UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                              WASHINGTON, DC 20549

                                  FORM 10-KSB/A

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

FOR THE FISCAL YEAR ENDED NOVEMBER 30, 2002

OR

[ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934

FOR THE TRANSITION PERIOD FROM             TO
                               ----------     ----------

COMMISSION FILE NUMBER 294339

                            TWISTEE TREAT CORPORATION
                        --------------------------------
                 (Name of Small Business Issuer in Its charter)

            Delaware                                          43-1796135
---------------------------------                       ----------------------
 (State or Other Jurisdiction of                            (I.R.S. Employer
  Incorporation or Organization)                        Identification Number)

     2983 Ravens Wood Rd.
     Fort Lauderdale, Florida                                    33312
---------------------------------                       ----------------------
(Address of Principal Executive Offices)                       (Zip Code)

                                  (954)494-8171
                                  -------------
                (Issuer's Telephone Number, Including Area Code)

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

Securities registered pursuant to Section 12(g) of the Act:
Common Stock, par value $.001

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  [ ]

Indicate  by  check mark if disclosure of delinquent filers pursuant to Item 405
of  Regulation  S-K  is  not contained herein, and will not be contained, to the
best  of  registrant's  knowledge, in definitive proxy or information statements
incorporated by reference in Part III of this Form 10-K or any amendment to this
Form  10-K.  [ ]


<PAGE>
State the aggregate market value of the voting and non-voting common equity held
by  non-affiliates computed by reference to the price at which the common equity
was  sold,  or  the  average bid and asked prices of such common equity, as of a
specified  date  within  the  past  60  days.  $317,107

6,107,797  Shares  of  Common Stock, par value $.001 Outstanding as of March 17,
2003


<PAGE>
<TABLE>
<CAPTION>
                             TWISTEE TREAT CORPORATION
                                     FORM 10-K
                       FOR THE YEAR ENDED NOVEMBER 30, 2002

Table of Contents

<S>                                                                             <C>
PART I

Item 1.  BUSINESS                                                                4

Item 2.  PROPERTIES                                                              7
Item 3.  LEGAL PROCEEDINGS                                                       8

Item 4.  SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS                     8


PART II

Item 5.  MARKET FOR REGISTRANT'S COMMON EQUITY AND RELATED STOCKHOLDER MATTERS   8

Item 6.  MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
CONDITION AND RESULTS OF OPERATIONS                                             10

Item 7.  FINANCIAL STATEMENTS                                                   14

Item 8.  CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON
ACCOUNTING AND FINANCIAL DISCLOSURE                                             14


PART III

Item 9.  DIRECTORS AND EXECUTIVE OFFICERS OF THE REGISTRANT                     15

Item 10.  EXECUTIVE COMPENSATION                                                17

Item 11.  SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS
AND MANAGEMENT                                                                  17

Item 12.  CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS                        17

Item 13.  EXHIBITS AND REPORTS ON FORM 8-K                                      18

Item 14.  CONTROLS AND PROCEDURES                                               18
</TABLE>

PART I

CAUTIONARY  STATEMENT.  Statements  contained  herein  that  are  not  based  on
historical  fact,  including without limitation, statements containing the words
"believes,"  "may,"  "will,"  "estimate,"  "continue," "anticipates," "intends,"
"expects"  and words of similar import, constitute "forward-looking statements."


<PAGE>
Such  forward-looking  statements involve known and unknown risks, uncertainties
and  other  factors  that may cause actual results, events or developments to be
materially  different  from any future results, events or developments expressed
or  implied  by  such  forward-looking  statements.  Such factors include, among
others, the following: general economic and business conditions, both nationally
and  in the regions in which Twistee Treat Corporation ("us" or "Twistee Treat")
operates;  competition;  changes  in our business strategy or development plans;
changes  in  consumer  tastes  and  trends;  our ability to  attract capital for
development;  the  high  leverage  of  Twistee Treat; the ability to attract and
retain qualified personnel; existing governmental regulations and changes in, or
the failure to comply with, governmental regulations; liability and other claims
asserted  against  us;  and  other  factors  referenced  in our filings with the
Securities  and  Exchange  Commission.

GIVEN  THESE UNCERTAINTIES, READERS ARE CAUTIONED NOT TO PLACE UNDUE RELIANCE ON
SUCH  FORWARD-LOOKING  STATEMENTS.

We  disclaim any obligation to update information concerning any such factors or
to  publicly  announce the result of any revisions to any of the forward-looking
statements  contained  in  this  report  to  reflect  future  results, events or
developments.

