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 MARCH 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: 00010260507


                                DCM ENTERPRISES, INC
                (Exact name of Company as specified in its charter)


                Nevada                                    95-4643533
   (State or jurisdiction of incorporation         ( I.R.S. Employer
         or organization)                         Identification No.)

8635 W. Sahara #433, Las Vegas, Nevada                            89119
(Address of principal executive offices)                      (Zip Code)


                      Company's telephone number:  (702) 940-0080

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

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

     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           No    X     .

     As of March 31, 2003, the Company had 26,065,965 shares of common
stock issued and outstanding.

                                TABLE OF CONTENTS

                                                                     PAGE

PART I - FINANCIAL INFORMATION

ITEM 1.  FINANCIAL STATEMENTS

     CONSOLIDATED BALANCE SHEETS
     AS OF MARCH 31,2003 AND DECEMBER 31, 2002                          3

     CONSOLIDATED STATEMENT OF OPERATIONS
     FOR THE THREE MONTHS  ENDED
     MARCH 31, 2003 AND MARCH 31, 2002                                  4

     CONSOLIDATED STATEMENT OF CASH FLOWS
     FOR THE  THREE  MONTHS ENDED
     MARCH  31, 2003 AND MARCH 31, 2002                                 5

     NOTES TO FINANCIAL STATEMENTS                                      6

ITEM 2.  MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
CONDITION AND RESULTS OF OPERATIONS                                     9

ITEM 3.  QUANTITATIVE AND QUALITATIVE DISCLOSURES
ABOUT MARKET RISK                                                      10

ITEM 4.  CONTROLS AND PROCEDURES                                       10

PART II - OTHER INFORMATION

ITEM 1.  LEGAL PROCEEDINGS                                             10

ITEM 2.  CHANGES IN SECURITIES AND USE OF PROCEEDS                     10

ITEM 3.  DEFAULTS UPON SENIOR SECURITIES                               11

ITEM 4.  SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS           11

ITEM 5.  OTHER INFORMATION                                             11

ITEM 6.  EXHIBITS AND REPORTS ON FORM 8-K                              11

SIGNATURE                                                              12

PART I.

ITEM 1.  FINANCIAL STATEMENTS.

                              DCM ENTERPRISES, INC.
                                 Balance Sheet

                                   UNAUDITED

                                                 March 31        December 31
                                                   2003             2002
ASSETS

CURRENT ASSETS
Cash and cash equivalents                       $        0      $           0
Accounts Receivable                                      0                  0
Inventories                                              0                  0
Total current assets                                     0                  0

FIXED ASSETS
Computers                                           18,841            18,841
Furniture and Equipment                             12,129            12,129
Accumulated Depreciation                           (23,810)          (21,260)
Total fixed assets                                   7,160             9,710
Total Assets                                         7,160             9,710

                         LIABILITIES AND SHAREHOLDERS' EQUITY

CURRENT LIABILITIES
Accounts Payable                                         0                 0
Total Current Liabilities                                0                 0
Long Term Debt                                           0                 0
Total Long Term Debt                                     0                 0
Total liabilities                                        0                 0

SHAREHOLDERS' EQUITY
Common shares, $.001 per value, 200,000,000 shares
authorized                                          26,066            26,066
Issued and outstanding as of March
30 2003 and Dec. 31 2002
respectively  26,065,965 and
26,065,965 shares Paid-in capital                  149,937           149,937
Retained Earnings                                 (168,843)         (166,293)
Total shareholders' equity                           7,160             9,710
Total Liabilities & Equity                           7,160             9,710

 The accompanying notes are an integral part of these financial statements

                                    DCM ENTERPRISES, INC
                                   Statement of Operations

                                          UNAUDITED

                                                     March 31     December 31
                                                        2003         2002

REVENUES:                                                    0              0
Total Revenues                                               0              0

OPERATING COSTS AND EXPENSES:
General and administrative expenses                          0        121,736
Accumulated Depreciation                                 2,550          5,100
Total operating expenses                                     0        126,836
Income (Loss) from operations                           (2,550)      (126,836)
TOTAL NET LOSS:                                         (2,550)      (126,836)

Dilutive net loss per common share based upon              NIL            NIL
26,065,965 and 26,065,965 shares issued and
outstanding as of March 31, 2003 and Dec. 31, 2002
respectively.

