UNITED STATES SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549

                                   FORM 10-QSB
(Mark One)

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

                      For the Quarter Ended March 31, 2003

             [ ] TRANSITION REPORT UNDER SECTION 13 OR 15 (d) OF THE
                 EXCHANGE ACT

         For the transition period from ____________ to ____________

                         COMMISSION FILE NUMBER: 0-15224

                       ADVANCE DISPLAY TECHNOLOGIES, INC.
        -----------------------------------------------------------------
        (Exact name of small business issuer as specified in its charter)

                    COLORADO                        84-0969445
          ---------------------------        ------------------------
           (State of incorporation)          (IRS Employer ID number)

         7334 SOUTH ALTON WAY, BUILDING 14, SUITE F, ENGLEWOOD, CO 80112
        ----------------------------------------------------------------
               (Address of principle executive offices) (Zip Code)

                                 (303) 267-0111
                -------------------------------------------------
                (Issuer's telephone number, including area code)

Check whether the issuer (1) has filed all reports required to be filed by
section 13 or 15(d) of the Securities Exchange Act of 1934 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
                                -----     -----

As of May 12, 2003, 23,774,275 shares of Common Stock, $.001 par value per share
were outstanding.

<PAGE>

                       ADVANCE DISPLAY TECHNOLOGIES, INC.

                                      INDEX

                                                                            PAGE

                          PART I. FINANCIAL INFORMATION

Item 1.  Balance Sheets (unaudited) -
            March 31, 2003 and June 30, 2002...................................1

         Statements of Operations (unaudited)
            Three and nine months ended March 31, 2003 and 2002 and for the
            period from March 15, 1995, inception, to March 31, 2003...........2

         Statements of Cash Flows (unaudited)
            Three and nine months ended March 31, 2003 and 2002 and for the
            period from March 15, 1995, inception, to March 31, 2003.........3-4

         Notes to Financial Statements (unaudited)...........................5-6

Item 2.  Management's Discussion and Analysis or Plan of Operations.........7-11

Item 3.  Controls and Procedures..............................................11


                           PART II. OTHER INFORMATION

Item 6.  Exhibits and Reports on Form 8-K.....................................12

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

                                        i
<PAGE>

                       ADVANCE DISPLAY TECHNOLOGIES, INC.
                          (A DEVELOPMENT STAGE COMPANY)

                                 BALANCE SHEETS
                                   (UNAUDITED)

                                                   March 31,       June 30,
                                                      2003           2002
                                                  -----------    -----------
                                     ASSETS
CURRENT ASSETS:
   Cash                                           $       923    $    22,720
   Other current assets                                 3,863          8,013
                                                  ------------   -----------
      Total current assets                              4,786         30,733

PROPERTY AND EQUIPMENT                                125,931        125,931
   Less:  Accumulated depreciation                   (113,198)      (108,431)
                                                  -----------    -----------
      Net Property and Equipment                       12,733         17,500
                                                  -----------    -----------

      TOTAL ASSETS                                $    17,519    $    48,233
                                                  ===========    ===========

                      LIABILITIES AND SHAREHOLDERS' DEFICIT

CURRENT LIABILITIES:
   Accounts payable
      Trade                                       $   288,356    $   231,008
      Related party                                   129,113        134,495
   Current portion of notes payable-related party     870,000        550,000
   Convertible, redeemable promissory notes
      payable-related party                         2,911,079      2,911,079
   Accrued interest-related parties                 1,242,102        964,897
   Other accrued liabilities                           54,050         39,234
                                                  -----------    -----------
      Total current liabilities                     5,494,700      4,830,713

STOCKHOLDERS' DEFICIT:
   Preferred stock, $.001 par value, 100,000,000
      shares authorized, 1,843,900 shares issued
      and outstanding (liquidation preference of
      $2,765,850)                                       1,844          1,844
   Common stock, $.001 par value, 100,000,000
      shares authorized, 23,774,275 issued and
      outstanding                                      23,775         23,775
   Additional paid-in capital                       4,443,770      4,443,770
   Deficit accumulated during the development
      stage                                        (9,946,570)    (9,251,869)
                                                   -----------    -----------
      Total Shareholders' Deficit                  (5,477,181)    (4,782,480)
                                                  -----------    -----------

