SECURITIES AND EXCHANGE COMMISSION
                             Washington, D. C. 20549

                                    FORM 10-Q

(mark one)

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

              For the quarter ended October 31, 2002

                                       or

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

                          Commission file number 011991

                           THE ENCHANTED VILLAGE, INC.
             (Exact name of registrant as specified in its charter)

                       Delaware                       30-0091294
            (State or other jurisdiction of        (I.R.S. Employer
            incorporation or organization)        Identification No.)

                        1407 North Fort Harrison, Suite F
                            Clearwater, Florida 33755
                    (Address of principal executive offices)

                                 (727) 469-8691
              (Registrant's telephone number, including area code)

         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]

       On October 31, 2002, the number of shares of each class of the
registrant's outstanding common stock was:

       Common Stock                           14,828,333shares
       Class A Common Stock                   3,167,550 shares


<PAGE>


                                TABLE OF CONTENTS


<TABLE>
<CAPTION>

<S>                                                                                                           <C>
PART I        FINANCIAL INFORMATION                                                                          PAGE

ITEM 1        Financial Statements

              Balance Sheet as of October 31, 2001 and 2002                                                    3

              Statement of Operations for the three- and nine-month periods
                 Ended October 31, 2001 and 2002                                                               4

              Statement of Cash Flow for the for the nine-month periods
                 Ended October 31, 2001 and 2002                                                               5

              Notes to Financial Statements                                                                    6

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


PART II       OTHER INFORMATION                                                                               12

              SIGNATURES                                                                                      12

</TABLE>

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                           THE ENCHANTED VILLAGE, INC.
                               Balance Sheet as of
                                January 31, 2002
                            October 31, 2001 and 2002
<TABLE>
<CAPTION>


                                                      October 31, 2001      October 31, 2002      January 31, 2002
                                                         (Unaudited)           (Unaudited)            (Audited)

ASSETS
<S>                                                          <C>                  <C>                   <C>
Cash                                                                            $       10

Total current assets                                                                    10
                                                                                        --

Total assets                                                      $ 0               $   10                  $  0
                                                                  ===               ===========              ===


LIABILITIES & STOCKHOLDER'S EQUITY

Accounts payable                                                                  $ 29,975

Total current liabilities                                                           29,975
                                                                                   -------

Total Liabilities                                                 $ 0             $ 29,975                  $ 0
                                                                  ===             ========                   ===

Preferred Stock par value $1.00 per share
     1,000,000 shares authorized
     164,450 issued and outstanding                           164,450              164,450               164,450

Common Stock par value $0.002 per share
     15,000,000 shares authorized
     14,828,333 issued and outstanding                         10,457               29,657                10,457
Common Stock Class A par value $0.002
     10,000,000 shares authorized
     3,167,550 issued and outstanding                           2,956                6,335                 2,956

Additional paid-in capital                                                           8,000


Retained Earnings (Deficit)                                  (177,863)            (238,407)             (177,863)
                                                             ---------            ---------             ---------

Total stockholders' equity                                        $ 0            ($ 29,965)                  $ 0
                                                                  ===            ==========                  ===

Total Liabilities and Stockholders Equity                         $ 0           $       10                   $ 0
                                                                  ===           ==========                   ===
</TABLE>



The accompanying footnotes are an integral part of these financial statements.


<PAGE>


                           THE ENCHANTED VILLAGE, INC.
                        Statements of Operations for the
                       Three-and nine-month periods ended
                            October 31, 2001 and 2002

<TABLE>
<CAPTION>

                                                    Three Months                            Nine Months
                                                  Ended October 31,                      Ended October 31,
                                               2001             2002                 2001               2002
                                            (Unaudited)     (Unaudited)           (Unaudited)        (Unaudited)

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

Stockholder meeting costs                                     $         0                                $23,726
Legal and accounting fees                                           9,189                                 36,689
                                                      -            ------                     -          -------

Total operating expenses                            $ 0           $ 9,189                   $ 0          $60,415
                                                    ---           --------                  ---          -------


Net loss                                            $ 0           ($9,189)                  $ 0         ($60,415)
                                                    ===           ========                  ===         =========

</TABLE>



The accompanying footnotes are an integral part of these financial statements.


