UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549

                                   FORM 10QSB


(Mark One)

/x/     QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE
        ACT OF 1934
                      For the quarterly period ended June 30, 2003


/ /     TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE EXCHANGE ACT

                       For the transition period from _________ to _________


                                    333-80429
                                    ---------
                               Commission File No.


                             INVVISION CAPITAL, INC.
                          ----------------------------
             (Exact name of registrant as specified in its charter)


          Nevada                                                  75-2823489
          ------                                                  ----------
(State or other jurisdiction of                               (I.R.S. Employer
incorporation or organization)                               Identification No.)


            2100 Valley View Lane, Suite 110, Dallas, Texas 75234
           ----------------------------------------------------------
                    (Address of principal executive offices)


Registrant's telephone number, including area code:   (214) 390-0801

     Check whether the issuer (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 _____

     The Registrant has 11,489,990 shares of common stock, par value $0.0001 per
share issued and outstanding as of August 13, 2003.


     Traditional Small Business Disclosure Format

                            Yes  [  x  ]       No [     ]

<PAGE>
                            INVVISION CAPITAL, INC.


                               Table of Contents


PART I - FINANCIAL INFORMATION
                                                                       Page No.

Item 1. Financial Statements                                            3 - 11
        (Unaudited)

        Consolidated Balance Sheets as of June 30, 2003
           and June 30, 2002
        Consolidated Statements of Operations for
           the three months ended June 30, 2003 and 2002
        Consolidated Statements of Operations for
           the six months ended June 30, 2003 and 2002
        Consolidated Statements of Cash Flows for
           the six months ended June 30, 2003 and 2002
           and Inception to Date
        Notes to Financial Statements


Item 2. Management's Discussion and Analysis                           12

Item 3. Controls and Procedures                                        12


PART II - OTHER INFORMATION                                            13


Item 1. Legal Proceedings                                              13

Item 2. Changes in Securities                                          13

Item 3. Defaults upon Senior Securities                                13

Item 4. Submission of Matters to a Vote of Security Holders            13

Item 5. Other Information                                              13

Item 6. Exhibits and Reports on Form 8-K                               13


SIGNATURE PAGE                                                         14















                                        1

<PAGE>
            CAUTIONARY INFORMATION ABOUT FORWARD-LOOKING STATEMENTS


This document contains forward-looking  statements within the meaning of Section
27A of the Securities  Act and Section 21E of the Exchange Act. All  statements,
other than  statements  of  historical  facts,  included in or  incorporated  by
reference into this Form 10KSB which address activities,  events or developments
which the  Company  expects,  believes or  anticipates  will or may occur in the
future  are  forward-looking   statements.   The  words  "believes,"  "intends,"
"expects,"  "anticipates,"   "projects,"  "estimates,"  "predicts"  and  similar
expressions are also intended to identify forward-looking statements.

These forward-looking  statements include, among others,  statements concerning:
expectations,   anticipations,  beliefs,  estimations,  projections,  and  other
similar matters that are not historical facts, including such matters as: future
capital,  repayment of debt, business  strategies,  prices and demand, and other
development  trends of the real estate  industry,  and  expansion  and growth of
business operations.

These  statements  are based on certain  assumptions  and  analyses  made by the
management of Invvision Capital,  Inc.  ("Invvision") in light of its experience
and its perception of historical trends,  current conditions and expected future
developments  as well as  other  factors  it  believes  are  appropriate  in the
circumstances.

Invvision cautions the reader that these forward-looking  statements are subject
to risks and  uncertainties,  including  those  associated  with:  the financial
environment,  general economic,  market and business conditions,  the regulatory
environment,  business  opportunities  that may be  presented  to and pursued by
Invvision,  changes in laws or regulations,  availability  to obtain  additional
financing on favorable conditions, trend projections, and other factors, many of
which are beyond the Company's control that could cause actual events or results
to differ  materially from those  expressed or implied by the  statements.  Such
risks and uncertainties include those risks and uncertainties  identified in the
Description of the Business and Management's Discussion and Analysis sections of
this  document and risk  factors  discussed  from time to time in the  Company's
filings with the Securities and Exchange Commission.