TOTAL LIABILITIES AND SHAREHOLDERS' DEFICIT       $    17,519    $    48,233
                                                  ===========    ===========

          (See accompanying notes to unaudited financial statements)

                                       1

<PAGE>

                       ADVANCE DISPLAY TECHNOLOGIES, INC.
                          (A DEVELOPMENT STAGE COMPANY)

                            STATEMENTS OF OPERATIONS
                                   (UNAUDITED)


<TABLE>
<CAPTION>
                                                                                                  March 15, 1995
                                                                                                    (Inception)
                                               Three Months Ended         Nine Months Ended           Through
                                                   March 31,                  March 31,              March 31,
                                              2003         2002          2003           2002           2003
                                           ----------   -----------   -----------   ------------   ------------
<S>                                        <C>          <C>           <C>           <C>            <C>
CONSULTING REVENUE                         $       --   $        --   $        --   $         --   $     30,200

OTHER INCOME:
    Related party interest income                  --            --            --             --        162,761
    Other interest income                           2             2            34            141          7,990
    Settlement income                              --            --            --             --        178,418
    Other                                          --            --            --             --            550
                                           ----------   -----------   -----------   ------------   ------------
       Total revenue and other income               2             2            34            141        379,919

COSTS AND EXPENSES:
    General and administrative                113,520        85,157       420,120        231,009      3,607,861
    Research and development                       --         1,051            --         60,899      3,944,679
    Impairment of  Intangible assets               --            --            --             --        451,492
    Interest expense - related parties         94,226        80,210       277,205        237,680      2,653,832
                                           ----------   -----------   -----------   ------------   ------------
       Total costs and expenses               207,746       166,418       697,325        529,588     10,657,864
                                           ----------   -----------   -----------   ------------   ------------

LOSS BEFORE EXTRAORDINARY GAIN             $ (207,744)  $  (166,416)  $  (697,291)  $   (529,447)  $(10,277,945)
                                           ----------   -----------   -----------   ------------   ------------

EXTRAORDINARY GAIN DUE TO
   EXTINGUISHMENT OF DEBT                          --            --         2,590             --        331,375
                                           ----------   -----------   -----------   ------------   ------------

NET LOSS                                   $ (207,744)  $  (166,416)  $  (694,701)  $   (529,447)  $ (9,946,570)
                                           ==========   ===========   ===========   ============   ============

NET LOSS PER COMMON SHARE
    (BASIC AND DILUTIVE):
     Loss before extraordinary gain        $     (.01)  $      (.01)  $      (.03)  $       (.02)
     Extraordinary Gain                            --            --            --             --
                                           ----------   -----------   -----------   ------------
     Net loss                              $     (.01)  $      (.01)  $      (.03)  $       (.02)
                                           ==========   ===========   ===========   ============

WEIGHTED AVERAGE NUMBER OF COMMON
     SHARES OUTSTANDING                    23,774,275    23,774,275    23,774,275     23,774,275
                                           ==========   ===========   ===========   ============
</TABLE>

         (See accompanying notes to unaudited financial statements)

                                        2
<PAGE>

                       ADVANCE DISPLAY TECHNOLOGIES, INC.
                          (A DEVELOPMENT STAGE COMPANY)

                            STATEMENTS OF CASH FLOWS
                                   (UNAUDITED)
<TABLE>
<CAPTION>
                                                                                                               March 15, 1995
                                                                                                                 (Inception)
                                                        Three Months Ended           Nine Months Ended             Through
                                                            March 31,                     March 31,               March 31,
                                                      2003            2002           2003           2002            2003
                                                   ----------      ----------     ----------     ----------    --------------
<S>                                                <C>             <C>            <C>            <C>            <C>
CASH FLOWS FROM OPERATING ACTIVITIES:
  Net Loss                                         $ (207,744)     $ (166,416)    $ (694,701)    $ (529,447)    $ (9,946,570)
Adjustments to reconcile net loss to net
 Cash used in operating activities:
  Acquired research and development expense                --              --             --             --        2,536,494
  Impairment of intangible asset                           --              --             --             --          451,492
  Depreciation and amortization                         1,575           1,861          4,767          5,583          278,000
  Amortization of deferred merger costs                    --              --             --             --           75,000
  Stock option compensation expense                        --              --             --             --          214,125
  Extraordinary gain due to extinguishment
      of debt                                              --              --          2,590             --        1,156,163
  Loss on disposal of assets                               --              --             --             --            5,445
(Increase) decrease in:
  Inventory                                                --              --             --             --            6,048
  Other current assets                                 23,593           1,183          4,150         (6,881)        (135,348)
(Decrease) increase in:
  Accounts payable                                     29,122          (5,977)        49,376          7,889          (30,971)
  Interest payable to shareholders                     94,226          80,210        277,205        237,680        1,427,305
  Other accrued liabilities                            13,689           5,141         14,816         20,374          (46,495)
                                                   ----------      ----------     ----------     ----------     ------------
      Net cash used in operating activities           (45,539)        (83,998)      (341,797)      (264,802)      (4,009,312)
                                                   ----------      ----------     ----------     ----------     ------------

