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 September 30, 2003
                                       OR
   [ ]TRANSITION REPORT UNDER SECTION 13 OF 15(d) OF THE EXCHANGE ACT OF 1934

          From the transition period from ___________ to ____________.

                         Commission File Number 0-23819


                            COLE COMPUTER CORPORATION
        -----------------------------------------------------------------
        (Exact name of small business issuer as specified in its charter)

                                Nevada 76-0547762
                                -----------------
         (State or other jurisdiction)(IRS Employer Identification No.)

              5577 N.W. Expressway, Oklahoma City, Oklahoma 73132
              ---------------------------------------------------
                    (Address of principal executive offices)

                                 (405) 721-7600
                          ---------------------------
                          (Issuer's telephone number)

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

     Indicate  by  check  mark  whether  the  registrant  (1)  filed all reports
required  to be filed by Section 13 or 15(d) of the Exchange Act during the past
12  months  (or for such shorter period that the registrant was required to file
such reports), and (2) has been subject to such filing requirements for the past
90  days:

                                   Yes  X    No
                                       ---      ---

As  of  September  30,  2003  19,387,400  shares  of, Common Stock of the issuer
were  outstanding,  4,000,000  of  which  were  held  in  treasury  by  Cole
Computer  Corporation.

Transitional  Small  Business  Disclosure  Format  (Check  one):  Yes [ ] No [X]




<PAGE>

                            COLE COMPUTER CORPORATION
                                  FORM 10-QSB

                                      INDEX

                         Part I - Financial Information

Item 1.     Financial Statements                                               1

Item 2.     Management's  Discussion  and  Analysis                            8


Item 3:     Controls and Procedures                                           10





                          Part II - Other Information


Item 6:     Exhibits and Reports on Form 8-K                                  11

            Signatures                                                        11













<PAGE>

                            COLE COMPUTER CORPORATION
                                  BALANCE SHEET
                               September 30, 2003
                                  (UNAUDITED)

                                     ASSETS
<TABLE>
<CAPTION>
Current  assets:
<S>                                                                <C>
  Cash                                                             $     42,022
  Accounts  receivable  -  trade,  net  of  allowance  for
    doubtful  accounts  of  $4,941                                       60,302
  Accounts  receivable  -  other                                         17,700
  Product  warranty  receivable                                          20,647
  Inventory                                                             166,716
  Prepaid  expenses                                                      86,130
                                                                   ------------
        Total  current  assets                                          393,517
                                                                   ------------

Property  and  equipment,  less  accumulated  depreciation
  of  $284,226                                                          159,388
                                                                   ------------

Other  assets:
  Deposits                                                                  600
                                                                   ------------

        Total  other  assets                                                600
                                                                   ------------

        Total  Assets                                              $    553,505
                                                                   ============

                 LIABILITIES AND STOCKHOLDERS' EQUITY (DEFICIT)

Current  liabilities:
  Notes  payable                                                   $    102,900
  Current  portion  of  long-term  debt  and  capital  lease
    obligations                                                          68,363
  Accounts  payable  -  trade                                           147,100
  Accounts  payable  -  other                                             1,185
  Accrued  expenses                                                     114,171
                                                                   ------------
        Total  Current  Liabilities                                     433,719
                                                                   ------------

Long-term  debt:
  Notes  payable  to  affiliates                                        752,788
  Long-term  debt  and  capital  lease  obligations,
    net  of  current  portion  shown  above                              52,156
                                                                   ------------

                                                                        804,944
                                                                   ------------

        Total  Liabilities                                            1,238,663
                                                                   ------------

Commitments  and  Contingencies

Stockholders'  Equity  (Deficit):
  10%  cumulative  preferred  stock,  $100  par
  value,  10,000,000  shares  authorized,
  0  shares  issued  and  outstanding                                         -

  Preferred  stock,  no  par  value,  10,000,000
    shares  authorized,  0  shares  issued  and
    outstanding                                                               -

  Common  stock,  $.001  par  value,  80,000,000
    shares  authorized,  19,387,400
    shares  issued  and  outstanding                                     19,387
  Paid  in  capital                                                   2,828,321
  Deficit                                                            (3,528,866)
  Less:  treasury  stock,  4,000,000  shares at cost                     (4,000)
                                                                   ------------

        Total  Stockholders'  (Deficit)                                (685,158)
                                                                   ------------

Total  Liabilities  and  Stockholders'  Equity  (Deficit)          $    553,505
                                                                   ============
</TABLE>

            See accompanying notes to interim financial statements.

