<PAGE>


                                  UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                              Washington, DC 20549

                                   FORM 10-QSB

[X]     Quarterly  Report  pursuant  to  Section  13  or 15(d) of the Securities
        Exchange  Act  of  1934

        For  the  quarterly  period  ended  October  31,  2002


[__]    Transition  Report  pursuant  to 13 or 15(d) of the Securities Exchange
        Act  of  1934
        For  the  transition  period               to


Commission  File  Number     :       000-49995


                              Delbrook Corporation
          -----------------------------------------------------------------
          (Exact name of small Business Issuer as specified in its charter)

Nevada                                     71-0867623
------                                     ----------
(State or other jurisdiction of            (IRS  Employer Identification  No.)
incorporation  or  organization)


810  Peace  Portal  Drive,  Suite  203,
Blaine,  WA                                98230
-----------                                -----
(Address of principal executive offices)   (Zip  Code)

Issuer's  telephone  number,
 including  area  code:                    360-332-1752


                                      None
          ------------------------------------------------------
          (Former  name, former address and former fiscal year,
                          if changed since last  report)

Check  whether  the issuer (1) 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 issuer was required to file such
reports),  and  (2) has been subject to such filing requirements for the past 90
days
[X]  Yes      [__]  No

State the number of shares outstanding of each of the issuer's classes of common
stock,  as  of  the latest practicable date:  9,620,000 shares of .001 par value
Common  Stock  outstanding  as  of  December  12,  2002.


<PAGE>


                         PART 1 - FINANCIAL INFORMATION

Item  1.          Financial  Statements

The accompanying unaudited financial statements have been prepared in accordance
with  the  instructions  to Form 10-QSB and Item 310 (b) of Regulation S-B, and,
therefore, do not include all information and footnotes necessary for a complete
presentation  of  financial  position,  results  of  operations, cash flows, and
stockholders'  equity  in  conformity  with  generally  accepted  accounting
principles.  In  the opinion of management, all adjustments considered necessary
for a fair presentation of the results of operations and financial position have
been  included  and  all  such  adjustments  are  of  a normal recurring nature.
Operating results for the nine months ended October 31, 2002 are not necessarily
indicative  of  the results that can be expected for the year ending January 31,
2003.

                                       2

<PAGE>










                              DELBROOK CORPORATION
                         (An Exploration Stage Company)


                        CONSOLIDATED FINANCIAL STATEMENTS


                                OCTOBER 31, 2002
                                   (Unaudited)
                            (Stated in U.S. Dollars)









<PAGE>

                              DELBROOK CORPORATION
                         (An Exploration Stage Company)

                           CONSOLIDATED BALANCE SHEET
                                   (Unaudited)
                            (Stated in U.S. Dollars)



----------------------------------------------------------------
                                          OCTOBER 31  JANUARY 31
                                             2002        2002
----------------------------------------------------------------

ASSETS

Current
  Cash                                    $ 32,769   $ 92,150

Mineral Property Interest (Note 4)               -          -
                                          --------------------

                                          $ 32,769   $ 92,150
==============================================================

LIABILITIES

Current
  Accounts payable                        $  2,599   $  6,077
                                          --------------------

SHAREHOLDER'S EQUITY

Share Capital
  Authorized:
    100,000,000 common shares with
     a par value of $0.001 per share
    100,000,000 preferred shares with
     a par value of $0.001 per share

  Issued:
    9,620,000 common shares                  9,620      9,620

  Additional paid-in capital                87,780     87,780

Deficit Accumulated During The
 Exploration Stage                         (67,230)   (11,327)
                                          --------------------
                                            30,170     86,073
                                          --------------------

                                          $ 32,769   $ 92,150
==============================================================



<PAGE>

                               DELBROOK CORPORATION
                         (An Exploration Stage Company)

                   CONSOLIDATED STATEMENT OF LOSS AND DEFICIT
                                   (Unaudited)
                            (Stated in U.S. Dollars)


-------------------------------------------------------------------------
                                        THREE        NINE      INCEPTION
                                        MONTHS      MONTHS    DECEMBER 21
                                         ENDED       ENDED      2001 TO
                                      OCTOBER 31  OCTOBER 31  OCTOBER 31
                                         2002        2002        2002
-------------------------------------------------------------------------