Significant factors that could prevent Invvision from achieving its stated goals
include: the inability of Invvision to obtain financing for capital expenditures
and  acquisitions,  declines  in the market  prices  for real  estate or related
development,  and  adverse  changes  in  the  regulatory  environment  affecting
the Company.

The cautionary  statements  contained or referred to in this document  should be
considered in connection  with any  subsequent  written or oral  forward-looking
statements  that may be issued by  Invvision  or persons  acting on its or their
behalf.

Invvision  undertakes  no  obligation  to release  publicly any revisions to any
forward-looking  statements to reflect  events or  circumstances  after the date
hereof or to reflect the occurrence of unanticipated events.





                                       2
<PAGE>
<TABLE>
<CAPTION>
                                              INVVISION CAPITAL, INC.
                                                 AND SUBSIDIARIES
                                           (A DEVELOPMENT STAGE COMPANY)
                                            CONSOLIDATED BALANCE SHEETS





                                                      Assets
                                                      ------


 <S>                                                               <C>                  <C>


                                                                      June 30, 2003          June 30, 2002
                                                                     --------------         --------------
Current assets:
     Cash                                                           $          3,920        $          5,377
     Receivables and advances                                                      -                 118,720
     Mortgage loans in process                                                     -                       -
     Prepaid expenses                                                              -                  32,283
     Note receivable                                                               -                       -
                                                                    ----------------        ----------------
         Total current assets                                                  3,920                 156,380

Property and equipment, at cost, net of
     accumulated depreciation                                                  4,316                   5,254

Other assets:
     Investment in unimproved real estate                                  3,052,030               3,052,030
     Investment in available for sale equity
       securities, at fair value                                                   -                  39,039
     Option to purchase land                                                       -                       -
                                                                    ----------------        ----------------
                                                                     $     3,060,266        $      3,252,703
                                                                    ================        ================
























               The accompanying notes are an integral part of the consolidated financial statements.

                                                         3
</table>
<PAGE>
<TABLE>
<CAPTION>

                                              INVVISION CAPITAL, INC.
                                                 AND SUBSIDIARIES
                                           (A DEVELOPMENT STAGE COMPANY)
                                            CONSOLIDATED BALANCE SHEETS





                                       Liabilities and Stockholders' Equity
                                       ------------------------------------

<S>                                                              <C>                <C>


                                                                      June 30, 2003       June 30, 2002
                                                                     --------------      --------------
Current liabilities:
     Accounts payable, trade                                       $         303,863    $        364,509
     Accrued expenses                                                        541,005             298,196
     Advances from stockholders                                              130,070                   -
     Note payable                                                             65,000              50,000
     Current portion of mortgages payable                                  2,572,667              11,770
                                                                    ----------------    ----------------
         Total current liabilities                                         3,542,138             724,475

Mortgages payable, net of current portion                                          -           2,569,230
                                                                    ----------------    ----------------
Commitments and contingencies                                                      -                   -

Stockholders' equity:
     Preferred stock, $.001 par value, 15,000,000
        shares authorized for June 30, 2003,
        no shares issued and outstanding, no
        rights or preferences determined                                            -                  -
     Common stock, $.001 and $.01 par value, 50,000,000
        shares authorized, 11,371,424 and 7,276,944
        shares issued and outstanding, respectively                           11,490              11,371
     Paid in capital in excess of par                                      3,787,786           3,778,405
     Common stock warrants                                                   100,000             100,000
     Notes receivable, common stock subscribed                                     -     (        29,925)
     Accumulated deficit during the development stage              (       2,499,664)    (     1,987,941)
     Accumulated other comprehensive loss                          (       1,951,951)    (     1,912,912)
                                                                    ----------------    ----------------
                                                                   (         485,417)    (        41,002)
                                                                    ----------------    ----------------
                                                                   $       3,056,721    $      3,252,703
                                                                    ================    ================












               The accompanying notes are an integral part of the consolidated financial statements.

