UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549

                                   FORM 10-QSB

(Mark One)

/X/      QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
         EXCHANGE ACT OF 1934
         FOR THE QUARTERLY PERIOD ENDED JUNE 30, 2003.

                                            OR

/ /      TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE
         ACT OF 1934
         FOR THE TRANSITION FROM _______ TO ________.

                         COMMISSION FILE NUMBER 0-29531


                        HAWKSDALE FINANCIAL VISIONS, INC.
                     --------------------------------------
        (Exact Name of Small Business Issuer as Specified in its Charter)


              NEVADA                                   88-0409144
   -------------------------------              ----------------------
   (State or other jurisdiction of                 (I.R.S. Employer
    incorporation or organization)                 Identification No.)


  6767 W. TROPICANA AVENUE, SUITE 207
         LAS VEGAS, NEVADA                                89103
----------------------------------------               ----------
(Address of principal executive offices)               (Zip code)

Issuer's telephone number: (702) 248-1027


                     ----------------------------------------------
                     (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 // No /X/

Indicate by check mark whether the registrant is an accelerated filer (as
defined in Rule 12b-2 of the Exchange Act). Yes / / No /X/

                                      -1-

<PAGE>

State the number of shares outstanding of each of the issuer's classes of common
equity, for the period covered by this report and as at the latest practicable
date:

         At June 30, 2003, and as of the date hereof, there were outstanding
         2,100,000 shares of the Registrant's Common Stock, $.001 par value.

Transitional Small Business Disclosure Format: Yes / /   No /X/






                                      -2-

<PAGE>

                                     PART I

                              FINANCIAL INFORMATION


Item 1.   Financial Statements

                        HAWKSDALE FINANCIAL VISIONS, INC.
                          (A Development Stage Company)

                                FINANCIAL REPORTS

                                 JUNE 30, 2003
                                DECEMBER 31, 2002






<PAGE>

                        HAWKSDALE FINANCIAL VISIONS, INC.
                          (A DEVELOPMENT STAGE COMPANY)

                                    CONTENTS








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

FINANCIAL STATEMENTS

   Balance Sheets                                            F-1

   Statements of Income                                      F-2

   Statements of Stockholders' Equity                        F-3

   Statements of Cash Flows                                  F-4

   Notes to Financial Statements                       F-5 - F-9
--------------------------------------------------------------------





<PAGE>
<TABLE>
<CAPTION>

                        HAWKSDALE FINANCIAL VISIONS, INC.
                          (A DEVELOPMENT STAGE COMPANY)
                                 BALANCE SHEETS


                                                                                                      June 30,     December 31,
                                                                                                          2003             2002
                                                                                                 -------------     ------------


                                                                    ASSETS

<S>                                                                                              <C>               <C>
          CURRENT ASSETS                                                                         $           0     $          0
                                                                                                 -------------     ------------

                      Total current assets                                                       $           0     $          0
                                                                                                 -------------     ------------

                             Total assets                                                        $           0     $          0
                                                                                                 =============     ============


                                                     LIABILITIES AND STOCKHOLDERS' EQUITY
          CURRENT LIABILITIES
               Accounts payable                                                                  $         170     $        170
               Officers advances (Note 7)                                                               32,301           32,301
                                                                                                 -------------     ------------

                      Total current liabilities                                                  $      32,471     $     32,471
                                                                                                 -------------     ------------


          STOCKHOLDERS' EQUITY
               Common stock: $.001 par value;
                  authorized 25,000,000 shares;
                  issued and outstanding:
                  2,100,000 shares at December 31, 2002:                                         $                 $      2,100
                  2,100,000 shares at June 30, 2003;                                                     2,100
               Additional Paid In Capital                                                                    0                0
               Accumulated deficit during development stage                                            (34,571)         (34,571)
                                                                                                 -------------     ------------

                      Total stockholders' equity                                                 $     (32,471)    $    (32,471)
                                                                                                 -------------     ------------

                             Total liabilities and
                             stockholders' equity                                                $           0     $          0
                                                                                                 =============     ============
</TABLE>

                 See Accompanying Notes to Financial Statements.

