First Auto 10QSB/A 2004 Q1 Quarterly report (small business) (amended)

United States

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-QSB/A

[X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(D)

OF THE SECURITIES EXCHANGE ACT OF 1934

For the FIRST Quarterly Period endedMay 31, 2002

Commission File Number: 000-31759

First Auto, Inc.

Nevada	88-0423037
(Jurisdiction of Incorporation)	(I.R.S. Employer Identification No.)
3131 Southwest Freeway, Number 46, Houston TX	77098
(Address of principal executive offices)	(Zip Code)
949-487-7295
Registrant's telephone number, including area code

As ofMay 31, 2002, and February 15, 2003,the number of shares outstandingof the Registrant's Common Stock was8,281,500.

Transitional Small Business Disclosure Format (check one): yes [ ] no [X]

This amendment is being made to change the financial statements table of contents. Previously filed the table of contents showed there was an Auditors Report. This was not placed in the filing as they are unaudited financials. The correct format is herein complete.

PART I: FINANCIAL INFORMATION

Item 1. Financial Statements.

The financial statements, for the three months ended May 31, 2003, included herein have been prepared by the Company, without audit pursuant to the rules and regulations of the Securities and Exchange Commission. Certain information and footnotes disclosure normally included in financial statements prepared in accordance with generally accepted accounting principles have been condensed or omitted pursuant to such rules and regulations, although the Company believes that the disclosures are adequate to make the information not misleading.

The Remainder of this Page is Intentionally left Blank

FIRST AUTO, INC.

(A Development Stage Company)

FINANCIAL STATEMENTS

May 31, 2003 and 2002

C O N T E N T S

Balance Sheets

Statements of Operations

Statements of Stockholders’ Equity

Statements of Cash Flows

Notes to the Financial Statements

FIRST AUTO, INC.

(A Development Stage Company)

Balance Sheets

		May 31,			February 28,
		2003			2003
		(Unaudited)
ASSETS
CURRENT ASSETS
Cash	$	591		$	601
Total Current Assets		591			601
TOTAL ASSETS	$	591		$	601
LIABILITIES AND STOCKHOLDERS’ EQUITY
CURRENT LIABILITIES
Accounts payable - related party	$	162,544		$	144,539
Note payable - related party		1,700			1,700
Total Current Liabilities		164,244			146,239
STOCKHOLDERS’ EQUITY
Common stock, par value $0.001; 100,000,000
shares authorized, 8,281,500 shares
issued and outstanding		8,282			8,282
Additional paid-in capital		145,035			145,035
Deficit accumulated during the development stage		(316,970	)		(298,955	)
Total Stockholders’ Equity		(163,653	)		(145,638	)
TOTAL LIABILITIES AND STOCKHOLDERS’ EQUITY	$	591		$	601

      The accompanying notes are an integral part of the financial statements.

FIRST AUTO, INC.

(A Development Stage Company)

Statements of Operations

(Unaudited)

								From
								Inception on
								March 24,
	For the three months Ended							1999 to
	May 31,							May 31,
		2003			2002			2003
REVENUE	$	-		$	-		$	20,000
EXPENSES
General and administrative		18,015			6,260			336,970
NET INCOME (LOSS	$	(18,015	)	$	(6,260	)	$	(316,970	)
NET INCOME (LOSS) PER SHARE	$	(0.00	)	$	(0.00	)	$	(0.03	)
WEIGHTED AVERAGE SHARES
OUTSTANDING		8,281,500			8,281,500			8,091,312

                The accompanying notes are an integral part of the financial statements.

FIRST AUTO, INC.

(A Development Stage Company)

Statements of Cash Flows

(Unaudited)

								From
								Inception on
								March 24,
	For the three months Ended							1999 to
	May 31,							May 31,
		2003			2002			2003
CASH FLOWS USED BY OPERATIONS
Net loss	$	(18,015	)	$	(6,260	)	$	(316,970	)
Adjustment to reconcile net loss to
net cash used by operations:
Stock issued for services		-			-			36,817
Increase in payables - related party		18,005			6,260			162,544
Net Cash Flows Used in Operating
Activities		(10	)		-			(117,609	)
CASH FLOW USED FOR INVESTING
ACTIVITIES		-			-			-
CASH FLOWS FROM FINANCING
ACTIVITIES
Proceeds from note payable		-			-			1,700
Shares issued for cash		-			-			116,500
Net Cash Flows from Financing
Activities		-			-			118,200
INCREASE (DECREASE) IN CASH		(10	)		-			591
CASH - BEGINNING OF PERIOD		601			607			-
CASH - END OF PERIOD	$	591		$	607		$	591
SUPPLEMENTAL CASH FLOW INFORMATION:
Cash Paid for:
Interest	$	-		$	-		$	-
Taxes	$	-		$	-		$	-

Non-Cash Financing Activities:

The Company issued 6,816,500 shares of common stock for organization costs. These costs were valued at $6,817 and expensed in 1999.

The Company issued 300,0000 shares of common stock for services. These services were valued at $30,000 and expensed in September 2001.

The accompanying notes are an integral part of the financial statements.

FIRST AUTO, INC.