<PAGE>


                           THE ENCHANTED VILLAGE, INC.
                         Statements of Cash Flow for the
                            Nine-month periods ended
                            October 31, 2001 and 2002
<TABLE>
<CAPTION>

                                                                                     Nine-Months Ended October 31,
                                                                                     -----------------------------
                                                                                        2001              2002
                                                                                      (Unaudited)      (Unaudited)
<S>                                                                                         <C>         <C>
Cash provided by (used in)

Operating activities

    Net income for the period                                                               $--         ($60,415)
Less meeting expenses paid
    directly by related parties                                                                           23,726
                                                                                                         -------

Net operating loss                                                                                      ($36,689)

Adjustments to reconcile net income to cash used in operating activities
Increase (decrease) in liabilities
    Accounts payable and accrued liabilities                                                 --           29,975
                                                                                             --          -------
Cash used in operating activities                                                            --          (6,714)   --

Financing activity
    Proceeds on stock sales for cash                                                         __            6,724

                                                                                             --         --------

Increase in cash                                                                             --               10

Cash, beginning of period                                                                    --               --
                                                                                             --               --

Cash, end of period                                                                          --       $       10
                                                                                             --       ----------

</TABLE>
The accompanying footnotes are an integral part of these financial statements.


<PAGE>


                           THE ENCHANTED VILLAGE, INC.
                        Footnotes to Financial Statements


Note 1. HISTORY OF THE REGISTRANT

       THE ENCHANTED VILLAGE, INC. was incorporated in Delaware in March 1982.
In October 1983, the company completed an initial public offering of Common
Stock that was registered on Form S-18. In May 1984 the company filed a Form 8-A
for the purpose of registering its' Common Stock under the Securities Exchange
Act of 1934 (the "Exchange Act"). In April 1986, the company completed a second
public offering of Class A Common Stock and Convertible Series A Preferred Stock
that was registered on Form S-1.

         The company's business was conducted through of a chain of 15 retail
stores that sold educational toys and related goods and services. After
encountering financial difficulties, the company filed a voluntary petition
under Chapter 11 of the Bankruptcy Act on April 24, 1987 in the U.S. Bankruptcy
Court for the Eastern District of New York, (case no. 887-70613-20). On May 11,
1988, the company's voluntarily converted its' Chapter 11 case into a case in
Chapter 7, which resulted in the orderly liquidation of the company's business.
As a result of the conversion of the company's reorganization to a case under
Chapter 7, all of the company's properties were transferred to the trustee on
May 11, 1988 and the company terminated all of its' business operations. The
company's Chapter 7 case was closed by an order of the Court on April 14, 1992
and the trustee was discharged.

         While the former management did not file a Form 15 to terminate the
company's reporting obligations under the Exchange Act, the company has not
filed any of the documents or reports required by Sections 13 or 15(d) of the
Exchange Act since May 1998. As a result, the company remains subject to the
reporting requirements of the Exchange Act but has been delinquent in its SEC
reporting obligations. Since, the company did not file franchise tax returns
with or pay any franchise taxes to the State of Delaware during the pendancy of
its bankruptcy case, the company's Certificate of Incorporation was revoked by
order of the Secretary of State of the State of Delaware on March 1, 1989.

Note 2. RESTORATION OF CORPORATE STATUS

       On April 18, 2002, Karen H. Mounts and Stirling Corporate Services, LLC
("Stirling"), commenced a civil action in the Delaware Court of Chancery
demanding an annual meeting of the stockholders under. On May 20, 2002, the
Court of Chancery granted the requested order and an annual meeting of the
company's stockholders was called and held on June 18, 2002 for the sole purpose
of electing a new board of directors.

         In connection with the Court ordered meeting, the stockholders elected
three new directors who assumed office immediately after the meeting. The
following table identifies the newly elected directors of the company:

              Name                          Age                   Residence
       Sally A. Fonner                      53                Dunedin, Florida
       Michael Manion                       52                Apopka, Florida
       Robert R. Williams                   72                Bowie, Maryland

         Upon election, the new board of directors voted to:

o        Revive the company's charter in accordance with Delaware law; and

o Amend the company's by laws to permit a single member board of directors.

         Immediately thereafter, Messrs. Manion and Williams resigned from the
board and Ms. Fonner, acting as the company's sole remaining director, took the
following actions:

o             She determined that it was in the best interest of the company and
              its stockholders to sell 9,600,000 shares of common stock and
              1,400,000 shares of Class A Common Stock to Stirling for a total
              consideration of $30,000, consisting of $6,724 in cash and a
              release of Stirling's claims for $23,276 in out-of-pocket costs
              associated with obtaining the Court order and holding the
              stockholders meeting;

o             She determined that it was in the best interest of the company and
              its stockholders to file all reports and other documents necessary
              to bring the company into compliance with respect to its reporting
              obligations under the Exchange Act;

o             She determined that it was in the best interest of the company and
              its stockholders to develop a plan to reorganize the company as a
              public shell that will subsequently seek to engage in a merger or
              other business combination with a private company that wants to
              become publicly held.

