UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549

                                   FORM 10-QSB

(Mark One)
       [X]   QUARTERLY REPORT UNDER SECTION 13 OR 15(D) OF THE
                         SECURITIES EXCHANGE ACT OF 1934

         For the quarterly period ended:                     September 30, 2002

       [  ]   TRANSITION REPORT UNDER SECTION 13 OR 15(D) OF THE
                                                   EXCHANGE ACT

        For the transition period from                                to

                Commission file number                          000-29133

                            SUN ASSET HOLDINGS, CORP.
                     (Exact name of small business issuer as
                            specified in its charter)

                     Wyoming                           86-0970161
             (State or other jurisdiction             (IRS Employer
         of incorporation or organization)          Identification No.)

            1966 North John Young Parkway, Kissimmee, Florida, 34741
                    (Address of principal executive offices)

                                 (407) 932-1818
                            Issuer's telephone number

   Coyote Canyon Corporation, 11601 East Lusitano Place, Tucson, Arizona 85748
            (Former name, former address and former fiscal year, if
                           changed since last report.)


                      APPLICABLE ONLY TO CORPORATE ISSUERS

         State the number of shares  outstanding of each of the issuer's classes
of common equity, as of the latest practical date: March 10, 2003 1,000,000

         Transitional Small Business Disclosure Format (check one).
Yes      ;  No   X



<PAGE>



                                     PART I


Item 1.  Financial Statements

                         INDEPENDENT ACCOUNTANT'S REPORT

Sun Asset Holdings, Corp.
(formerly Coyote Canyon Corporation).
(A Development Stage Company)


         We have reviewed the accompanying  balance sheet of Sun Asset Holdings,
Corp.  (formerly Coyote Canyon  Corporation)(a  development stage company) as of
September 30, 2002 and the related  statements  of operations  for the three and
nine months ended September 30, 2002 and 2001 and cash flows for the nine months
ended  September  30,  2002  and  2001.  These  financial   statements  are  the
responsibility of the Company's management.

         We conducted our review in accordance with standards established by the
American  Institute  of  Certified  Public  Accountants.  A  review  of  interim
financial  information consists principally of applying analytical procedures to
financial  data and making  inquiries of persons  responsible  for financial and
accounting matters. It is substantially less in scope than an audit conducted in
accordance with generally accepted auditing standards, the objective of which is
the expression of an opinion regarding the financial statement taken as a whole.
Accordingly, we do not express such an opinion.

         Based on our  review,  we are not aware of any  material  modifications
that should be made to the accompanying  financial  statements for them to be in
conformity with accounting principles generally accepted in the United States of
America.

         We have  previously  audited,  in accordance  with  auditing  standards
generally  accepted in the United States of America,  the  consolidated  balance
sheet of Sun Asset  Holdings,  Corp.  (formerly  Coyote Canyon  Corporation)  (a
development  stage company) as of December 31, 2001, and the related  statements
of operations, cash flows, and stockholders' equity for the year then ended (not
presented  herein);  and in our report dated  February 26, 2002, we expressed an
unqualified opinion on those consolidated financial statements.  In our opinion,
the information set forth in the  accompanying  balance sheet as of December 31,
2001, is fairly  stated,  in all material  respects,  in relation to the balance
sheet from which it has been derived.

                                                    Respectfully submitted



                                                    ROBISON, HILL & CO.
                                                    Certified Public Accountants

Salt Lake City, Utah
March 10, 2003


<PAGE>



                            SUN ASSET HOLDINGS, CORP.
                      (formerly Coyote Canyon Corporation).
                          (A Development Stage Company)
                                 BALANCE SHEETS
<TABLE>
<CAPTION>

                                                                                (UNAUDITED)
                                                                               SEPTEMBER 30,        DECEMBER 31,
                                                                                    2002                2001
                                                                             ------------------  ------------------
<S>                                                                          <C>                 <C>
ASSETS                                                                       $                -  $                -
                                                                             ==================  ==================


LIABILITIES AND STOCKHOLDERS' EQUITY
LIABILITIES:
  ACCOUNTS PAYABLE                                                           $            1,406  $            1,641
                                                                             ------------------  ------------------

          TOTAL LIABILITIES                                                               1,406               1,641
                                                                             ------------------  ------------------

