FORM 10-QSB
                     U.S. SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

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

                  For the fiscal quarter ended: March 31, 2004


                         Commission file number:33-49797

                               eTOTALSOURCE, INC.
             (Exact name of registrant as specified in its charter)


Colorado                                        84-1066959
--------                              -----------------------------------
(State of Incorporation)             (I.R.S. Employer Identification No.)


                1510 Poole Boulevard, Yuba City, California 95993
                 ----------------------------------------------
               (Address of principal executive offices) (Zip Code)

                                 (530) 751-9615
                       ---------------------------------
               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 |_|

         There were 30,549,207  shares  outstanding of the  registrant's  Common
Stock as of March 31, 2004.

<PAGE>


                                TABLE OF CONTENTS
                                                                            Page
                                                                            ----
PART I. - FINANCIAL INFORMATION

ITEM 1.  CONSOLIDATED CONDENSED FINANCIAL STATEMENTS...........................3

         Balance Sheets
          March 31, 2004 and December 31, 2003.................................4

         Statements of Operations
          Three Months ended March 31, 2004 and March 31, 2003.................5

         Statements of Cash Flows
          Three Months ended March 31, 2004 and 2003...........................6

         Statement of Stockholders' Equity (Deficit)
          Three Months ended March 31, 2004 ...................................7

         Notes to Financial Statements ........................................8

ITEM 2.  MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND
         RESULTS OF OPERATIONS................................................10

ITEM 3.  CONTROLS AND PROCEDURES  ............................................11

PART II. - OTHER INFORMATION

ITEM 1.  LEGAL PROCEEDINGS....................................................12

ITEM 2.  CHANGES IN SECURITIES................................................12

ITEM 3.  DEFAULTS UPON SENIOR SECURITIES......................................12

ITEM 4.  SUBMISSION OF MATTER TO A VOTE OF SECURITY HOLDERS...................12

ITEM 5.  OTHER INFORMATION....................................................12

ITEM 6.  EXHIBITS AND REPORTS ON FORM 8-K.....................................12

         SIGNATURES ..........................................................13


                                      -2-

<PAGE>



                         PART I - FINANCIAL INFORMATION

ITEM 1.  FINANCIAL STATEMENTS.

         For financial information,  please see the financial statements and the
notes thereto, attached hereto and incorporated by this reference.

         The  financial  statements  have been  prepared by  eTOTALSOURCE,  INC.
without  audit  pursuant  to the rules and  regulations  of the  Securities  and
Exchange  Commission.  Certain  information and footnotes  disclosures  normally
included in financial  statements prepared in accordance with generally accepted
accounting  principles  have been  condensed or omitted as allowed by such rules
and  regulations,  and management  believes that the disclosures are adequate to
make the  information  presented  not  misleading.  These  financial  statements
include all the adjustments  which, in the opinion of management,  are necessary
to a fair presentation of financial position and results of operations. All such
adjustments are of a normal and recurring  nature.  These  financial  statements
should be read in conjunction with the audited financial  statements at December
31, 2003, included in the Company's Form 10-KSB.



























                                      -3-

<PAGE>
<TABLE>
<CAPTION>
                                    eTotalSource, Inc.
                           Consolidated Condensed Balance Sheet

<S>                                                                                        <C>                   <C>

                                                                                              March 31, 2004       December 31, 2003
                                                                                           -----------------------------------------
ASSETS                                                                                         (Unaudited)
Current Assets
Cash                                                                                       $            72,503   $          313,084
Accounts receivable                                                                                        329                  414
                                                                                           --------------------  -------------------
Total Current Assets                                                                                    72,832              313,498
                                                                                           --------------------  -------------------

Furniture and Equipment                                                                                104,011               95,019
   Less accumulated depreciation                                                                       (57,186)             (52,580)
                                                                                           --------------------  -------------------
                                                                                                        46,825               42,439

Other Assets
Patents applications and trademarks, less $12,405 and $11,397
        accumulated amortization, respectively                                                          27,933               28,941
Deposits                                                                                                 1,162                1,358
                                                                                           --------------------  -------------------
                                                                                                        29,095               30,299
                                                                                           --------------------  -------------------

Total Assets                                                                               $           148,752   $          386,236
                                                                                           ====================  ===================