         A Certificate of Revival and Restoration of the company's Certificate
of Incorporation was filed with the Secretary of State of the State of Delaware
on June 27, 2002. As a result, the company is now duly organized, validly
existing and in good standing under the laws of the State of Delaware. This
report on Form 10-K as of May 11, 1988 and for the fiscal years ended January
31, 1988 through January 31, 2002 has been filed for the purpose of bringing the
company into compliance with respect to its Exchange Act reporting obligations.



<PAGE>


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

Introductory Materials

         Our company incorporated in Delaware in March 1982. In October 1983, we
completed an initial public offering of Common Stock that was registered on Form
S-18. In May 1984 we filed a Form 8-A for the purpose of registering our Common
Stock under the Securities Exchange Act of 1934 (the "Exchange Act"). In April
1986, we completed a second public offering of Class A Common Stock and
Convertible Series A Preferred Stock that was registered on Form S-1.

         Our original business was conducted through of a chain of 15 retail
stores that sold educational toys and related goods and services. After
encountering financial difficulties, we filed a voluntary petition under Chapter
11 of the Bankruptcy Act on April 24, 1987 in the U.S. Bankruptcy Court for the
Eastern District of New York, (case no. 887-70613-20). On May 11, 1988, we
voluntarily converted our Chapter 11 case into a case in Chapter 7, which
resulted in the orderly liquidation of our business. As a result of the
conversion of our reorganization to a case under Chapter 7, all of our
properties were transferred to the trustee on May 11, 1988 and we terminated all
of our business operations. Our Chapter 7 case was closed by an order of the
Court on April 14, 1992 and the trustee was discharged.

         On April 18, 2002, Karen H. Mounts and Stirling Corporate Services, LLC
("Stirling"), commenced a civil action in the Delaware Court of Chancery
demanding an annual meeting of the stockholders. On May 20, 2002, the Court of
Chancery granted the requested order and an annual meeting of stockholders was
called and held on June 18, 2002 for the sole purpose of electing a new board of
directors.

         In connection with the Court ordered meeting, the stockholders elected
three new directors who assumed office immediately after the meeting. The
following table identifies our newly elected directors:

              Name                          Age                   Residence
       Sally A. Fonner                      53                Dunedin, Florida
       Michael Manion                       52                Apopka, Florida
       Robert R. Williams                   72                Bowie, Maryland

         Upon election, the new board of directors voted to:

o  Revive and restore our Certificate of Incorporation in accordance with
      Delaware law; and

o Amend our by laws to permit a single member board of directors.

         Immediately thereafter, Messrs. Manion and Williams resigned from the
board and Ms. Fonner, acting as our sole remaining director, took the following
actions:

o             She determined that it was in the best interest of our company and
              our stockholders to sell 9,600,000 shares of common stock and
              1,400,000 shares of Class A Common Stock to Stirling for a total
              consideration of $30,000, consisting of $6,724 in cash and a
              release of Stirling's claims for $23,276 in out-of-pocket costs
              associated with obtaining the Court order and holding the
              stockholders meeting;

o             She determined that it was in the best interest of our company and
              our stockholders to file all reports and other documents necessary
              to bring our company into compliance with respect to its reporting
              obligations under the Exchange Act; and

o             She determined that it was in the best interest of our company and
              our stockholders to develop a plan to reorganize our company as a
              public shell that will subsequently seek to engage in a merger or
              other business combination with a private company that wants to
              become publicly held.

         We filed a Certificate of Revival and Restoration of the company's
Certificate of Incorporation with the Secretary of State of the State of
Delaware on June 27, 2002. As a result, the company is now duly organized,
validly existing and in good standing under the laws of the State of Delaware.
On October 3, 2002, we filed an omnibus report on Form 10-K as of May 11, 1988
and for the fiscal years ended January 31, 1989 through 2002. Therefore, our
company is now in compliance with respect to its Exchange Act reporting
obligations.

         On July 2, 2002, we sold 9,600,000 shares of common stock and 1,400,000
shares of Class A Common Stock to Stirling. As a result, Stirling owns 64.74% of
our voting Common Stock. Stirling does not own any shares of our non-voting
Series A Convertible Preferred Stock.

Financial Condition and Results of Operations

         Our company did not engage in any business activities during the three-
and nine-month periods ended October 31, 2001.

         During the three-month period ended October 31, 2002, substantially all
of our activities were devoted to developing a plan of reorganization and
preparing the disclosure materials that we are required to provide to
stockholders under Regulation 14, the proxy rules. We have not yet commenced our
search for an acquisition target.

