SECURITIES AND EXCHANGE COMMISSION
                              WASHINGTON, DC 20549

                                    FORM 10-K

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

    For the fiscal year ended September 30, 1999

                                       OR

[ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
    EXCHANGE ACT OF 1934

    For the transition period from _________ to _________

                         Commission file number 0-16075


                      CENTURY PACIFIC FINANCIAL CORPORATION
             (Exact Name of Registrant as Specified in Its Charter)

         Delaware                                                86-0449546
(State of Other Jurisdiction                                 (I.R.S. Employer
     of Incorporation)                                      Identification No.)

1422 N. 44th Street, #211, Phoenix, AZ                             85008
(Address of Principal Executive Offices)                         (Zip Code)

                                  602-267-7007
                  (Issuer's Telephone No., Including Area Code

    Securities Registered Pursuant to Section 12(b) of the Exchange Act: None

      Securities Registered Pursuant to Section 12(g) of the Exchange Act:
                    51,471,843 Common Stock .0400 par value

     Check whether the issuer (1) has filed all reports  required to be filed by
Section 13 or 15(d) of the  Exchange  Act during the past 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. Yes [X]  No [ ]

     Check if there is no disclosure  of  delinquent  filers in response to Item
405 of  Regulation  S-X  contained  in  this  form,  and no  disclosure  will be
contained,  to the best of the  registrant's  knowledge,  in definitive proxy or
information  statements  incorporated by reference in Part III of this Form 10-K
or any amendment to this Form 10-K. [ ]

     The  issuer's  revenues for the fiscal year ended  September  30, 1999 were
$805,533.00.

     The   aggregate   market   value  of  the  common   equity  stock  held  by
non-affiliates of the registrant based on the average bid and asked price of the
common stock on  September  30, 1999 was  UNKNOWN.  Directors,  officers and ten
percent or greater  shareholders are considered  affiliates for purposes of this
calculation  but  should  not  necessarily  be deemed  affiliates  for any other
purpose.

     The  number of  shares  outstanding  of the  issuer's  common  equity as of
September 30, 1999 was as follows: 51,471,843 shares of common stock.

    Transitional Small business Disclosure Format (check one): Yes [ ] No [X]
<PAGE>
                                TABLE OF CONTENTS


                                                                          Page
                                                                          ----
PART I
       Item 1 -  Description of Business .................................  1
       Item 2 -  Properties ..............................................  4
       Item 3 -  Legal Proceedings .......................................  4
       Item 4 -  Submission of Matters to a vote of Security Holders .....  4

PART II
       Item 5 -  Market for the Registrant's Common Equity Securities
                 and Related Stockholder Matters .........................  5
       Item 6 -  Management's Discussion of Plan of Operation and
                 Analysis of Selected Financial Data .....................  6
       Item 8 -  Disagreements on Accounting and Financial Disclosure ....  6

PART III
       Item 8 -  Directors, Executive Officers and Control Persons;
                 Compliance with Section 16(a) of the Exchange Act .......  7
       Item 9 -  Executive Compensation ..................................  7
       Item 10 - Security Ownership of Certain Beneficial Owners
                 and Management .........................................   8
       Item 11 - Certain Relationships and Related Transactions..........   8

PART IV
       Item 12 - Exhibits, Financial Statement Schedules and Reports
                 on Form 8-K ............................................   8

SIGNATURES ..............................................................   9

CONSOLIDATED FINANCIAL STATEMENTS ....................................... F-1

                                       i
<PAGE>
                                     PART I

     In  addition to  historical  information,  this annual  report on form 10-K
contains  forward-looking   statements  such  as  statements  of  the  Company's
expectations,  plans, objectives and beliefs. These statements use such words as
"may",  "will",  "expect",  "anticipate",  "believe",  "plan", and other similar
terminology. Actual results could differ materially due to changes in the market
acceptance of Century  Pacific  Financial's  products,  market  introduction  or
product delivery delays,  global and local business conditions,  legislation and
governmental  regulations,  competition,  the Company's  ability to  effectively
maintain and update its product  portfolio,  shifts in technology,  political or
economic instability in local markets, and currency and exchange rates.

