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 PERIOD ENDED        June 30, 2002
                                       OR
[   ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES
EXCHANGE ACT OF 1934
FOR THE TRANSITION PERIOD From                          to
..

                        Commission File Number 333-40954

                              KINSHIP SYSTEMS, INC.
             (Exact name of registrant as specified in its charter)

                    Utah                              87-0648148
     (State or other jurisdiction of                   (I.R.S. Employer
     incorporation or organization)                    Identification No.)

                          22 East 100 South, Suite 400
                               Salt Lake City, Utah 84111
                    (Address of principal executive officers)

                                 (801) 521-8636
              (Registrant's telephone number, including area code)

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

Indicate by check mark whether the registrant (l) 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 periods that the registrant was
required to file such reports),    X Yes       No; and (2) has been subject to
such filing requirements for the past 90 days:   X Yes       No

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

Indicate by check mark whether the registrant has filed all documents and
reports required to be filed by Sections 12, 13, or 15(d) of the Securities
Exchange Act of 1934 subsequent to the distribution of securities under a plan
confirmed by the court. Yes  No    Not Applicable

                      APPLICABLE ONLY TO CORPORATE ISSUERS

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

Common Stock: 1,372,750 shares issued as of June 30, 2002, No Par Value.
Authorized - 50,000,000 common voting shares.  The company has only one class of
shares.


                                        1


                                      INDEX

                              Kinship Systems, Inc.
                      For The Quarter Ending June 30, 2002

Part I.  Financial Information

     Item 1.   Financial Statements

     Condensed Balance Sheets (Unaudited) - June 30, 2002  and
       December 31, 2001                                              3

     Condensed Statements of Operations (Unaudited ) for the Three
      and Six Months Ended June 30, 2002 and 2001, and for the
      Period from February 1, 2000 (Date of Inception) through
      June 30, 2002                                                   4

     Condensed Statements of Cash Flows (Unaudited) for the Six
      Months Ended June 30, 2002 and for the Period from February
      1, 2000 Date of Inception) through June 30, 2002                4

     Notes to Condensed Financial Statements (Unaudited)              6


     Item 2.   Management's Discussion and Analysis of
                Financial Condition and Results of Operations         8

Part II.  Other Information

     Item 1.   Legal Proceedings                                     10

     Item 2.   Changes in Securities and Use of Proceeds             10

     Item 4.   Submission of Matters to a Vote of Security Holders   10

     Item 5.   Other Matters                                         10

     Item 6.   Exhibits and Reports on Form 8-K                      10

       Signatures                                                    11


                                        2


                         Part I - Financial Information

Item 1.  Financial Statements

                              KINSHIP SYSTEMS, INC.
                        (A Development Stage Enterprises)
                            CONDENSED BALANCE SHEETS
                                   (UNAUDITED)

                                                         June 30, December 31,
                                                           2002       2001
                                                         --------   ---------

                        ASSETS

Current Assets
 Cash and cash equivalents                               $  5,997   $   6,553
 Investment in securities available-for-sale               43,245      59,488
 Trade accounts receivable                                      -         472
                                                         --------   ---------

Total Assets                                             $ 49,242   $  66,513
                                                         ========   =========

           LIABILITIES AND STOCKHOLDERS' EQUITY

Current Liabilities
 Accounts payable                                        $  1,374   $   2,863
                                                         --------   ---------

   Total Current Liabilities                                1,374       2,863
                                                         --------   ---------

Stockholders' Equity
 Common stock, no par value; 50,000,000 shares
  authorized; 1,372,750 shares issued and outstanding      98,684      98,684
 Other comprehensive loss                                  (1,408)       (488)
 Deficit accumulated during the development stage         (49,408)    (34,546)
                                                         --------   ---------

   Total Stockholders' Equity                              47,868      63,650
                                                         --------   ---------

Total Liabilities and Stockholders' Equity               $ 49,242   $  66,513
                                                         ========   =========


       See accompanying notes to unaudited condensed financial statements.