ITEM  1:  THE  BUSINESS  OF  TWISTEE  TREAT  CORPORATION

GENERAL

     Twistee  Treat  (the  "Company")  was incorporated in Missouri on April 27,
1995  and  redomiciled  in  Delaware  in  June 1997.  The original Twistee Treat
Corporation  was  formed  in  the  early  1980's as a Colorado corporation doing
business primarily in Florida.  By the mid 1980's it had opened approximately 35
company  stores, but no franchise units.  The original Twistee Treat Corporation
utilized  proprietary  cone-shaped  buildings  to sell its products and obtained
certain  federal  and  state patents, trademarks and service marks in connection
with  its  business.  In  1989,  Twistee  Treat's  original  founder retired and
Twistee  Treat  filed  for  bankruptcy protection (U.S. Bankruptcy Court, Middle
District  of  Florida,  Ft.  Myers Division, Case No. 89-4700-9P1). On August 6,
1990,  Andrew  Brennan,  a  founder  and former principal stockholder of Twistee
Treat,  purchased  the assets of the original Twistee Treat Corporation from the
Bankruptcy  Court,  including  its  patent,  trademark  and service mark rights.
Subsequently,  Mr.  Brennan  sold  50%  of  his  interests in such assets to Don
Matthews,  owner  of  Soft Serve System, Inc., a Missouri corporation.  In 1996,
Messrs.  Matthews  and  Wells formed the Company, with Mr. Matthews contributing
his  50% of the assets obtained from the original Twistee Treat Corporation.  On
May  6,  1997,  Mr.  Brennan  sold to us his 50% interest in the assets obtained
from  the  original  Twistee  Treat  Corporation.

     During  our  fiscal  year  2000, we continued to develop our business plan,
franchise  program,  franchise circular and operating manual, as well as operate
three  pilot  stores,  and  open  and test two kiosk pilot units.  We closed our
three  test  pilot  stores  and closed the two kiosk units for several months in
order  to evaluate the information obtained during such test periods and to make
adjustments  to  menus, equipment and operating procedures.  We then refurbished
the  three  pilot  stores,  changed  the menus, ordered additional equipment and
reopened  two of them: one in Eustis, Florida and one in Branson West, Missouri.
Twistee  Treat sold the Branson West store as a franchise store to Danny Hammond
LLP.  Mr.  Hammond also became a Regional Developer for Branson and Springfield,
Missouri.  Twistee  Treat's Eustis, Florida store became a franchise store also.
Twistee  Treat licensed the rights in Canada to a group who collectively have 37
years  of  experience  in  the  ice


<PAGE>
cream  franchise  business  with  Good  Humor  and Breyers Ice Cream. One of the
principals  of our Canadian franchisee previously owned 5 franchises, and became
regional  franchise  manager  and  another  was  national  operations  manager
responsible  for  product  distribution and sales in support of 300 distribution
units  across  Canada.  The  group  opened its first Twistee Treat store in July
2000,  and  has  since  opened  an  additional  four  franchise  stores.

     Twistee  Treat  signed a co-branding agreement with Gourmet's Choice Coffee
Company,  Inc.,  and opened a first co-branded store in Warrensburg, Missouri on
February  21,  2000  which  agreement  was  later  rescinded.

     We  have  had  limited  operations  resulting  in limited revenue.   During
fiscal  year  2001,  the  Company  entered  into  an agreement with HD Brous, an
investment  banking  firm,  to  develop  business  concepts  and  expand  the
Company's  business.  The  Company  pursued  acquiring  at  least  10  of the
existing  Twistee Treat stores.  However, HD Brous did not move forward with the
Company due to market conditions.  Therefore, the Company has had to refocus its
direction.

     On  July  29,  2002, Twistee Treat entered into a settlement agreement with
its  former  President,  Steven  Wells.  Twistee  Treat  agreed to pay Mr. Wells
$25,000 in cash and Mr. Wells agreed to cancel the 3,500,000 shares of preferred
stock  previously  issued,  resigned  as  an  officer and director, canceled and
terminated  a  security  agreement,  returned 125,000 shares of common stock for
cancellation  as  well as an option to acquire 250,000 shares of common stock at
$0.20  per  share,  and  release  all  claims  against  Twistee  Treat.

     In  September  2002, the Company entered into an agreement with Capitalink,
L.C.  which  provided  that  Capitalink would provide the Company with financial
advisory  Services  and investment banking services in consideration for 125,000
post  split  shares  of  Company  common  stock.

     As  of  November  30, 2002, the Company had three inactive franchises.  The
Company  is in the process of developing its product line and has not focused on
the  sale  of  its  franchises  or  its current line of ice cream products.  The
Company  conducted  no operations during the fiscal year ended November 30, 2002
and  is  currently in discussions with potential partners to pursue its business
strategy.

Recent Developments.

     On  November  11, 2002, the Board of Directors authorized a 10 to 1 reverse
stock  split  of  Twistee  Treat's  common  stock.

ITEM  2:  PROPERTIES

     Our  principal  executive  offices are located at 2983 Ravens Wood Rd. Fort
Lauderdale,  Florida, which is the office space of an officer.  The Company does
not  pay  any  rent  for  use  of  such  facilities.


<PAGE>
ITEM  3:  LEGAL PROCEEDINGS

     Except  as  disclosed  below,  we  are not involved in any material pending
legal  proceedings, other than routine litigation incidental to our business, to
which  we  are  a  party  or  of  which  any  of  our  property  is  subject.

