U.S. SECURITIES AND EXCHANGE COMMISSION

Washington, DC 20549



FORM 10-QSB/A



(Mark One)



[X]      QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE SECURITIES EXCHANGE ACT OF 1934

For
the quarterly period ended May 31, 2002



[ 
]   TRANSITION  REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from ____________________to________________





TAMARAK, INC.

(Exact name of small business issuer as specified in its charter)



Nevada

(State or other jurisdiction of Incorporation or organization)



95-4790148

(IRS
Employer Identification No.)



7311 Van Nuys Boulevard, Suite 2, Van Nuys, CA 91405

(Address of Principal executive offices)



(818) 780-2890

(Issuer's telephone number, including area code)





Check whether the issuer (1) filed
all reports required to be filed by Section 13 or 15 (d) of the Exchange Act
during the past 12 months (or for such shorter period that the registrant was
required to file such reports), and (2) has been subject to such filing
requirements for the past 90 days.)

YES      X       
NO _____

APPLICABLE ONLY TO CORPORATE ISSUERS

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

21,612,000 shares as of May 31, 2002.

CAUTIONARY NOTE REGARDING FORWARD-LOOKING STATEMENTS

This discussion in this quarterly report regarding
Tamarak, Inc. and our business and operations contains "forward-looking statements."
These forward-looking statements use words such as "believes," "intends,"
"expects," "may," "will," "should," "plan," "projected," "contemplates,"
"anticipates," or similar statements.  These statements are based on our beliefs,
as well as assumptions we have used based upon information currently available
to us.  Because these statements reflect our current views concerning future
events, these statements involve risks, uncertainties and assumptions.  Actual
future results may differ significantly from the results discussed in the forward-looking statements.  A reader, whether investing in our common stock or not,
should not place undue reliance on these forward-looking statements, which
apply only as of the date of this report.

When used in this Quarterly Report on Form 10-QSB, "Tamark," "we," "our,"
and "us" refers to Tamarak, Inc., a Nevada corporation.

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INDEX

Part I.     Financial Information





Item 1.  Financial Information

> Balance Sheets at May 31, 2002 (unaudited)

> Statements of Operations (unaudited) for the
> three months ended May 31, 2002 and 2001 and from the period from
> March 16, 2000 (Date of Inception) to May 31, 2002

> Statements of Change in Stockholders’ Deficit (unaudited) for the period from
>   March 16, 2000 (Date of Inception) to May 31, 2002
>   
>   Statements of Cash Flows (unaudited) for the three months ended
>   May 31, 2002
>   and 2001and for the period from March 16, 2000 (Date of Inception) to May 31, 2002

> Notes to Consolidated Financial Statements (unaudited)

Item 2.     Management’s Discussion and Analysis of Financial Condition and Results of Operations





Part II.     Other Information



Item 1.     Legal Proceedings

Item 2.     Changes in Securities and Use of Proceeds

Item 3.     Defaults upon Senior Securities

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

Item 5.     Other Information

Item 6.     Exhibits and Reports on Form 8-K



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Part I.     Financial Information



Item 1.  Financial Information





|TAMARAK, INC.                                                                             
|------------------------------------------------------------------------------------------
|(A Development Stage Company)                                                             
|Balance Sheets                                                                            
|May 31, 2002                                                                              
|ASSETS                                                                                    
|Current Asset                                                                             
|                                                                                          
|Property, plant and equipment (Note 2)                                                    
|Office
      furniture and equipment                                                      
|Accumulated depreciation                                                                  
|                                                                                          
|Total Property, plant and
      equipment                                                 
|                                                                                          
|                                                                                          
|                                                                                          
|                                                                                          
|LIABILITIES AND STOCKHOLDERS DEFICIT                                                      
|Current Liabilities                                                                       
|                                                                                          
|                                                                                          
|                                                                                          
|                                                                                          
|                                                                                          
|STOCKHOLDERS DEFICIT                                                                      
|                                                                                          
|                                                                                          
|                                                                                          
|                                                                                          
|                                                                                          
|                                                                                          
|                                                                                          
|                                                                                          
|The accompanying notes are an integral
      part of these unaudited financial statements.
|F-1                                                                                       













