<PAGE>

                UNITED STATES SECURITIES AND EXCHANGE COMMISSION
                                 WASHINGTON D.C.

                                   FORM 10-QSB


[X]  Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange
     Act of 1934

                           For the Quarter Ended March 31, 2003


[_]  Transitional  Report  Pursuant  to  Section  13 or 15(d) of the  Securities
     Exchange Act of 1934


                          Commission File No. 000-29462


                                  DOMINIX, INC.
                          -----------------------------
             (Exact name of Registrant as specified in its charter)

         Delaware                               13-4127624
      -------------------                  -------------------
(State of other jurisdiction        (I.R.S. Employer Identification Number)
of incorporation or organization)

                  40 Marquette Drive, Smithtown, New York 11787
                    -----------------------------------------
                     Address of principal executive offices

       Registrant's telephone number, including area code: (631) 724-1643

        Securities registered pursuant to Section 12(b) of the Act: NONE



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

Check whether the registrant filed all documents and reports required to be
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 [X]


<PAGE>

                      APPLICABLE ONLY TO CORPORATE ISSUERS

State the number of shares outstanding of each of the issuer's classes of common
equity, as of the latest practicable date: May 15, 2003: 92,040,105 shares of
common stock Transitional Small Business Disclosure Format (Check one): Yes [ ]
No [X]

                                  DOMINIX, INC.

                               Form 10-QSB- Index

                      For the Quarter Ended March 31, 2003


<TABLE>
<CAPTION>

PART I                                                                               Page

<S>                                                                                   <C>
Item 1.           Consolidated Financial Statements (un-audited)                      F-1
Item 2.           Management Discussion and Analysis                                    1
Item 3.           Controls and Procedures                                               1

PART II

Item 1.           Legal Proceedings                                                     2
Item 2.           Change in Securities                                                  3
Item 3.           Defaults Upon Senior Securities                                       3
Item 4.           Submission of Matters to a Vote of Security Holders Disclosures       3
Item 5.           Other Information                                                     3
Item 6.           Exhibits and Reports on Form 8-K                                      3

Signatures                                                                              4
Certifications                                                                          5

</TABLE>



         This Form  10-QSB  contains  forward  looking  statements,  within  the
meaning of Section  27A of the  Securities  Act of 1933 and  Section  21E of the
Securities  Exchange  Act of  1934,  regarding  future  events  and  the  future
performance of the Company involve risks and  uncertainties  which may cause our
actual  results in future  periods to be  materially  different  from any future
performance  suggested  herein.  We  believe  that its  business  strategy  that
includes focus on future  acquisitions is not unique.  There can be no assurance
that our strategy will be successful.  There can be no assurance that sufficient
capital can be obtained to market  ourselves  and  increase our market share and
our performance and actual results could differ  materially from those projected
in the forward looking statements contained herein.


                                       ii
<PAGE>



                                     PART I

Item 1.           CONSOLIDATED FINANCIAL STATEMENTS

Reports are contained starting Page F-1.



<PAGE>



                        DOMINIX, INC. AND SUBSIDIARY
        (A Development Stage Company Effective as of January 1, 2002)

                   CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
                                 (UNAUDITED)

                         MARCH 31, 2003 AND 2002



<PAGE>



                          DOMINIX, INC. AND SUBSIDIARY
        (A Development Stage Company Effective as of January 1, 2002)

                              INDEX TO FORM 10-QSB
                                   (UNAUDITED)









<PAGE>



<TABLE>
<CAPTION>

                                                                                                       Page Nos.
 PART I - FINANCIAL INFORMATION:

<S>                                                                                                         <C>
   ITEM 1 - FINANCIAL STATEMENTS (UNAUDITED)

   CONDENSED CONSOLIDATED BALANCE SHEET
     At March 31, 2003                                                                                      1

   CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS                                                          2
     For the Years Ended March 31, 2003 and 2002

   CONDENSED CONSOLIDATED STATEMENTS OF STOCKHOLDERS'  DEFICIENCY                                           3
     For the Period January 1, 2002 through March 31, 2003

   CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS                                                          4
     For the Years Ended March 31, 2003 and 2002

   NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS                                                   5 - 15


 PART II - OTHER INFORMATION

</TABLE>


<PAGE>





                           DOMINIX, INC.AND SUBSIDIARY
          (A Development Stage Company Effective as of January 1, 2002)

                      CONDENSED CONSOLIDATED BALANCE SHEET
                                   (UNAUDITED)

                                AT MARCH 31, 2003




<TABLE>
<CAPTION>
                                     ASSETS
                                     ------

<S>                                                                                                 <C>


          Total Assets                                                                              $    -
                                                                                                    ===========

                   LIABILITIES AND STOCKHOLDERS' DEFICIENCY
                   ----------------------------------------

Current Liabilities:
  Convertible note payable - related party (default)                                                $   100,000
  Convertible notes payable - others (default)                                                          142,000
  Accounts payable and accrued liabilities                                                              231,271
  Due to former CEO                                                                                     360,000
  Due to stockholder                                                                                    112,500
                                                                                                    -----------
          Total Current Liabilities                                                                     945,771
                                                                                                    -----------
Commitments and Contingencies

Stockholders' Deficiency:
  Preferred stock, - $0.001 par value; 3,666,667 shares
    authorized; -0- shares issued and outstanding                                                        -
  Preferred  stock,  Series A Convertible - $0.001 par value;  1,333,333  shares
    authorized, issued and
    outstanding                                                                                           1,333
  Common stock - $0.001 par value; 200,000,000 shares
    authorized; 92,040,105 shares issued and outstanding                                                 92,040
  Additional paid-in capital                                                                         20,633,230
  Accumulated deficit at January 1, 2002                                                            (21,145,838)
  Deficit accumulated during the development stage                                                     (526,536)
                                                                                                    -----------
          Total Stockholders' Deficiency                                                               (945,771)
                                                                                                    -----------
          Total Liabilities and Stockholders' Deficiency                                            $    -
                                                                                                    ===========

</TABLE>

       See notes to unaudited condensed consolidated financial statements.

