<PAGE>



                                  UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                              Washington, DC 20549

                                   FORM 10-QSB


[X]     Quarterly  Report pursuant to Section 13 or 15(d) of the Securities
        Exchange  Act  of  1934

        For  the  quarterly  period  ended  SEPTEMBER  30,  2002

[   ]   Transition  Report  pursuant to 13 or 15(d) of the Securities Exchange
        Act  of  1934

        For  the  transition  periodto


             Commission  File  Number     000-32011
                                          ---------

                              BALSAM VENTURES, INC.
          -----------------------------------------------------------------
          (Exact name of small Business Issuer as specified in its charter)

     NEVADA                              52-2219056
-----------------------------------      --------------------
(State  or  other  jurisdiction  of      (IRS  Employer
incorporation  or  organization)         Identification  No.)



810  PEACE  PORTAL  DRIVE,  SUITE  200,
BLAINE,  WASHINGTON                      98230
--------------------------------------   -----
(Address of principal executive offices) (Zip  Code)

Issuer's  telephone  number,
  including  area  code:                 866-277-7772
                                         ------------

                                 Not Applicable
                                 --------------
   (Former name, former address and former fiscal year end if changed since last
                                     report)

Check  whether  the issuer (1) filed all reports required to be filed by Section
13  or  15(d)  of  the  Securities  Exchange Act of 1934 during the preceding 12
months  (or  for  such  shorter period that the issuer was required to file such
reports),  and  (2) has been subject to such filing requirements for the past 90
days  [X]  Yes    [  ]  No

State the number of shares outstanding of each of the issuer's classes of common
stock,  as  of  the latest practicable date:  20,200,000 SHARES OF COMMON STOCK,
$0.001  PAR  VALUE  OUTSTANDING  AS  OF  NOVEMBER  8,  2002.


                                       1

<PAGE>


                         PART 1 - FINANCIAL INFORMATION

ITEM  1.          FINANCIAL  STATEMENTS

                                       2


<PAGE>

                              BALSAM VENTURES INC.
                          (A DEVELOPMENT STAGE COMPANY)


                              FINANCIAL STATEMENTS


                               SEPTEMBER 30, 2002
                                   (UNAUDITED)
                            (STATED IN U.S. DOLLARS)


                                       3

<PAGE>


                              BALSAM VENTURES INC.
                          (A DEVELOPMENT STAGE COMPANY)

                                  BALANCE SHEET
                                   (UNAUDITED)
                            (STATED IN U.S. DOLLARS)



<TABLE>
<CAPTION>


                                  SEPTEMBER 30   DECEMBER 31
                                       2002          2001
--------------------------------------------------------------

<S>                                 <C>         <C>

ASSETS

CURRENT
  Cash                              $      72   $ 14,877

SOFTWARE DEVELOPMENT COSTS              8,675      8,675
 LICENSE (Note 3)                           -          -
                                    ----------------------
                                    $   8,747   $ 23,552
==========================================================


LIABILITIES

CURRENT
  Accounts payable                  $  77,101   $  1,809
                                    ----------------------



SHAREHOLDER'S (DEFICIENCY) EQUITY

SHARE CAPITAL
  Authorized:
   100,000,000 common shares,
   par value with $0.001 per share

  Issued and outstanding:
   20,200,000 common shares            20,200     10,100

  Additional paid-in capital           64,900     64,900

DEFICIT ACCUMULATED DURING
 THE DEVELOPMENT STAGE               (153,454)   (53,257)
                                    ----------------------
                                      (68,354)    21,743
                                    ----------------------

                                    $   8,747   $ 23,552
==========================================================

</TABLE>

                                       4


<PAGE>

                              BALSAM VENTURES INC.
                          (A DEVELOPMENT STAGE COMPANY)

                          STATEMENT OF LOSS AND DEFICIT
                                   (UNAUDITED)
                            (STATED IN U.S. DOLLARS)


<TABLE>
<CAPTION>

-----------------------------------------------------------------------------------------

