U.S. SECURITIES AND EXCHANGE COMMISSION
                            Washington, D.C. 20549


                                FORM 10-QSB


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


                 For the quarterly period ended March 31, 2003




                       Commission File Number: 0-24970




                        ALL-AMERICAN SPORTPARK, INC.
      -----------------------------------------------------------------
      (Exact name of small business issuer as specified in its charter)




           Nevada                                      88-0203976
-------------------------------             ---------------------------------
(State of other jurisdiction of             (IRS Employer Identification No.)
 incorporation or organization)


          6730 South Las Vegas Boulevard, Las Vegas, Nevada  89119
     --------------------------------------------------------------------
         (Address of principal executive offices including zip code)


                              (702) 798-7777
                         ---------------------------
                         (Issuer's telephone number)





Check whether the issuer (1) filed all reports required to be filed by Section
13 or 15(d) of the Exchange Act 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___

As of May 12, 2003, 3,400,000 shares of common stock were outstanding.

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




                       ALL-AMERICAN SPORTPARK, INC.
                               FORM 10-QSB
                                 INDEX
                                                              Page Number
PART I:  FINANCIAL INFORMATION

Item 1.  Consolidated Financial Statements:

         Consolidated Balance Sheets
         March 31, 2003 and December 31, 2002 ..............       3

         Consolidated Statements of Operations
         Three Months Ended March 31, 2003 and 2002 ........       5

         Consolidated Statements of Cash Flows
         Three Months Ended March 31, 2003 and 2002 ........       6

         Notes to Consolidated Financial Statements ........       7

Item 2.  Management's Discussion and Analysis or
         Plan of Operation .................................      10

Item 3.  Controls and Procedures ...........................      12

PART II: OTHER INFORMATION

Item 1.  Legal Proceedings .................................      13

Item 2.  Changes in Securities .............................      13

Item 3.  Defaults Upon Senior Securities ...................      13

Item 4.  Submission of Matters to a Vote of Security
         Holders ...........................................      13

Item 5.  Other Information .................................      13

Item 6.  Exhibits and Reports on Form 8-K ..................      13

SIGNATURES .................................................      14


















                                      2

                 ALL-AMERICAN SPORTPARK, INC. AND SUBSIDIARY
                          CONSOLIDATED BALANCE SHEETS
                     MARCH 31, 2003 AND DECEMBER 31, 2002

ASSETS
                                                 2003             2002
                                             -----------      -----------
                                             (Unaudited)

Current assets:
  Cash                                       $   600,270      $    30,108
  Accounts receivable                             81,142           36,968
  Prepaid expenses and other                      42,528           54,431
                                             -----------      -----------
     Total current assets                        723,940          121,507

Leasehold improvements and equipment, net        791,542          801,513
Due from affiliated stores                       136,733          136,507
Note receivable - related party                   20,000           20,000
Due from other related entities                   39,379           20,017
Other assets                                       3,887            3,488
                                             -----------      -----------
     Total assets                            $ 1,715,481      $ 1,103,032
                                             ===========      ===========































The accompanying notes are an integral part of these consolidated financial
statements.

                                      3


                 ALL-AMERICAN SPORTPARK, INC. AND SUBSIDIARY
                          CONSOLIDATED BALANCE SHEETS
                     MARCH 31, 2003 AND DECEMBER 31, 2002

LIABILITIES AND SHAREHOLDERS' EQUITY DEFICIENCY

                                                 2003             2002
                                             -----------      -----------
                                             (Unaudited)
Current liabilities:
  Current portion of long-term debt          $    95,250      $   106,917
  Current portion of notes payable to
   affiliate                                     200,000          200,000
  Interest payable to affiliate                  103,658           98,658
  Accounts payable and accrued expenses          625,453          726,981
                                             -----------      -----------
     Total current liabilities                 1,024,361        1,132,556

Notes payable to affiliate, net of current
  portion                                      4,113,473        4,113,473
Interest payable to affiliate                  1,306,097        1,203,260
Due to affiliated stores                         175,690          157,910
Due to other related entities                    532,931          534,099
Long-term debt, net of current portion           363,846          378,352
Deferred income                                   58,908           82,408
                                             -----------      -----------
     Total liabilities                         7,575,306        7,602,058
                                             -----------      -----------
Minority interest in subsidiary                  534,084          285,110
                                             -----------      -----------