                                       1

<PAGE>



                         DOMINIX, INC. AND SUBSIDIARY
        (A Development Stage Company Effective as of January 1, 2002)

                 CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
                                   (UNAUDITED)
<TABLE>
<CAPTION>
                                                                                            Cumulative
                                                                                            During the
                                                                                           Development
                                                           For the Three Months Ended         Stage
                                                                   March 31,               (January 1,
                                                           --------------------------     2002 to March
                                                              2003           2002           31, 2003)
                                                           ----------     -----------    --------------
<S>                                                        <C>            <C>            <C>
Revenues - Net                                             $        -     $         -    $            -
                                                           ----------     -----------    --------------
Costs and Expenses:
  Stock-based compensation
    substantially consisting of
    consulting fees                                                 -         117,100           127,266
  Consulting fees                                              20,000               -           124,300
  Other general and administrative
    expenses                                                    -              92,255            94,500
  Depreciation                                                  -               3,732            12,179
  Interest expense                                              7,769           7,847            37,918
  Debt conversion expense                                       -                   -           397,500
  Finance charges - non-cash                                    -                 500                 -
  Loss on disposal of equipment                                 -                   -            26,777
  Litigation (reversal) provision                               -                   -          (300,000)
  Reversal of accrued occupancy
    and professional expenses                                   -                   -          (217,000)
                                                           ----------     -----------    --------------
      Total Costs and Expenses                                 27,769         221,434           303,440
                                                           ----------     -----------    --------------
Loss from continuing operations
  before income taxes                                         (27,769)       (221,436)         (303,440)

Income taxes                                                    -                   -                 -
                                                           ----------     -----------    --------------
Loss from continuing operations                               (27,769)       (221,436)         (303,440)

Loss from discontinued operations                               -            (223,096)         (223,096)
                                                           ----------     -----------    --------------
      Net Loss                                             $  (27,769)    $  (444,530)   $     (526,536)
                                                           ==========     ===========    ==============

Basic and Diluted Net Loss Per
  Share:                                                        $(.00)         $(.01)
    From continuing operations
                                                                 (.00)          (.00)
    From discontinued operations                                -----          -----
                                                                $(.00) $(.01)
      Net Loss Per Share                                        =====          =====

Weighted average number of common
  shares outstanding - basic and
  diluted                                                  92,040,105     89,811,098
                                                           ==========     ==========
</TABLE>

          See notes to unaudited condensed consolidated financial statements.

                                       2

<PAGE>



                         DOMINIX, INC. AND SUBSIDIARIES
          (A Development Stage Company Effective as of January 1, 2002)

          CONDENSED CONSOLIDATED STATEMENTS OF STOCKHOLDERS' DEFICIENCY
                                   (UNAUDITED)

              FOR THE PERIOD JANUARY 1, 2002 THROUGH MARCH 31, 2003



<TABLE>
<CAPTION>
                                                                              Common Stock               Preferred
                                                          Date of       ------------------------           Stock
                                                        Transaction       Shares        Amount           ---------
                                                        -----------     ----------    ----------           Amount
                                                                                                         ----------

<S>                                                    <C>              <C>            <C>             <C>
Balance - December 31, 2001                                             85,971,987      $   85,972       $    -
Stock issued for consulting services                     01/01/02          250,000             250            -
Stock issued for consulting services                     01/16/02        3,775,000           3,775            -
Stock issued for consulting services                     03/07/02        1,830,000           1,830            -
Stock issued for consulting services                     04/29/02          508,322             508            -
Convertible Preferred stock issued in
  exchange for conversion of debentures                  04/26/02           -               -                 1,333
Gain on divestiture of ICON                                                 -               -                 -
Forgiveness of related party
  compensation accrual                                                      -               -                 -
Cancellation of shares                                                    (295,204)           (295)           -
Net loss                                                                    -               -                 -
                                                                        ----------      ----------       ----------
Balance - December 31, 2002                                                                 92,040            1,333
                                                                            -                -                -
Net loss                                                                ----------      -----------      ----------
                                                                        92,040,105      $   92,040       $    1,333
Balance - March 31, 2003                                                ==========      ==========       ==========


</TABLE>

<TABLE>
<CAPTION>
                                                                 Additional                             Total
                                                                  Paid-in         Accumulated        Stockholders'
                                                                  Capital           Deficit           Deficiency
                                                                -----------       ------------       ------------


<S>                                                              <C>               <C>                <C>
Balance - December 31, 2001                                     $19,408,448       $(21,145,838)      $ (1,651,418)

Stock issued for consulting services                                  4,750             -                   5,000
Stock issued for consulting services                                 71,725             -                  75,500
Stock issued for consulting services                                 34,770             -                  36,600
Stock issued for consulting services                                  9,658             -                  10,166
Convertible Preferred stock issued in
  exchange for conversion of debentures                             498,667             -                 500,000
Gain on divesture of ICON                                           429,917             -                 429,917
Forgiveness of related party
  compensation accrual                                              175,000             -                 175,000
Cancellation of shares                                                  295             -                  -
Net loss                                                             -                (498,767)          (498,767)
                                                                -----------       ------------       ------------
Balance - December 31, 2002                                      20,633,230        (21,644,605)          (918,002)

Net loss                                                            -                  (27,769)           (27,769)
                                                                -----------       ------------       ------------
Balance -March 31, 2003                                         $20,633,230       $ 21,672,374       $   (945,771)
                                                                ===========       ============       ============


Accumulated deficit as of January 1, 2002                                         $(21,145,838)
Accumulated deficit during development stage                                          (526,536)
                                                                                  ------------
Total Accumulated Deficit as of March 31, 2003                                    $(21,672,374)
                                                                                  ============
</TABLE>


       See notes to unaudited condensed consolidated financial statements.

