U.S. Securities and Exchange Commission

                      Washington, DC 20549

                           Form 10-QSB

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

     For the quarterly period ended January 31, 2002
                                    ----------------

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

     For the transition period from ________ to _________

Commission File number 0-26843


                  BF Acquisition Group I, Inc.
-----------------------------------------------------------------
(Exact name of small business issuer as specified in its charter)

                             Florida
-----------------------------------------------------------------
 (State or other jurisdiction of incorporation or organization)

                           65-0913582
-----------------------------------------------------------------
                (IRS Employer Identification No.)

        400 Hampton View Court, Alpharetta, Georgia 30004
-----------------------------------------------------------------
            (Address of principal executive offices)

                         (770) 777-6795
-----------------------------------------------------------------
                   (Issuer's telephone number)

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

              APPLICABLE ONLY TO CORPORATE ISSUERS

      State  the  number of shares outstanding  of  each  of  the
issuer's  classes of common equity, as of the latest  practicable
date:  As of January 22, 2004, there were approximately 2,275,000
shares of common stock, $0.001 par value, issued and outstanding.

     Transitional Small Business Disclosure Format (check one);
Yes [ ]    No [X]


<PAGE>

                  BF ACQUISITION GROUP I, INC.

                        Form 10-QSB Index
                        January 31, 2002

                                                                      Page

Part I:  Financial Information........................................  3

         Item 1. Financial Statements.................................  3

            Balance Sheet as of January 31, 2002 (Unaudited)
            And April 30, 2001........................................  4

            Statement of Operations For the Three and Nine
            Months Ended January 31, 2002 And 2001 (Unaudited)........  5

            Statements of Stockholder's Equity
            As of January 31, 2002 (Unaudited)........................  6

            Statement Of Cash Flows For the Nine
            Months Ended January 31, 2002 And 2001 (Unaudited)........  7

            Notes To Condensed Financial Statements for the
            Interim Period Ended January 31, 2002 (Unaudited).........  8-9

         Item 2.  Management's Plan of Operation......................  10

         Item 3. Controls and Procedures..............................  11

Part II: Other Information............................................  11

          Item 1.  Legal Proceedings..................................  11

          Item 2.  Changes in Securities..............................  11

          Item 3.  Defaults Upon Senior Securities....................  11

          Item 4.  Submission of Matters to a Vote of
                   Security Holders ..................................  11

          Item 5.  Other Information..................................  12

          Item 6.  Exhibits and Reports on Form 8-K...................  12

Signatures............................................................  12



                                 2

<PAGE>

                             PART I
                      FINANCIAL INFORMATION


Item 1.  Financial Statements



























                                 3

<PAGE>


                         BF ACQUISITION GROUP I, INC
                               BALANCE SHEET
                   AS OF JANUARY 31, 2002 AND APRIL 30, 2001

<TABLE>
<CAPTION>


                                                       January 31,       April 30,
                                                          2002             2001
                                                       (unaudited)
                                                       -----------      -----------
<S>                                                    <C>              <C>

                         ASSETS

CURRENT ASSETS: Cash and cash equivalents              $         0      $        45
                                                       ===========      ===========

         Total Assets                                  $         0      $        45
                                                       ===========      ===========


          LIABILITIES AND STOCKHOLDERS' EQUITY


ACCRUED EXPENSES                                       $      2431      $      2431

STOCKHOLDERS' EQUITY:
   Preferred stock, no par value; 5,000,000 shares
     authorized; none issued or outstanding:
   Common stock, $.001 par value; 50,000,000 shares
     authorized;825,000 shares issued
     and outstanding at January 31, 2002 and
     April 30, 2001                                            825              825
   Additional paid-in capital                                5,116            5,116
   Deficit                                                  (8,372)          (8,327)
                                                       -----------      -----------

         TOTAL STOCKHOLDERS' EQUITY                         (2,431)          (2,386)
                                                       -----------      -----------

         TOTAL LIABILITIES & STOCKHOLDERS' EQUITY      $         0      $        45
                                                       ===========      ===========

</TABLE>







The accompanying notes are an intergral part of these financial statements




                                 4

<PAGE>



                        BF ACQUISITION GROUP I, INC.
                         STATEMENT OF OPERATIONS
                		(Unaudited)

<TABLE>
<CAPTION>
                                        Three months   Three months   Nine months    Nine months
                                           ended         ended          ended          ended
                                        January 31,    January 31,    January 31,    January 31,
                                            2002           2001          2002            2001
                                        (unaudited)    (unaudited)    (unaudited)    (unaudited)
                                        -----------    -----------    -----------    -----------
<S>                                     <C>            <C>            <C>            <C>