Expenses
  Mineral property acquisition and
    exploration expenditures          $        -  $    4,824  $ 7,124
  Office and sundry                          250       1,208    1,208
  Professional fees                        6,420      45,748   54,575
  Rent                                       150         688      888
  Transfer agent fees                          -       1,435    1,435
  Consulting fees                          2,000       2,000    2,000
                                      --------------------------------
Net Loss For The Period                    8,820      55,903   67,230

Deficit Accumulated During The
 Exploration Stage, Beginning Of
 Period                                   58,410      11,327        -
                                      --------------------------------

Deficit Accumulated During The
 Exploration Stage, End Of Period     $   67,230  $   67,230  $67,230
======================================================================

Net Loss Per Share                    $     0.01  $     0.01
============================================================

Weighted Average Number Of
 Shares Outstanding                    9,620,000   9,620,000
============================================================



<PAGE>

                              DELBROOK CORPORATION
                         (An Exploration Stage Company)

                      CONSOLIDATED STATEMENT OF CASH FLOWS
                                   (Unaudited)
                            (Stated in U.S. Dollars)


-----------------------------------------------------------------------------
                                            THREE       NINE       INCEPTION
                                           MONTHS      MONTHS     DECEMBER 21
                                            ENDED       ENDED       2001 TO
                                          OCTOBER 31  OCTOBER 31  OCTOBER 31
                                             2002        2002        2002
-----------------------------------------------------------------------------

Cash Flows From Operating Activities
  Net loss for the period                 $ (8,820)   $(55,903)   $(67,230)

Adjustments To Reconcile Net Loss To
 Net Cash Used By Operating Activities
  Change in accounts payable                (1,592)     (3,478)      2,599
                                          ---------------------------------
                                           (10,412)    (59,381)    (64,631)
                                          ---------------------------------

Cash Flows From Financing Activity
  Issue of share capital                         -           -      97,400
                                          ---------------------------------

Increase (Decrease) In Cash                (10,412)    (59,381)     32,769

Cash, Beginning Of Period                   43,181      92,150           -
                                          ---------------------------------

Cash, End Of Period                       $ 32,769    $ 32,769    $ 32,769
===========================================================================



<PAGE>

<TABLE>
<CAPTION>
                                DELBROOK CORPORATION
                           (An Exploration Stage Company)

                   CONSOLIDATED STATEMENT OF STOCKHOLDERS' EQUITY

                                  OCTOBER 31, 2002
                                    (Unaudited)
                              (Stated in U.S. Dollars)



                                          COMMON STOCK             DEFICIT
                                  ----------------------------   ACCUMULATED
                                  NUMBER OF          ADDITIONAL  DURING THE
                                   COMMON     PAR     PAID IN    EXPLORATION
                                   SHARES    VALUE    CAPITAL      STAGE     TOTAL
                                  -------------------------------------------------
<S>                               <C>        <C>     <C>       <C>        <C>

Shares issued for cash at $0.001  5,000,000  $5,000  $      -  $      -   $  5,000

Shares issued for cash at $0.02   4,620,000   4,620    87,780         -     92,400

Net loss for the period                   -       -         -   (11,327)   (11,327)
                                  -------------------------------------------------

Balance, January 31, 2002         9,620,000   9,620    87,780   (11,327)    86,073

Net loss for the period                   -       -         -   (55,903)   (55,903)
                                  -------------------------------------------------

Balance, October 31, 2002         9,620,000  $9,620  $ 87,780  $(67,230)  $ 30,170
                                  =================================================

</TABLE>



<PAGE>

                              DELBROOK CORPORATION
                         (An Exploration Stage Company)

                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

                                OCTOBER 31, 2002
                                   (Unaudited)
                            (Stated in U.S. Dollars)



1.     BASIS OF PRESENTATION

The  unaudited consolidated financial statements as of October 31, 2002 included
herein have been prepared without audit pursuant to the rules and regulations of
the  Securities  and  Exchange  Commission.  Certain  information  and  footnote
disclosures  normally  included  in  financial statements prepared in accordance
with  United States generally accepted accounting principles have been condensed
or  omitted  pursuant  to  such  rules  and  regulations.  In  the  opinion  of
management, all adjustments (consisting of normal recurring accruals) considered
necessary  for  a  fair  presentation  have been included.  It is suggested that
these  consolidated financial statements be read in conjunction with the January
31,  2002  audited  consolidated  financial  statements  and  notes  thereto.