Shareholders' equity deficiency:
  Series B Convertible Preferred Stock,
   $.001 par value, no shares issued and
   outstanding                                      -                -
  Common Stock, $.001 par value, 10,000,000
   shares authorized, 3,400,000 shares issued
   and outstanding at March 31, 2003 and
   December 31, 2002, respectively                 3,400            3,400
  Additional paid-in capital                  11,462,882       11,462,882
  Accumulated deficit                        (17,860,191)     (18,250,418)
                                             -----------      -----------
     Total shareholders' equity deficiency    (6,393,909)      (6,784,136)
                                             -----------      -----------
Total liabilities and shareholders'
  equity deficiency                          $ 1,715,481      $ 1,103,032
                                             ===========      ===========







The accompanying notes are an integral part of these consolidated financial
statements.

                                      4


                 ALL-AMERICAN SPORTPARK, INC. AND SUBSIDIARY
                    CONSOLIDATED STATEMENTS OF OPERATIONS
              FOR THE THREE MONTHS ENDED MARCH 31, 2003 AND 2002
                                  (UNAUDITED)

                                                 2003             2002
                                             -----------      -----------

Revenues                                     $   614,925      $   588,822
Cost of revenues                                  85,374           70,653
                                             -----------      -----------
     Gross profit                                529,551          518,169
                                             -----------      -----------
Operating expenses:
  Selling, general and administrative            631,637          460,565
  Depreciation and amortization                   16,434           22,210
                                             -----------      -----------
     Total operating expenses                    648,071          482,775
                                             -----------      -----------
Operating income (loss)                         (118,520)          35,394

Interest expense, net                           (122,279)        (127,445)
Other income                                     880,000             -
                                             -----------      -----------
     Income (loss) before minority interest      639,201          (92,051)

Minority interest in (income) loss of
  subsidiary                                    (248,974)           4,943
                                             -----------      -----------
     Net income (loss)                       $   390,227      $   (87,108)
                                             ===========      ===========

NET INCOME (LOSS) PER SHARE:
  Basic and diluted net income (loss)
   per share                                 $      0.11      $     (0.03)
                                             ===========      ===========


















The accompanying notes are an integral part of these consolidated financial
statements.

                                      5



                 ALL-AMERICAN SPORTPARK, INC. AND SUBSIDIARY
                     CONSOLIDATED STATEMENTS OF CASH FLOWS
              FOR THE THREE MONTHS ENDED MARCH 31, 2003 AND 2002
                                  (UNAUDITED)

                                                 2003             2002
                                             -----------      -----------

CASH FLOWS FROM OPERATING ACTIVITIES:
  Net income (loss)                          $   390,227      $   (87,108)
    Adjustment to reconcile net income
     (loss) to net cash provided by
     (used in) operating activities:
    Minority interest                            248,974           (4,943)
    Depreciation and amortization                 16,434           22,210
    Gain on sale of securities                      -              (1,061)
    Changes in operating assets and
     liabilities:
      Increase in accounts receivable            (44,174)          (4,226)
      Decrease in prepaid expenses and other      11,504           24,067
      Decrease in accounts payable and
       accrued expenses                         (101,528)         (51,984)
      Increase in interest payable to
       shareholder and affiliated store          107,837          106,375
      Decrease in deferred income                (23,500)         (25,000)
                                             -----------      -----------
     Net cash provided by (used in)
      operating activities                       605,774          (21,670)
                                             -----------      -----------
CASH FLOWS FROM INVESTING ACTIVITIES:
  Proceeds from sale of securities                  -              76,306
  Leasehold improvements expenditures             (6,463)            -
                                             -----------      -----------
     Net cash provided by (used in)
       investing activities                       (6,463)          76,306
                                             -----------      -----------
CASH FLOWS FROM FINANCING ACTIVITIES:
  Increase (decrease) in due to affiliated
   stores and other related entities              (2,976)          63,786
  Principal payments on notes payable
   to shareholder                                   -             (76,306)
  Principal payments on notes payable and
   capital leases                                (26,173)          (5,680)
                                             -----------      -----------
     Net cash used in financing activities       (29,149)         (18,200)
                                             -----------      -----------
NET INCREASE IN CASH                             570,162           36,436

