SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                                   FORM 10-QSB


Mark One
             QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF
           [X]    THE SECURITIES EXCHANGE ACT OF 1934

         For the quarterly period ended October 31, 2002

                                       OR

             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: 0-17263
                                 --------


                             CHAMPIONS SPORTS, INC.
                             ----------------------
             (Exact name of registrant as specified in its charter)


                              Delaware 52-1401755
                (State or other jurisdiction of (I.R.S. Employer
                        organization) Identification No.)

              2420 Wilson Boulevard, Suite 214, Arlington, VA 22201
                    (Address of principal executive offices)
                                   (Zip code)

                                 (703) 526-0400
              (Registrant's telephone number, including area code)

     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),  and (2) has been subject to such
filing requirements for the past 90 days. Yes x No

     As of December 6, 2002 the  Registrant  had a total of 8,514,459  shares of
common stock outstanding.

<page>

                            CHAMPIONS SPORTS, Inc.

                                   FORM 10-QSB

                                      INDEX

                                                                        Page

Part I.  Financial Information

                  Item 1.  Financial Statements

                  Consolidated Balance Sheets as of
                    October 31, 2002 (unaudited) and
                   April 30, 2002                                         3

                  Consolidated Statements of Operations:
                    Three months and six months ended
                    October 31, 2002, and October 31, 2001,
                          (unaudited)                                     4

                  Consolidated Statements of Cash Flows:
                    Six months ended October 31, 2002, and
                    October 31, 2001 (unaudited)                          5

                  Notes to Consolidated Financial Statements              6

                  Item 2.  Management's Discussions and
                           Analysis of Financial Condition
                           and Results of Operations                      7

Part II. Other Information and Signatures

                  Item 4.  Submission of Matters to a Vote
                            of Security Holders                           9

                  Item 6.  Exhibits and Reports on Form 8-K               9

                  Signatures                                              10



<PAGE>





                     CHAMPIONS SPORTS, INC. AND SUBSIDIARIES
                            Consolidated Balance Sheets

                                      Assets



                                           October 31, 2002   April 30, 2002
                                           ----------------   --------------

Current assets
   Cash and cash equivalents                 $295,580          $449,282
    Accounts receivable - trade                 5,246                54
   Inventories                                 24,707            25,555
   Prepaid expenses                            16,801            14,035
                                               ------            ------

Total current assets                          342,334           488,926

Property and equipment
    Furniture and equipment                   586,724           577,371
   Leasehold improvements                     584,772           584,772
                                              -------           -------
                                            1,171,496         1,162,143
Accumulated depreciation and amortization    (900,641)         (876,432)
                                             --------          --------
                                              270,855           285,711
                                              -------           -------
Other assets
   Deposits                                    11,052            11,052
                                               ------            ------

 Total assets                                 $624,241          $785,689
                                              ========          ========


                       Liabilities and Stockholders' Equity

Current liabilities
   Accounts payable                           88,610            88,104
   Dividend payable on preferred stock       511,442           511,442
   Other accrued expenses                     53,435            52,790
   Deferred revenue                                -           124,871
    Current portion of deferred lease
concession                                     4,363             4,363
    Current portion of capital lease
obligation                                         -             1,929
                                               -----             -----

    Total current liabilities                657,850           783,499
                                             -------           -------


Deferred lease concession, net of current
portion                                        5,015             7,195
                                               -----             -----

    Total liabilities                        662,865             7,195



 Stockholders' equity
   Preferred stock
     Series A, 12% Convertible Cumulative;
    $10 par value; preferred as to dividends
    and liquidation; 56,075 shares
    authorized and 53,125 shares issued and
    outstanding for October 31
    and April30, 2002                         531,252           531,252
  Common stock, par value $.001 per share,
    50,000,000 shares authorized and
    8,514,459 shares issued and outstanding
    for October 31 and April 30, 2002           8,514             8,514
    Additional paid-in capital              5,397,598         5,392,599
    Accumulated deficit                    (5,975,988)       (5,937,370)
                                           ----------         ----------

