UNITED STATES
                 SECURITIES AND EXCHANGE COMMISSION
                       Washington, D.C. 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: September 30, 2002

Or

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

For the transition period from ____________ to _____________

Commission File Number: 000-49726

              YELLOWSTONE CORPORATE SERVICES, INC.
           -----------------------------------------
     (Exact name of registrant as specified in its charter)

            Nevada                          88-0491287
      ------------------               ---------------------
(State or other jurisdiction of  (I.R.S. Employer Identification
incorporation or organization)                 No.)

                                               N/A
  21/F, Centre Point, 181-185              ------------
       Glouscester Road,                    (Zip Code)
      Wai Chai, Hong Kong
 -----------------------------
(Address of principal executive
           offices)

                         (852) 3106-8191
                      -----------------------
       (Registrant's telephone number, including area code)

                               N/A
                         ---------------
 (Former name, former address and former fiscal year, if changed
                       since last report)

   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 such filing requirements for
                          the past 90 days.
                           Yes [X] No [ ]

APPLICABLE ONLY TO ISSUERS INVOLVED IN BANKRUPTCY PROCEEDINGS DURING
                      THE PRECEDING FIVE YEARS:
Indicate by check mark whether the registrant has filed all documents
 and reports required to be filed by Sections 12, 13 or 15(d) of the
  Securities Exchange Act of 1934 subsequent to the distribution of
            securities under a plan confirmed by a court.
                           Yes [ ] 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: 6,219,132




PAGE-1-




        YELLOWSTONE CORPORATE SERVICES, INC. AND SUBSIDIARIES
                        Report on Form 10-QSB
                          For quarter ended
                         September 30, 2002

                    TABLE OF CONTENTS

                                                             Page

PART I - FINANCIAL INFORMATION

Item 1 - Financial Statements                                  3

Unaudited Condensed Consolidated Balance Sheets - as           4
of September 30, 2002 and December 31, 2001

Unaudited Condensed Consolidated Statements of Operations      5
- for each of the three and nine-month periods ended
September 30, 2002 and 2001, and for the period from
Inception (March 14, 2001) to September 30, 2002


Unaudited Condensed Consolidated Statements of Cash Flows      6
- for each of the nine-month periods ended September 30,
2002 and 2001,and for the period from Inception
(March 14, 2001) to September 30, 2002


Notes to Condensed Consolidated Financial Statements           7

Item 2 - Management's Discussion and Analysis or Plan of      18
Operation

PART II - OTHER INFORMATION

Item 6. Exhibits and Reports on Form 8-K                      26

SIGNATURES                                                    27

CERTIFICATIONS                                                27










PAGE-2-




                   PART I - FINANCIAL INFORMATION

Item 1 - Financial Statements

     The  accompanying  unaudited consolidated  financial  statements
have  been  prepared in accordance with generally accepted accounting
principles for interim financial reporting and pursuant to the  rules
and   regulations   of   the  Securities  and   Exchange   Commission
("Commission").  While these statements reflect all normal  recurring
adjustments  which are, in the opinion of management,  necessary  for
fair  presentation of the results of the interim period, they do  not
include  all  of the information and footnotes required by  generally
accepted  accounting  principles for complete  financial  statements.
For  further  information,  refer to  the  financial  statements  and
footnotes  thereto, which are included in the Company's  Registration
Statement on Form 10-SB previously filed with the Commission on April
9, 2002, and subsequent amendments made thereto.

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





















PAGE-3-




        YELLOWSTONE CORPORATE SERVICES, INC. AND SUBSIDIARIES
                    (A DEVELOPMENT STAGE COMPANY)
                UNAUDITED CONDENSED CONSOLIDATED BALANCE SHEETS
             (Amount expressed in United States dollars)

                                Note        September     December
                                            30, 2002      31, 2001
                                          ------------   -----------
                                             $               $
ASSETS
Current assets:
Cash                                         35,748          31,220
Accounts receivable                          24,234          135
Prepayments                     7(a)         28,591          7,733
Deferred project costs          3(e)             ---             46,515
Deferred offering costs         3(h)         ---             45,000
                                           ------------   -----------
Total current assets                         88,573          130,603
Furniture,   fixture,    office
equipment and computer software   4           6,122              733
Other assets:
Long-term prepayments           7(a)          6,572           10,811
                                           ------------   -----------
Total assets                                 101,267         142,147
                                           ============   ===========
LIABILITIES, MINORITY  INTEREST
AND STOCKHOLDERS' EQUITY

Current liabilities:
Clients' deposits                            15,000          10,000
Accounts  payable  and  accrued              9,317           40,348
expenses
Due to a stockholder            9(e)         ---             3,217
Capital   lease  obligation   -   5          310             ---
current portion                            ------------   -----------
Total current liabilities                    24,626          53,565
Capital lease obligation -  non   5          1,487           ---
current portion
Minority      interest       in              503             ---
Consolidated Subsidiary                    ------------   -----------
Total  liabilities and minority              26,616          53,565
interest                                   ------------   -----------
Commitments                      7 & 10
Stockholders' equity:
Preferred  stock,  $0.001   par
value,     5,000,000     shares 6(a)        --             --
authorized;  no  shares  issued
and outstanding
Common stock, $0.001 par value,
20,000,000  shares  authorized;
6,219,132 and 5,052,632  shares
issued and outstanding   as  of 6(b)          6,219          5,053
September 30, 2002 and December
31, 2001, respectively
Additional paid-in capital                  146,731         90,967
Accumulated deficit                         (78,300)        (7,438)
                                           ------------   -----------
Total stockholders' equity                   74,650         88,582
Total   liabilities,   minority            ------------   -----------
interest    and   stockholders'             101,266        142,147
equity                                     ============   ===========

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




PAGE-4-




        YELLOWSTONE CORPORATE SERVICES, INC. AND SUBSIDIARIES
                    (A DEVELOPMENT STAGE COMPANY)
      UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
            (Amounts expressed in United States dollars)

                                                                 From
                               Three months    Nine months    inception
                                  ended           ended       (March 14,
                               September 30,   September 30,   2001) to
                        Note   -------------   -------------  September 30,
                               2002     2001    2002     2001     2002
                              ------   ------  ------   ------   ------
                                $        $      $       $    $
Revenue  from  services
provided
Project  management  on       9,251      ---   40,629    ---    40,629
listing exercise
Direct cost of services      (4,500)     ---  (19,763)   ---   (19,763)
                              ------   ------  ------   ------   ------
Gross margin                  4,751      ---    20,86    ---    20,866
                                                6
Consulting services           3,500      ---    3,500    ---     3,500
                              ------   ------  ------   ------   ------
                              8,251      ---   24,366    ---    24,366

Other income                   ---       ---      675    ---       810
                              ------   ------  ------   ------   ------
                              8,251      ---   25,041    ---    25,176

General and                 (50,276)    (526) (95,901) (1,076) (103,474)
administrative expenses
Re-measurement loss     3(k)     (2)     ---       (2)   ---        (2)
                              ------   ------  ------   ------   ------
Loss  before cumulative
effect  of  changes  in     (42,027)    (526) (70,862) (1,076)  (78,300)
accounting principle

Cumulative  effect   on
prior year (to December
31,  2001) of  changing
to  a different revenue
recognition method ,and   8     ---      ---      ---    ---       ---
a   different   expense       ------   ------  ------   ------   ------
recognition method,  on
service           sales
transactions
Loss   from  operations     (42,027)    (526) (70,862) (1,076)  (78,300)
and net loss                  ======   ======  ======   ======   ======

Amount per common share
Loss  before cumulative
effect  of  changes  in     (0.0068) (0.0001) (0.0116) (0.0002) (0.0141)
accounting principle
Cumulative  effect   on
prior year (to December
31,  2001) of  changing
to  a different revenue
recognition method ,and   8     ---      ---      ---    ---       ---
a   different   expense       ------   ------  ------   ------   ------
recognition method,  on
service           sales
transactions

Net   loss  per  common      (0.0068) (0.0001) (0.0116) (0.0002) (0.0141)
share                         ======   ======  ======   ======   ======

Weighted average number
of     common    shares    6,219,132 5,052,632 6,089,521 5,052,632 5,571,076
outstanding                ========= ========= ========= ========= =========

Pro    forma    amounts
assuming    the     new
revenue     recognition
method    and   expense
recognition  method  on   8 (42,027)    (526) (70,862) (1,076)  (78,300)
service           sales       ======   ======  ======   ======   ======
transactions        are
applied retroactively
      Net loss
        Net  loss   per     (0.0068) (0.0001) (0.0116) (0.0002) (0.0141)
common share                  ======   ======  ======   ======   ======

   The accompanying notes are an integral part of these financial
                             statements




PAGE-5-




        YELLOWSTONE CORPORATE SERVICES, INC. AND SUBSIDIARIES
                    (A DEVELOPMENT STAGE COMPANY)
      UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOW
            (Amounts expressed in United States dollars)



                                                               From
                                                            inception
                                     Nine months ended       (March 14,
                                       September 30,           2001) to
                                     -------------------    September 30,
                                       2002       2001          2002
                                     ---------  ---------  --------------
                                         $       $           $
CASH    FLOW   FROM   OPERATING
ACTIVITIES
Net loss                             (70,862)    (1,076)      (78,300)


Adjustments  to  reconcile  net
loss to net cash paid
   for operating activities:
Depreciation                            831      ---          863
Deferred project costs                46,515     ---          ---
Decrease/(increase)          in
operating assets:
Accounts receivable                  (24,099)    ---          (24,234)

Prepayments-current & long-term      (16,619)    (11,850)     (35,163)


Increase/(decrease)          in
operating liabilities:
Clients' deposits                      5,000     ---          15,000
Accounts  payable  and  accrued      (31,031)    10,000        9,317
expenses                             ---------  ---------  --------------
Net  cash  paid  for  operating      (90,265)    (2,926)     (112,517)
activities

CASH    FLOW   FROM   INVESTING
ACTIVITIES
Purchases     of     furniture,
fixture,  office equipment  and      (4,400)    ---          (5,165)
computer software

CASH    FLOW   FROM   FINANCING
ACTIVITIES
Net  proceeds from issuance  of       101,930    51,020       152,950
common stock
Amount due to a stockholder           12,383     526           15,600
Repayment of amount  due  to  a      (15,600)    ---          (15,600)
stockholder
Payment  of capital element  of          (23)    ---          (23)
capital lease obligations
Minority interest                        503     ---          503
                                     ---------  ---------  --------------
Net increase in cash                   4,528     48,620       35,748
Cash as of beginning of period        31,220     ---          ---
                                     ---------  ---------  --------------
Cash as of end of period              35,748     48.620       35,748
                                     =========  =========  ==============
Non-cash     investing      and
financing activities:

Common stock issued in exchange
for  corporate  consulting  and       45,000     45,000      45,000
document preparation services
Capital  lease obligations  for
the    purchase    of    office        1,820    ---         1,820
equipment                            =========  =========  ==============


   The accompanying notes are an integral part of these financial
                             statements




PAGE-6-




        YELLOWSTONE CORPORATE SERVICES, INC. AND SUBSIDIARIES
                    (A DEVELOPMENT STAGE COMPANY)
        NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
            (Amounts expressed in United States dollars)

1    ORGANIZATION AND PRINCIPAL ACTIVITIES

    Yellowstone   Corporate  Services,  Inc.  (the   "Company")   was
    incorporated  in  the  State of Nevada on March  14,  2001.   The
    Company's  major  business objectives are to provide  consulting,
    liaison,  and  coordination services to foreign small  to  medium
    size  companies  to  assist  them  in  becoming  publicly  traded
    companies  in the United States.  Its initial geographical  focus
    includes  Hong  Kong,  the People's Republic  of  China  and  the
    Republic  of  Korea.   After the clients become  publicly  traded
    companies,  the  Company will also provide continuing  consulting
    services  for  compliance  and  reporting  requirements  in   the
    pertinent  jurisdictions.  Additionally, the  Company  will  also
    provide   advisory  services  to  clients  on  general  corporate
    financial matters.


    The  Company  incorporated five companies as stockholders  during
    February  of  2002 to May of 2002. The key information  on  these
    five companies are:-



        Name of company        Place of     Amount of   Percentage
                            incorporation     Share      of Equity
                                             Capital      held by
                                                            the
                                                          Company
  --------------------------------------------------------------------
     Yellowstone (Hong      Hong Kong     $     2 HKD    100.00%
     Kong) Limited

     StoneOne, Inc.         State of      $   622 USD    100.00%
                            Nevada

     StarLightOne, Inc.     State of      $   622 USD    100.00%
                            Nevada

     CEP (USA), Inc.        State of      $ 1,125 USD     55.30%
                            Nevada

     Westpark (Hong Kong)   Hong Kong     $     2 HKD    100.00%
     Limited



    Yellowstone (Hong Kong) Limited ("YHK") was formed in  Hong  Kong
    to  serve  local  clients  in Hong Kong by  providing  consulting
    services   which  include  maintenance  of  secretarial  records,
    bookkeeping,  preparation of financial  analysis  for  management
    purposes,  and business plan preparation. YHK commenced  business
    in  early July of 2002 and assisted a consulting firm to  prepare
    a business plan for its client.

    StoneOne,  Inc.  and  StarLightOne,  Inc.  were  formed  with  no
    specific  business objectives other than to seek for  merger  and
    acquisition  opportunities. The Company  is  currently  the  sole
    stockholder  of  both  companies.   The Company's  Directors  and
    Officers,  Kai  Hon Chan and Ka Yiu Ip, also serve  as  Directors
    and  Officers of StoneOne, Inc. at no compensation. The Company's
    Director  and  President, King Kwok Yu, currently serves  as  the
    sole   Director  and  Officer  of  StarLightOne,   Inc.   at   no
    compensation.  The  Company  anticipates  it  will  experience  a
    change  of control in and management of these two companies  upon
    the  closing  of a merger or acquisition. When any of  these  two
    companies  enters  into  negotiation with merger  or  acquisition
    targets,  the  Company  will  offer its  services  as  a  Project
    Manager  to  these  targets to assist the  merged  entity  attain
    listing on the OTC Bulletin Board after the consummation  of  the
    merger  or  acquisition for a negotiated project management  fee.
    It  is,  however, not a pre-requisite condition for the Company's
    appointment  as  a  Project Manager for  any  one  of  these  two
    companies  to  enter  into  a merger or acquisition  transaction.
    StoneOne,  Inc. filed a Registration Statement on Form 10SB  with
    the  SEC  on  June  17, 2002 on a voluntary  basis  to  become  a
    Reporting Company under the Securities and Exchange Act  of  1934
    (the  "Exchange Act"). The Company engaged the legal firm, Harold
    P.  Gewerter,  Esq., Ltd. to develop this registration  statement
    at  a cost of  $5,000 USD plus 30,000 shares of restricted common
    stock of StoneOne,




PAGE-7-




        YELLOWSTONE CORPORATE SERVICES, INC. AND SUBSIDIARIES
                    (A DEVELOPMENT STAGE COMPANY)
        NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
            (Amounts expressed in United States dollars)


1    ORGANIZATION AND PRINCIPAL ACTIVITIES (cont'd)

    Inc.  The  Company has made a full payment on the cash  component
    of  the  fee. StoneOne, Inc. has not issued any common  stock  to
    the  legal  firm.  After issuance of these common  stock  to  the
    legal firm, the Company's equity interest in StoneOne, Inc.  will
    decrease  from 100% to 99.52%. The Company's total investment  in
    StoneOne,  Inc. was $8,292 USD as of June 30, 2002.  StarLightOne,
    Inc.  has  not  taken  any action to become a  Reporting  Company
    under  the  Exchange  Act.  Othe Company's  total  investment  in
    StarLightOne, Inc. was $1,382 USD as of June 30, 2002.  StoneOne,
    Inc.  and  StarLightOne, Inc. have not commenced any  negotiation
    for a merger or an acquisition.

    CEP  (USA),  Inc.  was formed between the Company,  as  a  55.30%
    shareholder,  and  several  individuals  who  collectively   hold
    44.70%  of the equity in the CEP (USA), Inc.. The names of  these
    individual  shareholders and the percentage  of  equity  held  by
    each  of  them are: (a) Guang Xin Wu - 22.35%, (b) Karlson  Po  -
    8.94%,  (c) So Ha Tsang - 8.94%, and (d) Frank Sherman  -  4.47%.
    Karlson  Po,  So  Ha  Tsang,  and  Frank  Sherman  are  Mr.  Wu's
    designees to become shareholders of CEP (USA), Inc.  Mr. Wu is  a
    major  equity  owner  and  the  President  of  Foshan  Hung   Law
    Investment  Planning  Limited  with  which  the  Company  has   a
    Representative  Office and Name-use Right Agreement.  Mr.  Po  is
    the  Company's  employee and the nephew  of  King  Kwok  Yu,  the
    Company's  Director  and  President.  Mr.  Sherman  is  a   major
    shareholder   and  the  President  of  Yellowstone  Incorporating
    Services,  Inc. with which the Company has a Sub-contracting  and
    Name-use  Right  Agreement. Mr. Sherman has  been  the  Company's
    stockholder  since May of 2002, and the Company's  sub-contractor
    for a Korean project since July of 2002. Currently, King Kwok  Yu
    and  Guang  Xin  Wu  are the Directors and Officers  of  the  CEP
    (USA), Inc.

    The  business  objective  of CEP (USA),  Inc.  is  to  develop  a
    distributorship  business  on environmental  protection  products
    and  processes. The Company has an understanding with  Guang  Xin
    Wu and his designees on the followings:

*    The Company would bear the cost of incorporating CEP (USA), Inc.
*    The Company would assist CEP (USA), Inc. in its expenses to
establish a shareholder base comprising of at least 50 shareholders;
*    Guang Xin Wu would secure distributorship on environmental
protection products and processes for CEP (USA) Inc. with his best
effort at no compensation;
*    Karlson Po and So Ha Tsang would perform bookkeeping and
administrative function for CEP (USA), Inc. at no compensation;
*    Frank Sherman would assist CEP (USA), Inc. to deal with matters
in the US at no compensation;
*    Outside financial resources should be secured as and when it is
needed to support CEP (USA), Inc.'s operations; and
*    CEP (USA), Inc. should seek for listing on either the Pink Sheets
or the OTC Bulletin Board as and when it is qualified to do so.




PAGE-8-




        YELLOWSTONE CORPORATE SERVICES, INC. AND SUBSIDIARIES
                    (A DEVELOPMENT STAGE COMPANY)
        NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
            (Amounts expressed in United States dollars)


1    ORGANIZATION AND PRINCIPAL ACTIVITIES (cont'd)

    The  Company  has  appointed  the  legal  firm,  David  Wagner  &
    Associates, P.C., to give it legal advice on the distribution  of
    its  shareholding  in  CEP (USA), Inc. to its  stockholders.  The
    Company's  total investment in CEP (USA), Inc. was $3,382  as  of
    June  30, 2002. Guang Xin Wu has caused Fohan Hung Law Investment
    Planning  Limited,  to  which he is the major  equity  owner  and
    President,  to  grant to CEP (USA), Inc. distributorship  on  two
    environmental  protection  related  products  outside  of  China.
    Foshan  Hung  Law  Investment  Planning  Limited  secured   these
    distributorship rights before CEP (USA), Inc. was formed.  As  of
    June  30,  2002, CEP (USA), Inc. had not commenced  any  business
    activities.

    As  and  when  CEP  (USA),  Inc. has  become  a  publicly  traded
    company,  the  Company plans to obtain a consulting  contract  to
    help   CEP   (USA),   Inc.   fulfill  its   statutory   reporting
    requirements.

    Westpark  (Hong  Kong) Limited was incorporate as  the  Company's
    vehicle to have transactions with WestPark Capital, Inc.  of  the
    United  States.  Westpark  (Hong Kong)  Limited  will  receive  a
    finder's fee at pre-determined rates for the purposes of  finding
    suitable  company  clients for both private and  public  funding,
    identifying  and securing sources of institution, private  equity
    and venture capital on behalf of WestPark Capital, Inc.

2    GOING CONCERN

    The  financial  statements have been prepared in conformity  with
    generally   accepted  accounting  principles,  which  contemplate
    continuation  of the Company and its subsidiaries  (the  "Group")
    as  a  going  concern. However, the Group is a development  stage
    entity  with limited operations. For the period from the  Group's
    inception  on March 14, 2001 to September 30, 2002, a total  loss
    of  US$78,300 had been incurred on revenues of US$44,129. To  the
    extent  that the Group is unable to generate sufficient  revenues
    and  cash flows to support its operations, it will have  to  seek
    additional  working  capital  from private  or  public  financing
    sources.  There are no assurances that additional financing  will
    be  available,  or if available, will be on terms  acceptable  to
    the  Group.  If  adequate working capital is not  available,  the
    Group  may  not  be able to continue its operations  as  a  going
    concern  The  financial statements do not include any adjustments
    that might result from the outcome of these uncertainties.