                                                         4
</table>
<PAGE>
<TABLE>
<CAPTION>

                                INVVISION CAPITAL, INC.
                                    AND SUBSIDIARIES
                            (A DEVELOPMENT STAGE COMPANY)
                          CONSOLIDATED STATEMENTS OF OPERATIONS
                                 AND COMPREHENSIVE LOSS
                               FOR THE THREE MONTHS ENDED


<S>                                             <C>                <C>


                                                   June 30, 2003       June 30, 2002
                                                  ---------------      ---------------

Revenues                                          $            -       $            -
Cost of revenues                                               -                    -
                                                  ---------------      ---------------
Gross profit (loss)                                            -                    -

Selling and marketing expenses                                 -                 465
General and administrative                                13,793             283,476
Loss on disposal of assets                                     -                   -
                                                  ---------------      ---------------
Operating loss                                     (      13,793)      (     283,941)

Interest expense                                          53,129              36,908
                                                  ---------------      ---------------
Loss before income taxes                           (      66,922)      (     320,849)

Provision for income taxes                                     -                   -
                                                  ---------------      ---------------
Loss from continuing operations                    (      66,922)      (     320,849)

Discontinued operations
     Income (loss) from discontinued IMI,
        including gain on disposal net
        of applicable income taxes of $0                       -                 440
     Loss from discontinued IDI, net
        of applicable income taxes of $0                       -       (     279,035)
                                                  ---------------      ---------------
Net loss                                           (      66,922)      (     599,444)

Unrealized loss on decline in value
     of available for sale equity securities                   -                   -
                                                  ---------------      --------------
Comprehensive loss                                $(      66,922)     $(     599,444)
                                                  ===============      ==============
Loss per share:
     Basic:
        Loss from continuing operations           $(        0.00)     $(        0.03)
        Income (loss) from discontinued
         operations                                          .00       (         .02)
                                                  ---------------      --------------
         Net loss                                 $(        0.00)     $(        0.05)
                                                  ===============      ==============
     Diluted:
        Loss from continuing operations           $(        0.00)     $(        0.03)
        Income (loss) from discontinued
         operations                                          .00       (         .02)
                                                  ---------------      --------------

         Net loss                                 $(        0.00)     $(        0.05)
                                                  ===============      ==============


The accompanying notes are an integral part of the consolidated financial statements.

                                  5
</table>
<PAGE>
<TABLE>
<CAPTION>

                                              INVVISION CAPITAL, INC.
                                                 AND SUBSIDIARIES
                                           (A DEVELOPMENT STAGE COMPANY)
                                       CONSOLIDATED STATEMENTS OF OPERATIONS
                                              AND COMPREHENSIVE LOSS
                                             FOR THE SIX MONTHS ENDED
                          AND PERIOD FEBRUARY 15, 2001 (INCEPTION) THROUGH JUNE 30, 2003



<S>                                             <C>                <C>                <C>
                                                                                            Cumulative
                                                                                               From
                                                   June 30, 2003        June 30, 2002        Inception
                                                  ---------------      ---------------    ---------------

Revenues                                          $            -       $           -      $            -
Cost of revenues                                               -                   -                   -
                                                  ---------------      ---------------    ---------------
Gross profit (loss)                                            -                   -                   -

Selling and marketing expenses                                 -                 870              66,819
General and administrative                                14,318             383,949           1,680,859
Loss on disposal of assets                                     -                   -             215,390
                                                  ---------------      ---------------    ---------------
Operating loss                                     (      14,318)      (     384,819)     (    1,963,068)

Interest expense                                         106,257              59,907             361,192
                                                  ---------------      ---------------    ---------------
Loss before income taxes                           (     120,575)      (     444,726)     (    2,324,260)

Provision for income taxes                                     -                   -                   -
                                                  ---------------      ---------------    ---------------
Loss from continuing operations                    (     120,575)      (     444,726)     (    2,324,260)

Discontinued operations
     Income (loss) from discontinued IMI,
        including gain on disposal net
        of applicable income taxes of $0                       -       (      14,379)     (       24,079)
     Loss from discontinued IDI, net
        of applicable income taxes of $0                       -       (     286,486)     (      151,325)
                                                  ---------------      ---------------    ---------------
Net loss                                           (     120,575)      (     745,591)     (    2,499,664)