                                      3

<PAGE>



                         DOMINIX, INC. AND SUBSIDIARY
        (A Development Stage Company Effective as of January 1, 2002)

                 CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
                                  (UNAUDITED)

<TABLE>
<CAPTION>
                                                                                                 Cumulative
                                                                                                 During the
                                                                                                 Development
                                                           For the Three Months Ended               Stage
                                                                   March 31,                     (January 1,
                                                           --------------------------           2002 to March
                                                              2003           2002                  31, 2003)
                                                           ----------     -----------           -------------

<S>                                                        <C>           <C>                     <C>
CASH FLOWS FROM OPERATING ACTIVITIES
  Net loss                                                 $  (27,769)   $  (444,530)            $ (526,536)
  Adjustments to reconcile net loss
    to net cash used in operating
    activities from continuing
    operations:
      Loss from discontinued
        operations                                              -            223,096                223,096
      Debt conversion expense                                   -             -                     397,500
      Stock-based compensation
        substantially consisting of
        consulting fees                                         -            117,100                127,266
      Depreciation                                              -              3,732                 12,179
      Bad debt expense                                          -             -                       6,300
      Litigation (reversal)
        provision                                               -             -                    (300,000)
      Loss on disposal of equipment                             -             -                      26,777
  Changes in operating assets and liabilities:
      Due to stockholder                                        -             -                     112,500
      Accounts payable and accrued
        liabilities                                            27,759         82,343               (184,507)
                                                           ----------    -----------             ----------
      Net Cash Used in Operating
        Activities                                                (10)       (18,259)              (105,425

Cash - Beginning of Year                                        -            (54,431)                20,604

Cash - End of Year                                                 10         84,821                 84,821
                                                           ----------    -----------             ----------
                                                           $    -        $    12,131             $    -
                                                           ==========    ===========             ==========

SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION:

Cash paid during the year for:
  Interest                                                $    -         $    -                  $    -
                                                          ==========     ===========             ==========

</TABLE>






       See notes to unaudited condensed consolidated financial statements.

                                       4

<PAGE>



                          DOMINIX, INC. AND SUBSIDIARY
          (A Development Stage Company Effective as of January 1, 2002)

              NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
                                   (UNAUDITED)



NOTE 1 - BASIS OF PRESENTATION

The accompanying unaudited condensed consolidated financial statements have been
prepared in accordance with generally accepted accounting principles for interim
financial statements and with the instructions to Form 10-QSB. Accordingly, they
do not  include  all of the  information  and  disclosures  required  for annual
financial  statements.  These financial statements should be read in conjunction
with the consolidated  financial  statements and related  footnotes  included in
Dominix,  Inc. and Subsidiary (the  "Company")  annual report on Form 10-KSB for
the year ended December 31, 2002.

In the opinion of the  Company's  management,  all  adjustments  (consisting  of
normal recurring  accruals)  necessary to present fairly the Company's financial
position as of March 31, 2003 and the results of  operations  and cash flows for
the three  month  periods  ended  March 31,  2003 and March 31, 2002 and for the
period January 1, 2002 through March 31, 2003 have been included.

The results of operations for the three-month  periods ended March 28, 2003, are
not necessarily indicative of the results to be expected for the full year ended
December 31, 2003.

NOTE 2 - BUSINESS AND CONTINUED OPERATIONS

Dominix,  Inc. ("the Company") was  incorporated  under the laws of the state of
Colorado  on  July  30,  1987  as  Apache  Investments,   Inc.  In  April  1995,
substantially all of the Company's assets and business operations were sold, and
the Company  subsequently  changed its name to Medical Management Systems,  Inc.
("MMSI").  In June 2000,  MMSI completed a stock exchange with  BookDigital.com,
Inc.  ("BookDigital"),  where the  Company  acquired  over 99.7% of the stock of
BookDigital. Prior to this exchange, MMSI had no operating activity.

In July of 2000,  MMSI  reincorporated  in Delaware  pursuant to a merger with a
newly-formed Delaware corporation,  Dominix, Inc. ("Dominix").  The shareholders
of MMSI  received  one share of common stock of Dominix for each share of common
stock of MMSI. As a result of the merger, the Company's  authorized common stock
was changed to 20,000,000  shares of common stock,  par value .001 per share and
5,000,000  shares of preferred  stock, par value $.001 per share. As a result of
the merger, the Company changed its name to Dominix.

During  2000,  the  Company's   business  was  operated   through   BookDigital.
BookDigital  is a  Delaware  corporation  formed  in  March  of  1999  and  is a
development-stage  company engaged in certain areas of web commerce.  Commencing
in  January  of 2001,  the  Company  halted the  development  of its  operations
conducted through BookDigital. Through the three months ended March 31, 2003 and
2002, BookDigital has generated no revenues.


                                       5
<PAGE>



                         DOMINIX, INC. AND SUBSIDIARY
        (A Development Stage Company Effective as of January 1, 2002)

              NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
                                 (UNAUDITED)



NOTE 2 - BUSINESS AND CONTINUED OPERATIONS (CONTINUED)

In January of 2001,  the Company  acquired  approximately  98% of  International
Controllers,  Inc. ("ICON"), a privately-held Delaware corporation,  in exchange
for  shares  of  the   Company's   common   stock.   ICON  is  a   provider   of
telecommunications services under various ethnics' marketing clubs. Commensurate
with this acquisition, the Company emerged from the development stage.

In April 2002, the stock of the ICON subsidiary,  including all of its operating
assets and  liabilities,  was  foreclosed by a related party note holder as full
satisfaction of promissory  notes and related accrued  interest due such related
party by ICON. As a result,  the Company has no active  business  following such
event and,  accordingly,  as of January 1, 2002,  the Company has re-entered the
development  stage.  The  Company's  statements  of  operations,   stockholders'
deficiency  and cash  flows  for the three  months  ended  March  31,  2003 also
represents the cumulative  from inception  information  required by Statement of
Financial  Accounting Standards ("SFAS") No. 7, "Development Stage Enterprises".
Since  this was a  distinct  business,  the  transaction  has been  treated as a
discontinued  operation  (see  Notes 4 and  5).  The  accompanying  consolidated
financial  statements  for the  three  months  ended  March  31,  2002 have been
restated, where applicable, to reflect ICON as a discontinued operation.