     Twistee Treat was named as a defendant in a collections lawsuit filed by an
individual  in  the  amount of $10,000. In response, Twistee Treat filed a third
party  complaint against the individual for various fraudulent transactions. The
case  was  settled  and  Twistee  Treat  paid  $7,500.

     The  Company has a dispute with a law firm regarding past due fees. The law
firm Feldhake, August & Roquemore LLP received a default judgment for $16,349.94
composed  of  principal  and  interest  on May 28, 2002 in the Superior Court of
California,  County  of  Orange  styled  as  case  number  01HL04797.

     The  Company  filed  a  lawsuit  on February 5, 2003 against 3866955 Canada
Inc., Liptok, Inc., Twistee Treat Canada, 3585468 Canada, Inc., Andrew Evans and
Twisters  Ice Cream in the United States District Court in the Southern District
of Florida styled as cause number 03-60168. The Company is seeking a declaratory
judgment with respect to the sole and exclusive right to a trademark and service
mark  relating to a building design. Among the other causes of action brought by
the  Company  include the following: falsity and fraud in trademark application;
federal trademark infringement; trade dress infringement; unfair competition and
false  designation  of origin; common law trademark, trade name infringement and
unfair  competition;  and  domain  infringement.

ITEM  4:  SUBMISSION  OF  MATTERS  TO  A  VOTE  OF  SECURITY  HOLDERS

     None.

PART  II

ITEM  5:  MARKET  FOR REGISTRANT'S COMMON EQUITY AND RELATED STOCKHOLDER MATTERS

     Our  common stock is traded in the Over-the-Counter market and is quoted on
the  electronic  Bulletin  Board  under  the symbol "TSEE".  The following table
represents  the range of the high and low bid prices of our stock as reported by
the  NASDAQ Trading and Market Services for each fiscal quarter for the last two
fiscal  years ending November 30, 2001, and 2002, respectively. These quotations
represent  prices between dealers, may not include retail markups, markdowns, or
commissions,  and  may  not  necessarily  represent  actual  transactions.


<PAGE>
     Year      Quarter             High          Low

     2001      First  Quarter      $.20          $.07
               Second  Quarter     $.16          $.03
               Third  Quarter      $.033         $.01
               Fourth  Quarter     $.016         $.006

     2002      First  Quarter      $.23          $.06
               Second  Quarter     $.12          $.09
               Third  Quarter      $.13          $.07
               Fourth  Quarter     $.25          $.031

     Twistee  Treat  has  authorized  a total of 50,000,000 shares of its Common
Stock,  $0.001  par value per share.  As of November 30, 2002, we had a total of
3,007,795  shares  of  our  Common  Stock  issued and outstanding.  We have also
authorized  10,000,000  shares of preferred stock, $0.001 par value, and none of
them are outstanding. Management has the right to control 68% of our outstanding
shares.  We  have  6,000,000 common shares subject to options to purchase shares
at  a  price  of  $.03  per share at any time until their expiration in November
2003.  In  addition  there  are  91,000  common  shares  subject  to warrants to
purchase  shares  at  a  price of $.075 per share which expire in December 2007.

Dividends.

     We  have  not  declared dividends on our common stock and do not anticipate
paying  dividends  on  our  common  stock  in  the  foreseeable  future.

Private  Equity  Transactions.

     On  November  11, 2002, the Board of Directors authorized a 10 to 1 reverse
stock  split  of  Twistee  Treat's  common  stock

     In September 2002, the Company entered into an agreement with Capitalink,
L.C. to provide financial advisory services and investment banking services in
consideration for the issuance of 125,000 shares of Company common stock.

     On  July  29,  2002, Twistee Treat entered into a settlement agreement with
its  former  President,  Steven  Wells.  Twistee  Treat  agreed to pay Mr. Wells
$25,000  in cash for 125,000 (post reverse split) shares of his common stock and
an  option  to  acquire  250,000  shares (post reverse split) of common stock at
$0.20  per  share  and  release  all  claims against Twistee Treat.  The 125,000
common  shares  were  immediately  canceled.

     During  the  year  ended  November 30, 2002, Twistee Treat issued 1,110,000
shares  of  common  stock  for  cash  of  $111,000  or  $0.10  per  share.

     In  March  2001,  Twistee  Treat  issued  63,800 shares of common stock for
consulting  services  having  a  fair  value  of  $64,386.

     In  March 2000, Twistee Treat offered subscriptions pursuant to Rule 504 of
Regulation D of the Securities Act of 1933, as amended, of 800,000 (post reverse
split)  shares  of  common stock to accredited investors.  The purchase price is
$1.25  (post  reverse split) per share.  As of March 31, 2000, subscriptions for
8,000,000  shares  totaling


<PAGE>
$1,000,000 were received at which time the offer was closed.  As of November 30,
2002,  Twistee  Treat has received cash consideration of $900,000 for the common
stock  subscribed.