3    SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

    (a)  Development Stage Company

         The  Company  has performed services for compensation  since
         January  of  2002  but the revenue earned  to  date  is  not
         consider  as  significant.  As  a  result,  The  Company  is
         considered  a development stage company, as defined  in  the
         Statement of Financial Accounting Standards No.7

        (b)  Basis of consolidation

         The  consolidated financial statements include the financial
         statements   of  the  Company  and  its  subsidiaries.   All
         material  intercompany transactions and balances  have  been
         eliminated on consolidation.

    (c)  Use of Estimates

         The  preparation of the financial statements  in  conformity
         with  accounting principles generally accepted in the United
         States of America 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 financial statements and  the
         reported  amounts  of  revenues  and  expenses  during   the
         reporting period.  Accordingly, actual results could  differ
         from  those estimates.  An estimate was used in valuing  the
         amount  of  shares  to be issued in return for  professional
         services rendered (note 8(c)).  The directors estimate  this
         approximates  the  cost  an independent  professional  would
         charge for these services.




PAGE-9-





        YELLOWSTONE CORPORATE SERVICES, INC. AND SUBSIDIARIES
                    (A DEVELOPMENT STAGE COMPANY)
        NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
            (Amounts expressed in United States dollars)



3    SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (cont'd)

    (d)  Revenue Recognition

         The   Company  previously  had  an  accounting   policy   to
         recognize  project revenues when the projects are completed.
         This  policy  was adopted to apply the Completed Performance
         Method  for  service sales transactions.  During the  second
         quarter  of  2002,  the  Company adopted  a  new  accounting
         policy   to   recognize  project  revenues  based   on   the
         Proportional  Performance Method. This method applies  to  a
         service  transaction involving a specific number of  defined
         but   not   identical  or  similar  acts,  and  the  revenue
         recognized for each act is based on the following formula:

                Direct   cost    of
                individual act       x   Total revenues
                -------------------      from Complete
                Total estimated          transaction
                direct costs
                of the
                transaction

         Please  refer to note 8 for additional details on the  above
         change in accounting policy.

         Revenue  from  granting name use rights is  recognized  when
         the right to receive payment is established.

     (e)  Deferred Project Costs

         The  Company  previously had an accounting policy  to  defer
         expenditures  specifically  identifiable  to  a  project-in-
         progress   until  the  completion  of  the   project.   This
         accounting  policy  was  adopted  in  conjunction  with  the
         Completed    Performance   Method   for   project    revenue
         recognition.   Due  to  the  adoption  of  the  Proportional
         Performance  Method  for recognition of project  revenue  in
         the  second  quarter of 2002, the Company also  changed  its
         accounting policy on the expense recognition for project-in-
         progress.  Under  the  Proportional Performance  Method  for
         recognition  of project revenue, indirect costs relating  to
         the  project  are  required  to be  charged  to  expense  as
         incurred,  initial direct costs are required to  be  charged
         to  expense at the time revenues are recognized, and  direct
         costs  are required to be recognized as expense as incurred.
         (note 8)

     (f)  Fair Value of Financial Instruments

         All  financial  instruments of the Company  are  carried  at
         cost, which approximate their fair values.

     (g) Furniture, fixture, office equipment and computer software

         Furniture,  fixture,  equipment and  computer  software  are
         stated   at   cost,   net   of   accumulated   depreciation.
         Depreciation  is  provided  using the  straight-line  method
         over the estimated useful life of these assets ranging from
         24 months to 60 months.

     (h)  Deferred Offering Costs

         The  Company  defers costs associated with  the  raising  of
         capital  until  such time as the offering is  completed,  at
         which  time  the  costs  are  charged  against  the  capital
         raised.   Should the offering be terminated, the  costs  are
         charged  to  operations during the period when the  offering
         is terminated.




PAGE-10-




        YELLOWSTONE CORPORATE SERVICES, INC. AND SUBSIDIARIES
                    (A DEVELOPMENT STAGE COMPANY)
        NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
            (Amounts expressed in United States dollars)


3    SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (cont'd)

     (i)  Capital Leases

          Leases  that  transfer substantially all  the  rewards  and
          risks of ownership of assets to the Group are accounted for
          as  capital leases. Capital leases are capitalized  at  the
          inception of the leases at the lower of the fair  value  of
          the leased assets or the present value of the minimum lease
          payments.  Each lease payment is allocated between  capital
          and finance charges so as to achieve a constant rate on the
          capital  balances  outstanding.  The  corresponding  rental
          obligations,  net  of  finance  charges,  are  included  in
          liabilities.  The  finance charges are charged  to  expense
          over the lease periods.

     (j)  Operating Leases

         Operating   leases  represent  those  leases   under   which
         substantially all risks and rewards of ownership of  the  of
         the  leased  assets remain with the lessors. Rental  payment
         under  operating leases are charged to expenses as  incurred
         over the lease periods.

     (k)  Foreign Currency Adjustments

         The   U.S.  dollar  is  the  "functional  currency"  of  the
         Company's overseas subsidiaries. All foreign currency  asset
         and  liability amounts are remeasured into U.S.  dollars  at
         end  of  the  period  exchange  rates,  except  for  prepaid
         expenses  and fixed assets, which are measured at historical
         rates.  Foreign currency income and expenses are  remeasured
         at  average  rates in effect during the period,  except  for
         expenses  related  to  balance sheet amounts  remeasured  at
         historical  rates.  Exchange gains or  losses  arising  from
         remeasurement   of  foreign  currency-denominated   monetary
         assets  and  liabilities are included  in  the  consolidated
         statement of income in the period in which they occur as
         re-measurement gain or loss.

     (l)  Net Loss Per Share

         Basic  net  loss  per share is computed in  accordance  with
         Statement  of  Financial  Accounting  Standards   No.128   "
         Earnings  Per  Share" by dividing net loss by  the  weighted
         average number of shares of common stock outstanding  during
         the period.


4    FURNITURE, FIXTURE, OFFICE EQUIPMENT AND COMPUTER SOFTWARE

     Furniture,  fixture, equipment and computer software consist  of
     the following:

                                         September      December
                                          30, 2002      31, 2001
                                         ----------    -----------

                                             $             $

      Furniture and fixtures               2,103          ---
      Office equipment                     3,625          765
      Computer software                    1,257          ---
                                         ----------    -----------
                                           6,985
      Less:   accumulated  depreciation     (863)         (32)
      and amortization                   ----------    -----------
      Furniture,   fixture,   equipment    6,123          733
      and computer software, net         ==========    ===========





PAGE-11-




        YELLOWSTONE CORPORATE SERVICES, INC. AND SUBSIDIARIES
                    (A DEVELOPMENT STAGE COMPANY)
        NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
            (Amounts expressed in United States dollars)


5    CAPITAL LEASES OBLIGATIONS

     A  subsidiary  of the Company leased a photocopy  machine  under
     agreement that are classified as capital lease. The cost of  the
     machine  under  capital  lease is include  in  the  Consolidated
     Balance  Sheets as Office Equipment and was $1,820 and $-0-,  at
     September   30,   2002  and  December  31,  2001,  respectively.
     Accumulated  amortization  of the leased  photocopy  machine  at
     September  30, 2002, and December 31, 2001, was $30 and  US$-0-,
     respectively.  Amortization of assets under  capital  leases  is
     included in depreciation expense.

     The  future  minimum lease payments required under  the  capital
     and  the present value of the net minimum lease payments are  as
     follows:

                                       September      December
                                       30, 2002       31, 2001
                                       ----------    -----------
                                      (Unaudited)     (Audited)
                                           $             $
      Payable:
      Within one year                     443           ---
      In the second year                  443           ---
      In the third year                   443           ---
      In the fourth year                  443           ---
      In the fifth year                   406           ---
                                       ----------    -----------
      Total minimum lease payments       2,178          ---
      Less:    Amount    representing     (381)         ---
      interest                         ----------    -----------
      Present  value of  net  minimum    1,797          ---
      lease
      Less:   Current   portion    of     (310)         ---
      capital lease obligations        ----------    -----------
      Capital  lease  obligations   -    1,487          ---
      long term portion                ==========    ===========




6    STOCKHOLDERS' EQUITY

     (a)  Preferred Stock

         The  Company  is  authorized to issue  5,000,000  shares  of
         preferred  stock with a par value of $0.001 each, with  such
         designations,  voting and other rights  and  preferences  as
         may  be  determined  from  time to  time  by  the  Board  of
         Directors.

     (b)  Common Stock

         The  Company  is  authorized to issue 20,000,000  shares  of
         common  stock with a par value of $0.001 each.  The  Company
         issued  5,052,632 shares on March 28, 2001 for a total  cash
         consideration  of  $51,020  and  for  professional  services
         valued  by  the  Company's Board of  Directors  at  $45,000,
         which  was recorded as deferred offering costs under current
         assets  [note  8(c)] as of December 31,  2001.  In  January,
         2002,  The Company completed a public offering of shares  of
         common  stock in accordance with Regulation D, Rule  504  of
         the   Securities   Act  of  1933,  as   amended,   and   the
         registration by qualification of the offering in  the  State
         of  Nevada.   The  Company sold 1,166,500 shares  of  common
         stock, par value, at a price of $0.10 per share for a  gross
         proceed  of  $116,650 in cash. The cost of this offering  of
         $59,720,  which  included  the  deferred  offering  cost  of
         $45,000, was charged against additional paid-in capital.




PAGE-12-




        YELLOWSTONE CORPORATE SERVICES, INC. AND SUBSIDIARIES
                    (A DEVELOPMENT STAGE COMPANY)
        NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
            (Amounts expressed in United States dollars)


7    OPERATING LEASES

    (a)  In November of 2001, the Company entered into a Sub-contracting
         and Name Use Right Agreement with Yellowstone Incorporating Services,
         Inc. ("YIS) which is a Nevada company providing new corporation
         formation and resident agency services. *YIS has to maintain offices
         at its own expenses for business purposes providing the Company a
         business presence in Las Vegas, Nevada; United States. YIS also has
         to provide the Company with mail sorting/forwarding, photocopying and
         facsimile transmitting services The Company has non-exclusive right
         to use the office space occupied by YIS. The total charge under this
         agreement is $17,400 for three years from November 12, 2001 to
         November 11, 2004.  Full payment on the charges, including for the
         non-exclusive use of YIS's office space by the Company, had been made
         of which $6,572 included under long-term prepayments and $5,800
         included under current prepayments ($10,811 and $5,800 as of Deember
         31, 2001, respectively).