                                                                              INCEPTION
                                                                              AUGUST 17
                            THREE MONTHS ENDED          NINE MONTHS ENDED      1999 TO
                                SEPTEMBER 30              SEPTEMBER 30      SEPTEMBER 30
                             2002         2001         2002         2001         2002
-----------------------------------------------------------------------------------------
<S>                      <C>           <C>          <C>          <C>          <C>
EXPENSES
  Consulting services    $    40,020   $         -  $    42,847  $         -  $ 42,947
  Domain registration              -             -           46            -       251
  Professional fees            9,506         2,835       31,674       12,242    79,908
  Office and sundry            2,532           410        5,395          944     7,685
  Regulatory                  (2,515)            -        4,985            -     4,985
  Stock transfer services        212           195        2,862          195     5,290
  Travel                       2,288             -        2,288            -     2,288
                         --------------------------------------------------------------
NET LOSS FOR THE PERIOD  $    52,043   $     3,440  $    90,097  $    13,381  $143,354
=======================================================================================

NET LOSS PER SHARE       $      0.01   $      0.01  $      0.01  $      0.01
=============================================================================

WEIGHTED AVERAGE NUMBER
 OF SHARES OUTSTANDING    20,200,000    20,200,000   20,200,000   20,200,000
=============================================================================

</TABLE>


                                       5


<PAGE>

                              BALSAM VENTURES INC.
                          (A DEVELOPMENT STAGE COMPANY)

                             STATEMENT OF CASH FLOWS
                                   (UNAUDITED)
                            (STATED IN U.S. DOLLARS)


<TABLE>
<CAPTION>


-----------------------------------------------------------------------------------------

                                                                         INCEPTION
                                                                         AUGUST 17
                            THREE MONTHS ENDED     NINE MONTHS ENDED      1999 TO
                                SEPTEMBER 30         SEPTEMBER 30      SEPTEMBER 30
                             2002         2001    2002         2001         2002
-----------------------------------------------------------------------------------------
<S>                          <C>        <C>       <C>        <C>        <C>

CASH FLOWS FROM
 OPERATING ACTIVITIES
  Net loss for the period    $(52,043)  $(3,440)  $(90,097)  $(13,381)  $(143,354)

ADJUSTMENTS TO
 RECONCILE NET
 LOSS TO NET
 CASH USED BY
 OPERATING ACTIVITIES
   Change in accounts payable  52,115       222     75,292      2,951      77,101
                             -----------------------------------------------------

                                   72    (3,218)   (14,805)   (10,430)    (66,253)
                             -----------------------------------------------------

CASH FLOWS FROM
 INVESTING ACTIVITY
  Software development costs        -         -          -          -      (8,675)
                             -----------------------------------------------------

CASH FLOWS FROM
 FINANCING ACTIVITY
  Share capital                     -         -          -          -      75,000
                             -----------------------------------------------------

INCREASE (DECREASE) IN CASH        72    (3,218)   (14,805)   (10,430)         72

CASH, BEGINNING OF PERIOD           -    31,388     14,877     38,600           -
                             -----------------------------------------------------

CASH, END OF PERIOD          $     72   $28,170   $     72   $ 28,170   $      72
==================================================================================


</TABLE>


                                       6


<PAGE>


                              BALSAM VENTURES INC.
                          (A DEVELOPMENT STAGE COMPANY)

                        STATEMENT OF STOCKHOLDERS' EQUITY

                               SEPTEMBER 30, 2002
                                   (UNAUDITED)
                            (STATED IN U.S. DOLLARS)


<TABLE>
<CAPTION>


                               COMMON  STOCK
                            ------------------  ADDITIONAL  SHARE
                                                PAID-IN     SUBSCRIPTIONS
                             SHARES    AMOUNT   CAPITAL     RECEIVABLE   DEFICIT      TOTAL
                           ------------------------------------------------------------------
<S>                        <C>         <C>      <C>       <C>           <C>         <C>
Shares issued for
  cash at $0.001            5,000,000  $ 5,000  $      -  $         -   $       -   $  5,000

Shares issued for
  cash at $0.01             5,000,000    5,000    45,000            -           -     50,000

Shares issued for
  cash at $0.20               100,000      100    19,900            -           -     20,000

Subscriptions receivable            -        -         -       (2,500)          -     (2,500)

Net loss for the period             -        -         -            -      (2,926)    (2,926)
                           ------------------------------------------------------------------


Balance,
December 31, 1999          10,100,000   10,100    64,900       (2,500)     (2,926)    69,574

Subscriptions receivable            -        -         -        2,500           -      2,500

Net loss for the year               -        -         -            -     (31,342)   (31,342)
                           ------------------------------------------------------------------

Balance,
December 31, 2000          10,100,000   10,100    64,900            -     (34,268)    40,732