The  accompanying  consolidated  financial  statements  have  been  prepared  in
conformity with accounting principles generally accepted in the United States of
America,  assuming  that the Company will continue as a going  concern.  For the
three months ended March 31, 2003 and 2002,  the Company had incurred  losses of
$27,769 and  $444,530,  respectively.  As of March 31,  2003,  the Company had a
stockholders'  deficiency  of  $945,771.  The  Company  is  in  default  on  its
convertible notes payable, in addition to not having any active business.  These
factors raise  substantial  doubt about the  Company's  ability to continue as a
going concern.

The Company funded its  operations  during the three months ended March 31, 2003
from  stockholders.  The  Company  is  actively  seeking to merge with a private
company and is presently in  negotiations  with a potential  candidate (see Note
11). The  Company's  ability to continue as a  going-concern  is dependent  upon
obtaining additional financing,  restructuring its existing liabilities, and the
successful  completion  of a  merger  transaction.  The  consolidated  financial
statements do not include any adjustments  that might result from the outcome of
this  uncertainty.  No  assurance  can be  provided  that  the  Company  will be
successful in locating a merger  candidate and or  completing  the  contemplated
merger transaction.


                                       6
<PAGE>



                         DOMINIX, INC. AND SUBSIDIARY
        (A Development Stage Company Effective as of January 1, 2002)

              NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
                                 (UNAUDITED)



NOTE 3 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

Principles of Consolidation
---------------------------

The consolidated  financial statements include the accounts of Dominix, Inc. and
its 99.7% owned subsidiary,  BookDigital.  All significant intercompany balances
and transactions have been eliminated in consolidation.

Use of Estimates
----------------

The  preparation  of  consolidated   financial  statements  in  conformity  with
accounting  principles  generally  accepted  in the  United  States  of  America
requires  management to make estimates and assumptions  that affect the reported
amounts  of assets and  liabilities  and  disclosure  of  contingent  assets and
liabilities  at the  date  of the  consolidated  financial  statements  and  the
reported  amounts of revenues and expenses during the reporting  period.  Actual
results could differ from those estimates.

Revenue Recognition
-------------------

- Discontinued Operations:

The Company derived its revenue from its  telecommunications  services conducted
through its ICON subsidiary. Revenue is recognized monthly based on actual usage
of telecommunications services.

Loss Per Share
--------------

Basic net loss per common share has been computed based on the weighted  average
number of shares of common stock outstanding during the periods presented.

Common  stock  equivalents,   consisting  of  options,   warrants,   convertible
debentures discussed in the notes to the consolidated financial statements, were
not  included in the  calculation  of the diluted loss per share  because  their
inclusion  would have had the effect of decreasing the loss per share  otherwise
computed.




                                       7
<PAGE>



                         DOMINIX, INC. AND SUBSIDIARY
        (A Development Stage Company Effective as of January 1, 2002)

              NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
                                 (UNAUDITED)



NOTE 3 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued)

Fair Value of Financial Instruments
-----------------------------------

The  consolidated  financial  statements  include  various  estimated fair value
information  at March 31, 2003 as required by Statement of Financial  Accounting
Standards 107,  "Disclosures  about Fair Value of Financial  Instruments."  Such
information,  which pertains to the Company's financial instruments, is based on
the  requirements  set forth in that Statement and does not purport to represent
the aggregate net fair value to the Company.

The following  methods and  assumptions  were used to estimate the fair value of
each class of financial instruments for which it is practicable to estimate that
value.

Accounts  Payable:  The carrying  amounts  approximate fair value because of the
short maturity of those instruments.

Notes Payable:  The carrying amounts of notes payable approximate fair value due
to the length of the maturities, the interest rates being tied to market indices
and/or due to the  interest  rates not being  significantly  different  from the
current market rates available to the Company.

All of the  Company's  financial  instruments  are held for purposes  other than
trading.

Reclassifications
-----------------

Certain  prior three months  balances have been  reclassified  to conform to the
current three months presentation.

Impact of Recently Issued Accounting Standards
----------------------------------------------

In April 2002, the Financial Accounting Standards Board ("FASB") issued SFAS No.
145, "Rescission of FASB Statement No. 4, 44 and 64, Amendment of FASB Statement
No. 13, and Technical Corrections".  SFAS No. 145 requires that gains and losses
from  extinguishment  of debt be classified as extraordinary  items only if they
meet the criteria in  Accounting  Principles  Board Opinion No. 30 ("Opinion No.
30").  Applying the provisions of Opinion No. 30 will  distinguish  transactions
that are part of an entity's  recurring  operations  from those that are unusual
and infrequent  that meet the criteria for  classification  as an  extraordinary
item.  The  Company  is  required  to adopt SFAS No. 145 no later than the first
quarter of fiscal 2003, although early adoption is allowed.  The Company has not
yet evaluated the impact from SFAS No. 145 on its financial position and results
of operations.




                                       8
<PAGE>



                         DOMINIX, INC. AND SUBSIDIARY
        (A Development Stage Company Effective as of January 1, 2002)

              NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
                                 (UNAUDITED)



NOTE 3 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued)

Impact of Recently Issued Accounting Standards (Continued)
----------------------------------------------

In June 2002,  the FASB issued SFAS No. 146,  "Accounting  for Costs  Associated
with  Exit or  Disposal  Activities."  SFAS No.  146  addresses  accounting  and
reporting for costs  associated  with exit or disposal  activities and nullifies
Emerging  Issues Task Force Issue No. 94-3,  "Liability  Recognition for Certain
Employee  Termination  Benefits  and Other Costs to Exit an Activity  (Including
Certain  Costs  Incurred  in a  Restructuring)".  SFAS No. 146  requires  that a
liability for a cost associated with an exit or disposal  activity be recognized
and measured  initially at fair value when the  liability is incurred.  SFAS No.
146 is effective for exit or disposal  activities that are initiated after March
31, 2003, with early application encouraged.  The Company adopted this statement
on January 1, 2002.

