U.S. SECURITIES AND EXCHANGE COMMISSION
                                  Washington, D.C. 20549

                                       FORM 10-QSB
(Mark One)

[X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934 FOR THE QUARTERLY PERIOD ENDED
OCTOBER 31, 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: 333-83231

                      GLOBAL DIVERSIFIED INDUSTRIES, INC.
              (Exact name of Company as specified in its charter)

             Nevada                                         95-4741485
(State or jurisdiction of incorporation or             (I.R.S. Employer
                  organization)                         Identification No.)

          1200 Airport Drive, Chowchilla, California            93610
           (Address of principal executive offices)           (Zip Code)

                   Company's telephone number: (559) 665-5800

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

     Securities registered pursuant to Section 12(g) of the Act: Common
                            Stock, $0.001 Par Value

     Indicate by check mark whether the Company (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 Company was required to file such reports),
and (2) been subject to such filing requirements for the past 90
days. Yes X  No___

     The total number of issued and outstanding shares of the issuer's
common stock, par value $0.001, as of December 20, 2002, was 109,443,891.

                        GLOBAL DIVERSIFIED INDUSTRIES, INC
                      Quarterly Report on Form 10-QSB for the
                      Quarterly Period Ended October 31, 2002

                                  TABLE OF CONTENTS

PART I:  FINANCIAL INFORMATION

     ITEM I:  FINANCIAL STATEMENTS (UNAUDITED)

              CONDENSED CONSOLIDATED BALANCE SHEETS:
              OCTOBER 31, 2002 AND APRIL 30, 2002

              CONDENSED CONSOLIDATED STATEMENTS OF LOSSES:
              FOR THE THREE AND SIX MONTHS ENDED OCTOBER 31, 2002
              AND 2001

              CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS:
              FOR THE SIX MONTHS ENDED OCTOBER 31, 2002 AND 2001

              NOTES TO UNAUDITED CONSOLIDATED FINANCIAL INFORMATION:
              OCTOBER 31, 2002

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

     ITEM 3: CONTROLS AND PROCED RES

PART II: OTHER INFORMATION

     ITEM 6:  EXHIBITS AND REPORTS ON FORM 8-K

ITEM I.  FINANCIAL STATEMENTS (UNAUDITED)

                      GLOBAL DIVERSIFIED INDUSTRIES, INC.
                            CONDENSED BALANCE SHEETS

                                           (Unaudited)
                                           October 31, 2002     April 30, 2002
ASSETS:
Current assets:
Cash and equivalents                       $           -        $       4,615
Advance to consultant                              9,096                9,096
Inventory, net                                    379,474              379,474
Prepaid expenses                                  15,225                    -
Total current assets                             403,795              393,185

Property, plant and equipment, at cost         1,134,376            1,129,893
Less: accumulated depreciation                  (182,181)             (99,933)
                                                 952,195            1,029,960

Other assets:
Deposits                                          15,225                    -
Engineering and architectural plans               89,328                    -
                                                 104,553                    -

Total assets                                   1,460,543            1,423,145

                         LIABILITIES AND STOCKHOLDER'S EQUITY

Current liabilities:
Cash disbursed in excess of available funds       16,405                    -
Accounts payable and accrued liabilities         126,489              218,022
Advance from related parties                       1,800                5,814
Notes payable - current portion                  350,000                    -
Other advances                                         -               20,900
Total current liabilities                        494,694              244,736

Notes payable to shareholders                    268,665              700,000

Stockholder's equity:

Series A preferred stock, par
value $.001 per share;
10,000,000 shares authorized;
none issued and outstanding at
October 31, 2002 and April 30, 2002                    -                    -

Common stock, par value $ .001
per share; 400,000,000 shares
authorized; 109,443,891 shares
issued at October 31, 2002 and
April 30, 2002                                  109,444               109,444
Additional paid in capital                    3,063,401             3,038,401
Common stock subscriptions                      456,600                16,600
Retained earnings                            (2,932,261)           (2,686,036)
Stockholder's Equity                            697,184               478,409
                                              1,460,543             1,423,145

See accompanying notes to the unaudited condensed consolidated
financial information

                       GLOBAL DIVERSIFIED INDUSTRIES, INC.
                    CONDENSED CONSOLIDATED STATEMENTS OF LOSSES
                                     (UNAUDITED)