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|TAMARAK, INC.                                                  
|---------------------------------------------------------------
|(A Development Stage Company)                                  
|Statements of Operations                                       
|Quarters ended May 31, 2001 and 2002, and the
      Period From
|March 16, 2000 (Date of Inception) to May 31, 2002             
|(Unaudited)                                                    
|                                                               
|                                                               
|                                                               
|                                                               
|                                                               
|                                                               
|Costs and Expenses:                                            
|Administration                                                 
|Auto Expense                                                   
|Bank Charges                                                   
|Cable & Web Services                                           
|Depreciation                                                   
|Document Fees                                                  
|Dues & Subscriptions                                           
|Entertainment                                                  
|Insurance                                                      
|Legal Fees                                                     
|Office Expense                                                 
|Postage                                                        
|Printing                                                       
|Rent                                                           
|Repairs                                                        
|State Filing Fees                                              
|Telephone                                                      
|Transfer Agent                                                 
|                                                               
|                                                               
|                                                               
|Earnings per share:                                            
|                                                               
|Basic:                                                         
|                                                               
|                                                               
|                                                               
|                                                               
|                                                               
|                                                               
|                                                               
|                                                               
|                                                               
|                                                               
|                                                               
|                                                               
|                                                               
|                                                               
|                                                               
|                                                               
|                                                               
|                                                               
|                                                               
|                                                               
|                                                               
|                                                               
|                                                               
|                                                               
|                                                               

The
accompanying notes are an integral part of these unaudited financial statements.



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|TAMARAK, INC.                                                   
|----------------------------------------------------------------
|(A Development
  Stage Company)                                 
|Statements of Cash
  Flows                                      
|Quarters Ended
  May 31, 2001 and 2002 and the                  
|Period from
  March 16, 2000 (Date of Inception) to May 31, 2002

|                                                                                | Three Months Ended
    May 31, 2002 | Three Months Ended
    May 31, 2001 | Period from March
    16, 2000 to May 31, 2002
|------------------------------------------------------------------------------- | ----------------------------------- | ----------------------------------- | ----------------------------------------------
|                                                                                |                                     |                                     |                                               
|Cash flows from operating activities:                                           |                                     |                                     |                                               
|Net Loss                                                                        | $(32,765)                           | $(2,003)                            | $(75,443)                                     
|Adjustments to reconcile net loss to net
    cash used by operating activities: |                                     |                                     |                                               
|Depreciation                                                                    | 21                                  | -                                   | 110                                           
|Increase in other assets                                                        | -                                   | -                                   | (6,608)                                       
|Decrease in other assets                                                        | -                                   | -                                   | 6,608                                         
|                                                                                |                                     |                                     |                                               
|Net cash
    used in Operating Activities                                       | $(32,744)                           | $(2,003)                            | $(75,333)                                     
|                                                                                |                                     |                                     |                                               
|Cash flows from investing activities:                                           |                                     |                                     |                                               
|Purchase of
    equipment                                                       | -                                   | -                                   | (448)                                         
|                                                                                |                                     |                                     |                                               
|Net Cash Used in Investing Activities                                           | -                                   | -                                   | (448)                                         
|                                                                                |                                     |                                     |                                               
|Cash flows from financing activities:                                           |                                     |                                     |                                               
|Proceeds from officer loan                                                      | 100                                 | 2,003                               | 19,723                                        
|Contribution of capital                                                         | 56,870                              | -                                   | 86,106                                        
|                                                                                |                                     |                                     |                                               
|Net Cash Provided by Financing
    Activities                                   | $56,970                             | $2,003                              | $105,829                                      
|                                                                                |                                     |                                     |                                               
|Net increase in Cash                                                            | $24,226                             | -                                   | $30,048                                       
|Cash, beginning of period                                                       | $5,822                              | -                                   | -                                             
|Cash, end of period                                                             | $30,048                             | -                                   | $30,048                                       

The accompanying notes are an integral part of
these unaudited financial statements



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|TAMARAK, INC.                                                   
|----------------------------------------------------------------
|(A Development Stage Company)                                   
|Statements of Changes in Stockholders' Deficit                  
|Period from March 16, 2000 (Date of Inception)
  to May 31, 2002

|                                                                                     |              |                    |              |                          | Deficit                   
|------------------------------------------------------------------------------------ | ------------ | ------------------ | ------------ | ------------------------ | --------------------------
|                                                                                     | Common Stock |                    |              | Accumulated              |                           
|                                                                                     | Shares       | Value Per Share(1) | Common Stock | AdditionalPaid-InCapital | During theDevelopmentStage
|                                                                                     |              |                    |              |                          |                           
|Issuance of share
  capital to founders of Tamarak, Inc. for cash on  March 16, 2000 | 20,000,000   | $0.001             | $20,000      | $2,986                   | $              ---        
|                                                                                     |              |                    |              |                          |                           
|Net loss for the
  period ending February 28, 2001                                   | -            | -                  | -            | -                        | (15,930)                  
|Balances at February
  28, 2001                                                      | 20,000,000   | 0.001              | 20,000       | 2,986                    | (15,930)                  
|                                                                                     |              |                    |              |                          |                           
|Net loss for the
  period ending February 28, 2002                                   | -            | -                  | -            | -                        | (26,748)                  
|Balances at February
  28, 2002                                                      | 20,000,000   | 0.001              | 20,000       | 2,986                    | (42,678)                  
|                                                                                     |              |                    |              |                          |                           
|Issuance of share
  capital for cash on March 1, 2002                                | 1,612,000    | 0.04               | 1,612        | 61,508                   | -                         
|                                                                                     |              |                    |              |                          |                           
|Net loss for the
  period ending      May 31, 2002                                   | -            | -                  | -            | -                        | (32,765)                  
|                                                                                     |              |                    |              |                          |                           
|Balances at May 31,
  2002                                                           | 21,612,000   | 0.004              | 21,612       | 64,494                   | (75,443)                  