2.     OPERATIONS

Organization

The  Company  was  incorporated  in the State of Nevada, U.S.A., on December 21,
2001.

Exploration Stage Activities

The  Company  has  been in the exploration stage since its formation and has not
yet  realized any revenues from its planned operations.  It is primarily engaged
in  the  acquisition  and  exploration of mining properties.  Upon location of a
commercial minable reserve, the Company expects to actively prepare the site for
its  extraction  and  enter  a  development  stage.

Going Concern

The  accompanying  consolidated financial statements have been prepared assuming
the  Company  will  continue  as  a  going  concern.

As  shown in the accompanying consolidated financial statements, the Company has
incurred a net loss of $67,230 for the period from December 21, 2001 (inception)
to  October  31, 2002, and has no sales.  The future of the Company is dependent
upon  its ability to obtain financing and upon future profitable operations from
the  development  of  its  mineral  properties.  Management  has  plans  to seek
additional capital through a private placement and public offering of its common
stock.  The  consolidated  financial  statements  do not include any adjustments
relating  to  the  recoverability  and classification of recorded assets, or the
amounts  of  and  classification  of  liabilities that might be necessary in the
event  the  Company  cannot  continue  in  existence.



<PAGE>

                              DELBROOK CORPORATION
                         (An Exploration Stage Company)

                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

                                OCTOBER 31, 2002
                                   (Unaudited)
                            (Stated in U.S. Dollars)



3.     SIGNIFICANT ACCOUNTING POLICIES

The  consolidated  financial  statements  of  the  Company have been prepared in
accordance  with  generally accepted accounting principles in the United States.
Because a precise determination of many assets and liabilities is dependent upon
future events, the preparation of consolidated financial statements for a period
necessarily  involves  the  use  of estimates which have been made using careful
judgement.

The  consolidated  financial  statements  have,  in  management's  opinion, been
properly  prepared  within  reasonable  limits  of  materiality  and  within the
framework  of  the  significant  accounting  policies  summarized  below:

a)     Consolidation

These  consolidated financial statements include the accounts of the Company and
its  wholly-owned  Canadian  subsidiary,  Delbrook  Mining  Corp.

b)     Mineral Property Payments and Exploration Costs

The  Company  expenses  all  costs related to the maintenance and exploration of
mineral claims in which it has secured exploration rights prior to establishment
of  proven  and probable reserves.  To date, the Company has not established the
commercial  feasibility  of  its exploration prospects, therefore, all costs are
being  expensed.

c)     Joint Venture

The  Company's exploration activity will be conducted jointly with another party
and,  accordingly,  the Company will only account for its proportionate interest
in  such  activity.

d)     Use of Estimates

The  preparation  of  consolidated  financial  statements  in  conformity  with
generally  accepted  accounting principles requires management to make estimates
and  assumptions that affect the reported amounts of assets and liabilities, and
disclosure  of contingent assets and liabilities at the date of the consolidated
financial  statements, and the reported amounts of revenues and expenses for the
reporting  period.  Actual  results  could  differ  from  these  estimates.



<PAGE>

                              DELBROOK CORPORATION
                         (An Exploration Stage Company)

                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

                                OCTOBER 31, 2002
                                   (Unaudited)
                            (Stated in U.S. Dollars)



2.     SIGNIFICANT ACCOUNTING POLICIES (Continued)

e)     Foreign Currency Translation

The  Company's  functional currency is the U.S. dollar.  Transactions in foreign
currency  are  translated  into  U.S.  dollars  as  follows:

     i)   monetary  items  at  the  rate  prevailing  at the balance sheet date;
    ii)   non-monetary  items  at  the  historical  exchange  rate;
   iii)   revenue  and  expense  at  the  average  rate  in  effect  during  the
          applicable  accounting  period.

f)     Income Taxes

The  Company  has  adopted Statement of Financial Accounting Standards No. 109 -
"Accounting  for Income taxes" (SFAS 109).  This standard requires the use of an
asset  and  liability approach for financial accounting, and reporting on income
taxes.  If it is more likely than not that some portion or all of a deferred tax
asset  will  not  be  realized,  a  valuation  allowance  is  recognized.

g)     Loss Per Share

Loss  per share is calculated using the weighted average number of common shares
outstanding  during  the  period.


4.     MINERAL PROPERTY INTEREST

By  an agreement dated December 28, 2001, the Company acquired a 75% interest in
the  Cinema  Claims  located  in  British  Columbia, Canada, in consideration of
$2,300.

