UNITED STATES SECURITIES AND EXCHANGE COMMISSION
                             Washington, D. C. 20549
                                    FORM 10-Q

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

               For the quarterly period ended September 30, 2002

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

For the transition period from                 to
                               ---------------    --------------

Commission File number       O-11695
                       -----------------

                           AMBRA RESOURCES GROUP, INC.
      --------------------------------------------------------------------
               (Exact name of registrant as specified in charter)

           UTAH                                                   87-0403828
-------------------------------------------------           -------------------
(State or other jurisdiction of                              (I.R.S. Employer
incorporation or organization)                              Identification No.)

610-800 West Pender Street, Vancouver., Canada,                   V6C 2V6
-------------------------------------------------           -------------------
(Address of principal executive offices)                        (Zip Code)

                                1- 604- 669-2723
    ------------------------------------------------------------------------
               Registrant's telephone number, including area code


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

         Indicate by check mark whether the registrant (1) has filed all reports
required to be filed by Section 13 or 15(d) of the  Securities  Exchange  Act of
1934  during  the  preceding  12 months  (or for such  shorter  period  that the
registrant was required to file such reports),  Yes [x ] No [ ] and (2) has been
subject to such filing requirements for the past 90 days. Yes [x] No [ ]

                      APPLICABLE ONLY TO CORPORATE ISSUERS:

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

                 Class               Outstanding as of  September  30, 2002
         ----------------------      --------------------------------------
         Common  Stock, $0.001                    160,238,322






<PAGE>
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<CAPTION>




                                            INDEX


                                                                                         Page
                                                                                        Number
<S>               <C>                                                                   <C>
PART I.

          ITEM 1. Financial Statements (unaudited).........................................3

                  Balance Sheets...........................................................4
                    September 30, 2002 and June 30, 2002

                  Statements of Operations
                    Three  months ended September 30, 2002  and  2001......................5
                               and the period  January 27, 1984 to September 30, 2002

                  Statements of Cash Flows
                     Three months ended September 30, 2002 and  2001.......................6
                                and the period  January 27, 1984 to September 30, 2002

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

          ITEM 2. Management's Discussion and Analysis of
                    Financial Condition and Results of Operations.........................11

PART II.          Other Information.......................................................12

                  Signatures..............................................................13


                                             -2-
</TABLE>

<PAGE>




PART I - FINANCIAL INFORMATION

--------------------------------------------------------------------------------


This filing contains certain  forward-looking  statements  within the meaning of
the  Private  Securities  Litigation  Reform Act of 1995.  For this  purpose any
statements  contained  herein that are not statements of historical  fact may be
deemed to be forward-looking  statements.  Without limiting the foregoing, words
such  as  "may,"  "will,"  "expect,"  "believe,"   anticipate,"   "estimate"  or
"continue" or comparable  terminology  are intended to identify  forward-looking
statements.  These  statements  by their nature  involve  substantial  risks and
uncertainty,  and actual results may differ materially depending on a variety of
factors,  many of which are not  within the  Company's  control.  These  factors
include  but  are  not  limited  to  economic  conditions  generally  and in the
industries  in which the  Company  and its  customers  participate;  competition
within  the  Company's   industry,   including   competition  from  much  larger
competitors;  technological  advances which could render the Company's  products
less competitive or obsolete; failure by the Company to successfully develop new
products or to anticipate current or prospective customers' product needs; price
increase or supply  limitations for components  purchased by the Company for use
in its products; and delays,  reductions,  or cancellations of orders previously
placed with the Company.


                          ITEM 1. FINANCIAL STATEMENTS

--------------------------------------------------------------------------------



The  accompanying  balance sheets of Ambra Resources  Group,  Inc. ( development
stage  company) at September 30, 2002 and June 30, 2002,  and the  statements of
operations and cash flows for the three months ended September 30, 2002 and 2001
and the period January 27, 1984 (date of inception) to September 30, 2002,  have
been  prepared  by  the  Company's  management  in  conformity  with  accounting
principles generally accepted in the United States of America. In the opinion of
management,  all adjustments considered necessary for a fair presentation of the
results of  operations  and  financial  position have been included and all such
adjustments are of a normal recurring nature.

Operating  results for the quarter ended September 31, 2002, are not necessarily
indicative  of the  results  that can be  expected  for the year ending June 30,
2003.



