U.S. SECURITIES AND EXCHANGE COMMISSION



FORM 10-QSB





|(MARK ONE)
|----------
|[X]       
|OR        
|[ ]       





|COMMISSION FILE NUMBER: 000-28684                                                                                                                                                                                                                                                                                           
|----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|                                                                                                                                                                                                                                                                                                                            
|BOYSTOYS.COM, INC.(EXACT NAME OF SMALL BUSINESS ISSUER IN ITS CHARTER)                                                                                                                                                                                                                                                      
|                                                                                                                                                                                                                                                                                                                            
|CALIFORNIA(STATE OR OTHER JURISDICTION OF 
INCORPORATION OR ORGANIZATION)                                                                                                                                                                                                                                                   
|                                                                                                                                                                                                                                                                                                                            
|5782 CAMINITO EMPRESA, LA JOLLA, CALIFORNIA 92037(ADDRESS OF PRINCIPAL EXECUTIVE OFFICE)                                                                                                                                                                                                                                    
|                                                                                                                                                                                                                                                                                                                            
|(619) 895-6900ISSUER'S TELEPHONE NUMBER, INCLUDING AREA CODE                                                                                                                                                                                                                                                                
|                                                                                                                                                                                                                                                                                                                            
|________________________________(FORMER NAME, FORMER ADDRESS, AND FORMER FISCAL YEAR, IF CHANGED SINCE LAST REPORT)                                                                                                                                                                                                         
|                                                                                                                                                                                                                                                                                                                            
|CHECK WHETHER THE ISSUER (1) FILED ALL REPORTS REQUIRED TO BE FILED BY SECTION 13 OR 15(D) OF THE EXCHANGE ACT DURING THE PAST 12 MONTHS (OR FOR SUCH SHORTER PERIOD THAT THE REGISTRANT WAS REQUIRED TO FILE SUCH REPORTS), AND (2) HAS BEEN SUBJECT TO SUCH FILING REQUIREMENTS FOR THE PAST 90 DAYS.  
YES _X_     NO ___
|                                                                                                                                                                                                                                                                                                                            
|THE NUMBER OF SHARES OUTSTANDING OF THE REGISTRANT'S COMMON STOCK AS OF SEPTEMBER 30, 2003 WAS 8,172,139 SHARES.                                                                                                                                                                                                            



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BoysToys.com, Inc.

TABLE OF CONTENTS





|          |                       |                                                                                       |                                                                                                                                                                                                        |       | Page Number
|--------- | --------------------- | ------------------------------------------------------------------------------------- | ------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------ | ----- | -----------
|          |                       |                                                                                       |                                                                                                                                                                                                        |       |            
|PART I -  | FINANCIAL INFORMATION |                                                                                      
|          | Item 1.               | Financial Statements                                                                  |                                                                                                                                                                                                       
|          |                       | Consolidated Balance Sheets                                                           |                                                                                                                                                                                                       
|          |                       |                                                                                       | September 30, 2002 (unaudited) and September 30, 2003                                                                                                                                                  | F - 1
|          |                       | Consolidated Statements of Operations (unaudited)                                     |                                                                                                                                                                                                       
|          |                       |                                                                                       | Three Months Ended September 30, 2003 (unaudited) 
and Three Months Ended September 30, 2002 (unaudited)
and Nine Months Ended September 30, 2002 (unaudited)
and Nine Months Ended September 30, 2003 | F - 2
|          |                       | Consolidated Statements of Cash Flows (unaudited)                                     |                                                                                                                                                                                                       
|          |                       |                                                                                       | Nine Months Ended September 30, 2002 and September 30, 2003                                                                                                                                            | F - 3
|          |                       | Notes to Consolidated Financial Statements (unaudited)                                | F - 4                                                                                                                                                                                                 
|          | Item 2.               | Management's Discussion and Analysis of Financial Condition
and Results of Operations | 13                                                                                                                                                                                                    
|          | Item 2A.              | Factors That May Affect Future Results                                                | 18                                                                                                                                                                                                    
|          |                       |                                                                                       |                                                                                                                                                                                                        |       |            
|PART II - | OTHER INFORMATION     |                                                                                      
|          | Item 1.               | Legal Proceedings                                                                     | 21                                                                                                                                                                                                    
|          | Item 2.               | Changes in Securities                                                                 | 21                                                                                                                                                                                                    
|          | Item 3.               | Defaults Upon Senior Securities                                                       | 21                                                                                                                                                                                                    
|          | Item 4.               | Submission of Matters to a Vote of Security Holders                                   | 21                                                                                                                                                                                                    
|          | Item 5.               | Other Information                                                                     | 21                                                                                                                                                                                                    
|          | Item 6.               | Exhibits and Reports on Form 8-K                                                      | 22                                                                                                                                                                                                    