(1):  This value is rounded to the nearest
thousandth.

The Accompanying notes are an integral part of
these unaudited financial statements.

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TAMARAK, INC.

(A
Development Stage Company)

Notes to Financial Statements

For
the period from March 16, 2000 to May 31, 2002

(UNAUDITED)

1.  DEVELOPMENT STAGE COMPANY

Tamarak Inc., a development stage company that incorporated on March 16,
2000, is engaged in the development of theatrical and television films. The
Company has no significant revenues from its principle operations. The Company
is currently engaged in acquiring the necessary financing for the production of
major motion pictures and a network television mini-series.

2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

Use of Estimates

The preparation of 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 disclosures of
contingencies at the date of the financial statements and the reported amounts
of revenues and expenses during the reporting period. Actual results could
differ from those estimates.

Cash

The Company maintains its cash balances in two financial institutions located
in Los Angeles, California. The balances are insured by the Federal Deposit
Insurance Corporation up to $100,000. The Company has no cash balances at risk
as of May 31, 2002. Property and Equipment Property and equipment are stated at
cost. Depreciation is calculated using the straight-line method for financial
statement purposes over the estimated useful lives of assets. The estimated
useful lives of the property and equipment is five years.

3. RELATED PARTY TRANSACTIONS

As of May 31, 2002, A.J. Leydton, President and CEO of Tamarak, Inc., had
made a loan to the Company. The loan is unsecured, non-interest bearing and
without a stated maturity date.

4. SCRIPTS

The principal assets of the Company are four, major motion picture
screenplays originally written by A.J. Leydton and Frank Stewart. They sold the
scripts to Aquila Communications, Inc. in 1992. Three of the scripts have been
registered with copyrights. The sales had stipulations that provided for the
rights to revert back to Mr. Leydton and Mr. Stewart if Aquila Communications
failed to produce the scripts within five years. In 1997, these script rights
reverted back to Mr. Leydton and Mr. Stewart. In March of 2000, the scripts were
contributed to Tamarak, Inc. for the purpose of producing them into full feature
length movies. While the scripts have no assigned value for GAAP (Topic 5G of
the Staff Accounting Bulletins (SAB 48)) purposes, the company intends to
produce them upon receipt of appropriate financing.

5. JACQUELINE COCHRANE STORY

The principal members of management have been developing a mini-series
entitled the "Jacqueline Cochrane Story" for several years. While the
mini-series has no assigned value for GAAP (Topic 5G of the Staff Accounting
Bulletins (SAB 48)) purposes, the management believes the project remains viable
and production will commence once financing has been secured.

6. EQUITY

The Company's authorized capital stock consists of 50,000,000 shares of
Common Stock with a $.001 par value. As of May 31, 2002, the Company has
outstanding 21,612,000 shares of its Common Stock.  Holders of the Company's
Common Stock are entitled to receive dividends when declared by the Board of
Directors out of funds legally available for distribution. Any such dividends
may be paid in cash, property or shares of the Company common stock.  No such
dividends have been paid during the company' s operating history.  Of the
21,612,000 shares of common stock currently outstanding, 20,000,000 are
considered "restricted securities" as that term is defined under Rule 144
promulgated under the Securities Act of 1933, as amended, in that such shares
were issued and sold by the Company without registration, as private
transactions not involving a public offering.

7. INCOME TAXES

The Company has incurred no income tax expenses since inception. Presently,
the Company has a $42,678 Tax Net Operating Loss Carry-Forward available from
its first two years of operation. $15,930 of the Net Operating Loss was
generated during the operating period from March 16, 2000 to February 28, 2001
while $26,748 of the Carry-Forward was generated during the operating period
from March 1, 2001 to February 28, 2002. The Carry-Forwards are available to
offset future income for a period of time not to exceed twenty years.

8. LEASES

The Company currently rents office space in Van Nuys, California. The monthly
rental payments are currently $500 per month. The term of the lease is currently
month-to-month, as Tamarak, Inc., has an oral agreement to make monthly rental
payments for an indefinite period of time.