Net loss for the year               -        -         -            -     (18,989)   (18,989)
                           ------------------------------------------------------------------

Balance,
 December 31, 2001         10,100,000   10,100    64,900            -     (53,257)    21,743

Stock split (2 for 1)      10,100,000   10,100         -            -     (10,100)         -

Net loss
for the period                      -        -         -            -     (90,097)   (90,097)
                           ------------------------------------------------------------------

Balance,
September 30, 2002         20,200,000  $20,200  $ 64,900  $         -   $(153,454)  $(68,354)
                           ==================================================================

</TABLE>


                                       7

<PAGE>


                              BALSAM VENTURES INC.
                          (A DEVELOPMENT STAGE COMPANY)

                          NOTES TO FINANCIAL STATEMENTS

                               SEPTEMBER 30, 2002
                                   (UNAUDITED)
                            (STATED IN U.S. DOLLARS)



1.     BASIS  OF  PRESENTATION  AND  OPERATIONS

Basis  of  Presentation

The unaudited financial statements as of September 30, 2002 included herein have
been  prepared  without  audit  pursuant  to  the  rules  and regulations of the
Securities and Exchange Commission. Certain information and footnote disclosures
normally  included  in  financial  statements prepared in accordance with United
States  generally  accepted accounting principles have been condensed or omitted
pursuant  to  such  rules  and  regulations.  In  the opinion of management, all
adjustments (consisting of normal recurring accruals) considered necessary for a
fair  presentation  have  been  included.  It  is suggested that these financial
statements  be  read in conjunction with the December 31, 2001 audited financial
statements  and  notes  thereto.

Operations

a)     Organization

The Company was incorporated in the State of Nevada, U.S.A., on August 17, 1999.

b)     Development  Stage  Activities

     i)   The  Company  plans to launch a free information website to assist and
          attract  the people wanting information on immigration to the USA. The
          Company plans to use the website to earn income from companies who are
          prepared  to  pay  to  have web advertising in the form of a button or
          banners on the website selling their products or services. The Company
          plans to solicit advertisers who are targeting sales of their products
          and  services  at  people  using  the  Company's  website.

     ii)  The  Company  plans  to  commercialize  and  exploit the self-chilling
          beverage  container  technology  that  it has acquired pursuant to the
          license  agreement  detailed  in  Note  3.

The  Company  is  in the development stage, therefore, recovery of its assets is
dependent  upon  future  events,  the  outcome  of  which is indeterminable.  In
addition,  successful  completion  of  the Company's development program and its
transition,  ultimately  to the attainment of profitable operations is dependent
upon  obtaining  adequate  financing  to  fulfil  its development activities and
achieve  a  level  of  sales  adequate  to  support  its  cost  structure.

                                       8

<PAGE>

                              BALSAM VENTURES INC.
                          (A DEVELOPMENT STAGE COMPANY)

                          NOTES TO FINANCIAL STATEMENTS

                               SEPTEMBER 30, 2002
                                   (UNAUDITED)
                            (STATED IN U.S. DOLLARS)



1.     BASIS  OF  PRESENTATION  AND  OPERATIONS  (Continued)

c)     Going  Concern

The Company will need additional working capital to be successful in its planned
activities  and  to service its current debt for the coming year and, therefore,
continuation  of  the Company as a going concern is dependent upon obtaining the
additional  working  capital  necessary to accomplish its objective.  Management
has  developed a strategy, which it believes will accomplish this objective, and
is  presently  engaged  in seeking various sources of additional working capital
including  equity  funding  through a private placement and long term financing.


2.     SIGNIFICANT  ACCOUNTING  POLICIES

The  financial  statements  of the Company have been prepared in accordance with
generally  accepted  accounting  principles  in  the  United  States.  Because a
precise  determination  of  many assets and liabilities is dependent upon future
events,  the  preparation  of  financial  statements  for  a  period necessarily
involves  the  use  of  estimates  which have been made using careful judgement.

The  financial  statements have, in management's opinion, been properly prepared
within  reasonable  limits  of  materiality  and  within  the  framework  of the
significant  accounting  policies  summarized  below:

a)     Development  Stage  Company

The  Company  is  a  developed  stage  company  as  defined in the Statements of
Financial  Accounting Standards No. 7. The Company is devoting substantially all
of  its  present  efforts to establishing new businesses and none of its planned
principal operations have commenced. All losses accumulated since inception have
been  considered  as  part  of  the  Company's  development  stage  activities.

b)     Use  of  Estimates

The  preparation  of  financial statements in conformity with generally accepted
accounting principles requires 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 for the reporting period. Actual
results  could  differ  from  these  estimates.