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Part I.  Financial Information

Item 1.  Financial Statements





|BOYSTOYS.COM, INC.                                  
|----------------------------------------------------
|CONSOLIDATED BALANCE SHEETS                         
|As of September 30, 2003 and December 31, 2002      
|                                                    
|                                                    
|                                                    
|ASSETS                                              
|                                                    
|Current Assets:                                     
|                                                    
|                                                    
|Total Current Assets                                
|                                                    
|Property and Equipment, Net                         
|                                                    
|Other Assets:                                       
|                                                    
|                                                    
|                                                    
|Total Other Assets                                  
|                                                    
|TOTAL ASSETS                                        
|                                                    
|                                                    
|LIABILITIES AND SHAREHOLDERS' EQUITY (DEFICIT)      
|                                                    
|Current Liabilities:                                
|                                                    
|                                                    
|                                                    
|                                                    
|                                                    
|Total Current Liabilities                           
|                                                    
|TOTAL LIABILITIES                                   
|                                                    
|                                                    
|Shareholders' Equity (Deficit) :                    
|                                                    
|                                                    
|                                                    
|                                                    
|                                                    
|                                                    
|                                                    
|Total Shareholders' Equity (Deficit)                
|                                                    
|TOTAL LIABILITIES AND SHAREHOLDERS' EQUITY (DEFICIT)
|                                                    

See Notes to Consolidated Financial Statements

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|BOYSTOYS.COM, INC.                                                  
|--------------------------------------------------------------------
|CONSOLIDATED STATEMENTS OF OPERATIONS                               
|For the Nine and Three Months Ended September 30, 2003 and 2002     
|                                                                    
|
|                                                                    
|                                                                    
|                                                                    
|                                                                    
|                                                                    
|                                                                    
|                                                                    
|                                                                    
|                                                                    
|                                                                    
|                                                                    
|                                                                    
|Total General & Administrative Expenses                             
|                                                                    
|Operating Income (Loss)                                             
|                                                                    
|Other Income (Expenses)                                             
|                                                                    
|                                                                    
|                                                                    
|                                                                    
|Total Other Income (Expenses)                                       
|                                                                    
|Deficit Before Income Taxes                                         
|                                                                    
|Provision for Income Taxes                                          
|                                                                    
|Net Income (Loss)                                                   
|                                                                    
|                                                                    
|Net income (loss) per share                                         
|                                                                    
|                                                                    
|Weighted average shares used for net income (loss) per share        
|                                                                    
|                                                                    
|Net income (loss) per diluted share                                 
|                                                                    
|                                                                    
|Weighted average shares used for net income (loss) per diluted share
|                                                                    

See Notes to Consolidated Financial Statements

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|BOYSTOYS.COM, INC.                                             
|---------------------------------------------------------------
|CONSOLIDATED STATEMENTS OF CASH FLOWS                          
|For the Nine and Three Months Ended September 30, 2003 and 2002
|                                                               
|
|                                                               
|                                                               
|                                                               
|                                                               
|Cash Flows from Operating Activities:                          
|                                                               
|                                                               
|                                                               
|                                                               
|                                                               
|                                                               
|                                                               
|                                                               
|                                                               
|                                                               
|                                                               
|                                                               
|Net cash provided by (used in) operating activities            
|                                                               
|                                                               
|Cash Flows from Investing Activities:                          
|                                                               
|                                                               
|                                                               
|Net cash provided by (used in) investing activities            
|                                                               
|                                                               
|Net increase (decrease) in cash                                
|                                                               
|Cash at beginning of period                                    
|                                                               
|Cash at end of period                                          
|                                                               
|                                                               
|                                                               
|SUPPLEMENTAL DISCLOSURES OF CASH FLOW INFORMATION :            
|Cash paid during the period for :                              
|                                                               
|                                                               
|                                                               
|                                                               

See Notes to Consolidated Financial Statements

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|BOYSTOYS.COM, INC.                        
|------------------------------------------
|NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
|As of September 30, 2003                  

NOTE 1 - ORGANIZATION AND BUSINESS

BoysToys.com., Inc. (formerly Alternative Entertainment, Inc.) was incorporated in the state of Delaware on April 21, 1997, under the name Wagg Corp. ("Wagg").  BoyToys.com, Inc. engaged in the business of developing, owning and operating nightclubs providing exotic dance entertainment combined with a full service restaurant, lounge, and business meeting facilities.