     On  November 20, 2000, Steve Wells sold 1,250,000 shares of Twistee Treat's
common  stock  to  James  Tilton.  Mr.  Wells  decided to transfer the shares to
induce  Mr.  Tilton  to become CFO of Twistee Treat.  Mr. Wells did not want the
shareholders  of Twistee Treat to experience any further dilution, and therefore
sold  his personally owned shares of stock rather than stock through an issuance
from  Twistee  Treat.

     ITEM  6:  MANAGEMENT'S  DISCUSSION  AND ANALYSIS OF FINANCIAL CONDITION AND
RESULTS  OF  OPERATIONS

CAUTIONARY STATEMENT.  Statements contained or incorporated by reference in this
document that are not based on historical fact are "forward-looking statements."
Forward-looking  statements  may  be  identified  by  use  of  forward-looking
terminology  such as "believe," "intends," "may," "will," "expects," "estimate,"
"anticipate,"  "continue,"  or  similar  terms, variations of those terms or the
negative  of  those  terms.

Overview.

     Twistee  Treat operated and franchised soft-serve ice cream desserts and an
assortment  of  other  foods  and  beverages  in  its  proprietary,  cone-shaped
buildings  and  kiosks.  Incorporated  under  the  laws  of Missouri in 1997, we
redomiciled  by merger into a Delaware corporation in June of 1999 with the name
Twistee Treat Corporation.  On April 6, 2000, we purchased a  publicly-reporting
Nevada  corporation,  Perfection Plus, Inc., as described more fully in our Form
8-K  filed  with the Securities and Exchange Commission on April 8, 2000, and as
subsequently  amended.  In  1998,  Stephen  Wells, formerly the president of our
largest  franchisee (Twistee Treat of the Southeast, Inc.), became our President
and  Chief Executive Officer.  Mr. Wells continued the testing program, begun in
1999,  of  our  "Express Grill" unit, a full-service restaurant loosely based on
the  design  of  the  Brazier units operating by "Dairy Queen."  During the year
ended  November  30,  2002,  the  Company  did not have any operations and as of
November  30,  2002,  it  had  three  inactive  franchises.

Net  Sales.

     Our  net  sales  are historically derived from two separate sources, namely
(1)  the  sale  of  ice  cream  products  at  retail through our corporate-owned
locations  and  to  existing  franchisees  of Twistee Treat, and (2) the sale of
licensing,  regional  development and franchise rights to third parties desiring
to  own  and  operate  individual Twistee Treat franchises or to develop larger,
regional  franchise  areas.

     There  were  no  net  sales  during  the year ended November 30, 2002.  The
Company is in the process of re-determining its product line and has not focused
on  the  sale  of franchises or its current line of ice cream products.  For the
fiscal  year  ended November 30, 2002, our net sales were $0 compared to $11,190
for the same period ended November 30, 2001.  This resulted in a decrease in net
sales  of  $11,190.


<PAGE>
Cost  of  Sales.

Cost of sales were $0 for the year ended November 30, 2002 as compared to $9,532
for  the  year  ended November 30, 2001.  The decrease of $9,532 occurred due to
the  reason  discussed  above.

Gross  Profit  (Loss).

We  generated  a loss of $0 for the fiscal year ended November 30, 2002 compared
to  a profit of $1,658 for the fiscal year ended November 30, 2001. The decrease
of  our  gross  profit  by  $1,658  is  attributable  to  our  lack  of  sales.

Operating  Expenses.

     Operating  expenses  for  the  fiscal  year ended November 30, 2002 equaled
($180,869)  as compared to $752,522 for the same period ended November 30, 2001.
The  decrease  in  operating  expenses  is  primarily  due to the inclusion of a
($246,386)  gain  on settlement resulting from our settlement agreement with our
former  president  and the cancellation of other obligations that had no support
and  that have not been pursued by debtors for ($177,114), as well as a decrease
in payroll and contractual compensation by $211,198, legal and professional fees
by  $44,084  or  62.3%, and an impairment of $235,890 of the value of its assets
due  to  the decreased operations reported for the year ended November 30, 2001.
Other  general  and  administrative  expenses incurred by us for the fiscal year
ended November 30, 2002 were $93,133 as compared to $0 for the fiscal year ended
November  30,  2001.  This  represented  an increase of $93,133 over general and
administrative expenses we incurred for the period ended November 30, 2001.  Our
consulting  fees  were  $95,000  for  the fiscal year ended November 30, 2002 as
compared  to  $85,071 for the year ended November 30, 2001.  This resulted in an
increase of $9,929.  As a result of our operating expenses, we experienced total
income  from operations of $180,869 for the fiscal year ended November 30, 2002,
compared  to  a total loss from operations ($750,864) for fiscal year 2001.  The
largest  factor  attributable  to  the  decrease in loss from operations was the
inclusion  of  a  ($423,500)  gain  on  settlement.


<PAGE>
Net  Loss  Per  Share.

Twistee Treat's net income per common share and equivalence -- basic and diluted
for  the  fiscal year ended November 30, 2002 equaled $.07 per share compared to
net  loss  per  common  share  for  the  year ended November 30, 2001 of ($.38).

Liquidity and Capital Resources.