                                      F-1

<PAGE>
<TABLE>
<CAPTION>


                        HAWKSDALE FINANCIAL VISIONS, INC.
                          (A DEVELOPMENT STAGE COMPANY)
                              STATEMENTS OF INCOME




                                                                                                                   Dec. 6, 1996
                                                      Six months ended                    Years Ended            (inception) to
                                                  June 30,         June 30,     December 31,     December 31,          June 30,
                                                      2003             2002             2002              2001             2003
                                            --------------    -------------     ------------     -------------     ------------

<S>                                         <C>               <C>               <C>              <C>               <C>
       Revenues                             $            0    $           0     $          0     $           0     $          0

       Cost of revenue                                   0                0                0                 0                0
                                            --------------    -------------     ------------     -------------     ------------

                  Gross profit              $            0    $           0     $          0     $           0     $          0
       General, selling and
          administrative expenses                        0            2,631            2,716             4,728           34,571
                                            --------------    -------------     ------------     -------------     ------------
                  Operating (loss)          $           (0)   $      (2,631)    $     (2,716)    $      (4,728)    $    (34,571)

       Nonoperating income (expense)                     0                0                0                 0                0
                                            --------------    -------------     ------------     -------------     ------------

          Net (loss)                        $           (0)   $      (2,631)    $     (2,716)    $      (4,728)    $    (34,571)
                                            ===============   ==============    =============    ==============    =============


          Net (loss) per share, basic
          and diluted (Note 2)              $        (0.00)    $      (0.00)     $     (0.00)      $     (0.00)     $     (0.02)
                                            ==============    =============     ============     =============     ============

          Average number of shares
          of common stock outstanding            2,100,000        2,100,000        2,100,000         2,100,000        2,100,000
                                            ==============    =============     ============     =============     ============

</TABLE>

                 See Accompanying Notes to Financial Statements.


                                      F-2
<PAGE>

<TABLE>
<CAPTION>

                        HAWKSDALE FINANCIAL VISIONS, INC.
                          (A DEVELOPMENT STAGE COMPANY)
                       STATEMENTS OF STOCKHOLDERS' EQUITY


                                                                                                                   ACCUMULATED
                                                                                                                     (DEFICIT)
                                                                                                  ADDITIONAL          DURING
                                                                       COMMON STOCK                PAID-IN          DEVELOPMENT
                                                              -------------------------------      CAPITAL             STAGE
                                                                   SHARES          AMOUNT
                                                              -------------     -------------    -------------     -------------




<S>                                                               <C>           <C>              <C>               <C>
          Balance, December 31, 1998                              2,100,000     $      2,100     $           0     $     (2,100)

          November 29, 1999, changed from no
              par value to $.001                                                      (2,079)            2,079

          November 29, 1999, forward stock
              100:1                                                                    2,079            (2,079)

          Net (loss), December 31, 1999                                                                                    (350)
                                                              -------------     ------------     -------------     -------------

          Balance, December 31, 1999                              2,100,000     $      2,100     $           0     $     (2,450)

          Net (loss), December 31, 2000                                                                                 (24,677)
                                                              -------------     ------------     -------------     -------------

          Balance, December 31, 2000                              2,100,000     $      2,100     $           0     $    (27,127)

          Net (loss), December 31, 2001                                                                                  (4,728)
                                                              -------------     ------------     -------------     -------------

          Balance, December 31, 2001                              2,100,000     $      2,100     $           0     $    (31,855)

          Net (loss), December 31, 2002                                                                                  (2,716)
                                                              -------------     ------------     -------------     -------------

          Balance, December 31, 2002                              2,100,000     $      2,100     $           0     $    (34,571)

          Net (loss) January 1, 2003 to
          June 30, 2003                                                                                                      (0)
                                                              -------------     ------------     -------------     -------------

          Balance, June 30, 2003                                  2,100,000     $      2,100     $           0     $    (34,571)
                                                              =============     ============     =============     =============

</TABLE>

                 See Accompanying Notes to Financial Statements.