STOCKHOLDERS' EQUITY
COMMON STOCK (PAR VALUE $.001), 100,000,000 SHARES
  AUTHORIZED, ISSUED 1,000,000 SHARES AT SEPTEMBER 30,
  2002 AND DECEMBER 31, 2001                                                              1,000               1,000
PAID-IN CAPITAL                                                                           7,339               5,698
RETAINED DEFICIT                                                                         (1,075)             (1,075)
DEFICIT ACCUMULATED DURING DEVELOPMENT STAGE                                             (8,670)             (7,264)
                                                                             ------------------  ------------------

          TOTAL STOCKHOLDERS' EQUITY                                                     (1,406)             (1,641)
                                                                             ------------------  ------------------

          TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY                         $                -  $                -
                                                                             ==================  ==================
</TABLE>

















                 SEE ACCOMPANYING NOTES AND ACCOUNTANTS' REPORT


<PAGE>



                            SUN ASSET HOLDINGS, CORP.
                      (FORMERLY COYOTE CANYON CORPORATION).
                          (A Development Stage Company)
                             STATEMENT OF OPERATIONS
                                   (Unaudited)
<TABLE>
<CAPTION>



                                                                                               Cumulative
                                                                                                  Since
                                                                                               October 20,
                                For the three months             For the nine months              1999
                                       Ended                            Ended                 Inception of
                                   September 30,                    September 30,              Development
                            ----------------------------   -------------------------------
                                2002           2001             2002            2001              Stage
                            -------------  -------------   --------------- ---------------  -----------------
<S>                         <C>            <C>             <C>             <C>              <C>
Revenues                    $           -  $           -   $             - $             -  $               -

Expenses                               57          1,702             1,406           3,060              8,670
                            -------------  -------------   --------------- ---------------  -----------------

       Net Loss             $         (57) $      (1,702)  $        (1,406)$        (3,060) $          (8,670)
                            =============  =============   =============== ===============  =================

Basic & Diluted
   loss per share           $           -  $           -   $             - $             -
                            =============  =============   =============== ===============
</TABLE>























                 See accompanying notes and accountants' report


<PAGE>



                            SUN ASSET HOLDINGS, CORP.
                      (formerly Coyote Canyon Corporation).
                          (A Development Stage Company)
                             STATEMENT OF CASH FLOWS
                                   (Unaudited)
<TABLE>
<CAPTION>
                                                                                                     Cumulative
                                                                                                       Since
                                                                                                    October 20,
                                                                                                        1999
                                                                For the nine months ended           Inception of
                                                                      September 30,                 Development
                                                          -------------------------------------
                                                                2002                2001               Stage
                                                          -----------------  ------------------  ------------------
Cash Flows from Operating Activities:
<S>                                                       <C>                <C>                 <C>
    Net Loss                                              $          (1,406) $           (3,060) $           (8,670)
    Increase (Decrease) in Accounts Payable                           1,406               1,140               1,273
                                                          -----------------  ------------------  ------------------
        Net cash used in operating activities                             -              (1,920)             (7,397)

Cash Flows from Investing Activities:
        Net cash provided by investing activities                         -                   -                   -
                                                          -----------------  ------------------  ------------------

Cash Flows from Financing Activities:
    Capital contributed by shareholder                                    -               1,920               7,339
    Issuance of Common Stock                                              -                   -                   -
                                                          -----------------  ------------------  ------------------
         Net cash provided by
         financing activities                                             -                   -               7,339
                                                          -----------------  ------------------  ------------------

Net change in cash and cash equivalents                                   -                   -                   -
Cash and cash equivalents at beginning of year                            -                   -                   -
                                                          -----------------  ------------------  ------------------

Cash and cash equivalents at end of year                  $               -  $                -  $                -
                                                          =================  ==================  ==================

Supplemental Disclosure of Cash Flow
Information:
    Cash paid during the year for:
        Interest                                          $               -  $                -  $                -
        Franchise and income taxes                        $               -  $                -  $              240

Supplemental Disclosure of Non-Cash Investing
and Financing Activities: None
</TABLE>