CASH FLOWS FROM INVESTING ACTIVITIES:
  Purchases of property and equipment                      --              --             --         (1,180)        (125,068)
  Proceeds-sale of property and equipment                  --              --             --             --           17,030
  Advances to affiliates                                   --              --             --             --         (932,925)
  Purchases of notes receivable and
      security interest                                    --              --             --             --         (225,000)
  Cash received in acquisition                             --              --             --             --          303,812
                                                   ----------      ----------     ----------     ----------     ------------
      Net cash used in investing activities                --              --             --         (1,180)        (962,151)
                                                   ----------      ----------     ----------     ----------     ------------

CASH FLOWS FROM FINANCING ACTIVITIES:
  Capital contributions                                    --              --             --             --          103,127
  Proceeds from notes payable to shareholders          40,000          84,000        320,000        260,000        4,569,754
  Proceeds from line-of-credit                             --              --             --             --          299,505
                                                   ----------      ----------     ----------     ----------     ------------
      Net cash provided by financing activities        40,000          84,000        320,000        260,000        4,972,386
                                                   ----------      ----------     ----------     ----------     ------------

Increase (decrease) in cash                            (5,539)              2        (21,797)        (5,982)             923
Cash & cash equivalent at beginning of period           6,462             643         22,720          6,627               --
                                                   ----------      ----------     ----------     ----------     ------------
Cash & cash equivalent at end of period            $      923      $      645     $      923     $      645     $        923
                                                   ==========      ==========     ==========     ==========     ============
</TABLE>

           (See accompanying notes to unaudited financial statements)

                                       3

<PAGE>

                       ADVANCE DISPLAY TECHNOLOGIES, INC.
                          (A DEVELOPMENT STAGE COMPANY)

                            STATEMENTS OF CASH FLOWS
                                   (UNAUDITED)

<TABLE>
<CAPTION>
                                                                                                      March 15,
                                                                                                        1995
                                                                                                     (Inception)
                                                    Three Months Ended        Nine Months Ended        Through
                                                         March 31,                March 31,           March 31,
                                                      2003        2002         2003        2002         2003
                                                   ---------   ---------    ---------   ---------    ----------
<S>                                                <C>         <C>          <C>         <C>          <C>
SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION
Cash paid for:
  Interest                                         $      --   $      --    $      --   $      --    $   26,750
                                                   =========   =========    =========   =========    ==========
  Taxes                                            $      --   $      --    $      --   $      --    $       --
                                                   =========   =========    =========   =========    ==========
Issuance of common stock for
  Acquisition of Display Group, LLC
  And Display Optics, Ltd., and
  Conversion of Convertible debt                   $      --   $      --    $      --   $      --    $2,199,026
                                                   =========   =========    =========   =========    ==========
Conversion of notes payable to
  Stockholders to common stock                     $      --   $      --    $      --   $      --    $  550,000
                                                   =========   =========    =========   =========    ==========
Conversion of interest on notes
  Payable to notes payable                         $      --   $      --    $      --   $      --    $   12,354
                                                   =========   =========    =========   =========    ==========
Retirement of shares in settlement                 $      --   $      --    $      --   $      --    $    1,402
                                                   =========   =========    =========   =========    ==========
Extinguishment of Debt                             $      --   $      --    $      --   $      --    $  331,375
                                                   =========   =========    =========   =========    ==========
</TABLE>

           (See accompanying notes to unaudited financial statements)

                                       4

<PAGE>

                       ADVANCE DISPLAY TECHNOLOGIES, INC.
              NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS

Note 1.