ITEM 1.  DESCRIPTION OF BUSINESS.

GENERAL

     Century  Pacific  Financial  Corporation  (the "Company" or "Century") is a
holding  company that was formed in 1982 and  commenced  operations  in 1984. It
provides through its principal  subsidiaries a range of financial and commercial
services.  Century and its three subsidiaries are hereinafter referred to as the
"Company".  The  remaining  subsidiaries  of  Century  include  Century  Pacific
Fidelity   Corporation   (Fidelity),   Century  Pacific  Investment   Management
Corporation  (Century Management) and Global Medical Technologies Inc. DBA Tempe
Medical Equipment (Global Medical).

     Century has received  revenue  from an  investment  banking and  securities
brokerage  business  operated under its principal  officer's  license through an
independent  contractor agreement with a regional securities firm. Its principal
officer is registered as a securities registered representative and principal in
several states and primary  activities  include acting as a stock broker in most
types of investment securities and options .

     The medical equipment subsidiary purchases for resale used and occasionally
new medical  equipment to be resold.  Global Medical employs  personnel that are
technically  qualified to  refurbish  both the  electronic  apparatus as well as
structural elements of "hi-tech" medical instruments and machines.

     The Company maintains its corporate headquarters in a leased office located
at 1422 N. 44th Street, Suite 211, Phoenix, AZ 85008. Approximately 300 accounts
are serviced by account  executives.  No single  client  accounts for a material
percentage of the total revenue.

REVENUES BY SOURCE

SECURITIES ACTIVITIES

     The  Company's  securities  revenues  since  inception  have  been  derived
principally   from   commissions  on   transactions   in   exchange-listed   and
over-the-counter  stocks,  options,  and corporate and government bonds. Markups
are also  earned  as a result  of  principal  transactions  in  over-the-counter
stocks,   municipal,   corporate  and  government  bonds.   Investment   banking
participations also result in revenue from dealer  reallowances.  Global Medical
Technologies, Inc., during FY 1999 has, however, produced more revenues than the
securities activities.

                                       1
<PAGE>
     Century's  securities  business  activities  were sharply  curtailed by the
closure  of  all  business   activities   maintained  by   previously   existing
subsidiaries and their subsequent  filings for either Chapter 7 or 11 bankruptcy
protection.   Century  itself  was  released  from  Chapter  11  bankruptcy  and
administrative  surveillance and protection on December 30, 1998.  Settlement of
all existing debts by minimal cash payments or issue of freely  tradeable  stock
has  settled  accounts  in a  reasonable  period  of time.  Management  has been
approached  with merger and or acquisition  proposals  several  times,  however,
actions  regarding  such  proposals  have been  postponed  until Global  Medical
reaches a stable and profitable trend.  Future plans most assuredly will involve
actively   seeking  bridge   financing  and  ultimately,   future  offerings  of
securities.

     Plans for the future are targeted for growth and profitability in the areas
of  financial  services  and the  export and import of "big  ticket"  used,  but
refurbished, medical equipment such as is already the case with Global Medical.

     The following  table shows revenues by source for the Company's last fiscal
year.

                      Century Pacific Financial Corporation

                                                     Year Ended September 30,
                                                    1999                 1998
                                                    ----                 ----
MEDICAL EQUIPMENT SALES:                          762,534                None

SECURITIES ACTIVITIES:
  Commissions & principal transaction markups      43,562              42,292

INSURANCE ACTIVITIES:
  Commissions                                         363

SECURITIES OWNED:
  Interest, dividends and proceeds from
   trading activities                                None                None

OTHER:
  Export-import activities                           None                None

TOTAL REVENUES:                                   805,533              42,855

REVENUES BY SEGMENT (DISCUSSION)

     In  view  of  the  financial   interdependence  of  the  Company's  various
subsidiaries and since the Company relies upon  substantially the same personnel
in connection with many of its revenue-producing  operations,  it does, however,
continue to maintain  separate  accounting  for  expenses  shared by the various
subsidiaries  and the company  does  believe  that a  meaningful  allocation  of
expenses can be made among the company's  business segments so as to reflect the
percentage  contribution  to  consolidated  net income of each  component of the
Company's  operations.  Fidelity and Century Management were dormant during this
fiscal year.