                                      F-3

<PAGE>
<TABLE>
<CAPTION>

                        HAWKSDALE FINANCIAL VISIONS, INC.
                          (A DEVELOPMENT STAGE COMPANY)
                            STATEMENTS OF CASH FLOWS

                                                                                                                   Dec. 6, 1996
                                                      Six months ended                    Years Ended            (inception) to
                                                  June 30,         June 30,     December 31,     December 31,          June 30,
                                                      2003             2002             2002              2001             2003
                                            --------------    -------------     ------------     -------------     ------------


<S>                                         <C>               <C>               <C>              <C>               <C>
         Cash Flows From
         Operating Activities
             Net (loss)                     $           (0)   $      (2,631)    $     (2,716)    $      (4,728)    $    (34,571)
             Adjustments to reconcile
             net (loss) to cash (used in)
             operating
             activities:
             Changes in assets
             and liabilities
             Increase in accounts payable                0            2,631               85                85              170
                                            --------------    -------------     ------------     -------------     ------------

                  Net cash (used in)
                     operating activities   $            0    $           0     $     (2,631)    $      (4,643)    $    (34,401)
                                            --------------    -------------     -------------    --------------    -------------

         Cash Flows From
         Investing Activities               $            0    $           0     $          0     $           0     $          0
                                            --------------    -------------     ------------     -------------     ------------

         Cash Flows From
         Financing Activities
             Increase in officer advances                0                0            2,631             4,643           32,301
             Issuance of common stock                    0                0                0                 0            2,100
                                            --------------    -------------     ------------     -------------     ------------

                  Net cash (used in)
                     financing activities   $                 $           0     $      2,631     $       4,643     $     34,401
                                            --------------    -------------     ------------     -------------     ------------

                  Net increase (decrease)
                     in cash                $            0    $           0     $          0     $           0     $          0

         Cash, beginning of period                       0                0                0                 0     $          0
                                            --------------    -------------     ------------     -------------     ------------
         Cash, end of period                $            0    $           0     $          0     $           0     $          0
                                            ==============    =============     ============     =============     ============
</TABLE>


                 See Accompanying Notes to Financial Statements.

                                      F-4

<PAGE>

                        HAWKSDALE FINANCIAL VISIONS, INC.
                          (A DEVELOPMENT STAGE COMPANY)
                          NOTES TO FINANCIAL STATEMENTS
                      JUNE 30, 2003, AND DECEMBER 31, 2002


NOTE 1.  NATURE OF BUSINESS AND SIGNIFICANT ACCOUNTING POLICIES

         NATURE OF BUSINESS:

         Hawksdale Financial Visions, Inc. ("Company") was organized December 6,
         1996 under the laws of the State of Nevada.  The Company  currently has
         no operations and, in accordance with Statement of Financial Accounting
         Standard (SFAS) No. 7,  "ACCOUNTING AND REPORTING BY DEVELOPMENT  STAGE
         ENTERPRISES," is considered a development stage company.

         A  SUMMARY  OF THE  COMPANY'S  SIGNIFICANT  ACCOUNTING  POLICIES  IS AS
         FOLLOWS:

         ESTIMATES

         The  preparation of financial  statements in conformity  with generally
         accepted  accounting  principles  requires management to make estimates
         and  assumptions  that  affect  the  reported  amounts  of  assets  and
         liabilities and 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.  Actual results could differ
         from those estimates.

         CASH

         For the Statements of Cash Flows,  all highly liquid  investments  with
         maturity of three months or less are considered to be cash equivalents.
         There  were no cash  equivalents  as of June  30,  2003 and  2002,  and
         December 31, 2002 and 2001.

         INCOME TAXES

         Income taxes are provided for using the liability  method of accounting
         in  accordance  with SFAS No.  109  "ACCOUNTING  FOR  INCOME  TAXES." A
         deferred  tax  asset  or  liability  is  recorded  for  all   temporary
         differences between financial and tax reporting.  Temporary differences
         are  the  differences  between  the  reported  amounts  of  assets  and
         liabilities  and their tax basis.  Deferred tax assets are reduced by a
         valuation  allowance  when,  in the opinion of  management,  it is more
         likely  than not that some  portion or all of the  deferred  tax assets
         will not be realized.  Deferred tax assets and liabilities are adjusted
         for the  effect  of  changes  in tax  laws  and  rates  on the  date of
         enactment.

