DDS Technologies USA, Inc. ( A development stage company) Balance Sheet January 31, 2003 Unaudited
ASSETS
Current Assets
	Cash	$ 120,344
	Prepaid expenses	9,177
	Total Current Assets	$ 129,521
Fixed Assets (net of accumulated depreciation of $107)		12,813
License		4,700,000
TOTAL ASSETS		$4,842,334
SHAREHOLDERS' EQUITY
Preferred stock-$.0001 par value; 1,000,000 Shares Authorized;
no shares issued and outstanding		$              -
Common Stock-$.0001 par value; 25,000,000 Shares authorized;
14,711,190 shares issued and outstanding		5,124,563
Deficit accumulated during the development stage		(282,229)
TOTAL SHAREHOLDERS' EQUITY		$4,842,334
The accompanying notes are an integral part of these financial statements

DDS Technologies USA, Inc. ( A Development stage company) Statements of Operations Period Ended January 31, 2003 Year Ended October 31, 2002 Unaudited
				Accum deficit
				during the
		January 31,	October 31,	Development
		2003	2002	Stage
Revenues		$              -	$            -	$              -
	Expenses
Professional services and fees		158,034	0	158,034
General and administrative expenses		56,196	67,999	124,195
	Total Expenses	$   214,230	$   67,999	$   282,229
	Net (loss)	$ (214,230)	$ (67,999)	$ (282,229)
Net (loss) per share-basic and diluted
Weighted average number of shares outstanding
during the period - diluted and undiluted		14,161,525	3,328,136
The accompanying notes are an integral part of these financial statements

DDS Technologies USA, Inc. ( A Development stage company) Statements of Cash Flows Period Ended January 31, 2003 Year Ended October 31, 2002 Unaudited
			Cash Flows
			during the
	January 31 2003	October 31,	Development
		2002	Stage
Cash Flows from operating activities
Net (loss)	$(214,230)	$ (67,999)	$ (282,229)
Acquisition of assets	(22,097)		(22,097)
Add back depreciation exp	107		107
Net cash (used) by operating activities	(236,220)	(67,999)	(304,219)
Cash flows from investing activities
Cash paid for license	(200,000)	(500,000)	(700,000)
Net cash (used)byinvesting activities	(200,000)	(500,000)	(700,000)
Cash flows from financing activities
Sale of common stock for cash	300,000	884,563	1,184,563
Acquisition of public shell		(60,000)	(60,000)
Net cash provided by financing activities	300,000	824,563	1,124,563
Net increase (decrease) in cash	(136,220)	256,564	120,344
Cash - beginning	256,564	0
Cash - Ending	120,344	256,564	120,344
Noncash investing activities
Common stock issued for license	500,000	3,500,000	4,000,000
The accompanying notes are an integral part of these financial statements

DDS Technologies USA, Inc. ( A Development stage company) Statements of Shareholders Equity Period Ended January 31, 2003 Year Ended October 31, 2002 Unaudited
			Common Stocks
					Accum deficit
					during the
					Development
			Shares	Amount	Stage
Balance October 31, 2002			13,711,525	$4,184,563	($67,999)
Stock sold for cash, net of costs			500,000	500,000
Stock issued for license			500,000	500,000
Acquisition of public shell				(60,000)
					(214,230)
Net (loss) for period ended January 31, 2002
Balance January 31, 2003			14,711,525	$5,124,563.00	($282,229)
The accompanying notes are an integral part of these financial statements
Weighted Avg Calculation:	shares O/S	# days		Wghtd shares
Date	13711525	90		1,234,037,250
11/15/02	200000	75		15,000,000
12/30/02	300000	60		18,000,000
1/15/03	500000	15		7,500,000
Total	14711525			1,274,537,250
				90
				14,161,525

Note 1. Summary of Significant Accounting Policies

Certain information and disclosures, normally included in financial statements prepared in

accordance with generally accepted accounting principles, have been condensed or omitted

in this Form 10-QSB in compliance with the Rules and Regulations of the Securities and

Exchange Commission. However, in the opinion of DDS Technologies USA, Inc. the

disclosures contained in this Form 10-QSB are adequate to make the information fairly

presented. See Form 10-KSB for the fiscal year ended October 31, 2002 for additional

information relevant to significant accounting policies followed by the company.

Item 2. Managements Discussion and Analysis of Financial condition and results of operation

DDS Technologies USA, Inc. is a development stage company, which, since inception has not

generated any revenues. The company has been engaged in the process of obtaining the

license rights and exclusive marketing rights for a dry disaggregation system for North America, Central America, The Caribbean (excluding Cuba), South America and Africa.

The Disaggregation Dry System (DDS) technology system is a unique patent-pending process

whereby fragments of organic and inorganic matter are "crushed to collision" enduring violent

accelerations and decelerations causing causing the disaggregation of the structure. This

technology and its end results are understood by the various food industries to have tremendous

value both economically and nutritionally. Management believes that the results obtained

utilizing the DDS technology is unattainable with any other currently available technology.

From inception through January 31, 2003 the company has accrued an accumulated

deficit of approximately $282,000. We anticipate that losses from operations will continue

for at least the next two quarters primarily due to the relative long sales cycle and significant

due diligence and testing on the part of the customers. We have marketed our technology to

various large US and Latin American companies and anticipate the some contracts may be

signed soon. However there can be no assurance that the DDS technology will achieve

market acceptance or that sufficient revenues will be generated to allow us to operate profitably.

To date, the company has relied on management's ability to raise capital through equity

private placement financing to fund its operations and believes it has the ability to continue

to raise additional capital if needed for ongoing operations for the remainder of the fiscal year.

However, without the raising of additional capital, management believes that it would unlikely

continue to operate as a going concern.