                                       2
<PAGE>
COMMISSIONS

     Securities transactions for individuals and institutional investors,  where
the registered broker acts on an agency basis,  generate  securities  commission
revenues.  Commissions are charged on both exchange and over-the-counter  agency
transactions  for  individual   customers  in  accordance  with  an  established
schedule,  which may change from time to time. In certain cases,  discounts from
the schedule may be granted to customers.  Securities commissions result in part
from executing  transactions in listed stocks and bonds and the company also may
realize commission revenue or markups when the trade is executed on principal or
agency basis in over-the-counter or listed securities.  A substantial portion of
the commission  revenues  generated by the company is attributable to individual
investors.

     The  independent  contractor  office  operated and managed by Mr.  Phillips
under his license has a policy of charging a $50 minimum commission on equity
trades and a $75 minimum on bond trades. These minimums tend to limit the number
of trades in small quantities or small dollar amounts.  It is a matter of policy
not to effect transactions in commodity or financial futures contracts.

     Reduced volume on the securities,  and options markets typically results in
lower  commissions  generated.  Since  the  level of fixed  costs is  relatively
insensitive to the level of revenues on a short-term basis, profitability can be
dramatically affected in periods of greater or reduced market volume.

     Securities transactions with clients are generally made on either a cash or
a margin basis. In a margin transaction,  the client is loaned part of the total
purchase  price  of the  securities.  Minimum  initial  and  maintenance  margin
requirements  are  prescribed  by  Federal  Reserve  Board and are  enforced  by
Securities and Exchange Commission regulation.

PRINCIPAL TRANSACTIONS AND TRADING PROFITS

     The level of positions  carried in Century's  trading account may fluctuate
significantly.  The size of the securities  positions on any one date may not be
representative  of  the  Company's  exposure  on  any  other  date  because  the
securities  positions  vary  substantially  depending  upon  economic and market
conditions,  the allocation of capital among types of  inventories,  and general
capital availability.

MEDICAL EQUIPMENT SALES AND SERVICES

     This business  activity is in the "start up" stage,  however,  progress has
been  remarkably  good for the last two quarters of FY 1999 and shows promise of
increasing volume and has already been profitable.

COMPETITION

     The Company is engaged in highly competitive  businesses.  Its services and
potential products are similar to those supplied or capable of being supplied by
a number of companies,  some of which have  substantially  greater financial and
technological  resources,  and production and marketing capabilities.  Principal
competitive  factors  include  (1)  size  of the  firm,  (2) the  capability  of
technical  and sales  staff,  (3) the  capacity to be  innovative  and (4) quick
response time. Each of the Company's  competitors are directly  competitive with
most of the Company's services or products.

                                       3
<PAGE>
EMPLOYEE HIRING PRACTICES, ADMINISTRATION, AND OPERATIONS

EMPLOYEE HIRING PRACTICES

     The   company  has  several   employees,   of  whom  two  have   managerial
responsibilities,  while the others have  administrative  or sales  duties only.
Account  executives  that work as independent  contractors  under Mr.  Phillips'
supervision also generate some revenue.

     The Company  considers its employee  relations to be good and believes that
its  compensation  and employee  benefits are competitive  with those offered by
other firms.

     The Company functions as an equal opportunity employer.