                 See accompanying notes and accountants' report


<PAGE>



                            SUN ASSET HOLDINGS, CORP.
                      (formerly Coyote Canyon Corporation).
                          (A Development Stage Company)
                          NOTES TO FINANCIAL STATEMENTS
              FOR THE NINE MONTHS ENDED SEPTEMBER 30, 2002 AND 2001
                                   (Unaudited)

NOTE 1 - ORGANIZATION AND SUMMARY OF ACCOUNTING POLICIES

         This  summary of  accounting  policies  for Sun Asset  Holdings,  Corp.
(formerly Coyote Canyon Corporation). (a development stage company) is presented
to assist in understanding the Company's  financial  statements.  The accounting
policies  conform to  generally  accepted  accounting  principles  and have been
consistently applied in the preparation of the financial statements.

Interim Reporting

         The unaudited financial statements as of September 30, 2002 and for the
nine month  period  then  ended  reflect,  in the  opinion  of  management,  all
adjustments  (which  include  only normal  recurring  adjustments)  necessary to
fairly state the financial  position and results of operations for the three and
nine  months.   Operating  results  for  interim  periods  are  not  necessarily
indicative of the results which can be expected for full years.

Organization and Basis of Presentation

         The Company was incorporated  under the laws of the State of Wyoming on
May 7, 1996. The Company ceased all operating  activities during the period from
May 7, 1996 to October 20, 1999 and was  considered  dormant.  Since October 20,
1999, the Company is in the  development  stage,  and has not commenced  planned
principal operations.

Nature of Business

         The Company has no products or services as of September  30, 2002.  The
Company was organized as a vehicle to seek merger or acquisition candidates. The
Company intends to acquire interests in various business opportunities, which in
the opinion of management will provide a profit to the Company.

Cash and Cash Equivalents

         For the purpose of  reporting  cash flows,  the Company  considers  all
highly liquid debt  instruments  purchased with maturity of three months or less
to be cash equivalents to the extent the funds are not being held for investment
purposes.

Concentration of Credit Risk

         The  Company has no  significant  off-balance-sheet  concentrations  of
credit  risk such as foreign  exchange  contracts,  options  contracts  or other
foreign hedging arrangements.



<PAGE>



                            SUN ASSET HOLDINGS, CORP.
                      (formerly Coyote Canyon Corporation).
                          (A Development Stage Company)
                          NOTES TO FINANCIAL STATEMENTS
        FOR THE NINE MONTHS ENDED SEPTEMBER 30, 2002 AND 2001 (continued)
                                   (Unaudited)

NOTE 1 - ORGANIZATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
(Continued)

Loss per Share

         The  reconciliations  of the numerators and  denominators  of the basic
loss per share computations are as follows:
<TABLE>
<CAPTION>
                                                                                                     Per-Share
                                                              Income              Shares               Amount
                                                           (Numerator)         (Denominator)

                                                               For the nine months ended September 30, 2002
BASIC LOSS PER SHARE
<S>                                                     <C>                           <C>        <C>
Loss to common shareholders                             $           (1,406)           1,000,000  $                -
                                                        ==================  ===================  ==================

                                                               For the nine months ended September 30, 2001
BASIC LOSS PER SHARE
Loss to common shareholders                             $           (3,060)           1,000,000  $                -
                                                        ==================  ===================  ==================

                                                               For the three months ended September 30, 2002
BASIC LOSS PER SHARE
Loss to common shareholders                             $             (57)            1,000,000  $                -
                                                        ==================  ===================  ==================

                                                               For the three months ended September 30, 2001
BASIC LOSS PER SHARE
Loss to common shareholders                             $           (1,702)           1,000,000  $                -
                                                        ==================  ===================  ==================
</TABLE>
         The effect of outstanding  common stock  equivalents are  anti-dilutive
for September 30, 2002 and 2001 and are thus not considered.

Reclassification

         Certain   reclassifications  have  been  made  in  the  2001  financial
statements to conform with the September 30, 2002 presentation.

Pervasiveness of Estimates

         The  preparation of financial  statements in conformity  with generally
accepted  accounting  principles  required  management  to  make  estimates  and
assumptions  that  affect the  reported  amounts of assets and  liabilities  and
disclosure of  contingent  assets and  liabilities  at the date of the financial
statements  and the  reported  amounts  of  revenues  and  expenses  during  the
reporting period. Actual results could differ from those estimates.