    (b)  In November of 2001, the Company entered into a Representative
         Office and Name-use Right Agreement with Foshan Hung Law Investment
         Planning Limited ("Foshan Hung Law").  Foshan Hung Law has to
         maintain offices at its own expenses for business purposes providing
         the Company a business presence in Foshan, Guangdong, China. Foshan
         Hung   Law  also  has  to  provide  the  Company  with  mail
         sorting/forwarding, photocopying and facsimile transmitting services
         The Company has non-exclusive right to use the office space occupied
         by Foshan Hung Law. This agreement will expire on November 30, 2002.
         Minimum future payments under this agreement in effect were $1,000 as
         of September 30, 2002 and $5,500 as of December 31, 2001.

    (c)  On October 26, 2001, the Company entered into a Representative
         Office Agreement with Jupiter Capital Limited ("Jupiter Hong Kong"),
         which is beneficially owned by Mr. William Lam and Mrs. Lisa Lam.
         Under this agreement, Jupiter Hong Kong provides the Company with
         various kinds of office services in Hong Kong including but not
         limited to reception services, mail forwarding and use of office
         space at a monthly charge of $1,181 per month.  Since November of
         2001, the Company has been using about 80 square feet of office space
         on a continuous and exclusive basis and common space on a sharing
         basis as provided by Jupiter Capital Limited Company. On July 15,
         2001, Jupiter Capital Limited served a one month notice to the
         Company to terminate the agreement with effect on August 15, 2002. On
         July 25, 2002, the Company entered into a Monthly Rental Agreement
         with Jupiter Capital Limited to rent 480 square feet of space for
         exclusive use and 2,552 square feet of space for common use at a
         monthly rental of US$3,369 (note 9(d)). This agreement became
         effective on August 16, 2002, and is terminable by serving a one
         month notice. (note 9(d)).

    (d)  The  total charge incurred by the Company for use of  office
         space, both on a exclusive basis and non-exclusive basis, and for
         other office services in relation to the abovementioned agreements
         were:

                                                                 From
                               Three months    Nine months   inception
                             ended September      ended           on
                                   30,        September 30,   (March 14,
                            ----------------  -------------     2001) to
                                                              September 30,
                               2002     2001  2002     2001      2002
                            ---------  -----  ------  -----    --------
                                $        $      $       $        $
         Charges
         referred    to       9,765     ---  22,748    ---      26,399
         above               ========  =====  ======  =====    ========





PAGE-13-




        YELLOWSTONE CORPORATE SERVICES, INC. AND SUBSIDIARIES
                    (A DEVELOPMENT STAGE COMPANY)
        NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
            (Amounts expressed in United States dollars)


8    CHANGE IN PROJECT REVENUE RECOGNITION METHOD AND PROJECT EXPENSE
     RECOGNITION METHOD

     During  the  second  quarter of 2002,  the  Company  decided  to
     change  the  method  of  recognizing project  revenue  from  the
     Completed  Performance  Method to the  Proportional  Performance
     Method.  In  connection  with  this  change,  the  Company  also
     changed  the method of recognizing project expenses as  required
     under  the  Completed  Performance  Method  to  the  method   of
     recognizing  project expenses as required under the Proportional
     Performance Method. The changes were made to better reflect  the
     effort  of  our  management  in the financial  statements  on  a
     timely  basis.  The operating result for the  first  quarter  of
     2002  had  been  restated to reflect the newly adopted  methods.
     The  retroactive  application of the new methods,  however,  did
     not  result  in  any cumulative effect in the operating  results
     because  the  Company did not carry out any  project  management
     activities,  which  generated revenues during  the  period  from
     March  14,  2001 (date of Incorporation) to December  31,  2001.
     The  effect  of the changes on the three months ended  June  30,
     2002, the interim period in which the changes were made, was  to
     decrease  net loss by $6,969 ($0.0011 per share); the effect  of
     the  changes  on  the  six months ended June  30,  2002  was  to
     decrease  net loss by $8,761 ($0.0015 per share). The pro  forma
     amounts  reflect  the  effect  of  retroactive  application   on
     project revenue  and project expenses that would have been  made
     in 2001 had the new methods been in effect.

     The  effect  of the changes on the first quarter of 2002  is  as
     follows:

             Loss  before cumulative effect
             of   a  change  in  accounting     (10,938)
             principle

             Cumulative  effect  on   prior
             year (to December 31, 2001) of
             changing    to   a   different
             revenue   recognition   method
             ,and   a   different   expense        ---
             recognition method, on service
             sales transactions
             Loss  from operations and  net     (10,938)
             loss

             Amount per common share
             Loss  before cumulative effect
             of   a  change  in  accounting     (0.0018)
             principle
             Cumulative  effect  on   prior
             year (to December 31, 2001) of
             changing    to   a   different
             revenue   recognition   method
             ,and   a   different   expense        ---
             recognition method, on service
             sales transactions

             Net loss per common share          (0.0018)
             Weight   average   number   of     5,830,298
             common shares outstanding




PAGE-14-




        YELLOWSTONE CORPORATE SERVICES, INC. AND SUBSIDIARIES
                    (A DEVELOPMENT STAGE COMPANY)
        NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
            (Amounts expressed in United States dollars)


8   CHANGE  IN PROJECT REVENUE RECOGNITION METHOD AND PROJECT EXPENSE
    RECOGNITION METHOD (cont'd)

     The  effect  of the changes on the three months ended  September
     30,  2002,  the  first  post  change interim  period  after  the
     changes  were made, was to decrease net loss by $4,751  ($0.0008
     per  share);  the effect of the changes on the six months  ended
     September 30, 2002 was to decrease net loss by $20,866  ($0.0034
     per share).


9    RELATED PARTY TRANSACTIONS

     In  addition  to  the  related party transaction  regarding  CEP
     (USA),  Inc.  as disclosed in note 1, the Company also  has  the
     following related party transactions:

     (a)     The  Company's Board of Directors has adopted a  policy
        to  pay  a  referral  fee  to  its  stockholders,  officers,
        directors,  and employees in the event that the Company  has
        successfully   completed an assignment  as  either  a  Joint
        Project  Manager or a Sole Project Manager as  a  result  of
        receiving a referral from any of these parties The amount of
        referral  fee payable to any of these parties is  determined
        on  a  negotiated basis and is in line with that payable  to
        independent consultants, which has a maximum of 15%  on  the
        Company's project management fee.

     (b)     In September 2001, through Mr. William Lam, the Company
         secured  an engagement as Joint Project Manager with Jupiter
         Capital  Korea  Limited to assist a Korean based  client  to
         seek  for quotation on the OTC Bulletin Board in the  United
         States  (the  "Korean Project").  The Company has  commenced
         work   on   this  engagement.   Upon  completion   of   this
         engagement,  the  Company will pay a  referral  fee  to  Mr.
         William Lam (note 7). In addition, we secured the right  for
         a  company  owned  by Mr. Lam to acquire  30,000  shares  of
         restricted common stock of the company to be listed for  the
         Korean  Project.   Mr. William Lam and his wife,  Mrs.  Lisa
         Lam,  beneficially  own  700,000  shares  of  the  Company's
         common stock.

     (c) In  connection  with  the Korean Project,  the  Company  has
         engaged  Qu  Corp.,  which is a registered  stockholder  for
         2,052,632  shares of the Company's common stock, to  act  as
         the  Company's coordinator in the United States at a fee  of
         $45,000,  which was included as part of the deferred  project
         costs  under  current assets as of December 31, 2001. In May
         of  2002,  the  Company reached a decision to terminate the
         services of Qu Corp  for the  Korean Project because the
         Company wished to work  with professional  firms which could
         pay more  attention  to  the progress  of the project.
         Agreement was reached in the  same month  with Qu Corp that
         they should only be compensated  at a   cash  payment  of
         $10,000  USD  for  the  work  already completed   which
         included  formation  of  a   new   Nevada corporation  and
         drafting of documents required  under  Rule 504  of
         Regulation D of the Securities Act  of  1933.  This
         payment was made in September of 2001 as a







PAGE-15-




        YELLOWSTONE CORPORATE SERVICES, INC. AND SUBSIDIARIES
                    (A DEVELOPMENT STAGE COMPANY)
        NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
            (Amounts expressed in United States dollars)


9    RELATED PARTY TRANSACTIONS (cont'd)


         prepayment  and  was  recognized as expense  in  the  second
         quarter  of  2002. In May of 2002, Qu Corp  distributed  the
         whole 2,052,632 shares to the following persons :-

                                                        As a
                      Name             Number of      percent
                                       shares of      to total
                                      Yellowstone    Yellowstone
                                      common stock     common
                                                      stock as
                                                       of May
                                                      26, 2002
           --------------------------------------------------------
             Brett Bleazard                   8,500    0.14%
             Nick Pelletiere                 18,000    0.29%
             Ron Davis                       27,500    0.44%
             Cheryl Curtis                  200,000    3.22%
             Tia   Owen  (President
             and  sole owner of  Qu         317,632    5.11%
             Corp)
             Dana Anderson                  160,000    2.57%
             Eileen Anderson                105,000    1.69%
             Nicole Anderson                 25,000    0.40%
             Eric Anderson                   25,000    0.40%
             Kyle Anderson                   25,000    0.40%
             Destiny Anderson                25,000    0.40%
             Ballycastle                     75,000    1.21%
             Enterprises
             Redmoor Holdings, Ltd.          75,000    1.21%
             Coalition    Partners,          50,000    0.80%
             Inc.
             Omawag, Inc.                    40,000    0.64%
             Steel On Target, Inc.           40,000    0.64%
             Delos  Capital Growth,         100,000    1.61%
             LLC
             William R. Cook                100,000    1.61%
             Ray Nance                      257,500    4.14%
             Frank Sherman                  121,000    1.95%
             Gary Tovar                      10,000    0.16%
             Jeff Bradley                   247,500    3.98%
                                     --------------  ---------

                     Total                2,052,632    33.01%
                                           ========   =======

         Mr.  Frank  Sherman,  who received  121,000  shares  of  the
         Company's common stock from the above distribution,  is  the
         President of Yellowstone Incorporating Services, Inc.  which
         serves  as  our  representative office in Las Vegas,  Nevada
         (note  6(a)). Mr. Sherman also holds 4.47% of the equity  in
         one of the Company's subsidiary, CEP (USA), Inc. (note 1).