                                       9

<PAGE>

                              BALSAM VENTURES INC.
                          (A DEVELOPMENT STAGE COMPANY)

                          NOTES TO FINANCIAL STATEMENTS

                               SEPTEMBER 30, 2002
                                   (UNAUDITED)
                            (STATED IN U.S. DOLLARS)



2.     SIGNIFICANT  ACCOUNTING  POLICIES  (Continued)

c)     Software  Development  Costs

Software development costs represent capitalized costs of design, configuration,
coding,  installation  and  testing  of  the Company's website up to its initial
implementation.  Upon implementation the asset will be amortized to expense over
its  estimated  useful  life  of  three  years  using  the straight line method.
Ongoing  website  post-implementation costs of operation, including training and
application  maintenance,  will  be  charged  to  expense  as  incurred.

d)     License  Fee

License  fee  represents costs incurred to secure the license.  These costs will
be  amortized  on  a  straight-line  basis over the estimated useful life of the
license.

e)     Income  Taxes

The  Company  has  adopted Statement of Financial Accounting Standards No. 109 -
"Accounting  for  Income Taxes" (SFAS 109). This standard requires the use of an
asset  and  liability  approach for financial accounting and reporting on income
taxes.  If it is more likely than not that some portion or all if a deferred tax
asset  will  not  be  realized,  a  valuation  allowance  is  recognized.

f)     Financial  Instruments

The  Company's  financial  instruments  consist  of  cash  and accounts payable.

Unless  otherwise  noted,  it  is  management's opinion that this Company is not
exposed  to  significant  interest  or credit risks arising from these financial
instruments.  The  fair  value  of these financial instruments approximate their
carrying  values,  unless  otherwise  noted.

g)     Net  Loss  Per  Share

Net  loss  per  share  is calculated using the weighted average number of common
shares  outstanding  during  the  period.  Fully  diluted  loss per share is not
presented,  as  the  impact  of  the  exercise  of  options  is  anti-dilutive.

                                       10

<PAGE>

                              BALSAM VENTURES INC.
                          (A DEVELOPMENT STAGE COMPANY)

                          NOTES TO FINANCIAL STATEMENTS

                               SEPTEMBER 30, 2002
                                   (UNAUDITED)
                            (STATED IN U.S. DOLLARS)



3.     LICENSE

Pursuant  to an exclusive license agreement, as amended, dated June 5, 2002, the
Company  has  acquired the exclusive worldwide license to use, commercialize and
license  the technology for self-chilling beverage containers.  In consideration
of  the  grant  of  the  exclusive  license,  the  Company  agreed  to:

a)   Issue  300,000  restricted  common  shares;

b)   Pay  a  license  fee  of  US$200,000  within 180 days following the date of
     execution  of  the  agreement;

c)   Incur  the  development  expenditures  not  less  than $1,800,000 within 27
     months  following  the  date  of  execution  of  two  agreements;

d)   Pay  royalties  on  the  following  basis:

     i)   a  sales royalty on the sale of products equal to 5% of gross profits;
          and
     ii)  a  license royalty on revenues from sub-licensing equal to 5% of gross
          license  revenue.

The royalties in respect of any fiscal year following the fiscal year ended June
30,  2004  shall  not  be  less  than  $200,000  per  year.


4.     SHARE  CAPITAL

During  the  period,  the  Company  increased  its  issued and outstanding share
capital  by way of a two for one split of the Company's common stock.  The stock
split  was  effected  by  the  completion  of  a  stock  dividend to each of the
Company's  shareholders  of  one  common  share for every one common share held.