CASH, beginning of period                         30,108           27,322
                                             -----------      -----------
CASH, end of period                          $   600,270      $    63,758
                                             ===========      ===========

SUPPLEMENTAL CASH FLOW INFORMATION:
  Cash paid for interest                     $    12,599      $    13,626
                                             ===========      ===========

The accompanying notes are an integral part of these consolidated financial
statements.

                                      6


                 ALL-AMERICAN SPORTPARK, INC. AND SUBSIDIARY
                 NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                                  (UNAUDITED)

1.  CONSOLIDATED FINANCIAL STATEMENTS

The accompanying unaudited consolidated financial statements of All-American
SportPark, Inc. ("AASP"), include the accounts of AASP and its 65% owned
subsidiary, All-American Golf Center, Inc. ("AAGC"), collectively the
"Company.  All significant intercompany accounts and transactions have been
eliminated.  The operations of the Callaway Golf Center ("CGC") are included
in AAGC.

The accompanying financial statements have been prepared by the Company
pursuant to the rules and regulations of the Securities and Exchange
Commission relating to interim financial statements.  Accordingly, certain
information and footnote disclosures normally included in financial statements
prepared in accordance with generally accepted accounting principles have been
condensed or omitted.  In the opinion of management, all necessary adjustments
have been made to present fairly, in all material respects, the financial
position, results of operations and cash flows of the Company at March 31,
2003 and for all periods presented.

The preparation of financial statements in conformity with generally accepted
accounting principles requires management to make estimates and assumptions
that may require revision in future periods.

These consolidated financial statements should be read in conjunction with the
Company's Annual Report on Form 10-KSB for the year ended December 31, 2002
from which the December 31, 2002 audited balance sheet was derived.

The Company's operations consist of the Callaway Golf Center located on 42
acres of land on the south end of the Las Vegas "Strip".  The Callaway Golf
Center includes the Divine Nine par 3 golf course fully lighted for night
golf, a 110-tee two-tiered driving range which has been ranked the Number 2
golf practice facility in the United States since it opened in October 1997, a
20,000 square foot clubhouse which includes the Callaway Golf fitting center
and three tenants: the Saint Andrews Golf Shop retail store, Giant Golf
teaching academy, and the Bistro 10 restaurant and bar.

2.  INCOME (LOSS) PER SHARE AND SHAREHOLDER'S EQUITY DEFICIENCY

Basic and diluted income (loss) per share is computed by dividing the reported
net income or loss by the weighted average number of common shares outstanding
during the period. The weighted-average number of common and common equivalent
shares used in the calculation of basic and diluted loss per share were
3,400,000 and 3,150,000 for the three-month periods ended March 31, 2003 and
2002, respectively.

3.  LEASES

The land underlying the Callaway Golf Center is leased to AAGC.  The lease
expires in 2012 and has two five-year renewal options.  Also, the lease has a
provision for contingent rent to be paid by AAGC upon reaching certain levels
of gross revenues.  The lease has a corporate guarantee of AASP.


                                    7


The Company was not able to pay its November and December 2002 land lease
payments due to cash constraints brought on primarily from legal costs
associated with the Company's lawsuit as plaintiff against the general
contractor that built the CGC.  This lawsuit was settled with the general
contractor in March 2003; part of the proceeds of this settlement were used to
pay this past due rent obligation of approximately $64,000 in April 2003.

4.  LONG-TERM DEBT

The Company has outstanding a promissory note payable to Active Media Services
("Active") in the original amount of $1 million due in quarterly installments
of $25,000 through September 2008 without interest.  This note has been
discounted to reflect its present value.

Because of cash flow constraints, the Company negotiated an agreement with
Active to restructure its payments due under the Note.  Certain amounts due
under the Note in 2002 were deferred into 2003.  As noted above, the normal
quarterly payments are $25,000.  In 2003, the amount due for each quarterly
payment is $36,667.  The required payment was made as scheduled on March 31,
2003.  After 2003, the quarterly installments return to the $25,000 payment.