                             For The Three Months      For The Six Months
                              Ended October 31,         Ended October 31,
                              2002           2001      2002           2001

Revenues                    $         -    $        -  $          - $        -
Cost of goods sold                    -             -             -          -
Gross margin                          -             -             -          -

Operating expenses:
General and administrative      155,192       125,120       196,583    162,051
Interest expense                  2,394            75         2,394        150
Depreciation                     25,789           781        82,248      1,562
Total expense                   183,375       125,976       281,225    163,763

Loss from operations           (183,375)     (125,976)     (281,225)  (163,763)

Other Income                     35,000             -        35,000          -

Income (taxes) benefit                -             -             -          -
Net loss                       (148,375)     (125,976)     (246,225)  (163,763)

Loss per common share
(basic and assuming
dilution)                         (0.00)        (0.01)        (0.00)     (0.02)
Weighted average shares     109,443,891    10,042,205   109,443,891 10,042,205

See accompanying notes to the unaudited condensed consolidated
financial information

                      GLOBAL DIVERSIFIED INDUSTRIES, INC.
                CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
                                   (UNAUDITED)

                                                          For the Six Months
                                                           Ended October 31,
                                                          2002            2001

Cash flows from operating activities:
Net Loss for the period from operations               $  (246,225)  $ (163,763)
Adjustment to reconcile net income to net cash:
Depreciation                                               82,248        1,562
Common stock issued in exchange
for services rendered                                           -       51,429
Other income in connection with
common stock subscription in
exchange for debts                                        (35,000)           -
Change in assets and liabilities:
(Increase)/Decrease in prepaid
expenses and deposits                                     (30,450)           -
(Increase)/Decrease in other assets                       (89,328)     (10,250)
Increase/(Decrease) in accounts
payable and accrued expenses                               58,467      121,073
Increase in cash disbursed in
excess of available funds                                  16,405            -
Net cash provided by/(used in)
operating activities:                                    (243,883)          51

Net cash from investing activities:
Capital expenditure, net                                   (4,483)           -
Net cash provided by/(used in)
investing activities                                       (4,483)           -

Cash flows from financing activities:
Repayment of related parties advances                      (4,014)           -
Proceeds from notes payable to shareholders               247,765            -
Net cash provided by/(used in)
financing activities                                      243,751            -

Net increase (decrease) in cash
and cash equivalents                                       (4,615)          51
Cash and cash equivalents at
beginning of the period                                     4,615          370
Cash and cash equivalents at end of the period                  -          421

Supplemental Disclosures of Cash
Flow Information:
Cash paid during the period for interest                        -            -
Cash paid during the period for income taxes                    -            -
Common stock issued for services                                -       51,429

See accompanying notes to the unaudited condensed consolidated
financial information

                       GLOBAL DIVERSIFIED INDUSTRIES, INC.
         NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL INFORMATION
                                OCTOBER 31, 2002

NOTE A - SUMMARY OF ACCOUNTING POLICIES

General

The accompanying unaudited condensed consolidated financial
statements have been prepared in accordance with the instructions to
Form 10-QSB, and therefore, do not include all of the information
necessary for a fair presentation of financial position, results of
operations and cash flow in conformity with generally accepted
accounting principles.

In the opinion of management, all adjustments (consisting of normal
recurring accruals) considered necessary for a fair presentation have
been included. Operating results for the six-month period ended
October 31, 2002 are not necessarily indicative of the results that
may be expected for the year ended April 30, 2003. The unaudited
consolidated financial statements should be read in conjunction with
the consolidated April 30, 2002, financial statements and footnotes
thereto included in the Company's SEC Form 10KSB.

Business and Basis of Presentation

Global Diversified Industries, Inc. (the "Company"), formerly Global
Foods Online, Inc. ("Global Foods"), is incorporated under the laws
of the State of Nevada and is in the business of designing, manufacturing
and marketing re0locatable modular structures such as classrooms and office
buildings to end users as well as to third party leasing agents for use
primarily within the state of California and other Western States.

The consolidated financial statements include the accounts of the
Company and its wholly-owned subsidiaries, Majestic Modular
Buildings, Ltd. ("Majestic Modular"), Lutrex Enterprise, Inc.
("Lutrex") and Global Modular, Inc. ("Global Modular"). All significant
intercompany balances and transactions have been eliminated in consolidation.

