SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, DC 20549

                                  FORM 10-QSB
                  Quarterly Report under Section 13 or 15(d)
                    Of the Securities Exchange Act of 1934
                For the quarterly period ended January 31, 2004

                             BANNER HOLDING CORP.
                (Name of Small Business Issuer in its charter)

                                   000-29707
                            Commission File Number

                                    FLORIDA
        (State or other jurisdiction of incorporation or organization)

                                  65-0826508
                     (I.R.S. Employer Identification No.)

                                   18 NE 53
                               Oklahoma City, OK
                   (Address of principal executive offices)

                                     73105
                                  (Zip Code)

                   Issuer's telephone number: (405)684-2866
                       --------------------------------
    Check whether the issuer: (1) filed all reports required to be filed by
 Section13 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.
                                [x] Yes [ ] No
        As of January 31, 2004 the issuer had 3,000,000 shares of $.01
                      Par value common stock outstanding.



INDEX


PART I. FINANCIAL INFORMATION

Item 1. Financial Statements

Condensed Balance Sheet January 31, 2004                                 1

Condensed Statement of Operations for Period ended January 31, 2004	 2

Condensed Statement of Cash Flows for Period ended January 31,2004	 3

 Condensed Statement of Stockholders' Equity January 31, 2004		 4

Notes to Financial Statements						 5


Item 2.  Management's Discussion and Analysis of Financial Condition
and Results of Operations						 9

Item 3. Disclosure Controls and Procedures	                        10



PART II OTHER INFORMATION						11







			BANNER HOLDING CORP.
		   (A Development Stage Company)
		      CONDENSED BALANCE SHEET
			 January 31, 2004
			    (Unaudited)

Assets:

Current assets:

Cash and equivalents				$ 	498
						  ---------
Total current assets					498

Property and equipment- net	                     12,052

Intangible assets, ne				     36,000
						  ---------
Total assets					$    48,550
						  =========

Liabilities and Stockholders' Equity:

Current liabilities:

Accounts payable - shareholder			$    35,650
						  ---------
Total current liabilities			$    35,650

Stockholders' Equity:

Common stock and paid-in capital; - shares
  Authorized 50,000,000; Shares issued
  And outstanding 3,000,000 			    60,000
Preferred stock, $.01 par value,
  5,000,000 shares authorized, no shares
  Issued or outstanding					 0
Additional Paid- in- Capital			   120,000
Accumulated Deficit during the
  Development Stage				  (167.100)
						  --------
Total stockholders' equity			    12,900
						  --------
Total liabilities and stockholders' equity	$   48,550
						  ========
See accompanying notes.
                                    -1-


				Banner Holding, Inc.
			(A development stage enterprise)
		      CONSOLIDATED STATEMENT OF OPERATIONS
		       From Inception to January 31, 2004

						Six Months	 3 Months
					       Ended 1/31/04   Ended 1/31/04
					       -------------   -------------

Revenue						$	0	$	0

Operating expenses:

Cost of revenue						0
Research and development			 (106,017)	  (13,200)
Sales and marketing				  (10,300)	       (0)
General and administrative			  (50,783)	   (8,733)
						----------	----------
Total operating expenses			 (167,100)	  (21,933)
						----------	----------

Operating loss					 (167,100)
Provision for income taxes				0
						----------
Net loss					$(167,100)	$ (21,933)
						==========	==========

Basic and diluted loss per share:		$   (0.06)	$    (.01)
						==========	==========
Weighted average shares outstanding:
basic And diluted				 3,000,000	3,000,000
						==========	==========


See accompanying notes.





                                                -2-


			BANNER HOLDING CORP.
		  (A Development Stage Company)
		CONDENSED STATEMENT OF CASH FLOWS
		From Inception to January 31, 2004
			    (Unaudited)

Operations:

Net loss					    $	(167,100)
Depreciation and amortization				  38,500
Accounts payable- shareholder				  35,650
						     ------------
Net cash used for operations                             (92,950)
Financing:

Additional capital contributed by shareholder		 180,000
						     ------------
Net cash provided from financing			 180,000

Investing:

Additions to property and equipment			 (17,552)
Additions to intangible assets				 (69,000)
						     ------------
Net cash used for investing				 (86,552)
						     ------------
Net change in cash and equivalents			     498

Cash and equivalents, beginning of year			       0
						     ------------
Cash and equivalents, end of year		   $	     498
						     ============

See accompanying notes.




                                    -3-


			Banner Holding Corp.
		(A development stage enterprise)
			January 31, 2004
	    CONDENSED STOCKHOLDERS' EQUITY STATEMENT
			   (Unaudited)



Common stock and additional paid-in capital:


Balance, beginning of period				$	0
Common stock purchased from former shareholders			0
Additional capital contributed by stockholder		  180,000
							 --------
Balance, end of period					  180,000
							 --------


Retained earnings:


Balance, beginning of year					0

Net Loss						 (167,100)
							 --------
Balance, end of year					 (167,100)
							 --------
Total stockholders' equity				$  12,900
							 ========



See accompanying notes.