On December 6, 1993 Alternative Entertainment, Inc. a Nevada corporation ("AEI Nevada") was formed.  On September 11, 1999, a wholly owned subsidiary was formed, RMA of San Francisco, Inc., a California Corporation.



On January 15, 1998, Wagg acquired 80% of the outstanding common stock of AEI Nevada.  On January 25, 1998, the shareholders of AEI Nevada voted to execute a one-for-three reverse split of its common stock.  On January 26, 1998, the shareholders of Wagg voted to execute a one-for-two reverse split of its common stock.  Number of shares and per share amounts have been restated as though the transaction occurred on December 6, 1993 (Inception).



Following these actions and on January 28, 1998, the AEI Nevada Board of Directors voted to approve a plan and agreement of reorganization between Wagg and AEI Nevada.  Under the terms of the reorganization, each share of AEI Nevada common stock was exchanged for one share of Wagg common stock owed by AEI Nevada, and all of the assets of AEI Nevada were transferred to Wagg.  This resulted in AEI Nevada becoming a wholly-owned subsidiary of Wagg.  In conjunction with these actions, the shareholders of Wagg approved an amendment of Wagg's Certificate of Incorporation to change its name to Alternative Entertainment, Inc., a Delaware Corporation ("AEI").  The reorganization has been accounted for as a reverse acquisition with a public shell.  Accordingly, the accompanying consolidated financial statements have been presented as if AEI Nevada had always been a part of Wagg.

During 1998 Wagg changed its name to AEI.  On December 29, 1998, AEI changed its name to BoysToys.com, Inc. (the "Company").



Activity for all periods prior to 2000 consisted primarily of efforts devoted to identifying suitable properties for acquisition, performing administrative functions, and the initial construction of the Company's first establishment located in San Francisco, California.  In January 2000 operations commenced at this location in San Francisco, with RMA of San Francisco as the operating entity.



On May 8, 2001 the Company filed a petition for relief under Chapter 11 of the United States Bankruptcy Code.  The filing was in response to an unexpected attempt by the landlord to terminate the Company's long-term lease for the club in San Francisco.  In the third quarter the United States Bankruptcy Court transferred operations away from the Company (September 12, 2002).  On October 6, 2002 the United States Bankruptcy court entered an order for Chapter 7 dissolution (See Notes 8 & 9).



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NOTE 2 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

Principles of Consolidation

The consolidated financial statements include the accounts of the Company and its wholly owned subsidiaries, RMA of San Francisco, Inc. and AEI Nevada.  All significant inter-company transactions and balances have been eliminated.

Basis of Accounting

The Company's policy is to use the accrual method of accounting and to prepare and present financial statements in accordance with generally accepted accounting principles.

Financial Instruments

The carrying amounts reported in the balance sheets for cash, accounts payable and accrued expenses approximate fair value due to the immediate short-term maturity of these financial instruments.



The fair value of the Company's notes payable and convertible debt approximates the carrying amount based on the current rates offered to the Company for debt of the same remaining maturities with similar collateral requirements.

Property and Equipment

Property and equipment were stated at cost.  The Company capitalizes all leasehold improvements, equipment and fixtures in accordance with Generally Accepted Accounting Principles.  Equipment and fixtures were depreciated using the straight-line method over the estimated asset lives ranging from 3 to 7 years.  Leasehold improvements were amortized using the straight-line method over the shorter of either the estimated life of the improvements or the length of the lease.



Leasehold improvements are primarily architectural, planning and construction costs associated with construction.  Equipment and fixtures are primarily computer systems, furniture, lighting, sound and video equipment.  The Company applies the provisions of Statement of Financial Accounting Standards SFAS No. 34.  Consequently, interest cost related to the construction of the Company's first establishment was capitalized and was being amortized consistent with the leasehold improvements.