LIABILITIES AND STOCKHOLDERS' EQUITY (DEFICIT)

Current Liabilities
Convertible notes payable                                                                  $           300,000   $          300,000
Other notes payable                                                                                    662,000              662,000
Judgments payable                                                                                      204,788              204,788
Accounts Payable                                                                                       231,291              224,471
Accrued compensation payable                                                                           699,547              716,395
Accrued interest payable                                                                               153,971              149,070
Other accrued liabilities                                                                              329,887              329,776
Deferred revenue                                                                                       101,250              112,500
                                                                                           --------------------  -------------------
Total Current Liabilities                                                                            2,682,734            2,699,000

Commitments and Contingencies                                                                                -                    -

Stockholders' Equity (Deficit)
Common stock; no par value; 100 million shares authorized,
 30,549,207 and 29,549,207 shares issued and outstanding, respectively                               3,842,222            3,656,884
Accumulated (deficit)                                                                               (6,376,204)          (5,969,648)
                                                                                           --------------------  -------------------
Total Stockholders' Equity                                                                          (2,533,982)          (2,312,764)
                                                                                           --------------------  -------------------

Total Liabilities and Stockholders' Equity (Deficit)                                       $           148,752   $          386,236
                                                                                           ====================  ===================

</TABLE>

See accompanying notes to financial statements.

                                      -4-
<PAGE>
<TABLE>
<CAPTION>

                                    eTotalSource, Inc.
                      Consolidated Condensed Statement of Operations

<S>                                                                                        <C>                   <C>
                                                                                                  Three Months Ended March 31,
                                                                                           -----------------------------------------
                                                                                                  2004                   2003
                                                                                           --------------------  -------------------
Revenues                                                                                   $            18,093   $           51,554

General and Administrative Expenses                                                                    397,262              166,627
                                                                                           --------------------  -------------------

Operating Income (Loss)                                                                               (379,169)            (115,073)

Other Income (Expense)
Rental Income                                                                                                -                3,619
Interest Expense                                                                                       (27,368)            (195,789)
Other                                                                                                      (19)                 122
                                                                                           --------------------  -------------------
                                                                                                       (27,387)            (192,048)
                                                                                           --------------------  -------------------

Net Income (Loss)                                                                          $          (406,556)  $         (307,121)
                                                                                           ====================  ===================

Basic and Diluted Income (Loss) per Share                                                  $             (0.01)  $            (0.02)
                                                                                           ====================  ===================

Weighted Average Common Shares Outstanding                                                          30,307,449           17,565,151
                                                                                           ====================  ===================
</TABLE>























See accompanying notes to financial statements.



                                      -5-
<PAGE>
<TABLE>
<CAPTION>

                                    eTotalSource, Inc.
                      Consolidated Condensed Statement of Cash Flows
                                       (Unaudited)
<S>                                                                                        <C>                   <C>
                                                                                                  Three Months Ended March 31,
                                                                                           -----------------------------------------
                                                                                                  2004                   2003
                                                                                           --------------------  -------------------
Cash Flows From (Used in) Operating Activities:
Net (loss)                                                                                 $          (406,556)  $         (307,121)
Depreciation and amortization                                                                            5,681               11,337
Stock issued for services                                                                              160,000                    -
Stock options and warrants issued for services                                                          25,338               14,822
Stock warrants issued in lieu of interest                                                                    -              143,659
Loss of retirement of assets                                                                                18                    -
Changes in assets and liabilities:
Decrease (increase) in other current assets                                                                  -               37,438
Decrease (increase) in accounts receivable                                                                  85                 (255)
Decrease (increase) in deposits                                                                            196                  294
Increase (decrease) in payables, credit cards and accrued liabilities                                   (5,016)             122,969
Increase (decrease) in deferred revenue                                                                (11,250)             (11,250)
                                                                                           --------------------  -------------------

Net Cash (Used in) Operating Activities                                                               (231,504)              11,893
                                                                                           --------------------  -------------------

Cash Flows From (Used in) Investing Activities:
Purchase equipment                                                                                      (9,077)                (656)
                                                                                           --------------------  -------------------

