U.S. SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                                   FORM 10-QSB

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

     For the quarterly period ended September 30, 2002

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

     For the transition period from        to

                         Commission File No. 2-93231-NY

                       FASHION TECH INTERNATIONAL, INC.
      (Exact name of small business issuer as specified in its charter)

                 Nevada                                87-0395695
    (State or Other Jurisdiction of                   (IRS Employer
     Incorporation or Organization)                Identification No.)

                 1340 East 130 North, Springville, Utah 84663
                   (Address of principal executive offices)

                                 (801) 364-9262
                           (Issuer's telephone number)

                                 Not Applicable
     (Former name, address and fiscal year, if changed since last report)

Check  whether  the issuer  (1) has filed all  reports  required  to be filed by
Section 13 or 15(d) of the Exchange  Act during the  preceding 12 months (or for
such shorter period that the issuer was required to file such reports),  and (2)
has been subject to such filing requirements for the past 90 days. Yes [X] No []

APPLICABLE  ONLY TO  ISSUERS  INVOLVED  IN  BANKRUPTCY  PROCEEDINGS  DURING  THE
PRECEDING FIVE YEARS:

Check whether the registrant has filed all documents and reports  required to be
filed by  Sections  12,  13,  or 15(d) of the  Exchange  Act  subsequent  to the
distribution of securities under a plan confirmed by a court. Yes [ ] No [ ]

APPLICABLE ONLY TO CORPORATE ISSUERS:

State the number of shares outstanding of each of the issuer's classes of common
equity,  as of the latest  practicable date: As of September 30, 2002 there were
3,591,082 shares of common stock outstanding.


<PAGE>


                                   FORM 10-QSB
                       FASHION TECH INTERNATIONAL, INC.

                                      INDEX
                                                                        Page
PART I.       Financial Information                                      2

              Item 1.  Financial Statements                              3

              Unaudited Condensed Balance Sheets                         3
              September 30, 2002 and March 31, 2002

              Unaudited  Condensed  Statements of Operations For         4
              The Three and Six Months Ended  September 30, 2002 and
              2001, and From Re-entering Development Stage On
              April 1, 1985 to September 30, 2002

              Unaudited  Condensed  Statements of Cash Flows For         5
              The Six Months Ended September 30, 2002 and 2001, and
              From Re-entering Development Stage On April 1, 1985
              to September 30, 2002

              Notes to Unaudited Condensed Financial Statements          6

              Item 2.  Management's  Discussion  and Analysis or         9
              Plan of Operation

              Item 3.  Controls and Procedures                          10

PART II.      Other Information                                         10

Signatures                                                              10



                                       2

<PAGE>


                                     PART I.
                          Item 1. Financial Information

                         FASHION TECH INTERNATIONAL, INC
                          [A Development Stage Company]

                       UNAUDITED CONDENSED BALANCE SHEETS

                                     ASSETS

                                                    September 30,      March 31,
                                                        2002            2002
                                                     -----------     -----------
CURRENT ASSETS:
   Cash in bank                                     $        69     $        93
                                                     -----------     -----------
          Total Current Assets                               69              93
                                                     -----------     -----------

                                                    $        69     $        93
                                                     ===========     ===========

                  LIABILITIES AND STOCKHOLDERS' EQUITY (DEFICIT)


CURRENT LIABILITIES:
   Accounts payable                                 $       400     $       950
   Advances - related party                              14,950          12,250
                                                     -----------     -----------
          Total Current Liabilities                      15,350          13,200
                                                     -----------     -----------

STOCKHOLDERS' EQUITY (DEFICIT):
 Preferred stock, $.001 par value,
     5,000,000 shares authorized,
     no shares issued and
     outstanding                                              -               -
 Common stock, $.001 par value,
     120,000,000 shares authorized,
     3,591,082 shares issued and
     outstanding                                          3,591           3,591
   Capital in excess of par value                       550,448         550,448
   Retained deficit                                    (413,549)       (413,549)
   Deficit accumulated during the
     development stage                                 (155,771)       (153,597)
                                                     -----------     -----------
          Total Stockholders' Equity (Deficit)          (15,281)        (13,107)
                                                     -----------     -----------
                                                    $        69     $        93
                                                     ===========     ===========


Note:The balance  sheet of March 31,  2002 was taken from the audited  financial
     statements at that date and condensed.

