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
JANUARY 31, 2003

                                        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          (I.R.S. Employer
         or 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 March 13, 2003, was
112,343,891.

                       GLOBAL DIVERSIFIED INDUSTRIES, INC
                   Quarterly Report on Form 10-QSB for the
                    Quarterly Period Ended January 31, 2003


                              TABLE OF CONTENTS

PART I:  FINANCIAL INFORMATION

     ITEM I:  FINANCIAL STATEMENTS (UNAUDITED)

              CONDENSED CONSOLIDATED BALANCE SHEETS:
              JANUARY 31, 2003 AND APRIL 30, 2002

              CONDENSED CONSOLIDATED STATEMENTS OF LOSSES:
              FOR THE THREE AND NINE MONTHS ENDED JANUARY 31, 2003 AND 2002

              CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS:
              FOR THE NINE MONTHS ENDED JANUARY 31, 2003 AND 2002

              NOTES TO UNAUDITED CONSOLIDATED FINANCIAL INFORMATION:
              JANUARY 31, 2003

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

     ITEM 3: CONTROLS AND PROCEDURES

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)
                                                    January 31      April 30
                                                         2003         2003

ASSETS:
Current assets:
Cash and equivalents                                $      18,610  $     4,615
Advance to consultant                                       9,096        9,096
Inventory, net                                            377,674      379,474
Total current assets                                      405,380      393,185

Property, plant and equipment, at cost                  1,339,816    1,129,893
Less: accumulated depreciation                           (207,970)     (99,933)
                                                        1,131,846    1,029,960

Other assets:
Deposits                                                   25,779            -
Prepaid Expenses                                          147,454            -
                                                          173,233            -

Total assets                                            1,710,459    1,423,145

                       LIABILITIES AND STOCKHOLDER'S EQUITY

Current liabilities:
Accounts payable and accrued liabilities                   78,633      218,022
Advance from related parties                                    -        5,814
Notes payable to shareholder - current portion            140,000            -
Notes payable                                              95,350            -
Other advances                                                  -       20,900
Total current liabilities                                 313,983      244,736

Notes payable to shareholders                             509,465      700,000

Stockholder's equity:
Series A preferred stock, par
value $.001 per share;
10,000,000 shares authorized;
none issued and outstanding
at January 31, 2003 and April 30, 2002                          -            -
Common stock, par value $
..001 per share; 400,000,000
shares authorized; 112,343,891 and 109,443,891
shares issued at January 31, 2003 and
April 30, 2002, respectively
                                                          112,344      109,444
Additional paid in capital                              3,089,501    3,038,401
Common stock subscriptions                                666,600       16,600
Accumulated Deficit                                    (2,981,434)  (2,686,036)
Total Stockholder's Equity                                887,011      478,409
                                                        1,710,459    1,423,145

See accompanying notes to the unaudited condensed consolidated financial
information

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


<TABLE>
<CAPTION>
                                                  For The Three Months           For The Nine Months
                                                    Ended January 31,             Ended January 31,
                                                  2003            2002           2003            2002

Revenues                                          $       -      $       -       $      -     $         -
<S>                                               <C>            <C>             <C>          <C>
Cost of goods sold                                        -              -              -               -

Gross margin                                              -              -              -               -

Revenue                                                   -        146,846              -         146,846
Cost of goods sold                                        -        106,178              -         106,178
Gross margin                                              -         40,668              -          40,668

Operating expenses:
Selling, general and administrative                  41,785        273,561        238,368         435,612
Depreciation                                         25,789         43,415        108,037          44,977
Total expense                                        67,574        316,976        346,405         480,589

Loss from operation                                 (67,574)      (276,308)      (317,405)       (439,921)

Other income, net                                    27,098              -         62,098               -
Interest income (expense)                            (8,697)          (247)       (11,091)           (397)

Loss before income taxes and discontinued
operations                                          (49,173)      (276,555)      (295,398)       (440,318)
Income (taxes) benefit                                    -              -              -               -
Loss before discontinued operations                       -       (276,555)             -        (440,318)
Loss from discontinued operations                         -              -              -               -
Loss on disposal of segment                               -       (565,000)             -        (565,000)
Net loss                                            (49,173)      (841,555)      (295,398)     (1,005,318)

Loss per common share
(basic and assuming dilution)                         (0.00)         (0.04)         (0.00)          (0.04)
Continued operations                                  (0.00)         (0.01)         (0.00)          (0.02)
Discontinued operations                                   -          (0.03)             -           (0.02)
Weighted average shares                         112,103,085     20,089,220    110,339,959      27,279,001
</TABLE>