                                        3


                              KINSHIP SYSTEMS, INC.
                        (A Development Stage Enterprise)
                       CONDENSED STATEMENTS OF OPERATIONS
                                   (UNAUDITED)
<TABLE>
<CAPTION>
                                                                                  For the Period
                                                                                    February 1,
                                                                                   2000 Date of)
                                       For the Three Months    For the Six Months    Inception)
                                          Ended June 30,          Ended June 30,      Through
                                       ---------------------   ---------------------  June 30,
                                         2002        2001          2002       2001      2002
                                       ---------   ---------   ---------  ---------  ----------
<S>                                   <C>         <C>         <C>        <C>         <C>
Revenue                                $      --   $      --   $      --  $      --   $     866

Selling, general and administrative
  expenses                                 9,773       4,180      15,977       7,035     53,219
                                       ---------   ---------   ---------   ---------  ---------

Loss from operations                      (9,773)     (4,180)    (15,977)     (7,035)   (52,353)

Interest and Dividend Income                 658         725       1,115         725      2,945
                                       ---------   ---------   ---------   ---------  ---------
Net Loss                               $  (9,115)  $  (3,455)  $ (14,862)  $  (6,310) $ (49,408)
                                       =========   =========   =========   =========  =========
Basic and Diluted Loss Per Share       $   (0.01)  $   (0.00)  $   (0.01)  $   (0.00)
                                       =========   =========   =========   =========
Weighted Average Number of Shares
 Outstanding                           1,372,750   1,338,876   1,372,750   1,304,628
                                       =========   =========   =========   =========
</TABLE>

       See accompanying notes to unaudited condensed financial statements.

                                        4



                              KINSHIP SYSTEMS, INC.
                        (A Development Stage Enterprise)
                       CONDENSED STATEMENTS OF CASH FLOWS
                                   (UNAUDITED)
<TABLE>
<CAPTION>
                                                                           For the Period
                                                                             February 1,
                                                                            2000 (Date of
                                                        For the Six Months    Inception)
                                                           Ended June 30,      Through
                                                       ---------------------   June 30,
                                                         2002        2001        2002
                                                       ---------   ---------   ---------
<S>                                                   <C>         <C>         <C>
Cash Flows From Operating Activities
 Net loss                                              $ (14,862)  $  (6,310)  $ (49,408)
 Loss on sale of securities available for sale               395           -         395
 Adjustments to reconcile net loss to net
  cash used by operating activities
    Trade accounts receivable                                472           -           -
    Accounts payable                                      (1,489)        358       1,374
    Stock issued for services                                  -           -         813
                                                       ---------   ---------   ---------

 Net Cash Used by Operating Activities                   (15,484)     (5,952)    (46,826)
                                                       ---------   ---------   ---------

Cash Flows From Investing Activities
 Proceeds from sale of securities available for sale      14,928           -      14,928
 Purchase of securities available for sale                     -           -     (59,976)
                                                       ---------   ---------   ---------

 Net Cash Used By Investing Activities                    14,928           -     (45,048)
                                                       ---------   ---------   ---------

Cash Flows From Financing Activities
 Deferred offering costs                                       -     (22,120)    (29,879)
 Proceeds from issuance of common stock                        -     102,750     127,750
                                                       ---------   ---------   ---------

 Net Cash Provided by Financing Activities                     -      80,630      97,871
                                                       ---------   ---------   ---------

Net Increase (Decrease) in Cash and Cash Equivalents        (556)     74,678       5,997

Cash and Cash Equivalents at Beginning of Period           6,553      10,955           -
                                                       ---------   ---------   ---------

Cash and Cash Equivalents at End of Period             $   5,997   $  85,633   $   5,997
                                                       =========   =========   =========
</TABLE>

       See accompanying notes to unaudited condensed financial statements.

