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

**FORM 10-QSB**

| (Mark One)                                                          |
|---------------------------------------------------------------------|
|                                                                     |  |
| [X]                                                                 | QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES |
|                                                                     | EXCHANGE ACT OF 1934 |
|                                                                     |  |
|                                                                     | **For the quarterly period ended March 31, 2002** |
|                                                                     |  |
| [ ] TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE EXCHANGE ACT |
|                                                                     |  |
|                                                                     | For the transition period from to |

| **001-15337**            |
|--------------------------|
| (Commission file number) |

| **Modern MFG Services, inc.**                                     |
|-------------------------------------------------------------------|
| (Exact name of small business issuer as specified in its charter) |

| **Nevada**                        |
|-----------------------------------|
| (State or other jurisdiction      |
| of incorporation or organization) |

| **84-0503585**      |
|---------------------|
| (IRS Employer       |
| Identification No.) |

| **4462 Russell Road, Suite 102**         |
|------------------------------------------|
| **Mukilteo, Washington 98275**           |
| (Address of principal executive offices) |

| **(425) 315-1772**          |
|-----------------------------|
| (Issuer's telephone number) |

| (Former name, former address and former fiscal year, if changed since last report) |
|------------------------------------------------------------------------------------|

[X] 

Check whether the issuer (1) filed all reports required to be filed by Section 13 or15(d) of the Exchange Act during the past 12 months (or for such shorter period that theregistrant was required to file such reports), and (2) has been subject to such filingrequirements for the past 90 days. 

The number of shares outstanding of each of the issuer's classes of common equity: Asof March 31, 2002 - 13,258,485 shares of Common Stock 

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

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|            | **Modern MFG Services, Inc.**                               |        |
|------------|-------------------------------------------------------------|--------|
|            |                                                             |        |
|            | **Index**                                                   |        |
|            |                                                             | Page   |
|            |                                                             | Number |
|            |                                                             |        |
| PART I.    | FINANCIAL INFORMATION                                       |        |
|            |                                                             |        |
| Item 1.    | Financial Statements                                        |        |
|            |                                                             |        |
|            | Balance Sheet as of March 31, 2002                          | 3      |
|            |                                                             |        |
|            | Statement of Operations                                     | 4      |
|            |                                                             |        |
|            | Statement of Cash Flows                                     | 5      |
|            |                                                             |        |
|            | Notes to Financial Statements                               | 6      |
|            |                                                             |        |
| Item 2.    | Management's Discussion and Analysis of Financial Condition |        |
|            | and Plan of Operations                                      | 7      |
|            |                                                             |        |
| Part II.   | OTHER INFORMATION                                           |        |
|            |                                                             |        |
| Item 1.    | Legal Proceedings                                           | 8      |
|            |                                                             |        |
| Item 2.    | Change in Securities and Use of Proceeds                    | 8      |
|            |                                                             |        |
| Item 3.    | Defaults Upon Senior Securities                             | 8      |
|            |                                                             |        |
| Item 4.    | Submission of Matters to a Vote of Security Holders         | 8      |
|            |                                                             |        |
| Item 5.    | Other Information                                           | 8      |
|            |                                                             |        |
| Item 6.    | Exhibits and Reports on Form 8-K                            | 8      |
|            |                                                             |        |
| SIGNATURES | 8                                                           |

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**PART I. FINANCIAL INFORMATION**

**ITEM 1. Financial Statements**

| **Modern MFG Services, Inc.**  |
|--------------------------------|
| **CONCOLIDATED BALANCE SHEET** |

|                                                   | **March 31, 2002** |
|---------------------------------------------------|--------------------|
| **Assets**                                        |                    |
|                                                   |                    |
| **Current Assets**                                |                    |
| Cash and cash equivalents                         | $ 372              |
|                                                   |                    |
| **Total Current Assets**                          | 372                |
|                                                   |                    |
| **Property and Equipment**                        |                    |
| Equipment                                         | 6,175              |
|                                                   |                    |
| **Other Assets**                                  |                    |
| Prepaid expenses                                  | 38,500             |
| Software license                                  | 210,000            |
| Capitalized website development costs             | 269,908            |
|                                                   |                    |
| **Total Assets**                                  | $ 524,955          |
|                                                   |                    |
| **Liabilities and Stockholders' Deficit**         |                    |
|                                                   |                    |
| **Current Liabilities**                           |                    |
| Accounts payable                                  | $ 142,955          |
| Payable on software license                       | 185,000            |
| Consulting fee payable                            | 205,000            |
| Payable to related parties                        | 607,025            |
|                                                   |                    |
| **Total Current Liabilities**                     | $ 1,139,980        |
| **Unearned Income**                               | 175                |
| **Stockholders' (Deficit)**                       |                    |
| Common Stock, par value $.001 per share,          |                    |
| authorized 100,000,000 issued and outstanding     |                    |
| 13,258,485 shares as of March 31, 2002            | 13,259             |
| Additional paid-in capital                        | 898,428            |
| Retained deficit                                  | (1,526,887)        |
|                                                   |                    |
| **Total Stockholders' (Deficit)**                 | (615,200)          |
|                                                   |                    |
| **Total Liabilities and Stockholders' (Deficit)** | $ 524,955          |