     As  of  November  30,  2002,  we  had  cash  of  $15,962.  Net cash used in
operations  in  fiscal  year  2002 was $115,214, a decrease of 27% from $156,799
(representing  the  amount of net cash used in operations during the same period
in  2001).  Non-cash  adjustments  for fiscal year 2002 primarily consisted of a
gain  on  settlement  of  $423,500 and $90,000 from options issued for services.

     Our  debt  structure  includes  total  current  liabilities  of $215,369 at
November  30,  2002.

     Cash  flows from financing activities by Twistee Treat totaled $128,854 for
the  fiscal year ended November 30, 2002, consisting of payments of note payable
of  ($57,146)  and  proceeds  from  the  sale  of  common  stock  of  $186,000.

     Twistee Treat has no credit line or other bank debt, and has generated cash
for  its  operations from the sale of our common stock, $.0001 par value.  As of
November  30,  2002,  the  Company has an accumulated deficit of $3,755,192.  We
require  equity or debt financing to restart our operations.  To the extent that
we cannot obtain such financing on terms that we would consider favorable, or at
all,  it  could  have  a  materially  adverse  impact  on  our  ability  to have
operations,  if at all, and take advantage of the opportunities we would like to
develop  during  fiscal year 2003 and beyond.  There can be no assurance that we
will be able successfully to raise the cash proceeds we require to implement our
business  plan  as  currently  envisioned.


<PAGE>
Risk  Factors.

Substantial Doubt about Company's Ability to Continue as a Going Concern. Malone
&  Bailey,  PLLC, the Company's auditor, have issued an opinion that the current
conditions  raise substantial doubt about the Company's ability to continue as a
going  concern.  The  Company requires working capital to restart its operations
and  pursue  a  business  strategy.  In the event the Company is unable to raise
capital  it will be forced to curtail operations and it may cease to perform any
business.

Reliance  on Finding Suitable Strategic Partner. It is imperative that we find a
suitable  strategic  partner  to  move forward with our business concept. In the
event  a  suitable strategic partner is not located, it is unlikely that we will
pursue  our  business  concept  and  an investment in our Company will likely be
worthless.

Dependence  Upon  External Financing.  It is imperative that we raise capital to
stay  in business.  If we are unable to obtain debt and/or equity financing upon
terms that our management deems sufficiently favorable, or at all, it would have
a  materially  adverse  impact  upon  our  ability to maintain operations, or to
implement  our  business  plan  as  we  envision  it  today.


ITEM  7:  FINANCIAL  STATEMENTS

     The audited financial statements, together with the independent accountants
report thereon of Malone & Bailey, PLLC appears herein. See financial statements
beginning  on  pages  F-1  of  this  report.

ITEM  8.  CHANGES  IN  AND  DISAGREEMENTS  WITH  ACCOUNTANTS  ON  ACCOUNTING AND
FINANCIAL  DISCLOSURE

     On  July  11,  2001,  Weinburg  & Company, P.A. resigned as our independent
accountants.  The  audit  report  of Weinburg & Company, P.A. for the year ended
November  30,  2000  contained  an  unqualified  opinion  with  a  going concern
uncertainty  explanatory  paragraph  because of Weinburg & Company, P.A.'s doubt
about  our  ability  to continue as a going concern based on our difficulties in
meeting  our  financial  needs,  our  recurring  losses  from operations and our
negative working capital.  The audit reports of Weinburg & Company, P.A. for the
past  two  years  did  not  contain  any  other adverse opinion or disclaimer of
opinion,  or  qualification  or  modification  as to uncertainty, audit scope or
accounting  principals.

     During our two most recent fiscal years and the interim period through July
11,  2001 we did not have any disagreements with Weinburg & Company, P.A. on any
matter  of accounting principals or practices, financial statement disclosure or
auditing  scope  or  procedure.

     We  appointed  Malone & Bailey, PLLC, as our new independent accountants on
July 11, 2001.  We have not consulted Malone & Bailey, PLLC at any time prior to
their  appointment concerning either the application of accounting principals to
a  specific  completed  or contemplated transaction or the type of audit opinion
that  might  be  rendered  on  our  financial  statements.

ITEM  9.  DIRECTORS  AND  EXECUTIVE  OFFICERS  OF  THE  REGISTRANT


<PAGE>
     The  names,  ages  and positions of the directors and executive officers of
Twistee  Treat  are set forth below.  Biographical information for each of these
persons  is  also  presented below.  Our executive officers are appointed by our
Board  of  Directors  and  serve  at  its  discretion.

Directors  and  Officers.

Name                    Age     Position  Held
------                  ---     --------------
Steven  Levin           37      Chief  Executive  Officer  and  Director
James  Tilton           41      President,  Chief  Financial  Officer,
                                Secretary,  and  Director
Gordon  Wilson          60      Director

Steven  Levin  was  appointed  President  and  Director in July 2002.  From 1999
through  2002,  Mr.  Levin  served  as a private consultant to various companies
specializing  in  restructuring and start-up companies   From 1997 through 1999,
Mr.  Levin worked for Mikron Instrument Company, ISO 9001 (NASDAQ-MIKR) Oakland,
New  Jersey,  a  manufacturer  and  marketer of infrared non-contact temperature
measuring  equipment  and thermal imagers.  Mr. Levin graduated in 1988 from the
University  of  Miami  with a Bachelor of Business Administration and a minor in
Finance.