    (d)  On October 26, 2001, the Company entered into a Representative
         Office Agreement with Jupiter Capital Limited ("Jupiter Hong Kong"),
         which is beneficially owned by Mr. William Lam and Mrs. Lisa Lam.
         Under this agreement, Jupiter Hong Kong provides the Company with
         various kinds of office services in Hong Kong including but not
         limited to reception services, mail forwarding and use of office
         space upon request at a monthly charge of $1,181 per month.  Since
         November of 2001, the Company has been using about 80 square feet of
         office space on a continuous and exclusive basis and common space on
         a sharing basis as provided by Jupiter Capital Limited. On July 15,
         2001, Jupiter Capital Limited served a one month notice to the
         Company to terminate the Representative Office Agreement with effect
         on August 15, 2002 because it is relocating its office. On July 25,
         2002, the Company entered into a Monthly Rental Agreement with
         Jupiter Capital Limited to rent 480 square feet of space for
         exclusive use and 2,552 square




PAGE-16-




        YELLOWSTONE CORPORATE SERVICES, INC. AND SUBSIDIARIES
                    (A DEVELOPMENT STAGE COMPANY)
        NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
            (Amounts expressed in United States dollars)


9    RELATED PARTY TRANSACTIONS (cont'd)

         feet  of  space  for  common use  at  a  monthly  rental  of
         US$3,369. (note 6(c) and note 8).

    (e)  Details of amount due to a stockholder of the Company were as
         follows:

                                         September    December
                                         30, 2002     31, 2001
                                        -----------  ----------
                                              $         $

         Mr. King Kwok Yu                  ---        3,217


         The  amount due as of December 31, 2001 arose from  payments
         made  by  Mr. Yu on behalf of the Company during the  normal
         course  of  business   This  balance  was  unsecured,   non-
         interest bearing, and was settled in cash during the second
         quarter of 2002.

     (f)  In February of 2002, the Company reached agreement with Supply
       Chain Services, Inc. ("SCS") to buy 618,497 shares of its common
       stock for a total cash consideration of $5,000 USD, after SCS has
       registered  these  shares for distribution  to  the  Company's
       stockholders under the Securities Act of 1933. The Company further
       agreed to introduce a Market Maker to SCS to sponsor it to apply for
       quotation of its common stock on the OTC Bulletin Board after the
       registration of the 618,497 shares of its common stock becomes
       effective. During February of 2002, the Company made a non-refundable
       deposit to SCS which will be applied towards the Company's purchase
       of SCS's common stock, and SCS engaged the legal firm, Harold P.
       Gewerter, Esq., Ltd., to develop documents for registration of the
       shares the Company agreed to purchase. SCS is a Reporting Company
       under the Securities and Exchange Act of 1934, but its common stock
       is not publicly traded. The major business of SCS is to provide
       supply chain management services to US companies buying merchandizes
       from Asia. SCS was introduced to the Company by King Kwok Yu, its
       Director and President. Mr. Yu was a Director of SCS from May of 1999
       to September of  2000, and the Treasurer, Controller and Secretary of
       SCS from May of 1999 to January of 2002. Mr. Yu holds 2,000,000
       shares out of SCS's total issued and outstanding common stock of
       35,533,333 shares. As of June 30, 2002, the documents to register the
       SCS common stock the Company agreed to purchase was still under
       preparation. The Company will not receive any fees from SCS for this
       transaction since it is not providing any consulting services to SCS.

10   COMMITMENTS

    The  Company is committed to pay a referral fee of $4,500 to  Mr.
    William  Lam  if  the  Korean Project is  successfully  completed
    (note 9(b)).






PAGE-17-




Item 2 - Management's Discussion and Analysis or Plan of Operation

Forward Looking Statements

Some  of  the statements contained in this Form 10-QSB that  are  not
historical  facts  are  "forward-looking  statements"  which  can  be
identified by the use of terminology such as "estimates," "projects,"
"plans,"  "believes,"  "expects," "anticipates,"  "intends,"  or  the
negative  or  other variations, or by discussions  of  strategy  that
involve risks and uncertainties.  We urge you to be cautious  of  the
forward-looking statements, that such statements, which are contained
in  this  Form  10-QSB, reflect our current beliefs with  respect  to
future events and involve known and unknown risks, uncertainties  and
other  factors  affecting  our operations, market  growth,  services,
products  and  licenses.  No assurances can be  given  regarding  the
achievement  of  future  results,  as  actual  results   may   differ
materially  as a result of the risks we face, and actual  events  may
differ from the assumptions underlying the statements that have  been
made regarding anticipated events.

Business overview

Our  goal is to assist small- and medium-sized foreign businesses  in
accessing   international  capital  markets   through   listings   on
nationally  recognized stock exchanges such as  the  Nasdaq  National
Market,  Nasdaq  Small  Cap,  OTCBBr, Bulletin  Board  ExchangeSM  or
American  Stock Exchange.  We intend to initially offer our  services
to  clients in a focused geographical region, which will include Hong
Kong,  the  People's Republic of China ("China") and the Republic  of
Korea  ("Korea").  We plan to facilitate this goal  by  acting  as  a
Project  Manager  to  provide consulting,  liaison  and  coordination
services to foreign companies.  In addition, after our clients become
publicly  traded  companies,  we will provide  them  with  continuing
consulting  services  related  to  maintaining  compliance  with  the
requirements  of  pertinent jurisdictions  and  regulatory  agencies.
Such consulting, liaison and coordination services that we intend  to
provide include or address, without exclusivity, the following:

     1.  Organizing and incorporating client companies;
     2.  Development and preparation of business and operational
         plans;
     3.  Establishing accounting control systems;
     4.  Referring clients to independent accounting firms;
     5.  Hiring of independent third-party legal and professional
         services firms as our sub-contractor for preparation of
         documents for initial listing exercises.
     6.  Referring clients to independent third-party legal and
         other professional services firms after they become public
         traded companies;
     7.  Acting as the intermediary for the flow of information and
         documentation between clients and professional services
         firms; and
     8.  Other general advisory services, as required or requested
         by clients.

We  do  not have pre-arranged agreements with any independent  third-
party accounting, legal or other professional services firms for  the
provision   of  services  to  our  clients.  We  will  select   these
professionals  and recommend them to our clients  when  we  start  an
assignment. Our clients will then decide whether to accept or  reject
our recommendations. For initial listing exercises, after a selection
is  made, we will hire directly legal and other professional services
firms  as  our  sub-contractors  to  prepare  the  necessary  listing
documents because the charges for documents preparation are  included
in  our  project  management fees. After  becoming   publicly  traded
companies,  our  clients will have to appoint  the  legal  and  other
professional  services firm directly for their  continuing  services.
Under  all  circumstances,  our  clients  have  to  directly  appoint
accounting firms as their Reporting Accountants. Since inception,  we
have  not  received  any compensation for referring  our  clients  to
accounting,  legal  firms and other professional services  firms.  We
have  adopted  a policy not to receive referral fees from  accounting
firms and legal firms.

In  September  of  2001,  we  and  Jupiter  Capital  Korea  Co.  Ltd.
collectively  entered into a contract as Joint Project Managers  with
Wink  Co.  Ltd.  ("Wink Korea") to assist  it attain listing  on  the
OTCBBr   in   the  United  States  of  America  through  a  corporate
restructuring  and  the creation/acquisition of an appropriate  legal
entity Wink Korea was established in March of 1999 under the laws  of
the  Republic of Korea. Wink Korea specializes in the development  of
wireless  Internet application solutions. Wink Korea was approved  as
"New  Technology  Certified Company" by the Computer &  Communication
Promotion  Association of the Ministry of Information & Communication
of  Korea in November of 1999, and "Top Venture Company" by the Small
& Medium Business Association of Korea in May of 2000. Wink Korea has
developed  four wireless Internet solutions: (i) M-Tour System,  (ii)
Insurance  System,  (iii) National Police Inquiry  System,  and  (iv)
Logistic System.




PAGE-18-




In October of 2001, we arranged the incorporation of Wink (USA), Inc.
under  the  laws of the State of Nevada through Qu Corp to  create  a
legal entity for listing purposes. In February of 2002, a Conditional
Share  Exchange Agreement was entered into between Wink  (USA),  Inc.
and  Mr.  Mean-Churl Lee, the major shareholder and Presdient/CEO  of
both  Wink Korea and Wink (USA), Inc. Under this agreement, Mr. Mean-
Churl  Lee agreed to exchange his equity holding of 1,375,000  shares
of  Wink Korea ordinary shares for 100,000 shares of the common stock
of Wink (USA), Inc. As a condition precedent to the completion of the
contemplated  share  exchange transaction, Wink (USA),  Inc.  had  to
receive  the  audited financial statements of Wink Korea prepared  in
accordance  with  the  US  Generally Accepted  Accounting  Principles
before  June 30, 2002. Also in February of 2002, Wink Korea  assigned
all  its rights and obligations under this contract to Mr. Mean-Churl
Lee.  It  was  contemplated that upon completion of the  contemplated
share  exchange transaction, Wink (USA), Inc. would become a majority
stockholder of Wink Korea, and it would then proceed to undertake the
necessary  procedures  to have its common stock  quoted  on  the  OTC
Bulletin Board. In August of 2002, Mr. Mean-Churl Lee advised us that
the  preparation of the audited financial statements  of  Wink  Korea
prepared  in  accordance  with the US Generally  Accepted  Accounting
Principles  were  not completed by June 30, 2002, and  therefore  the
contemplated share exchange transaction was abandoned. Mr. Mean-Churl
Lee  also advised us that he is undertaking actions to (i) cause Wink
Korea  to subscribe the common stock of Wink (USA), Inc. in  cash  to
become  a  majority  stockholder, and (ii)  casue  Wink  Korea  grant
distribution  right  in  the territory of  the  US  on  its  wireless
Internet  solutions  to Wink (USA), Inc. We are  currently  assisting
Wink  (USA),  Inc., Wink Korea and Mr. Mean-Churl  Lee  to  structure
these  two transactions as part of our services to assist Wink (USA),
Inc.  attain listing on the OTC Bulletin Board. Our exercise to  help
Wink (USA), Inc. attain a listing status is hereafter referred to  as
the "Korean Project". Wink (USA), Inc., Wink Korea and Mr. Mean-Churl
Lee  are hereafter collectively referred to as client when the Korean
Project is being discussed.