Stock Based Compensation

In October 1995, the Financial Accounting Standards Board (FASB) issued Statement of Financial Accounting Standards (SFAS) No. 123, "Accounting for Stock-Based Compensation."  This statement allows entities to measure compensation costs related to awards of stock-based compensation, using either the fair value method or the intrinsic value method.  The Company has elected to account for stock-based compensation programs using the intrinsic value method.



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NOTE 2 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued)

Stock Based Compensation (Continued)



Companies that do not choose to adopt the expense recognition rules of SFAS No. 123 will continue to apply the existing accounting rules contained in Accounting Principles Board Opinion (APB) No. 25, but are required to provide proforma disclosures of the compensation expense determined under the fair-value provisions of SFAS No. 123.  APB No. 25 requires no recognition of compensation expense for most of the stock-based compensation arrangements provided by the Company, namely, broad-based employee stock purchase plans and option grants where the exercise price is equal to the market price at the date of the grant.

Long-lived Assets

In March 1995, the FASB issued SFAS No. 121, "Accounting for the Impairment of Long-lived Assets and for Long-lived Assets to Be Disposed Of," which requires impairment losses to be recorded on long-lived assets used in operations when indicators of the impairment are present and the undiscounted cash flows estimated to be generated by those assets are less than the assets' carrying amount.  SFAS No. 121 also addresses the accounting for long-lived assets that are expected to be disposed of.  No impairment of long-lived assets has been recognized.

Income Taxes

The Company accounts for income taxes using the asset and liability method.  Under the asset and liability method, deferred income taxes are recognized for the tax consequences of "temporary differences" by applying enacted statutory tax rates applicable to future years to differences between the financial statement carrying amounts and the tax bases of existing assets and liabilities.  Deferred tax assets are reduced by a valuation allowance when, in the opinion of management, it is more likely than not that some portion or all of the deferred tax assets will not be realized.

Use of Estimates

The preparation of financial statements in conformity with generally accepted accounting principles requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period.  Actual results could differ from those estimates.

Basic Loss Per Share

In February 1997, the FASB issued SFAS No. 128, "Earnings Per Share", which specifies the computation, presentation and disclosure requirements for earnings (loss) per share for entities with publicly held common stock.  SFAS No. 128 supersedes the provisions of APB No. 15, and requires the presentation of basic earnings (loss) per share and diluted earnings (loss) per share.  The Company has adopted the provisions of SFAS No. 128 effective December 6, 1993 (inception).



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NOTE 2 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued)

Basic Loss Per Share (Continued)

Basic net loss per share excludes dilution and is computed by dividing net loss by the weighted average number of common shares outstanding during the reported periods.  Diluted net loss per share reflects the potential dilution that could occur if a stock option and other commitments to issue common stock were exercised. Stock options issued to an officer in 1999 have been excluded from the weighted average share computation.  This is consistent with accounting principles because during 1999 the average market price of the shares was not greater than the exercise stock option price and was therefore anti-dilutive.

NOTE 3 - NOTE RECEIVABLE - OFFICER

A note receivable in the amount of  $32,738 is due from an officer of the Company as of September 30, 2003.  This note accrued interest at 5.85% up until the bankruptcy filing.

NOTE 4 - INCOME TAXES

Deferred income taxes reflect the next tax effects of temporary differences between the carrying amount of assets and liabilities for reporting and the amounts used for income tax purposes.  The tax effects of items comprising the Company's net deferred tax assets are as follows:



|                                  | For the Year Ended December 31, 2002
|--------------------------------- | ------------------------------------
|                                 
|                                  |                                     
|Deferred tax assets:              |                                     
|                                  |                                     
|Net operating loss carry-forwards | $                                   
|Other                             |                                     
|                                  |                                     
|Gross deferred tax assets         |                                     
|Valuation allowance               |                                     
|                                  |                                     
|Net deferred tax assets           | $                                   
|                                  |                                     

As of September 30, 2003, the Company has net operating loss carry-forwards for both federal and state income tax purposes of approximately $6,300,000, which expire through 2022.  Under federal and state laws, the availability of the Company's net operating loss carry-forward may be limited if a cumulative change in ownership of more than 50% occurs within any three year period.



