UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                              WASHINGTON, DC 20549


                                   FORM 10-QSB


          QUARTERLY REPORT UNDER SECTION 13 OR 15(D) OF THE SECURITIES
                              EXCHANGE ACT OF 1934


                For the quarterly period ended September 30, 2002


                         Commission file number: 0-26029


                          ASIAN STAR DEVELOPMENT, INC.
             ______________________________________________________
             (Exact name of registrant as specified in its charter)


             Nevada                                              88-0866395
_________________________________                            ___________________
  (State or other jurisdiction                                (I.R.S. Employer
of Incorporation or organization)                            Identification No.)


                        Unit D-E, 15/F Lever Tech Centre
                              69-71 King Yip Street
                                    Kwun Tong
                               Kowloon, Hong Kong
                    ________________________________________
                    (Address of principal executive offices)


      (852) 2721-0936                                     (852) 2722-7957
___________________________                         ____________________________
(Issuer's telephone number)                         (Issuer's telecopier number)



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



Check  whether the issuer (1) filed all reports  required to be filed by section
13 or 15(d) of the  Exchange  Act  during  the past 12 months  (or 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 [ ]

                APPLICABLE ONLY TO ISSUERS INVOLVED IN BANKRUPTCY
                   PROCEEDINGS DURING THE PRECEDING FIVE YEARS

Check whether the registrant  filed all documents and reports  required to filed
by  Section  12,  13 or 15(d) of the  Exchange  Act after  the  distribution  of
securities under a plan confirmed by a court. Yes [ ]   No [ ]

                      APPLICABLE ONLY TO CORPORATE ISSUERS

State the number of shares  outstanding  of each the issuer's  classes of common
equity,  as of the latest  practicable  date:  $0.001 par Value  Common  Shares.
8,623,008 as of September 30, 2002.

Transitional Small Business Disclosure Format (Check One)  Yes [ ]   No [x]


<PAGE>


                          ASIAN STAR DEVELOPMENT, INC.

                                   FORM 10-QSB

                               SEPTEMBER 30, 2002


                                    CONTENTS



                                                                            PAGE
PART I - FINANCIAL INFORMATION

Item 1-  Consolidated Financial Statements:
         Consolidated Balance Sheet as of December 31, 2001 and unaudited     1
         Consolidated Balance Sheet as of September 30, 2002

         Unaudited Consolidated Statements of Operations for the Three and    2
         Nine Months Ended September 30, 2001 and 2002

         Unaudited Consolidated Statements of Cash Flows for the Nine
         Months Ended September 30, 2001 and 2002                             3
         Notes to Consolidated Financial Statements                           4

Item 2-  Management's Discussion and Analysis

PART II - OTHER INFORMATION

Item 6 - Exhibits


<PAGE>

<TABLE>
<CAPTION>

                          ASIAN STAR DEVELOPMENT, INC.
                           CONSOLIDATED BALANCE SHEETS
                            (EXPRESSED IN US DOLLARS)

                                                  SEPTEMBER 30,       DECEMBER 31
                                                       2002              2001
AS AT                                              (UNAUDITED)         (AUDITED)
__________________________________________________________________________________
<S>                                               <C>                 <C>

                                     ASSETS


CURRENT
   Cash and cash equivalents                      $      1,697        $          -
   Other assets                                            376                   -
                                                  ____________        ____________
      Total current and total assets              $      2,073        $          -
                                                  ============        ============



                      LIABILITIES AND SHAREHOLDERS' DEFICIT


CURRENT
   Due to related party                           $     33,371        $          -
   Due to shareholder                                   89,857                   -
   Accrued expenses                                      5,000                   -
                                                  ____________        ____________
      Total current and total liabilities         $    128,228        $          -
                                                  ============        ============


                              SHAREHOLDERS' DEFICIT

Common Stock, $0.001 par value
   1,000,000,000 shares authorized                       8,623               8,623
   8,623,008 shares issued and outstanding
   as of September 30, 2002 and
   December 31, 2001

Additional paid-in capital                          19,776,856          19,776,856
Accumulated deficit                                (19,911,634)        (19,785,479)
                                                  ____________        ____________
      Total Shareholders' deficit                     (126,155)                  -
                                                  ============        ============

Total liabilities and shareholders' deficit       $      2,073        $          -
                                                  ============        ============

</TABLE>


________________________________________________________________________________

                           See Accompanying Notes                             1.


