U.S. SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D. C. 20549

                                  FORM 10-QSB/A


(Mark One)

[X]         Quarterly report under Section 13 or 15(d) of the Securities
            Exchange Act of 1934.

For the quarterly period ended December 31, 2002

[ ]         Transition report under Section 13 or 15(d) of the Exchange Act

Commission file number: 0-22242


                        BOUNCEBACKTECHNOLOGIES.COM, INC.
        (Exact Name of Small Business Issuer as Specified in Its Charter)

                    Minnesota                                 41-0950482
                    ---------                                 ----------
         (State or Other Jurisdiction of                   (I.R.S. Employer
         Incorporation or Organization)                   Identification No.)

                             707 Bienville Boulevard
                      Ocean Springs, Mississippi 39564-2842
                      -------------------------------------
                    (Address of Principal Executive Offices)

                    Issuer's Telephone Number: (228) 872-5558
                                               --------------


         As of February 1, 2003,  11,416,507  shares of Common Stock,  $0.01 par
value, of the Company were outstanding.





         This amendment (the "Amendment")  amends the Company's Quarterly Report
on Form 10-QSB for the quarter ended December 31, 2002 filed March 20, 2003 (the
"Original  Report").  The  Amendment  is  being  made to  modify  the  Company's
disclosure  under Item 5 of the Original  Report with respect to the resignation
of  the  Company's  independent  accountant,  in  accordance  with  Item  304 of
Regulation S-B of the Securities Exchange Act of 1934.


         Item 5.  Other Information.

                  Given the  financial  condition  of the  Company,  the Company
could not afford to retain its  independent  accountant  to audit the  Company's
financial  statements  for the fiscal year ended  September  30,  2002  ("Annual
Financial  Statements") or to review the Company's financial  statements for the
three-month period ended December 31, 2002 ("Quarterly  Financial  Statements").
The Company's  independent  auditor,  therefore,  was not retained to perform an
audit of the Company's  Annual  Financial  Statements or to review the Quarterly
Financial Statements.

                  As a result,  the Company's  independent  accountant  resigned
effective February 18, 2003,  indicating that he had no reason to remain auditor
of record.

                  As indicated above,  our independent  accountant did not audit
the Annual  Financial  Statements,  and  therefore did not prepare any report on
such financial statements.  The independent accountant's report on the financial
statements  for the  Company's  fiscal  year ended  September  31,  2001 did not
contain any adverse  opinion or disclaimer of opinion and was not modified as to
uncertainty, audit scope or accounting principles.

                  The  decision  to resign  was solely  that of the  independent
accountant and was not  recommended  by the Company's  board of directors or its
audit committee.

                  There  were  no  disagreements  with  the  former  independent
accountant  on any  matter of  accounting  principles  or  practices,  financial
statement  disclosure  or  auditing  scope  or  procedure  with  respect  to the
Company's financial statements.

                  As  soon  as  practicable  after  the  receipt  of  sufficient
funding,  the Company intends to engage a new independent  accountant to perform
an  audit  on the  Annual  Financial  Statements  and to  review  the  Quarterly
Financial Statements.

                  On March 21, 2003, the Company provided its former independent
accountant  with a copy of the  foregoing  disclosure  and  requested the former
independent  accountant  to furnish a letter  addressed  to the  Securities  and
Exchange Commission stating whether it agrees with the foregoing statements and,
if not,  stating the  respects  in which it does not agree.  The Company has not
received a copy of this letter,  but will file a copy of such letter  within two
business days of receipt.


         Item 6.  Exhibits and Reports on Form 8-K.

           99.1*    Letter from Ciro E. Adams, CPA, dated ____________, 2003.


* To be filed by amendment within two business days of receipt by the Company.

                                       2



                                   SIGNATURES

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

                                     BOUNCBACKTECHNOLOGIES.COM, INC.

April 9, 2003                        __________________________________________
                                     John J. Pilger,
                                     Chief Executive Officer