         GOING CONCERN

         The Company's  financial  statements  are prepared in  accordance  with
         generally accepted accounting principles applicable to a going concern.
         This  contemplates  the  realization  of assets and the  liquidation of
         liabilities  in the normal course of business.  Currently,  the Company
         does not have significant  cash or other material  assets,  nor does it
         have  operations  or a  source  of  revenue  sufficient  to  cover  its
         operation  costs  and  allow it to  continue  as a going  concern.  The
         officers and directors  have committed to advancing  certain  operating
         costs of the Company.

                                      F-5

<PAGE>


                        HAWKSDALE FINANCIAL VISIONS, INC.
                          (A DEVELOPMENT STAGE COMPANY)
                          NOTES TO FINANCIAL STATEMENTS
                      JUNE 30, 2003, AND DECEMBER 31, 2002



         NOTE 1.      NATURE OF BUSINESS AND SIGNIFICANT ACCOUNTING POLICIES
                     (CONTINUED)

         NEW ACCOUNTING PRONOUNCEMENTS

         In January 2003, the Financial  Accounting  Standards Board issued FASB
         Interpretation  No. 46,  Consolidation  of Variable  Interest  Entities
         ("FIN  46").  Under  that  interpretation,  certain  entities  known as
         "Variable  Interest  Entities:  ("VIE")  must  be  consolidated  by the
         "primary  beneficiary"  of  the  entity.  The  primary  beneficiary  is
         generally  defined  as having  the  majority  of the risks and  rewards
         arising  from  the VIE.  For  VIE's  in  which a  significant  (but not
         majority) variable interest if held, certain  disclosures are required.
         FIN 46 requires  disclosure of Variable  Interest Entities in financial
         statements issued after January 31, 2003, if it is reasonably  possible
         that as of the  transaction  date:  (1) the Company will be the primary
         beneficiary of an existing VIE that will require  consolidation  or (2)
         the  Company  will hold a  significant  variable  interest  in, or have
         significant  involvement with, an existing VIE. Any VIE's created after
         January 31, 2003, are immediately subject to the consolidation guidance
         in FIN 46. The measurement  principles of this  interpretation  will be
         effective for the Company's 2003 financial statements. The Company does
         not have any entities that require disclosure or new consolidation as a
         result of adopting the provisions of FIN 46.

         In April 2003,  the FASB issued SFAS No. 149,  "Amendment  of Statement
         133 on Derivative  Instruments and Hedging  Activities."  The Statement
         amends and clarifies accounting for derivative  instruments,  including
         certain  derivative  instruments  embedded in other contracts,  and for
         hedging  activities  under SFAS No. 133.  SFAS No. 149 is effective for
         contracts  entered into of modified  after June 30,  2003,  for hedging
         relationships   designated   after  June  30,  2003,   and  to  certain
         preexisting  contracts.  We  adopted  SFAS No. 149 on July 1, 2003 on a
         prospective basis in accordance with the new statement. The adoption of
         SFAS No. 149 did not have a material impact on our financial  condition
         or results of operations.

         In May 2003,  the FASB  issued SFAS No.  150,  "Accounting  for Certain
         Financial  Instruments  with  Characteristics  of both  Liabilities and
         Equity."  This  Statement  establishes  standards  for  how  an  issuer
         classifies   and   measures   certain   financial    instruments   with
         characteristics  of both liabilities and equity.  SFAS No. 150 requires
         that an issuer classify a financial instrument that is within its scope
         as a  liability  or,  in some  circumstances,  as an  asset,  with many
         financial instruments having been classified as equity. We adopted SFAS
         No. 150 on July 1, 2003. The FASB is addressing certain  implementation
         issues  associated  with the  application  of SFAS No.  150. In October
         2003,  the FASB  decided to defer  certain  provisions  of SFAS No. 150
         related to mandatorily redeemable financial instruments non-controlling
         interests   in   subsidiaries   included  in   consolidated   financial
         statements. The adoption of SFAS No. 150 did not have a material impact
         on our financial condition or results of operation.