See accompanying notes to the unaudited condensed consolidated
financial information

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

                                                   For the Nine Months Ended
                                                            January 31
                                                   2003                  2002

Cash flows from operating activities:
Net loss for the period from continued operations $   (295,398)    $  (440,318)
Net loss for the period from discontinued
 operations                                                  -               -
Loss from disposal of segment                                -        (565,000)
Adjustment to reconcile net income to net cash:
Depreciation                                           108,037          44,977
Common stock issued in exchange
for services rendered                                   29,000         283,980
Common stock issued in exchange for debt                     -          75,767
Common stock subscribed in exchange for
previously incurred debt                               650,000               -
Common stock issued in connection with
 acquisition                                                 -         456,000
Other income in connection with
common stock subscription in
exchange for debts                                     (35,000)              -
Change in assets and liabilities:
(Increase)/Decrease in inventory                         1,800               -
(Increase)/Decrease in deposits                        (25,779)              -
(Increase)/Decrease in prepaid expenses               (147,454)        (19,346)
Increase/(Decrease) in accounts
payable and accrued expenses                            10,611         177,819

Net cash provided by/(used in) operating activities:  (354,183)         13,879

Net cash from investing activities:
Capital expenditures, net                             (209,923)              -
Net cash provided by/(used in)
investing activities                                  (209,923)              -

Cash flows from financing activities:
Proceeds from bank loans                                95,350               -
Repayment of notes payable                                   -          (3,000)
Repayment of other advances                            (20,900)              -
Repayment of related parties advances                   (5,814)              -
Proceeds from notes payable to shareholders            509,465               -
Net cash provided by/(used in)
financing activities                                   578,101          (3,000)

Net increase (decrease) in cash
and cash equivalents                                    13,995          10,879
Cash and cash equivalents at beginning of the period     4,615             370
Cash and cash equivalents at end of the period          18,610          11,249

See accompanying notes to the unaudited condensed consolidated
financial information


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


                                                   For the Nine Months Ended
                                                            January 31
                                                   2003                  2002

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                      29,000           283,981
Common stock issued in exchange for debt                   -            75,767
Common stock subscribed in exchange for
previously incurred debt                             650,000                 -
Acquisition:
Assets acquired                                            -         1,500,000
Goodwill                                                   -            85,000
Accumulated deficit                                        -                 -
Liabilities assumed                                        -          (700,000)
Common stock issued                                        -          (885,000)
Net cash paid for acquisition                              -                 -
Acquisition:
Assets acquired                                            -           846,679
Goodwill                                                   -         1,855,079
Accumulated deficit                                        -                 -
Liabilities assumed                                        -        (2,245,758)
Common stock issued                                        -          (456,000)
Net cash paid for acquisition                              -                 -
Liabilities disposed of in disposal of business, net       -           565,000
Net cash received in disposal of business                  -             1,000

See accompanying notes to the unaudited condensed consolidated
financial information

                      GLOBAL DIVERSIFIED INDUSTRIES, INC.
        NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL INFORMATION
                                JANUARY 31, 2003

NOTE A - SUMMARY OF ACCOUNTING POLICIES

General

The accompanying unaudited condensed financial statements of  Global
Diversified Industries, Inc. and Subsidiaries (the "Company") have
been prepared in accordance with the instructions to Form 10-QSB, and
therefore, do not include all the information necessary for a fair
presentation of financial position, results of operations and cash
flows in conformity with accounting principles generally accepted in
the United States of America for a complete set of financial
statements.

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

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 relocatable 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 condensed consolidated financial statements include the accounts
of the Company and its wholly-owned subsidiaries, Lutrex Enterprise,
Inc. ("Lutrex") and Global Modular, Inc. ("Global Modular"), as well
as its formerly owned subsidiary, Majestic Modular Buildings, Ltd.
("Majestic 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.

NOTE B - BUSINESS COMBINATIONS

On December 11, 2001, the Company acquired all of the issued and
outstanding common shares of Majestic Modular Buildings, Ltd.
("Majestic Modular"), a wholly owned subsidiary of The Majestic
Companies, Ltd. ("Majestic"), through an Agreement and Plan of
Exchange ("Agreement"). Pursuant to this Agreement, Majestic Modular
became a wholly-owned subsidiary of the Company. The Agreement
specifically provided that the Company is not assuming Majestic
Modular's debt.  The liabilities, obligations and duties of Majestic
Modular shall remain with the subsidiary.

Majestic Modular is engaged in the business of designing,
manufacturing and marketing re-locatable 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.