Concurrently  with  the  execution of this agreement, the Company entered into a
joint  venture  agreement  with  the  vendor of the property.  The joint venture
agreement  requires  the Company to expend an initial $13,000 on the property by
December  31,  2002  with all further expenditures split 75% for the Company and
25%  for  their  joint  venture  partner.


5.     CONTINGENCY

Under  the  terms of the joint venture agreement, either party's interest in the
joint  venture  will  be  reduced  proportionately  for failure to contribute to
exploration  costs  incurred  pursuant  to  the  agreement.



<PAGE>


ITEM 2.  MANAGEMENT'S  DISCUSSION  AND  ANALYSIS  OR  PLAN  OF  OPERATION.

FORWARD  LOOKING  STATEMENTS

The  information  in  this discussion contains forward-looking statements within
the  meaning  of  Section  27A  of  the  Securities Act of 1933, as amended, and
Section  21E  of  the Securities Exchange Act of 1934, as amended (the "Exchange
Act").  These  forward-looking  statements  involve  risks  and  uncertainties,
including  statements  regarding  the Company's capital needs, business strategy
and  expectations.  Any  statements  contained herein that are not statements of
historical  facts may be deemed to be forward-looking statements. In some cases,
you  can  identify  forward-looking  statements  by  terminology  such as "may",
"will",  "should",  "expect",  "plan",  "intend",  "anticipate",  "believe",
"estimate",  "predict", "potential" or "continue", the negative of such terms or
other comparable terminology. Actual events or results may differ materially. In
evaluating  these statements, you should consider various factors, including the
risks outlined below, and, from time to time, in other reports the Company files
with  the  SEC.  These  factors may cause the Company's actual results to differ
materially  from  any  forward-looking  statement.  The  Company  disclaims  any
obligation  to  publicly  update  these  statements,  or disclose any difference
between  its  actual  results  and  those  reflected  in  these  statements. The
information  constitutes  forward-looking  statements  within the meaning of the
Private  Securities  Litigation  Reform  Act  of  1995.

Business  Overview

We  are  in  the  business  of  mineral  exploration.  Through  our wholly-owned
subsidiary,  Delbrook  Mining Corp. (a British Columbia company), we purchased a
majority interest in the Cinema Group mineral claims, four claims located in the
Cariboo  Mining  Division  of the Province of British Columbia in December 2001.
We  own  a  75%  undivided  interest  in  the  Cinema Group mineral claims.  The
remaining 25% interest was reserved by Mr. Mirko, the prior owner of the claims.
We  also  entered  into a joint venture agreement with Mr. Mirko on December 28,
2001  creating  a joint operation for the purposes of exploring the Cinema Group
mineral  claims.

Under  the  terms of the Joint Venture Agreement, we will be responsible for the
first  $20,000  in Canadian dollars (the equivalent of $13,000 in US dollars) of
exploration  expenditures  on the property.  This expenditure must be made on or
before  December  31, 2002.  At this time, we anticipate that we will be able to
satisfy  this requirement with the scheduled exploratory work to be conducted on
the  property  discussed  below.  Thereafter, the parties will be responsible to
pay  their  proportionate  shares  of future exploration programs.  The proposed
joint  venture agreement provides for Mr. Mirko to initially act as the operator
of the joint venture program.  As compensation for overhead expenses that he, or
subsequent  operators,  may  incur  as  operator, the joint venture will pay the
operator  an amount equal to a fee ranging from 1% to 10%.  The exact percentage
depends  upon  the  nature of the agreement with contractors on the property and
the  work  to  be  done.

Our  plan  of  operations  is  to  conduct mineral exploration activities on the
Cinema  Group  mineral  claims  in  order to assess whether these claims possess
commercially  exploitable  mineral deposits. Our exploration program is designed
to  explore  for  commercially  viable  deposits  of lead, gold, silver, cobalt,
copper, and zinc minerals.  We have not, nor has any predecessor, identified any
commercially  exploitable reserves of these minerals on our mineral claims.  The
property  that  is the subject to our mineral claims is undeveloped and does not
contain  any  open-pit  or  underground  mines.  There  is  no  mining  plant or
equipment  located  on  the  property  that is the subject of the mineral claim.
Currently,  there  is no power supply to the mineral claim.We are an exploration
stage  company  and  there  is  no  assurance that a commercially viable mineral
deposit  exists  on  our  mineral  claims.