                                        1
<PAGE>

                            COLE COMPUTER CORPORATION
                            STATEMENTS OF OPERATIONS
     For the Three Months and Nine Months Ended September 30, 2003 and 2002
                                  (UNAUDITED)

<TABLE>
<CAPTION>
                                  Three Months Ended        Nine Months Ended
                                     September 30,            September 30,
                                  2003         2002        2003         2002
                               ---------  -----------  -----------  -----------
<S>                            <C>        <C>          <C>          <C>
REVENUES                       $ 875,619  $ 2,137,949  $ 3,491,218  $ 7,193,275

COST  OF  SALES                  686,798    1,755,257    2,846,886    5,872,606
                               ---------  -----------  -----------  -----------

    GROSS  MARGIN                188,821      382,692      644,332    1,320,669
                               ---------  -----------  -----------  -----------

Costs  and  expenses:
    Selling  expenses            177,663      281,921      689,554      991,046
    General and administrative    92,322      610,258      344,956      967,713
    Interest  expense             12,583       17,845       34,562       41,232
                               ---------  -----------  -----------  -----------

      Total  expenses            282,568      910,024    1,069,072    1,999,991
                               ---------  -----------  -----------  -----------

       Income (loss) before
         income  taxes           (93,747)    (527,332)    (424,740)    (679,322)
                               ---------  -----------  -----------  -----------

Income tax expense (benefit):
    Income  tax  expense               -            -            -            -
    Income  tax  (benefit)             -            -            -            -
                               ---------  -----------  -----------  -----------

                                       -            -            -            -
                               ---------  -----------  -----------  -----------

Net  income  (loss)            $ (93,747) $  (527,332) $  (424,740) $  (679,322)
                               =========  ===========  ===========  ===========

Earnings  per  share:

    Basic  and  diluted
      income  (loss)           $   (0.00) $     (0.03) $     (0.02) $     (0.04)

    Weighted  average
      shares  outstanding      19,387,400  17,104,067   19,387,400   16,371,659
                               ==========  ==========   ==========  ===========
</TABLE>

            See accompanying notes to interim financial statements.

                                        2

<PAGE>

                            COLE COMPUTER CORPORATION
                            STATEMENTS OF CASH FLOWS
              For the Nine Months Ended September 30, 2003 and 2002
                                  (UNAUDITED)

<TABLE>
<CAPTION>
                                                          2003          2002
                                                       -----------   -----------
Cash  Flows  from  Operating  Activities:
<S>                                                    <C>           <C>
     Net (loss)                                        $ (424,740)   $ (679,322)
     Adjustments to reconcile net loss to net
       cash  (used  in)  operating  activities:
       Depreciation                                        68,520        71,358
       Provision for bad debts                             22,000         7,500
       Gain/loss  on disposition of assets                  5,786             -
       Stock issued for compensation                            -       154,500
       Stock issued for services                                -         7,250
       Stock issued for expenses                                -       210,000
       Equipment impairment                                     -        12,206
     Change in cash from operating assets and
       liabilities:
       Accounts receivable-trade                           45,498        20,443
       Accounts receivable-affiliate                            -        77,342
       Accounts receivable-other                           (2,415)        8,459
       Product warranty receivable                          3,328        33,367
       Inventory                                          193,923       277,231
       Other current assets                               (38,855)       (9,482)
       Accounts payable-trade                              12,450      (192,069)
       Accounts payable-affiliate                        (291,644)     (593,332)
       Accounts payable-other                               1,185             -
       Accrued expenses                                   (38,372)      (16,576)
                                                       ----------    ----------

Net cash (used in) operating activities                  (443,336)     (611,125)
                                                       ----------    ----------