                                       11

<PAGE>


ITEM  2.     MANAGEMENT'S  DISCUSSION  AND  ANALYSIS  OR  PLAN  OF  OPERATIONS

FORWARD  LOOKING  STATEMENTS

The  information  in  this discussion contains 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.  These
forward-looking statements involve risks and uncertainties, including statements
regarding  the  Company's capital needs, business strategy and expectations. Any
statements  contained  herein that are not statements of historical facts may be
deemed  to  be  forward-looking  statements.  In  some  cases,  you can identify
forward-looking  statements  by  terminology  such  as  "may", "will", "should",
"expect",  "plan",  "intend",  "anticipate",  "believe",  "estimate", "predict",
"potential"  or  "continue",  the  negative  of  such  terms or other comparable
terminology. Actual events or results may differ materially. In evaluating these
statements,  you  should consider various factors, including the risks described
below,  and, from time to time, in other reports the Company files with the SEC.
These  factors  may cause the Company's actual results to differ materially from
any  forward-looking statement. The Company disclaims any obligation to publicly
update  these  statements, or disclose any difference between its actual results
and  those  reflected  in  these  statements.  The  information  constitutes
forward-looking  statements  within  the  meaning  of  the  Private  Securities
Litigation  Reform  Act  of  1995.


OVERVIEW

USACITIZENSHIP.NET  WEB  SITE

We  have  developed  a  free  Internet  web site at our "www.usacitizenship.net"
domain  that  provides  a reliable source of information on immigration into the
United  States.  Our  business  plan is to draw users to our web site so that we
can  sell  and  generate  revenues from the sale of web site advertisements.  We
believe  that  the  an  Internet  web  site which offers free information on the
process  of  immigrating into the United States would attract substantial usage.
We  believe  that  if we are successful in attracting people to our web site, we
will  be  able  to  generate revenues from advertisers who are interested in the
demographics  of  our  web  site  users.

We  have  completed  the  development  of  our  web site and our web site is now
operational.  We  have  yet to achieve any sales of advertising on our web site.
Our  business  plan  is  to solicit advertisers whose target market includes the
users  of  our web site in order to generate revenues, however we have postponed
these  plans  to  concentrate  on  development  of  the  InstaCool technology as
discussed  below.  Accordingly,  our business operations are in a start-up phase
and  we  have  not  earned  any  revenues  to  date.

LICENSE  OF  COOL  CAN  TECHNOLOGY

On  June 6, 2002, we entered into an exclusive licensing agreement (the "License
Agreement")  with Cool Can Technologies, Inc., ("Cool Can") pursuant to which we
were  granted  the  exclusive  worldwide  right  and license, for a period of 40
years,  to  enjoy,  commercialize  and  exploit Cool Can's proprietary Instacool
self-chilling  beverage  container  technology  (the "Technology"). The licensed
rights  include  the  right  to manufacture, use and sell apparatus and products
embodying  the  Technology  and  the right to grant sub-licenses

                                       12

<PAGE>

of our right to manufacture, use and sell products embodying the Technology. The
consideration  we have agreed to pay to Cool Can pursuant to the Agreement is as
follows:

1.   we  must  pay  Cool  Can  a  license  fee  of $200,000 by December 2, 2002;

2.   we  must  expend  $1,800,000  to  develop  and commercialize the Technology
     within  27  months  of  June  6,  2002;  and

3.   we must pay ongoing royalties to Cool Can equal to 5% of gross profits from
     sales  of  products  or  5%  of gross licensing revenues subject to minimum
     royalty payments of $200,000 per year in each of our fiscal years following
     the  fiscal  year  ended  June  30,  2004.

The  date  for  payment  of the license fee of $200,000 and the date by which we
must  expend  $1,800,000  on development and commercialization of the Technology
was  extended  for  an  additional 90 day period pursuant to an amendment to the
License  Agreement  entered  into  between us and Cool Can on September 2, 2002.
Under this amendment, we have agreed to issue 300,000 shares of our common stock
to  Cool  Can  in consideration for (a) extension of the date for payment of the
license  fee  of $200,000 to December 2, 2002; and (b) extension of the date for
expenditure of $1,800,000 on development and commercialization of the Technology
to  the  date  that  is 27 months from June 6, 2002.  These shares have not been
issued  to date, and are anticipated to be issued in our fourth quarter.  A copy
of  this  Amendment  No. 1 to the License Agreement is attached as an exhibit to
this  Quarterly  Report  on  Form  10-QSB.

Subject  to  the  license, the patents and trademarks included in the Technology
(the "Intellectual Property") remain the property of Cool Can however, we have a
right of first refusal to acquire the Intellectual Property should Cool Can seek
to  dispose  of  the  Technology  during  the currency of the License Agreement.