In connection with the acquisition of Majestic Modular, the Company
issued to Majestic a total of 28,500,000 shares of restricted common
stock of the Company.

The Company also agreed to issue a note payable to Majestic in the
amount of $900,000, payable over a 16-month period.

Subsequent to the date of the Agreement, the Company and Majestic
amended the terms of the Agreement whereby Majestic and the Company
agreed to cancel the $900,000 note in exchange for the issuance of an
additional 5,000,000 shares of the Company's restricted common stock
to Majestic. The shares are to be held in escrow and the Company has
the option to redeem the shares in full, or in part, within one year
of issuance in exchange for $150,000.

The value of Majestic Modular assets acquired (excluding goodwill)
was $846,679 and liabilities recorded were $2,095,758, for a negative
book value of $1,249,079. The excess of the aggregate purchase price
over the fair market value of net assets acquired of $1,855,079 was
recorded as goodwill. The acquisition is being accounted for as a
purchase in accordance with APB 16 and, accordingly, the operating
results of the acquired company have been included in the Company's
consolidated financial statements since the date of acquisition.
Majestic Modular is a separate legal entity and the Company did not
guaranty or assume any of the debts or obligations of Majestic Modular.

The following summarizes the acquisition of Majestic Modular:

Issuance of 28,500,000 shares of common stock              $    (456,000)
Additional 5,000,000 shares of common stock                     (150,000)
Assets acquired                                                  846,679
Liabilities recorded                                          (2,095,758)
Goodwill                                                       1,855,079
                                                           $           -

In January 2002, the Company sold Majestic Modular (see Note C).

Under a separate Agreement, Lutrex Enterprises, Inc. "Lutrex", an
entity controlled by the Company's President and Chief Executive
Officer contributed an aggregate of $1,500,000 of assets in exchange
for 59,000,000 shares of the Company's restricted common stock and
the issuance of a non-interest bearing note payable in the amount of
$700,000. The transaction is accounted for using the purchase method
of accounting. The Company recorded the carryover historical basis of
net tangible assets contributed, which did not differ materially from
their historical cost. The results of operations subsequent to the
date of acquisition is included in the Company's consolidated
statement of losses. The Company expensed in 2001 $85,000, which
represents the excess of the purchase price over the historical basis
of the net tangible Lutrex assets acquired.

The following summarizes the contribution of Lutrex:

Note payable                                    $    (700,000)
Issuance of 59,000,000 shares of common stock        (885,000)
Assets acquired                                     1,500,000
Excess of costs over tangible assets acquired          85,000
                                                $           -

NOTE C - DISCONTINUED OPERATIONS

On January 24, 2002, the Company sold its wholly owned subsidiary,
Majestic Modular Buildings, Ltd. to a former employee and officer of
Majestic Modular for $1,000, and other good and valuable consideration.

As a result of the sale of Majestic Modular Buildings, Ltd., the
Company accounted for the segment as a discontinued operation, and
accordingly, the amounts in the financial statements and related
notes for all periods shown have been restated to reflect
discontinued operations accounting.

The financial statements reflect the operating results and balance
sheet items of the discontinued operations separately from continuing
operations. Prior periods have been restated. Operating results for
the discontinued operations for the three and nine months ended
January 31, 2003 and 2002 were:

                              Three months ended      Nine months ended
                                 January 31              January 31
                              2003           2002     2003         2002

Revenues                      $      -      $    -    $    -     $     -
Expenses                             -           -         -           -
Net income (loss)                    -           -         -           -

The following summarizes the loss on the disposition of Majestic
Modular Buildings, Ltd.:

Cash received                                               $      1,000
Debts recorded                                                 2,135,758
Net assets disposed of                                        (2,701,758)
Net loss on disposal                                            (565,000)

NOTE D - SUBSEQUENT EVENTS

On February 27, 2003, the Company entered into an Agreement and Plan
of Exchange ("Agreement") with Modular Modernization, Inc. ("MMI"), a
company organized under the laws of the State of California. In
connection with the Agreement, MMI will transfer to the Company
approximately $300,000 of raw materials and approximately $200,000 of
plant equipment and machinery in exchange for 2,666,666 shares of
preferred stock of the Company and the issuance of a note payable in
the amount of $100,000, payable monthly over a 12-month period with a
five (5) percent interest rate.  The Company anticipates consummating the
acquisition during the fourth quarter of this fiscal year.