      The accompanying unaudited interim financial statements have been prepared
in accordance with the instructions to Form 10-QSB and do not include all the
information and footnotes required by generally accepted accounting principles
for complete financial statements. In the opinion of management, all adjustments
(consisting of normal recurring accruals) considered necessary for a fair
presentation have been included. The results of operations for any interim
period are not necessarily indicative of results for the entire fiscal year.

      These statements should be read in conjunction with the financial
statements and related notes included in Form 10-KSB for Advance Display
Technologies, Inc. (ADTI or the Company) for the year ended June 30, 2002, as
the notes to these interim financial statements omit certain information
required for complete financial statements.

RECENT PRONOUNCEMENTS

IMPACT OF RECENTLY ISSUED ACCOUNTING PRONOUNCEMENTS

      In August 2002, the FASB issued Statements of Financial Accounting
Standards No. 147, "Acquisitions of Certain Financial Institutions" (SFAS 147).
SFAS 147 requires financial institutions to follow the guidance in SFAS 141 and
SFAS 142 for business combinations and goodwill and intangible assets, as
opposed to the previously applied accounting literature. This statement also
amends SFAS 144 to include in its scope long-term customer relationship
intangible assets of financial institutions. The provisions of SFAS 147 do not
apply to the Company.

      In December 2002, the FASB issued Statements of Financial Accounting
Standards No.148, "Accounting for Stock-Based compensation - Transition and
Disclosure - an amendment of FASB Statement 123" (SFAS 123). For entities that
change their accounting for stock-based compensation from the intrinsic method
to the fair value method under SFAS 123, the fair value method is to be applied
prospectively to those awards granted after the beginning of the period of
adoption (the prospective method). The amendment permits two additional
transition methods for adoption of the fair value method. In addition to the
prospective method, the entity can choose to either (i) restate all periods
presented (retroactive restatement method) or (ii) recognize compensation cost
from the beginning of the fiscal year of adoption as if the fair value method
had been used to account for awards (modified prospective method). For fiscal
years beginning December 15, 2003, the prospective method will no longer be
allowed. The Company currently accounts for its stock-based compensation using
the intrinsic value method as proscribed by Accounting Principles Board Opinion
No. 25, "Accounting for Stock Issued to Employees" and plans on continuing using
this method to account for stock options, therefore, it does not intend to adopt
the transition requirements as specified in SFAS 148. The Company will adopt the
new SFAS 148 disclosure requirements in the first quarter of fiscal 2003.

                                       5

<PAGE>

Note 2.

      Subsequent to March 31, 2003, the Company issued one 10% demand note in
the aggregate amount of $100,000 to a stockholder.

                                       6

<PAGE>

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

GENERAL

      In the third fiscal quarter ended March 31, 2003, the Company's efforts
continued to be directed toward raising additional capital for operations with
the intent to reorganize and re-capitalize the Company. As of the date of this
report, these efforts are mainly focused on a potential acquisition and
financing of Regent Worldwide Sales, LLC ("RWS"), an affiliate of Regent
Entertainment, Inc. ("Regent"). Regent is a six-year-old motion picture company
that finances, produces and distributes made for television movies and
theatrical films. RWS is a company formed in January 2002 that succeeded to
Regent's film distribution business and ownership of two specialty movie
theaters.

      The Board of Directors called a special meeting of the Company's
shareholders to approve a 1-for-64 reverse stock split of the Company's Common
Stock, to be effected by the Company's Board of Directors in connection with one
or more other transactions by which new capital or other assets would be infused
into the Company. The shareholder meeting was held on June 17, 2002 and the
proposal received shareholder approval. As of the date of this report, however,
the Board has not yet effected the reverse stock split.

      Before the special shareholders meeting, on May 23, 2002, the Company and
RWS executed a letter of intent (the "LOI") based on terms materially different
from those described in the prior January 2002 letter of intent with RWS. The
Company engaged 17th Street Capital Partners, LLP ("17th Street") as financial
advisor, and Brean Murray & Co., Inc. ("BMC") as the placement agent for the
Company's proposed transactions contemplated by the LOI.

      Various factors, including but not limited to unusually adverse conditions
in the financial markets, prevented the parties from proceeding with the
proposed transactions and raising the required capital. On August 31, 2002, the
LOI with RWS expired. In addition, 17th Street and BMC agreed to terminate their
agreements with the Company.