         In November  2003,  the EITF reached a consensus  on Issue  03-01,  THE
         MEANING  OF  OTHER-THAN-TEMPORARY  IMPAIRMENT  AND ITS  APPLICATION  TO
         CERTAIN  INVESTMENTS (EITF 03-01).  EITF 03-01  establishes  additional
         disclosure  requirements  for each category of FAS 115 investments in a
         loss  position.  Effective  for years ending  after  December 15, 2003,
         companies must disclose the aggregate amount of unrealized  losses, and
         the aggregate  related fair value of their  investments with unrealized
         losses.  Those  investments are required to be segregated by those in a
         loss  position  for less  than 12 months  and those in a loss  position
         greater than 12 months.  Additionally,  certain qualitative disclosures
         should be made to clarify a circumstance  whereby an investment's  fair
         value that is below cost is not considered other  -than-temporary.  The
         provisions of this  consensus do not have a  significant  effect on our
         financial position or operating results.

                                      F-6

<PAGE>

                        HAWKSDALE FINANCIAL VISIONS, INC.
                          (A DEVELOPMENT STAGE COMPANY)
                          NOTES TO FINANCIAL STATEMENTS
                      JUNE 30, 2003, AND DECEMBER 31, 2002



         NOTE 1.      NATURE OF BUSINESS AND SIGNIFICANT ACCOUNTING POLICIES
                     (CONTINUED)

         NEW ACCOUNTING PRONOUNCEMENTS

         In  November  2003,  the EITF  reached  a  consensus  on  Issue  03-10.
         APPLICATION OF EITF 02-16 BY RESELLERS TO SALES  INCENTIVES  OFFERED TO
         CONSUMERS BY MANUFACTURERS, addressing how a reseller is to account for
         redemption of a  manufacturer's  coupon by a consumer at the reseller's
         location (EITF 03-10).  EITF 03-10 eliminates the option that permitted
         resellers  to  report  the  value of the  consideration  received  as a
         reduction  in  cost of  goods  sold,  but  rather  mandates  that it be
         recorded  as revenue.  EITF 03-10 is  applicable  to new  arrangements,
         including  modifications  to  existing  arrangements,  entered  into in
         fiscal  periods  after  November  25,  2003.  The  provisions  of  this
         consensus do not have a significant effect on our financial position or
         operating results.

         In  December  2003,  the FASB  issued  SFAS  No.  132  (revised  2003),
         EMPLOYERS' DISCLOSURE ABOUT PENSIONS AND OTHER POSTRETIREMENT BENEFITS.
         SFAS No. 132 (revised 2003) revises employers' disclosure about pension
         plans and other  postretirement  benefit plans.  The statement does not
         change the  measurement  or recognition of those plans required by SFAS
         No. 87,  EMPLOYERS'  ACCOUNTING FOR PENSIONS,  SFAS No. 88,  EMPLOYERS'
         ACCOUNTING FOR SETTLEMENTS AND  CURTAILMENTS OF DEFINED BENEFIT PENSION
         PLANS  AND FOR  TERMINATION  BENEFITS,  and  SFAS No.  106,  EMPLOYERS'
         ACCOUNTING FOR POSTRETIREMENT BENEFITS OTHER THAN PENSIONS. The Revised
         statement retains the disclosure requirements contained in the original
         SFAS  132  and  requires  additional   disclosures  about  the  assets,
         obligations,  cash  flows,  and net  periodic  benefit  cost of defined
         benefit pension plans and other defined benefit  postretirement  plans.
         The revised  statement  is  effective  for fiscal  years  ending  after
         December 15, 2003.  The adoption of SFAS No. 132 (revised) did not have
         an impact on our financial condition or results of operations.

         NOTE 2.  STOCKHOLDERS' EQUITY

         COMMON STOCK

         The  authorized  common  stock of the Company  consists  of  25,000,000
         shares with par value of $0.001.  On  December  10,  1996,  the Company
         issued 21,000 shares of its no par value common stock in  consideration
         of $2,100 in cash.