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

                                       3

<PAGE>


                         FASHION TECH INTERNATIONAL, INC
                          [A Development Stage Company]

                  UNAUDITED CONDENSED STATEMENTS OF OPERATIONS

<TABLE>
<CAPTION>
                                                                         From the
                                                                      Re-entering of
                                    For the Three      For the Six    the Development
                                    Months Ended       Months Ended   Stage on April 1,
                                    September 30,      September 30,    1985 through
                                  ----------------- -----------------   September 30,
                                    2002     2001     2002     2001         2002
                                  -------- -------- -------- -------- ----------------
<S>                               <C>      <C>      <C>      <C>      <C>
REVENUE                           $     -  $     -  $     -  $     -  $             -

COST OF SALES                           -        -        -        -                -
                                  -------- -------- -------- -------- ----------------
GROSS PROFIT                            -        -        -        -                -

EXPENSES:
   General and administrative       1,539    2,061    2,174    4,576          157,281
                                  -------- -------- -------- -------- ----------------
LOSS FROM OPERATIONS
  BEFORE OTHER INCOME
  (EXPENSE)                        (1,539)  (2,061)  (2,174)  (4,576)        (157,281)
                                  -------- -------- -------- -------- ----------------
OTHER INCOME (EXPENSE):
   Interest expense                     -        -        -        -             (434)
   Gain on disposal of assets           -        -        -        -            1,944
                                  -------- -------- -------- -------- ----------------
TOTAL OTHER INCOME
  (EXPENSE)                             -        -        -        -            1,510
                                  -------- -------- -------- -------- ----------------
LOSS BEFORE INCOME TAXES           (1,539)  (2,061)  (2,174)  (4,576)        (155,771)

CURRENT TAX EXPENSE                     -        -        -        -                -

DEFERRED TAX EXPENSE                    -        -        -        -                -
                                  -------- -------- -------- -------- ----------------
NET LOSS                          $(1,539) $(2,061) $(2,174) $(4,576) $      (155,771)
                                  ======== ======== ======== ======== ================
LOSS PER COMMON SHARE             $  (.00) $  (.00) $  (.00) $  (.00) $          (.14)
                                  ======== ======== ======== ======== ================
</TABLE>


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

                                       4

<PAGE>


                         FASHION TECH INTERNATIONAL, INC
                          [A Development Stage Company]

                  UNAUDITED CONDENSED STATEMENTS OF CASH FLOWS
<TABLE>
<CAPTION>
                                                                             From the
                                                                           Re-entering of
                                                       For the Six          Development
                                                      Months Ended       Stage on April 1,
                                                      September 30,        1985 Through
                                                 ----------------------    September 30,
                                                     2002        2001          2002
                                                 ----------  ----------  ----------------
<S>                                              <C>         <C>         <C>
Cash Flows From Operating Activities:
   Net loss                                      $  (2,174)  $  (4,576)  $      (155,771)
   Adjustments to reconcile net loss to net cash
    used by operating activities:
      Non-cash expenses                                  -           -            50,000
      Changes in assets and liabilities:
         Increase (decrease) in accounts payable      (550)       (196)           (1,544)
         Increase in accrued interest                    -           -               434
                                                 ----------  ----------  ----------------
          Net Cash (Used) by Operating
            Activities                              (2,724)     (4,772)         (106,881)
                                                 ----------  ----------  ----------------

Cash Flows From Investing Activities                     -           -                 -

          Net Cash (Used) by Investing Activities        -           -                 -
                                                 ----------  ----------  ----------------