<PAGE>

<TABLE>
<CAPTION>

                          ASIAN STAR DEVELOPMENT, INC.
                      CONSOLIDATED STATEMENTS OF OPERATIONS
                            (EXPRESSED IN US DOLLARS)

___________________________________________________________________________________________________________________

                                                     NINE MONTHS ENDED                      THREE MONTHS ENDED
                                                       SEPTEMBER 30,                          SEPTEMBER 30,
                                               _____________________________      _________________________________
                                                  2002             2001                2002               2001
                                               (UNAUDITED)      (UNAUDITED)        (UNAUDITED)         (UNAUDITED)
                                               __________       ____________      _____________        ____________
<S>                                            <C>              <C>               <C>                  <C>

Revenue
     Revenue, net                              $        -       $          -      $           -        $          -
     Cost of goods sold                                 -                  -                  -                   -
                                               __________       ____________      _____________        ____________
     Gross profit                                       -                  -                  -                   -
Expenses
     Selling, general and                        (126,170)          (194,576)           (50,912)            (97,780)
         administration
     Other income (loss), net                          15                  -                (61)                  -
                                               __________       ____________      _____________        ____________
     Loss from continuing                        (126,155)          (194,576)           (50,973)            (97,780)
                                               __________       ____________      _____________        ____________
        operations
Discontinued operations
     Loss from operations of
        discontinued subsidiaries                       -           (185,350)                 -             (68,077)
     Loss on disposal of
        subsidiaries                                    -           (572,590)                 -            (167,700)
                                               __________       ____________      _____________        ____________
     Loss from discontinued
        operations                                      -           (757,940)                 -            (235,777)
                                               __________       ____________      _____________        ____________
     Net loss before income taxes                (126,155)          (952,516)           (50,973)           (333,557)
     Provisions for income taxes                        -                  -                  -                   -
                                               __________       ____________      _____________        ____________
     Net Loss                                  $ (126,155)      $   (952,516)     $     (50,973)       $   (333,557)
                                               ==========       ============      =============        ============
     Loss per share - basic and
        diluted                                $   (0.015)      $     (0.060)     $      (0.006)       $     (0.021)
     Weighted average number of
        shares outstanding - basic              8,623,008         15,822,938          8,623,008          15,974,276
         and diluted

</TABLE>

________________________________________________________________________________

                           See Accompanying Notes                             2.

<PAGE>

<TABLE>
<CAPTION>

                          ASIAN STAR DEVELOPMENT, INC.
                      CONSOLIDATED STATEMENTS OF CASH FLOWS
                            (EXPRESSED IN US DOLLARS)

____________________________________________________________________________________________


                                                            NINE MONTHS ENDED SEPTEMBER 30,
                                                            _______________________________
                                                                2002               2001
                                                             (UNAUDITED)        (UNAUDITED)
                                                             __________         __________
<S>                                                          <C>                <C>

CASH FLOWS FROM OPERATING ACTIVITIES
      Net loss                                               $ (126,155)        $ (952,516)
Adjustments to reconcile net loss to net cash used
      in operating activities
          Depreciation and amortization                               -            128,717
          Loss on disposal of subsidiaries                            -            572,590
          Changes in operating assets and liabilities:
              Prepayments                                             -            (27,322)
              Inventories                                             -              5,501
              Other assets                                         (376)             4,552
              Accounts payable                                        -            (73,441)
              Other payables                                          -            (27,089)
              Due to shareholder                                 89,857                  -
              Accrued expenses                                    5,000            (39,089)
                                                             __________         __________