         On  November  29,  1999,  the State of Nevada  approved  the  Company's
         restated Articles of Incorporation,  which increased its capitalization
         from 25,000 common shares to 25,000,000 common shares. The no par value
         was changed to $0.001 per share.

         On November 29, 1999,  the  Company's  shareholders  approved a forward
         split of its common  stock at one  hundred  shares for one share of the
         existing  shares.   The  number  of  common  stock  shares  outstanding
         increased from 21,000 to 2,100,000.  Prior period  information has been
         restated to reflect the stock split

         The Company has not authorized any preferred stock.

                                      F-7

<PAGE>


                        HAWKSDALE FINANCIAL VISIONS, INC.
                          (A DEVELOPMENT STAGE COMPANY)
                          NOTES TO FINANCIAL STATEMENTS
                      JUNE 30, 2003, AND DECEMBER 31, 2002



         NOTE 2.      STOCKHOLDERS' EQUITY (CONTINUED)

         NET LOSS PER COMMON SHARE

         Net loss per share is  calculated  in  accordance  with  SFAS No.  128,
         "EARNINGS  PER SHARE."  The  weighted-average  number of common  shares
         outstanding during each period is used to compute basic loss per share.
         Diluted loss per share is computed using the weighted  averaged  number
         of shares and dilutive  potential common shares  outstanding.  Dilutive
         potential  common shares are  additional  common  shares  assumed to be
         exercised.

         Basic net loss per common share is based on the weighted average number
         of shares of common stock  outstanding of 2,100,000  during 2003, 2002,
         2001, and since  inception.  As of December 31, 2002,  2001,  2000, and
         since inception, the Company had no dilutive potential common shares.

         NOTE 3.  INCOME TAXES

         We did not provided  any current or deferred  U.S.  federal  income tax
         provisions  or  benefit  for  any  periods  presented  because  we have
         experienced  operating  losses  since  inception.  We  provided  a full
         valuation  allowance on the net deferred tax asset,  consisting  of net
         operating loss carryforwards, because management has determined that it
         is more likely than not that we will earn income  sufficient to realize
         the deferred tax assets during the carryforward period.

         The  Components of the Company's  deferred tax asset as of December 31,
         2003 and 2002 is as follows:

                                                       2003                 2002
                                              -------------        -------------
         Net operating loss carry forward     $      12,129        $     12,100
         Valuation allowance                  $     (12,129)       $    (12,100)
                                              -------------        -------------

         Net deferred tax asset               $           0        $          0

         A reconciliation  of income taxes computed at the statutory rate to the
         income tax amount recorded is as follows:
<TABLE>
<CAPTION>
                                                       2003                  2002       Since Inception
                                                --------------        --------------    ---------------
<S>                                             <C>                   <C>               <C>
         Tax at statutory rate                  $           29        $          951    $        12,129
         Increase in valuation allowance        $          (29)       $         (951)           (12,129)
                                                ---------------       --------------    ----------------

         Net deferred tax asset                 $            0        $            0    $             0
</TABLE>

         The net federal  operating  loss carry forward will expire between 2016
         and 2022. This carry forward may be limited upon the  consummation of a
         business combination under IRC Section 381.

                                      F-8

<PAGE>

                        HAWKSDALE FINANCIAL VISIONS, INC.
                          (A DEVELOPMENT STAGE COMPANY)
                          NOTES TO FINANCIAL STATEMENTS
                      MARCH 31, 2003, AND DECEMBER 31, 2002


NOTE 4.  RELATED PARTY TRANSACTIONS

         The Company neither owns nor leases any real or personal property.  The
         registered  agent of the corporation  provides office services  without
         charge.  Such costs are  immaterial  to the  financial  statements  and
         accordingly,   have  not  been  reflected  therein.  The  officers  and
         directors for the Company are involved in other business activities and
         may, in the future, become involved in other business opportunities. If
         a specific business  opportunity  becomes  available,  such persons may
         face a conflict  in  selecting  between  the  Company  and their  other
         business  interest.  The  Company has not  formulated  a policy for the
         resolution of such conflicts.

NOTE 5.  WARRANTS AND OPTIONS

         There are no warrants or options  outstanding to acquire any additional
         shares of common stock of the Company.