REVENUES                                $              $              $              $

GENERAL AND ADMINISTRATIVE EXPENSES               0            928             45          2,168
                                        -----------    -----------    -----------    -----------

      LOSS BEFORE INCOME TAX PROVISION            0           (928)           (45)        (2,168)

PROVISION FOR INCOME TAXES
                                        -----------    -----------    -----------    -----------

      NET LOSS                          $         0    $      (928)   $       (45)   $    (2,168)
                                        ===========    ===========    ===========    ===========

LOSS PER COMMON SHARE:
    Basic and diluted                   $    0.0000    $   (0.0011)   $   (0.0001)   $   (0.0027)
                                        ===========    ===========    ===========    ===========

    Weighted average number of common
      shares outstanding                    825,000        812,174        825,000        803,043
                                        ===========    ===========    ===========    ===========

</TABLE>




The accompanying notes are an intergral part of these financial statements









                                 5

<PAGE>

                          BF ACQUISITION GROUP I, INC
                      STATEMENTS OF STOCKHOLDERS' EQUITY


<TABLE>
<CAPTION>
                                                            Additional                 Total
                                        Common Stock         Paid-In                Stockholders'
                                    Shares        Amount     Capital      Deficit       Equity
                                  ---------    ---------    ----------   ----------  -------------
<S>                               <C>          <C>          <C>          <C>         <C>


Balance, April 30, 2001             825,000    $     825    $    5,116   $   (8,327) $     (2,386)
                                  =========    =========    ==========   ==========  ============
Net loss for the nine months
ended January 31, 2002                                                          (45)          (45)

                                  ---------    ---------    ----------   ----------  ------------
Balance, January 31, 2002           825,000    $     825    $    5,116   $   (8,372) $     (2,431)
                                  =========    =========    ==========   ==========  ============

</TABLE>






The accompanying notes are an intergral part of these financial statements








                                 6

<PAGE>


                          BF ACQUISITION GROUP I, INC
                           STATEMENT OF CASH FLOWS

<TABLE>
<CAPTION>
                                                        Nine months      Nine months
                                                           ended            ended
                                                        January 31,      January 31,
                                                           2002             2001
                                                        (unaudited)      (unaudited)
                                                       -------------    -------------
<S>                                                    <C>              <C>

Cash flows from operating activities:

   Net loss                                             $      (45)      $   (2,168)

      Common stock issued for services                           0                0

      Changes in liabilities:

         Increase (Decrease) in accrued expenses                 0              425
                                                        ----------       ----------
      Net cash used in operating activities                    (45)          (1,743)
                                                        ----------       ----------

Cash flows from financing activities:

   Sale of common stock                                          0            1,000
                                                        ----------       ----------
Net (decrease) increase in cash & cash equivalents             (45)            (743)

Cash & cash equivalents, beginning of period                    45            1,082
                                                        ----------       ----------
Cash & cash equivalents, end of period                  $        0       $      339
                                                        ==========       ==========


</TABLE>





The accompanying notes are an intergral part of these financial statements











                                 7

<PAGE>




BF Acquisition Group I, Inc.
Notes to Financial Statements
For the Interim Period Ended January 31, 2002

NOTE 1.  BASIS OF PRESENTATION AND ORGANIZATION

General
-------

The accompanying unaudited financial statements of BF Acquisition
Group I, Inc. (the "Company") have been prepared in accordance with
generally accepted accounting principles for interim financial
information and with the instructions to Item 310(b) of Regulation S-
B.  The requirements set forth under Item 310(b) require that
footnotes and other disclosures should be provided as needed for the
fair presentation of the financial statements and to ensure that the
financial statements are not misleading. Accordingly, they do not
include all of the information and footnotes required by generally
accepted accounting principles for complete financial statements. The
requirements of Item 310(b) also require disclosure of material
subsequent events and material contingencies notwithstanding
disclosure in the annual financial statements.  In the opinion of
management, all adjustments (consisting of normal recurring
adjustments) considered necessary for a fair presentation have been
included and there are no additional material subsequent events or
material contingencies that require disclosure.

The results of operations for the interim periods presented are not
necessarily indicative of the results of operations to be expected for
the fiscal year. These interim financial statements should be read in
conjunction with the annual audited financial statements and footnotes
included in the Company's most recent Form 10-KSB as filed with the
Securities and Exchange Commission.