Reclassification

Certain reclassifications have been made to conform to prior periods'
data to the current presentation. These reclassifications had no
effect on reported losses.

Change in Accounting Estimate

At the beginning of the second quarter of fiscal year 2002, the Company changed
The estimated useful lives of its property and equipment from 5 years to 10
Years to better reflect the value of the assets.  The changes lowered total
Depreciation expense by approximately $30,000, equivalent to $0.00 per share,
For the quarter ended October 31, 2002.


ITEM II.  MANAGEMENT'S DISCUSSION AND ANALYSIS AND TWELVE MONTH PLAN
          OF OPERATIONS

This report on Form 10-QSB contains forward-looking statements within
the meaning of Rule 175 of the Securities Act of 1933, as amended,
and Rule 3b-6 of the Securities Act of 1934, as amended, that involve
substantial risks and uncertainties.  These forward-looking
statements are not historical facts, but rather are based on current
expectations, estimates and projections about our industry, our
beliefs and our assumptions.  Words such as "anticipate", "expects",
"intends", "plans", "believes", "seeks" and "estimates" and
variations of these words and similar expressions are intended to
identify forward-looking statements.  These statements are not
guarantees of future performance and are subject to risks,
uncertainties and other factors, some of which are beyond our control
and difficult to predict and could cause actual results to differ
materially from those expressed or forecasted in the forward-looking
statements. You should not place undue reliance on these forward-
looking statements, which apply only as of the date of this Form 10-
QSB.  Investors should carefully consider all of such risks before
making an investment decision with respect to the Company's stock.
The following discussion and analysis should be read in conjunction
with our financial statements and summary of selected financial data
for Global Diversified Industries, Inc.  Such discussion represents
only the best present assessment from our Management.

DESCRIPTION OF COMPANY:

The Company is a holding company that currently operates two wholly
owned subsidiaries, Lutrex Enterprises, Inc., a modular manufacturing
entity, and Global Modular, Inc., a sales and marketing company
exclusively representing Lutrex Enterprises, Inc.

OVERVIEW:

The Company's subsidiary, Global Modular, Inc. (" Global Modular") is
in the business of designing, manufacturing and marketing pre-
fabricated, modular type structures.  Its principal customer base
during the current fiscal year will be educational (public and
private schools, universities, etc.), child-care and municipality
sectors.  Its product lines consist of a variety of relocatable
(portable) classroom designs, including both single-story and two-
story floor plans.  Global Modular's portable classroom structures
are engineered and constructed in accordance with pre-approved
building plans, commonly referred to as "P.C.'s" or "pre-checked"
plans, that conform to structural and seismic safety specifications
administered by the California Department of State Architects (DSA).
The DSA regulates all California school construction on public real
estate and the DSA's standards are considered to be more rigorous
than the standards that typically regulate other classes of
commercial portable structures.

Global Modular also enjoys the benefit of providing educational
customers with product contracted under a "piggyback clause".  The
State of California allows school districts to canvass proposals from
modular classroom vendors under a bidding process where the
successful bidder can provide other public school districts and
municipalities portable classrooms under a "piggyback contract"
issued by the originating school district.  This process saves school
districts valuable time and resources from the necessity of
soliciting bids.  A modular vendor who possesses a "piggybackable
contract" containing competitive pricing and a variety of design
options may have access to future business for up to five years,
depending on the term of the piggyback contract.

At some point during the current or successive fiscal year, Global
Modular intends to expand its product line to serve the
commercial/business sector.  This sector consists of retail,
industrial and institutional (including educational institutions that
reside on private property).  This sector adheres to building designs
and specifications administered by the Department of Housing (DOH).

Among Global Modular's asset base is its integrated, state-of-the-
art, automated manufacturing process which includes equipment, raw
material and marketing collateral that are specifically designed for
the high capacity fabrication of modular structures.  Future revenue
generation and growth partially depends on the success of marketing
efforts to the educational sector for single-story and two-story
designs.

The Company's subsidiary Global Modular, Inc. has received necessary
architectural and engineering approvals from the State of California
(Division of the State Architect) for their two-story designs.  The
Company is currently under contract to provide a large public school
district in Southern California with (18) two-story portable
classrooms.  Commencement for fabrication of the two-story structures
is scheduled upon completion of plant set-up and initialization
targeted for early 2003.