    Total stockholders' equity                (38,624)          (5,005)

 Total liabilities and stockholders' equity  $624,241          $876,235
                                             ========          ========



 See notes to consolidated financial statements


<PAGE>




<TABLE>
<CAPTION>

                     CHAMPIONS SPORTS, INC. AND SUBSIDIARIES
                      Consolidated Statements of Operations
                                    Unaudited


                                                          Three months                    Six months
                                                        ended October 31,              ended October 31,
                                                      2002           2001            2002           2001
                                                               Unaudited                      Unaudited
<S>                                                <C>            <C>            <C>            <C>

 Revenue
   Food and beverage                               $453,810       $423,208        $960,925       $953,617
   Merchandise, memorabilia,
         and consulting fees                         96,543         97,539         104,676        115,647
   Interest income                                      858          2,451           2,038          5,880
   Other income                                       2,249          4,888           3,903          7,882
                                                      -----          -----           -----          -----
                                                    553,460        528,086       1,071,542      1,083,026

 Costs and expenses
   Cost of food and beverage sales                 $107,817       $109,523        $228,330       $247,449
   Cost of merchandise and memorabilia                6,728         29,157          28,625         63,950
   Restaurant payroll and related costs             164,858        151,593         346,205        337,412
   Restaurant occupancy costs                        61,981         58,674         134,383        123,138
   Other restaurant costs                            92,228         85,254         179,294        172,051
   General and administrative                        70,850         78,365         169,033        144,700
   Depreciation and amortization                     12,104         12,104          24,209         24,209
   Interest                                               -            457              50          1,035
                                                      -----            ---              --          -----
                                                    516,566        525,127       1,110,129      1,113,944
                                                    -------        -------       ---------      ---------


 Operating income (loss) before income tax expense   36,894         2,959          (38,587)       (30,918)

 Income tax expense                                       -             -                -              -
                                                     ------         -----           -------        -------
     Net income  (loss)                             $36,894        $2,959         $(38,587)      $(30,918)
                                                     ======         =====           =======        =======


 Less: preferred stock dividends                    (15,938)       (15,938)        (31,876)       (31,876)
                                                    -------        -------         -------        -------

     Net income (loss) available to common
       stockholders                                  20,956        (12,979)        (70,463)       (62,794)
                                                     ======        =======         =======        =======

 Basic earnings (loss) per share                      $0.00          $0.00          $(0.01)       $(0.01)


 Earnings (loss) per common share - assuming
   dilution                                           $0.00         $(0.00)         $(0.01)        $(0.01)
                                                       ====          =====           =====          =====

</TABLE>

 See notes to consolidated financial statements


<PAGE>




                     CHAMPIONS SPORTS, INC. AND SUBSIDIARIES
                      Consolidated Statements of Cash Flows
                Increase (Decrease) in Cash and Cash Equivalents

                                                              October 31,
                                                         2002           2001
 Cash flows from operating activities:
   Net profit (loss)                                  $(38,587)      $(30,918)
   Adjustments to reconcile net income
    to net cash provided (used) by operating
    activities:
    Depreciation and amortization                       24,209         24,210
    Changes in assets and liabilities:
      Accounts receivable                               (5,192)         1,026
      Inventories                                          848          5,504
      Prepaid expenses                                  (2,766)         2,872
      Accounts payable                                     506         24,442)
      Other accrued expenses                               645           (977)
      Deferred revenues                               (124,871)       (64,625)
      Deferred lease concessions                        (2,180)          (363)
                                                        ------           ----

 Net cash provided (used) by
   operating activities                               (147,388)       (87,713)

 Cash flows from investing activities:
     Stock subscriptions                                  5,000             -
     Purchases of property and equipment                 (9,385)         (576)
                                                         ------          ----

 Net cash (used) by investing activities                 (4,385)         (576)

 Cash flows from financing activities:
    Principal payments on capital lease                 (1,929)        (4,890)
                                                        ------         ------


 Net increase (decrease) in cash and
   cash equivalents                                   (153,702)        (93,179)

 Cash and cash equivalents at beginning of year         449,282        451,650
                                                        -------        -------

 Cash and cash equivalents at October 31               $295,580       $358,471
                                                       ========       ========


 Supplemental disclosures of cash flow information:

    Cash paid during the year for interest                  50           1,035
                                                            --           -----

See notes to consolidated financial statements


<PAGE>






                             CHAMPIONS SPORTS, INC.