5.  RELATED PARTY TRANSACTIONS

The Company has transactions and relationships with (a) The Company Chairman's
two wholly-owned golf retail stores in Las Vegas, Nevada (the "Paradise Store"
and "Rainbow Store") and, (b) two golf retail stores, both named Saint Andrews
Golf Shop ("SAGS"), owned by the Company's President and his brother.  One of
the SAGS stores is the retail tenant in the Callaway Golf Center.  The
Paradise Store, Rainbow Store, and SAGS are referred to herein as the
"Affiliated Stores." The types of activities that are shared by these entities
are advertising, payroll and employee benefits, warehouse rent, equipment
leases, and miscellaneous office expenses. Costs are allocated to each entity
based on relative benefits received.  Amounts allocated to these related
parties by the Company approximated $60,000 for the quarters ended March 31,
2003 and 2002.

6.  GOING CONCERN MATTERS

The accompanying consolidated 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.  Historically,
the Company has incurred net losses.  As of March 31, 2003, the Company had a
working capital deficit of $300,421 and a shareholders' equity deficiency of
$6,393,909.

AASP management believes that its operations, and existing cash balances of
$600,270 as of March 31, 2003, will be sufficient to fund operating cash needs
and debt service requirements over at least the next 12 months.  In March
2003, the Company reached a settlement with the general contractor and other
entities responsible for building the CGC wherein the Company received
$880,000.  Of this amount, approximately $200,000 was used to pay outstanding
legal and expert fee costs related to the lawsuit.  Part of these settlement
proceeds are expected to fund continuing operations.  Management continues to
seek other sources of funding, which may include Company officers or directors
or other related parties.  In addition, management continues to analyze all
operational and administrative costs of the Company and has made and will
continue to make the necessary cost reductions as appropriate.

                                    8


Among its alternative courses of action, management of the Company may seek
out and pursue a business combination transaction with an existing private
business enterprise that might have a desire to take advantage of the
Company's status as a public corporation.  There is no assurance that the
Company will acquire a favorable business opportunity through a business
combination.  In addition, even if the Company becomes involved in such a
business opportunity, there is no assurance that it would generate revenues or
profits, or that the market price of the Company's common stock would be
increased thereby.

The Callaway Golf Center has generated positive cash flow since 1998.
However, this positive cash flow is used to fund corporate overhead that is in
place in support of the CGC and public company operations.

Management continues to seek out financing to help fund working capital needs
of the Company.  In this regard, management believes that additional
borrowings against the CGC could be arranged although there can be no
assurance that the Company would be successful in securing such financing or
with terms acceptable to the Company.

The consolidated financial statements do not include any adjustments relating
to the recoverability of assets and the classification of liabilities that
might be necessary should the Company be unable to continue as a going
concern.

7.   SUBSEQUENT EVENTS

In April 2003, the Company paid approximately $200,000 to reduce obligations
due related parties.




























                                    9


ITEM 2.  MANAGEMENT'S DISCUSSION AND ANALYSIS OR PLAN OF OPERATION

The following information should be read in conjunction with the Company's
consolidated financial statements and related footnotes included in this
report.

OVERVIEW

The Company's operations consist of the management and operation of a golf
course and driving range property called the Callaway Golf Center.  In May
2001, the Company issued a 35% interest in the Callaway Golf Center to the
property's landlord in exchange for forgiveness of back rent due the landlord.

RESULTS OF OPERATIONS   THREE MONTHS ENDED MARCH 31, 2003 AS COMPARED TO THE
THREE MONTHS ENDED MARCH 31, 2002

     REVENUES.  Revenues of the Callaway Golf Center ("CGC") increased 4.4% to
$614,925 in 2003 compared to $588,822 in 2002.  This increase is due mainly to
an approximate 4% increase in revenue from golf course rounds played and a 15%
increase in revenue from driving range buckets sold in 2003 compared to 2002.
The increase in revenues is attributed to more favorable weather conditions in
January and March 2003 compared to the same months in 2002.