Cash  Flows  from  Investing  Activities:
     Purchase of equipment                                (21,001)      (14,515)
     Proceeds from sale of equipment                        6,167             -
     Payment  for  deposits                                  (600)            -
                                                       ----------    ----------

Net cash (used in) investing activities                   (15,434)      (14,515)
                                                       ----------    ----------

Cash  Flows  from  Financing  Activities:
     Proceeds from notes payable-affiliate                414,516       300,000
     Proceeds from stock issuances                              -       250,000
     Proceeds of loan from director                             -        12,900
     Payments on notes payable                                  -        (7,214)
     Principal  payments  on  notes and
       capital leases payable                             (59,942)      (24,317)
                                                       ----------    ----------

Net cash provided by financing activities                 354,574       531,369
                                                       ----------    ----------

Net change in cash                                       (104,196)      (94,271)

CASH, beginning of period                                 146,218       464,107
                                                       ----------    ----------

CASH, end of period                                    $   42,022    $  369,836
                                                       ==========    ==========

Supplemental Disclosures of Cash Flow Information:
     Interest  paid                                    $   34,137    $   41,232
</TABLE>

Supplemental  Disclosures  of  Non-cash  Investing  and  Financing  Activities:

     During  the  nine  months  ended  September  30,  2003, the Company had the
     following  non-cash  transactions:

     Accounts  payable  to  an  affiliate  totaling  $414,516 was converted to a
     long-term  note  payable.  (Note  4)

     Equipment  valued  at  $33,000 was acquired in a capital lease transaction,
     involving  an  exchange  of  equipment.

            See accompanying notes to interim financial statements.

                                        3

<PAGE>

                            COLE COMPUTER CORPORATION
                NOTES TO INTERIM CONDENSED FINANCIAL STATEMENTS
                               September 30, 2003
                                  (Unaudited)


NOTE  1  -  PRESENTATION

The balance sheet of Cole Computer Corporation (the Company) as of September 30,
2003,  and  related  statements  of  operations  and  cash flows for the interim
periods  ended  September  30, 2003 and 2002 included in the condensed financial
statements  have  been  prepared by the Company without audit. In the opinion of
management,  the  accompanying  financial  statements  include  all  adjustments
(consisting  of normal, recurring adjustments) necessary to summarize fairly the
Company's  financial position, results of operations and cash flows. The results
of  operations  for  the three and nine months ended September 30, 2003, are not
necessarily  indicative  of  the  results of operations for the full year or any
other  interim  period.  The  information included in this Form 10-QSB should be
read  in  conjunction  with  Management's  Discussion and Analysis and financial
statements  and  notes  thereto included in Cole Computer Corporation's December
31,  2002,  Form  10-KSB.

NOTE  2  -  GOING  CONCERN

The  accompanying  financial  statements were prepared assuming the Company is a
going  concern.  For  the  three  and  nine months ended September 30, 2003, the
Company  incurred losses of $(93,747) and $(424,740) respectively, had a working
capital  deficit  of  $(40,202), and had a deficit net worth of $(685,158) as of
September 30, 2003.  This gives substantial doubt about the Company's ability to
continue  as  a  going  concern.  The  financial  statements  do not include any
adjustments  relating  to  the  recoverability  and  classification  of recorded
assets, or the amounts and classification of liabilities that might be necessary
in  the  event  the  Company  cannot  continue  in  existence.

In  view  of  these matters, realization of a major portion of the assets in the
accompanying  balance  sheet  is  dependent  upon  continued  operations  of the
Company,  which  in  turn  is  dependent  upon the Company's ability to meet its
financing  requirements,  and  the success of its future operations.  Management
believes  that  actions  presently being taken to revise the Company's operating
and  financial  requirements provide the opportunity for the Company to continue
as  a  going  concern.

NOTE  3  -  RETAIL  STORES  -  CLOSINGS  AND  AGREEMENTS

During  this  quarter,  the Company closed an under-performing store in Killeen,
Texas.  Inventory and certain depreciable assets were removed from the store and
transferred  to  other  remaining  stores.  Subsequent to September 30, 2003 the
Company  closed  an  under-performing  store  in  Tulsa,  Oklahoma.