NET CASH USED IN OPERATING ACTIVITIES                           (31,674)          (408,097)
                                                             __________         __________

CASH FLOWS FROM INVESTING ACTIVITIES

Purchases of construction materials and fixed assets                  -             (2,002)
Net proceeds from disposal of subsidiaries                            -            460,650
                                                             __________         __________

NET CASH PROVIDED BY INVESTING ACTIVITIES                             -            458,648
                                                             __________         __________

CASH FLOWS FROM FINANCING ACTIVITIES
Repayment by a shareholder                                            -           (131,147)
Advance from related party                                       33,371                  -
                                                             __________         __________

NET CASH PROVIDED BY  (USED IN) FINANCING ACTIVITIES             33,371           (131,147)
                                                             __________         __________

NET INCREASE / (DECREASE) IN CASH AND CASH
    EQUIVALENTS                                                   1,697            (80,596)

CASH AND CASH EQUIVALENTS AT BEGINNING OF PERIOD                      -            114,832
                                                             __________         __________

CASH AND CASH EQUIVALENTS AT END OF PERIOD                   $    1,697         $   34,236
                                                             ===========        ==========

SUPPLEMENTAL DISCLOSURE OF SIGNIFICANT NON CASH
   INVESTING AND FINANCING ACTIVITIES
   Issuance of 750,000 common stocks in year 2001
      for acquiring equity interests in investments          $        -         $  150,000
                                                             ==========         ==========

DURING THE PERIOD ENDED SEPTEMBER 30, 2002 AND
    2001, THE COMPANY PAID NO INTEREST OR TAXES

</TABLE>

________________________________________________________________________________

                           See Accompanying Notes                             3.


<PAGE>


                          ASIAN STAR DEVELOPMENT, INC.
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                  FOR THE THREE MONTHS ENDED SEPTEMBER 30, 2002
                            (EXPRESSED IN US DOLLARS)

________________________________________________________________________________


1.       BASIS OF PRESENTATION

         The accompanying  unaudited interim financial  statements of Asian Star
         Development,  Inc.  and its  subsidiaries  (the  "Company")  have  been
         prepared in accordance with accounting principles generally accepted in
         the United States.

         The consolidated financial statements are reported in US Dollars ("$").

         In the opinion of  management,  all  adjustments  necessary  for a fair
         presentation  of the interim results have been reflected in the interim
         financial  statements.  However,  these  results  are  not  necessarily
         indicative of the operating results for any other interim period or for
         the full year. All adjustments are of a normal  recurring nature unless
         specified  in a separate  note  included  in these  notes to  unaudited
         consolidated financial statements.

         Certain  information  and  footnote  disclosures  normally  included in
         financial  statements  prepared in accordance  with generally  accepted
         accounting  principles have been condensed or omitted. Such disclosures
         are those that would substantially  duplicate  information contained in
         the most recent audited  financial  statements of the Company,  such as
         significant accounting policies.  Management presumes that users of the
         interim  statements  have read or have access to the audited  financial
         statements  and notes  thereto  included in the  Company's  most recent
         annual report on Form 10-KSB.

         These financial statements have been prepared assuming that the Company
         will continue as a going  concern.  The Company  existing  cash,  other
         material  assets  and  available  credit are  insufficient  to fund the
         Company's cash flow needs for the next year.  Their ability to continue
         as a going concern is dependent on their  ability to generate  revenues
         or raise funds through sale of their equity  securities.  The directors
         and major  shareholders  have  confirmed  their  intention  to  provide
         continuing  financial  support so as to enable the  Company to meet its
         liabilities as and when they fall due and carry on its business without
         significant  curtailment  of  operations  for the  foreseeable  future.
         Management  of the Company  believe it will continue as a going concern
         and  consequently  have  prepared  the  financial  statement on a going
         basis.