In November 2002, the FASB issued Interpretation No. 45, Guarantor's  Accounting
and Disclosure  Requirements for Guarantees,  Including  Indirect  Guarantees of
Indebtedness  of Others (" FIN 45").  FIN 45 requires a company,  at the time it
issues a  guarantee,  to recognize  an initial  liability  for the fair value of
obligations  assumed under the guarantee and  elaborates on existing  disclosure
requirements  related to  guarantees  and  warranties.  The initial  recognition
requirements  of FIN 45 are effective for  guarantees  issued or modified  after
March 31, 2003 and adoption of the disclosure requirements are effective for the
Company  during the first quarter  ending January 31, 2003. The Company does not
expect the adoption of FIN 45 will have a significant impact on its consolidated
financial position or results of operations.

On December 31, 2002, the FASB issued SFAS No. 148,  Accounting for  Stock-Based
Compensation  - Transition and  Disclosure.  Statement 148 amends SFAS Statement
No. 123, Accounting for Stock-Based Compensation, to provide alternative methods
of transition to SFAS No. 123's fair value method of accounting for  stock-based
employee  compensation.  Statement 148 also amends the disclosure  provisions of
SFAS No. 123 and APB Opinion No. 28,  Interim  Financial  Reporting,  to require
disclosure in the summary of significant  accounting  policies of the effects of
an entity's accounting policy with respect to stock-based employee  compensation
on reported net income and  earnings  per share in annual and interim  financial
statements. While the statement does not amend SFAS No. 123 to require companies
to  account  for  employee  stock  options  using  the fair  value  method,  the
disclosure  provisions  of  SFAS  148  are  applicable  to  all  companies  with
stock-based employee  compensation,  regardless of whether they account for that
compensation using the fair value method of SFAS No. 123, or the intrinsic value
method of APB Opinion 25. The Company will  continue to account for  stock-based
compensation  according  to APB 25.  The  adoption  of SFAS  148 did not have an
impact on net income or proforma  net income  applying  the fair value method as
the Company did not have  stock-based  compensation  for the three  months ended
March 31, 2003 and 2002.



                                       9
<PAGE>



                         DOMINIX, INC. AND SUBSIDIARY
        (A Development Stage Company Effective as of January 1, 2002)

              NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
                                 (UNAUDITED)



NOTE 3 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued)

Impact of Recently Issued Accounting Standards (Continued)
----------------------------------------------

In  January  2003,  the FASB  issued  FASB  Interpretation  No.  46 (" FIN 46"),
"Consolidation of Variable Interest Entities,  an Interpretation of ARB No. 51."
FIN 46 requires  certain  variable  interest  entities to be consolidated by the
primary  beneficiary of the entity if the equity  investors in the entity do not
have the  characteristics  of a  controlling  financial  interest or do not have
sufficient  equity at risk for the  entity to  finance  its  activities  without
additional  subordinated  financial  support  from  other  parties.  FIN  46  is
effective  for all new  variable  interest  entities  created or acquired  after
January 31, 2003. For variable  interest  entities  created or acquired prior to
February 1, 2003, the provisions of FIN 46 must be applied for the first interim
or annual  period  beginning  after June 15,  2003.  The  Company  is  currently
evaluating  the effect  that the  adoption of FIN 46 will have on its results of
operations and financial condition.  The Company does not expect the adoption of
FIN 46 will have a significant impact on its consolidated  financial position or
results of operations.

NOTE 4 - DISCONTINUED OPERATIONS

On April 26,  2002,  the  holder of the ICON  related  party  debt sent a demand
notice to the Company and  subsequently  foreclosed  on the common  stock of the
ICON  subsidiary  to satisfy  debt in the  principal  amount of  $2,630,319  and
related  accrued  interest  due from ICON.  As a result of this event,  the ICON
subsidiary is no longer owned by the Company with the  divestiture  treated as a
discontinued operation.

The following information  summarizes the discontinued  operations for the three
months ended March 31, 2002:

                                                       January 1, 2002 -
                                                         March 31, 2002
                                                       -----------------
  Operating Results:
  -----------------

  Revenues - Net                                           $ 532,082
                                                           ---------
  Cost and Expenses:
    Cost of revenues                                         332,812
    Depreciation and amortization expense                      7,563
    General and administrative expenses                      362,334
    Interest expense                                          52,469
                                                           ---------
        Total Costs and Expenses                             755,178
                                                           ---------
        Net Loss from Discontinued
          Operations                                       $(223,096)
                                                           =========

                                       10
<PAGE>



                         DOMINIX, INC. AND SUBSIDIARY
        (A Development Stage Company Effective as of January 1, 2002)

              NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
                                 (UNAUDITED)



NOTE 5 - CONVERTIBLE NOTE PAYABLE - RELATED PARTIES

Convertible Note Payable - Related Party
----------------------------------------

Originally,  the notes payable to related  parties were  convertible  promissory
notes obtained primarily for working capital purposes. The notes had an original
maturity  date of 60 days and bore  interest at 8% per annum.  The notes,  which
principal  totaled  $333,249 as of December 31, 2000,  contained a provision for
conversion,  at the  holder's  option,  into  the  Company's  common  stock at a
conversion  price  equal to 70% of the  average  closing  bid price per share of
common stock for the five-day period prior to such conversion.  During the three
months ended March 31, 2002, an additional  $8,000  promissory note was executed
under terms similar to the 2000 notes.  As a result of the settlement  agreement
discussed  in Note 9, the  principal  amount of the three  promissory  notes was
reclassified to due to former CEO, totaling $360,000.

At March 31,  2003,  the Company was in default on the  remaining  note,  with a
principal  due of  $100,000  and  accrued  interest of $21,181 at March 31, 2003
reported in accrued liabilities.

NOTE 6 - CONVERTIBLE DEBENTURES AND NOTES PAYABLE - OTHERS

Convertible Notes Payable - Others
----------------------------------

Convertible  notes  payable to others in the amount of $142,000 have an original
maturity  from 60 to 720 days and bear  interest  at 12% per  annum.  The  notes
contain a provision for conversion,  at the holder's option,  into the Company's
common stock at a conversion price equal to 70% of the average closing bid price
per share of common  stock for the  five-day  period  prior to such  conversion,
subject to maximum  conversion prices of $.10 to $.40 per share. The Company has
assigned a value of $88,466 to the  beneficial  conversion  feature of the notes
and was  accounted  for as an  addition  to  paid-in  capital  and a  charge  to
financing costs during the three months ended March 31, 2002. All of the debt is
in arrears as of March 31, 2003.