Twelve Month Plan of Operation

In the year 2002, the Company will focus its attention on the sales
and marketing of portable classrooms and modular buildings to the
California public and private school sectors including California
municipalities.  Since the state of California has been experiencing
an influx in student enrollment over the past several years, and the
forecast for the next ten years is for continual increasing
enrollments, the portable classroom manufacturing industry has become
more constant.  In an effort to keep up with the demand for
additional classroom space, modular manufacturers are experiencing
increased production backlogs throughout the winter months.

In order to implement our business plan and increase revenues, the
Company is implementing the following initiatives:

1.)  The Company will hire a minimum of three sales professionals who
each possess a minimum of five years modular/portable classroom sales
experience.

2.)  The sales and marketing departments will separate the portable
classroom markets into three distinct regions, Southern California,
Central California and Northern California.  The marketing department
will be responsible for identifying school districts who have had an
increase in population in their surrounding demographic area and
target that district for solutions to their additional space
requirements.  The sales professionals will initiate an action plan
with the facilities department for not only their immediate needs,
but also a step-by-step project type format to accommodate their
five-year school modernization requirements.  The goal of the sales
team will be to create a partnership with the school district based
on trust, dependability and exclusivity.

3.)  During 2002 and 2003, the Company will focus its marketing and
selling efforts on school districts that are adhering to "class size
reduction" parameters mandated by the state of California. Most
California school districts do not have enough available classroom
space to reduce to student to teacher ration to 20 to 1, therefore,
portable classroom utilization is the most feasible means for
remedying this situation.  This approach should allow the Company to
secure sales for standard type single-story portable classrooms that
can be fabricated quickly and provide profits for the Company.

4.)  During the next 12 months, the Company will increase its
exposure through various industry related trade shows and seminars.
Each year, there are several trade shows throughout the State of
California catering to school teachers, administrators and facilities
personal.  Many of these trade shows permit vendors to display their
products inside the exhibit arena, i.e., portable classrooms fully
erected and the Company intends to take advantage of this.

5.)  The Company owns a two-story portable classroom design approved
by the California Division of the State Architect (DSA).  This design
is desirable by school districts since individual two-story buildings
can be installed side-by-side to form a cluster of buildings,
occupying hundreds of students.  The two-story design is fully
equipped with easy access to the second story by means of stairs and
balcony along with a hydraulic elevator to accommodate handicap
students, teachers and visitors.  School districts are turning to
two-story portable classrooms to satisfy their space dilemma since
they have little real estate to surrender.  The promotion of our two-
story design will be a main focus of our sales team during the next
several years.

6.)  The Company is currently working on, and will be aggressively
working on new designs over the next year to offer school districts a
wide selection of alternatives to their campus space needs.  The
standard single-story portable classroom has served the industry very
well over the past twenty years, however, school districts need more
than just the 1000 to 2000 square foot portable classroom structure
to accommodate their modernization projects.  Since many schools need
to modernize, fulfill class size reduction requirements and meet
increasing enrollments, they need larger scale additions to their
existing infrastructure.  School districts want their campuses to
possess the aesthetic appearance of stick-built construction instead
of the modular appearance.  The era has come for modular
manufacturers to expand their scope of services beyond the
manufacturing plant.  New designs are being implemented to provide
school districts with a complete wing addition with at least half of
the labor to be performed on site.  This expansion of services is
tailored more towards modular construction instead of the typical
modular manufacturing.  Modular construction will consist of
utilizing component sections of a structure, i.e., walls, ceiling,
etc. fabricated in-plant, thus, transporting these components on-site
to finish the project.  The completed structure will offer school
districts an affordable and quicker alternative to stick-built
construction methods with considerable cost savings. By incorporating
modular construction methods into our business model, we will be
capable of offering our customers practically any type of
classroom/space addition requirements.

7.)  The Company is currently in the process of fulfilling an
existing order with a Southern California public school district for
fabrication of (18) two-story portable classrooms.  Commencement of
fabrication will be upon completion of plant set-up and
initialization, which is targeted for early 2003.

8.)  In an effort to increase share value and growth through
acquisitions, the Company will search for companies who can
compliment the Company's core business structure.