<PAGE>



                            SUN ASSET HOLDINGS, CORP.
                      (formerly Coyote Canyon Corporation).
                          (A Development Stage Company)
                          NOTES TO FINANCIAL STATEMENTS
        FOR THE NINE MONTHS ENDED SEPTEMBER 30, 2002 AND 2001 (continued)
                                   (Unaudited)

NOTE 2 - INCOME TAXES

         As of  September  30,  2002,  the  Company  had a  net  operating  loss
carryforward for income tax reporting purposes of approximately  $9,000 that may
be offset against future taxable income through 2022. Current tax laws limit the
amount of loss  available  to be offset  against  future  taxable  income when a
substantial  change in  ownership  occurs.  Therefore,  the amount  available to
offset future taxable income may be limited. No tax benefit has been reported in
the financial statements, because the Company believes there is a 50% or greater
chance the  carry-forwards  will expire unused.  Accordingly,  the potential tax
benefits of the loss  carry-forwards are offset by a valuation  allowance of the
same amount.

NOTE 3 - DEVELOPMENT STAGE COMPANY

         The Company has not begun principal  operations and as is common with a
development  stage  company,  the Company has had  recurring  losses  during its
development  stage.  The  Company's  financial  statements  are  prepared  using
generally  accepted  accounting  principles  applicable to a going concern which
contemplates  the  realization  of assets and  liquidation of liabilities in the
normal course of business.  However,  the Company does not have significant cash
or other material  assets,  nor does it have an  established  source of revenues
sufficient to cover its  operating  costs and to allow it to continue as a going
concern.  In the interim,  shareholders of the Company have committed to meeting
its minimal operating expenses.

NOTE 4 - COMMITMENTS

         As of  September  30,  2002 all  activities  of the  Company  have been
conducted by  corporate  officers  from either their homes or business  offices.
Currently,  there are no  outstanding  debts owed by the  company for the use of
these facilities and there are no commitments for future use of the facilities.















<PAGE>



Item 2.  Management's Discussion and Analysis or Plan of Operation

         This  Quarterly  Report  contains  certain  forward-looking  statements
within the meaning of Section 27A of the Securities Act of 1933, as amended, and
Section  21E of the  Securities  Exchange  Act of 1934,  as  amended,  which are
intended  to be covered  by the safe  harbors  created  thereby.  Investors  are
cautioned that all  forward-looking  statements  involve risks and  uncertainty,
including  without  limitation,  the  ability  of the  Company to  continue  its
expansion  strategy,  changes in costs of raw  materials,  labor,  and  employee
benefits,  as  well as  general  market  conditions,  competition  and  pricing.
Although   the   Company   believes   that  the   assumptions   underlying   the
forward-looking   statements  contained  herein  are  reasonable,   any  of  the
assumptions could be inaccurate,  and therefore,  there can be no assurance that
the forward- looking statements  included in this Quarterly Report will prove to
be  accurate.  In  light  of  the  significant  uncertainties  inherent  in  the
forward-looking  statements  included herein,  the inclusion of such information
should not be regarded as a presentation by the Company or any other person that
the objectives and plans of the Company will be achieved.

         As used herein the term "Company"  refers to Sun Asset Holdings,  Corp.
(formerly   Coyote  Canyon   Corporation).,   a  Nevada   corporation   and  its
predecessors, unless the context indicates otherwise. The Company is currently a
shell company whose purpose is to acquire  operations  through an acquisition or
merger or to begin its own start-up business.

         The Company is in the process of  attempting  to identify and acquire a
favorable business opportunity.  The Company has reviewed and evaluated a number
of business  ventures for possible  acquisition or participation by the Company.
The Company has not entered into any agreement,  nor does it have any commitment
or understanding to enter into or become engaged in a transaction as of the date
of this filing.  The Company  continues  to  investigate,  review,  and evaluate
business  opportunities  as they  become  available  and will seek to acquire or
become engaged in business  opportunities at such time as specific opportunities
warrant.

RESULTS OF OPERATIONS

         The  Company  had no sales or sales  revenues  for the  three  and nine
months ended  September  30, 2002 or 2001 because it is a shell company that has
not had any business operations for the past three years.