         During the three-month period ended October 31, 2002 we paid $9,189 in
general and administrative costs associated with our day-to-day operations. The
balance of our operating costs during the three-month period ended October 31,
2002 consisted of legal and accounting fees associated with the preparation of
our Regulation 14 disclosure materials. A total of $6,714 in operating costs was
paid from our available cash resources. The balance, $2,275 was advanced by
Stirling and accounted for as an additional capital contribution from Stirling.

         We expect to incur substantial additional expenses in connection with
the preparation of our future SEC reports and the implementation of the business
plan that will be described in detail in our Regulation 14 disclosure materials.
Stirling, our legal counsel and most of the advisors who will provide services
for our company have agreed to carry the bulk of their billings as accounts
receivable until we negotiate and close a business combination agreement. Our
Regulation 14 disclosure materials will detail our plans with respect to future
sales of securities for cash that will be necessary to pay the out of pocket
costs associated with our future operations.

Plan of Operations

         On July 3, 2002, Stirling Corporate Services LLC purchased 9,600,000
shares of Common Stock and 1,400,000 shares of Class A Common Stock. Stirling
contributed $6,724 to our company in cash and released their claims for the
reimbursement of $23,276 in out-of-pocket costs associated with obtaining the
Court order and holding the stockholders meeting. The cash contributed by
Stirling is available for use in our business and will be used to pay the costs
associated with the planned meeting of stockholders. We expect to use
substantially all of our available funds to pay the anticipated costs of
compliance with the SEC proxy rules.

         Our plan of operation for the next twelve months will be entirely
contingent on the successful implementation of our reorganization plans. If we
can obtain the requisite stockholder approvals, we intend to implement the
reorganization and then seek an acquisition of assets, property or business that
may benefit our company and its stockholders. Because we have no substantial
financial resources, our management team believes we will be required to issue
equity securities as the sole consideration for such an acquisition.

         During the next twelve months, our principal cash requirements will
include the legal, accounting and administrative expenses associated with
preparing and distributing reports to stockholders and investigating potential
business ventures. Our management team expects to spend approximately $5,000 per
month for administration and investigation. Our management team believes that
the cash proceeds to be received in connection with certain proposed stock sales
to Stirling and its advisors will be adequate for our Company's anticipated
needs. In the event that additional funding is required to review or investigate
any potential merger or acquisition candidate, we may attempt to raise
additional capital through a private placement to accredited investors. Since we
have not yet identified any potential targets, it is impossible to predict
whether additional capital may be required during the next 12 months.

         Except for the additional shares that may be sold to Stirling and its
advisors, our management team has no plans to offer or sell any securities for
cash. However, we may decide to engage in such activities in the future. In such
an event, we will probably sell securities for cash in a private placement
transaction because Rule 419 severely restricts the ability of blank check
companies to offer registered securities for cash and use the proceeds of such
an offering in their business. Since we are not currently conducting a
registered offering of securities, and does not intend to conduct any such
offering in the foreseeable future, our management team does not believe that
Rule 419 will become applicable in the foreseeable future.



<PAGE>


PART II - OTHER INFORMATION

ITEM 1.       LEGAL PROCEEDINGS

              NONE

ITEM 2.       CHANGES IN SECURITIES

              NONE

ITEM 3.       DEFAULTS ON SENIOR SECURITIES

              NONE

ITEM 4.       SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS

              NONE

                           ITEM 5. OTHER INFORMATION

              NONE

ITEM 6.       EXHIBITS AND REPORTS ON FORM 8-K

A.       Exhibits

99.1     Statement of Chief Executive and Chief Financial Officer Pursuant to
         Section 1350 of Title 18 of the United States Code

       B. Reports on Form 8-K None

                                   SIGNATURES

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

                                                /s/ Sally Fonner
                                                Sally A. Fonner
                                              Chief Executive Officer and
                                               Chief Financial Officer
                                               Dated: December 16, 2002


<PAGE>


                                  EXHIBIT 99.1

            STATEMENT OF CHIEF EXECUTIVE AND CHIEF FINANCIAL OFFICER
         PURSUANT TO SECTION 1350 OF TITLE 18 OF THE UNITED STATES CODE


Pursuant to Section 1350 of Title 18 of the United States Code, the undersigned,
Sally A. Fonner, Chief Executive Officer and Chief Financial Officer of The
Enchanted Village, Inc. (the "Company"), hereby certifies that:

       The Company's Form 10-Q Quarterly Report for the period ended October 31,
       2002 (the "Report") fully complies with the requirements of Section 15(d)
       of the Securities Exchange Act of 1934; and

       The information contained in the Report fairly presents, in all material
       respects, the financial condition and results of operations of the
       Company.


                      /s/ Sally A Fonner
                   Sally A. Fonner
                   Chief Executive Officer and
                   Chief Financial Officer
                   Dated: December 16, 2002