In  June  of  2002, we and Jupiter Korea secured another contract  as
Joint  Project  Managers to assist a second Korean corporation,  Vega
Infotek Co. Ltd. ("Vega Infotek"), attain listing on the OTCBB  at  a
total contract value of $200,000. Vega Infotek was formed in Korea in
1999.  Its  major  line of business is to develop,  market  and  sell
equipments  which  supplement the use of Personal  Digital  Assistant
machines.  In  connection  with this new  project,  we  entered  into
another  cooperation  agreement  with  Jupiter  Korea.   Under   this
agreement,  Jupiter Korea is responsible to prepare a  business  plan
and  maintain  client  relationship, and we are responsible  for  new
company formation and documentation preparation.  As compensation, we
will  receive  cash  in  the  amount of $90,000.   We  are  currently
negotiating with the client for additional compensation in  the  form
of  common stock of the Company.  We will, however, provide  services
to  this client even if we are not successful in negotiating for  any
stock  compensation.  We have not received our required cash  deposit
from  our  client, and we will not commence any work on this  project
until this deposit is received. We have not incurred any cost on this
project.  The contract we entered into with Vega Infotek  is  legally
binding  on  the  parties to the contract. Under this contract,  Vega
Infotek  was  required to make a cash deposit with  us  within  three
business days after the execution of the contract. This payment is in
default  as of the date of this Registration Statement. We  have  not
commenced  legal action to enforce Vega Infotek to make this  payment
because  we hold the view that legal action is not justified  at  the
moment  since  we have not incurred any cost to secure this  project,
and  we  have not suffered any financial losses as a result  of  Vega
Infotek's non-payment of deposit. We are relying on Jupiter Korea  to
work  with  the  management of Vega Infotek to  address  the  current
issue.  Under our cooperation agreement for the Vega Infotek  listing
exercise,   Jupiter   Korea  is  responsible   to   maintain   client
relationship. We cannot give assurance that we will ever receive  the
cash deposit from Vega Infotek.

In the event that we have other situations whereby non-performance of
contract  by clients will have caused us financial losses,  we  would
consider to take legal actions after an evaluation of (a) the  causes
for  the  non-performance by clients; (b) the financial situation  of
the  clients;  (c) the amount of our legal costs to be incurred;  and
(d) advice from legal counsels.

In  July of 2002, we provided consulting services through our  wholly
owned  subsidiary, Yellowstone (Hong Kong) Limited,  in  assisting  a
Hong Kong consulting firm to prepare a business plan for its client.

In  August of 2002, we and Jupiter Korea secured another contract  as
Joint Project Managers to assist a third Korean corporation, CEST Co.
Ltd.  ("CEST"), attain listing on the OTCBB at a total cash value  of
$200,000. We are also granted the right to acquire 700,000 shares  of
the  common stock of the listing vehicle at a contemplated par  value
of  US$0.001  per  share for distribution to our  stockholders  after
registering  these  shares  under the  Securities  Act  of  1933,  as
amended.  Further,  we  are  granted  600,000  warrants,  which   are
convertible  into  600,000  shares of common  stock  of  the  listing
vehicle  at  a  conversion  price of  US$0.20  per  share.  CEST  was
established  in  Korea  in 1999. Its major line  of  business  is  to
develop,  market  and sell hardwares for (a) wireless/wired  portable
fingerprint   identification  system;  (b)  credit   card   securitiy
identification  system;  and  (c)  information  security  system.  We
entered into a cooperation agreement with Jupiter Korea.  Under  this
agreement,  Jupiter Korea is responsible to prepare a  business  plan
and  maintain  client  relationship, and we are responsible  for  new
company formation and documentation preparation.  As compensation, we
will receive cash in the amount of $90,000. We have not incurred  any
cost  on  this project as of the date of this Registration Statement.
Jupiter  Korea is currently collecting company information to prepare
a  business plan and for the preparation of a Registration  Statement
to  be  filed with the Securities and Exchange Commission  under  the
Securities Act of 1933, as amended.




PAGE-19-




In  September  of 2002, we entered into a consulting  agreement  with
Wink  (USA), Inc. to provide the following services at a monthly  fee
of $3,500 for a six months period ending in February of 2003 :-

*    Assist Wink (USA), Inc. establish annual operating budgets.
*    Assist Wink (USA), Inc. establish an accounting system.
*    Coordinate with auditors and accountants of Wink (USA), Inc. to
ensure all statutory requirements with regard to financial and tax
reporting are fulfilled.
*    Assist Wink (USA), Inc. prepare monthly management reports.
*    Assist Wink (USA), Inc. assemble financial information for
presentation to third parties.
*    After Wink (USA), Inc. becomes a Reporting Company under the
Securities and Exchange Act of 1934, as amended, coordinate with its
securities counsel and auditors to ensure current and periodic
reportings are filed with the United States Securities and Exchange
Commission on a timely basis.
*    Assist Wink (USA), Inc. maintain corporate minutes.
*    Assist Wink (USA), Inc. prepare annual reports.
*    Assist Wink (USA), Inc. arrange for Annual Stockholders'
Meetings.
*    Introduce appropriate parties to Wink (USA), Inc. for the
purpose of establishing an Investor Relation program, and act as a
coordinator thereafter.

Wink  (USA), Inc. is the company formed in the State of Nevada to  be
the  listing  vehicle for the Korean Project. The above services  are
not included in the original contract for listing services we entered
into for the Korean Project in 2001.

We  consider  our company as a Development Stage Company  because  we
have not generated significant revenue from our principal business.

Plan of Operation

As  of  September 30, 2002, we had $35,748 of cash.  This  amount  of
cash  will not be sufficient to cover our cash needs in the  next  12
months  for operating activities before revenues, which is  estimated
at  approximately $220,000, and investing activities of approximately
$4,500, which are for the purchase of equipment and furniture, in the
next twelve months.  In order to meet our estimated cash needs during
this period, we need to accomplish all of the following:

     1.   Completion of the Korean Project currently in progress;

     2.  Commencement of work upon receipt of the required cash
         deposit from Vega Infotek Co. Ltd., and completion of  this
         project;

     3.   Completion of the listing exercise for CEST Co. Ltd.;

     4.  Provision of services to Wink (USA), Inc. under the
         consulting agreement we entered into in September of 2002;

     5.  Our wholly owned subsidiary, Yellowstone (Hong Kong)
         Limited, is successfully in securing the contract currently
         under negotiation with a Hong Kong consulting firm to
         become a sub-contractor on consulting services for a fixed
         monthly fee of HK$10,000; and

     6.  Securing and completion of an additional assignment which
         will generate cash revenue to us of at least $30,000 if the
         listing exercise for Vega Infotek Co. Ltd. does not
         materialize.

We cannot give assurance that we can accomplish all of the above four
tasks  to  generate the cash we need for the next 12  months.   There
will  be a shortfall in our cash if we fail to accomplish any one  of
these four tasks.  We may need to obtain additional financing in  the
event  that  we are unable to realize sufficient revenue  or  collect
accounts  receivable.   Furthermore,  our  ability  to  satisfy   the
redemption of future debt obligations that we may enter into will  be
primarily   dependent  upon  the  future  financial   and   operating
performance  of  our  Company.  Such performance  is  dependent  upon
financial, business and other general economic factors, many of which
are beyond our control.  If we are unable to generate sufficient cash
flow  to meet our future debt service obligations or provide adequate
long-term liquidity, we will have to pursue one or more alternatives,
such  as reducing or delaying capital expenditures, refinancing debt,
selling assets or operations or raising equity capital.  There can be
no   assurance   that  such  alternatives  can  be  accomplished   on
satisfactory terms, if at all, or in a timely manner.  If we  do  not
have  sufficient cash resources when needed, we will not be  able  to
continue our operations as a going concern.




PAGE-20-




Our priorities for the next 12 months of operations are:

     1.  Completion of the Korean Project currently in progress -
         The registration statement for this project to be filed
         with the SEC is presently under development.  We cannot
         give assurance that this project can be complete within the
         next 12 months.

     2.  Commencement and completion of the listing exercise for
         Vega Infotek Co. Ltd.  we were contracted for in June of
         2002.   We have not received our required cash deposit from
         our client.  We will not commence any work on this project
         until we are paid with a cash deposit.  We cannot give
         assurance that we will ever commence work on this project,
         or if we start work, we can complete this project within
         the next 12 months.

     3.  Completion of the listing exercise for CEST Co. Ltd -
         Jupiter Capital Korea Co. Ltd., our cooperation partner,
         has commenced collection of company information for the
         preparation of a business plan and for the preparation of a
         registration statement to be filed with the Securities and
         Exchange Commission under the Securities Act of 1933, as
         amended;

     4.  Provision of services to Wink (USA), Inc. under the
         consulting agreement we entered into in September of 2002 -
         we have commenced to provide consulting services to Wink
         (USA), Inc.;

     5.  Assisting our wholly owned subsidiary, Yellowstone (Hong
         Kong) Limited, to successfully secure the contract
         currently under negotiation with a Hong Kong consulting
         firm to become a sub-contractor on consulting services for
         a fixed monthly fee of HK$10,000; and

     6.  Secure and completion of an additional assignment which
         will generate cash revenue to us of at least $30,000 if the
         listing exercise for Vega Infotek Co. Ltd. does not
         materialize

     7.  Organizing seminars to educate potential clients - Most
         people in Asia recognize the importance of American capital
         markets in terms of stability and liquidity.
         Unfortunately, these same people are not familiar with (a)
         the procedure to access US markets, (b) the
         responsibilities of a fully reporting company registered
         with the United States Securities and Exchange Commission
         and (c) the regulations and laws governing the raising of
         capital in the US.  We plan to organize seminars to educate
         potential clients about the risks, benefits and
         responsibilities related to raising capital and being
         listed on an exchange in the United States.  No seminars
         have been organized or planned as of yet.  We target to
         host our first seminar during the last quarter of 2002.
         Thereafter, we plan to have one seminar in each quarter.
         We will start the seminars on a small scale with a targeted
         number of five to ten attendants per seminar.  The
         attendants will be invited to come to our seminars free of
         charge.  We estimate that the cost for each seminar is
         approximately $1,000.

