<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  June  30,  2002

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

        For  the  transition  period ___________ to ____________


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

                                 former address:
                          Suite 12, 5880 Hampton Place
                  Vancouver, British Columbia, Canada  V6T 2E9
                         former  telephone  number  604-222-2657
                         ---------------------------------------
             (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  August  12,  2002.


                                       1


<PAGE>

                         PART 1 - FINANCIAL INFORMATION

Item  1.          Financial  Statements

The accompanying unaudited financial statements have been prepared in accordance
with  the  instructions  to Form 10-QSB and Item 310 (b) of Regulation S-B, and,
therefore, do not include all information and footnotes necessary for a complete
presentation  of  financial  position,  results  of  operations, cash flows, and
stockholders'  equity  in  conformity  with  generally  accepted  accounting
principles.  In  the opinion of management, all adjustments considered necessary
for a fair presentation of the results of operations and financial position have
been  included  and  all  such  adjustments  are  of  a normal recurring nature.
Operating  results  for  the  six months ended June 30, 2002 are not necessarily
indicative  of the results that can be expected for the year ending December 31,
2002.





                                       2


<PAGE>









                              BALSAM VENTURES INC.
                          (A Development Stage Company)


                              FINANCIAL STATEMENTS


                                  JUNE 30, 2002
                                   (Unaudited)
                            (Stated in U.S. Dollars)









                                       3


<PAGE>

<TABLE>
<CAPTION>
                             BALSAM  VENTURES  INC.
                          (A Development Stage Company)

                                  BALANCE SHEET
                                   (Unaudited)
                            (Stated in U.S. Dollars)




-------------------------------------------------------------
                                      JUNE 30    DECEMBER 31
                                         2002           2001
-------------------------------------------------------------
<S>                                 <C>         <C>

ASSETS

Current
  Cash                              $       -   $     14,877

Software Development Costs              8,675          8,675
License (Note 3)                            -              -
                                    -------------------------
                                    $   8,675   $     23,552
=============================================================

LIABILITIES

Current
  Accounts payable                  $  24,986   $      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               (101,411)       (53,257)
                                    -------------------------


                                      (16,311)        21,743
                                    -------------------------


                                    $   8,675   $     23,552
=============================================================


</TABLE>


                                       4

<PAGE>

<TABLE>
<CAPTION>
                                          BALSAM  VENTURES  INC.
                                      (A  Development  Stage  Company)

                                       STATEMENT OF LOSS AND DEFICIT
                                                (Unaudited)
                                         (Stated in U.S. Dollars)


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

Expenses
  Consulting services                          $     2,700  $         -  $     2,827  $         -  $ 2,927
  Domain registration                                    -            -           46            -      251
  Professional fees                                 14,400        7,800       22,168        9,407   70,402
  Office and sundry                                  2,441          205        2,863          534    5,153
  Regulatory                                         7,500            -        7,500            -    7,500
  Stock transfer services                            2,650            -        2,650            -    5,078
                                               -----------------------------------------------------------
Net Loss For The Period                             29,691        8,005       38,054        9,941  $91,311
==========================================================================================================

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>

<TABLE>
<CAPTION>

                                      BALSAM  VENTURES  INC.
                                 (A  Development  Stage  Company)

                                    STATEMENT  OF  CASH  FLOWS
                                            (Unaudited)
                                    (Stated  in  U.S.  Dollars)


----------------------------------------------------------------------------------------------------------
                                                                                                 INCEPTION
                                                                                                 AUGUST 17
                                                        THREE MONTHS ENDED    SIX MONTHS ENDED     1999 TO
                                                             JUNE 30              JUNE 30          JUNE 30
                                                         2002       2001      2002       2001         2002
----------------------------------------------------------------------------------------------------------

<S>                                                    <C>        <C>       <C>        <C>       <C>

Cash Flows From Operating Activities
  Net loss for the period                              $(29,691)  $(8,005)  $(38,054)  $(9,941)  $(91,311)

Adjustments To Reconcile Net Loss To
 Net Cash Used By
Operating Activities
  Change in accounts payable                             18,565     2,394     23,177     2,729     24,986
                                                       ---------------------------------------------------
                                                        (11,126)   (5,611)   (14,877)   (7,212)   (66,325)
                                                       ---------------------------------------------------
Cash Flows From Investing Activity
Software development costs                                    -         -          -         -     (8,675)
                                                       ---------------------------------------------------
Cash Flows From Financing Activity
  Share capital                                               -         -          -         -     75,000
                                                       ---------------------------------------------------

Increase (Decrease) In Cash                             (11,126)   (5,611)   (14,877)   (7,212)         -

Cash, Beginning Of Period                                11,126    36,999     14,877    38,600          -
                                                       ---------------------------------------------------

Cash, End Of Period                                    $      -   $31,388   $      -   $31,388   $      -
==========================================================================================================
</TABLE>



                                       6

<PAGE>

<TABLE>
<CAPTION>

                                        BALSAM  VENTURES  INC.
                                   (A  Development  Stage  Company)

                                 STATEMENT  OF  STOCKHOLDERS'  EQUITY

                                          JUNE  30,  2002
                                            (Unaudited)
                                    (Stated  in  U.S.  Dollars)



                                     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              -            -        -            -     (38,054)   (38,054)
                            ---------------------------------------------------------------------

Balance, June 30, 2002      20,200,000  $    20,200  $64,900   $        -   $(101,411)  $(16,311)
                            =====================================================================

</TABLE>


                                         7

<PAGE>
                              BALSAM VENTURES INC.
                          (A Development Stage Company)