On February 28, 2003, the Company entered into an Agreement and Plan
of Exchange ("Exchange") with MBS Construction, Inc. ("MBS"), a
company organized under the laws of the State of Nevada. MBS is a
private-held company and is engaged in the business of fabrication,
renovation, and site installation of modular structures in
California. In connection with the Exchange, MBS will transfer to the
Company all of its tangible and intangible assets in exchange for a
total of 4,000,000 shares of common stock of the Company and
1,500,000 cashless warrants with an exercise price of $0.03 per share
that expire 12 months from the date of the acquisition. The Company
anticipates consummating the acquisition during the fourth quarter of this
fiscal year.

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.  In February 2003 the
Company entered into agreements to acquire two private companies, Modular
Modernization, Inc. and MBS Construction, Inc.  The Company believes that these
two recent planned acquisitions further compliment its core modular division
business model.

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 single and two-story
designs.  The Company is currently under contract to provide
relocatable classrooms involving various designs to school districts
in Southern California.  Commencement for fabrication of these structures is
scheduled for the Company's first fiscal quarter of 2003.

Twelve Month Plan of Operation

In the year 2003, 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 remainder of 2003.

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 the remainder of the year 2003, the Company will focus
its sales and marketing on school districts that are adhering to
modernization demands mandated by the passage of Prop.47 and other
local school bond measures. Many of the school districts undergoing
modernization projects will not have ample classroom space;
therefore, relocatable 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 relocatable
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 possesses a "piggyback" contract with a Southern
California public school district.  The school district has recently
renewed the piggyback contract and extended the Company's right to
utilize the contract through March of 2006.

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 program through newly formed alliances with
industry experts, media and other key professionals to increase the awareness
in the investment community of the Company's products and services.

10.)  During the next 12 months, the Company will be continuing to
search for additional capital including debt financing, expansion
capital, etc.

RESULTS OF OPERATIONS

Three Months Ended January 31, 2003

Revenues

The Company's revenues decreased from $ 146,846 during the third
quarter of 2002 as compared to no revenues during the same period in
2003. This a result of the Company's restructuring in 2003 after
completion and delivery of products in connection with the
acquisition and subsequently disposing of Majestic Modular in 2002.

Costs and Expenses

The Company's cost of sales decreased from $106,178 during the three
months ended January 31, 2002 as compared to no cost of sales during
the same period in 2003. This a result of the Company's restructuring
in 2003 after completion and delivery of products in connection with
the acquisition and subsequently disposing of Majestic Modular in
2002.

The Company's costs and expenses decreased from $ 316,976 during the
three months  ended January 31, 2002 to $ 67,574 during the three
months ended January 31, 2003. General and administrative expenses
decreased $231,776, or 85% to $41,785 during the same period. The decrease
is a result of the Company restructuring its operations to operate
within its current and anticipated available working capital.

Nine Months Ended January 31, 2003

Revenues

The Company's revenues decreased from $146,846 during the nine
months ended January 31, 2002 as compared to no revenues during the
same period in 2003. This a result of the Company's restructuring in
2003 after completion and delivery of products in connection with the
acquisition and subsequently disposing of Majestic Modular in 2002.

Costs and Expenses

The Company's cost of sales decreased from $106,178 during the nine
months ended January 31, 2002 as compared to no cost of sales during
the same period in 2003. This a result of the Company's restructuring
in 2003 after completion and delivery of products in connection with
the acquisition and subsequently disposing of Majestic Modular in 2002.

The Company's costs and expenses decreased from $480,589 during the
nine months ended January 31, 2002 to $346,405 during the nine
months ended January 31, 2003. General and administrative expenses
decreased $197,244, or 45% to $238,368 during the same period. The decrease
is a result of the Company restructuring its operations to operate
within its current and anticipated available working capital.  The
Company incurred an increase in depreciation  expense of $63,060 to
$108,037 during the nine months ended January 31, 2003 as a result
of the Company's acquisition of property and equipment during the
period.

Liquidity and Capital Resources

As of  January 31, 2003 , the Company had  working capital  of $
91,397 compared to $148,449 at April 30, 2002, a decrease of $57,052.
The decrease in working capital deficit was substantially
due to an increase in current portion of a notes payable at January
31, 2003 as compared to April 30, 2002.

While the Company has raised capital and borrowed funds to meet its
current and projected working capital needs, additional financing
will be required in order to meet its obligations.  The Company is
seeking financing in the form of equity and debt for working capital.
There are no assurances the Company will be successful in raising the
funds required.

The Company has borrowed funds from significant shareholders of the
Company in the past to satisfy certain obligations and anticipates
continuing to borrow funds to meet future working capital requirements.