9.)  The Company will implement a marketing program through newly
formed alliances with Investor Relations (IR) firms, industry
experts, media and other key professionals experienced in
successfully promoting public corporations.

10.)  During the next 12 months, the Company will be continuing to
search for additional capital including debt financing, expansion
capital, etc.  This search for capital may include equity lines of
credit, or other traditional forms of financing.

The Company's independent certified public accountants have stated in
their report included in the Company's April 30, 2002 Form 10-KSB,
that the Company has incurred operating losses in the last two years,
and that the Company is dependent upon management's ability to
develop profitable operations.  These factors among others may raise
substantial doubt about the Company's ability to continue as a going
concern.

Employees

As of October 31, 2002, the Company had 22 employees.  The Company
anticipates that the number of employees will increase over the next
twelve months. The Company does not expect to have any collective
bargaining agreements covering any of its employees.

Properties

The Company's principal executive offices have moved to 1200 Airport
Drive, Chowchilla, California.  The property consumes 16 acres of
real estate including a structure comprising approximately 100,000
square feet of usable space.  The structure will be utilized by the
Company's executive management team including officers, managers,
salaried and hourly employees of their Global Modular, Inc. division.
The Company's management staff will utilize approximately 3,000 sq.
ft. of space while the modular division staff will utilize
approximately 97,000 sq.ft. of space for sales, marketing,
engineering and manufacturing space.  The Company has entered into a
three-year lease (including options for renewals) for said property
at an initial monthly rate of $15,225 for the first year with
moderate increases thereafter.  The Company believes the property is
an ideal location for its modular division to serve both the Southern
and Northern California markets.  The Company also believes the
current facilities are suitable for its current and future needs.

RISKS AND UNCERTAINTIES

The Company has sought to identify what it believes to be the most
significant risks to its business, but cannot predict whether or to
what extent any of such risks may be realized nor can there be any
assurances that the Company has identified all possible risks that
might arise. Investors should carefully consider all of such risk
factors before making an investment decision with respect to the
Company's stock.

LIMITED OPERATING HISTORY; ANTICIPATED LOSSES; UNCERTAINTY OF FUTURE RESULTS.

The Company has only a limited operating history upon which an
evaluation of its operations and its prospects can be based. The
Company's prospects must be evaluated with a view to the risks
encountered by a company in an early stage of development,
particularly in light of the uncertainties relating to the new and
evolving manufacturing methods with which the Company intends to
operate and the acceptance of the Company's business model. The
Company will be incurring costs to develop, introduce and enhance its
products, to establish marketing relationships, to acquire and
develop product lines that will compliment each other and to build an
administrative organization. To the extent that such expenses are not
subsequently followed by commensurate revenues, the Company's
business, results of operations and financial condition will be
materially adversely affected. There can be no assurance that the
Company will be able to generate sufficient revenues from the sale of
their modular buildings and related products. The Company expects
negative cash flow from operations to continue for the next four (4)
quarters as it continues to develop and market its business. If cash
generated by operations is insufficient to satisfy the Company's
liquidity requirements, the Company may be required to sell
additional equity or debt securities. The sale of additional equity
or convertible debt securities would result in additional dilution to
the Company's stockholders.

POTENTIAL FLUCTUATIONS IN QUARTERLY OPERATING RESULTS.

The Company's quarterly operating results may fluctuate significantly
in the future as a result of a variety of factors, most of which are
outside the Company's control, including: the demand for manufactured
modular buildings; seasonal trends; introduction of new government
regulations and building standards; local, state and federal
government procurement delays; general economic conditions, and
economic conditions specific to the modular building industry. The
Company's quarterly results may also be significantly impacted by the
impact of the accounting treatment of acquisitions, financing
transactions or other matters. Particularly at the Company's early
stage of development, such accounting treatment can have a material
impact on the results for any quarter. Due to the foregoing factors,
among others, it is likely that the Company's operating results will
fall below the expectations of the Company or investors in some
future quarter.

MANAGEMENT OF GROWTH

The Company expects to experience significant growth in the number of
employees and the scope of its operations. In particular, the Company
intends to hire additional engineering, sales, marketing, and
administrative personnel.  Additionally, acquisitions could result in
an increase in the number of employees and business activity. Such
activities could result in increased responsibilities for management.
The Company believes that its ability to increase its customer
support capability and to attract, train, and retain qualified
engineering, sales, marketing, and management personnel, will be a
critical factor to its future success. In particular, the
availability of qualified sales engineering and management personnel
is quite limited, and competition among companies to attract and
retain such personnel is intense. During strong business cycles, the
Company may experience difficulty in filling its needs for qualified
sales, engineering, and other personnel.