                                    -4-




			BANNER HOLDING CORP.
		   (A Development Stage Company)
		NOTES TO CONDENSED FINANCIAL STATEMENTS
			   January 31, 2004

NOTE 1. - ORGANIZATION AND FINANCIAL REPORTING:


Banner  Holding  Corp ("Banner").was incorporated on January 26, 1998 under the
laws of the State of Florida and has a fiscal year ending April 30. The company
was a "shell" company,  the purpose of which is to seek and consummate a merger
or acquisition.

Accordingly, these financial statements reflect an October 24, 2003
transaction  whereby  all  3,000,000  outstanding  shares  of  Banner  Holding,
Inc.("Banner"), have been exchanged  for  $60,000 cash from the shareholders of
Guest marketing L.L.C. ("GM" or the "Company")  to  the  former stockholders of
Banner.

The  Company,  an Oklahoma corporation, formed on March 11,  2003  has  yet  to
commence intended operations and is a development stage enterprise and does not
meet the going concern assumption.

The transaction  is  reflected  in  these  financial  statements  as  a reverse
acquisition  and  Banner,  which  had  no  assets  or  liabilities  at  time of
acquisition will be changing its name to GM.

Because  of  the  Banner's  past  history  of  inactivity as a "shell company",
comparative  financial  statements  are  not meaningful  and  accordingly,  the
financial  data  reflected in this Form 10-Q  relates  to  GM  which  commenced
business in June 2003.


                                      -5-



NOTES (Cont.)


The accompanying condensed  consolidated  financial  statements  are Unaudited.
These   statements  have  been  prepared  in  accordance  with  the  rules  and
regulations of the Securities and Exchange Commission (SEC).Certain information
and footnote  disclosures normally included in financial statements prepared in
accordance with generally accepted accounting principles have been condensed or
omitted pursuant  to  such rules and regulations. In the opinion of management,
all adjustments (which include only normal recurring
Adjustments) considered necessary for a fair presentation have been included.

These financial statements  should  be  read  in  conjunction with the Banner's
financial  statements  and  notes thereto for the year  ended  April  30,  2003
included in the Company's Form 10-KSB as filed with the SEC.

NOTE 2 - ACCOUNTING POLICIES:

Estimates and Assumptions:

Preparing  financial statements  requires  management  to  make  estimates  and
assumptions  that  affect the reported amounts of assets, liabilities, revenue,
and  expenses.  Actual  results  and  outcomes  may  differ  from  management's
estimates and
assumptions.

Revenue Recognition:
Licenses for products and services will generally be recognized as products are
shipped or services rendered.

                                      -6-



NOTES (CONT.)

Loss per Share:

Loss per share is computed by dividing net loss for the year
By the weighted average number of shares outstanding.

Research and Development:

Research and development  ("R&D")  expenses include payroll, employee benefits,
and  other  personnel-related  costs  associated   with   product  development.
Technological  feasibility  for  software products and services  has  not  been
reached to date. Accordingly, we expense all R&D costs when incurred.

Property and Equipment:

Property and equipment is stated at  cost  and  depreciated using the straight-
line method over the shorter estimated life of the  asset  or  the  lease term,
ranging  from  two  to  5  years.  Computer software developed or obtained  for
internal use is depreciated using the  straight-line  method  over the estimate
useful life of the software, generally three years or less.

Intangible Assets:
Intangible  assets  are  amortized  using the straight-line method  over  their
estimated period of benefit, ranging from one to five years.

NOTE 3 - PROPERTY AND EQUIPMENT:

Computer equipment 			      	$   1,552
Software for internal use			   16,000
						 --------
Property and equipment - at cost		   17,552
Accumulated depreciation			   (5,500)
						 --------
Property and equipment-net - January 31, 2004	$  12,052
						 ========

                                      -7-


NOTES (CONT.)



NOTE 4 - INTANGIBLE ASSETS:

During fiscal 2003, we recorded additions  of  $69,000  in  intangible  assets,
primarily related to the acquisition of software to establish our business with
$20,000  allocated to marketing related assets and $$49,000 to technology-based
assets. Amortization is being recognized over four years. Approximately $32,000
was written off to R&D and amortization is being recognized over four years.

NOTE 5 - SUBSEQUENT EVENTS AND CONTINGENCIES:

The Company  has  registered, on FORM SB-2 3,000,000 common shares for sale and
is  awaiting  SEC approval.  The  proceeds  will  be  used  for  the  continued
development  of   the   Company's  technology  and  its  operating  activities.
Management believes that the net proceeds of the offering will be sufficient to
operate the Company for twelve  months. Also, the shareholders have indicated a
continued interest in funding future development.