Geological  Exploration  Program

As  of  the  date of this filing, we have obtained an Initial Summary Report and
completed  a  Phase  I exploration program on the property.  We have engaged Mr.
John  R.  Poloni,  B.Sc. P.Eng. who has prepared this initial summary report and
reviewed  all  available  exploration data completed on the Cinema Group mineral
claims.

In  his  initial  summary  report,  Mr. Poloni recommended the completion of two
phases  of a geological work on the Cinema Group mineral claims.  We carried out
the  Phase  I  work on the property between February 6-13, 2002 and received the
results  from this work on February 27, 2002.  Upon his review of these results,
Mr.  Poloni issued a recommendation that we proceed with Phase II.  A summary of
the  results and recommendations from the Phase I exploration program are below.

                                       11

<PAGE>


Results  of  the  Phase  I  Exploration  Program

Rock  samples  from our property were collected and the analysis of such samples
confirmed  the  presence  of  gold,  silver,  cobalt,  copper  and  zinc values.
Additionally,  an  electromagnetic  test  survey  was  successful  in  outlining
anomalous  crossover  values  in  covered  areas  of presumed massive sulphides.
Further  work  at random orientations might yield more significant results.  The
MMI  soil  sample results, however, were disappointing as they are extremely low
and  hard  to  correlate  with  known  zones  and  standard previous soil sample
results.

Based  on  the  results  of  this Phase I exploration program, our geologist has
recommended  further  work  to be conducted in the Phase II exploration program.
Specifically,  the  Phase  two will focus on determining the potential for large
tonnage volcanogenic massive sulphide or tabular bodies using follow up standard
soil  geochemistry,  electromagnetic  geophysics and geological prospecting work
searching  for  surface  mineralized  showings.

We  have  decided  to proceed with the Phase II exploratory work described above
and  anticipate  completing  this  phase by the end of 2002.  Upon completion of
phase  two  and  our  review  of the results of this second phase we will assess
whether the results of phase two are sufficiently positive to warrant additional
phases  of  an  exploration program.  We will make this decision to proceed with
further  programs  based  upon the professional geologists review of the results
and recommendations.  We will also assess whether our current financial position
will  allow  for  such  additional phases or if we will need to raise additional
capital  in  order to conduct any further work on the property.  This assessment
will include an assessment of the price of minerals and the market for financing
of  mineral  exploration  projects  at  the  time  of  our  assessment.

Plan  of  Operations

Our business plan is to proceed with the exploration of the Cinema Group mineral
claim  to  determine whether there are commercially exploitable reserves of gold
and  silver  or other metals.  We have decided to continue with phase two of the
exploration  program  recommended as a result of the findings of the first phase
of our exploration program.  Phase two of the recommended geological exploration
program  will  cost approximately $8,000.  We had $32,769 in cash reserves as of
October  31, 2002.  Accordingly, we are able to proceed through phase two of the
exploration  program  without  additional  financing.

We anticipate that phase two work will be completed by the end of 2002.  Once we
receive  results  from the phase two exploration program, we will assess whether
to  proceed  to any further exploration phases. In making this determination, we
will  make an assessment as to whether the results of phase two are sufficiently
positive  to  enable  us  to  obtain  the  financing  necessary  to  proceed.

During  our exploration stage, our president will only be devoting approximately
five hours per week of his time to our business.  We do not foresee this limited
involvement  as  negatively impacting our company over the next twelve months as
all  exploratory  work is being performed by outside consultants.  Additionally,
we  will  not have a need to hire any employees over the next twelve months; nor
do we plan to make any purchases of equipment over the next twelve months due to
reliance  upon  outside  consultants  to  provide  all  tools  needed  for  the
exploratory  work  being  conducted.


Results  Of  Operations  For  Period  Ending  October  31,  2002

We  did  not earn any revenues during the period ending October 31, 2002.  We do
not  anticipate  earning  revenues  until  such  time  as  we  have entered into
commercial  production  of  our  mineral  properties.  We  are  presently in the
exploration  stage  of our business and we can provide no assurance that we will
discover commercially exploitable levels of mineral resources on our properties,
or  if  such  resources  are  discovered,  that  we  will  enter into commercial
production  of  our  mineral  properties.