9. EARNINGS PER SHARE

The following table sets forth the computation of earnings per share and
earnings per - assuming dilution:

|                                                                                                          | Three Months Ended
    May 31, 2002 | Three Months Ended
    May 31, 2001 | Period from March
    16, 2000 to May 31, 2002
|--------------------------------------------------------------------------------------------------------- | ----------------------------------- | ----------------------------------- | ----------------------------------------------
|Numerator:                                                                                                |                                     |                                     |                                               
|Net
    income, earnings per share and earnings per share assuming dilution                               | $(32,765)                           | $(2,003)                            | $(75,443)                                     
|Denominator:                                                                                              |                                     |                                     |                                               
|Denominator for
    earnings per share -  weighted average shares outstanding                             | 21,612,000                          | 20,000,000                          | 20,183,772                                    
|Effect of dilutive
    securities                                                                         | -                                   | -                                   | -                                             
|Denominator for earnings per share - assuming dilution - adjusted weighted
    average shares outstanding | 21,612,000                          | 20,000,000                          | 20,183,772                                    
|Earnings per share                                                                                        | $(0.01)                             | $(0.01)                             | $(0.01)                                       
|Earnings per share - assuming
    dilution                                                                | $(0.01)                             | $(0.01)                             | $(0.01)                                       



ITEM 2.

MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
CONDITION AND RESULTS OF OPERATIONS

For the three months ended May 31, 2002 and 2001, we had no
revenues.

For its first
project, the Company plans to produce a mini-series based upon the life and
exploits of Jacqueline Cochran, a world-renowned aviatrix. Management believes
that the program will be aired on a major commercial television network,
bringing immediate recognition, visibility and credibility to the Company.
Concurrently, the Company has acquired four screenplays of different genres that
will appeal to a wide audience: 1. "System of Justice" (Suspense, murder
mystery); 2. "Duster" (Heartwarming personal drama combined with exciting
action); 3. "Deadly Innocence" (Contemporary intrigue about murder, greed, toxic
waste and insurance fraud); 4. "King of Diamonds" (Fast paced international
jewel caper). We are actively seeking additional financing to produce any one or
all of these projects.

If additional cash
is not raised, either through bank financing, sale of capital stock, or perhaps
a joint venture with funding resources, the Company can not achieve its goal of
producing the Jacqueline Cochran mini-series. The principals have no legal
obligation to advance further funds to the Company to satisfy its capital needs.

The production of
the aforementioned mini-series involves the renting of the necessary equipment
to facilitate the production process. We estimate the production will cost
approximately $3,000,000 for each hour of finished product plus $1,250,000 per
hour for the purchase of air time. The total production budget for the Cochran
series is $12,000,000, plus an additional $5,000,000 if air time is purchased
rather than joint ventured. If no funding commitments are received, sufficient
to cover all of these anticipated costs, production will not commence.

Assuming a funding
commitment, the Company plans to increase its manpower by hiring more employees
to help facilitate the production of the mini-series. This hiring depends on the
amount and timing of the funding necessary to get this project started. The
Company will make those decisions based on its financial capabilities.

The company does
not currently have any external sources of funding, although senior management,
identified in this document under "Item 5", is committed to working without pay
for at least one year.  Mr. Leydton, a creditor and President, has agreed that
his loans to the company will not be called unless the company receives
production funding. If production funding is never received, Mr. Leydton has
agreed to accept additional equity, at the Company's then-book-value price per
share, to extinguish his claims.



PART II. OTHER INFORMATION

Item 1.  Legal Proceedings

None.

Item 2.   Changes in Securities and Use of  Proceeds

In November 2001, the Company's Board of Directors
passed a resolution authorizing a private placement of the Company's securities
in order to raise capital. Management was granted authority to prepare a Private
Placement Memorandum pursuant to Rule 504 of Regulation D, governing the Limited
Offer and Sale of Securities Without Registration Under the Securities Act of
1933 (as amended) and to register the securities in any state or jurisdiction
that management felt was required and appropriate. The Offering, elected under
Nevada Rules, called for the Company to offer for sale up to 5,000,000 shares of
the Company's common stock at $0.05 per share. The Offering was closed on
March 14, 2002, and resulted in 1,162,000 shares of the Company's $0.0001
par value common stock being issued to 41 separate investors. As a result of the
Offering, the Company raised an aggregate of $80,600, netting, after
commissions, accounting and legal expenses, a total of $53,470.

Item 3. 
Defaults 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

(a)  Exhibits.  None.

SIGNATURES



Tamarak, Inc.

(Registrant)

/s/ A.J. Leydton

A.J.
Leydton

CEO & Chairman

Dated:
August 2, 2002