Net Cash (Used in) Investing Activities                                                                 (9,077)                (656)
                                                                                           --------------------  -------------------

Cash Flows From (Used in) Financing Activies:
Proceeds from notes payable                                                                                  -               60,000
Payments on notes payable                                                                                    -               (3,681)
                                                                                           --------------------  -------------------

Net Cash From Financing Activities                                                                           -               56,319
                                                                                           --------------------  -------------------

Increase (decrease) in Cash and Cash Equivalents                                                      (240,581)              67,556

Cash and Cash Equivalents - Beginning of Period                                                        313,084               50,326
                                                                                           --------------------  -------------------

Cash and Cash Equivalents - End of Period                                                  $            72,503   $          117,882
                                                                                           ====================  ===================
</TABLE>
See accompanying notes to financial statements.

                                      -6-
<PAGE>
<TABLE>
<CAPTION>
                                                         eTotalSource, Inc.
                                      Consolidated Statement of Stockholders' Equity (Deficit)

<S>                              <C>                    <C>                     <C>                        <C>
                                                Common Stock
                                 ---------------------------------------------          Accumulated
                                        Shares                 Amount                  (Deficit)                    Total
                                 ---------------------  ----------------------  -------------------------  -------------------------
December 31, 2003                       29,549,207.00           $3,656,884.00               $ (5,969,648)              $ (2,312,764)
                                 =====================  ======================  =========================  =========================

      Issued for services
           ($.17 per share)                 1,000,000                 160,000                                               160,000

      Options and warrants -
          Services                                                     25,338                                                25,338

       Net (loss)                                                                               (406,556)                  (406,556)
                                 ---------------------  ----------------------  -------------------------  -------------------------

March 31, 2004                             30,549,207             $ 3,842,222               $ (6,376,204)              $ (2,533,982)
                                 =====================  ======================  =========================  =========================

</TABLE>















See accompanying notes to financial statements.


                                      -7-
<PAGE>

ETOTALSOURCE, INC.
NOTES TO CONSOLIDATED CONDENSED FINANCIAL STATEMENTS

Note A - Basis of Presentation

The  accompanying  unaudited  financial  statements of  eTotalSource,  Inc. (the
"Company")  were  prepared in  accordance  with  generally  accepted  accounting
principles for interim  financial  information and Article 10 of Regulation S-X.
Accordingly,  they do not include all of the information and footnotes  required
by generally accepted accounting principles for complete financial statements.

In the opinion of management,  all adjustments  considered  necessary for a fair
presentation  of the  results of  operations  and  financial  condition  for the
periods presented have been included. Such adjustments are of a normal recurring
nature.  The results of operations  for the  three-month  period ended March 31,
2004, are not  necessarily  indicative of the results of operations  that can be
expected for the fiscal year ending December 31, 2004. For further  information,
refer to the  Company's  audited  financial  statements  and  footnotes  thereto
included in Item 7 of Form 10-KSB filed by eTotalSource, Inc. on April 15, 2004.

Note B - Issuance of Stock for Services

During the three  months  ended March 31,  2004,  the  Company  issued 1 million
shares of common stock to an unrelated company for sales and marketing services.
The Company has  expensed  the fair value of the stock based on  contemporaneous
stock market quotes at $.16 per share (a total of $160,000).

Note C - Recent Accounting Pronouncements

In April 2003, the FASB issued SFAS No. 149,  "Amendment of Statement No. 133 on
Derivative  Instruments  and Hedging  Activities".  SFAS No. 149 amends  certain
portions of SFAS No. 133 and is  effective  for all  contracts  entered  into or
modified  after  June 30,  2003 on a  prospective  basis.  SFAS  No.  149 is not
expected to have a material  effect on the results of  operations  or  financial
position of the Company  because the Company  currently  has no  derivatives  or
hedging contracts.

In June 2003, the FASB approved SFAS No. 150,  "Accounting for Certain Financial
Instruments with  Characteristics  of Both Liabilities and Equity.  SFAS No. 150
establishes  standards  for  how  an  issuer  classifies  and  measures  certain
financial  instruments with characteristics of both liabilities and equity. This
Statement is effective for financial  instruments entered into or modified after
May 31, 2003,  and  otherwise is effective at the beginning of the first interim
period  beginning  after  June 15,  2003.  The  adoption  of SFAS No. 150 is not
expected to have a material  effect on the  Company's  operations  or  financial
position.