                                       11
<PAGE>



                         DOMINIX, INC. AND SUBSIDIARY
        (A Development Stage Company Effective as of January 1, 2002)

              NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
                                 (UNAUDITED)



NOTE 6 - CONVERTIBLE DEBENTURES AND NOTES PAYABLE - OTHERS (Continued)

Convertible Debentures
----------------------

On November 30, 2001,  the Company  sold,  in a private  placement,  a principal
amount of $100,000,  and 6%  Convertible  Debentures,  due November 29, 2003. As
additional  consideration,  the  Company  issued  separate  warrants to purchase
2,000,000 of the  Company's  common stock at $.0375 per share.  The warrants are
exercisable  over a five-three  months  period  ending  November  29, 2006.  The
debenture  agreement  permits the holders of the  debentures to convert the debt
into shares of common stock at a beneficial  conversion  rate equal to the lower
of 75% of the mean of  lowest  closing  bid  price of the  common  stock for the
five-day period prior to the conversion date, or $.0345.  The Company assigned a
value of  $33,000  to the  beneficial  conversion  feature  and  $71,000  to the
warrants  to  purchase  2,000,000  shares was  accounted  for as an  addition to
paid-in  capital and a charge to financing  costs during the year ended December
31, 2002.

Pursuant to a registration rights agreement,  the holders of the debentures were
granted mandatory  registration rights, which require the Company to register by
December 31, 2002 common shares in  connection  with the  debentures  conversion
rights.

The Company  failed to register by December  31, 2002 certain  common  shares in
connection  with a  registration  rights  agreement  and  convertible  debenture
agreement  dated November 30, 2001. On April 26, 2002, the Company  entered into
an agreement with the holders of the debentures to cure the default by modifying
the  conversion  rights  to  allow  such  debentures  to be  convertible  into a
1,333,333  shares of the Company's  designated  Series A  Convertible  Preferred
Stock.

On April 26, 2002,  the  debentures  principal  amount of $100,000,  all related
accrued interest and warrants to purchase  2,000,000 shares of common stock were
converted into 1,333,333  shares of Series A Convertible  Preferred  Stock.  The
preferred  shares are  convertible  into  133,333,000  of the  Company's  common
shares.  The preferred  shares were assigned a value of $500,000  resulting in a
debt conversion expense of $397,500.

NOTE 7 - ACCOUNTS PAYABLE AND ACCRUED LIABILITIES

Accounts  payable  and  accrued  liabilities  at March 31,  2003  consist of the
following:

                    Interest                              $   60,330
                    Professional fees                        119,376
                    Litigation accrual                        51,565
                                                          ----------
                                                          $  231,271
                                                          ==========



                                       12
<PAGE>



                         DOMINIX, INC. AND SUBSIDIARY
        (A Development Stage Company Effective as of January 1, 2002)

              NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
                                 (UNAUDITED)



NOTE 8 - STOCKHOLDERS' DEFICIENCY

Earnings Per Share
------------------

Securities that could potentially dilute basic earnings per share ("EPS") in the
future that were not included in the computation of diluted EPS because to do so
would  have  been  anti-dilutive  for  the  periods  presented  consist  of  the
following:

          Convertible debentures and notes
            (assumed conversion at $.01)                24,200,000
          Options to purchase common stock
            (granted in April 2000 at an
             exercise price of $.05 per share
             and expiring in April of 2003)              2,000,000
          Obligations under settlement agreement        20,000,000
          Convertible Preferred Stock                  133,333,000
                                                       -----------
               Total as of March 31, 2003              179,533,000
                                                       ===========

NOTE 9 - COMMITMENTS AND CONTINGENCIES

Lease Obligations
-----------------

The Company  abandoned  office space  during 2001 and is in default  under three
lease  agreements,  which provide for average  minimum  monthly  lease  payments
remaining  under the  lease  agreements  ranging  from  approximately  $3,000 to
$22,000 per month  expiring in various three months through 2007. The Company is
contingently liable for liquidating damages for the failure to observe covenants
contained in the leases and any deficiency  between the rent commitments and the
net amount of any rents collected by the landlords for the demised  premises for
each month of the period,  which would otherwise have constituted the balance of
the  term  of the  leases,  including  expenses  incurred  by the  landlords  in
connection with re-letting the space. The estimated  liquidating damages for the
re-let space as of March 31, 2003 approximates the security deposits retained by
the landlords in accordance with these lease agreements.





                                       13
<PAGE>



                         DOMINIX, INC. AND SUBSIDIARY
          (A Development Stage Company Effective as of January 1, 2002)

              NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
                                 (UNAUDITED)



NOTE 9 - COMMITMENTS AND CONTINGENCIES (Continued)

Litigation
----------

In November  2001,  the Company  entered  into a settlement  agreement  with the
former CEO and Chairman Mr. Ray Vahab,  former  President and Director Ms. Zhara
Yamani as well as other  affiliates of Mr. Vahab.  The  settlement  involves Mr.
Vahab,  Ms.  Yamani  and  affiliates  transferring  some of their  shares of the
Company to various individuals and organizations that were affiliated with ICON.
The  settlement  also involves a payment plan for a total amount of $360,000 due
Mr. Vahab,  wherein  certain shares by Mr. Vahab and Ms. Yamani are to deposited
in a third party escrow  account  which will be used as the  collateral  for the
payment plan. As part of the  settlement,  mutual general  releases were entered
into by Mr.  Vahab,  Ms Yamani and  affiliates  with the  Company,  ICON and its
affiliates.  While the Company has received no formal notice of a Default on the
Settlement Agreement,  it realizes that it is late on its payments.  The Company
believes that it has reached an understanding with Mr. Vahab and Ms. Yamani. The
new understanding  provides for the issuance to Mr. Vahab and Ms. Yamani the sum
of twenty  million  (20,000,000)  shares of common  stock,  the amount which was
stipulated  as  a  cure  to a  default  condition  on  the  original  Settlement
agreement. These shares have not been issued as of March 31, 2003.

