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

FORM 10-QSB/A

(Mark One)

[X]     Quarterly report under Section 13 or 15(d)
of the Securities Exchange Act of 1934
           For the quarterly period ended December 31, 2002

[   ]     Transition report under Section 13 or 15(d)
of the Exchange Act
           For the transition period from  to

Commission File Number 1-16165

|AQUACELL TECHNOLOGIES, INC.
  (Exact Name of Small Business Issuers as Specified in its Charter)        
|--------------------------------------------------------------------------------------------------------
|Delaware
  (State of Incorporation)                                                                     
|10410 Trademark StreetRancho Cucamonga, CA 91730
  (Address of Principal Executive Offices)             
|(909) 987-0456
  (Issuer's Telephone Number, Including Area Code)
  ____________________________________

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

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

Check whether the registrant filed all documents and reports required
to be filed by Section 12, 13 or 15(d) of the Exchange Act after 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:

|Common Stock, $.001 par value | 8,701,224 shares outstanding as of February 10, 2003
|----------------------------- | ----------------------------------------------------

Transitional Small Business Disclosure Format (check one):
    Yes    No X

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AQUACELL TECHNOLOGIES, INC.
FORM 1O-QSB/A
FOR THE QUARTER ENDED DECEMBER 31, 2002
TABLE OF CONTENTS

PART I - FINANCIAL INFORMATION

|                            |                                                                                                                      | PAGE
|--------------------------- | -------------------------------------------------------------------------------------------------------------------- | ----
|Item 1                      | Financial Statements:                                                                                                |     
|                            | Condensed Consolidated Balance Sheet as of December 31, 2002                                                         | 1   
|                            | Condensed Consolidated Statements of Operations for the three and six month
periods ended December 31, 2002 and 2001 | 2   
|                            | Condensed Consolidated Statements of Cash Flow for the six month
 periods ended December 31, 2002 and 2001           | 3   
|                            | Notes to Condensed Consolidated Financial Statements                                                                 | 4   
|Item 2                      | Management's Discussion and Analysis:                                                                                |     
|                            | Forward-Looking Statements                                                                                           | 6   
|                            | Overview                                                                                                             | 6   
|                            | Results of Operations                                                                                                | 6   
|                            | Liquidity and Capital Resources                                                                                      | 7   
|Item 3                      | Controls and Procedures                                                                                              | 7A  
|PART II - OTHER INFORMATION
|Item 4                      | Submission of Matters to a Vote of Security Holders                                                                  | 8   
|Item 6                      | Exhibits and reports on Form 8-K                                                                                     | 8   
|Signature                   |                                                                                                                      | 8   

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ITEM 3.      CONTROLS AND PROCEDURES

Within the 90 days prior to the date of this Report the Company carried out
an evaluation, under the supervision and with the participation of the Company's
management, including the Company's chief executive officer and chief financial
officer, of the effectiveness of the design and operation of the Company's
disclosure controls and procedures pursuant to Rule 13a-14 adopted under the
Securities Exchange Act of 1934. Based upon that evaluation, the chief executive
officer and chief financial officer concluded that the Company's disclosure
controls and procedures are effective. There were no significant changes in the
Company's internal controls or in other factors that could significantly affect
these controls subsequent to the date of their evaluation.

7A

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