                   Notes to Consolidated Financial Statements

                                October 31, 2002

Summarized Financial Information

Company or group of companies for which report is filed:

CHAMPIONS Sports, Inc. and Subsidiaries

     The  consolidated  balance sheet as of October 31, 2002,  the  consolidated
statements of  operations  for the three months and six months ended October 31,
2002 and October 31, 2001 and the consolidated  statements of cash flows for the
six months ended October 31, 2002 and October 31, 2001 have been prepared by the
company,  without audit. In the opinion of management,  all  adjustments  (which
include  only normal  recurring  adjustments)  necessary  to present  fairly the
financial  position,  results of operations  and changes in cash flow at October
31, 2002 and for all periods presented, have been made.

     Certain information and footnote disclosures normally included in financial
statements prepared in accordance with generally accepted accounting  principles
have been omitted. It is suggested that these consolidated  financial statements
be read in conjunction with the financial  statements and notes thereto included
in the Company's  10-KSB as of April 30, 2002. The results of operations for the
period ended  October 31, 2002 are not  necessarily  indicative of the operating
results for the full year.

     This document contains "forward-looking  statements" (within the meaning of
the Private Securities  Litigation Act of 1995) that inherently involve risk and
uncertainties.  The Company's actual results could differ  materially from those
anticipated in the forward-looking statements as a result of unforeseen external
factors.  These factors may include,  but are not limited to, changes in general
economic  conditions,  the ongoing threat of terrorism,  customer  acceptance of
products offered and other general competitive  factors, and the ability to have
access to financing  sources on reasonable  terms.  Readers are cautioned not to
place  undue  reliance  on  these  forward-looking  statements,   which  reflect
management's  analysis,  judgment,  belief  or  expectation  only as of the date
hereof.


<PAGE>







Item 2. Managements Discussion and Analysis of Financial Condition
 and Results of Operations


Results of Operation
     For the six months ended  October 31,  2002,  the  Company's  net loss from
operations was $38,587 before preferred stock dividends of $31,876  resulting in
a net loss  available  to common  shareholders  of  $70,463,  ($0.01) per common
share. For the three months ended October 31, 2002, the Company's net profit for
operations was $36,894 before preferred stock dividends of $15,938  resulting in
a net income available for common shareholders of $20,956.

     For the six months ended  October 31,  2001,  the  Company's  net loss from
operations was $30,918 before preferred stock dividends of $31,876  resulting in
a net loss  available  to common  shareholders  of  $62,794,  ($0.01) per common
share.
     The  Company's  assets  decreased  to  $624,241  at October  31,  2002 from
$785,689  at  April  30,  2002,  as a result  of the net loss for the  six-month
period.

Revenues
     The Company's total revenues decreased by 1.1% for the six month period and
increased  4.8% for the three month period ended October 31, 2002. The Company's
total  revenues were  $1,071,542 and $1,083,026 for the six months ended October
31, 2002 and 2001. By component,  food and beverage sales increased less than 1%
for the comparable  six-month  periods.  For the  three-month  period,  food and
beverage  sales  increased  7.2%  for the  comparable  period.  Merchandise  and
memorabilia  sales for the six  months  ended  October  31,  2002 were  $104,676
compared to $115,647  in the  comparable  period.  The Company  provided  sports
memorabilia  to one Marriott  Champions  location  during each of the six months
ended October 31, 2002 and 2001.  Interest income and other income  represent 2%
or less of the  Company's  total  revenues  for the three  months and six months
ended October 31, 2002 and 2001.