2.       RECENT ACCOUNTING PRONOUNCEMENTS

         In June 2002, the Financial  Accounting Standards Board ("FASB") issued
         SFAS  146  "Accounting  for  costs  associated  with  exit or  disposal
         activities".  This  pronouncement  replaces  Emerging Issues Task Force
         (EITF)  Issue No. 94-3  "Liability  Recognition  for  certain  employee
         termination benefits and other costs to exit an activity".  It requires
         that costs  associated  with exit or disposal  activities be recognized
         when they are incurred rather than at the date of commitment to an exit
         or disposal plan". Management does not expect that the adoption of SFAS
         146  will  have a  material  effect  on  the  Company's  operations  or
         financial position.

3.       RELATED PARTY TRANSACTIONS

         The amount due to related party represents advances made to the Company
         by an entity  controlled  by the Chairman  and CEO of the Company.  The
         amount is unsecured, interest free and has no fixed repayment date.

         The balance due to shareholder  arises from  consulting fees of $30,000
         incurred  during the period ended  September 30, 2002. It is unsecured,
         interest-free and repayable on demand.


________________________________________________________________________________

....continued                                                                  4.


<PAGE>


                          ASIAN STAR DEVELOPMENT, INC.
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                  FOR THE THREE MONTHS ENDED SEPTEMBER 30, 2002
                            (EXPRESSED IN US DOLLARS)

________________________________________________________________________________


4.       COMMON STOCK AND ADDITIONAL PAID-IN CAPITAL

         On September 17, 2001,  the Company  issued 750,000 of its common stock
         valued at $0.10 per share,  totalling  $150,000,  to acquire 25% of the
         total  issued  shares of 3GEN Systems Inc. The fair value of the common
         shares was determined on the weighted  average trading share prices for
         14 days prior to consummation.

5.       SEGMENTED INFORMATION

<TABLE>
<CAPTION>

                                                     NINE MONTHS ENDED      NINE MONTHS ENDED
                                                     SEPTEMBER 30, 2002     SEPTEMBER 30, 2001

                                                                              (DISCONTINUED
                                                                               OPERATIONS)
                                                     __________________     __________________
<S>                                                      <C>                    <C>

        REVENUE
        Operating income from Cafeteria business         $       -              $ 762,514
        Contracting income from Water World                      -                 50,941
        Others                                                   -                 30,967
                                                         _________              _________
                                                         $       -              $ 844,422
                                                         _________              _________

        GROSS PROFIT CONTRIBUTION
        Cafeteria business                               $       -              $  44,287
        Water World                                              -                 50,941
        Others                                                   -                 27,409
                                                         _________              _________
                                                         $       -              $ 122,637
                                                         _________              _________


                                                      AS OF SEPTEMBER 30,    AS OF DECEMBER 31,
                                                             2002                   2001
                                                      ___________________    __________________
        TOTAL ASSETS
        Cafeteria business                               $       -              $       -
        Water World                                              -                      -
        Others                                               2,073                      -
                                                         _________              _________
                                                         $   2,073              $       -
                                                         _________              _________


        TOTAL LIABILITIES
        Cafeteria business                               $       -              $       -
        Water World                                              -                      -
        Others                                             128,228                      -
                                                         _________              _________
                                                         $ 128,228              $       -
                                                         _________              _________

</TABLE>

         On June 15,  2001,  the Company  disposed  of the  Shilong  Water World
         project to Dongguan Shilong  Properties  Limited for cash consideration
         of  $1,089,000  and debts  assignment  to the  purchaser  of  $538,438,
         totalling  $1,627,438.  As a result of, the Company  recognized a total
         loss on disposal of $572,590.

         On  December  31,  2001,  the  Company  transferred  all its assets and
         liabilities for no consideration to Honpar Management  Limited,  a Hong
         Kong entity  controlled  by the Chairman  and CEO of the Company.  As a
         result  of this  disposal,  the  Company  reported  a gain of  $641,986
         because the liabilities exceeded the assets by that amount.