The Company generated a cash flow deficit from operations of $
354,183 for the nine months ended January 31, 2003. Cash flow
deficits from operating activities for the nine months ended January
31, 2003  is primarily attributable to the Company's net loss from
operations of $ 295,398 adjusted for depreciation and amortization of
$ 108,037 , common stock issued for services of $ 29,000 , and an
increase in prepaid expenses of $147,454.

The Company invested $209,923 in acquisition of property and
equipment during the nine  months ended January 31, 2003.

We met our cash requirements during this period through the receipt
of a $95,350 loan from a bank  and loans from shareholders in the
amount of $509,465.

On November 5, 2002 a $13.2 billion School Facilities Improvements
bond proposal (Proposition 47) was passed by California voters. This
bond measure passage does not include an approximate $9.4 billion
worth of local bond measures passed by various school districts
throughout the state. A second bond measure worth $12.1 billion will
go before the voters on the November 2004 ballot, which is expected
to pass.   These bond measures are about three times higher than the
record $9.2 billion bond California voters approved in 1998.  The
revenue generated from these bond measures will be used for school
modernization programs, which include requirements for relocatable
classrooms and modular classroom construction and renovations.  To
cope with population growth, the State Department of Education
estimates that California will need more than 2,500 classrooms each
year for the next four years, which equates to more than 10,000
classrooms.  Money from the bonds will help overcrowded public and
private schools; design upgrades and expand building space at
community colleges and other institutions of higher learning
throughout California.  Due to the current and projected budget cuts
throughout the California education sector, public and private
schools should turn to relocatable/modular construction to fulfill
their additional classroom requirements over the next four years.

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 January 31, 2003, 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
Road, Chowchilla, California.  The property consists of sixteen acres
of real estate including a 100,000 square foot structure of usable
space.  The structure will be utilized by the Company's executive
management team, as well as housing the operating entities of both
Lutrex and Global Modular.  The Company has entered into a three-year
lease (including options for renewals) for the property at a rate of
$15,225 per month for the first year and moderate increases for each
year thereafter. The Company believes that the current facilities are
suitable for its current needs.

The effect of inflation on the Company's revenue and operating
results was not  significant. The Company's operations are in the
western  United States and there are no seasonal aspects that would
have a material effect on the Company's financial condition or
results of operations.

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 January 31, 2003, 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

     Subsequent Events.

     Acquisition. On February 27, 2003, the Company acquired Modular
Modernization Inc., a private California corporation.  Modular
Modernization, Inc., through the acquisition, will transfer to Global
approximately $300,000 in raw materials and approximately $200,000 in
plant equipment and machinery.  The raw materials will immediately be
placed by Global into inventory to be used for relocatable classroom
production.  It is anticipated that the equipment and machinery will
directly enhance the modular division production capabilities and
thereby result in increased plant efficiency.  Global shall issue to
the MMI shareholders a total of Two Million Six Hundred Sixty Six
Thousand Six Hundred Sixty Six (2,666,666) shares of preferred stock.
The conversion option will expire within three years from the
Effective Date.  Global agrees to file a Registration Agreement for
MMI after conversion from Preferred to Common Shares.  Global will
sign a note payable to MMI for One Hundred Thousand Dollars
($100,000.00) payable monthly over a twelve (12) month period, with a
five (5) percent interest rate.

     Acquisition. MBS is a privately held company based in Buena
Park, CA specializing in the fabrication, renovation and site
installation of modular structures.  MBS' management team possess
more than sixty years of modular industry experience.  In the
transaction, Global will acquire both tangible and intangible assets
from MBS, which include a 3-acre facility in Rialto, California
consisting of both fabrication capabilities and general offices.
Global is also acquiring DSA (Division of the State Architect)
approved designs and other intellectual property tailored for custom
projects above and beyond the standard relocatable classroom
typically utilized by school districts.  Typical finished products by
MBS resemble a conventional-built structure and generally range in
price from $200,000 to $1,500,000 per project.  Global shall issue to
MBS a total of Four Million (4,000,000) shares of common stock and
One Million Five Hundred Thousand (1,500,000) "cash less" warrants
with an exercise price of Three Cents ($0.03) per share that expire
twelve months from the date of the acquisition.

     Line of Credit.  In February 2003, the Company secured a
$500,000 line of credit with a local bank to be used for working
capital.  The Company will continue its efforts throughout the
remainder of 2003 to secure additional lines of credit.

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 January 31, 2003

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:  March 20, 2003                   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:  March 20, 2003


                                        /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:  March 20, 2003


                                        /s/ Adam Debard
                                        Adam Debard,   Treasurer

Exhibit                    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.