                                       -3-

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<CAPTION>



                             AMBRA RESOURCES GROUP, INC.
                            ( Development Stage Company)
                                   BALANCE SHEETS
                        September 30, 2002 and June 30, 2002
----------------------------------------------------------------------------------------


                                         ASSETS
                                                            Sept  2002       June  2002
                                                            -----------      -----------
<S>                                                         <C>              <C>
CURRENT ASSETS
   Cash                                                     $   131,202      $   251,998
    Accounts receivable - income tax refund                     158,266          168,350
    Accounts receivable                                           8,000            8,000
                                                            -----------      -----------
       Total Current Assets                                     297,468          428,348
                                                            -----------      -----------

PROPERTY AND EQUIPMENT - net of accumulated
     depreciation - Note 2                                      239,563          249,063
                                                            -----------      -----------

OTHER ASSETS
    Advance deposits                                             17,000           38,664
    Account receivable - affiliate                              106,061          136,061
    Joint venture interest - Note 5                             125,012          125,012
   Oil leases -  Note 4                                          67,913           67,913
    Other investments                                             9,645            9,645
                                                            -----------      -----------
       Total Other Assets                                       325,631          377,295
                                                            -----------      -----------
                                                            $   862,662      $ 1,054,706
                                                            ===========      ===========

                      LIABILITIES AND STOCKHOLDERS' EQUITY

CURRENT LIABILITIES
    Accounts payable - related parties - Note 7             $    70,068      $   181,912
   Accounts payable                                             126,598           26,663
                                                            -----------      -----------
       Total Current Liabilities                                196,666          208,575
                                                            -----------      -----------

STOCKHOLDERS' EQUITY
   Common stock
     400,000,000 shares authorized, at $.001 par value;
     160,238,322 shares issued and outstanding                  160,238          160,238
   Capital in excess of par value                             7,102,821        7,102,821
    Stock subscriptions receivable                              (65,265)         (75,265)
   Deficit accumulated during the development stage          (6,531,798)      (6,341,663)
                                                            -----------      -----------
       Total Stockholders' Equity                               665,996          846,131
                                                            -----------      -----------
                                                            $   862,662      $ 1,054,706
                                                            ===========      ===========


    The accompanying notes are an integral part of these financial statements

                                       -4-
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<CAPTION>



                                 AMBRA RESOURCES GROUP, INC.
                                ( Development Stage Company)
                                  STATEMENTS OF OPERATIONS
                   For the Three Months Ended September 30, 2002 and 2001
          and the Period January 27, 1984 (date of inception) to September 30, 2002

--------------------------------------------------------------------------------------------

                                                                           January 27, 1984
                                     Sept 30,           Sept 30,         (Date of Inception)
                                       2002               2001            to Sept 30, 2002
                                   -------------      -------------      ------------------
<S>                                <C>                <C>                <C>
REVENUES
   Rents and interest              $       4,260      $       8,139      $          328,293
                                   -------------      -------------      ------------------

EXPENSES

  Exploration, development,              184,895            310,296               8,132,769
        and promotion
  Depreciation                             9,500              6,000                  82,077


                                         194,395            316,296               8,214,846
                                   -------------      -------------      ------------------

NET LOSS - before other income          (190,135)          (308,157)             (7,886,553)

GAIN FROM SALE OF ASSETS                    --                 --                 1,354,755
                                   -------------      -------------      ------------------

NET PROFIT (LOSS)                  $    (190,135)     $    (308,157)     $       (6,531,798)
                                   =============      =============      ==================


LOSS PER COMMON SHARE

       Basic                       $        --        $        --
                                   -------------      -------------



AVERAGE OUTSTANDING
     SHARES

        Basic                        160,238,322        160,238,322
                                   -------------      -------------



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

                                       -5-
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<CAPTION>


                                         AMBRA RESOURCES GROUP, INC.
                                        ( Development Stage Company)
                                          STATEMENTS OF CASH FLOWS
                                For the Three Months Ended September 30, 2002
             and 2001 and the Period January 27, 1984 (Date of Inception) to September 30, 2002
------------------------------------------------------------------------------------------------------------