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NOTE 5 - NOTES PAYABLE - CONVERTIBLE DEBT

Notes payable as of September 30, 2003, consist of the following:



|Secured promissory notes with issuance dates ranging from September 1995 to May 2000 and with interest rates ranging from 8% to 12% per annum.  The notes are due at the earlier of one year after the date of the note or 60 days after the Company's common stock is traded on any securities exchange or in any over-the-counter market.  The notes and accrued interest thereon are secured by Company common stock and note holders have the option to convert their debt into common stock.  These notes were not paid at their maturity dated and is due upon demand.  Rates  for conversion vary from $.40 to $1 per share. | $403,440           
|----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------- | -------------------
|                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                    |                    
|Unsecured convertible promissory note which is not to exceed $1,500,000 Interest accrues at 12% per year, payable quarterly.  Conversion can be  exercised at maturity (upon demand) at a price of $ 0.40 per share.                                                                                                                                                                                                                                                                                                                                                                                                                | 1,114,671          
|                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                    |                    
|Unsecured convertible promissory note of $300,000 dated December 3, 1999 with a maturity date of December 1, 2000, and accrues interest at 12% per annum.  Conversion can be exercised at Maturity at a price of $ 0.36 per share.                                                                                                                                                                                                                                                                                                                                                                                                  | 300,000            
|                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                    |                    
|Unsecured convertible promissory note of $100,000 dated January 10, 2000 with a maturity date of December 1, 2000, and accrues interest at 10% Per annum.  Conversion can be exercised at maturity at a price of $ 0.25 per share.                                                                                                                                                                                                                                                                                                                                                                                                  | - 0 -              
|                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                    | -------------------
|TOTALS                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                              | $1,818,111         
|                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                    | ===========        



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NOTE 5 - NOTES PAYABLE - CONVERTIBLE DEBT (Continued)

Accrued interest related to notes payable totaled $193,860 as of September 30, 2003. During 2000 notes payable of $650,000 were converted into shares of common stock.  The beneficial conversion feature of $631,086 was calculated by multiplying the intrinsic value of the stock times the number of shares the notes can be converted into.  The intrinsic value of a conversion feature is based upon the difference between the fair market value of the stock and the conversion price.  The Company filed for bankruptcy protection, as discussed in Note 8, and this had a significant effect on the repayments of notes payable.  Interest accruals ceased as of the filing date.

NOTE 6 - SHAREHOLDERS' EQUITY

Stock option plans

The Company has approved two stock option plans that become effective January 1, 1994, an Incentive Stock Option Plan and a Non-qualified Stock Option Plan.  Both plans are available to officers, directors and key employees of the Company.  Each plan allows for the purchase of up to 500,000 shares of common stock of the Company.



During the year ended December 31, 1998, the Company issued 60,000 options to a director under the non-qualified stock option plan.  During the year ended December 31, 1999, 1,950,000 options were granted to officers of the Company as a compensation award.  The options were immediately exercisable for $0.25 per share and were granted at less than the quoted market price of the stock on the date of grant.  The Company has elected to account for incentive grants and grants under its Plan following APB No. 25 and related interpretations.  Accordingly, the Company recorded $30,000 and $3,042,000 as compensation expense for the year ended December 31, 1998 and the year ended December 31, 1999, respectively, with a corresponding credit to additional paid in capital.  Since 1999 the Company has not issued any additional stock compensation.



NOTE 7 - BANKRUPTCY

On May 8, 2001 the Company filed a petition for relief under Chapter 11 of the United States Bankruptcy Code.  The filing was in response to an unexpected attempt by the landlord to terminate the Company's long-term lease for the club in San Francisco.  The Company had planned to emerge from these proceedings with a workable reorganization plan to repay its major creditors, including the landlord.  The Company was current in its monthly rent obligations, but the landlord is also a short-term creditor with whom the Company was trying to negotiate new payment terms. On September 21, 2001 the Company's subsidiary (RMA of San Francisco, Inc.) also filed a petition for relief under Chapter 11 of the United States Bankruptcy Code, and subsequently the cases were consolidated.  The Company submitted reorganization plans to the Court for approval, but the plans were rejected. The Bankruptcy Court ordered the transfer of operations as of September 13, 2002, and then subsequently entered an order for liquidation on October 6, 2002.