     8.  Developing our network of contacts - We are a service
         oriented company and our assignments involve the
         participation of qualified professionals.  Our network of
         contacts to provide these services consists of two groups:
         (1) professional firms such as law firms, accountants,
         broker/dealers and transfer agents, which are required for
         publicly-traded companies; and (2) corporate finance
         houses, individual professionals and friends and family.
         The first group of professionals will assist our clients
         with the process of becoming fully reporting and publicly-
         traded.  The second group will be relied upon to offer
         referrals and to generate word of mouth advertising.  We
         are developing our network of contacts through introduction
         of contacts by the friends and past business associates of
         our directors and officers.  We also receive leads of
         contacts through referrals from organizations having a
         working relationship with us such as Westpark Capital, Inc.
         and Yellowstone Incorporating Services, Inc.  We do pay any
         introduction or referral fees to any parties for
         introducing contacts to us.

     9.  Raising of equity capital for cash.




PAGE-21-




Results  of operations for the three months ended September 30,  2002
as compared to three months ended September 30,2001

Revenue  from  services provided, direct cost of services  and  gross
margin  for  project management on listing exercise and revenue  from
services provided for consulting services

Our  revenue from services provided for project management on listing
exercise  was $ 9,251 for the three months ended September 30,  2002.
This  revenue  was  generated from the work we had performed  on  the
Korean  Project.   Our direct cost of services was $  4,500  for  the
three  months ended September 30, 2002, which represented the  direct
costs  incurred on the Korean Project. The gross margin for the three
months  ended September 30, 2002, at $ 4,751, was 51% of our  revenue
from services for project management on listing exercise. Our revenue
from  services provided for consulting services was $3,500. We earned
this revenue for providing consulting services to Wink (USA), Inc. We
did  not  have  any revenue from services provided on either  project
management  on listing exercises or consulting services, direct  cost
of services and gross margin for the three months ended September 30,
2001 because we did not rendered any service during this period.

Other income

We did not have any other income for the three months ended September
30, 2002 and September 30, 2001, respectively.

General and administrative expenses

General  and  administrative ("G&A") expenses totaled to $50,276  for
the  three months ended September 30, 2002. Items included in the G&A
expenses  for  the three months ended September 30, 2002  were  staff
salaries  of $12,581, officers' compensation of $13,269,  SEC  filing
expenses  of  $4,101,  fees  for  representative  offices  (including
exclusive and non-exclusive use of office spaces in Hong Kong, China,
and Las Vegas) of $4,712, office rental of $5,053, Office expenses of
$4,938, and other expenses of $5,622.

We  only  incurred  G&A expenses of $526 for the three  months  ended
September 30, 2001, which represented general office expenses.

Loss before cumulative effect on prior year (to December 31, 2001) of
changes in accounting principle

Our  loss  before  cumulative effect on prior year (to  December  31,
2001)  of  change in accounting principle was $42,027 for  the  three
months ended September 30, 2002. We incurred this loss because we did
not  generate sufficient revenue for services provided to  cover  all
our  costs and expenses. The loss before cumulative effect  on  prior
year  (to  December 31, 2001) of change in accounting  principle  was
$526 for the three months ended September 30, 2001 because we did not
generate revenue, but we incurred $526 of G&A expenses.

Cumulative effect on prior year (to December 31, 2001) of changing to
a  different  revenue  recognition method, and  a  different  expense
recognition on service sales transactions

During the second quarter of 2002, we decided to change the method of
recognizing project revenue from the Completed Performance Method  to
the  Proportional Performance Method. In connection with this change,
we  also  changed  the  method  of recognizing  project  expenses  as
required  under  the Completed Performance Method to  the  method  of
recognizing  project  expenses  as required  under  the  Proportional
Performance Method (see note 8 to the unaudited financial  statements
for  the  three months and six months ended September 30, 2002).  The
changes  were made to better reflect the effort of our management  in
the financial statements on a timely basis. The cumulative effect  on
prior  year  (to December 31, 2001) resulting from these changes  for
the three months ended September 30, 2002 and 2001 were both zero.

Loss after cumulative effect on prior year (to December 31, 2001)  of
changes in accounting principle

Our loss after cumulative effect on prior year (to December 31, 2001)
of  change  in accounting principle was $42,027 for the three  months
ended  September 30, 2002. We incurred this loss because we  did  not
generate  sufficient revenue for services provided to cover  all  our
costs  and expenses. The loss aftere cumulative effect on prior  year
(to December 31, 2001) of change in accounting principle was $526 for
the three months ended September 30, 2001 because we did not generate
revenue, but we incurred $526 of G&A expenses.

Results of operations for the nine months ended September 30, 2002 as
compared to nine months ended September 30, 2001




PAGE-22-




Revenue  from  services provided, direct cost of services  and  gross
margin  for  project management on listing exercise and revenue  from
services provided for consulting services

Our  revenue from services provided for project management on listing
services was $40,629. This revenue was generated from the work we had
performed on the Korean Project.  Our direct cost of services  was  $
19,763   for  the  nine  months  ended  September  30,  2002,   which
represented the direct costs incurred on the Korean Project. The most
significant item included in the direct costs was $10,000 of  charges
we  paid  to Qu Corp for sub-contract work on the Koran Project.   We
contracted  Qu  Corp  to perform certain services including  document
preparation  for  the  Korean  Project  in  September  of  2001.   We
terminated  all our contracts with Qu Corp for the Korean Project  in
May  of  2002.   Qu  Corp  agreed with us  that  it  should  only  be
compensated  for  work  already performed for $10,000,  and  that  we
should  be  released from any further liabilities under all contracts
we  entered with it for the Korean Project The resulting gross margin
for  the nine months ended September 30, 2002 was $ 20,866 or 51%  of
our  revenue from services provided for project management on listing
services.  Our revenue from services provided for consulting services
was  $3,500. We earned this revenue for providing consulting services
to  Wink  (USA),  Inc.  We  did not have any  revenue  from  services
provided  on  either  project  management  on  listing  exercises  or
consulting services, direct cost of services and gross margin for the
nine months ended September 30, 2001 because we did not rendered  any
service during this period.

Other income

We  had other income of $675 for the nine months ended September  30,
2002.  This  was the name use right fee payable to us by  Yellowstone
Incorporating Services, Inc. for its right to include Yellowstone  in
its  company  name, and its right to claim as our affiliate  when  it
conducts  business.  There was no other income for  the  nine  months
ended  September 30, 2001 because Yellowstone Incorporating Services,
Inc. was not in existence then.

General and administrative expenses

General  and  administrative ("G&A") expenses totaled to $95,901  for
the  nine months ended September 30, 2002. Items included in the  G&A
expenses for the nine months ended September 30, 2002 were audit  fee
of $2,070, legal fees of $3,000, staff salaries of $20,000, officers'
compensation  of  $13,269, SEC filing expenses of  $9,953,  fees  for
representative offices (including exclusive and non-exclusive use  of
office  spaces in Hong Kong, China, and Las Vegas) of $17,695, office
rental  of  $5,053,  office expense of $5,362, traveling  expense  of
$6,577,   incorporation  expenses  $3,655  for   incorporating   four
subsidiaries, and other expenses of $9,267.

We  only  incurred G&A expenses of $1,076 for the nine  months  ended
September  30,  2001, which represented the cost of incorporation  of
our company of $550, and general office expenses of $526.

Loss before cumulative effect on prior year (to December 31, 2001) of
changes in accounting principle

Our  loss  before  cumulative effect on prior year (to  December  31,
2001)  of  change in accounting principle was $70,862  for  the  nine
months ended September 30, 2002. We incurred this loss because we did
not  generate sufficient revenue for services provided to  cover  all
our  costs and expenses. The loss before cumulative effect  on  prior
year  (to  December 31, 2001) of change in accounting  principle  was
$1,076  for the nine months ended September 30, 2001 because  we  did
not  generate revenue, but we incurred $550 of incorporation  expense
for incorporating our company, and general office expenses of $526.

Cumulative effect on prior year (to December 31, 2001) of changing to
a  different  revenue  recognition method, and  a  different  expense
recognition on service sales transactions

During the second quarter of 2002, we decided to change the method of
recognizing project revenue from the Completed Performance Method  to
the  Proportional Performance Method. In connection with this change,
we  also  changed  the  method  of recognizing  project  expenses  as
required  under  the Completed Performance Method to  the  method  of
recognizing  project  expenses  as required  under  the  Proportional
Performance Method (see note 8 to the unaudited financial  statements
for the three months and six months ended June 30, 2002). The changes
were  made  to  better reflect the effort of our  management  in  the
financial  statements  on a timely basis. The  cumulative  effect  on
prior  year  (to December 31, 2001) resulting from these changes  for
the six months ended June 30, 2002 and 2001 were both zero.

Loss after cumulative effect on prior year (to December 31, 2001)  of
changes in accounting principle

Our loss after cumulative effect on prior year (to December 31, 2001)
of  change  in accounting principle was $70,862 for the  nine  months
ended  September 30, 2002. We incurred this loss because we  did  not
generate  sufficient revenue for services provided to cover  all  our
costs  and  expenses. The loss after cumulative effect on prior  year
(to  December 31, 2001) of change in accounting principle was  $1,076
for  the  nine  months ended September 30, 2001 because  we  did  not
generate  revenue, and we incurred $550 of incorporation expense  for
incorporating our company and general office expenses of $526.




PAGE-23-




Results of operations for the period from inception (March 14,  2001)
to September 30, 2002

Revenue  from  services provided, direct cost of services  and  gross
margin  for  project management on listing exercise and revenue  from
services provided for consulting services

Our  revenue from services provided for project management on listing
exercise was $ 40,629.  This revenue was generated from the  work  we
had performed on the Korean Project.  Our direct cost of services was
$  9,763  for the period from March 14, 2001 to September  30,  2002,
which  represented the direct costs incurred on the  Korean  Project.
The most significant item included in the direct costs was $10,000 of
charges  we  paid  to  Qu Corp for sub-contract  work  on  the  Koran
Project.  We contracted Qu Corp to perform certain services including
document preparation for the Korean Project in September of 2001.  We
terminated  all our contracts with Qu Corp for the Korean Project  in
May  of  2002.   Qu  Corp  agreed with us  that  it  should  only  be
compensated  for  work  already performed for $10,000,  and  that  we
should  be  released from any further liabilities under all contracts
we  entered with it for the Korean Project. The gross margin for  the
period  from inception to June 30, 2002, at $ 16,116, was 51% of  our
revenue from services for project management on listing exercise. Our
revenue from services provided for consulting services for the period
from  March 14, 2001 to September 30, 2002 was $3,500. We earned this
revenue for providing consulting services to Wink (USA), Inc.