The Company's future success will be highly dependent upon its
ability to successfully manage the expansion of its operations. The
Company's ability to manage and support its growth effectively will
be substantially dependent on its ability to implement adequate
improvements to financial and management controls, reporting and
order entry systems, and other procedures and hire sufficient numbers
of financial, accounting, administrative, and management personnel.
The Company's expansion and the resulting growth in the number of its
employees have resulted in increased responsibility for both existing
and new management personnel. The Company is in the process of
establishing and upgrading its financial accounting and procedures.
There can be no assurance that the Company will be able to identify,
attract, and retain experienced accounting and financial personnel.
The Company's future operating results will depend on the ability of
its management and other key employees to implement and improve its
systems for operations, financial control, and information
management, and to recruit, train, and manage its employee base.
There can be no assurance that the Company will be able to achieve or
manage any such growth successfully or to implement and maintain
adequate financial and management controls and procedures, and any
inability to do so would have a material adverse effect on the
Company's business, results of operations, and financial condition.

The Company's future success depends upon its ability to address
potential market opportunities while managing its expenses to match
its ability to finance its operations. This need to manage its
expenses will place a significant strain on the Company's management
and operational resources. If the Company is unable to manage its
expenses effectively, the Company's business, results of operations,
and financial condition will be materially adversely affected.

RISKS ASSOCIATED WITH ACQUISITIONS.

As part of its business strategy, the Company expects to acquire
assets and businesses relating to or complementary to its operations.
These acquisitions by the Company will involve risks commonly
encountered in acquisitions of companies. These risks include, among
other things, the following: the Company may be exposed to unknown
liabilities of the acquired companies; the Company may incur
acquisition costs and expenses higher than it anticipated;
fluctuations in the Company's quarterly and annual operating results
may occur due to the costs and expenses of acquiring and integrating
new businesses or technologies; the Company may experience
difficulties and expenses in assimilating the operations and
personnel of the acquired businesses; the Company's ongoing business
may be disrupted and its management's time and attention diverted;
the Company  may be unable to integrate successfully.

ITEM 3. CONTROLS AND PROCEDURES

(a) On October 31, 2002, we made an evaluation of our disclosure
controls and procedures. In our opinion, the disclosure controls and
procedures are adequate because the systems of controls and procedures
are designed to assure, among other items, that 1) recorded
transactions are valid; 2) valid transactions are recorded; and 3)
transactions are recorded in the proper period in a timely manner to
produce financial statements which present fairly the financial
condition, results of operations and cash flows for the respective
periods being presented. Moreover, the evaluation did not reveal any
significant deficiencies or material weaknesses in our disclosure
controls and procedures.

(b) There have been no significant changes in our internal controls or
in other factors that could significantly affect these controls since
the last evaluation.

PART II.  OTHER INFORMATION

ITEM 1.  LEGAL PROCEEDINGS

     None during this reporting period.

ITEM 2.  CHANGES IN SECURITIES AND USE OF PROCEEDS

     None during this reporting period.

ITEM 3.  DEFAULTS UPON SENIOR SECURITIES

     None during this reporting period.

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

     None during this reporting period.

ITEM 5.  OTHER INFORMATION

     None

ITEM 6.  EXHIBITS AND REPORTS ON FORM 8-K

(a)  Exhibits

Exhibit No.                       Description

99.1     Certification of Phillip Hamilton Pursuant to Section 906 of
         Sarbanes-Oxley Act of 2002 (filed herewith)

99.2     Certification of Adam Debard Pursuant to Section 906 of
         Sarbanes-Oxley Act of 2002 (filed herewith)

(b)  Reports on Form 8-K filed during the three months ended October 31, 2002

     None.

                                      SIGNATURES

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


                                      Global Diversified Industries, Inc.