James  Tilton  was  appointed  as  a  Director in November 2000.  Mr. Tilton has
extensive  business and marketing experience in the Far East and has worked with
his  wife,  Jane Zheng, in partnership with Metallic Building Company ("MBC"), a
subsidiary  of  NCI  Building  Systems,  to  market  its pre-engineered building
materials  in  the  People's  Republic of China ("PRC") since 1992. For the last
five  years,  he  and  Jane Zheng have assisted Star Brite, a division of Oceans
Bio-Tech,  in  establishing  a  sales  distribution  system  in  the PRC for its
Chemical  products.  Mr. Tilton is also a director of Tianrong Building Material
Holdings,  Ltd.,  a  Utah  corporation.

Gordon  Wilson  was  appointed a director of the company in 2002. Mr. Wilson has
been  a  successful senior executive, team leader and trouble shooter having set
up,  developed  and  turned  around  UK and International trading operations for
major banking, financial services and trading groups in East and Western Europe,
Middle East, Africa and North America. He presently is a director of a number of
UK  companies  including  Wilton  Corporate Finance a member of the WiltonGroup.

SECTION 16 (A) BENEFICIAL OWNERSHIP REPORTING COMPLIANCE

Section 16(a) of the securities  Exchange Act of 1934, as amended, requires the
Company's  directors,  executive officers and persons who own more than 10% of a
class of the Company's equity securities which are registered under the Exchange
Act to file with the Securities  and  Exchange  Commission  initial  reports of
ownership  and reports of changes of  ownership of such  registered securities.
Such executive officers, directors and greater than 10% beneficial owners are
required by Commission regulation to furnish the Company with copies of all
Section 16(a) forms filed by such reporting persons.


<PAGE>
To the Company's knowledge, no person required to file such Reports, has made
the required filings.

ITEM  10.  EXECUTIVE  COMPENSATION

The  following  table  is a summary of annual compensation paid to the Company's
executives  during  the  three  fiscal  years  ended  November  30,  2002.

<TABLE>
<CAPTION>
Name and Principal                                  Other Annual
Position                 Year     Salary     Bonus  Allowance (1)
-----------------------  ----  ------------  -----  -------------
<S>                      <C>   <C>           <C>    <C>
Steven Levin             2002  $120,000
Chief Executive Officer
Stephen Wells            2002  $ 25,000
President                2001  $150,000 (2)  None         -
                         2000  $150,000 (3)  None         -
<FN>
(1)  The  named executive officers did not receive perquisites or other benefits
     valued  in  excess  of  10%  of the total reported annual salary and bonus.
(2)  We  accrued  $130,000  for  Mr.  Wells  through November 30, 2001 which was
     extinguished  as  part  of  a  settlement  agreement.
(3)  We  have  accrued $62,000 for Mr. Wells through November 30, 2000 which was
     extinguished  as  part  of  a  settlement  agreement.
</TABLE>

In November 2002, we granted 3,000,000 options to each of Steven Levin and James
Tilton  with  an exercise price of $.03 per share which expire in November 2003.
These  options  were  valued  at  $90,000  to  each of Messrs. Levin and Tilton.


<PAGE>
EMPLOYMENT  AGREEMENTS

Effective January 1, 1999, the Company entered into an employment agreement with
Stephen  Wells, our former President and Chief Executive Officer, for five years
at  an  annual  salary  of  $90,000,  $150,000, $150,000, $175,000 and $175,000,
respectively.  The  Company  entered  into  a  settlement  agreement  and mutual
release  with Mr. Wells whereby all obligations owed to Mr. Wells were cancelled
and  the  Company  paid  Mr.  Wells  $25,000. There are no employment contracts.

ITEM  11.  SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT

The  following  table sets forth, as of November 30, 2002, information regarding
the  beneficial  ownership  of shares of Common Stock by each person known by us
to  own  five percent or more of the outstanding shares of Common Stock, by each
of  our Officers, by each of our Directors, and by our Officers and Directors as
a  group.  On  November  30,  2002  there  were  3,007,795  shares  issued  and
outstanding  of  record.

<TABLE>
<CAPTION>
NAME AND ADDRESS OF                     SHARES OF     PERCENTAGE AS OF
Beneficial Owners                      Common Stock  November 30, 2002
-------------------------------------  ------------  -----------------
<S>                                    <C>           <C>
Calder Investments                        1,257,730              14.0%
James Tilton (1)(2)                       3,125,000              34.7%
Steven Levin (1)(2)                       3,000,000              33.3%
Gordon Wilson                                     -                 *
All Executive Officers and Directors
As a group (3 persons)                    6,125,000              68.0%
<FN>
*    Less  than  one  percent
(1)  The  business  address  of  each  individual  is the same as the address of
the Company's principal executive offices.
(2)  Includes  3,000,000  exercisable  options  at an exercise price of $.03 per
share which expire in November 2003.
</TABLE>

ITEM  12.  CERTAIN  PARTIES  AND  RELATED  TRANSACTIONS.