The accompanying notes are an integral part of these financial statements

                                     DCM ENTERPRISES, INC
                                   Statement of Cash Flows

                                           UNAUDITED

                                                      March 31     December 31
                                                         2003          2002

OPERATING ACTIVITIES
Net Income (loss)                                       (2,500)       (126,836)
Cash (used in) provided by operating activities
Depreciation                                             2,500           5,100
Changes in operating assets and liabilities:
Accounts receivable                                          0               0
Inventories                                                  0               0
Prepaid expenses and other                                   0               0
Accounts payable                                             0               0
Other                                                        0          (1,665)
Net cash provided by operating activities                    0        (123,401)

INVESTING ACTIVITIES
Purchase of Property and equipment
Net cash used in investing activities                        0               0

FINANCING ACTIVITIES
Paid in Capital                                              0         142,156
Issuance of common stock                                     0         (23,613)
Stock Reverse 3 for 1                                                   (4,908)
Net cash provided by financing activities                    0         113,635
Net increase (decrease) in cash and cash equivalents         0          (9,766)
Beginning of period                                          0           9,766
End of period                                                0               0

The accompanying notes are an integral part of these financial statements

                                  DCM ENTERPRISES, INC
                             Notes to Financial Statements

Note 1  Summary of significant Accounting Policies

This summary of significant accounting policies of DCM
Enterprises, Inc. (the Company) is presented to assist in
understanding the Company's financial statements.  The
financial statements and notes are representations of the
Company's management, which is responsible for their
integrity and objectivity.  These accounting policies
conform to generally accepted accounting principles and have
been consistently applied in the preparation of the
financial statements.

(a)  Organization and Business Activities

The Company was incorporated under the laws of the
State of Nevada on September 30, 1996.  The main
business activity of "The Company " is a management and
investment holding company. In June of 2002 the Company
acquired Ace Optics for $2,000,000 (2,000,000 shares)
of Company stock.

Ace Optic began operations as Sunglasscentral.com in
1997 being one of the first large scale retail sunglass
websites on the Internet.  Ace Optics received over
120,000 unique visitors per month producing sunglass
revenues in excess of 60,000 per month. Ace Optics
represented over 35 different prescriptions and non-
prescription eyewear manufactures. Ace Optics operated
a storefront in Mississippi, and sold its products over
the Internet until it ceased operations in October 2002.

In June 2002 Ace Optics started a colligate line of
Sunglasses and was in the process of obtaining
approvals from the Colleges and Universities to
distribute these products.

In August 2002, Mr. Whitley demanded the issuance of
550,000 shares of restricted CRT stock and 50,000
shares of free trading CRT stock. This request was
rejected. Mr. Whitley then in October 2002, of his own
volition ceased the operation of Ace Optics and refused
to turn over the books, records, inventory and
equipment that belong to the Company. His actions have
caused the principal business of the Company to cease
operations. Mr. Whitley's refusal to turn over the
books and records prevented the Company from the
documentation necessary to file an accurate financial
report for this quarter. The Company at this time does
not have a viable business and is no longer a going
concern. The Company has filed suit against Mr.
Whitley, seeking the return of all items in his
possession and or control that belong to the Company.

A revised 10 Q will be filed once the information is
obtained from Mr. Whitley or through direct
documentation from suppliers; credit card companies the
banks and others.

(b)  Annual Year

The Company operates on a December 31st annual year-end.

(c)  Basis of Accounting

The accompanying financial statements have been
prepared on the accrual basis of  accounting in accordance with generally
accepted accounting principles.

(d)  Net earning (loss) per share

Basic and diluted net loss per share information is
presented under the requirements of SFAS No. 128,
Earnings per Share. Basic net loss per share is
computed by dividing net loss by the weighted average
number of shares of common stock outstanding for the
period, less shares subject to repurchase.

Diluted net loss per share reflects the potential
dilution of securities by adding other common stock
equivalents, including stock options, shares subject to
repurchase, warrants and convertible preferred stock,
in the weighted-average number of common shares
outstanding for a period, if dilutive. Allotentially
dilutive securities have been excluded from
computation, as their effect is anti-dilutive.

(e)  Fair Value of Financial Instruments

The carrying amount of advances for shareholders is
considered to be representative of its respective fair
value because of the short-term nature of these
financial instruments.

(f)  Income Taxes

The Company accounts for income taxes under SFAS No.
109, which requires the asset and liability approach to
accounting for income taxes. Under this method,
deferred tax assets and liabilities are measured based
on differences between financial reporting and tax
bases of assets and liabilities measured using enacted
tax rates and laws that are expected to be in effect
when differences are expected to reverse

(g)  Cash and Cash Equivalents

For purposes of the statement of cash flows, the
Company considered all cash and other highly liquid
investments with initial maturities of three months or
less to be cash equivalents.