                                                                                           January 27, 1984
                                                              Sept            Sept        (Date of Inception)
                                                              2002            2001         to Sept 30, 2002
                                                          -----------      -----------      --------------
<S>                                                       <C>              <C>             <C>
CASH FLOWS FROM OPERATING
   ACTIVITIES

   Net profit (loss)                                      $  (190,135)     $  (308,157)     $   (6,531,798)
    Adjustments to reconcile net loss
       to net cash provided by operating
       activities
          Depreciation                                          9,500            6,000              82,077
           Common capital stock issued
              for services & expenses                            --             63,000           4,260,263
           Gain from sale of assets                              --               --            (1,354,755)
          (Increase) decrease in advance deposits              21,664             --                21,664
           (Increase) decrease in accounts receivable          40,084            1,721            (272,327)
           Increase (decrease) in liabilities                 (11,909)            (721)            196,666
                                                          -----------      -----------      --------------
             Net Cash Used By Operations                     (130,796)        (238,157)         (3,598,210)
                                                          -----------      -----------      --------------

CASH FLOWS FROM INVESTING
   ACTIVITIES
    Advance deposits                                             --           (250,000)               --
    Purchase of other assets                                     --               --                (9,645)
   Purchase of property & equipment                              --             (3,479)           (321,640)
   Purchase of  oil & gas leases                                 --           (175,289)           (192,925)
    Net sales of assets                                          --               --             1,599,495
                                                          -----------      -----------      --------------
                                                                 --           (428,768)          1,075,285
                                                          -----------      -----------      --------------
CASH FLOWS FROM FINANCING
   ACTIVITIES
    Stock subscriptions received                               10,000             --                45,000
   Net proceeds from sale of capital stock                       --               --             2,609,127
                                                          -----------      -----------      --------------
   Net increase (decrease) in cash                           (120,796)        (666,925)            131,202

   Cash at beginning of year                                  251,998        1,517,209                --
                                                          -----------      -----------      --------------

   Cash at end of year                                    $   131,202      $   850,284      $      131,202
                                                          ===========      ===========      ==============


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

                                                     -6-
</TABLE>

<PAGE>


                           AMBRA RESOURCES GROUP, INC.
                          ( Development Stage Company)
                          NOTES TO FINANCIAL STATEMENTS
--------------------------------------------------------------------------------


1.  ORGANIZATION

The Company was incorporated  under the laws of the State of Utah on January 27,
1984 with authorized capital stock of 50,000,000 shares at a par value of $0.001
and on May 17, 1999 the authorized  was increased to  100,000,000  shares and on
March 3, 2000 the authorized  was increased to 400,000,000  shares with the same
par value.

The  company has been in the  development  stage  since  inception  and has been
engaged in the business of the acquisition of mining and oil property  interests
and other business activities.

2.  SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

Accounting Methods
------------------
The  Company  recognizes  income and  expenses  based on the  accrual  method of
accounting.

Dividend Policy
---------------
The Company has not yet adopted any policy regarding payment of dividends.

Cash and Cash Equivalents
-------------------------
The Company considers all highly liquid  instruments  purchased with a maturity,
at the time of purchase, of less than three months, to be cash equivalents.

Property and Equipment
----------------------
The  Company's  property and  equipment at  September  30, 2002  consists of the
following:

     Office equipment                                              157,128
     Residential rentals                                           164,511
     Less  accumulated depreciation                                (82,076)
                                                                  --------
                                                                   239,563
Office  equipment is depreciated on the straight line method over five and seven
years and the  residential  rentals are  depreciated on the straight line method
over forty years.

Earnings Per Share
------------------
Earnings  (loss) per share  amounts are computed  based on the weighted  average
number of shares actually outstanding.

                                       -7-

<PAGE>



                           AMBRA RESOURCES GROUP, INC.
                          ( Development Stage Company)
                    NOTES TO FINANCIAL STATEMENTS (Continued)
--------------------------------------------------------------------------------


2.  SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (continued)

Capitalization of  Mining Claim Costs
-------------------------------------
Costs of acquisition,  exploration,  carrying, and retaining unproven properties
are expensed as incurred.  Costs  incurred in proving and  developing a property
ready for production are  capitalized and amortized over the life of the mineral
deposit or over a shorter  period if the property is shown to have an impairment
in value.  Expenditures  for mine equipment are capitalized and depreciated over
their useful lives.