Cash Flows From Financing Activities:
   Proceeds from common stock issuance                   -           -            70,000
   Proceeds from notes payable                           -           -            22,000
   Advances from related party                       2,700       5,000            14,950
                                                 ----------  ----------  ----------------
          Net Cash Provided by Financing
            Activities                               2,700       5,000           106,950
                                                 ----------  ----------  ----------------
Net Increase (Decrease) in Cash                        (24)        228                69

Cash at Beginning of Period                             93          48                 -
                                                 ----------  ----------  ----------------
Cash at End of Period                            $      69   $     276   $            69
                                                 ==========  ==========  ================

Supplemental Disclosures of Cash Flow Information:
   Cash paid during the period for:
     Interest                                    $       -   $       -   $             -
     Income taxes                                $       -   $       -   $             -
</TABLE>
Supplemental Schedule of Noncash Investing and Financing Activities:

   For the six months ended September 30, 2002:
      None

   For the six months ended September 30, 2001:
      None

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

                                       5

<PAGE>


                         FASHION TECH INTERNATIONAL, INC
                          [A Development Stage Company]

                NOTES TO UNAUDITED CONDENSED FINANCIAL STATEMENTS

NOTE 1 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

     Organization  -  Fashion  Tech  International,   Inc  ("the  Company")  was
     organized  under the laws of the State of Utah on April 22,  1983 under the
     name  Portofino  Investment,  Inc.  The name of the  Company was changed to
     Fashion  Tech  International,  Inc on January 31, 1984.  During  1999,  the
     Company changed its domicile to the State of Nevada.  The Company currently
     has no  on-going  operations  and is  considered  to  have  re-entered  the
     development stage as defined in Statement of Financial Accounting Standards
     No.  7 on  April  1,  1985.  The  Company  is  currently  seeking  business
     opportunities or potential business acquisitions.

     Condensed Financial Statements - The accompanying financial statements have
     been prepared by the Company  without audit.  In the opinion of management,
     all adjustments (which include only normal recurring adjustments) necessary
     to present  fairly the financial  position,  results of operations and cash
     flows at  September  30, 2002 and 2001 and for the periods  then ended have
     been made.

     Certain information and footnote disclosures normally included in financial
     statements  prepared  in  accordance  with  generally  accepted  accounting
     principles in the United States of America have been  condensed or omitted.
     It is  suggested  that  these  condensed  financial  statements  be read in
     conjunction with the financial statements and notes thereto included in the
     Company's  March 31,  2002  audited  financial  statements.  The results of
     operations  for the  periods  ended  September  30,  2002  and 2001 are not
     necessarily indicative of the operating results for the full year.

     Cash and Cash  Equivalents  - The Company  considers all highly liquid debt
     investments  purchased  with a maturity of three  months or less to be cash
     equivalents.

     Loss Per Share - The computation of loss per share is based on the weighted
     average  number of shares  outstanding  during  the  period  presented,  in
     accordance  with  Statement  of  Financial  Accounting  Standards  No. 128,
     "Earnings Per Share" [See Note 6].

     Accounting   Estimates  -  The  preparation  of  financial   statements  in
     conformity  with  generally  accepted  accounting  principles in the United
     States of America  requires  management to make  estimates and  assumptions
     that affect the reported amounts of assets and liabilities, the disclosures
     of  contingent  assets  and  liabilities  at  the  date  of  the  financial
     statements  and the reported  amount of revenues  and  expenses  during the
     reported period. Actual results could differ from those estimated.

     Recently Enacted Accounting  Standards - Statement of Financial  Accounting
     Standards  ("SFAS")  No.  141,  "Business  Combinations",   SFAS  No.  142,
     "Goodwill and Other Intangible Assets", SFAS No. 143, "Accounting for Asset
     Retirement  Obligations",  SFAS No. 144,  "Accounting for the Impairment or
     Disposal  of  Long-Lived  Assets",   SFAS  No.  145,  "Rescission  of  FASB
     Statements  No. 4, 44,  and 64,  Amendment  of FASB  Statement  No. 13, and
     Technical Corrections", SFAS No. 146, "Accounting for Costs Associated with
     Exit or Disposal  Activities",  and SFAS No. 147,  "Acquisitions of Certain
     Financial Institutions - an Amendment of FASB Statements No. 72 and 144 and
     FASB  Interpretation No. 9", were recently issued.  SFAS No. 141, 142, 143,
     144, 145, 146 and 147 have no current applicability to the Company or their
     effect on the financial statements would not have been significant.