ADMINISTRATION

YEAR 2000 ISSUE:

     The  Company  recognizes  that the  arrival of the Year 2000 poses a unique
challenge  to the  ability  of  all  computerized  data  processing  systems  to
recognize the date change from December 31, 1999, to January 1, 2000,  and, like
other companies,  has assessed its computer applications and business procedures
to provide for their continued functionality.  An assessment of the readiness of
external  entities which it interfaces  with,  such as vendors,  counterparties,
payment  systems,  and other,  is ongoing.  Initial  contact with these external
entities is expected to be completed by the fourth  quarter of 1999. The company
does not expect the cost to address the Year 2000 data processing issues will be
material and has  determined  that the software it utilizes in its operations is
compatible  with the Year  2000  changeovers.  If  future  testing  of  existing
software reveals inadequacies, it will be replaced.

     Administrative   activities   though   sharply   curtailed   are  operating
efficiently through the utilization of outside staff for accounting requirements
while  normal  management  and  administrative  duties are  performed to fulfill
corporate needs at existing levels.

OPERATIONS

     Current  operations of Century though relatively small compared to those of
prior years before the bankruptcies  have been sufficient for Century now devoid
of its former  operating  subsidiaries  and  operating  at  substantially  lower
expense  levels under Chapter 11 protection  for 6 months of this fiscal year to
generate sufficient cash flow to meet current expenses.

ITEM 2. PROPERTIES.

     The Company  operates  principally  from one location in Phoenix and one in
Tempe,  Arizona  leased under its managing  principals'  names.  It owns no real
property.

ITEM 3. LEGAL PROCEEDINGS.

     None are in existence, pending or threatened, at this time to the knowledge
of its presiding officer or employees.

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

     None were submitted to shareholders  during this fiscal year as the Company
was in operation under the jurisdiction of federal  bankruptcy  officials.  Such
matters will be submitted to a vote of  securities  holders  within a reasonable
time after release from bankruptcy.

                                       4
<PAGE>
                                     PART II

ITEM 5. MARKET FOR THE REGISTRANT'S COMMON EQUITY SECURITIES AND RELATED
        STOCKHOLDER MATTERS.

     PRICE RANGE OF COMMON  STOCK DURING THIS FISCAL  YEAR.  It is  management's
recollection  that  stock may have  traded  sporadically  in  pennies  or mills,
however, no official record of such transactions appears to be available.

     The  Company's  Common  stock has been  inactive or very limited in trading
during the last  several  years.  Subsequent  to the  company's  initial  public
offering  effective  November 12, 1986, for approximately a year and a half, the
Company's  Common  Stock  traded on the  NASDAQ  Stock  Market  under the symbol
"CEPA".  Later, as the company requested delisting,  the issue continued trading
on the "Pink Sheet" market or through the "Bulletin Board" system.

               Fiscal 1999                         Price
               -----------                         -----
               First Quarter                       Unknown
               Second Quarter                      Unknown
               Third Quarter                       Unknown
               Fourth Quarter                      Unknown

     As of September 30, 1999, there were 367 shareholders of record.

DIVIDEND POLICY

     The  Company has not paid cash  dividends  on its common  shares  since its
inception.  The Company currently intends to retain all of its earnings, if any,
to finance the  development  and growth of its business and does not  anticipate
paying any cash dividends in the foreseeable future.

                                       5
<PAGE>
ITEM 6. MANAGEMENT'S DISCUSSION OF PLAN OF OPERATION AND ANALYSIS OF SELECTED
        FINANCIAL DATA

     The following selected data of the Company is qualified by reference to and
should  be read in  conjunction  with  the  consolidated  financial  statements,
including  the notes  thereto,  and  "Management's  Discussion  and  Analysis of
Financial  Condition  and  Results of  Operations"  included  elsewhere  in this
report. The detailed financial statements start on page 17.