NOTE 6.  OFFICERS ADVANCES

         The Company has incurred costs while seeking additional capital through
         a merger  with an  existing  company.  An  officer of the  Company  has
         advanced  funds on behalf of the Company to pay for these costs.  These
         funds have been advanced interest free.



                                      F-9

<PAGE>

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

         The discussion contained herein contains "forward- looking statements"
that involve risk and uncertainties. These statements may be identified by the
use of terminology such as "believes," "expects," "may," "should" or
anticipates" or expressing this terminology negatively or similar expressions or
by discussions of strategy. The cautionary statements made in this Form 10QSB
should be read as being applicable to all related forward-looking statements
wherever they appear in this Form 10QSB. Our actual results could differ
materially from those discussed in this report.

Generally.

         The Company currently has no assets or operations. Since March 31,
1997, we have been in the developmental stage and have had no operations. We
originally had intended to time share a single family dwelling house in the Rum
Cay area of the Bahamas, offering a one-twelfth fractional interest. As at March
31, 1997, all funds raised by the sale of shares of $.001 par value common stock
in order to fulfill our initial objective had been expended and we, thereafter,
become dormant.

         As of the date hereof, the Company can be defined as a "shell" company,
whose sole purpose is to locate and consummate a merger or acquisition with
another public entity or a private entity. We are not a blank-check nor blind
pool company.

Plan of Operation.

         The Company intends to seek to acquire assets or shares of an entity
actively engaged in business that generates revenues in exchange for its
securities. The Company has no particular acquisitions in mind and has not
entered into any negotiations regarding such an acquisition.

                                      -3-

<PAGE>

         The Securities and Exchange Commission has adopted a rule (Rule 419)
which defines a blank-check company as (i) a development stage company, that is
(ii) offering penny stock, as defined by Rule 3a51-1, and (iii) that has no
specific business plan or purpose or has indicated that its business plan is
engage in a merger or acquisition with an unidentified company or companies. We
have been informed that the Securities and Exchange Commission position is that
the securities issued by all blank check companies that are issued in
unregistered offerings must be registered with the Commission before resale. At
the time that our shareholders acquired our stock in 1996, we had a specific
business plan and purpose. In addition, Rule 419 is applicable only if a
registration statement is filed covering an offering of a penny stock by a blank
check company. We have not filed a registration statement.

         In addition, since we had a specific business plan and purpose at the
time that our shareholders acquired our stock, we are not deemed to be a
so-called "blind pool" company, a company that has a detailed plan of business
that involves the acquisition of unidentified properties in a specific industry.

         We have been informed that the Securities and Exchange Commission is
considering whether to propose amendments to the Form 8-S and the Form 8-K for
shell companies like us. The proposed amendments could expand the definition of
a shell company to be broader than a company with no or nominal
operations/assets or assets consisting of cash and cash equivalents, the
amendments may prohibit the use of a From S-8 (a form used by a corporation to
register securities issued to an employee, director, officer, consultant or
advisor, under certain circumstances), and may revise the Form 8-K to require a
shell company to include current Form 10 or Form 10-SB information, including
audited financial statements, in the filing on Form 8-K that the shell company
files to report the acquisition of the business opportunity.

Financial Condition.

         Our auditor's going concern opinion for prior year ended and the
notation in the financial statements indicate that we do not have significant
cash or other material assets and that we are relying on advances from
stockholders, officers and directors to meet limited operating expenses. We do
not have sufficient cash or other material assets or do we have sufficient
operations or an established source of revenue to cover our operational costs
that would allow us to continue as a going concern. We are insolvent in that we
are unable to pay our debts in the ordinary course of business as they become
due.

                                      -4-

<PAGE>

Liquidity and Operational Results.

         The Company has no current operating history and does not have any
revenues or earnings from operations. The Company has no assets or financial
resources. The Company will, in all likelihood, sustain operating expenses
without corresponding revenues, at least until the consummation of a business
combination. This may result in the Company incurring a net operating loss that
will increase continuously until the Company can consummate a business
combination with a profitable business opportunity. There is no assurance that
the Company can identify such a business opportunity and consummate such a
business combination.