Unrealized loss on decline in value
     of available for sale equity securities                   -                   -      (    1,951,951)
                                                  ---------------      --------------     ---------------
Comprehensive loss                                $(     120,575)     $(     745,591)    $(    4,451,615)
                                                  ===============      ==============     ===============
Loss per share:
     Basic:
        Loss from continuing operations           $(        0.01)     $(        0.04)    $(         0.20)
        Income (loss) from discontinued
         operations                                          .00       (         .03)     (          .02)
                                                  ---------------      --------------     ---------------
         Net loss                                 $(        0.01)     $(        0.07)   $(          0.22)
                                                  ===============      ==============     ===============
     Diluted:
        Loss from continuing operations           $(        0.01)     $(        0.04)   $(          0.20)
        Income (loss) from discontinued
         operations                                          .00       (         .03)    (           .02)
                                                  ---------------      --------------     ---------------

         Net loss                                 $(        0.01)     $(        0.07)   $(          0.22)
                                                  ===============      ==============     ===============


               The accompanying notes are an integral part of the consolidated financial statements.

                                                         6
</table>

<TABLE>
<CAPTION>

                                              INVVISION CAPITAL, INC.
                                                 AND SUBSIDIARIES
                                           (A DEVELOPMENT STAGE COMPANY)
                                       CONSOLIDATED STATEMENTS OF CASH FLOWS
                                              FOR THE SIX MONTHS ENDED
                          AND PERIOD FEBRUARY 15, 2001 (INCEPTION) THROUGH JUNE 30, 2003

<S>                                             <C>                <C>                <C>

                                                                                             Cumulative
                                                                                               From
                                                   June 30, 2003       June 30, 2002          Inception
Cash flows from operating activities:             --------------      --------------      ---------------

     Cash received from customers                 $            -      $      137,493      $    1,009,344
     Cash paid to employees                                    -       (      70,065)      (     449,351)
     Cash paid to suppliers                        (      26,967)      (     133,522)      (     881,151)
     Interest paid                                             -       (      59,907)      (     359,743)
                                                  --------------      --------------      --------------
        Cash used in operating activities          (      26,967)            126,001       (     680,901)
                                                  --------------      --------------      --------------

Cash flows from investing activities:

     Proceeds from sale of land                                -                   -             184,610
     Advances made to others                                   -      (          689)    (        46,403)
     Payment of real estate closing costs                      -                   -     (       170,530)
     Purchase of property and equipment                        -               5,000     (         8,207)
                                                  --------------      --------------      --------------
        Cash provided by (used in)
         investing activities                                  -      (        4,311)    (        40,530)
                                                  --------------      --------------      --------------

Cash flows from financing activities:

     Advances from stockholders                           30,675                   -             130,070
     Proceeds from issuance of common stock                    -                 525             438,614
     Proceeds from option agreement                            -                   -             100,000
     Proceeds from line of credit                              -             312,639           8,201,706
     Repayment of line of credit                               -      (      275,278)    (     8,201,706)
     Proceeds from notes payable                               -              60,000             115,000
     Repayment of notes payable                                -                   -     (        58,333)
                                                  --------------      --------------      --------------

        Cash provided by (used in)
         financing activities                             30,675              97,886            725,351
                                                  --------------      --------------      --------------

Net increase (decrease) in cash                   (        3,708)     (       23,804)             3,920

Cash at beginning of period                                  212              29,181                  -
                                                  --------------      --------------      --------------

Cash at end of period                            $         3,920     $         5,377    $         3,920
                                                  ==============      ==============      ==============








               The accompanying notes are an integral part of the consolidated financial statements.

                                                         7
</table>
<PAGE>
<TABLE>
<CAPTION>

                                              INVVISION CAPITAL, INC.
                                                 AND SUBSIDIARIES
                                           (A DEVELOPMENT STAGE COMPANY)
                                       CONSOLIDATED STATEMENTS OF CASH FLOWS
                                             FOR THE SIX MONTHS ENDED
                          AND PERIOD FEBRUARY 15, 2001 (INCEPTION) THROUGH JUNE 30, 2003


                                           Reconciliation of Net Loss to
                                            Net Cash Used in Operations
                                            ---------------------------
<S>                                             <C>                <C>                <C>

                                                                                          Cumulative
                                                                                             From
                                                  June 30, 2003       June 30, 2002       Inception
                                                 ---------------     ---------------    ----------------
Net loss                                         $(      120,575)    $(      745,591)   $(     2,499,664)
                                                 ---------------     ---------------    ----------------
Adjustment to reconcile net loss to
     net cash used in operations:

     Depreciation                                $           750     $         1,312    $          3,891
     Common stock issued for services                          -                   -             328,286
     Uncollectible common stock
        subscription                                           -                   -              29,925
     Gain on sale of subsidiary                                -                   -      (      344,174)
     Loss on sale of assets                                    -             222,432             215,390
     Decrease in accounts receivable                           -              60,372              43,449
     (Increase) decrease in mortgages
        held for sale                                          -             312,639                   -
     (Increase) decrease in prepaid expenses                   -       (      25,500)                  -
     Increase (decrease) in accounts payable       (      13,399)      (     126,393)          1,000,991
     Increase (decrease) in accrued expenses             106,257             174,728             541,005
                                                 ---------------     ---------------    ----------------
        Total adjustments                                 93,608             619,590           1,818,763
                                                 ---------------     ---------------    ----------------
Net cash used in operations                      $(       26,967)    $ (     126,001)   $ (      680,901)


                                        Supplemental Disclosure of Non Cash
                                        Investing and Financing Activities
                                        ----------------------------------

Common stock issued in exchange for
     professional and investment
     advisory services                           $             -     $             -    $        328,286

Common stock and mortgages payable
     issued in exchange for real estate                        -                   -           3,281,500

Common stock issued in exchange
     for available for sale equity securities                  -                   -           1,951,951

Common stock issued in exchange for
     notes receivable                                          -                   -              29,925

Common stock issued in exchange for debt                       -             350,000             350,000



               The accompanying notes are an integral part of the consolidated financial statements.

                                                         8
</table>
<PAGE>

                             INVVISION CAPITAL, INC.
                                AND SUBSIDIARIES
                          (A DEVELOPMENT STAGE COMPANY)
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS


1.       SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

Business and operations

Invvision Capital, Inc. (the Company), formerly Omni Park Pass, Inc. (OMNI), was
incorporated in the state of Nevada on May 27, 1998. OMNI's business  operations
consisted of designing and developing  software for use in the entertainment and
amusement park industries  although no significant  revenues were generated from
this  activity and as a result of recurring  significant  operating  losses,  in
March 2001,  the board of directors  voted to shut down business  operations and
attempt to sell the Company or its assets.

On April 20, 2001,  the Company  merged with Invvision  Capital,  Inc.  (ICI), a
Texas corporation,  by issuing 4,257,393 common stock shares valued at $4,257 in
exchange for all of the  outstanding  common stock of  Invvision  Capital,  Inc.
(ICI).  Immediately  prior to the merger,  OMNI effected  several  capital stock
transactions,  including an 8 to 1 reverse  common  stock  split,  to change its
capital  structure  (Note  2).  On April  23,  2001,  OMNI  changed  its name to
Invvision Capital, Inc.

ICI was  incorporated in the state of Texas on February 15, 2001.  Prior to this
merger  transaction,  ICI  had  no  active  business  operations.   However,  in
connection with its formation,  ICI acquired an unimproved parcel of real estate
and an  assignment  of contract to purchase  another  unimproved  parcel of real
estate (Notes 3 and 7), which it plans to develop.

The merger  transaction was accounted for as a reverse merger using the purchase
method of accounting with ICI acquiring OMNI for financial  reporting  purposes.
As a  result,  the  accompanying  consolidated  financial  statements  have been
restated to present the financial  position and operating  results of ICI as the
acquiring entity. Because OMNI did not have any assets or liabilities and had no
business operations, no portion of the purchase price was allocated to goodwill.
Instead,  the  excess of the  purchase  price  over the fair value of net assets
acquired has been charged against  operations and reflected in the  accompanying
consolidated financial statements as an acquisition cost.

Principles of consolidation

The accompanying  consolidated financial statements include the general accounts
of the Company and its subsidiaries,  Invvision Funding,  Inc., INVA#1, Inc. and
INVA#2,  Inc. All  intercompany  transactions,  accounts and balances  have been
eliminated  in  the  consolidation  and  there  were  no  material   intervening
transactions.

Basis of presentation and going concern uncertainty

The accompanying unaudited consolidated condensed financial statements have been
prepared  in  accordance   with  the  accounting   policies   described  in  the
consolidated  financial  statements  and related notes included in the Company's
2001 Form 10-K. It is suggested  that those  consolidated  statements be read in
conjunction with this report. The year-end financial  statements  presented were
derived  from the  Company's  audited  financial  statements.  In the opinion of
management,  the  accompanying  consolidated  financial  statements  reflect all
adjustments  necessary for a fair presentation of the financial  position of The
Company and of its operations.