     In  June  2000,  the Company issued 250,000 shares of common stock for cash
proceeds  of $50,000 and consulting services rendered having a fair market value
of  $262,500  to  Stephen Wells, our Chief Executive Officer and President.  The
fair  value  of  the  shares issued for consulting services was determined based
upon  the  fair  value  of  the  shares  at  the  issuance  date.

     Stephen Wells, our former Chief Executive Officer and President, has loaned
the  Company  funds  on several occasions.  One loan in the amount of $4,363 was
non-interest  bearing  and had been in default since June 2000.  Another loan in
the  amount  of  $27,000  bore interest at 12% and was due in February 2002.  In
connection  with the settlement agreement entered into with Mr. Wells, Mr. Wells
returned  125,000  shares  of  his common stock and an option to acquire 250,000
shares  of  common  stock  at  $.02  per  share  to  the Company and the Company
extinguished  all  debts  owed  to  Mr.  Wells  in  consideration  for  $25,000.
Accordingly,  Twistee  Treat  reversed his accrued salary and reversed two notes
payable.


<PAGE>
     James Tilton, our Chief Financial Officer and Secretary, loaned the Company
$26,000  evidenced by a note bearing interest at 12% due in March 2002, of which
the  Company  has  repaid  $6,000  as  of  the  date  of  this  report.

     Howard  Hochrad,  our  former  Vice-President,  loaned  the Company $39,547
evidenced  by  a  note bearing interest at 9% which is in default and was due in
September  2001.  The  Company  does  not  treat  this  note  as  outstanding.

     In May 2002, Stephen Wells our former Chief Executive Officer and President
acquired  our  preferred  stock.  In connection with a settlement agreement with
the  Company,  the  preferred  stock  was  cancelled.

     In  November 2002, we granted 3,000,000 options to each of Steven Levin and
James  Tilton  with an exercise price of $.03 per share which expire in November
2003.

     Between  December 2002 and February 2003, Calder Investments, Ltd. acquired
2,000,000  shares  of  common  stock  for  $0.03  per  share.

     During  February 2003, Gordon Wilson, a director acquired 100,000 shares of
common  stock  for  $0.03  per  share.

ITEM  13.     EXHIBITS  AND  REPORTS  ON  FORM  8-K
A.  Financial  Statements

<TABLE>
<CAPTION>
<S>    <C>                                                            <C>
PAGE   INDEPENDENT AUDITORS' REPORT                                   F-1

PAGE   BALANCE SHEET AS OF NOVEMBER 30, 2001                          F-2

PAGE   STATEMENTS OF OPERATIONS FOR THE YEARS ENDED
       NOVEMBER 30, 2001 AND 2000                                     F-3

PAGE   STATEMENTS OF CHANGES IN STOCKHOLDERS' EQUITY
       FOR THE YEARS ENDED NOVEMBER 30, 2001 AND 2000                 F-4

PAGES  STATEMENTS OF CASH FLOWS FOR THE YEARS ENDED
       NOVEMBER 30, 2001 AND 2000                                     F-5

PAGES  NOTES TO FINANCIAL STATEMENTS                                  F-6
</TABLE>



<PAGE>
B.  Exhibits

10.1  Settlement  Agreement
10.2  First  Amendment  to  Settlement  Agreement
99.1  Certification  of  Chief  Executive  Officer  and  Chief Financial Officer
Pursuant  to  18  U.S.C.  Section  1350

C.  Reports  on  Form  8-K

We  filed  a  current  year  report  on  Form 8-K on May 8, 2002 relating to the
issuance  of  super  voting  preferred  stock to Stephen Wells, our former Chief
Executive  Officer.  Such  transaction  was rescinded and no shares of preferred
stock  are  outstanding.


Item 14.  Evaluation of Disclosure Controls and Procedures
          -----------------------------------------------------

     (a)  Evaluation of disclosure controls and procedures.  Our  principal
executive  officer,  after  evaluating  the  effectiveness  of  the  Company's
"disclosure  controls and procedures" (as defined in the Securities Exchange Act
of  1934  Rules  13a-14(c)  and 15-d-14(c)) as of a date (the "Evaluation Date")
within  90  days  before the filing date of this quarterly report, has concluded
that  as  of  the  Evaluation  Date, our disclosure controls and procedures were
adequate and designed to ensure that material information relating to us and our
consolidated  subsidiaries  would  be  made known to them by others within those
entities.

     (b)  Changes in internal controls.  There were no significant changes in
our internal controls or to our knowledge, in other factors that could
significantly affect our disclosure controls and procedures subsequent to the
Evaluation Date.


<PAGE>
SIGNATURES

     In accordance with Section 13 or 15(d) of the Exchange Act, the registrant
caused this report to be signed on its behalf by the undersigned, thereunto duly
authorized.