Organization
------------

The Company was organized in Florida on April 15, 1999 as a "shell"
company, with plans to seek business partners or acquisition
candidates.  However, due to capital constraints, the Company was
unable to continue with its business plans, and it ultimately ceased
its activities in March 2001. Through May 2003, the Company was
dormant, incurring only minimal administrative expenses.  During June
2003, control of the entity was obtained by present management, new
capital was raised, and activities were initiated to re-establish the
business.  In accordance with applicable accounting standards, the
Company re-entered the development stage during its fiscal quarterly
period ending July 31, 2003 when control of the entity was obtained by
present management.  As of July 31, 2003, planned principal operations
have not commenced, and management is devoting most of its efforts to
general business planning, raising capital, and developing business
opportunities.  The Company's financial statements, beginning May 1,
2003, will present the cumulative amounts of expenses incurred since
the Company re-entered the development stage.

Going Concern Considerations
----------------------------

The Company's financial statements have been prepared on a going
concern basis, which contemplates the realization of assets and the
settlement of liabilities and commitments in the normal course of



                                8
<PAGE>




business.  As described above, the Company was dormant for a period of
time due to the lack of capital.  The Company has incurred a loss from
operations, and it does not have any revenues to cover the Company's
incurred expenses.  Management recognizes that the Company must
generate additional resources to enable it to pay its obligations as
they come due, and that the Company must ultimately implement its
business plan and achieve profitable operations.  No assurances can be
given that the Company will be successful in these activities.  Should
any of these events not occur the accompanying consolidated financial
statements will be materially affected.

NOTE 2.  SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES:

Income Taxes
------------

All deferred tax assets created by net operating losses are offset in
their entirety by a deferred tax asset valuation allowance, therefore,
there is no provision or benefit for income taxes.

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

The Company follows the provisions of SFAS No. 128, "Earnings Per
Share", which requires companies with complex capital structures or
common stock equivalents to present both basic and diluted earnings
per share ("EPS") on the face of the income statement.  Basic EPS is
calculated as income available to common stockholders divided by the
weighted average number of the common shares outstanding during the
period. Diluted EPS is the same as basic EPS for the periods presented
as the Company has no common stock equivalents.

NOTE 3.  CONTINGENCY

As described in Note 1, the Company was dormant for approximately
three and one-half years beginning in March 2001.  Prior to March
2001, the Company had elected to become a registrant with the U.S.
Securities and Exchange Commission ("SEC").  During this period it was
dormant, the Company did not file any of the reports with the SEC as
required of SEC registrants.  No accrual has been made in the
accompanying financial statements for the cost of actions, if any,
that may be taken by the SEC against the Company for its non-
compliance during this period.



                               9
<PAGE>

Item 2.  Management's Plan of Operation.

                            Overview

The   following  discussion  "Management's  Plan  of   Operation"
contains  forward-looking  statements.  The  words  "anticipate,"
"believe,"  "expect,"  "plan," "intend,"  "estimate,"  "project,"
"will,"  "could," "may" and similar expressions are  intended  to
identify forward-looking statements. Such statements reflect  our
current  views  with  respect  to  future  events  and  financial
performance  and involve risks and uncertainties. Should  one  or
more   risks   or  uncertainties  occur,  or  should   underlying
assumptions  prove incorrect, actual results may vary  materially
and   adversely  from  those  anticipated,  believed,   expected,
planned,  intended, estimated, projected or otherwise  indicated.
We  caution  you  not to place undue reliance on  these  forward-
looking  statements, which we have made as of the  date  of  this
Quarterly Report on Form 10-QSB.

The following is qualified by reference to, and should be read in
conjunction    with   our   financial   statements    ("Financial
Statements"), and the notes thereto, included elsewhere  in  this
Form  10-QSB,  as well as the discussion hereunder  "Management's
Plan of Operation".

                        Plan Of Operation

      During  the  period covered by this report, BF  Acquisition
Group  I,  Inc. (the "Company") conducted no business  operations
and generated no revenue.

     Our  Company  was initially organized as a "shell"  company,
with  plans  to seek business partners or acquisition candidates;
however,  due to capital constraints, we were unable to  continue
with  our business plan. In March 2001, we ultimately ceased  our
business activities and became dormant through May 2003,  whereby
we  incurred  only minimal administrative expenses.  During  June
2003,   we  brought  in  present  management,  raised  additional
capital, and initiated activities to re-establish our business.