Effective  April  1, 2003, the Company entered into a contractual agreement with
the owner of two retail stores which had previously been jointly operated by the
Company  and  this  owner.  In  accordance with the terms of this agreement, the
Company is providing the owner with $20,000 of inventory per store. In addition,
the  Company  receives a commission of 8% of the retail sales price of inventory
sold.  Any inventory purchased by the owner in excess of $20,000 will have terms
of net five days.  Included in the financial statements as of September 30, 2003

                                        4

<PAGE>

is  accounts receivable of $21,673 and inventory of $42,421.  As of November 19,
2003,  this  agreement  is being reviewed by both parties, with the intention of
future  negotiations  regarding  the  provisions  of  the  agreement.

NOTE  4  -  RELATED  PARTY  TRANSACTIONS

Related  Supplier
-----------------

Effective  August  22,  2003,  the  Company  entered   into  a  Resignation  and
Restructuring  Agreement  ("Agreement")  with  the  then Chief Executive Officer
("CEO")  and  the  entity  controlled  by the CEO, which had served as the major
supplier  of  the  Company.  Under  the  Agreement,  the  CEO  resigned from the
Company,  and  the  Subcontractor  Agreement  between  the Company and the major
supplier  was  terminated.  In  conjunction  with  the  Agreement,  the existing
promissory note of $338,272 issued from the Company to the CEO was replaced by a
new  promissory  note  due  February  1, 2005, with an interest rate of 8%, with
interest  payable  monthly  beginning  September  1, 2003.  Also, trade accounts
payable  owed by the Company in the amount of $414,516 to the major supplier was
converted  into a promissory note due February 1, 2005, with an interest rate of
7%,  with  interest  payable  monthly  beginning   February  1,  2004.  Security
agreements  were  executed in connection with these notes, giving the holders an
equal pledge of collateral in all accounts receivable, inventory, and equipment,
but  subordinated  to  the  lien previously granted to the financial institution
which  holds  the  promissory  note  for  a  line  of  credit.

The  Company's  purchases  of inventory from this entity through the date of the
Agreement  discussed  above,  during  the  three  months  and  nine months ended
September 30, 2003, totaled approximately $272,753 and $2,103,988, respectively.
During  the  three  and  nine  months  ended  September  30,  2003 the Company's
purchases  from  the  affiliate were approximately $199,000.  As a result of the
Agreement,  the  Company  has  established  additional sources of inventory with
other  vendors.

Common  Stock
-------------

As  of  December  31, 2002 an amount of $22,500 attributable to the compensation
provisions  of  the  executive contract between the Company and the former chief
executive  officer was accrued.  This amount was for the compensation amount for
500,000  shares  of common stock that were issuable under a provision related to
profitability for the fourth quarter of 2002.  Under provisions of the Agreement
mentioned  above, the Chief Executive Officer released and forfeited any and all
stock  options  held  by  him.  As  a result, the accrual for this item has been
reversed  in  the financial statements for the quarter ended September 30, 2003.

Note  5  -  COMMON  STOCK  OPTIONS

As  of September 30, 2003, the Company has a stock-based compensation plan which
is  described  below.  The Company applies APB 25 and related interpretations in
accounting  for its plan.  Compensation for services that a corporation receives
under  APB  25  through stock-based compensation plans should be measured by the
quoted  market  price  of  the stock at the measurement date less the amount, if
any,  that  the  individual  is  required  to  pay.  No compensation expense was
recorded  during  the  three months and nine months ended September 30, 2003 and

                                        5

<PAGE>

2002  related to its stock option plan under APB 25.  If the Company had elected
to  recognize compensation based on the fair value of the options granted at the
grant date as prescribed by "Statement of Financial Accounting Standards No. 123
("SFAS  123")  Accounting  for  Stock-Based  Compensation", net earnings and net
earnings  per  share  would have decreased the pro forma amounts shown below for
the  three  months  and  nine  months  ended  September  30,  2003  and  2002.