Capitalization of  Oil  Leases  Costs
-------------------------------------
The Company uses the successful  efforts cost method for recording its oil lease
interests, which provides for capitalizing the purchase price of the project and
the additional  costs directly  related to proving the properties and amortizing
these  amounts over the life of the reserve when  operations  begin or a shorter
period if the property is shown to have an  impairment in value or expensing the
remaining balance if proven of no value. Expenditures for oil well equipment are
capitalized and depreciated over their useful lives.

Environmental Requirements
--------------------------
At the report date  environmental  requirements  related to the  mineral  claims
acquired  are  unknown  and  therefore  an estimate of any future cost cannot be
made.

Income Taxes
------------
At September  30, 2002,  the Company had a net  operating  loss carry forward of
$6,531,798.  The tax  benefit of  approximately  $1,959,539  from the loss carry
forward  has been fully  offset by a  valuation  reserve  because the use of the
future tax  benefit is doubtful  because  the  Company is unable to  establish a
predictable projection of operating profits for future years.

The net  operating  loss  carryovers  will  expire  beginning  in the years 2001
through 2023.

Foreign Currency Translation
----------------------------
Part of the  transactions of the Company were completed in Canadian  dollars and
have been  translated to US dollars as incurred,  at the exchange rate in effect
at the time, and therefore, no gain or loss from the translations is recognized.
US dollars are considered to be the functional currency.

Financial Instruments
---------------------
The  carrying  amounts  of  financial  instruments,   including  cash,  accounts
receivable,  investments in oil and gas  interests,  and accounts  payable,  are
considered by management to be their estimated fair values.

                                       -8-

<PAGE>



                           AMBRA RESOURCES GROUP, INC.
                          ( Development Stage Company)
                    NOTES TO FINANCIAL STATEMENTS (Continued)
--------------------------------------------------------------------------------


2.  SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (continued)

Estimates and Assumptions
-------------------------
Management uses estimates and assumptions in preparing  financial  statements in
accordance with generally accepted  accounting  principles.  Those estimates and
assumptions  affect the  reported  amounts of the  assets and  liabilities,  the
disclosure of contingent  assets and liabilities,  and the reported revenues and
expenses.  Actual  results  could vary from the  estimates  that were assumed in
preparing these financial statements.

Concentration of Credit Risk
----------------------------
Financial  instruments  that  potentially  subject  the  Company to  significant
concentration of credit risk consists primarily of cash and account receivables.
Cash balances are  maintained  in accounts  that are not  federally  insured for
amounts  over  $100,000  but are other wise in  financial  institutions  of high
credit quality.  Accounts receivable are unsecured however management  considers
them to be currently collectable.

Other Recent Accounting Pronouncements
--------------------------------------
The  Company  does not  expect  that the  adoption  of other  recent  accounting
pronouncements to have any material impact on its financial statements.

4.  OIL LEASES - BEAUFORT  SEA  PROJECT

On June 9, 1997 the Company  purchased a 3.745% working interest in the Beaufort
Sea well Esso Pex Home et al Itiyok I-27  consisting of 640 acres and is located
at Latitude 70-00',  Longitude  134-00',  Sections 7, 8, 17, 18, 27, 28, and 37,
License No. 55,  dated April 22,  1987.  During  1982 and 1983 a  consortium  of
companies participated in the drilling,  casing, and testing the area to a depth
of 12,980 feet.  A review of the well data and  geological  prognosis  indicates
that the area would  contain  proven  recoverable  gas  reserves of 108 Bscf and
proven recoverable oil reserves of 8,976 MSTB.

The other  partners  in the  project are  controlled  by Exxon Oil  Corporation,
however there is no immediate plans to develop the area.

5.  JOINT  VENTURE  INTEREST

During July 2001 the Company  purchased a one half  participation  interest in a
joint venture  covering the "Hughes  Prospect Lease Bank Agreement" for $175,290
which consists of 4,219 acres of oil and gas leases located in Robertson County,
Texas in which the joint venture  participants  are  marketing  the leases.  The
Company has received  $50,278 as its share of the  on-going  sale of the leases,
however, a gain or loss cannot be determined until all the leases are sold.