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NOTE 7 - BANKRUPTCY (Continued)

The assets were transferred to a third party for approximately $1,450,000.   As part of this transaction three of the Company's creditors, with claims totaling approximately $1,350,000 agreed to waive immediate payment of their claim and made payment arrangements with the buyer.  A portion of the remaining funds were used to satisfy Trustee fees, Court fees, payroll taxes, and administrative fees incurred during bankruptcy.  The remaining funds will be used to satisfy all other claims on an equal basis including notes payable and trade accounts payable.  The extent to which these claims will or will not be satisfied is not being determinable at this time.  It is possible that these claims will not completely satisfied through this process and that the Company will have some remaining liabilities.



This has, in all practical terms, dissolved RMA of San Francisco and left the Company without an operating business.  The Company has begun the search for other ventures.



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





Company Structure







The Company's Business











Internet-Related Matters





Prior Public Offering of Subsidiary & Prior Filing Deficiencies









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The San Francisco Club

















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Plan of Operation - General















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

Three Month Period Ended September 30, 2002 and September 30, 2003















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Nine Month Periods Ended September 30, 2002 and September  30, 2003











Liquidity and Capital Resources









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Item 2a.  Factors that May Affect Future Results

















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PART II - OTHER INFORMATION



Item 1.  Legal Proceedings









Item 2.  Changes in Securities





Item 3.  Defaults Upon Senior Securities





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





Item 5.  Other Information





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Item 6.  Exhibits and Reports on Form 8-K



(a) Exhibits

The following exhibits were filed with the Company's Form 10-SB and are hereby incorporated by reference herein:



|3     | Certificate of Incorporation - Wagg Corp.                       
|----- | ----------------------------------------------------------------
|3.1   | Amendment to Certificate of Incorporation - Wagg Corp.          
|3.2   | Amendment to Certificate of Incorporation - Wagg Corp.          
|3.3   | By-Laws of Wagg Corp. (Delaware)                                
|3.4   | Articles of Incorporation - Alternative Entertainment, Inc. (NV)
|3.5   | By-Laws of Alternative Entertainment, Inc. (NV)                 
|3.6   | Articles of Incorporation of RMA of San Francisco, Inc.         
|3.7   | By-Laws of RMA of San Francisco, Inc.                           
|4.1   | Specimen of Common Stock Certificate                            
|      |                                                                 
|10    | Agreement for the Purchase of Common Stock                      
|10.1  | Lease for Office Space in La Jolla, California                  
|10.2  | Lease of Real Property from Roma Cafe, Inc.                     
|10.3  | Lease of Apartment Units in San Francisco, California           
|10.4  | Indemnification Agreement between the Company and Ralph M. Amato
|10.5  | Agreement with Itex Corporation                                 
|10.6  | Employment Agreement Between the Company and Gary Marlin        
|10.7  | Loan Agreement with Unsecured Convertible Note                  
|10.8  | Unsecured Promissory Note (C. Palozzi)                          
|10.9  | Settlement Agreement With Bowne of Los Angeles, Inc.            
|10.10 | Unsecured Promissory Note (V. Amato)                            
|10.11 | Unsecured Promissory Note (V. Amato)                            
|10.12 | Secured Promisory Note (R. Smith)                               
|10.13 | Secured Promissory Note (I. Weeda Family Trust)                 
|10.14 | Secured Promissory Note (I. Weeda Family Trust)                 
|10.15 | Secured Promissory Note (K. Marc)                               
|10.16 | Secured Promissory Note (G. W. Smith)                           
|10.17 | Secured Promissory Note (D. Hylton)                             
|10.18 | Secured Promissory Note (M. Yonika)                             
|10.19 | Unsecured Promissory  Note (R. Kaelan)                          
|10.20 | Unsecured Convertible Promissory Note ($300,000 - Chin)         
|10.21 | Addendum to Promissory Note (Essex)                             
|10.22 | Unsecured Promissory Note ($70,000 - Amato)                     
|10.23 | Unsecured Promissory Note ($16,000 - Amato)                     
|10.24 | Unsecured Promissory Note ($100,000 - Chin)                     
|23.1  | Consent of Pannell Kerr Forster                                 
|23.2  | Resignation of Pannell Kerr Forster                             



(b) Reports on Form 8-K





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SIGNATURE



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





|                       | Registrant:
BoysToys.com, Inc                                                               
|---------------------- | --------------------------------------------------------------------------------------------
|                       | .                                                                                           
|                       |                                                                                             
|                       | /s/ Ralph M. Amato
Ralph M. Amato
President, Chief Executive Officer
Chief Financial Officer
|                       |                                                                                             
|Date:November 11, 2003 |                                                                                             



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