________________________________________________________________________________
                                                                              5.


<PAGE>


                          ASIAN STAR DEVELOPMENT, INC.
                  ITEM 2 - MANAGEMENT'S DISCUSSION AND ANALYSIS
________________________________________________________________________________


LIMITED OPERATING HISTORY; ACCUMULATED DEFICIT; NEED FOR ADDITIONAL CAPITAL

There is a limited historical financial information about the Company upon which
to  base an  evaluation  of the  Company's  performance  or to  make a  decision
regarding an investment in shares of Company's  Common Stock. The Company has an
accumulated deficit of $19,911,634 and $19,785,479 as of September 30, 2002, and
September  30,  2001,  respectively.  The  Company's  cash and cash  equivalents
increased  from $0 at  December  31,  2001 to $1,697 at  September  30, 2002 The
Company is currently  inactive and looking for  business  opportunities  and the
capital to implement any such opportunities.

On  November 6, 2002,  the Company has entered  into a Letter of Intent to merge
with Atlantic  Mining  Limited  ("AML").  "AML" is a mining  corporation  with a
majority share of the Henan Nanshao Gold Development  Limited ("HNGD") of China.
"HNGD"  holds  equity  interest  in  various  gold  mines  and  is  involved  in
prospecting,  exploitation,  extraction and refining. The terms of the agreement
provide  for  "AML" to  acquire  64% of the  total  outstanding  shares of ASDV,
post-merger.








________________________________________________________________________________
                                                                              6.


<PAGE>


                          ASIAN STAR DEVELOPMENT, INC.
                           PART II - OTHER INFORMATION
________________________________________________________________________________


ITEM 1 - LEGAL PROCEEDINGS

The Company is not a party to any pending legal  proceeding,  nor are its assets
the subject of a pending legal proceeding.

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

Certification  pursuant to 18 U.S.C. Section 1350 as adopted pursuant to section
906 of the Sarbanes-Oxley Act of 2002.











________________________________________________________________________________
                                                                              7.


<PAGE>



                          ASIAN STAR DEVELOPMENT, INC.
                           PART II - OTHER INFORMATION
________________________________________________________________________________



                                   SIGNATURES


In accordance with the  requirements of the EXCHANGE ACT of 1934, the registrant
has caused this report to be signed on its behalf by the undersigned,  thereunto
duly authorized.


                                               _________________________________
                                               Asian Star Development Inc.
Date:    October 26, 2002                             (Registrant)


                                               /s/ STEPHEN CHOW
                                               _________________________________
                                                   Stephen Chow, President
                                                       (Signature)













________________________________________________________________________________
                                                                              8.

<PAGE>


                                  CERTIFICATION


I, Stephen Chow, certify that:

1.   I have reviewed this Quarterly Report on Form 10-QSB of Asian Star
Development, Inc.;

2.   Based on my knowledge, this Quarterly Report does not contain any untrue
statement of a material fact or omit to state a material fact necessary to make
the statements made, in light of the circumstances under which such statements
were made, not misleading with respect to the period covered by this annual
report;

3.   Based on my knowledge, the financial statements, and other financial
information included in this Quarterly Report,  fairly represent 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 {Report Name};

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 have:

i)   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;

ii)  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

iii) 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 the board of directors (or persons performing the equivalent functions):

i)   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

ii)  Any fraud, whether or not material, that involves management or other
employees who have a significant role in the registrant's internal controls; and

6.   The registrant's other certifying officers and I have indicated in this
Quarterly  Report  whether or not there  were  significant  changes in  internal
controls or in other factors that could  significantly  affect internal controls
subsequent to the date of our most recent  evaluation,  including any corrective
actions with regard to significant deficiencies and material weaknesses.



November 13, 2002                               /s/ STEPHEN CHOW
                                                __________________________

                                                    Stephen Chow
                                                    Chairman and CEO

________________________________________________________________________________
                                                                              9.