<TABLE>
<CAPTION>
                                     3  Months  Ended        9  Months  Ended
                                       September  30          September  30
                                   ---------  ----------  ----------  ----------
                                     2003        2002        2003        2002
Net  earnings  (loss)  applicable
<S>                                <C>        <C>         <C>         <C>
  to  shareholders                 $(93,747)  $(527,332)  $(424,740)  $(679,322)

Deduct:  Total  stock-based
  compensation  expense
  determined under fair value
  based method for all awards,
  net  of  related tax effects         (918)    (10,906)     (3,538)    (16,932)
                                   --------   ---------   ---------   ---------
Pro forma net earnings (loss)      $(94,665)  $(538,238)  $(428,278)  $(696,254)
                                   ========   =========   =========   =========

Earnings  per  share:
  Basic-as  reported               $  (0.00)  $   (0.03)  $   (0.02)  $   (0.04)
                                   ========   =========   =========   =========

  Basic-pro  forma                 $  (0.00)  $   (0.03)  $   (0.02)  $   (0.04)
                                   ========   =========   =========   =========


  Diluted-as  reported             $  (0.00)  $   (0.03)  $   (0.02)  $   (0.04)
                                   ========   =========   =========   =========

  Diluted-pro  forma               $  (0.00)  $   (0.03)  $  (0.02)   $   (0.04)
                                   ========   =========   =========   =========
</TABLE>

The  fair value of each option grant is estimated on the date of the grant using
the  Black-Scholes  option pricing model with the following assumptions used for
grants:  weighted  average  risk free interest rate of 3.74%; no dividend yield;
volatility  of  60%;  and  expected  life of five years.  The fair values of the
options  were  based on the difference between the present value of the exercise
price  of  the  option  and  the estimated fair value price of the common share.

The  intent  of the Black-Scholes option valuation model is to provide estimates
of fair values of traded options that have no vesting restrictions and are fully
transferable.  Option  valuation  models  require  the  use of highly subjective

                                        6

<PAGE>

assumptions including expected stock price volatility.  The Company has utilized
the  Black-Scholes  method  to  produce the pro forma disclosures required under
SFAS 123.  In management's opinion, existing valuation models do not necessarily
provide  a  reliable  single  measure  of  the  fair value of its employee stock
options  because  the  Company's  employee   stock  options  have  significantly
different  characteristics  from  those of traded options and because changes in
the  subjective input assumptions can materially affect the fair value estimate.
The  effects  of applying SFAS 123 in the pro forma are not indicative of future
amounts.

The  Company  established a stock option plan effective September 1, 2001, which
allows  current  (and  certain  former) employees, officers and directors of the
Company  to  acquire  shares of the Company's authorized common stock.  The plan
offers  participants an option to purchase shares of the Company common stock at
a  fixed  price  of  $.11 per share for a period of five years from the date the
options are granted the plan.  The number of shares available to each individual
is  determined  by  the  length  of  service  to  and position with the Company,
including  service  with the Company's predecessor company, ESCI, up to the date
of  the  plan.  The Board of Directors, upon giving 90 days notice, reserves the
right  to  modify  or  discontinue  the  plan  based  upon  business  necessity.

























                                        7

<PAGE>

Item  2.  Management's  Discussion  &  Analysis

The  discussion and analysis contained herein should be read in conjunction with
the  preceding  financial  statements and the other information contained in the
Company's Form 10-QSB and the Company's most recent Form 10-KSB.  Except for the
historical  information  contained  herein,  the  matters discussed in this Form
10-QSB  contain forward looking statements  within the meaning of Section 27A of
the  Securities  Act  of  1933,  as  amended,  and Section 21E of the Securities
Exchange  Act of 1934, as amended, and the  Private Securities Litigation Reform
Act  of  1995,  including,  among  others  (i) expected changes in the Company's
revenues  and profitability, (ii) the effects  of cost-reduction measures, (iii)
prospective  business   opportunities  and   (iv)  the  Company's  strategy  for
improving  and funding its business, that are based  on management's beliefs and
assumptions, current expectations, estimates, and  projections.  Statements that
are  not  historical  facts, including, without limitation, statements which are
preceded  by,  followed  by,  or  include  the  words "believes," "anticipates,"
"plans,"  "expects,"  "may," "should" or similar expressions are forward-looking
statements.  Many  of  the  factors  that  will  determine  the Company's future
results  are  beyond  the  ability  of the Company to control or predict.  These
statements are subject to risks and uncertainties and, therefore, actual results
may  differ  materially.   All  subsequent  written   and  oral  forward-looking
statements  attributable  to  the  Company, or persons acting on its behalf, are
expressly  qualified  in  their  entirety  by  these cautionary statements.  The
Company  disclaims  any  obligation  to  update  any  forward-looking statements
whether  as  a  result  of  new  information,  future  events,  or  otherwise.