We  incurred  operating  expenses  in  the amount of $67,230 for the period from
inception  on  December  21,  2001 to October 31, 2002. These operating expenses
included:  (a)  payments  of $2,300 in connection with our option to acquire the
Cinema  Group  mineral  claim and $4,824 in exploration costs in connection with
the  Cinema Group mineral claim; (b) office related fees in the amount of $1,208
and  rent  in  the  amount  of  $888; and (c) professional fees in the amount of
$54,575  in  connection with our corporate organization and registration process
with  the  SEC.


                                       12

<PAGE>


We  incurred  a  loss  in the amount of $67,230 for the period from inception of
December  21,  2001  to  October  31,  2002.  For  the three month period ending
October  31,  2002  only, we incurred a loss of $8,820.  Our loss for this three
month  period  was  attributable  to  operating  expenses,  professional  fees,
consulting  fees  and  administrative  expenses.

Liquidity  and  Capital  Resources

We  had cash of $32,769 as of October 31, 2002. We anticipate that we will incur
through  the  end  of  our  fiscal  year:

*    $8,000  in  connection  with  the  completion  of  the  second phase of our
     recommended  geological  work  program;

*    $15,000  for  operating  expenses,  including  working capital and general,
     legal,  accounting  and  administrative  expenses associated with reporting
     requirements  under  the  Securities  Exchange  Act  of  1934.

We  have  sufficient  cash  reserves  to  proceed  with  the second phase of our
exploration program and meet our cash requirements through the end of our fiscal
year.  Further  exploration  studies, however, may require additional funding in
the  event that our current cash on hand is insufficient for any additional work
proposed.  In  the event that we shall require additional funding, we anticipate
that  such  funding will be in the form of equity financing from the sale of our
common  stock.  However,  we cannot provide investors with any assurance that we
will  be  able  to raise sufficient funding from the sale of our common stock to
fund  additional phases of the exploration program, should we decide to proceed.
We  believe  that  debt  financing  will  not  be an alternative for funding any
further  phases in our exploration program.  The risky nature of this enterprise
and  lack  of tangible assets places debt financing beyond the credit-worthiness
required by most banks or typical investors of corporate debt until such time as
an  economically  viable  mine  can  be  demonstrated.  We  do  not  have  any
arrangements  in  place  for  any  future  equity  financing.


ITEM  3.     CONTROLS  AND  PROCEDURES.

As  required  by  Rule  13a-15  under  the  Securities Exchange Act of 1934 (the
"Exchange Act"), we carried out an evaluation of the effectiveness of the design
and operation of our disclosure controls and procedures within the 90 days prior
to  the  filing  date  of this report. This evaluation was carried out under the
supervision  and with the participation of our Chief Executive Officer and Chief
Financial  Officer,  Peter  Schulof.  Based  upon  that  evaluation,  our  Chief
Executive  Officer  and  Chief  Financial  Officer concluded that our disclosure
controls  and procedures are effective in timely alerting management to material
information  relating  to us that is required to be included in our periodic SEC
filings.  There  have been no significant changes in our internal controls or in
other  factors  that  could significantly affect internal controls subsequent to
the  date  we  carried  out  our  evaluation.

Disclosure  controls  and  procedures are controls and other procedures that are
designed  to  ensure  that  information  required to be disclosed in our reports
filed or submitted under the Exchange Act is recorded, processed, summarized and
reported,  within  the  time  periods  specified  in the Securities and Exchange
Commission's  rules  and  forms.  Disclosure  controls  and  procedures include,
without  limitation, controls and procedures designed to ensure that information
required  to  be  disclosed  in  our  reports  filed  under  the Exchange Act is
accumulated  and  communicated  to  management,  including  our  Chief Executive
Officer  and  Chief  Financial  Officer,  to  allow  timely  decisions regarding
required  disclosure.



                                       13

<PAGE>



                           PART II - OTHER INFORMATION

ITEM  1.          Legal  Proceedings

The  Company  currently is not a party to any material legal proceedings and, to
the  Company's  knowledge;  no  such proceedings are threatened or contemplated.


ITEM  2.          Changes  in  Securities  and  Use  of  Proceeds.

The  Company  has  had  no  changes  in  Securities  or  Use  of  Proceeds.

Item  3.          Default  Upon  Senior  Securities

None.

Item  4.          Submission  of  Matters  to  a  Vote  of  Security  Holders

No  matters  were submitted to our security holders for a vote during our second
quarter  ended  October  31,  2002.


Item  5.          Other  Information

None.