Date:  December 23, 2002              By: /s/ Phillip Hamilton
                                      Phillip Hamilton, President


                                 CERTIFICATIONS

I, Phillip Hamilton, certify that:

1.   I have reviewed this quarterly report on Form 10-QSB of Global
Diversified Industries, Inc.

2.   Based on my knowledge, this quarterly report does not contain
any untrue statement of a material fact or omit to state a material fact
necessary to make the statements  made, in light of the  circumstances  under
which such statements  were made, not misleading with respect to the period
covered by this quarterly report;

3.   Based on my knowledge, the financial statements and other financial
information  included  in this  quarterly  report,  fairly  present  in all
material respects the financial condition,  results of operations, and cash
flows of 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 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 the registrant's board of directors (or persons
performing the equivalent functions);

     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 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.


Date:  December 23, 2002


                                        /s/ Phillip Hamilton
                                        Phillip Hamilton
                                        President and Chief Executive Officer

                                   CERTIFICATIONS

I, Adam Debard, certify that:

1.   I have reviewed this quarterly report on Form 10-QSB of Global
Diversified Industries, Inc.

2.   Based on my knowledge, this quarterly report does not contain
any untrue statement of a material fact or omit to state a material fact
necessary to make the statements  made, in light of the  circumstances  under
which such statements  were made, not misleading with respect to the period
covered by this quarterly report;

3.   Based  on my  knowledge,  the  financial  statements  and  other
financial information  included  in this  quarterly  report,  fairly
present in all material respects the financial condition,  results of
operations, and cash flows of 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 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 the registrant's board of directors (or persons
performing the equivalent functions);

     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 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.


Date:  December 23, 2002


                                          /s/ Adam Debard
                                          Adam Debard  Treasurer

Exhibit No.     Description

(3)      Articles of Incorporation incorporated by reference to Form SB-
         2, file no. 333-83231, incorporated by reference to Exhibit 3
         filed on July 6, 2001

(3.2)    Amendment to Articles of Incorporation incorporated by
         reference to Form SB-2, file no. 333-83231, incorporated by
         reference to Exhibit 3.2 filed on July 6, 2001

(3.3)    Bylaws incorporated by reference to Form SB-2, file no. 333-
         83231, incorporated by reference to Exhibit 3.3 filed on July 6, 2001

(3.4)    Articles of Merger between Global and IF&G Media Corporation
         incorporated by reference to Form SB-2, file no. 333-83231,
         incorporated by reference to Exhibit 3.4 filed on July 6, 2001

(4)      Specimen certificate for common stock incorporated by reference
         to Form SB-2, file no. 333-83231, incorporated by reference to
         Exhibit 4 filed on July 6, 2001

(4.1)    Specimen Warrant certificate incorporated by reference to Form
         SB-2, file no. 333-83231, incorporated by reference to Exhibit
         4.1 filed on July 6, 2001

(10.1)   Consulting Agreement with Moody's Financial Services
         incorporated by reference to Form SB-2, file no. 333-83231

(10.2)   Consulting Agreement with Joel Shine incorporated by reference
         to Form SB-2, file no. 333-83231

(10.3)   Equity Line of Credit Agreement dated May2001 incorporated by
         reference to Form SB-2, file no. 333-83231 incorporated by
         reference to Exhibit 10.3 filed on July 6, 2001

(10.4)   Consulting Agreement with Persia Consulting Group, Inc. dated
         April 12, 2001 incorporated by reference to Form SB-2, file no.
         333-83231 incorporated by reference to Exhibit 10.4 filed on
         July 6, 2001

(10.5)   Escrow Agreement with First Union incorporated by reference to
         Form SB-2, file no. 333-83231 incorporated by reference to
         Exhibit 10.5 filed on July 6, 2001

(10.6)   Registration Rights Agreement incorporated by reference to Form
         SB-2, file no. 333-83231 incorporated by reference to Exhibit
         10.6 filed on July 6, 2001

(10.7)   Agreement with Yorkville Advisors Management, LLC incorporated
         by reference to Form SB-2, file no. 333-83231, incorporated by
         reference to Exhibit 10.7 filed on July 6, 2001

(99.1)   Certification pursuant of Chief Executive Officer to 18
         U.S.C. Section 1350, as adopted to Section 906 of the Sarbanes
         Oxley Act of 2002.

(99.2)   Certification pursuant of Chief Financial Officer to 18
         U.S.C. Section 1350, as adopted to Section 906 of the Sarbanes
         Oxley Act of 2002.