         The Company is dependent upon its officers to meet any de minimis costs
that may occur. Christina Escobedo, an officer and director of the Company, has
agreed to provide the necessary funds, without interest, for the Company to
comply with the Securities Exchange Act of 1934, as amended; provided that she
is an officer and director of the Company when the obligation is incurred. All
advances are interest-free.

Liquidity.

         As of June 30, 2003, we had total liabilities of $32,471 and we had a
negative net worth of $32,471. As of December 31, 2002, we had total liabilities
of $32,471 and a negative net worth of $32,471.

         We have had no revenues from inception through December 31, 2002 and we
had no revenues for the period ended June 30, 2003. We have a loss from
inception through December 31, 2002 of $34,571 and a loss from inception through
June 30, 2003 of $34,571.

         We have officer's advances of $32,301 from inception to June 30, 2003.
The officer's advances as of December 31, 2002 were $32,301. Our accounts
payable did not increased nor decrease. As of December 31, 2003 and as of March
31, 2003, our accounts payable remained at $170.

Item 3.  Qualitative and Quantitative Disclosures About Market Risk.

         The Company has not considered nor conducted any research concerning
qualitative and quantitative market risk.

Item 4.  Evaluation of Disclosure on Controls and Procedures.

         Based on an evaluation of our disclosure controls and procedures as of
the end of the period covered by this Form 10QSB (and the financial statements
contained in the report), our president and treasurer have determined that the
our current disclosure controls and procedures are effective.

                                      -5-

<PAGE>

         There have not been any changes in our internal control over financial
reporting (as such term is defined in Rule 13a-15(f) under the Exchange Act) or
any other factors during the quarter covered by this report, that have
materially affected, or are reasonably likely to materially affect our internal
control over financial reporting.


                                     PART II

                                OTHER INFORMATION

Item 1 - Legal Proceedings .................................................None

Item 2 - Changes in the Rights of the Company's
         Security Holders ..................................................None

Item 3 - Defaults by the Company on its
         Senior Securities .................................................None

Item 4 - Submission of Matter to Vote of Security
         Holders ...........................................................None

Item 5 - Other Information

Board Meeting.

         Our board held no meetings during the period covered by this
current report.

Audit Committee.

         Our board of directors has not established an audit committee. In
addition, we do not have any other compensation or executive or similar
committees. We will not, in all likelihood, establish an audit committee until
such time as the Company generates a positive cash flow of which there can be no
assurance. We recognize that an audit committee, when established, will play a
critical role in our financial reporting system by overseeing and monitoring
management's and the independent auditors' participation in the financial
reporting process. At such time as we establish an audit committee, its
additional disclosures with our auditors and management may promote investor
confidence in the integrity of the financial reporting process.

                                      -6-

<PAGE>

         Until such time as an audit committee has been established, the full
board of directors will undertake those tasks normally associated with an audit
committee to include, but not by way of limitation, the (i) review and
discussion of the audited financial statements with management, and (ii)
discussions with the independent auditors the matters required to be discussed
by the Statement On Auditing Standards No. 61 and No. 90, as may be modified or
supplemented.

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

         There were no reports on Form 8-K filed during the quarter for which
this report is filed. The following exhibits are filed with this report:

         31.1 Certification of Chief Executive Officer.

         31.2 Certification of Chief Financial Officer.

         32.1 Section 906 Certification.

         32.2 Section 906 Certification.


                                   SIGNATURES

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

Dated:  August 26, 2004,      HAWKSDALE FINANCIAL VISIONS, INC.


                              By: /s/ CHRISTINA ESCOBEDO
                                 ----------------------------------
                                      Christina Escobedo
                                      President and Chief Executive
                                      Officer and Director

                              By: /s/ THOMAS STANLEY BABCOCK
                                 ----------------------------------
                                      Thomas Stanley Babcock
                                      Treasurer and Chief Financial
                                      Officer and Director

                              By: /s/ TRICIA A. WILLIS
                                 ----------------------------------
                                      Tricia A. Willis
                                      Director




                                      -7-