However, the Company has yet to generate  any revenues and no assurance is made
that any revenues will ever be generated by  this  unproven  technology or that
the  present  shareholders'  will  continue funding. Therefore, an  uncertainty
regarding the going concern assumption exists at January 31, 2004.


                                      -8-



Item 2. Management's Discussion and Analysis of Financial Condition and Results
of Operations:

Banner Holding Corp., ("Company"), became  a registered public company on April
20, 2000. Banner had no commercial business,  no  full-time  employees, minimal
capital  and  operating  costs limited to legal, accounting, escrow  and  stock
transfer and reporting- related  fees.  These  costs  were paid with loans from
principal shareholders.


As a "shell" company Banner's purpose was to be used as a vehicle for a reverse
acquisition.  Such  transaction  took place as of October  31,  2003  on  these
financial statements .The transaction  was  a tax-free merger and was accounted
for as a reverse acquisition. SEE Note1 to the financial statements.


Banner  exercised its affirmative duty to file  independent  audited  financial
statements  of  GM  with  the Securities and Exchange Commission as part of its
Form 8-K upon consummation of a merger on November 3, 2004.

The Company has been developing  its  technology and the feasibility thereof it
has not commenced its intended activities  to  date  As  of  January  31, 2004;
$167,100   has  been  initially  expended  by  the  Company  for  research  and
administrative  costs.  As of January 31, 2004, the Company has receives 35,650
in debt funding debt from its shareholders.

                                               -9-



Item 3. Disclosure Controls and Procedures:

As required by Rule 13a-15  under  the Exchange Act, the Banner and the Company
carried out an evaluation of the effectiveness  of  the design and operation of
the Company's disclosure controls and procedures within  the  90  days prior to
the  filing  date  of  this  report. This evaluation was carried out under  the
supervision and with the participation  of  the Company's management, including
the Company's Chief Executive Officer and Chief Financial Officer
..
Based upon that evaluation, the Company's Chief  Executive  Officer  and  Chief
Financial   Officer  concluded  that  the  Company's  disclosure  controls  and
procedures are  effective.  There  have  been  no  significant  changes  in the
Company's  internal  controls  or  in  other factors, which could significantly
affect internal controls subsequent to the  date  the  Company  carried out its
evaluation.

Disclosure controls and procedures are controls and other procedures  that  are
designed to ensure that information required to be disclosed in Company reports
filed  or  submitted  under the Exchange Act is recorded, processed, summarized
and reported, within the time periods specified in the Securities and Exchange
Commission's rules and  forms.  Disclosure  controls  and  procedures  include,
without limitation, controls and procedures designed to ensure that information
required  to  be  disclosed in Company reports filed under the Exchange Act  is
accumulated and communicated to management, including the Company's Chief
Executive Officer and  Chief  Financial  Officer,  to  allow  timely  decisions
regarding required disclosure.



                                     -10-



PART II - OTHER INFORMATION:


Item 1-Legal Proceedings - NONE

Item 2-Changes in Securities -NONE

Item 3-Defaults upon Senior Securities -NONE

Item 4-Submission of Matters for Vote of Security Holders -NONE

Item 5- Other Information -NONE

Item 6-Exhibits And Reports on Form 8-K:

   a) Exhibits:

#99.1 - Certification of Chief Executive Officer and Chief
Financial Officer pursuant to 18 U.S.C. Section 1350, as
Adopted and Section 906 of SOA of 2002.

#99.2 - Certification pursuant to Section 302 of SOA of 2002.

   b) Reports on Form 8-K - November 03, 2003







                                    -11-




                                  SIGNATURES



Pursuant  to  the  requirements  of  the  Securities  Exchange Act of 1934, the
registrant  has  duly  caused this report to be signed on  its  behalf  by  the
undersigned hereunto duly authorized.

BANNER HOLDING CORP.
(Registrant)




Date: April 07, 2004

By _/s/ John Higgins
   -----------------
John Higgins
Chief Executive Officer
Chief Financial Officer

Pursuant to the requirements  of  the  Securities  Exchange  Act  of  1934, the
registrant  has  duly  caused  this  report  to  be signed on its behalf by the
undersigned hereunto duly authorized

Date: April 07, 2004

By _/s/ John Higgins
  ------------------
John Higgins
Chairman of the Board


                                               -13-




Exhibit 99.1 and 99.2:

CERTIFICATION*

I, John Higgins certify that;
1.  I  have  reviewed this quarterly report on Form 10-QSB  of  Banner  Holding
Corp.; Such report  fully complies with Section 13(a) and 15(d), as amended, of
Securities Exchange Act of 1934.

2. Based on my knowledge,  this  quarterly  report  does not contain any untrue
statement or 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 officers 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 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");



                                    -12-


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 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  facts 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.


BANNER HOLDING CORP.
(Registrant)



/s/ John Higgins
----------------

John Higgins
Chief Executive Officer
And Chief Financial Officer
Dated: April 07, 2004

                                     -13-