Cool  Can's  proposed  product  is  referred  to  as the "InstaCool" product and
consists  of  a  module  for  insertion  in an aluminium beverage container that
incorporates  a cartridge of liquid carbon dioxide ("CO2") that is held in place
by a cartridge holder.   The module consists of proprietary technology for which
Cool Can has been granted patent protection.  The module would be inserted in an
aluminium  beverage  container  during an automated canning process.  Containers
incorporating  the  InstaCool  product  would  be  identified  and  sold  as
self-chilling  beverage  containers.  To  start the chilling process, a consumer
would  pull  the  tab  off the container as with a regular non-chilling beverage
container.  When  the  tab on the lid of the beverage container is pulled by the
consumer,  a valve mechanism within the container releases the compressed liquid
CO2.  The  escaping  CO2  forms into small particles of frozen snow at extremely
cold  temperatures  and  rapidly imparts a chilling action to the beverage.  The
targeted result is that the consumer may purchase a beverage at room temperature
and enjoy it cold without having to purchase it from a cooler or purchase ice to
cool  the  beverage.

PLAN  OF  OPERATIONS

Our  plan  of  operations  for the next twelve months will include the following
components,  subject  to  our  achieving  the  required  financing:

     (1)  We plan to defer proceeding with an advertising and marketing campaign
          for  our  web  site  in order to concentrate our efforts and financial
          resources  on  the

                                       13

<PAGE>

          InstaCool technology. We anticipate spending approximately $6,000 over
          the  next  twelve  months  on  ongoing  operating  and  administrative
          expenses  associated  with  maintaining  our  web  site.

     (2)  We  plan  to  raise the required $200,000 to pay for the payment under
          our  License Agreement for the InstaCool technology due on December 2,
          2002;

     (3)  We  plan  to  spend  approximately  $300,000  to develop the InstaCool
          Technology. We plan to proceed with product development and production
          of  samples  of  our  self-chilling  beverage container modules. These
          costs  will be accounted for under our license agreement with Cool Can
          towards  the  expenditures for the development of the Technology to be
          incurred  by  us  pursuant  to  the  license  agreement. This phase of
          development  will  include  the  following  elements  and  will  take
          approximately  nine  months  once  financing  is  in  place:

          (a)  Product  fabrication,  including  testing  and  studying  design
               concepts,  making  required  design modifications, developing and
               building  a  fully  functioning  prototype self-chilling beverage
               container.

          (b)  Follow  on prototype development including, analysis, testing and
               fine  tooling  required  for  production  and  finalizing  all
               production  drawings  and  specifications.

          (c)  Producing  high-volume  production  cost  estimates  and methods,
               including  estimation  of  tooling  costs,  sourcing  production
               facilities  and  requesting  bids  for  tender  from  potential
               manufacturers  of component parts and analysis and cost estimates
               for  projected  method  of  assembling  of  chilling  module.

     (4)  We anticipate spending approximately $20,000 on professional fees over
          the  next  twelve  months  in complying with our reporting obligations
          under  the  Securities  Exchange  Act  of  1934.

     (5)  We  anticipate  spending  approximately  $140,000  on general overhead
          expenses,  including  office  expenses  and  consulting  fees.

We  anticipate  that  we  will  be  spend  approximately  $666,000 over the next
twelve-month  period  pursuing  our  stated  plan  of  operations.  Of  these
anticipated  expenditures, we anticipate that $363,000 will be spent on our plan
of  operations  over  the  next  six  months.  Our present cash reserves are not
sufficient  for  us  to  carry  out  our  plan of operations without substantial
additional  financing.  We  are  currently  attempting  to arrange for an equity
financing that would enable us to proceed with our plan of operations.  However,
we  do  not  have  any financing arrangements in place and there is no assurance
that  we  will be able to achieve the required financing.  If we are not able to
complete  a financing to pay for the $200,000 due under our License Agreement on

December 2, 2002, then our License Agreement will terminate and we will lose all
rights to the InstaCool Technology.  If we are successful in acquiring a license
of  the  Cool  Can  technology,  there  is  no assurance that we will be able to
achieve  sufficient  financing  that  would  be  required  to commercialize this
technology  and  to  earn  revenues.

                                       14

<PAGE>


Our  actual expenditures and business plan may differ from the one stated above.
Our  board of directors may decide not to pursue this plan.  In addition, we may
modify  the  plan  based  on  available  financing.