The accompanying notes are an integral part of the financial statements.

3 

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| **Modern MFG Services, Inc.**             |
|-------------------------------------------|
| **CONSOLIDATED STATEMENTS OF OPERATIONS** |

|                                     | **For the Nine Months Ended** | **For the Three Months Ended** |
|-------------------------------------|-------------------------------|--------------------------------|
|                                     | **March 31, 2001**            | **March 31, 2002**             | **March 31, 2001** | **March 31, 2002** |
|                                     | **(Unaudited)**               | **(Unaudited)**                | **(Unaudited)** | **(Unaudited)** |
|                                     |                               |                                |  |  |
| **Income**                          | $ -                           | $ -                            | $ - | $ - |
|                                     |                               |                                |  |  |
| **Operating expenses**              |                               |                                |  |  |
| General and administrative expenses | (101,595)                     | (75,417)                       | (27,896) | (6,960) |
|                                     |                               |                                |  |  |
| **Net Loss**                        | $ (101,595)                   | $ (75,417)                     | $ (27,896) | $ (6,960) |
|                                     |                               |                                |  |  |
| **Basic Loss Per Share**            | $ (0.01)                      | $ (0.01)                       | $ (0.00) | $ (0.00) |
|                                     |                               |                                |  |  |
| **Weighted Average Common**         |                               |                                |  |  |
| **Shares Outstanding**              | 13,258,485                    | 11,516,000                     | 13,258,485 | 11,516,000 |

The accompanying notes are an integral part of the financial statements 

4 

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| **Modern MFG Services, Inc.**             |
|-------------------------------------------|
| **CONSOLIDATED STATEMENTS OF CASH FLOWS** |

|                                                          |                    | **For the Nine Months Ended** |
|----------------------------------------------------------|--------------------|-------------------------------|
|                                                          | **March 31, 2001** | **March 31, 2002**            |
|                                                          |                    | **(Unaudited)**               | **(Unaudited)** |
| **Cash Flows from Operating Activities**                 |                    |                               |  |
|                                                          |                    |                               |  |
| Net loss                                                 | $                  | (101,595)                     | $ (75,417) |
| Adjustments to reconcile net loss to                     |                    |                               |  |
| net cash provided by operating activities:               |                    |                               |  |
| Common stock issued for services                         |                    | 59,250                        | - |
| (Increase) decrease in assets                            |                    |                               |  |
| Decrease in accounts receivable                          |                    | -                             | 81,145 |
| (Increase) in capitalized software development costs     |                    | (36,000)                      | - |
| Increase (Decrease) in Liabilities                       |                    |                               |  |
| Increase in accounts payable and accrued expenses        |                    | 11,433                        | - |
| Increase in payable to officers and affiliates           | 53,785             | -                             |
|                                                          |                    |                               |  |
| **Net cash used in operating activities**                | (13,127)           | 5,728                         |
|                                                          |                    |                               |  |
| **Cash Flows from Investing Activities**                 |                    |                               |  |
| Acquisition of equipment                                 | (6,175)            | -                             |
|                                                          |                    |                               |  |
| **Net cash provided (used) in investing activities**     | (6,175)            | -                             |
|                                                          |                    |                               |  |
| **Cash Flows from Financing Activities**                 |                    |                               |  |
| Advances from related party                              | 14,500             | -                             |
|                                                          |                    |                               |  |
| **Net cash provided by financing activities**            | 14,500             | -                             |
|                                                          |                    |                               |  |
| **Net Increase (Decrease) in Cash and Cash Equivalents** |                    | (4,802)                       | 5,728 |
|                                                          |                    |                               |  |
| **Cash and cash equivalents - beginning of period**      | 5,174              | 145                           |
|                                                          |                    |                               |  |
| Cash and cash equivalents - end of period                | $ 372              | $ 5,873                       |
|                                                          |                    |                               |  |
| **Cash Paid For:**                                       |                    |                               |  |
|                                                          |                    |                               |  |
| Interest Expense                                         | $ -                | $ -                           |
| Income Taxes                                             | $ -                | $ -                           |

The accompanying notes are an integral part of the financial statements.