The consolidated financial statements of the Company have been prepared assuming
that the Company will continue as a going concern. However, the Company incurred
an operating loss during the quarter and it has a net working capital deficit of
over $3.5 million.  These  conditions,  among others,  give rise to  substantial
doubt about the Company's ability to continue as a going concern.  Management is
continuing to seek additional  equity capital to seek additional  equity capital
to fund a business acquisition or begin new operations. Management believes that
these steps will provide the Company with  adequate  funds to sustain its growth
and continued existence. There is, however, no assurance that the steps taken by
management  will meet all of the  Company's  needs or that it will continue as a
going  concern.  The  consolidated  financial  statements  do  not  include  any
adjustments that might result from the outcome of this uncertainty.

                                        9

<PAGE>

                             INVVISION CAPITAL, INC.
                                AND SUBSIDIARIES
                          (A DEVELOPMENT STAGE COMPANY
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS


Management estimates

The preparation of financial  statements in conformity  with generally  accepted
accounting principles 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 financial  statements and
the  reported  amounts of revenues  and expenses  during the  reporting  period.
Actual results could differ from those estimates.

Cash flows

For purposes of the consolidated  statement of cash flows, the Company considers
all highly liquid  investments with original  maturities of three months or less
to be cash equivalents. None of the Company's cash is restricted.

All mortgage loans  originated by the Company are held for sale and are reported
at the  lower  of cost or  market  value.  Direct  loan  origination  costs  are
capitalized as part of the carrying value of the related loan.

Property and equipment

Property  and  equipment  is  stated  at  cost  less  accumulated  depreciation.
Depreciation  of property and equipment is being  provided by the  straight-line
method over  estimated  useful  lives of three to seven  years.  For the quarter
ended June 30, 2003 and 2002 and for the period  February  15, 2001  (inception)
through June 30, 2003,  depreciation  expense  totaled $750,  $1,312 and $3,891,
respectively.

Loss per share

Basic loss per share amounts are computed using the  weighted-average  number of
common  stock  shares  outstanding  during the  periods.  Diluted loss per share
amounts  are  computed  using the  weighted-average  number of common and common
equivalent shares  outstanding  during the periods.  For the periods ending June
30, 2003 and 2002 and for the period February 15, 2001 (inception) through March
31, 2003, basic loss per share amounts are computed using 11,489,990,  8,221,944
and  11,489,990  weighted  average  number of common  stock  shares  outstanding
respectively.  No effect has been given to the assumed  exercise of  outstanding
stock options because the effect would be antidilutive.

2.       MORTGAGES AND NOTES PAYABLE

On October 22, 2001, in connection  with the Company's  purchase of a 19.64 acre
parcel of unimproved real estate,  the Company issued a first,  second and third
mortgage payable in the principal amounts of $1,580,000,  $200,000 and $801,000,
respectively.  Each note payable accrues  interest at 8.0% per annum and matures
on April 30, 2003 with  principal  and accrued  interest due and payable on this
date. Each mortgage is secured by the purchased real estate and  subordinated to
each other as  prioritized  above.  At June 30, 2003 and 2002 and for the period
February 15, 2001 (inception) through June 30, 2003, accrued interest payable on
each of the above notes totaled $349,990 and $349,990, respectively.

On December 3, 2002,  INVA #1, the wholly owned nominee  subsidiary of ICI, that
owns the property,  filed involuntary  bankruptcy under Chapter 11 of the United
States  Bankruptcy  Code. This action was taken to forestall  foreclosure by the
first lien holder and obtain additional time to sell the mortgage property (Note
14).

In May 2001, the Company borrowed  $100,000 from an individual.  On November 15,
2001,  $50,000  was repaid and a note was  executed  for the  remaining  $50,000
balance.  The note bears  interest at 8.0 %, is unsecured and matures on May 15,
2003 when all principal and accrued interest is due.

In December 2002, the Company borrowed $15,000 from a holding company. This loan
bears interest at 18% and matures on December 3, 2003.