                                       6

<PAGE>


                         FASHION TECH INTERNATIONAL, INC
                          [A Development Stage Company]

                NOTES TO UNAUDITED CONDENSED FINANCIAL STATEMENTS

NOTE 1 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES [Continued]

     Restatement - The financial  statements  for all periods have been restated
     to reflect a 100 for 1 reverse stock split which was effected  during April
     1999.

     Reclassification - The financial  statements for periods prior to September
     30,  2002  have  been   reclassified   to  conform  to  the   headings  and
     classifications used in the September 30, 2002 financial statements.

NOTE 2 - CAPITAL STOCK

     On April 28,  1999,  the  company  amended its  Articles  of  Incorporation
     changing  the par value from $.005 to $.001.  The company  also  authorized
     5,000,000 shares of preferred stock with a par value of $.001.

     On April 28, 1999,  the Company  authorized a 1 for 100 reverse stock split
     thus reducing the number of shares outstanding at that time to 591,082. The
     financial  statements  for all  periods  have been  restated to reflect the
     stock split.

     On June 7, 1999,  the Company issued  3,000,000  shares of common stock for
     the conversion of a $22,000 note payable and $434 of accrued interest.

NOTE 3 - INCOME TAXES

     The Company  accounts  for income  taxes in  accordance  with  Statement of
     Financial  Accounting Standards No. 109 "Accounting for Income Taxes". SFAS
     No. 109 requires the Company to provide a net deferred tax  asset/liability
     equal to the expected  future tax  benefit/expense  of temporary  reporting
     differences  between  book and tax  accounting  methods  and any  available
     operating  loss or tax credit  carryforwards.  At September  30, 2002,  the
     Company has available unused operating loss  carryforwards of approximately
     $26,600,  which may be  applied  against  future  taxable  income and which
     expire in various years through 2022.

     The amount of and ultimate  realization  of the benefits from the operating
     loss carryforwards for income tax purposes is dependent,  in part, upon the
     tax laws in effect,  the future  earnings of the Company,  and other future
     events,  the  effects  of  which  cannot  be  determined.  Because  of  the
     uncertainty  surrounding  the  realization of the loss  carryforwards,  the
     Company has  established a valuation  allowance  equal to the tax effect of
     the loss  carryforwards  and,  therefore,  no  deferred  tax asset has been
     recognized  for the loss  carryforwards.  The net  deferred  tax assets are
     approximately  $8,600 and  $8,300 as of  September  30,  2002 and March 31,
     2002,  respectively,  with an  offsetting  valuation  allowance of the same
     amount  resulting in a change in the valuation  allowance of  approximately
     $300 during the six months ended September 30, 2002.

NOTE 4 - RELATED PARTY TRANSACTIONS

     Advances  From Related  Party - During the six months ended  September  30,
     2002, a  shareholder  of the Company  advanced  $2,700 to the  Company.  No
     interest is being accrued on these  advances.  At September  30, 2002,  the
     total amount owing the shareholder for advances is $14,950.

                                       7

<PAGE>


                         FASHION TECH INTERNATIONAL, INC
                          [A Development Stage Company]

                NOTES TO UNAUDITED CONDENSED FINANCIAL STATEMENTS

NOTE 4 - RELATED PARTY TRANSACTIONS [Continued]

     Management  Compensation  - During the six months ended  September 30, 2002
     and 2001, the Company did not pay any compensation to any  officer/director
     of the Company.

     Office  Space - The  Company has not had a need to rent  office  space.  An
     officer of the Company is allowing the Company to use his home as a mailing
     address, as needed, at no expense to the Company.