5 

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| **Modern MFG Services, Inc.**     |
|-----------------------------------|
| **NOTES TO FINANCIAL STATEMENTS** |

**Note 1.**

In the opinion of the Company's management, the accompanying unaudited financialstatements contain all adjustments (consisting of normal recurring accruals) necessary topresent fairly the financial position of the Company as of March 31, 2002 and 2001 and theresults of operations for the three-month and nine-month periods then ended and cash flowsfor the nine-months then ended. The operating results of the Company on a quarterly basismay not be indicative of operating results for the full year. 

6 

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**Modern MFG Services, Inc.**

**Item 2. Management's Discussion and Analysis of Financial Condition and Plan ofOperations**

This statement includes projections of future results and “forward lookingstatements” as that term is defined in Section 27A of the Securities Act of 1933 asamended (the “Securities Act”), and Section 21E of the Securities Exchange Actof 1934 as amended (the “Exchange Act”). All statements that are included inthis Quarterly Report, other than statements of historical fact, are forward lookingstatements. Although management believes that the expectations reflected in these forwardlooking statements are reasonable, it can give no assurance that such expectations willprove to have been correct. 

**Financial Summary**

Results of Operations for the Three-Month Periods Ended March 31, 2001and March 31,2002. 

The net loss of $6,960 for the three-month period ending March 31, 2001; and $27,896for the three-month period ended March 31, 2002; respectively, were comprised of generaland administrative expenses. 

Liquidity and Capital Resources 

For the Nine-Months ended March 31, 2001. 

During the nine-month period ended March 31, 2001, the Company’s cash positionincreased by $5,728. The Company used $75,417 in its operations, and decreased accountsreceivables by $81,145. 

For the Nine-Months ended March 31, 2002. 

During the nine-month period ended March 31, 2002, the Company’s cash positiondecreased by $4,802, $13,127 was used in the Company’s operations, $6,175 was used inthe acquisition of equipment, and $14,500 was advanced from a related party. 

**Management Plan of Operations**

General Plan of Operation 

Modern MFG Services, Inc.'s general plan will be focused on manufacturers in theaerospace, commercial, and medical industries, along with the first and second tier ofsuppliers to these manufacturers. The customers for the services will be purchasing agentsand job shops for these industries. This plan will be the primary focus for Modern MFGServices, Inc.'s marketing efforts during the current fiscal year. During the past fiscalyear, Modern MFG Services, Inc. has focused solely on development stage activities. 

For at least the next nine months of operation, Modern MFG Services, Inc. willsubcontract equipment and personnel to create its operations. This function will bere-evaluated at the end of the nine-month period. 

7 

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**Modern MFG Services, Inc.**

| **Part II.** | **OTHER INFORMATION**                                          |
|--------------|----------------------------------------------------------------|
|              |                                                                |
| **Item 1.**  | **Legal Proceedings**                                          |
|              | None                                                           |
|              |                                                                |
| **Item 2.**  | **Change in Securities and Use of Proceeds**                   |
|              | None                                                           |
|              |                                                                |
| **Item 3.**  | **Defaults Upon Senior Securities**                            |
|              | None                                                           |
|              |                                                                |
| **Item 4.**  | **Submission of Matters to a Vote of Security Holders**        |
|              | Not applicable                                                 |
|              |                                                                |
| **Item 5.**  | **Other Information**                                          |
|              | None                                                           |
|              |                                                                |
| **Item 6.**  | **Exhibits and Reports on Form 8-K**                           |
|              |                                                                |
|              | Exhibits                                                       |
|              |                                                                |
|              | None                                                           |
|              |                                                                |
|              | Reports on Form 8-K                                            |
|              |                                                                |
|              | No filings were made during the period covered by this report. |

**SIGNATURES**

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

| **Modern MFG Services, Inc.**        |
|--------------------------------------|
|                                      |
| By: /s/ Roger Janssen, President     |
| Roger Janssen, President             |
|                                      |
| By: /s/ Terry Burke, CFO             |
| Terry Burke, Chief Financial Officer |

Date: May 24, 2002 

8 

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