                          NOTES TO FINANCIAL STATEMENTS

                                  JUNE 30, 2002
                                   (Unaudited)
                            (Stated in U.S. Dollars)



1.     BASIS  OF  PRESENTATION  AND  OPERATIONS

Basis  of  Presentation

The unaudited financial statements as of June 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

                                  JUNE 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

                                  JUNE 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

                                  JUNE 30, 2002
                                   (Unaudited)
                            (Stated in U.S. Dollars)



3.     LICENSE

Pursuant  to an exclusive license agreement, 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)     Pay  a  license  fee  of  US$200,000 within 90 days following the date of
execution  of  the  agreement;

b)     Incur  the  development  expenditures  not less than $1,800,000 within 24
months  following  the  date  of  execution  of  two  agreements;

c)     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
"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 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:


                                       12

<PAGE>

1.   we  must  pay  Cool  Can  a  license  fee of $200,000 by September 4, 2002;

2.   we  must  expend  $1,800,000  to  develop  and commercialize the Technology
     within  24  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.

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  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  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 September 4, 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:


                                       13

<PAGE>

     (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.

We  anticipate  that  we  will be spend approximately $526,000 over 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
September  4,  2002,  then our license agreement will terminate and we will lose
all  rights  to  the InstaCool Technology.  We are currently negotiating a short
term  extension  agreement  for  this  payment,  although  there is no assurance
CoolCan  will agree to an extension. 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.

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 June 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 $38,054 for the six months ended
June  30, 2002 as compared to $9,941 for the six months ended June 30, 2001. For
the  period  ended  June  30,  2002,  these  operating  expenses  were comprised
primarily  of  professional  fees  in  the amount of $22,168 associated with our
acquisition  for  the  license  of  the  InstaCool Technology.  We also incurred
office  and  sundry expenses in the amount of $2,863 during this period compared
to  $534 for the same period last year.  Additional expenses included consulting
services  of  $2,827  and domain registration costs of $46 for the period ending
June 30, 2002; these costs were not incurred in the quarter ended June 30, 2001.
Our operating costs will increase without any corresponding increase


                                       14

<PAGE>

in  revenues  if  we  achieve  the  financing  necessary  to  proceed  with  the
development  of  the  InstaCool  technology.

We incurred a loss of $38,054 for the six months ended June 30, 2002 compared to
$9,941  for the three months ended June 30, 2001.  Our net loss was attributable
entirely  to  our  operating  expenses.

FINANCIAL  CONDITION

Liquidity  and  Financial  Condition

We  had  cash  of  $0  as  of  June  30, 2002, compared to cash of $14,877 as of
December  31,  2001.  We had a working capital deficit of $24,986 as of June 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 $526,000 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 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.


                                       15

<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  June  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 second
quarter  ended  June  30,  2002.


Item  5.  Other  Information

We issued a stock dividend to our shareholders of record on April 10, 2002. Each
shareholder of record was issued an additional one share of our common stock for
each  share  held  prior  to  the record date. Our common stock was approved for
trading  on  a  post-split  basis effective as of April 12, 2002. As a result of
this  stock  dividend,  the  issued  and  outstanding shares of our common stock
increased  from  10,100,000  shares  to  20,200,000 shares as of April 10, 2002.

On  July  4,  2002,  Mr.  John  Boschert, as purchaser, and Mr. Robert Smith, as
seller,  entered  into a stock purchase agreement pursuant to which Mr. Boschert
has  acquired  10,000,000 shares of our common stock (representing approximately
49.5%  of  the outstanding shares of our common stock) for an aggregate purchase
price  of  $42,000.  The  consideration  for  the  acquisition was paid from the
personal  funds  of Mr. Boschert.  The purchase of the shares of common stock by
Mr.  Boschert  from  Mr.  Smith was consummated in a private transaction and Mr.
Boschert  may  now  be  considered  to  be  in  "control"  the  Company.

As a condition of the Stock Purchase Agreement, Mr. Smith resigned as president,
secretary  and treasurer and as a director of the Company on July 22, 2002.  Mr.
Boschert  was  appointed as president, secretary and treasurer and as a director
of  the  Company  on  July  22,  2002  concurrent  with Mr. Smith's resignation.


                                       16

<PAGE>

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

EXHIBITS

None.

REPORTS  ON  FORM  8-K


 Date of Filing of Form 8-K     Description of Form 8-K
--------------------------     ----------------------------------------
      June 20, 2002            Form 8-K announcing Cool Can license agreement
                               dated June 5, 2002




                                       17

<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:  August 13, 2002


By:   /s/ John Boschert
      ----------------------------------
      JOHN BOSCHERT,
      President, Secretary and Treasurer



      CERTIFICATION OF CHIEF EXECUTIVE OFFICER AND CHIEF FINANCIAL OFFICER
                       PURSUANT TO 18 U.S.C. SECTION 1350,
                             AS ADOPTED PURSUANT TO
                  SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002


I,  John  Boschert,  as  chief  executive  officer  and chief financial officer,
certify,  pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906
of  the  Sarbanes-Oxley Act of 2002, that the Quarterly Report on Form 10-QSB of
Balsam  Ventures,  Inc.  for  the  quarterly  period  ended  June 30, 2002 fully
complies  with  the  requirements  of  Section  13(a) or 15(d) of the Securities
Exchange  Act of 1934 and that the information contained in the Quarterly Report
on  Form 10-QSB fairly presents in all material respects the financial condition
and  results  of  operations  of  Balsam  Ventures,  Inc.

                                       By:     /s/ John Boschert
                                               ---------------------------------

                                       Name:   JOHN BOSCHERT

                                       Title:  Chief Executive Officer

                                       Date:   August 13, 2002