      In furtherance of the Company's reorganization, on September 1, 2002, the
Company, RWS and WEH L.L.C., a Regent affiliate, entered into a Contribution
Agreement whereby the membership interests in RWS would be contributed to the
Company in exchange for 5,250,000 shares of a new series of the Company's
preferred stock that would convert into the Company's Common Stock on a 2
preferred shares for 1 common share basis (the "RWS Transaction"). The RWS
Transaction is contingent on (i) the effectiveness of the reverse stock split,
(ii) the Company extinguishing the debt associated with its former business
through an exchange of a portion of such debt for equity in the Company and an
exchange of a portion of such debt for the Company's technology assets, (iii)
the conversion of all or substantially all of the Company's Series C Preferred
Stock into Common Stock, and (iv) the successful raising of funds in a private
placement.

      In furtherance of effecting the RWS Transaction, effective September 1,
2002 the Company entered into a Series C Preferred Stock Conversion Agreement
with all of the holders of its Series C Preferred Stock pursuant to which such
holders will convert their Series C Preferred Stock into the Company's Common
Stock on a 1-for-1 basis ("Series C Transaction"). Furthermore, the Company
entered into a Debt Exchange Agreement with certain of the Company's debt
holders to extinguish a portion of ADTI's debt in exchange for the issuance of
shares of the Company's Common Stock ("Exchange Transaction"), and a Technology

                                       7

<PAGE>

Purchase Agreement with an entity controlled by such debt holders whereby the
Company will sell its existing technology assets in exchange for the
cancellation of the remaining debt held by such holders ("Technology
Transaction"). As part of the Technology Transaction, the Company will retain a
10% royalty interest on any revenues generated from the technology assets in the
future. On November 21, 2002, the Company entered into a new agreement with 17th
Street to act as a financial advisor and issue a fairness opinion for the
Company's planned reorganization transactions.

      The consummation of each of the reverse stock split, RWS Transaction,
Series C Transaction, Exchange Transaction and Technology Transaction
(collectively, the "Reorganization") is conditioned on (i) the consummation of
each of the other transactions, and (ii) the closing of an equity financing by
the Company.

      On September 2, 2002, the Company's Board of Directors increased the size
of the Board to five members and elected Stephen P. Jarchow of Regent as a
member of the Board. On September 3, 2002, Gene W. Schneider and Mark L.
Schneider resigned from the Board in order to avoid any potential conflicts of
interest which might impede the Company in pursuing financing and business plans
in the future. In connection with these resignations, the size of the Board was
reduced to three members.

      In order to raise capital and effect the acquisition of RWS, the Company
engaged Janco Partners, Inc. ("Janco") of Greenwood Village, Colorado to assist
the Company in obtaining financing for the combined companies. The Company's
agreement required RWS to enter into an agreement in principle with United
Pan-European Communications ("UPC") or its affiliate to launch a cable channel
in UPC's Benelux market, which condition has since been satisfied.

      There can be no assurances that the Company will be successful in raising
capital or closing the Reorganization. If the Company fails to do so or if the
interim financing heretofore provided by its core investor is suspended, it will
be forced to immediately discontinue operations and liquidate its assets. In
such an event, it is extremely unlikely that there would be any funds or
property available for distribution to shareholders in any such liquidation.

RESULTS OF OPERATIONS

      For the fiscal quarter and nine months ended March 31, 2003, the Company
reported net losses of ($207,744) and ($694,701), respectively, as compared to
net losses of ($166,416) and ($529,447) for the same periods in 2002. The
increase in net loss for the quarter ended March 31, 2003, is primarily due to
the Company's efforts to complete the Reorganization as described above.

      Research and development costs decreased from $1,051 and $60,899 for the
quarter and nine months ended March 31, 2002, respectively, to $0 for both the
quarter and nine months ended March 31, 2003. The decreases are due to the
suspension of Screen and manufacturing process development or product
commercialization efforts while focusing totally on the Reorganization. As part
of the Reorganization, the Company has agreed to exchange all such technology
assets with an entity controlled by the Company's note holders in return for the
cancellation of a portion of the outstanding Company debt.

                                       8

<PAGE>

      As of the date of this report, the Company remains in the development
stage, as it has not received significant revenues from operations. The Company
reported interest income of $2 and $34 for the quarter and nine months ended
March 31, 2003, respectively, compared to $2 and $141 for the same periods in
2002.