     During our fiscal quarterly period ending July 31, 2003,  we
re-entered the development stage. At that time present management
raised capital and commenced preparations to register our Company
as  a  "Business Development Company" ("BDC") with the Securities
and Exchange Commission whereby we will be regulated pursuant  to
the requirements of the Investment Company Act of 1940. As of the
date  hereof, we have not yet registered as a BDC. As a  BDC,  we
expect  to  derive  our revenues through direct investments  into
private   companies,   start-up  companies,   and   through   the
opportunities provided by turn around companies.  We also  intend
to invest in the commercial real estate market.  Additionally, we
will  provide  fee  based  business  expertise  through  in-house
consultants  and  contract  consultants.  To  date,  our  planned
principal  BDC operations have not yet commenced, and  management
is  devoting  most  of its efforts to general business  planning,
raising capital, and developing business opportunities.

     As described above, we were dormant for a period of time due
to  the lack of capital. We incurred a loss from operations,  and
presently  do  not  have  any  revenues  to  cover  our  incurred
expenses.  Our  management  recognizes  that  we  must   generate
additional resources to enable us to pay our obligations as  they
come  due, and that we must ultimately implement our BDC business
plan  and  achieve profitable operations.  We cannot  assure  you
that  we  will be successful in any of these activities.   Should
any  of  these events not occur, our financial condition will  be
materially adversely affected.


                                 10

<PAGE>


     Presently,  our Company expects to meet its current  capital
requirements for the next twelve months pursuant to a combination
of  third  party  loans  made to our Company  and  from  revenues
derived from the commencement of our business operations.

Item 3.     Controls and Procedures.

      As  of  the  date this report is filed, an  evaluation  was
performed under the supervision and with the participation of the
Company's principal executive officers and financial officers  of
the  effectiveness of the design and operation of  the  Company's
disclosure  controls and procedures (as such term is  defined  in
Rules  13a-15(e) and 15d-15(e) under the Exchange Act) as of  the
end of the period covered by this report. During that period, our
Company  experienced  significant  capital  constraints,  and  we
ultimately  ceased  our business activities  and  became  dormant
through  May 2003. During the period covered by this report,  our
Company  was  unable  to comply with its Exchange  Act  reporting
requirements  because  no  accounting  work  was  completed,   no
financial  statements were prepared, and no audits were obtained.
The  evaluation  revealed  to the Company's  principal  executive
officers  and  financial officers that,  as  a  result  of  those
circumstances,  the  design  and  operation  of   the   Company's
disclosure controls and procedures were not effective as  of  the
end of the period covered by this report.

      As  of  the  date this report is filed, our  Company's  new
principal  executive officers and financial  officers  have  made
significant  changes in the Company's internal  controls  and  in
other  factors that could significantly affect internal  controls
subsequent to the date of the above-described evaluation  period.
In  particular,  the  Company has adopted  an  independent  audit
committee, has committed funds for legal and accounting work  and
the  preparation  of  financial statements and  audits,  and  has
brought the Company out of its dormant period as of May 2003, all
of  which enables our Company's principal executive officers  and
financial officers to maintain our Company as current pursuant to
its  Exchange Act reporting obligations and provide  our  Company
with an effective design and operation of disclosure controls and
procedures.

                             PART II
                        OTHER INFORMATION

Item 1.  Legal Proceedings

     Not Applicable

Item 2.  Change in Securities

     Not Applicable

Item 3.  Defaults Upon Senior Securities

     Not Applicable

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

     Not Applicable



                                 11

<PAGE>


Item 5.  Other Information

         Not Applicable

Item 6.  Exhibits and Reports on Form 8-K

(a) Exhibits:

Exhibit No.                   Description of Exhibit
-----------                   ----------------------
(31)
     31.1      Certification of the President of BF Acquisition Group I,
               Inc. pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.

     31.2      Certification of the Treasurer of BF Acquisition Group I,
               Inc. pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
(32)
     32.1      Certification of the President of BF Acquisition Group I,
               Inc. pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.

     32.2      Certification of the Treasurer of BF Acquisition Group I,
               Inc. pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.

(b) Reports on Form 8-K

     Not Applicable

                           SIGNATURES
                           ----------

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

BF ACQUISITION GROUP I, INC.


Registrant

By:/s/William Bosso
   -----------------------------
      William Bosso, President

Dated: January 22, 2004


By:/s/William Bosso
   -----------------------------
      William Bosso, President

Dated: January 22, 2004


By:/s/William Colucci
   -----------------------------
      William Colucci, Treasurer

Dated: January 22, 2004






                                 12

<PAGE>