Important  factors  may  include,  but  are  not limited to: the risk of intense
competition  by  much  larger  companies, the inability of the Company to insure
adequate  capital  resources,  limited sources for inventory, as well as general
market conditions, labor and pricing, and other risks detailed from time to time
in  the  Company's  SEC reports, copies of which are available upon request from
the  Company.

                       QUARTERLY AND YEAR-TO-DATE RESULTS

Revenues  for the three months ended September 30, 2003, decreased by $1,262,330
or  59%  to  $875,619  from $2,137,949 for the corresponding period of the prior
year  due  primarily  to  sales  softness,  economic  conditions in the personal
computing  industry, competitive factors, pricing pressures, war issues, company
lay  offs,  the  closing or restructuring of six retail outlets, and unavailable
inventory.  For  the  nine  months  ended September 30, 2003, revenues decreased
$3,702,057,  or  51%,  to  $3,491,218  from  $7,193,275 due to the same reasons.

The  Company  experienced  a  decrease in the cost of sales for the three months
ended  September  30,  2003,  of $1,068,459 or a 61% decrease from $1,755,257 to
$686,798.  Management  attributes  the  decrease  in cost of sales for the three
months  ended  September  30,  2003, to the decrease in retail sales for reasons
previously  stated.  For  the nine months ended September 30, 2003 cost of sales
decreased  $3,025,720,  or  52%,  to  $2,846,886 from $5,872,606, due to reasons
previously  stated.

Selling  expenses  for  the  three months ended September 30, 2003, decreased by
$104,258  or  37%  to $177,663 from $281,921 for the corresponding period of the
prior year. The decrease is primarily attributable to a decrease in advertising,
outside  services,  and contract labor expenses, due to cost reduction measures.

                                        8

<PAGE>

Reduction  in  wages, rent, and utilities also contributed significantly to this
decrease,  primarily  due  to the closing or restructuring of six retail stores.
For  the  nine  months  ended  September  30,  2003,  selling expenses decreased
$301,492,  or  30%,  from  $991,046  to  $689,554,  due  principally to the same
reasons.

General  and  administrative  expenses  for the three months ended September 30,
2003,  decreased  by   $517,936  or  85%  to  $92,322  from   $610,258  for  the
corresponding  period  of  the  prior year.  A decrease in legal fees, telephone
costs,  and costs associated with the reduction of the workforce all contributed
to  the  decrease in general and administrative expenses for the quarter.  Also,
expense  for  stock issued for compensation and services during the three months
ended  September 30, 2002, in the amount of $350,000 was not incurred during the
three  months ended September 30, 2003.  For the nine months ended September 30,
2003, general and administrative costs decreased $622,757, or 64%, from $967,713
to  $344,956  due  to the same factors that impacted the quarter ended September
30,  2003.

For  the  three  months  ended September 30, 2003, the Company experienced a net
loss  of  $(93,747)  compared  to a net loss of $(527,332) for the corresponding
period of the prior year for reasons enumerated above. For the nine months ended
September  30,  2003, the Company experienced a net loss of $(424,740), compared
to  a  net loss of $(679,322) for the corresponding period of the previous year.
During  this  quarter,  the Company closed an underperforming retail location in
Killeen,  Texas.  This  closing  led  to a reduction in revenue, and any savings
associated  with  this  closing  was  realized  in  the  third  quarter of 2003.