      The Company reported G&A expenses of $113,520 and $420,120 for the quarter
and nine months ended March 31, 2003, compared to $85,157 and $231,009 for the
same periods in 2002, increases of $28,363 and $189,111, respectively. Although
professional fees decreased by $13,300 for the quarter ended March 31, 2003 from
the same quarter of 2002, they increased by approximately $83,600 for the nine
months ended March 31, 2003 from the same period in 2002 in primarily connection
with the Reorganization. Travel expenses also increased by approximately $3,400
and $5,900, respectively, for the fiscal quarter and nine months ended March 31,
2003 over the comparable periods of the prior fiscal year primarily in
connection with the Reorganization. As a result of the suspension of all R&D
efforts, G&A salaries and related expenses increased approximately $3,800 and
$35,100 for the quarter and nine month periods ended March 31, 2003 over the
prior year as 100% of the president's time was directed toward the
Reorganization. Due to rising insurance costs, directors and officers' insurance
increased by approximately $28,100 and $48,100 for the quarter and nine months
ended March 31, 2003 over the prior year. Other G&A expenses fluctuated slightly
resulting in a net increase to the combined remaining G&A expenses of
approximately $6,400 and $16,400 for the quarter and nine month period ended
March 31, 2003 over 2002.

      Interest expense increased from $237,680 nine month period ended March 31,
2002 to $277,205 for the same period in 2003, primarily due to an increase in
total debt outstanding for the nine months ended March 31, 2003.

LIQUIDITY AND CAPITAL RESOURCES

      Since inception, the Company has been totally dependent on financing from
outside sources to fund operations. At March 31, 2003, the Company reported
negative net worth of $5,477,181 and negative working capital of $5,489,914. The
Company continues to require additional capital for administrative expenses and
business development efforts currently being explored on behalf of the Company.
Management believes that the current core investor will continue to fund the
Company's operations on an as needed basis through the fourth quarter of the
current fiscal year. Management believes that the Company's continued
operational existence beyond that time is dependent upon its ability to: (1)
successfully raise additional capital; (2) complete the Reorganization; and (3)
achieve and maintain profitable operations. There can be no assurance that the
Company will be able to successfully raise the necessary capital, complete the
Reorganization, or achieve profitable operations.

      If the Company is able to achieve these goals, the Company's capital
requirements will then depend on numerous new factors, including customer
acceptance of the RWS Film Library (the "Film Library"), the resources required
to acquire, distribute and exploit the Film Library and to develop new cable
channels and or Pay Per View services, the resources required to develop its
marketing and sales organization, and other factors. The Company believes that
cash flow from operations, coupled with the raising of the necessary capital,
and any funds that may become available under other financing arrangements will
be adequate to meet the Company's obligations and commitments, and will enable
the Company to continue to conduct its operations in accordance with the RWS
business plan. The Company's belief as to the adequacy of its capital resources
is based in part on the assumption that the distribution revenues from the Film
Library will

                                       9

<PAGE>

materialize as presently anticipated. There can be no assurance that cash flow
will be as projected or that the Company's capital requirements will not be
materially greater than currently planned. Offerings of securities by the
Company, if successful, may have a significant dilutive effect on the Company's
shareholders. If the Company's future anticipated financial resources prove to
be inadequate, it may be required to reduce the scope of its operations or its
anticipated expansion, either of which could have a materially adverse effect on
the Company.

      Cash flows from financing activities for the nine month period ended March
31, 2003, and 2002 consisted of the issuance of 10% demand notes to shareholders
totaling $320,000 and $260,000, respectively. Cash flows for the nine month
period ended March 31, 2003, were primarily used for administrative expenses as
management efforts were focused completely on the Reorganization. Cash flows for
the nine months ended March 31, 2002, were used primarily for limited product
process development and administrative expenses.