                                      -8-
<PAGE>
ETOTALSOURCE, INC.
NOTES TO CONSOLIDATED CONDENSED FINANCIAL STATEMENTS

In  December   2003,   the  FASB  issued  a  revised   Interpretation   No.  46,
"Consolidation of Variable Interest Entities".  The interpretation clarifies the
application  of Accounting  Research  Bulletin No. 51,  "Consolidated  Financial
Statements",  to certain  types of  entities.  The  Company  does not expect the
adoption of this interpretation to have any impact on its financial statements.


Note D - Contingency

As  reported in the  December  31, 2003  financial  statements,  the Company has
incurred  significant  recurring  losses from  operations  and has a substantial
liquidity  shortage,  including default  conditions on certain notes payable and
judgments payable to creditors. The foregoing raises substantial doubt about the
Company's  ability  to  continue  as  a  going  concern.  These  conditions  are
substantially  unchanged  through the first  quarter of 2004.  The  accompanying
condensed  consolidated financial statements do not include any adjustments that
might result from the outcome of this uncertainty.


Note E - Events Subsequent to March 31, 2004

In the second  quarter,  approximately  280,000  shares of common  stock will be
issued to two  individuals,  a  foundation  and a trust for services to create a
family disaster preparedness product.

Also in the second  quarter,  as discussed  in the  December 31, 2003  financial
statements, the Company will be issuing 600,000 shares to settle certain Premium
Enterprises,  Inc.  debt incurred  prior to the 2003 reverse  merger and 560,000
shares  for  services  as  provided  for  in  Exhibit  B of  the  Reorganization
Agreement.

An  additional  250,000  shares  will also be issued in the second  quarter  for
approximately $47,000 of legal services.








                                      -9-
<PAGE>

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

Liquidity and Capital Resources

At March 31,  2004,  the  Company  had  $72,503  in cash with  which to  conduct
operations,  a decline of $240,581 during the quarter. There can be no assurance
that the Company will be able to carry on its business  plan.  Accordingly,  the
Company will seek additional  financing  through loans, the sale and issuance of
additional debt and/or equity securities,  or other financing arrangements.  The
Company does not intend to pay dividends in the foreseeable future.

RESULTS OF OPERATIONS

eTotalSource,  Inc. (the "Company") recognized a loss for the three-month period
ended March 31, 2004 in the amount of $(406,556),  $(.01) per share, as compared
with a loss of $(307,121),  $(.02) per share for the corresponding  period ended
March 31, 2003.

Revenues for the  three-months  ended March 31, 2004 were $18,093 versus $51,554
for the corresponding 2003 period, representing a 65% decrease. The decrease was
attributable to fewer sales of the CD training  products and no  post-production
projects.

Operating expenses for the three-month period ended March 31, 2004 were $397,262
as  compared  with  $166,627  for the  comparable  2003  period,  an increase of
$230,635.  The increase was primarily due to the issuance of shares for services
and an increase in payroll expenses. Payroll expenses for the three-month period
ended March 31, 2004 were $62,948 more than the comparable 2003 period.

Interest expense for the three-month  period ended March 31, 2004 was $27,368 as
compared  with  $195,789  for the  corresponding  2003  period.  The decrease in
interest expense is the result of the June 2003 retirement of mortgages  payable
upon sale of the  Company's  business  office  building,  conversion  of debt to
equity in the fourth quarter of 2003 and the final  amortization  in 2003 of the
fair value of warrants issued as incentives to lenders.

ANALYSIS OF FINANCIAL CONDITION

There is  substantial  doubt  about the  ability of the Company to continue as a
going  concern as  disclosed  in the notes to the  December  31, 2003  financial
statements  filed by the  Company on Form  10-KSB.  Those  conditions  continued
during the first  quarter of 2004:  operating  losses and  liquidity  shortages,
including  default  conditions on certain notes payable and judgments payable to
creditors.  As of March 31, 2004,  current  liabilities exceed current assets by
approximately $2.61 million.