RESULTS  OF  OPERATIONS

We  did not earn any revenues during the period ended September 30, 2002.  We do
not  anticipate  earning  revenues until we commence sales of advertising on our
immigration  web  site  or  we  are successful completing the development of the
InstaCool  technology and are successful in commercializing this technology.  We
are  presently  in the development stage and we can provide no assurance that we
will be successful in earning revenues from our immigration web site or from the
InstaCool  technology  even  if  we  achieve  the  financing  to  develop  this
technology.

We  incurred  operating  expenses  in  the amount of $90,097 for the nine months
ended  September  30,  2002  as  compared  to  $13,381 for the nine months ended
September  30,  2001.  The  largest  component  of  our  operating  expenses was
consulting services in the amount of $42,847 for the nine months ended September
30,  2002, of which $40,020 was incurred in the three months ended September 30,
2002.  These consulting services were incurred in connection with our efforts to
raise  the  financing necessary to complete the $200,000 payment due to Cool Can
under  the  License Agreement and to proceed with development of the Technology.
For  the  nine  months  ended  September  30,  2002, our operating expenses also
included  professional  fees  in  the  amount  of  $31,674  associated  with our
acquisition  for the license of the InstaCool Technology and compliance with our
ongoing  reporting  requirements  under the Securities Exchange Act of 1934.  We
also  incurred  office  and  sundry expenses in the amount of $5,395 during this
period  compared  to  $944  for  the  same  period  last year. We anticipate our
operating  costs will increase without any corresponding increase in revenues if
we  achieve  the  financing  necessary  to  proceed  with the development of the
InstaCool  technology.

We  incurred  a  loss  of  $90,097  for the nine months ended September 30, 2002
compared  to $13,381 for the nine months ended September 30, 2001.  Our net loss
was  attributable  entirely  to  our  operating  expenses.


FINANCIAL  CONDITION

LIQUIDITY  AND  FINANCIAL  CONDITION

We  had  cash of $72 as of September 30, 2002, compared to cash of $14,877 as of
December  31, 2001.  We had a working capital deficit of $77,029 as of September
30,  2002, compared to positive working capital as of $13,068 as of December 31,
2001.

We will require additional financing if we are to continue operations as we have
yet  to  realize  revenues  from our Internet web site operations, the InstaCool
technology  is  still  in the development stage and our plan of operations calls
for  expenses  in  the  amount of $666,000 over the next twelve months.  We have
postponed  marketing  of our immigration web site as we pursue the financing and
development  of  the  InstaCool  Technology.  Accordingly, we anticipate that we
will not earn any revenues over the next twelve months from this web site unless
we  determine  at  a later date to initiate a marketing plan for our immigration
web  site.  We  anticipate  that  any  additional  financing  that we require to
complete  our  plan  of operations would be an equity financing achieved through
the  sale  of our common stock.  We do not have any

                                       15

<PAGE>


arrangement  in  place for any debt or equity financing. If we are successful in
completing  an  equity financing, existing shareholders will experience dilution
of  their  interest  in  our  company.  In  the  event  we are not successful in
obtaining  such financing when necessary, we may not be able to proceed with our
plan  of  operations  and  we  may  lose our license agreement for the InstaCool
technology.

We  anticipate  continuing  operating losses in the foreseeable future.  We base
this  expectation  in  part on the fact that we will incur substantial operating
expenses  in  completing  our  stated plan of operations before we will have the
opportunity  to  earn revenues.  Our future financial results are also uncertain
due to a number of factors, many of which are outside our control. These factors
include,  but  are  not  limited  to:

          (1)  our ability to successfully develop the InstaCool Technology with
               Cool  Can;
          (2)  our  ability  to  successfully  commercialize  the  InstaCool
               Technology  if the development work is successful in establishing
               a  feasible  product;
          (3)  our  ability to successfully finance development of the InstaCool
               Technology;
          (4)  our  ability  to  convince  commercial  beverage  manufactures to
               incorporate  the  InstaCool  Technology into their product lines.

There  is  no  assurance that development efforts undertaken with respect to the
InstaCool  Technology  will  result in the production of a functioning prototype
product that we can market to potential purchasers of the Technology.  Even if a
functioning  prototype  is  developed,  there is no assurance that the InstaCool
Technology  can  be incorporated into commercial beverage canning processes at a
marketable  cost.  In addition, commercial beverage companies may determine that
consumers  are  not  prepared  to purchase a product incorporating the InstaCool
Technology.  In  view  of these factors, there is no assurance that we will earn
revenues  even  if  we  can  proceed  with  the  development  of  the  InstaCool
Technology.