                                       10
<PAGE>

                             INVVISION CAPITAL, INC.
                                AND SUBSIDIARIES
                          (A DEVELOPMENT STAGE COMPANY)
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS


3.       COMMITMENTS AND CONTINGENCIES

Legal matters

The Company is subject to legal proceedings that arise in the ordinary course of
business. As of this date, the Company is not a party to any lawsuits, either as
plaintiff  or as  defendant.  Management  is not aware of any matters that could
result in a lawsuit or other legal contingencies.

Environmental matters

During the period ended  December 31,  2001,  the Company  acquired a 19.64 acre
tract of land (Note 3) that was formerly a landfill for the city of  Carrollton,
Texas.  There is  currently  an  environmental  study in  progress  by the Texas
Natural  Resource  Conservation  Commission  (TNRCC) to determine  the extent of
contamination  and the costs  associated with the clean up. As of this date, the
extent  of  contamination  has  not  been  defined.  Management  believes  it is
reasonably  possible  that some  contamination  will  exist and that the cost of
clean up to the  Company  could  approach  $500,000  on an  undiscounted  basis.
However,  it is reasonably  possible that this estimated loss contingency  could
change as the  environmental  study is completed,  currently  estimated to occur
sometime by the end of July 2002. A loss accrual for clean up costs has not been
provided for in the accompanying consolidated financial statements.



















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<PAGE>


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


     The Company  expects to continue over the next 12 months to pursue  various
real estate development project  opportunities.  Any cash contributions required
of the  Company  for such  transactions  will have to be raised  and there is no
assurance that either such transactions will be found by the Company or that the
funds will become available to close them.

     It will be necessary for the Company to raise  additional funds to continue
operations over the next 12 months which it expects to raise through the private
sale of the  Company's  common  stock. There  is no  assurance  that  additional
financing to meet the Company's needs or obligations will be forthcoming.


During the fiscal year ended December 31, 2002, the Company discontinued or
completed termination of operations in two of its subsidiaries:

     Invvision  Mortgage,  Inc. On June 28,  2002,  the Company  sold its wholly
owned  subsidiary  to an  officer  of IMI  for a  $25,000  note  receivable.  In
consideration for these assets the officer assumed all of IMI's liabilities. The
Company  recognized a net gain on the  disposition of IMI of $344,174,  which is
included in the  accompanying  consolidated  financial  statements  as a part of
discontinued operations (see Part II, Item 7, Financial Statements).

     Invvision Development, Inc. On August 29, 2002, the Company sold its wholly
owned  subsidiary,  IDI, to its  President in lieu of $72,150 owed to him and an
assumption  of all of the  outstanding  payables of IDI  totaling  $90,499.  The
Company  has  retained  a 20%  profit  interest  in a number  of their  business
opportunities.  The  Company  recognized  a net  loss  on  this  disposition  of
$101,163,   which  is  included  in  the  accompanying   consolidated  financial
statements as a part of discontinued operations. (see Part II, Item 7, Financial
Statements),

     In addition on April 22, 2002,  the Company sold  undeveloped  acreage to a
shareholder   of  the  Company  in  exchange  for  $200,000  in  cash  and  debt
forgiveness..  the  Company  recorded a loss in the amount of  $208,000  on this
transaction  but  maintained a first right of refusal to repurchase the property
for $200,000.

     INVA #1,  Inc.,  a  subsidiary  of the  Company and owner of the 19.64 acre
parcel of real  estate  in  Carrollton,  Texas on  June 1,  2002  filed for
reorganization  under Chapter 11 of the United States  Bankruptcy  Code with the
U.S.  Bankruptcy  Court in Dallas,  Texas.  Under the plan which was approved on
April 28, 2003,  and which is subject to  confirmation  by secured  creditors on
June 23,  2003,  the first  three  lien  holders  would be paid in full with the
remaining funds disbursed one half to the fourth lien holder and one half to the
unsecured creditors.