NOTE 5 - GOING CONCERN

     The accompanying financial statements have been prepared in conformity with
     generally accepted  accounting  principles in the United States of America,
     which contemplate continuation of the Company as a going concern.  However,
     the Company,  has incurred  losses since its  inception and has no on-going
     operations.  Further,  the  Company has  current  liabilities  in excess of
     current assets.  These factors raise substantial doubt about the ability of
     the Company to continue as a going concern.  In this regard,  management is
     seeking  potential  business  opportunities  and is  proposing to raise any
     necessary  additional funds not provided by operations through loans and/or
     through  additional  sales of its common stock.  There is no assurance that
     the Company will be successful in raising  additional  capital or achieving
     profitable  operations.   The  financial  statements  do  not  include  any
     adjustments that might result from the outcome of these uncertainties.

NOTE 6 - LOSS PER SHARE

     The  following  data show the amounts used in computing  loss per share and
     the effect of dilutive potential common stock for the periods presented:
<TABLE>
<CAPTION>

                                                                                          From the
                                                                                       Re-entering of
                                            For the Three           For the Six        the Development
                                            Months Ended            Months Ended       Stage on April 1,
                                            September 30,           September 30,        1985 through
                                      ------------------------ -----------------------   September 30,
                                          2002        2001        2002        2001           2002
                                      ------------ ----------- ----------- ----------- ----------------
      <S>                             <C>          <C>         <C>         <C>         <C>
      Loss from continuing
        operations available to
        common stockholders
        (numerator)                   $    (1,539) $   (2,061) $   (2,174) $   (4,576) $      (155,771)
                                      ------------ ----------- ----------- ----------- ----------------
      Weighted average number of
        common shares outstanding
        used in loss per share during
        the period (denominator)        3,591,082   3,591,082   3,591,082   3,591,082        1,131,688
</TABLE>

     Dilutive  loss per share was not  presented,  as the  Company had no common
     equivalent   shares  for  all  periods  presented  that  would  effect  the
     computation of diluted loss per share.

                                       8

<PAGE>


      Item 2. Management's Discussion And Analysis or Plan of Operation

Results of Operations

Six Month Periods Ended September 30, 2002 and 2001

The Company had no revenue from continuing  operations for the six-month periods
ended September 30, 2002 and 2001.

General and  administrative  expenses for the six month periods ended  September
30, 2002 and 2001,  consisted  of general  corporate  administration,  legal and
professional  expenses,  and accounting and auditing costs.  These expenses were
$2,174 and $4,576 for the six-month  periods ended  September 30, 2002 and 2001,
respectively.

As a result of the foregoing factors,  the Company realized a net loss of $2,174
for the six months ended September 30, 2002, as compared to a net loss of $4,576
for the same period in 2001.

Liquidity and Capital Resources

During  the six  months  ended  September  30,  2002,  Lynn  Dixon,  a  majority
shareholder  of the Company  advanced  $2,700 to the Company.  At September  30,
2002,  the  Company  had $69 in cash,  $400 in  accounts  payable and $14,950 in
accounts  payable to Mr. Dixon as a related  party.  At September 30, 2002,  the
Company  had a working  capital  deficit of  $15,281,  as  compared to a working
capital  deficit of $13,107 at March 31, 2002.  This decrease in working capital
is  attributable  to general and  administrative  expenses  incurred  during the
quarter without any increase in cash.

The Company does not have sufficient cash to meet its operational  needs for the
next twelve months.  Management will attempt to raise additional capital through
loans from related parties, debt financing, equity financing or a combination of
financing  options.  Currently,  there  are no  understandings,  commitments  or
agreements  for such an infusion of capital and there be no  assurances  to that
effect.  Unless the  Company  can obtain  additional  financing,  its ability to
continue as a going concern after the next twelve-month period is doubtful.  The
Company's need for capital may change dramatically if and during that period, it
acquires an interest in a business opportunity.