     COST OF REVENUES.  Cost of revenues increased 20.8%, to $85,374 in 2003
compared to $70,653 in 2002.  Cost of revenues as a percentage of Revenues was
13.9 in 2003 compared to 12.0% in 2002.  This increase is due mainly to higher
direct payroll costs related to restructuring of staffing in 2003.

     SELLING, GENERAL AND ADMINISTRATIVE (SG&A).  These expenses consist
principally of administrative payroll, rent, professional fees and other
corporate costs.  These expenses increased 37.1% to $631,637 in 2003 compared
to $460,565 in 2002 due almost exclusively to an approximate $172,000 increase
in legal fees and costs associated with the Company lawsuit as plaintiff
against the general contractor that built the CGC.

     NET INCOME (LOSS).  Net income was $390,227 in 2003 compared to a net
loss of $87,108 for 2002.  The primary differences in 2003 compared to 2002
are as follows:  (1) the Company received an $880,000 settlement from a
lawsuit filed against the general contractor that built the CGC; this was
offset by (2) approximately $175,000 more in legal fees in 2003 than 2002
related to this lawsuit, and (3) minority interest of $248,974 calculated as
35% of the income generated by the CGC which is due almost entirely to the
income generated from the lawsuit settlement.

LIQUIDITY AND CAPITAL RESOURCES

As of March 31, 2003, the Company had a working capital deficit of $300,421
and a shareholders' equity deficiency of $6,393,909.

AASP management believes that its operations, and existing cash balances of
$600,270 as of March 31, 2003, will be sufficient to fund operating cash needs
and debt service requirements over at least the next 12 months.  However, in
its report on the Company's annual financial statements for 2002, the
Company's auditors expressed substantial doubt about the Company's ability to
continue as a going concern.  In March 2003, the Company reached a settlement

                                      10



with the general contractor and other entities responsible for building the
CGC wherein the Company received $880,000.  Of this amount, approximately
$200,000 was used to pay outstanding legal and expert fee costs related to the
lawsuit.  Part of these settlement proceeds are expected to fund continuing
operations.  Management continues to  seek other sources of funding, which may
include Company officers or directors or other related parties.  In addition,
management continues to analyze all operational and administrative costs of
the Company and has made and will continue to make the necessary cost
reductions as appropriate.

Among its alternative courses of action, management of the Company may seek
out and pursue a business combination transaction with an existing private
business enterprise that might have a desire to take advantage of the
Company's status as a public corporation.  At this time, management does not
intend to target any particular industry but, rather, intends to judge any
opportunity on its individual merits.  Any such transaction would likely have
a dilutive effect on the interests of the Company's stockholders that would,
in turn, reduce each shareholders proportionate ownership and voting power in
the Company.  There is no assurance that the Company will acquire a favorable
business opportunity through a business combination.  In addition, even if the
Company becomes involved in such a business opportunity, there is no assurance
that it would generate revenues or profits, or that the market price of the
Company's common stock would be increased thereby.

The Company has no commitments to enter into or acquire a specific business
opportunity and therefore can disclose the risks of a business or opportunity
that it may enter into in only a general manner, and cannot disclose the risks
of any specific business or opportunity that it may enter into.  An investor
can expect a potential business opportunity to be quite risky.  Any business
opportunity acquired may be currently unprofitable or present other negative
factors.

The Callaway Golf Center has generated positive cash flow since 1998.
However, this positive cash flow is used to fund corporate overhead that is in
place in support of the CGC and public company operations.

Working capital needs have been helped by deferring payments of interest and
notes payable balances due to an Affiliate.  Management believes that
additional deferrals of such payments could be negotiated, if necessary.

Management continues to seek out financing to help fund working capital needs
of the Company.  In this regard, management believes that additional
borrowings against the CGC could be arranged although there can be no
assurance that the Company would be successful in securing such financing or
with terms acceptable to the Company.

The Company has raised considerable capital in the past for development
projects.  Expansion programs in other locations are not expected to take
place until the Company achieves an appropriate level of profitability and
positive cash flow. If and when expansion does occur, such expansion is
expected to be funded primarily by third parties.