Other income

We  had other income of $810 for the period from inception (March 14,
2001)  to September 30, 2002. This was the name use right fee payable
to  us  by Yellowstone Incorporating Services, Inc. for its right  to
include  Yellowstone in its company name, and its right to  claim  as
our affiliate when it conducts business.

General and administrative expenses

General  and administrative ("G&A") expenses totaled to $103,474  for
the  period  from inception (March 14, 2001) to September  30,  2002.
Items included in the G&A expenses for the period from March 14, 2001
(date  of  incorporation) to September 30, 2002  were  audit  fee  of
$4,070,  legal  fees of $3,000, staff salaries of $20,000,  officers'
compensation  of  $13,269, SEC filing expenses of  $9,953,  fees  for
representative offices (including exclusive and non-exclusive use  of
office  spaces in Hong Kong, China, and Las Vegas) of $21,345, office
rental  of  $5,053, traveling expense of $6,748, web site expense  of
$1,101,  incorporation expenses $4,205 for incorporating our  company
and  four  subsidiaries, office expenses of $5,849 and other expenses
of $8,881.

Loss before cumulative effect on prior year (to December 31, 2001) of
changes in accounting principle

Our  loss  before  cumulative effect on prior year (to  December  31,
2001)  of  change in accounting principle was $78,300 for the  period
from  inception (March 14, 2001) to September 30, 2002.  We  incurred
this loss because we did not generate sufficient revenue for services
provided to cover all our costs and expenses.

Cumulative effect on prior year (to December 31, 2001) of changing to
a  different  revenue  recognition method, and  a  different  expense
recognition on service sales transactions

During the second quarter of 2002, we decided to change the method of
recognizing project revenue from the Completed Performance Method  to
the  Proportional Performance Method. In connection with this change,
we  also  changed  the  method  of recognizing  project  expenses  as
required  under  the Completed Performance Method to  the  method  of
recognizing  project  expenses  as required  under  the  Proportional
Performance Method (see note 4 to the unaudited financial  statements
for the three months and six months ended June 30, 2002). The changes
were  made  to  better reflect the effort of our  management  in  the
financial  statements  on a timely basis. The  cumulative  effect  on
prior  year  (to December 31, 2001) resulting from these changes  for
the  period from inception (March 14, 2001) to September 30, 2002 was
zero.

Loss after cumulative effect on prior year (to December 31, 2001)  of
changes in accounting principle

Our loss after cumulative effect on prior year (to December 31, 2001)
of  change  in accounting principle was $78,300 for the  period  from
inception  (March 14, 2001) to September 30, 2002. We  incurred  this
loss  because  we  did not generate sufficient revenue  for  services
provided to cover all our costs and expenses.




PAGE-24-




Liquidity and Capital Resources

Cash

We had a net increased of $4,528 in our cash position during the nine
months  ended  September 30, 2002 as compared to a  net  increase  of
$48,620  during  the  nine  months ended  September  30,  2001.  Form
inception  (March  14,  2001) to September 30,  2002,  our  net  cash
position increased by $35,748.

Net cash paid for operating activities

We  used $90,265 of cash for operating activities for the nine months
ended  September 30, 2002 as compared to $2,926 for the  nine  months
ended  September  30,  2001. The amount of cash  used  for  operating
activities  during  the period from inception  (March  14,  2001)  to
September 30, 2002 was $112,517.

Cash flow from investing activities

We  purchased  furniture,  fixture,  office  equipment  and  computer
software  with  cash in the amount of $4,400 during the  nine  months
ended  June  30,  2002.  We  did  not spend  any  cash  on  investing
activities during the nine months end September 30, 2001.  Our  total
cash  purchase of furniture, fixture, office equipment  and  computer
software was $5,165 for the period from inception (March 14, 2001) to
September 30, 2002.

Cash flow from financing activities

We  received net cash proceeds of $101,930 from issuance of 1,166,500
shares  of  our  common  stock and cash of  $503  from  the  minority
stockholders  of one of our subsidiaries, CEP (USA), Inc.  for  their
equity  investment  in  this company during  the  nine  months  ended
September  30,  2002.  During this period, one  of  our  stockholders
advanced  cash of $12,383 to us to pay for our expenditures  incurred
during  the normal course of business. During this period,  we  fully
repaid  this  amount,  and $3,217 of amount due to  this  stockholder
outstanding at the beginning of this period.

We  received  cash  proceeds of $51,020 from  issuance  of  3,000,000
shares of our common stock during the nine months ended September 30,
2001.  During this period, one of our stockholders advanced  cash  of
$526  to  us  to pay for our expenditures incurred during the  normal
course of business.

>From inception (March 14, 2001) to September 30, 2002, we raised cash
of  $152,950  from  issuance of a total of 4,166,500  shares  of  our
common   stock,  and  received  cash  of  $503  from   the   minority
stockholders  of one of our subsidiaries, CEP (USA), Inc.  for  their
equity  investment in this company. During this period,  one  of  our
stockholders  advanced  cash  of  $15,600  to  us  to  pay  for   our
expenditures incurred during the normal course of business. We  fully
repaid this amount prior to .September 30, 2002

Cash needs for the next twelve months

As  of  September 30, 2002, we had $35,748 of cash.  This  amount  of
cash  will not be sufficient to cover our cash needs in the  next  12
months  for operating activities before revenues, which is  estimated
at  approximately $220,000 in the next twelve months.   In  order  to
meet  our  estimated  cash  needs during  this  period,  we  need  to
accomplish all of the following:

     1.  Completion of the Korean Project currently in progress;

     2.  Commencement  of  work  upon receipt of  the  required  cash
         deposit from Vega Infotek Co. Ltd., and completion of   this
         project;

     3.  Completion of the listing exercise for CEST Co. Ltd.;

     4.  Provision  of  services  to  Wink  (USA),  Inc.  under   the
         consulting agreement we entered into in September of 2002;

     5.  Our   wholly  owned  subsidiary,  Yellowstone  (Hong   Kong)
         Limited,  is successfully in securing the contract currently
         under  negotiation  with  a Hong  Kong  consulting  firm  to
         become  a sub-contractor on consulting services for a  fixed
         monthly fee of HK$10,000; and

     6.  Securing  and  completion of an additional assignment  which
         will generate cash revenue to us of at least $30,000 if  the
         listing  exercise  for  Vega  Infotek  Co.  Ltd.  does   not
         materialize.




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We  cannot  give assurance that we can accomplish all  of  the  above
tasks  to  generate the cash we need for the next 12  months.   There
will  be a shortfall in our cash if we fail to accomplish any one  of
these tasks.  We may need to obtain additional financing in the event
that  we are unable to realize sufficient revenue or collect accounts
receivable.   Furthermore, our ability to satisfy the  redemption  of
future  debt  obligations that we may enter into  will  be  primarily
dependent upon the future financial and operating performance of  our
Company.  Such performance is dependent upon financial, business  and
other general economic factors, many of which are beyond our control.
If  we are unable to generate sufficient cash flow to meet our future
debt service obligations or provide adequate long-term liquidity,  we
will  have  to pursue one or more alternatives, such as  reducing  or
delaying  capital expenditures, refinancing debt, selling  assets  or
operations or raising equity capital.  There can be no assurance that
such  alternatives can be accomplished on satisfactory terms,  if  at
all,  or  in  a  timely  manner.  If we do not have  sufficient  cash
resources when needed, we will not be able to continue our operations
as a going concern.

Seasonality and Quarterly Fluctuations

Since  we  were incorporated in March 2001, we do not have sufficient
operating   history  to  determine  whether  seasonal  and  quarterly
fluctuations exist within our line of business.


                     PART II - OTHER INFORMATION

Item 6 - Exhibits and Reports on Form 8-K

Exhibits

Exhibit   Name and/or Identification of Exhibit
Number
----------------------------------------------------------------------
3      Articles of Incorporation & By-Laws
       a.   Articles  of Incorporation of the Company filed  March
       13, 2001*
       b.  By-Laws of the Company adopted March 28, 2001*

99     Certification  under Section 906 of the Sarbanes-Oxley  Act
       (18 U.S.C. Section 1350)

Reports on Form 8-K

We  filed  a  Form 8-K on September 13, 2002 to report  a  change  of
address for our principal executive office.







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                             SIGNATURES

     Pursuant  to  the requirements of Section 12 of  the  Securities
Exchange   Act  of  1934,  the  registrant  has  duly   caused   this
Registration Statement to be signed on its behalf by the undersigned,
thereunto duly authorized.

              YELLOWSTONE CORPORATE SERVICES, INC.
              -------------------------------------
                          (Registrant)

By: /s/ King Kwok Yu
   ----------------------
King Kwok Yu, President

                           CERTIFICATIONS

     I, King Kwok Yu, certify that:

  1.I have reviewed this quarterly report on Form 10-QSB of
     Yellowstone Corporate Services, Inc.;

  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; and

  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 position, results
     of operations, and cash flows of the issuer as of, and for, the
     periods presented in this quarterly report.

  4.I am responsible for establishing and maintaining disclosure
     controls and procedures for the issuer and have:

     (i)    Designed such disclosure controls and procedures to
       ensure that material information relating to the issuer is
       made known to me, particularly during the period in which the
       periodic reports are being prepared;
     (ii)   Evaluated the effectiveness of the issuer's disclosure
       controls and procedures as of September 30, 2002; and
     (iii)  Presented in the report our conclusions about the
       effectiveness of the disclosure controls and procedures based
       on my evaluation as of the Evaluation Date;

  5.I have disclosed, based on my most recent evaluation, to the
     issuer's auditors and the audit committee of the board of
     directors (or persons fulfilling the equivalent function):

     (i)    All significant deficiencies in the design or operation
       of internal controls which could adversely affect the
       issuer's ability to record, process, summarize and report
       financial data and have identified for the issuer's auditors
       any material weaknesses in internal controls (none were so
       noted); and
     (ii)   Any fraud, whether or not material, that involves
       management or other employees who have a significant role in
       the issuer's internal controls (none were so noted); and

  6.I have indicated in the report whether or not there were
     significant changes in internal controls or in other factors
     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:  November 15, 2002

/s/ King Kwok Yu
---------------------------
     President and CEO

/s/ Ka Yiu Ip
---------------------------
     Chief Financial Officer




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