In July 2002 Robert  Fierman,  Esq.,  an  attorney  that worked on the Ray Vahab
matter,  served  a  Summons  and  Verified  Complaint  naming  it as  one of the
defendants,  and seeking the payment of legal fees in the amount of  $22,230.52,
plus  interest.  The  Company  failed to answer  the  Complaint  and  defaulted.
Subsequently,  the Company and Mr.  Fierman  have  reached an  understanding  to
settle the matter.  In full  settlement of all claims of Mr. Fierman against the
Company,  the Company will issue 3,000 shares of Series A Convertible  Preferred
Stock, and agree that Mr. Fierman will receive the same treatment as the current
Series A Convertible Preferred Stockholders in terms of payments and liquidation
rights.  It is expected the settlement will be completed prior to the completion
of the transaction  described  above. The settlement has been reduced to writing
by the exchange of letters  between the parties,  and a release will be executed
at the time the preferred  shares are issued.  These shares have not been issued
as of March 31, 2003.


                                       14
<PAGE>



                         DOMINIX, INC. AND SUBSIDIARY
          (A Development Stage Company Effective as of January 1, 2002)

              NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
                                 (UNAUDITED)



NOTE 9 - COMMITMENTS AND CONTINGENCIES (Continued)

Litigation (Continued)
----------

Bookdigital.com  was  involved  in  an  arbitration  proceeding  with  a  former
employee,  alleging  improper  termination  and  demanding  pay for the contract
before the  American  Arbitration  Association.  The  Arbitrator  ruled that the
employee was  improperly  terminated by a former  President and awarded that the
employee is entitled to the  continuation of his salary from June 23, 2000 up to
the end of his  contract  (March  31,  2003) to be paid in  accordance  with the
payroll   practices   of   BookDigitial.com.   Such  amount   totals   $275,000.
Bookdigital.com argued that, because of the downturn of the Internet industry in
2000,  the division  where the employee was working was closed down in September
2000.  In  the  opinion  of the  Company's  counsel,  this  award  is no  longer
enforceable, because no proceeding to confirm the award was commenced in a court
of competent  jurisdiction  in the time period  required and as such there is no
longer any claim against BookDigitial.com.  The litigation provision recorded on
2001 including accrued interest totaling $300,000 was reversed in 2002.

NOTE 10 - SUBSEQUENT EVENT

On April 8, 2003, the Company entered into a Letter of Intent with Dalian Xindie
Chitin Co.  ("Dalian"),  a Republic of China company  engaged in the business of
developing and manufacturing  products derived from the natural resource Chitin,
for a variety of industries.  The terms of the transaction  involve the issuance
of 87% of the issued and outstanding shares of common stock of the Company after
giving  effect to the  transaction  in  exchange  for all the  capital  stock of
Dalian.  Conditions  precedent  to the  completion  of the  transaction  include
resolution  of  certain  legal  proceedings,  completion  of due  diligence  and
execution of  definitive  agreements.  While the Company  anticipates  that this
transaction  will  close  within  the next  ninety  (90)  days,  there can be no
assurance  that the  transaction  will, in fact, be completed,  or if completed,
upon the terms set forth in the Letter of Intent.

                                       15

<PAGE>



Item 2.           MANAGEMENT'S DISCUSSION AND ANAYSIS

Dominix,  Inc. ("We",  "Us" or the "Company") is a Delaware  corporation,  which
completed its  re-incorporation  in August 2000. Prior to August 2000, we were a
Colorado corporation and our name was Medical Management Systems, Inc. ("MMGS").
In May and June 2000 we conducted an Exchange  Offer where we acquired  over 99%
of the stock of  Bookdigital.com,  Inc.,  which operated  several web sites that
make  books,  primarily  reference  books,  e-education,  legal  materials,  and
educational  materials  available for free and to paid  subscribers.  In January
2001, the Company acquired ICON a privately held Delaware  corporation  ("ICON")
in a stock exchange transaction with its principal.  ICON is a telecommunication
technology and marketing company that builds telecommunication  portals focusing
on ethnic  communities.  In April,  2002,  the former  owners of ICON,  then the
management of the  registrant,  and the holder of a large portion of the debt of
the Registrant  entered into an agreement where the ICON subsidiary was sold and
the debt holders became the controlling persons of the Registrant, see, notes to
consolidated  financial  statements.  Since then the  Company  has no  operating
business and is a development stage company.


Subsequent Events:

On April 8, 2003,  Dominix  entered  into a Letter of Intent with Dalian  Xindie
Chitin Co.  ("Dalian")  a Republic of China  company  engaged in the business of
developing and manufacturing  products derived from the natural resource Chitin,
for a variety of industries.  The terms of the transaction  involve the issuance
of over a  majority  of the  issued and  outstanding  shares of common  stock of
Dominix.  Conditions  precedent to the  completion  of the  transaction  include
resolution of certain legal  proceedings as set forth in Part II, Item 1, below,
completion of Dominix's financial and operational due diligence and execution of
definitive  agreements.  While Dominix  anticipates  that this  transaction will
close  within the next  ninety  (90) days,  there can be no  assurance  that the
transaction will in fact be completed, or if completed, upon the terms set forth
in the Letter of Intent.

Dominix currently has no full time employees, and the only part time employee is
our sole Director and sole Officer.