                                       -9-

<PAGE>



                           AMBRA RESOURCES GROUP, INC.
                          ( Development Stage Company)
                    NOTES TO FINANCIAL STATEMENTS (Continued)
--------------------------------------------------------------------------------


6.  MINING CLAIMS

On June 20, 1994 the Company  purchased  six  unproven  mineral  claims,  from a
related  party,  and are  identified  as  Marathon,  Marathon 1 and  Marathon 2,
Krystal Ann 1, Krystal Ann 2 and Krystal Ann 3. The Marathon  claims  contain 32
units and expire in February  2006 and the Krystal  claims  contain 28 units and
expire in May 2006. The Claims are located near Cowichan Lake in the Province of
British Columbia, Canada. The claims are located within the Sicker Volcanic Belt
on Vancouver Island in an active gold mining area and are current though 2005.

The claims have not been proven to have a  commercially  minable ore reserve and
therefore  all costs for  acquisition  and retaining  the  properties  have been
expensed.


7.  SIGNIFICANT TRANSACTIONS WITH RELATED PARTIES

Officers-directors  and their  controlled  entities have  acquired  .038% of the
common  shares of the Company and on  September  30, 2002 have made  demand,  no
interest  loans  to  the  Company  of  $70,068.  An  officer-director   receives
compensation  for services of $8,000 per month and $9,000 per month is paid to a
manager.  (an officer in an affiliate) The Company has made no interest,  demand
loans at September 30, 2002 to affiliates of $106,061. The affiliations resulted
by common officers between the company and its affiliates.

8.  CONTINUING  LIABILITIES

The Company is obligated under a three year lease for office space,  starting in
March 2001 through February 2004 at $2,555Cn per month.
















                                      -10-

<PAGE>


--------------------------------------------------------------------------------
ITEM 2.  MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND
            RESULTS OF OPERATION
--------------------------------------------------------------------------------


General

The  Company  is in the  development  stage and  engaged in the  acquisition  of
interests in gas and oil properties in Texas, and Louisiana,  and other business
interests, however the Company has not been engaged in the production of any gas
and oil.

Liquidity and Capital Resources

During the quarter ended  September 30, 2002,  the Company funded its operations
primarily  with cash on hand and funds raised during 2000 and 2001 in Regulation
S  offerings  and on  September  30,  2002,  the  Company  had cash on hand of $
131,202.

The Company has a limited  operating  history and can only  estimate  the future
needs for capital based on the current status of the Company's  operations,  its
current  plans and current  economic  condition.  The Company  expects  that its
existing  cash  reserves,  cash flows from  operations  and  financing,  will be
sufficient to cover the Company's cash requirements for the next twelve months.

The  Registrant has plans to further  develop its properties  which will require
part of its current working capital.

The Company's material  commitments for capital  expenditures are limited to the
Company's  obligation under the Operating Agreement with Kebo Oil and Gas, Inc.,
to pay one percent of the costs associated with the ten well drilling program.

Results of Operations

    Comparison of the quarter ended September 30, 2002 and the quarter ended
                               September 30, 2001

The Company  sustained  a net  operating  loss of $190,135 in the quarter  ended
September  30,  2002,  compared  to a loss of  $308,157  for the  quarter  ended
September 30, 2001. There was a $118,022  decrease in the loss which was largely
effected   by  a  decrease  in  expenses   for   consultants,   and  travel  and
entertainment, with an offset increase in office expenses and professional fees.







                                      -11-

<PAGE>




A comparison of the principal operating expenses for each quarter follows:

                                    September 30, 2002      September 30, 2001

Exploration                               $ 9,740              $ 6,878
Office supplies and expenses               31,333               21,724
Consultants                                62,344               83,616
Travel and entertainment                   55,139               72,088
Professional                               23,599


                           PART II - OTHER INFORMATION

--------------------------------------------------------------------------------
                            ITEM 1. LEGAL PROCEEDINGS
--------------------------------------------------------------------------------

   None.


--------------------------------------------------------------------------------
                          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
--------------------------------------------------------------------------------

   None.




                                      -12-

<PAGE>




                                   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


                                              AMBRA RESOURCES GROUP, INC.
                                                     (Registrant)


Dated: November 13, 2002                      By /s/ John M. Hickey
                                                --------------------------------
                                                 John M. Hickey, President




                                      -13-