Item  6.          Exhibits  and  Reports  on  Form  8-K


EXHIBITS  REQUIRED  BY  ITEM  601  OF  FORM  8-K


Exhibit Number                     Description of Exhibit
-------------- -----------------------------------------------------------------
99.1           Certification  of  Chief  Executive  Officer  and Chief Financial
               Officer  pursuant  to  pursuant  to  18  U.S.C.  Section 1350, as
               adopted  pursuant  to  Section  906  of the Sarbanes-Oxley Act of
               2002(1)
--------------------------------------------------------------------------------

(1)     Filed  as  an  Exhibit  to  this  Quarterly  Report  on  Form  10-QSB

--------------------------------------------------------------------------------

REPORTS  ON  FORM  8-K

We  did not file any Current Reports on Form 8-K during the fiscal quarter ended
October  31,  2002.





                                       14

<PAGE>




                                   SIGNATURES

In  accordance with the requirements of the Securities and Exchange Act of 1934,
the  Registrant  has  duly  caused this report to be signed on its behalf by the
undersigned,  thereunto  duly  authorized.

DELBROOK  CORPORATION

Date:     December  13,  2002


By:    /s/ PETER SCHULHOF
       -----------------------------------
       PETER SCHULHOF
       CHIEF  EXECUTIVE  OFFICER,
       PRESIDENT,  CHIEF  FINANCIAL  OFFICER
       AND  DIRECTOR


<PAGE>




                                 CERTIFICATIONS

I,  Peter  Schulhof,  Chief  Executive  Officer  and  Chief Financial Officer of
Delbrook  Corporation  (the  "Registrant"),  certify  that;

(1)  I  have  reviewed  this  quarterly  report  on  Form10-QSB  of  Delbrook
     Corporation;

(2)  Based  on  my  knowledge, this quarterly report does not contain any untrue
     statement  of a material fact or omit to state a material fact necessary to
     make  the  statements  made, in light of the circumstances under which such
     statements  were made, not misleading with respect to the period covered by
     this  quarterly  report;

(3)  Based  on  my  knowledge,  the  financial  statements,  and other financial
     information  included  in  this  quarterly  report,  fairly  present in all
     material  respects  the financial condition, results of operations and cash
     flows  of  the  Registrant  as  of,  and for, the periods presented in this
     quarterly  report.

(4)  The  Registrant's  other  certifying  officers  and  I  are responsible for
     establishing and maintaining disclosure controls and procedures (as defined
     in  Exchange  Act  Rules  13a-14  and  15d-14) for the Registrant and have:

     a)   designed  such  disclosure  controls  and  procedures  to  ensure that
          material  information  relating  to  the  Registrant,  including  its
          consolidated  subsidiaries, is made known to us by others within those
          entities,  particularly  during  the  period  in  which this quarterly
          report  is  being  prepared;

     b)   evaluated  the  effectiveness  of the Registrant's disclosure controls
          and procedures as of a date within 90 days prior to the filing date of
          this  quarterly  report  (the  "Evaluation  Date");  and

     c)   presented  in  this  quarterly  report  our  conclusions  about  the
          effectiveness  of  the disclosure controls and procedures based on our
          evaluation  as  of  the  Evaluation  Date;

(5)  The  Registrant's  other certifying officers and I have disclosed, based on
     our  most  recent  evaluation,  to  the Registrant's auditors and the audit
     committee  of  Registrant's  board  of directors (or persons performing the
     equivalent  functions):

     a)   all  significant  deficiencies  in the design or operation of internal
          controls  which  could  adversely  affect  the Registrant's ability to
          record,  process,  summarize  and  report  financial  data  and  have
          identified  for  the  Registrant's auditors any material weaknesses in
          internal  controls;  and

     b)   any  fraud, whether or not material, that involves management or other
          employees  who  have  a  significant role in the Registrant's internal
          controls;  and

(6)  The  Registrant's  other  certifying  officers and I have indicated in this
     quarterly  report whether or not there were significant changes in internal
     controls  or  in  other  facts  that  could  significantly  affect internal
     controls  subsequent  to  the date of our most recent evaluation, including
     any corrective actions with regard to significant deficiencies and material
     weaknesses.

Date:   December  13,  2002   /s/ PETER SCHULHOF
                              ___________________________________
                              Peter  Schulhof
                              Chief  Executive  Officer
                              and  Chief  Financial  Officer