                                        5



                              KINSHIP SYSTEMS, INC.
                        (A Development Stage Enterprises)
                     NOTES TO CONDENSED FINANCIAL STATEMENTS
                                   (UNAUDITED)


NOTE 1 -SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

Interim   Financial   Statements-The  accompanying  financial   statements   are
unaudited.  In  the  opinion  of  management, all necessary  adjustments  (which
include only normal recurring adjustments) have been made to present fairly  the
financial  position,  results  of operations and  cash  flows  for  the  periods
presented.  Certain information and disclosures normally included  in  financial
statements  prepared in accordance with generally accepted accounting principles
have  been  condensed or omitted. It is suggested that these condensed financial
statements  be  read in conjunction with the Company's financial statements  and
notes  thereto included in the Form 10-KSB dated December 31, 2001. The  results
of  operations for the six month period ended June 30, 2002 are not  necessarily
indicative of the operating results to be expected for the full year.

Basis of Presentation - The accompanying financial statements have been prepared
on  a going concern basis, which contemplates the realization of assets and  the
satisfaction  of liabilities in the normal course of business.  During  the  six
months  ended  June  30,  2002 and the period from February  1,  2000  (date  of
inception) through June 30, 2002, the Company incurred net losses of $14,862 and
$49,408, respectively. As of June 30, 2002, the Company has had minimal revenues
and  the  accumulated  deficit  from  inception  totaled  $49,408.  The  Company
commenced its initial marketing activities during September of 2001, however, it
appears  from  initial  comments  received back  from  various  law  enforcement
agencies  that  there has been a general deferral of any discretionary  spending
since  the  tragedy of the September 11, 2001 terrorist attacks.  As  a  result,
Kinship  believes that its ability to market in the current environment  may  be
substantially  impaired  by  the  redirection of  law  enforcement  agencies  to
homeland   security   and   away  from  discretionary  spending   for   accident
reconstruction software.

These factors, among others, indicate that the Company may be unable to continue
as  a  going  concern. The accompanying financial statements do not include  any
adjustments  relating  to  the carrying amount and  classification  of  recorded
assets  or  the amount and classification of liabilities that might be necessary
should  the  Company  be  unable to continue as a  going  concern.  The  Company
completed its initial public offering on April 30, 2001 which raised  a  net  of
$72,871  in  additional capital. The Company's ability to continue  as  a  going
concern is dependent upon its ability to generate sufficient cash flows to  meet
its obligations on a timely basis, to obtain additional financing and ultimately
to attain successful operations. Accordingly, management of Kinship believes its
present  focus should be directed to seeking alternative business opportunities.
It  will pursue this course by attempting to find suitable opportunities through
development, acquisition or potential mergers.

NOTE 2 - COMMITMENTS AND CONTINGENCIES

The  Company  entered into an agreement with the president to provide  a  $1,000
stipend  per  month to him for his services. During June of 2001, the  board  of
directors voted to modify this agreement to split the $1,000 per month  to  $500
to  the  president and $500 to the secretary for their services. For  the  three
months  ended  June  30,  2002,  the Company paid $3,000  associated  with  this
agreement.


                                        6

NOTE 3 -- INVESTMENT IN MARKETABLE SECURITIES AND OTHER COMPREHENSIVE
                         INCOME

Marketable  securities are classified as available-for-sale and  are  stated  at
fair  value.  At  June 30, 2002 available-for-sale securities consisted  of  the
following:

                                              June 30, 2002
                                 -------------------------------------------
                                   Gross    Unrealized Unrealized
                                 Amortized   Holding    Holding     Market
                                   Cost       Gains      Losses      Value
                                 ---------   --------   --------   ---------
Mutual funds                     $  44,653   $     -    $  1,408   $  43,245
Money market funds                   1,356         -           -       1,356
                                 ---------   --------   --------   ---------

Total Investment in Securities
   Available-for-Sale               46,009         -       1,408       44,601
Less:  Amounts classified
   as cash equivalents              (1,356)        -           -       (1,356)
                                 ---------   --------   --------   ---------

Net Investment in Securities
   Available-for-Sale            $  44,653   $     -    $  1,408   $   43,245
                                 =========   ========   ========   ==========

Proceeds  from  sales of marketable securities and the resulting gross  realized
gains and losses were as follows at June 30, 2002:

     Proceeds From Sales of Marketable Securities                  $ 14,928
                                                                   ========
     Realized Loss From Sale of Marketable Securities              $   (395)
                                                                   ========

Other comprehensive loss consists of the change in net unrealized holding gain
and loss on marketable securities as follows at June 30, 2002:

     Unrealized net holding losses                                 $ (1,803)
                                                                   ========
     Reclassification adjustment for realized losses of
      marketable securities included in net income                      395
                                                                   --------
     Other Comprehensive Loss                                      $ (1,408)
                                                                   ========

                                        7


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

Forward-Looking Information

Certain statements in this Section and elsewhere in this report are forward-
looking in nature and relate to trends and events that may affect the Company's
future financial position and operating results.  Such statements are made
pursuant to the safe harbor provisions of the Private Securities Litigation
Reform Act of 1995.  The terms "expect," "anticipate," "intend," and "project"
and similar words or expressions are intended to identify forward-looking
statements.  These statements speak only as of the date of this report.  The
statements are based on current expectations, are inherently uncertain, are
subject to risks, and should be viewed with caution.  Actual results from
experience may differ materially from the forward-looking statements as a result
of many factors, including changes in economic conditions in the markets served
by the company, increasing competition, fluctuations in raw materials and energy
prices, and other unanticipated events and conditions.  It is not possible to
foresee or identify all such factors.  The company makes no commitment to update
any forward-looking statement or to disclose any facts, events, or circumstances
after the date hereof that may affect the accuracy of any forward-looking
statement.

Results of Operations

Kinship was incorporated in Utah on February 1, 2000 and has been involved
exclusively to this point in start-up operations including incorporation,
initial organization, initial public offering ("IPO") of its shares and initial
operations.  The IPO was closed on April 30, 2001.  In this IPO, Kinship raised
gross proceeds of $102,750 less offering costs of $29,879 by selling 102,750 of
its common voting shares at $1.00/share to 28 investors, most of whom reside in
Utah.  The use of proceeds from the IPO are more particularly described under
Part II, Item 2 of this Report.

Kinship has an accumulated deficit during the development stage resulting from
organizational, general, administrative selling expenses.  The deficit was
$49,408 as of June 30, 2002.

Kinship has completed its initial marketing activities by a mass mailing of
advertising materials and a description of its products to law enforcement
agencies within several western states. Kinship has determined that mass
marketing of its accident reconstruction and related software is not a
viable enterprise and has further resolved not to expend additional scarce
capital resources on continuing marketing efforts of this software.

Kinship expended approximately $8,000 of its gross offering proceeds o n its
initial mailing effort, or about 8% of its cash capital. Kinship has determined
to marshal its remaining capital to sustain its minimal operations and to pay
for maintaining the Company as a public reporting company while its management
pursues various alternative business activities through a potential new business
merger or acquisition.

In the interim, the remaining net proceeds of the offering as of June 30, 2002,
are approximately $46,000, which funds constitute all liquid capital of the
Company. These funds are invested in short term instruments by the Company
awaiting a reconsideration of business development and marketing efforts by the
Board of Directors as generally discussed above.


Liquidity and Sources of Capital

As noted above, Kinship has not engaged in business operations to date, except
to complete its initial marketing efforts. From its IPO proceeds of  $102,750,
Kinship has accrued and paid obligations for offering related costs to the
accountants, legal counsel as well as miscellaneous printing and filing costs of
approximately $29,880, and post offering marketing and operating expenses of
approximately $26,870, leaving estimated net operating proceeds to be employed
in future operations of approximately $46,000 as of June 30, 2002.


                                8


No assurance or warranty that the Company will continue or be successful in its
marketing efforts can be made or is implied.  Further, if Kinship is not
successful in reaching a state of profitability from the use of the net
remaining offering proceeds, there is no presently committed or determined
alternative source or means of financing.

It is possible that Kinship could seek subsequent private placement financing
funds or other means to continue its business operations and/or to develop or
market new products, though no assurance or warranty that funds will be
available, or that the Company would deem it as feasible or appropriate to seek
such alternative financing, can be made if the initial IPO proceeds are not
sufficient to sustain continuing operations.