(g)  Estimates

The preparation of financial statements in conformity
with generally accepted accounting principles requires
management to make estimates and assumptions that
affect certain reported amounts and disclosures.
Accordingly, actual results could differ from those estimates.

(h)  Subsequent Events

In December of 2002 the Company entered into a
Collateral Loan Agreement (the "Loan Agreement") with
Mercatus Partners Limited, a UK corporation (Mercatus),
pursuant to which Mercatus has agreed to provide the
Company with loans in an amount of up to 20% of the
Final Market Value (as such term is defined in the Loan
Agreement) of certain restricted shares of our
preferred stock were issued by the Company in the name
of Mercatus to secure the obligations under the loans
(the "Stock"). The loans are payable to the Company
within 10 days of delivery of the Stock and related
loan documents.

Loans under the Loan Agreement are evidenced by the
promissory Notes payable to Mercatus and are secured by
the 20,000,000 Shares of Common Stock. The interest
rate on the loans will be set at 5.5%.

Except as otherwise provided in the Loan Agreement, the
Stock shall be held as collateral by Mercatus at all
times there remains principal or interest owing to
Mercatus under the promissory notes. Other than as
specifically set forth in the Loan Agreement, the Stock
may not be sold, hypothecated, assigned, transferred,
or otherwise encumbered. In the event of a default
under the Loan Agreement, however, Mercatus may
thereafter sell, assign, hypothecate or otherwise
dispose of the Stock. Under such circumstances,
Mercatus assumes no responsibility for the amount of
proceeds it may receive upon such disposition of the
Stock. Any proceeds received by Mercatus in excess of
the default amount plus reasonable attorney's fees, if
any, and related costs of disposition will be returned
to the Company. In the event of a default by the
Company, the Company has further agreed to take all
reasonable steps to register the Stock for resale by
Mercatus. A default by the Company under the Loan
Agreement can be expected to have a materially adverse
effect on the price of the Company's common stock.

The initial term of the loan is 5 years, with interest-
only payments for the first year of the loan. Upon
payment in full of all interest and principal due under
the loan, the Stock will be returned to us for
cancellation. During the term of the loan Mercatus will
provide a voting proxy with respect to the Stock to a
person designated by the Company. In the event of a
default however, the proxy shall be deemed null and void.

In connection with the Loan Agreement, in December
2002 the Company delivered 20,000,000 shares of
restricted common stock to Mercatus. The Company
expects delivery of the funds by April 30, 2003.

The maximum loan amount would be $9,000,000 with
approximate net proceeds of  $7,900,000.

Note 2  Capital Stock Transactions:

The authorized capital common stock is 200,000,000 shares of
common stock at $.001 par value. The Company has issued
26,065,965 of common stock.

Before the end of the year the following Stock Issuance occurred:

In December the Company issued the following shares;

20,000,000 shares of restricted as per rule 144 for
collateral of the loan as per agreement for the loan from
Mercatus & Partners LTD (see Note 1 (h) above for details),
if the transaction doesn't close the issued shares will be
returned to the treasury.

1,612,337 shares of restricted shares as per rule 144 were
issued as part of the loan fees for the Mercatus & Partners
loan transaction listed. These shares will be returned to
the treasury if the loan does not close.

In July after the date of the stock reverse 2,000,000 shares
were issued for the acquisition of Ace Optics from Internet
Business's International this increased the number of issued
shares to 4,453,628.

The Company issued  $300,000 worth of stock based upon a
value of $8.00 per share to settle the judgment against the
Company. These shares were issued post-stock reverse.

In July of 2002 a Stock Reverse of three shares for one
share reverse became effective. This reduced the issued and
outstanding to 2,453,628.

Note 3  Going Concern:

The accompanying financial statements have been prepared in
conformity with generally accepted accounting principles; at
present the Company is not a going concern.

The Company is currently reviewing different candidates for
acquisition. If the Company is unable to acquire a viable
business for acquisition it is doubtful that the company
will continue in existence.