                                     11



SPECIAL CAUTIONARY NOTICE REGARDING FORWARD-LOOKING STATEMENTS

Certain information included in this Quarterly Report contains statements that
are forward-looking such as statements relating to plans for future expansion
and other business development activities, as well as other capital spending
and financing sources.  Such forward-looking information involves important
risks and uncertainties that could significantly affect anticipated results in
the future and, accordingly, such results may differ from those expressed in
any forward-looking statements made by or on behalf of the Company.  These
risks and uncertainties include, but are not limited to, those relating to
dependence on existing management, leverage and debt service (including
sensitivity to fluctuations in interest rates), domestic or global economic
conditions, changes in federal or state tax laws or the administration of such
laws, changes in regulations and application for licenses and approvals under
applicable jurisdictional laws and regulations.

ITEM 3.  CONTROLS AND PROCEDURES

Under the supervision and with the participation of our management, including
our principal executive officer and principal financial officer, we have
evaluated the effectiveness of the design and operation of our disclosure
controls and procedures within 90 days of the filing date of this quarterly
report, and, based upon their evaluation, our principal executive officer and
principal financial officer have concluded that these controls and procedures
are effective.  There were no significant changes in our internal controls or
in other factors that could significantly affect these controls subsequent to
the date of their evaluation.





























                                   12



                        PART II - OTHER INFORMATION

Item 1.  Legal Proceedings.

On September 12, 2000, the Company filed a complaint against Bentar
Development, Inc. and Contractors Bonding & Insurance Company in the District
Court of Clark County, Nevada, seeking damages for breach of contract, unjust
enrichment, and license bond claim.  Bentar Development, Inc. was the general
contractor on the construction of the Callaway Golf Center.  The Company
settled the case in March 2003 with Bentar and all other involved parties,
except for one subcontractor named Western Technologies.  The settlement with
Bentar resulted in the Company receiving $880,000 in cash.  Subsequent to the
settlement, the Company continued its suit against Western Technologies and
was awarded a judgment against Western Technologies of $660,000 in March 2003.
Western Technologies is opposing the judgment and will likely appeal.

Item 2.  Changes in Securities.  None.

Item 3.  Defaults Upon 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     Certification of Chief       Filed herewith
                  Executive Officer Pursuant   electronically
                  to 18 U.S.C. Section 1350

         99.2     Certification of Chief       Filed herewith
                  Financial Officer Pursuant   electronically
                  to 18 U.S.C. Section 1350

         (b)  Reports on Form 8-K.  None



















                                   13


                                SIGNATURES

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

                                  ALL-AMERICAN SPORTPARK, INC.



Date:  May 15, 2003               By:/s/ Ronald Boreta
                                     Ronald Boreta, President and
                                     Chief Executive Officer

Date:  May 15, 2003               By:/s/ Kirk Hartle
                                     Kirk Hartle, Chief Financial Officer


                               CERTIFICATIONS

     I, Ronald Boreta, Chief Executive Officer, certify that:

   1. I have reviewed this quarterly report on Form 10-QSB of All-American
SportPark, 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. The registrant's other certifying officers and I are responsible for
establishing and maintaining disclosure controls and procedures (as defined in
Exchange Act Rules 13a-14 and 15d-14) for the registrant and we 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. The registrant's other certifying officers and 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 function):

                                      14


        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. The registrant's other certifying officers and 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:  May 15, 2003



/s/ Ronald Boreta
Ronald Boreta
Chief Executive Officer
(Principal Executive Officer)


     I, Kirk Hartle, Chief Financial Officer, certify that:

     1. I have reviewed this quarterly report on Form 10-QSB of All-American
SportPark, 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. The registrant's other certifying officers and I are responsible for
establishing and maintaining disclosure controls and procedures (as defined in
Exchange Act Rules 13a-14 and 15d-14) for the registrant and we 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


                                        15


        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. The registrant's other certifying officers and 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 function):

        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. The registrant's other certifying officers and 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:  May 15, 2003



/s/ Kirk Hartle
Kirk Hartle
Chief Financial Officer
(Principal Financial Officer)



















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