Plan of Operation

While the Company has attempted to minimize overhead expenses during this
transition period by paying minimal salaries or other compensation, Kinship does
continue to incur minimal operating expenses for salaries, legal and accounting
compliance and other costs of approximately $1,500 per month.  At the present
rate of overhead expenses and assuming no other capital expenditures, the
Company would exhaust its remaining net proceeds from the Initial Public
Offering in approximately 36 months.  Mr. Terry Deru who is the President of the
Company is continuing to serve the Company on a strictly as needed basis for
$500 month, but with an informal understanding and agreement by the Board that
he will be paid a deferred compensation in cash or stock rights, or some
combination of both, for actual efforts when and if the Company achieves any
future revenues.

Mr. Limpert is also active in pursuing, on a time allowed basis, various
potential merger, acquisition, or new business opportunities for the Company, as
well as supervising accounting and reporting requirements.  Mr. Limpert has the
same informal compensation arrangement with Kinship as does Mr. Deru.  Mr.
Limpert has also met with ProSource and TM Design representatives regarding
extension of existing contracts and potential alternative software concepts in
marketing activities related to the security industry. No specific commitments,
undertakings or arrangements have been derived from such alternative marketing
activities to date. Mr. Limpert is also paid a monthly stipend of $500 by
Kinship.

Because of the Company's lack of business activities at the present time and
continuing overhead costs the auditors have been required to express an opinion
that the Company may not be considered "a Going Concern," see Note 1 to the
accompanying Condensed Financial Statements.  Management of Kinship must concur
that unless the Company is successful in finding some alternative business
activities in approximately 36 months at its current rate of maintenance
expenditure, the Company will have to cease any continuing activities requiring
physical space or facilities or current operating expenses.  Further, the
Company most likely will expend some or all of its remaining capital to explore
potential acquisition or merger possibilities, and/or to acquire and market
other products and services. No current proposal for alternative or future
business activities is presently formulated.

It is the intent of Kinship to continue to actively explore principally through
Mr. Limpert, alternative businesses or merger or acquisition possibilities. The
Company can make no warranty or representation that will be able to continue in
its present status and may have to delist itself as a public company and cease
operations as an on-going business entity should it not be able to find
alternative business activities or alternative financing.  Each prospective
shareholder of the Company should consider the present situation as constituting
significant risk factors.


                                        9


                           Part II - Other Information

Item 1.  Legal Proceedings

Kinship is not presently engaged in any legal proceedings, nor does it know of
any claims for or against the company by any party which would result in
litigation.

Item 2.  Changes in Securities and Use of Proceeds

The company has not had any change in its securities since its last report
filing on Form 10-KSB.

In accordance with SEC Rule 463 the company reports the use of proceeds to date
from its initial public offering "IPO" completed on April 30, 2001:

  1.     Gross proceeds sold - $102,750.

  2.   Accrued offering related costs including printing, accounting, legal and
          related filing fees - $29,880.

  3.     Amount expended to June 30, 2002 on marketing and operations - $26,870.

  4.     Net proceeds for future operations - $46,000.


Item 4.  Submission of Matters to a Vote of Security Holders

During the present quarter there has been no matter submitted to security
holders for a vote.  Kinship presently anticipates holding its first annual
shareholders meeting at a date to be designated in the fourth quarter of 2002
for the election of directors and other routine matters, but has not presently
set a definitive date for such meeting.  Shareholders will be independently
advised of any such formal annual meeting date.

Item 6.  Exhibits and Reports on Form 8-K

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



                                       10


                                   SIGNATURES

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

REGISTRANT:   KINSHIP SYSTEMS, INC.


Date:  August 7, 2002                   By: /s/  Terry Deru
                                        ----------------------
                                        Mr. Terry Deru
                                        President


Date:  August 7, 2002                   By: /s/ Andrew Limpert
                                        ----------------------
                                        Mr. Andrew Limpert
                                        Chief Financial and Accounting Officer


                                       11