Note 4  Legal Proceedings

The Company filed a complaint against Wade Whitely captioned
"CRT vs. Whitley" in Federal District Court of Nevada, for
Conversion, Fraud, Conspiracy, Defamations, Unjust
Enrichment, and Equitable Accountings. In August 2002, Mr.
Whitley demanded the issuance of 550,000 shares of
restricted CRT stock and 50,000 shares of free trading CRT
stock. This request was rejected. Mr. Whitley then in
October 2002, of his own volition ceased the operation of
Ace Optics and refused to turn over the books, records,
inventory and equipment that belong to the Company. His
actions have caused the principal business of the Company to
cease operations. Mr. Whitley's refusal to turn over the
books and records prohibits the Company from the
documentation necessary to file an accurate financial report
for this quarter. The Company at this time does not have a
viable business and is no longer a going concern.  This suit
was filed before was filed before the Company changed its name.

The Company was one of seven defendants in a lawsuit in that
judgment was rendered against the defendants in the amount
of $10,036,701.00.  The Company has settled this action and
issued $300,000 worth of Company restricted stock as per
rule 144. The Plaintiffs therefore have filed a satisfaction
of judgment and a full release of Company.

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

The following discussion should be read in conjunction with the
financial statements of the Company and notes thereto contained
elsewhere in this report.

Results of Operations - Comparison of Quarter Ended March 31, 2003 to
Quarter 31, 2002.

The Company current is not in operation therefore a comparison cannot be
done.

Liquidity and Capital Resources.

The Company currently does not have a source for liquidity or possess
capital resources.

Capital Expenditures.

There were no capital expenditures this quarter ended  March 31, 2003.

Forward Looking Statements.

The foregoing Management's Discussion and Analysis of Financial
Condition and Results of Operations 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, including statements regarding, among other items, the
Company's business strategies, continued growth in the Company's
markets, projections, and anticipated trends in the Company's business
and the industry in which it operates.  The words "believe", "expect",
"anticipate", "intends", "forecast", "project", and similar
expressions identify forward-looking statements.  These forward-
looking statements are based largely on the Company's expectations and
are subject to a number of risks and uncertainties, certain of which
are beyond the Company's control.  The Company cautions that these
statements are further qualified by important factors that could cause
actual results to differ materially from those in the forward looking
statements, including, among others, the following: reduced or lack of
increase in demand for the Company's products, competitive pricing
pressures, changes in the market price of ingredients used in the
Company's products and the level of expenses incurred in the Company's
operations.  In light of these risks and uncertainties, there can be
no assurance that the forward-looking information contained herein
will in fact transpire or prove to be accurate.  The Company disclaims
any intent or obligation to update "forward looking statements."

ITEM 3.  QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

Not applicable.

ITEM 4. CONTROLS AND PROCEDURES

(a)  Evaluation of disclosure controls and procedures.

Within the 90 days prior to March 31, 2003, the Registrant carried out
an evaluation of the effectiveness of the design and operation of its
disclosure controls and procedures pursuant to Rule 13a-14 under the
Securities Exchange Act of 1934 ("Exchange Act"). This evaluation was
done under the supervision and with the participation of the
Registrant's Chief Executive Officer and Chief Financial officer.
Based upon that and procedures are effective in gathering, analyzing
and disclosing information needed to satisfy the Registrant's
disclosure obligations under the Exchange Act.

(b)  Changes in internal controls.

There were no significant changes in the Registrant's internal
controls or in its factors that could significantly affect those
controls since the most recent evaluation of such controls.

PART II.

ITEM 1.  LEGAL PROCEEDINGS.

CRT Corporation was one of seven defendants in a lawsuit that judgment
was rendered against the defendants in the amount of $10,036,701.00.
CRT made an offer to settle their portion of the claim with the
issuance of $300,000 worth of rule 144 CRT stock based upon a agreed
value of $8.00 per share, which was accepted by the Plaintiffs. The
Plaintiffs have received the their stock and a release will be filed
before the end of this year 2002.

CRT Corporation has filed a complaint against Wade Whitely captioned
CRT vs. Whitley in Federal District Court of Nevada, for Conversion,
Fraud, Conspiracy, Defamations, Unjust Enrichment, and Equitable
Accountings. In August 2002, Mr. Whitley demanded the issuance of
550,000 shares of restricted CRT stock and 50,000 shares of free
trading CRT stock. This request was rejected. Mr. Whitley then in
October 2002, of his own volition ceased the operation of Ace Optics
and refused to turn over the books, records, inventory and equipment
that belong to the Company. His actions have caused the principal
business of the Company to cease operations. Mr. Whitley's refusal to
turn over the books and records prohibits the Company from the
documentation necessary to file an accurate financial report for this
quarter. The Company at this time does not have a viable business and
is no longer a going concern.

