FORM 10-QSB

                         SECURITIES AND EXCHANGE COMMISSION
                               Washington, D.C. 20549

(X)  QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT
     OF 1934

For the quarterly period ended March 31, 2003

                                         OR

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

Commission file number:  0-31761


                            TABATHA III, INC.
               ______________________________________________________
               (Exact name of registrant as specified in its charter)

           Colorado                                    84-1536519
_______________________________          __________________________________
(State or other jurisdiction of         (I.R.S. Employer Identification No.)
incorporation or organization)

1926 S. Oswego Way            Aurora, Colorado                      80014
___________________________________________________________________________
 (Address of principal executive offices)                       (Zip  Code)

                               (303) 752-4637
________________________________________________________________________________
                 (Registrant's telephone number, including area code)


________________________________________________________________________________
 (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
    ___        ___


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

                                                          Shares  Outstanding
            Class of Securities                           at March 31, 2003
            ___________________                           ___________________

            Common Stock, no par value                           9,962,500


    Transitional Small Business Disclosure Format

Yes         No  X
    ___        ___



                                        INDEX


PART I - FINANCIAL INFORMATION

Please be advised that no financials will be completed for Tabatha III due
to no financial activity for quarter ending March 31, 2003.


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

Certain statements in this report, including statements in the following
discussion, which are not statements of historical fact, are what are known
as "forward looking statements," which are basically statements about the
future, and which, for that reason, involve risk and uncertainty since
no one can accurately predict the future.  Words such as "plans," "intends,"
"will," "hopes," "seeks," "anticipates," "expects" and the like often
identify such forward looking statements, but are not the only indication
that a statement is a forward looking statement.  Such forward looking
statements include statements of our plans and objectives with respect
to the present and future operations of the Company, and statements which
express or imply that such present and future operations will or may produce
revenues, income or profits.  Numerous factors and future events could
cause the Company to change such plans and objectives or fail to successfully
implement such plans or achieve such objectives, or cause such present and
future operations to fail to produce revenues, income or profits.  Therefore,
the reader is advised that the following discussion should be considered in
light of the discussion of risks and other factors contained in this report
on Form 10QSB and in the Company's other filings with the Securities and
Exchange Commission, and that no statements contained in the following
Discussion or in this Form 10QSB should be construed as a guarantee or
Assurance of future performance or future results.


Plan of Operations

    The Company expects to continue its efforts to locate a suitable
business acquisition candidate and thereafter to complete a business
acquisition transaction.  The Company anticipates incurring a loss for
each quarter and for the full fiscal year as a result of expenses associated
with compliance with the reporting requirements of the Securities Exchange
Act of 1934, and expenses associated with locating and evaluating acquisition
candidates.  The Company does not expect to generate revenues until it
completes a business acquisition, and, depending upon the performance of the
acquired business, it may also continue to operate at a loss after completion
of a business combination.

Need for Additional Financing

    The Company believes it will require additional capital in order to pay
the costs associated with carrying out its plan of operations and the costs
of compliance with its continuing reporting obligations under the Securities
Exchange Act of 1934, as amended.  This additional capital will be required
whether or not the Company is able to complete a business combination
transaction during the current year.  Furthermore, once a business combination
is completed, the Company's needs for additional financing are likely to
increase substantially.

    No specific commitments to provide additional funds have been made by
management or other stockholders, and the Company has no current plans,
proposals, arrangements or understandings to raise additional capital through
the sale or issuance of additional securities prior to the location of a
merger or acquisition candidate.  Accordingly, there can be no assurance that
any additional funds will be available to the Company to allow it to cover
its expenses.  Notwithstanding the foregoing, however, to the extent that
additional funds are required, the Company anticipates receiving such funds
in the form of advancements from current shareholders without the issuance
of additional shares or other securities, or through the private placement
of restricted securities.  In addition, in order to minimize the amount of
additional cash which is required in order to carry out its business plan,
the Company might seek to compensate certain service providers by issuances
of stock in lieu of cash.

Item 3. Controls and Procedures

The Company's Chief Executive Officer and Chief Financial Officer, after
evaluating the effectiveness of the Company's disclosure controls and
procedures (as defined in Rules 13a-14(c) and 15d-14(c) under the Securities
Exchange Act of 1934, as amended) as of a date within 90 days of the filing of
this quarterly report (the "Evaluation Date"), has concluded that, as of the
Evaluation Date, the Company's disclosure controls and procedures were
effective to ensure the timely collection, evaluation and disclosure of
information relating to the Company that would potentially be subject to
disclosure under the Securities Exchange Act of 1934, as amended, and the rules
and regulations promulgated thereunder.  There were no significant changes in
the Company's internal controls or in other factors that could significantly
affect the internal controls subsequent to the Evaluation Date.

                                            5

                       PART II - OTHER INFORMATION

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

         (a) Exhibits

           99.1  Certification of Chief Executive Officer and President of
           the Company, pursuant to 18 U.S.C. Section 1350, as adopted
           pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.

         (b) Reports on Form 8-K

             None

                                            6

                               Signatures

     Pursuant to the requirements of the Securities Act of 1934, as amended, the
Registrant has caused this report to be signed on its behalf by the undersigned
duly authorized person.

Date: August 8, 2003                             TABATHA III, INC.

                                                   By: /s/ ROBERT L. SMITH
                                                   Robert L. Smith
                                                   President and Director


                                                   By: /s/ DIANE THELEN
                                                   Diane Thelen
                                                   Director


                                                   By: /s/John Ballard
                                                   John Ballard
                                                   Chief Financial Officer

                                            7


                               Certifications

I, Robert L. Smith and John Ballard, certify that:

1. I have reviewed this quarterly report on Form 10-QSB of
Tabatha III, 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. I am 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. 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. 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:August 8, 2003
                                                       /s/ ROBERT L. SMITH
                                                           Robert L. Smith
                                                   Chief Executive Officer


                                                    /s/ JOHN BALLARD
                                                        John Ballard
                                                   Chief Financial Officer