Effective  August  22,  2003,  the  Company  entered   into  a  Resignation  and
Restructuring  Agreement  ("Agreement")  with  the  then Chief Executive Officer
("CEO")  and  the  entity  controlled  by the CEO, which had served as the major
supplier  of  the  Company.  Under  this  agreement,  the  CEO resigned from the
Company,  and  the  Subcontractor  Agreement  between  the Company and the major
supplier  was  terminated.  In  conjunction  with  this  agreement, the existing
promissory note of $338,272 issued from the Company to the CEO was replaced by a
new  promissory  note  due  February  1, 2005, with an interest rate of 8%, with
interest  payable  monthly  beginning  September  1, 2003.  Also, trade accounts
payable  owed by the Company in the amount of $414,516 to the major supplier was
converted  into a promissory note due February 1, 2005, with an interest rate of
7%,  with  interest  payable monthly beginning February 1, 2004.  As a result of
the  Agreement, the Company has established additional sources of inventory with
other  vendors.

During  the  previous year, management announced that the Company would continue
its  efforts  to  increase  sales through continued training of sales personnel,
providing  quality  products  and  continued emphasis on reducing overhead.  The
Company  has  made  progress in these areas and hopes to continue to do so.  The
aforementioned  changes  are  continuing examples of the Company's commitment to
attaining  and  sustaining  profitability.  The  Company  intends to continue an
aggressive  value  pricing strategy while evaluating our competition to maximize
profit  margins.

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<PAGE>


             FACTORS AFFECTING THE COMPANY'S BUSINESS AND PROSPECTS

There are numerous factors that affect the Company's business and the results of
its operations.  These factors include general economic and business conditions;
the  level  of  demand  for  the  Company's products and services; the level and
intensity  of  competition  in the technology industry and the pricing pressures
that have resulted; the ability of the Company to manage its inventory levels to
minimize  excess  inventory,  declining  inventory  values and obsolescence. The
Company  has  encountered   aggressive  competition  from  numerous  and  varied
competitors  in all areas of our business, and we compete primarily on the basis
of  technology,  performance,  price, quality, reliability, brand, distribution,
customer  service  and  support.

Further,  the  Company  may  have to continue to lower the prices of many of our
products,  services  and  support  to  stay  competitive, while at the same time
trying  to  maintain  or  improve  revenue  and  gross margins. Because of these
factors,  as  well  as  other  variables  affecting  our operating results, past
financial  performance  should  not be considered a reliable indicator of future
performance  and  any  investors  should not use historical trends to anticipate
results  or  trends  in  future  periods.


Item  3.  -  Controls  and  Procedures

As  of  the  end  of the period covered by this report, the Company conducted an
evaluation,  under  the  supervision and with the participation of the principal
executive  officer  and principal financial officer, of the Company's disclosure
controls  and  procedures (as defined in Rules 13a-14(c) and 15d-14(c) under the
Securities  Exchange  Act  of  1934   (the  "Exchange  Act")).   Based  on  this
evaluation,  the  principal  executive  officer  and principal financial officer
concluded that the Company's disclosure controls and procedures are effective to
ensure  that information required to be disclosed by the Company in reports that
it  files  or  submits under the Exchange Act is recorded, processed, summarized
and  reported  within  the  time  periods  specified  in Securities and Exchange
Commission  rules  and  forms.  There  was  no  change in the Company's internal
control  over  financial  reporting during the Company's most recently completed
fiscal  quarter  that  has  materially  affected,  or  is  reasonably  likely to
materially  affect,  the  Company's  internal  control over financial reporting.








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<PAGE>

PART  II  -  OTHER  INFORMATION


ITEM  6:  Exhibits  and  Reports  on  Form  8-K

(a)  Exhibits

     Exhibit  No.      Description  of  Exhibit
     31.1             Rule  13a-14(a)  Certification
     31.2             Rule  13a-14(a)  Certification
     32               Section  1350  Certification

(b)  Reports  on  Form  8-K

     Current  Report  on  Form  8-K  filed  on  September 3, 2003 related to the
resignation of Dyon Tang as member of the Board of Directors and Chief Executive
Officer  of  Cole  Computer  Corporation.


                                   SIGNATURES

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


                                            COLE  COMPUTER  CORPORATION
Date:  November  19,  2003

                                            By:/s/John  Ruth
                                               ---------------------------------
                                               John  Ruth
                                               President


















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