ITEM 2.  CHANGES IN SECURITIES AND USE OF PROCEEDS.

There were none during this quarter.

ITEM 3.  DEFAULTS UPON SENIOR SECURITIES.

Not Applicable.

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

None.

ITEM 5.  OTHER INFORMATION.

During the quarter ended September 30, 2002, Mr. Whitley was removed
from the Board of Directors for the Corporation and an interim Board
installed until the next Stock Holders meeting.

On December  2002  the Company entered into a Collateral Loan
Agreement (the "Loan Agreement") with Mercatus Partners Limited, a UK
corporation (Mercatus), pursuant to which Mercatus has agreed to
provide a with loan in an amount of up to 20% of the Final Market
Value (as such term is defined in the Loan Agreement) of certain
restricted shares of our common stock issued by us in the name of
Mercatus to secure our obligations under the loans (the "Stock"). The
loans are payable to us within 10 days of delivery of the Stock and
related loan documents.

Loans under the Loan Agreement are evidenced by a  promissory Notes
payable to Mercatus and are secured by the Stock. The interest rate on
the loans will be set at 5.5%.

Except as otherwise provided in the Loan Agreement, the Stock shall be
held as collateral by Mercatus at all times there remains principal or
interest owing to Mercatus under the promissory notes. Other than as
specifically set forth in the Loan Agreement, the Stock may not be
sold, hypothecated, assigned, transferred, or otherwise encumbered. In
the event we default under the Loan Agreement, however, Mercatus may
thereafter sell, assign, hypothecate or otherwise dispose of the
Stock. Under such circumstances, Mercatus assumes no responsibility
for the amount of proceeds it may receive upon such disposition of the
Stock. Any proceeds received by Mercatus in excess of the default
amount plus reasonable attorney's fees, if any, and related costs of
disposition will be returned to us. In the event of a default by us,
we have further agreed to take all reasonable steps to register the
Stock for resale by Mercatus. A default by us under the Loan Agreement
can be expected to have a materially adverse effect on the price of
our common stock.

The initial term of the loan is 5 years, with interest-only payments
for the first year of the loan. Upon payment in full of all interest
and principal due under the loan, the Stock will be returned to us for
cancellation. During the term of the loan Mercatus will provide a
voting proxy with respect to the Stock to a person designated by us.
In the event of a default however, the proxy shall be deemed null and void.

In connection with the Loan Agreement, on February 12 we delivered
20,000,000 shares of our restricted common stock to Mercatus. We
expect delivery of the funds by February 28th, 2003. If the funds are
not received by the aforementioned date, we intend to terminate the
Loan Agreement and obtain the return of the Stock. Upon return, the
Stock will be cancelled and returned to the status of authorized but
un-issued shares.

ITEM 6.  EXHIBITS AND REPORTS ON FORM 8-K.

Exhibits.

Exhibits included or incorporated by reference herein: See Exhibit Index.

Reports on Form 8-K.

None.

                                  SIGNATURES

     Pursuant to the requirements of Section 13 or 15(d) of the
Securities Exchange Act of 1934, the Company has duly caused this
report to be signed on its behalf by the undersigned, thereunto duly
authorized.

                                       DCM ENTERPRISES, INC



Dated:  May 14, 2003                  By: /s/ Albert Reda
                                      Albert Reda  CEO

     Pursuant to the requirements of the Securities Exchange Act of 1934,
this report has been signed below by the following persons on behalf
of the registrant and in the capacities and on the date indicated.

Signature                   Title                           Date

By: /s/ Albert Reda     Chief Executive Officer          May 14, 2003
Albert Reda             Chief Financial Officer
                        Director

By: /s/ Matt Sebal      President                        May 14, 2003
Matt Sebal              Director

                              CERTIFICATIONS

I, Albert Reda, certify that:

1. I have reviewed this quarterly report on Form 10QSB of DCM
Enterprises, 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 officer and I am 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 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: May 14, 2003                     by: /s/ Albert R. Reda
                                       Albert R. Reda,
                                       Chief Executive Officer

                                  CERTIFICATIONS

I, Albert Reda, certify that:

1. I have reviewed this quarterly report on Form 10QSB of DCM
Enterprises, 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 officer and I am 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 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: May 14, 2003                     by: /s/ Albert R. Reda
                                       Albert R. Reda,
                                       Chief Financial  Officer