         The  Company  had no costs of sales  revenues  for the  three  and nine
months ended  September  30, 2002 or 2001 because it is a shell company that has
not had any business operations for the past three years. The Company had $57 in
general and  administrative  expenses for the three month period ended September
30,  2002 and  $1,702 for the same  period in 2001.  The  Company  had $1,406 in
general and  administrative  expenses for the nine month period ended  September
30, 2002 and $3,060 for the same period in 2001.

         The  Company  recorded  net  loss  of $57 for the  three  months  ended
September  30, 2002  compared to $1,702 loss for the same  periods in 2001.  The
Company recorded net loss of $1,406 for the nine months ended September 30, 2002
compared to $3,060 loss for the same periods in 2001.



<PAGE>



CAPITAL RESOURCES AND LIQUIDITY

         At September 30, 2002,  the Company had total current  assets of $0 and
total  assets of $0 as  compared  to $0 current  assets  and $0 total  assets at
December 31, 2001. The Company had a net working  capital  deficit of $1,406 and
$1,641 at September 30, 2002 and December 31, 2001.

         Net  stockholders'  deficit in the  Company was $1,406 and $1,641 as of
September 30, 2002 and December 31, 2001.

Item 3.  Controls and Procedures

         The Company's Chief Executive  Officer and Chief Financial Officer have
concluded,  based on an evaluation  conducted within 90 days prior to the filing
date of this  Quarterly  Report  on Form  10-Q,  that the  Company's  disclosure
controls and  procedures  have  functioned  effectively  so as to provide  those
officers the information necessary whether:

                  (i) this  Quarterly  Report on Form 10-Q  contains  any untrue
                  statement of a material fact or omits 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 on Form 10-Q, and

                  (ii) the financial statements, and other financial information
                  included in this Quarterly Report on Form 10-Q, fairly present
                  in all material respects the financial  condition,  results of
                  operations  and cash flows of the Company as of, and for,  the
                  periods presented in this Quarterly Report on Form 10-Q.

         There  have  been no  significant  changes  in the  Company's  internal
controls or in other factors since the date of the Chief Executive Officer's and
Chief  Financial  Officer's  evaluation  that could  significantly  affect these
internal controls,  including any corrective actions with regards to significant
deficiencies and material weaknesses.

PART II - OTHER INFORMATION

ITEM 1.  LEGAL PROCEEDINGS

     None.

ITEM 2.  CHANGES IN SECURITIES

     None.

ITEM 3.  DEFAULTS UPON SENIOR SECURITIES

     None.





<PAGE>



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

     None.

ITEM 5.  OTHER INFORMATION

     None.
ITEM 6.  EXHIBITS AND REPORTS ON FORM 8-K

(a) EXHIBITS

         The  following  documents  are filed  herewith or have been included as
         exhibits to previous  filings with the Commission and are  incorporated
         herein by this reference:

         Exhibit No. Exhibit

         *3       Articles of Incorporation

         *3.2     Amended Articles of Incorporation

         *3.1     Bylaws

         99.1     CEO Certification

         99.2     CFO Certification

(b)      Reports  on Form 8-K.  No  reports  on Form 8-K were  filed  during the
         period covered by this Form 10-QSB.

o        Incorporated  herein  by  reference  from  Registrant's  Form  10SB12G,
         Registration Statement, dated January 26, 2000.


















<PAGE>



                                   SIGNATURES

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



                            SUN ASSET HOLDINGS, CORP.
                                  (Registrant)





DATE: March 10, 2003                              By:  /s/
                                                  Daniel L. Hodges
                                                  President / CFO and Director
































<PAGE>



I, Daniel L. Hodges, certify that:

         1.       I have  reviewed this  quarterly  report on form 10-qsb of Sun
                  Asset Holdings, Corp. (formerly Coyote Canyon Corporation).

         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   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 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.

         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: March 10, 2003

/S/ Daniel L. Hodges
President, CEO
(Principal Executive Officer)


<PAGE>


I, Daniel L. Hodges, certify that:

         1.       I have  reviewed this  quarterly  report on form 10-qsb of Sun
                  Asset Holdings, Corp. (formerly Coyote Canyon Corporation)..

         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   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 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.

         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: March 10, 2003

/S/ Daniel L. Hodges
Treasurer and Director
(Principal Financial and Accounting Officer)