      At March 31, 2003, the Company reported current assets of $4,786 and a
working capital deficit. Current liabilities exceeded current assets by
$5,489,914. At March 31, 2003, current liabilities of $5,494,700 consisted of
convertible, redeemable promissory notes to shareholders, demand notes payable
to shareholders, trade payables and accrued expenses which were incurred
primarily for 1) working capital loans 2) interest on the outstanding promissory
notes, 3) product design and development, and 4) operating costs. Accrued
interest on notes payable due to shareholders totaled approximately $1,242,100.
The Company intends to satisfy payment of accrued interest with cash from future
operations or funding, or by issuance of Common Stock. In addition, management
intends to negotiate settlement on approximately $67,400 of very old payables
and accrued expenses by payment of a reduced amount in cash or by issuance of
shares of the Company's Common Stock. Also, due to inadequacies in certain
product design and development by a contracted engineering firm, the Company is
currently disputing approximately $81,000 in engineering fees.

      Subsequent to the fiscal quarter ended March 31, 2003, the Company issued
one additional 10% demand note to its core investor totaling $100,000. While
there can be no assurance of the continuing availability of such financing,
management believes the current core investor will continue to fund the
Company's operations through the fourth quarter of the current fiscal year.

      There can be no assurance that the Company will be successful in raising
capital or closing the Reorganization. If the Company fails to do so or if the
interim financing heretofore provided by its core investor is suspended, it will
be forced to immediately discontinue operations and liquidate its assets. In
such an event, it is extremely unlikely that there would be any funds or
property available for distribution to shareholders in any such liquidation.


                           FORWARD LOOKING STATEMENTS

      Certain statements contained herein constitute "forward looking
statements" within the meaning of the Private Securities Litigation Reform Act
of 1995. Such forward looking statements include, without limitation, statements
regarding Advance Display Technologies, Inc.'s (the "Company") anticipated
marketing and production, need for working capital, future revenues and results
of operations. Factors that could cause actual results to differ materially
include, among others, the following: future economic conditions, the ability of
the Company to obtain sufficient capital to develop a profitable business, its
success in attracting and retaining qualified management and other personnel,
and generally to successfully execute a business plan that

                                       10

<PAGE>

will take the Company from a development stage entity to a profitable operating
company. Many of these factors are outside the control of the Company. Investors
are cautioned not to put undue reliance on forward looking statements. Except as
otherwise required by rules of the Securities and Exchange Commission, the
Company disclaims any intent or obligation to update publicly these forward
looking statements, whether as a result of new information, future events or
otherwise

      Statements in this report are qualified in their entirety by reference to
contracts, agreements, and other exhibits filed or incorporated with the
Company's Form 10-KSB for the fiscal year ended June 30, 2002.


ITEM 3.  CONTROLS AND PROCEDURES

Disclosure Controls and Procedures

      Within the 90 days prior to the date of this report, the Company carried
out an evaluation, under the supervision and participation of the Company's
Chief Executive and Financial Officer (the "Officer") of the effectiveness of
the design and operation of the Company's disclosure controls and procedures
pursuant to Securities Exchange Act Rule 13a-14. Based upon that evaluation, the
Officer concluded that the Company's disclosure controls and procedures are
effective in timely alerting him to material information relating to the Company
required to be included in the Company's periodic SEC filings, including this
report.

Internal Controls

      There were no significant changes made in the Company's internal controls
or in other factors that could significantly affect these controls subsequent to
the date of his evaluation.

                                       11

<PAGE>

                           PART II. OTHER INFORMATION

ITEM 6.  EXHIBITS AND REPORTS ON FORM 8-K

         (a)  Exhibit 99.1 Certificate of President, Chief Executive and Chief
              Financial Officer

         (b)  No reports on Form 8-K were filed by the Company during the period
              covered by this report.

                                       12

<PAGE>

                                   SIGNATURES

      In accordance with the requirements of the Securities Exchange Act of
1934, the registrant has caused this report on Form 10-QSB to be signed on its
behalf by the undersigned, thereunto duly authorized.

                                     ADVANCE DISPLAY TECHNOLOGIES, INC.
                                     (Registrant)




Date: May 13, 2003                   /S/ MATTHEW W. SHANKLE
                                     ------------------------------------------
                                     Matthew W. Shankle
                                     President, Chief Executive and
                                     Financial Officer

                                       13

<PAGE>


                                 CERTIFICATIONS



I, Matthew W. Shankle, certify that:

1. I have reviewed this quarterly report on Form 10-QSB of March 31, 2003;

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):

   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


<PAGE>

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 13, 2003


                                       /S/ MATTHEW W. SHANKLE
                                       -----------------------------------------
                                       Matthew W. Shankle
                                       President, Chief Executive and
                                       Financial Officer