Expenses
     Cost of food and beverage  were 23.8% and 25.9% of food and beverage  sales
of for the six months ended October 31, 2002 and 2001.  Cost of merchandise  and
memorabilia  sales was 27.3% and 55.3% of related sales for the six months ended
October 31, 2002 and 2001.  Restaurant  payroll and related  costs also remained
relatively constant at 36.0% and 35.4% of related sales for the six months ended
October 31, 2002 and 2001.  Restaurant  occupancy  costs  increased  to 14.0% of
restaurant sales compared to 12.9% of related sales for the six-month comparable
periods.  This is  attributed  to an increase  in common  area  charges and real
estate taxes passed on by the  landlord.  Other  restaurant  costs were 18.7% of
sales compared to 18.0% for the comparable  period.  General and  administrative
expense  for the  Company's  corporate  office  was  $169,033  or  15.7%  of the
Company's  total  revenues for the six months ended October 31, 2002 compared to
$144,700 or 13.4% for the six months ended  October 31, 2001.  Depreciation  and
amortization  expense  represented  2.2% of the Company's  total revenues during
each six-month period.



Liquidity and Capital Resources

     The Company's  cash  position on October 31, 2002 was $295,580  compared to
$449,282 on April 30,  2002,  a decrease of  $153,702.  For the six months ended
October 31, 2002 the Company's  operating  activities used $147,388 in cash. The
Company  used  its  cash to repay  equipment  leases  for  $1,929.  The  Company
purchased  equipment  for its San  Antonio  Champions  restaurant  amounting  to
$9,385.

     For  the six  months  ended  October  31,  2001,  the  Company's  operating
activities  used  $87,713 in cash.  The Company  purchased  a nominal  amount of
equipment. The Company repaid $4,890 in capital leases.

     During the six months ended October 31, 2002 and 2001,  the Company met its
cash needs from its revenues  and cash  reserves and from cash flow from its San
Antonio operation.

     On October 31, 2002 the Company's  working capital was a negative  $315,516
versus a negative  $294,573 on April 30, 2002.  The Company is uncertain that it
will be able to meet its cash  requirements  for the next twelve months from its
cash reserves and from its operating activities.

     Stockholder's equity decreased to $(38,624) as of October 31, 2002 compared
to $(5,005) as of April 30, 2002,  as a result of the net loss for the six-month
period.

     The Company continues to review and evaluate its operations and priorities.
The Company is actively  pursuing  merger or  acquisition  candidates  and other
financing  possibilities to meet its liquidity needs. There is no assurance that
the  Company  will be able to  structure  a  merger  or  acquisition,  or  raise
additional financing on terms satisfactory to the Company.

Subsequent Events


     In  November,  2002,  the  Board of  Directors,  in order to  preserve  the
Company's cash reserves,  voted to defer payment of $63,750, the annual dividend
on the Series A, 12% convertible,  cumulative Preferred Stock, par value $10, of
which there were 53,125 shares  outstanding as of October 31, 2002. The Board of
Directors also voted to defer the annual meeting of security holders in order to
preserve the Company's cash reserves.





Other

     In January  2002,  the Company  entered  into an  agreement  with a private
investor,  to purchase from the Company 4,000,000 shares of the Company's common
restricted stock at a purchase price of $0.125 per share in the aggregate amount
of $500,000 payable in monthly installments to be used by the Company to provide
general working capital. The purchaser has paid a total of $60,000 as of October
31,2002 and has not met the payment terms of the agreement. The Company believes
that the agreement may not be fulfilled.


Part II.   Other Information

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

     There were no matters  submitted to a vote of Security  Holders  during the
three month period ended October 31, 2002.

Item 6.  Exhibits and Reports on Form 8-K

         None.


<PAGE>








                                   SIGNATURES

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

                             CHAMPIONS Sports, Inc.




                               __/s/ James M. Martell____
                                ---------------------
                                 James M. Martell
                                 President



                               __/s/ James E. McCollam__
                                 ---------------------
                                 James E. McCollam
                                 Controller and Chief Accounting
                                 Officer


December 6, 2002