(A Development Stage Company)

Notes to Financial Statements

May 31, 2003 and 2002

(Unaudited)

Versatech, Inc. and Subsidiaries (the Company) has elected to omit substantially all footnotes to the financial statements for the three months ended May 31, 2003 since there have been no material changes (other than indicated in other footnotes) to the information previously reported by the Company in their Annual Report filed on Form 10-KSB for the fiscal year ended December 31, 2002.

UNAUDITED INFORMATION

The information furnished herein was taken from the books and records of the Company without audit. However, such information reflects all adjustments which are, in the opinion of management, necessary to properly reflect the results of the interim period presented. The information presented is not necessarily indicative of the results from operations expected for the full fiscal year.

Item 2. Discussion and Analysis or Plan of Operation.

(a) Plan of Operation.Our Plan of Operation and Financial requirements are unchanged from our previous Quarterly Report, except that current market and economic conditions have resulted in a period of delay, in start-up.

There is no assurance that our funding plans will be realized or that our requirements will be met. If we are not able to achieve this requirement, we may not be able to become or continue as a going concern. In this connection we refer to Note 2 of our previous audited financial statements: "The accompanying financial statements have been prepared assuming that the Company will continue as a going concern. The Company is dependent upon raising capital to continue operations. The financial statements do not include any adjustments that might result from the outcome of this uncertainty. It is management's plan to raise capital in order to define their operations, thus creating operating revenues." We further refer to Note 3: "The Company is a development stage co mpany as defined in Financial Accounting Standards Board Statement 7. It is concentrating substantially all its efforts in raising capital and developing its business operations in order to generate significant revenues.

We do not anticipate any contingency upon which we would voluntarily cease filing reports with the SEC, even though we may cease to be required to do so. It is in our compelling interest to report our affairs quarterly, annually and currently, as the case may be, generally to provide accessible public information to interested parties, and also specifically to maintain its qualification for the OTCBB, if and when the Issuer's intended application for submission be effective.

(2)Summary of Product Research and Development.None.

(3)Expected purchase or sale of plant and significant equipment.None.

(4)Expected significant change in the number of employees.None for the present. Following launch of operations, we would expect to require a staff of employees. The number required would grow as our operations might grow.

(b) Discussion and Analysis of Financial Condition and Results of Operations.We have enjoyed no revenues during the periods covered by this report, or in the correstponding period of the previous year.

(c) Future Prospects.We have disclosed an ambitious business plan. There can be no assurance that our plan will succeed in whole or in part. We may not be able to achieve our funding requirements. Even if substantial funding proves available, there is no assurance that our business will prove competitive or profitable. Our business may fail for any number of possible unforeseen contingencies. Start-up ventures such as ours are inherently speculative and fraught with risks of business failure. While management believes that its plan contains the strategy for success, the road to failure is filled with good intentions and missed opportunities. Caution must be expressed at this early stage of our development, tha t we may be disappointed in our expectations.

PART II: OTHER INFORMATION

Item 1. Legal Proceedings. None

Item 2. Change in Securities. None

Item 3. Defaults Upon Senior Securities. None

Item 4. Submission of Matters to Vote of Security Holders. None

Item 5. Other Information. None

Item 6. Exhibits and Reports on Form 8-K. Ceritification(s) Pursuant to 18 USC Section 1350

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, this Form 10-Q Report for the Quarter ended May 31, 2003, has been signed below by the following person on behalf of the Registrant and in the capacity and on the date indicated.

Dated: July 15, 2002

First Auto, Inc.

by

J. Dan Sifford

J. Dan Sifford

President/Director

CERTIFICATION PURSUANT TO 18 U.S.C. SECTION 1350,

AS ADOPTED PURSUANT TO SECTION 906 OF THE

SARBANES-OXLEY ACT OF 2002

CERTIFICATION OF SOLE OFFICER

In connection with the Quarterly Report ofFirst Auto, Inc.aNevadacorporation (the "Company"), on 10-KSB for theFebruary 28, 2003as filed with the Securities and Exchange Commission (the "Report"), I,Dan Sifford,Chief Operating Officer of the Company, certify, pursuant to 906 of the Sarbanes-Oxley Act of 2002 (18 U.S.C. 1350), that to my knowledge:

(1) The Report fully complies with the requirements of section 13(a) or 15(d) of the Securities Exchange Act of 1934; and

(2) The information contained in the Report fairly presents, in all material respects, the financial condition and result of operations of the Company.

/s/ Dan Sifford

Dan Sifford

Chief Operating Officer

July 15, 2003

Certification

Section 302 of the

Sarbanes Oxley Act of 2002

CERTIFICATIONS Pursuant to Section 302

I,Dan Siffordcertify that:

1. I have reviewed this annual report on Form10-KSBofFirst Auto, Inc.;

2. Based on my knowledge, this annual 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 annual report;

3. Based on my knowledge, the financial statements, and other financial information included in this annual 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 annual 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 annual 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 annual report (the "Evaluation Date"); and

c) presented in this annual 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 annual report whether 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: July 15, 2003

/s/Dan Sifford

Dan Sifford

Sole Officer / Director