                                      -10-
<PAGE>

Management  continues to meet operating  deficits  primarily through  short-term
borrowings  and is  attempting  to utilize  other debt and  non-dilutive  equity
financing  alternatives  to sustain  operations.  Whether such financing will be
available as needed and the ultimate form of such financing is uncertain and the
effects of this uncertainty could ultimately lead to bankruptcy.

CONTRACTUAL OBLIGATIONS AND COMMERCIAL COMMITMENTS
<TABLE>
<CAPTION>

As of March 31, 2004, the following written obligations were outstanding:

                                                           Payments Due by Period
                                Less than                                               After
Contractual Obligations          1 year          2-3 years     4-5 years              5 years             Total
-----------------------       -------------   ------------    ------------   ---------------    ----------------
<S>                           <C>             <C>             <C>            <C>                <C>
Judgments payable             $     204,788   $        .00    $        .00   $            .00   $       204,788
Short Term Debt                     962,000            .00             .00                .00           962,000
                              -------------   ------------    ------------   ---------------    ----------------

Total contractual cash
obligations                   $   1,166,788   $        .00    $        .00   $            .00   $     1,166,788
                              =============   ============    ============   ===============    ================
</TABLE>


The Company leases its corporate offices in Yuba City,  California on a month-to
month with no expiration date. Monthly rentals under the lease are approximately
$3,000.

CRITICAL ACCOUNTING POLICIES

Revenue Recognition

The Company recognizes revenue in accordance with Statement of Position No. 97-2
"Software  Revenue  Recognition"  issued by the Accounting  Standards  Executive
Committee of the AICPA.  Revenues are recorded net of an allowance for estimated
returns and collectibility at the time of billing.

Product  revenue is derived  primarily from the sale of  self-produced  training
multimedia and related off-the-shelf  software products.  The Company recognizes
revenue  from sales of these  products  at the time of  shipment  to  customers.
Service revenue is primarily derived from production of videos for others and is
recognized upon customer acceptance.

Deferred revenue includes payments received for product licenses covering future
periods and advances on service contracts that have not yet been fulfilled.


ITEM 3.  CONTROLS AND PROCEDURES

Management has evaluated the effectiveness of the issuer's  disclosure  controls
and  procedures  as of a date  within 90 days prior to the  filing  date of this
report  (evaluation  date) and have concluded  that the disclosure  controls and
procedures  are adequate and  effective  based upon their  evaluation  as of the
evaluation date.

                                      -11-
<PAGE>

There were no significant  changes in internal controls or in other factors that
could significantly  affect internal controls subsequent to the date of the most
recent  evaluation  of such,  including  any  corrective  actions with regard to
significant deficiencies and material weaknesses.


                          PART II - OTHER INFORMATION


ITEM 1.  LEGAL PROCEEDINGS

         None.

ITEM 2.  CHANGES IN SECURITIES

         None.

ITEM 3.  DEFAULTS UPON SENIOR SECURITIES

         None.

ITEM 4.  SUBMISSION OF MATTER TO A VOTE OF SECURITY HOLDERS

         None.

ITEM 5. OTHER INFORMATION

         None.

ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K

         (a) Exhibits.

             EXHIBIT NO.        DESCRIPTION

                31.1     Section 302 Certification - CEO
                31.2     Section 302 Certification - CFO
                32.1     Section 906 Certification - CEO
                32.2     Section 906 Certification - CFO

         (b) The following is a list of Current Reports on Form 8-K filed by the
Company during the fiscal quarter for the period ended March 31, 2004.

         None.



                                      -12-
<PAGE>


SIGNATURES

In accordance with the  requirements of the Exchange Act, the registrant  caused
this  report to be  signed on its  behalf  by the  undersigned,  thereunto  duly
authorized.

                                        eTotalSource, Inc.
                                       (Registrant)



Dated:  May 12, 2004                    /s/Terry L. Eilers
                                        --------------------------------
                                        Terry L. Eilers
                                        President and Director


Pursuant to the requirements of the Securities Exchange Act of 1934, as amended,
this  report has been  signed  below by the  following  persons on behalf of the
registrant and in the capacities and on the dates indicated.


By: /s/Terry L. Eilers                                     Dated: May 12, 2004
   ------------------------------------------
   Terry L. Eilers, President and Director


















                                      -13-