                                                      TWISTEE TREAT CORPORATION

                                                      By: /s/ Steven Levin
                                                          ----------------
                                                      Steven Levin
                                                      Chief Executive Officer

Dated: May 20, 2003

     In  accordance  with the Exchange Act, this report has been signed below by
the  following  persons on behalf of the registrant and in the capacities and or
the  duties  indicated.

Signature                              Title                          Date
---------                              -----                          ----

/s/ Steven Levin   Chief Executive Officer
-----------------  and Director                                   May 20, 2003
Steven Levin

/s/ James Tilton   President, Chief Financial Officer, Secretary
-----------------  and  Director                                  May 20, 2003
James Tilton

/s/ Gordon Wilson  Director
-----------------                                                 May 20, 2003
Gordon Wilson



<PAGE>
CERTIFICATION BY STEVIN LEVIN PURSUANT TO SECURITIES EXCHANGE ACT RULE
13a-14

I, Steven Levin, Chief Executive Officer of Twistee Treat Corporation, certify
that:

1.   I have reviewed this amendment to the Form 10-KSB/A of Twistee Treat
     Corporation;

2.   Based on my knowledge, this amendment, and the annual report as amended
     hereby, 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 the annual report;

3.   Based on my knowledge, the financial statements and other financial
     information included in the annual report, fairly present in all material
     respects the financial condition, results of operations and cash flows of
     the registrant as of, and for, the periods presented in the annual report;

4.   The registrant's other certifying officers and I are responsible for
     establishing and maintaining disclosure controls and procedures (as defined
     in Exchange Act Rules 13a-14 and 15d-14) for the registrant and we have:

     a.   designed such disclosure controls and procedures to ensure that
          material information relating to the registrant, including its
          consolidated subsidiaries, is made known to us by others within those
          entities, particularly during the period in which the annual report is
          being prepared;

     b.   evaluated the effectiveness of the registrant's disclosure controls
          and procedures as of a date within 90 days prior to the filing date of
          the annual report (the Evaluation Date); and

     c.   presented in the annual report our conclusions about the effectiveness
          of the disclosure controls and procedures based on our evaluation as
          of the Evaluation Date.

5.   The registrant's other certifying officers and I have disclosed, based on
     our most recent evaluation, to the registrant's auditors and the audit
     committee of registrant's Board of Directors (or persons performing the
     equivalent function):

     a.   all significant deficiencies in the design or operation of internal
          controls which could adversely affect the registrant's ability to
          record, process, summarize and report financial data and have
          identified for the registrant's auditors any material weaknesses in
          internal controls; and

     b.   any fraud, whether or not material, that involves management or other
          employees who have a significant role in the registrant's internal
          controls, and

6.   The registrant's other certifying officers and I have indicated in the
     annual 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.

   Dated: May 20, 2003

   /s/ Steven Levin
   Chief Executive Officer


<PAGE>
CERTIFICATION BY JAMES TILTONPURSUANT TO SECURITIES EXCHANGE ACT RULE 13a-14

I, James Tilton, Chief Financial Officer of Twistee Treat Corporation, certify
that:

1.   I have reviewed this amendment to the Form 10-KSB/A of Twistee Treat
     Corporation;

2.   Based on my knowledge, this amendment, and the annual report as amended
     hereby, 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 the annual report;

3.   Based on my knowledge, the financial statements and other financial
     information included in the annual report, fairly present in all material
     respects the financial condition, results of operations and cash flows of
     the registrant as of, and for, the periods presented in the annual report;

4.   The registrant's other certifying officers and I are responsible for
     establishing and maintaining disclosure controls and procedures (as defined
     in Exchange Act Rules 13a-14 and 15d-14) for the registrant and we have:

     a.   designed such disclosure controls and procedures to ensure that
          material information relating to the registrant, including its
          consolidated subsidiaries, is made known to us by others within those
          entities, particularly during the period in which the annual report is
          being prepared;

     b.   evaluated the effectiveness of the registrant's disclosure controls
          and procedures as of a date within 90 days prior to the filing date of
          the annual report (the Evaluation Date); and

     c.   presented in the annual report our conclusions about the effectiveness
          of the disclosure controls and procedures based on our evaluation as
          of the Evaluation Date.

5.   The registrant's other certifying officers and I have disclosed, based on
     our most recent evaluation, to the registrant's auditors and the audit
     committee of registrant's Board of Directors (or persons performing the
     equivalent function):

     a.   all significant deficiencies in the design or operation of internal
          controls which could adversely affect the registrant's ability to
          record, process, summarize and report financial data and have
          identified for the registrant's auditors any material weaknesses in
          internal controls; and

     b.   any fraud, whether or not material, that involves management or other
          employees who have a significant role in the registrant's internal
          controls, and

6.   The registrant's other certifying officers and I have indicated in the
     annual 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.

   Dated: May 20, 2003

   /s/ James A. Tilton
   Chief Financial Officer


<PAGE>