     The Company did not conclude any transactions during the quarter ended June
30, 2003

Item 3. CONTROLS AND PROCEDURES

     Within the 90 days prior to the filing date of this Quarterly  Report,  the
issuer  carried  out  an  evaluation,   under  the   supervision  and  with  the
participation  of our  Principal  Executive  Officer  and  Principal  Accounting
Officer,  of the  effectiveness  of the design and  operation of our  disclosure
controls and  procedures as defined in Rule  13a-14(a) and Rule 15d-14(c) of the
Securities  Exchange  Act of 1934.  Based upon that  evaluation,  the  Principal
Executive  Officer  and the  Principal  Accounting  Officer  concluded  that our
disclosure  controls and  procedures  are  effective in timely  alerting them to
material  information  relating to us (including our consolidated  subsidiaries)
required to be included in this Quarterly Report. There have been no significant
changes in our internal controls or in other factors,  which could significantly
affect  such  internal  controls,  subsequent  to the  date we  carried  out our
evaluation.




                                       12
<PAGE>

                          PART II - OTHER INFORMATION

Item 1. Legal Proceedings.

     INVA #1,  Inc.,  a  subsidiary  of the  Company and owner of the 19.64 acre
parcel of real  estate  in  Carrollton,  Texas on  December  2,  2002  filed for
reorganization  under Chapter 11 of the United States  Bankruptcy  Code with the
U.S.  Bankruptcy  Court in Dallas,  Texas.  Under the plan which was approved on
April 28, 2003,  and which is subject to  confirmation  by secured  creditors on
September  1,  2003,  the  first  lien  holder  would  be paid in full  with any
remaining  funds among  remaining lien holders in their order of priority to the
extent  funds  are  available.  The  Company  is not a  guarantor  or any of the
indebtedness of INVA #1 Inc.

     The Company was not a party to any other pending material legal proceeding.
To the knowledge of management,  no federal,  state or local governmental agency
is presently  contemplating any proceeding against the Company. To the knowledge
of management,  no director,  executive officer or affiliate of the Company, any
owner of record or beneficially of more than 5% of the Company's common stock is
a party adverse to the Company or has a material interest adverse to the Company
in any proceeding.

ITEM 2. CHANGES IN SECURITIES AND USE OF PROCEEDS

         None.

ITEM 3.  DEFAULTS UPON SENIOR SECURITIES

         None.


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

     The Company has not  submitted any matters to the  shareholders  for a vote
during this reporting period.


ITEM 5. OTHER INFORMATION

         None.


ITEM 6. EXHIBITS AND REPORTS ON FORM 8K

a)  Exhibits:

Number
- ------
3.1    Company's Articles of Incorporation................................ (1)

3.2    Company's By-laws.................................................. (1)

10.1   Exchange Agreement between Omni Parkpass, Inc., Invvision
          Capital, Inc. and the shareholders of Invvision Capital
          Inc., dated April 20, 2001...................................... (2)


(1)     Filed as an exhibit to the Company's Registration Statement on Form
        10SB-1, filed with the Commission on June 10, 1999, and incorporated
        herein by reference.
(2)     Filed as an exhibit to the Company's Form 8-K, filed on March 7, 2001.




  (b) Reports on Form 8-K

     A report on Form 8-K was filed by the Company on March 29, 2002, concerning
the change in the  Registrant's  certified  public  accountants  from Weaver and
Tidwell to Turner, Stone & Company.




                                       13
<PAGE>
                                 SIGNATURE

     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.



August 13, 2003                                 INVVISION CAPITAL, INC.


                                                By:  /s/  Mr. Edward P. Rea
                                                ----------------------------
                                                Mr. Edward P. Rea, Chairman




1.   I,  Edward P. Rea,  have  reviewed  the  quarterly  report on Form 10QSB of
     Invision Capital, Inc;

2.   Based upon 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 quarterly report;

3.   Based upon 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 the  registrant  as of, and for,  the  periods  presented  in this
     quarterly 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  this  quarterly
          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
          this quarterly report (the "Evaluation Date"); and

     c)   presented  in  this  quarterly   report  our  conclusions   about  the
          effectiveness  of the disclosure  controls and procedures based on our
          evaluation as of the Evaluation Date;

5.   The registrant's other certifying  officers and I have disclosed,  based on
     our most recent  evaluation,  to the  registrant's  auditors  and the audit
     committee of  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  registrants  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 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.



Dated:  August 13, 2003                           /s/ Mr. Edward P. Rea
                                                  -----------------------
                                                 Mr. Edward P. Rea, Chairman

                                       14