ITEM  3.     CONTROLS  AND  PROCEDURES.

As  required  by  Rule  13a-15  under  the  Securities Exchange Act of 1934 (the
"Exchange Act"), we carried out an evaluation of the effectiveness of the design
and operation of our 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 our Chief Executive Officer and Chief
Financial  Officer,  Mr.  John  Boschert.  Based upon that evaluation, our Chief
Executive  Officer  and  Chief  Financial  Officer concluded that our disclosure
controls  and procedures are effective in timely alerting management to material
information  relating to us required to be included in our periodic SEC filings.
There  have  been  no  significant  changes in our internal controls or in other
factors that could significantly affect internal controls subsequent to the date
we  carried  out  our  evaluation.

Disclosure  controls  and  procedures are controls and other procedures that are
designed  to  ensure that information required to be disclosed our 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  our  reports  filed  under  the Exchange Act is
accumulated  and  communicated  to  management,  including  our  Chief Executive
Officer  and  Chief  Financial  Officer,  to  allow  timely  decisions regarding
required  disclosure.

                                       16

<PAGE>

PART  II  -  OTHER  INFORMATION

ITEM  1.  LEGAL  PROCEEDINGS

We  are  not  a party to any material legal proceedings and to our knowledge, no
such  proceedings  are  threatened  or  contemplated.


ITEM  2.  CHANGES  IN  SECURITIES

We did not complete any unregistered sales of our common stock during our fiscal
quarter  ended  September  30,  2002.


ITEM  3.  DEFAULTS  UPON  SENIOR  SECURITIES

None.


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

No  matters  were  submitted  to a vote of our security holders during our third
quarter  ended  September  30,  2002.


ITEM  5.  OTHER  INFORMATION

None.

                                       17

<PAGE>

ITEM  6.  EXHIBITS  AND  REPORTS  ON  FORM  8-K.


EXHIBITS  REQUIRED  BY  ITEM  601  OF  FORM  8-K
--------------
EXHIBIT NUMBER DESCRIPTION OF EXHIBIT
-------------- -----------------------------------------------------------------
10.2           Amendment  No.  1 to Exclusive License Agreement between Cool Can
               Technologies,  Inc.  and Balsam Ventures, Inc. dated September 2,
               2002(1)

99.1           Certification  of  Chief  Executive  Officer  and Chief Financial
               Officer  pursuant  to  pursuant  to  18  U.S.C.  Section 1350, as
               adopted  pursuant  to  Section  906  of the Sarbanes-Oxley Act of
               2002(1)
--------------------------------------------------------------------------------

(1)     Filed  as  an  Exhibit  to  this  Quarterly  Report  on  Form  10-QSB

--------------------------------------------------------------------------------


REPORTS  ON  FORM  8-K

We  did not file any Current Reports on Form 8-K during the fiscal quarter ended
September  30,  2002.   We  have not filed any Current Reports on Form 8-K since
September  30,  2002.

                                       18

<PAGE>




                                   SIGNATURES

In  accordance with the requirements of the Securities and Exchange Act of 1934,
the  Registrant  has  duly  caused this report to be signed on its behalf by the
undersigned,  thereunto  duly  authorised.

BALSAM  VENTURES,  INC.

Date:     NOVEMBER  14,  2002


By:  /s/ JOHN  BOSCHERT
     -----------------------------
      JOHN  BOSCHERT,
      PRESIDENT,  SECRETARY  AND  TREASURER
      CHIEF  EXECUTIVE  OFFICER  AND  CHIEF  FINANCIAL  OFFICER


<PAGE>

                                 CERTIFICATIONS*
I,  JOHN BOSCHERT, Chief Executive Officer and Chief Financial Officer of Balsam
Ventures,  Inc.  (the'  Registrant"),  certify  that;

(1)  I  have  reviewed  this  quarterly report on Form10-QSB of Balsam Ventures,
     Inc.;

(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;  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.


Date:  NOVEMBER  14,  2002         /s/ JOHN  BOSCHERT
                                   _________________________
                                   (Signature)
                                   CHIEF  FINANCIAL  OFFICER
                                   AND  CHIEF  EXECUTIVE  OFFICER
                                   ------------------------------
                                   (Title)