,273)
          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                                             (431)             (171)              (23,452)

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)             (171)                   77

Cash and Cash Equivalents - Beginning of Period                                        508               628                     -
                                                                                    ------            ------             ---------
Cash and Cash Equivalents - End of Period                                             $ 77             $ 457                  $ 77
                                                                                    ======            ======             =========

SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION

Cash paid for interest expense                                                         $ -               $ 2                  $ 18
                                                                                    ======            ======             =========
Cash paid for income taxes                                                             $ -               $ -                   $ -
                                                                                    ======            ======             =========
NON-CASH TRANSACTIONS

Stock issued for services                                                              $ -               $ -                  $ 25
                                                                                    ======            ======             =========


</TABLE>

See Accountant's Review Report

<PAGE>
                              DYNADAPT SYSTEM, INC.
                          (A Development Stage Company)
                          Note to Financial Statements
                                  July 31, 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
July 31, 2001 and the results of operations for the three-months ended July 31,
2001 and 2000, and cash flows for the three-months ended July 31, 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 JULY 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 $431 in 2001 and $573 in 2000.
The  Company  had a loss of  ($473)  in 2001  compared  to ($567) in 2000 in the
quarter. The loss per share was nominal in 2001 and 2000.

     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  $77  in cash  as of  July  31,  2001,  which  is
insufficient  for  any  operations  of  significance.  Its  current  liabilities
exceeded  its assets by $719.  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: January 9, 2003



                                     Dynadapt Systems, Inc.


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