Item 3.  Controls And Procedures


                                       1
<PAGE>

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



                                     PART II

Item 1.           LEGAL PROCEEDINGS

In November  2001,  the Company  entered  into a settlement  agreement  with the
former CEO and Chairman Mr. Ray Vahab,  former  President and Director Ms. Zhara
Yamani as well as other  affiliates of Mr.  Vahab.  The  settlement  involves Mr
Vahab,  Ms.  Yamani and  affiliates  transferring  some their  shares to various
individuals  and  organizations  that were  affiliated with ICON. The settlement
also  involves a payment plan for a total amount of  $360,000,  wherein  certain
shares by Mr.  Vahab and Ms.  Yamani are to  deposited  in a third party  escrow
account  which will be used as the  collateral  for the payment plan. As part of
the  settlement,  mutual  general  releases were entered into by Mr.  Vahab,  Ms
Yamani and  affiliates  with the  Company,  ICON and its  affiliates.  While the
Company has received no formal notice of a Default on the Settlement  Agreement,
it realizes  that it is late on its payments.  The Company  believes that it has
reached an agreement with Mr. Vahab and Ms. Yamani. The new settlement  provides
for  the  issuance  to Mr.  Vahab  and Ms.  Yamani  the  sum of  twenty  million
(20,000,000)  shares of common stock,  the amount which was stipulated as a cure
to a default condition on the original Settlement agreement. It is expected that
the new settlement with Mr. Vahab and related parties will be completed prior to
the completion of the transaction  described  above.  The new settlement has not
been  reduced to a written  agreement  as of this  date,  although  Dominix  has
authorized the settlement and the issuance of the shares.

In July 2002 Robert  Fierman,  Esq.,  an  attorney  that worked on the Ray Vahab
matter,  served  a  Summons  and  Verified  Complaint  naming  it as  one of the
defendants,  and seeking the payment of legal fees in the amount of  $22,230.52,
plus   interest.   Dominix   failed  to  answer  the  Complaint  and  defaulted.
Subsequently,  Dominix and Mr. Fierman have reached an agreement in principal to
settle the  matter.  In full  settlement  of all claims of Mr.  Fierman  against
Dominix,  Dominix  will issue  3,000  shares of Series A  Convertible  Preferred
Stock, and agree that Mr. Fierman will receive the same treatment as the current
Series A Convertible Preferred Stockholders in terms of payments and liquidation
rights.  It is expected the settlement will be completed prior to the completion
of the transaction  described  above. The settlement has been reduced to writing
by the exchange of letters  between the parties,  and a release will be executed
at the time the preferred shares are issued.


                                       2
<PAGE>

Bookdigital.com  was  involved  in  an  arbitration  proceeding  with  a  former
employee,  alleging  improper  termination  and  demanding  pay for the contract
before the  American  Arbitration  Association.  The  Arbitrator  ruled that the
employee was  improperly  terminated by a former  President and awarded that the
employee is entitled to the  continuation of his salary from June 23, 2000 up to
the end of his  contract  (March  31,  2003) to be paid in  accordance  with the
payroll  practices of  Bookdigitial.com.  Such amount  totals  $275,000.  In the
opinion of the Company's counsel,  this award is no longer enforceable,  because
no  proceeding  to  confirm  the award  was  commenced  in a court of  competent
jurisdiction  in the time  period  required  and as such  there is no longer any
claim against Bookdigitial.com.

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, CONSOLIDATED FINANCIAL STATEMENTS, SCHEDULES AND
                  REPORTS ON FORM 8-K

 (a) The following documents are filed as part of this report:
         (1)(2)  CONSOLIDATED   FINANCIAL  STATEMENTS  AND  FINANCIAL  STATEMENT
SCHEDULES.
         A list of the Consolidated  Financial  Statements filed as part of this
Report is set forth in Item 7 and appears at Page F-1 of this Report; which list
is incorporated  herein by reference.  The Financial Statement Schedules and the
Report of Independent Auditors as to Schedules follow the Exhibits.

     (a)(3) EXHIBITS.
All of the items below are incorporated by reference to the Registrant's General
Form 10SB and amendments for Registration of Securities as previously filed.


                                       3
<PAGE>

                       EXHIBITS AND SEC REFERENCE NUMBERS

         Number            Title of Document
         ------            -----------------
         2(a)              Certificate of Incorporation (2)
         2(b)              Plan of Merger (2)
         2(c)              Agreement and Plan of Merger (2)
         2(d)              By-Laws (2)
         2(e)              Amended and Restated Certificate of Incorporation (3)

(1) Filed Herewith.
(2) Filed as  exhibits  to Form  8-K,  April 14,  2000
(3) Filed as  exhibit  to Schedule 14C

(b) Reports on Form 8-K

         None




SIGNATURES

Pursuant to the  requirements of Section 13 or 15(d) of the Securities  Exchange
Act of 1934,  the  Registrant  has duly  caused  this report to be signed on its
behalf by the undersigned, thereunto duly authorized.


         Date:  May 23, 2003        By: /s/ Andrew J. Schenker
                                    ----------------------------
                                    Andrew J. Schenker, President



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


         DATE                       SIGNATURE / TITLE

         Date:  May 23, 2003        By: /s/ Andrew J. Schenker
                                    ----------------------------
                  Andrew J. Schenker, Sole Officer and Director


                                       4
<PAGE>



                                  Dominix, Inc
                               40 Marquette Drive
                            Smithtown, New York 11787

CERTIFICATIONS

I, Andrew J. Schenker, certify that:
            1. I have reviewed this quarterly  report on Form 10-QSB of Dominix,
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 present in all
material respects the financial condition,  results of operations and cash flows
of Dominix as of, and for, the periods presented in this annual report;
            4.Dominix'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 Dominix and we have:
            a) designed such  disclosure  controls and procedures to ensure that
material   information   relating  to  Dominix,   including   its   consolidated
subsidiaries, is made known to us by others within those entities,  particularly
during the period in which this annual report is being prepared;
            b) evaluated the effectiveness of Dominix'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  annual  report  our  conclusions  about  the
effectiveness of the disclosure  controls and procedures based on our evaluation
as of the Evaluation Date;
            5. Dominix's other certifying  officers and I have disclosed,  based
on our most recent evaluation,  to Dominix'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  Dominix's  ability to record,
process,  summarize and report  financial data and have identified for Dominix'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 Dominix's internal controls; and
            6. Dominix'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.

May 23, 2003
                                   /s/ Andrew J. Schenker
                                   ------------------------------
                                   Andrew J. Schenker
                                   President and Chief Financial Officer


<PAGE>