The Company's  current  operating plan is to (i) handle the  administrative  and
reporting  requirements  of a public  company,  and (ii)  search  for  potential
businesses,  products,  technologies and companies for acquisition.  At present,
the Company has no understandings, commitments or agreements with respect to the
acquisition  of any business  venture,  and there can be no  assurance  that the
Company will identify a business venture suitable for acquisition in the future.
Further,  there can be no  assurance  that the Company  would be  successful  in
consummating  any  acquisition  on  favorable  terms  or that it will be able to
profitably manage any business venture it acquires.

Forward-Looking Statements

This Form 10-QSB includes, without limitation, certain statements containing the
words "believes", "anticipates",  "estimates", "intends", and words of a similar
nature,  constitute  "forward-looking  statements"  within  the  meaning  of the
Private  Securities  Litigation  Reform Act of 1995.  This Act  provides a "safe
harbor"  for  forward-looking  statements  to  encourage  companies  to  provide
prospective  information about them so long as they identify these statements as
forward  looking  and  provide  meaningful,  cautionary  statements  identifying
important  factors that could cause actual  results to differ from the projected
results.  All statements  other than  statements of historical fact made in this
Form 10-QSB are forward-looking.  In particular, the statements herein regarding
industry  prospects and future  results of operations or financial  position are
forward-looking  statements.  Forward-looking  statements  reflect  management's
current expectations and are inherently uncertain.  The Company's actual results
may differ significantly from management's expectations.

                                       9

<PAGE>


                         Item 3. Controls and Procedures

With the participation of management,  the Company's chief executive officer and
chief  financial  officer  evaluated its  disclosure  controls and procedures on
September 30, 2002.  Based on this evaluation,  the chief executive  officer and
the  chief  financial  officer  concluded  that  the  disclosure   controls  and
procedures  are  effective  in  connection  with  the  Company's  filing  of its
quarterly  report on Form 10-QSB for the  quarterly  period ended  September 30,
2002.

Subsequent to September 30, 2002, through the date of this filing of Form 10-QSB
for  the  quarterly  period  ended  September  30,  2002,  there  have  been  no
significant  changes in the Company's internal controls or in other factors that
could   significantly   affect  these   controls,   including  any   significant
deficiencies  or material  weaknesses  of internal  controls  that would require
corrective action.

                           PART II. OTHER INFORMATION

                   Item 6. Exhibits and Reports on Form 8-K

Reports on Form 8-K:  None

Exhibits:  None

                                   SIGNATURES

     In accordance  with the Exchange Act, the registrant  caused this report to
be signed on its behalf by the undersigned thereunto duly authorized.

                                    FASHION TECH INTERNATIONAL, INC.


Date: November 13, 2002             By: /s/ Pam Jowett, Chief Executive
and Financial Officer

   Certification Pursuant to 18 U.S.C. Section 1350, as Adopted Pursuant to
                              Section 906 of the
                           Sarbanes-Oxley Act of 2002.

     In connection with the Quarterly Report of Fashion Tech International, Inc.
(the "Company") on Form 10-QSB for the period ending September 30, 2002 as filed
with the Securities and Exchange  Commission on the date hereof (the  "Report"),
I, Pam Jowett,  Chief  Executive and Financial  Officer of the Company,  certify
pursuant to 18 U.S.C.  Section 1350,  as adopted  pursuant to Section 906 of the
Sarbanes-Oxley  Act of  2002,  that:  (1) The  Report  fully  complies  with the
requirements  of Section 13(a) or 15(d) of the Securities  Exchange Act of 1934;
and (2) The information contained in the Report fairly presents, in all material
respects, the financial condition and results of operations of the Company.


Date: November 13, 2002                   By: /s/ Pam Jowett, Chief Executive
                                          and Financial Officer

                                       10

<PAGE>


                                  CERTIFICATION

I, Pam Jowett, certify that:

1. I have  reviewed  this  quarterly  report  on Form  10-QSB  of  Fashion  Tech
International, 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;

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

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

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

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

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

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

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

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

6. The  registrant's  other  certifying  officers  and I have  indicated in this
quarterly  report  whether or not there  were  significant  changes in  internal
controls or in other 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 13, 2002                   /s/ Pam Jowett, Chief Executive and
                                          Financial Officer

                                       11