     RESULTS OF OPERATIONS.  Comparisons of fiscal year periods ended  September
30, 1999 and 1998 are contained herein. Revenues for the year of $805,533.00 are
substantially  higher then $42,855.00 of the previous year.  Higher 1999 figures
were  substantially  above 1998  because of addition  of the  medical  equipment
operations. The operating expenses of $236,779.00 were normal business expenses.
Favorable  cost of goods sold  resulted in an  increase in total  profits and an
increase in stockholder equity.

     This form 10-K includes "forward looking statements"  concerning the future
operations of the Company.  It is  management's  intent to take advantage of the
"safe harbor" provision of the Private Securities Litigation Reform Act of 1995.
This  statement  is for the  express  purpose  of  availing  the  Company of the
protections of such safe harbor with respect to all "forward looking statements"
contained  in this Form  10-K.  We have used  "forward  looking  statements"  to
discuss  future plans and  strategies  of the Company.  Management's  ability to
predict results or the effect of future plans is inherently  uncertain.  Factors
that could effect results  include,  without  limitation,  competitive  factors,
general economic conditions, customer relations, relationships with vendors, the
interest rate environment, governmental regulation and supervision, seasonality,
distribution networks, product introductions,  acceptance, technological change,
changes in industry  practices  and one-time  events.  These  factors  should be
considered when evaluating the "forward  looking  statements" and undue reliance
should not be placed on such  statements.  Should any one or more of these risks
or  uncertainties  materialize,  or  should  any  underlying  assumptions  prove
incorrect, actual results may vary materially from those described herein.

CAPITAL RESOURCES AND LIQUIDITY

     The Company has operated  during the fiscal year on a minimal revenue base,
however,  this base was  adequate to pay current  expenses.  Assets owned by the
Company  are  relatively  illiquid  and  consist  mainly  of  fully  depreciated
furnishings,  computer equipment,  and other office machines.  It is anticipated
that  management  will seek financing as needed by expected  increased  business
activity.  The Company has no material current financial  commitments or accrued
capital expenses.

AUDIT COMMITTEE

     The directors of the Company had established an audit  committee,  however,
due to bankruptcy filings its chairman,  an outside director,  and other members
are no longer associated with the Company.  A reconstituted  Board of Directors,
to include  one or more  "outside"  directors,  is being  formed.  An  "outside"
director will be nominated to chair this required audit committee.

ITEM 7. DISAGREEMENTS ON ACCOUNTING AND FINANCIAL DISCLOSURE

     There were no  disagreements of the type required to be recorded under this
item between the Company and its independent accountants during the fiscal year.

     On September 30, 2001 an engagement  letter was executed with Mark Shelley,
CPA, to conduct audits  covering  fiscal years 1999 and 2000. It is management's
intent to renew this agreement to cover subsequent years.

                                       6
<PAGE>
                                    PART III

ITEM 8. DIRECTORS, EXECUTIVE OFFICERS AND CONTROL PERSONS; COMPLIANCE WITH
        SECTION 16(a) OF THE EXCHANGE ACT

NAME -- Carlton V. Phillips            Mr.   Phillips   has  been  a  securities
                                       industry  professional  for more  than 39
POSITION WITH COMPANY -- Director,     years, having served as a broker, analyst
Co-Chief Executive Officer, Chairman   and investment  banking  specialist.  For
                                       the  past  33   years  he  has   occupied
DATE ELECTED DIRECTOR -- March 1996    management  positions  in the  securities
                                       industries and is currently the chairman,
TERM OF OFFICE -- 3 years              co-chief   executive   officer,   and   a
                                       director  of the  Company  and several of
AGE -- 75                              its  wholly  owned  subsidiaries.  Before
                                       assuming   his   current   position   Mr.
                                       Phillips   served  for  13  years  as  an
                                       officer  and   director  of   Continental
                                       American Securities,  Inc., where he rose
                                       to  be  president  and  chief   executive
                                       officer.  Mr. Phillips holds a bachelor's
                                       degree in economics from Brown University
                                       and a master's  degree in management from
                                       St. Mary's of California. He retired from
                                       the Army of the  United  States  with the
                                       rank of colonel.

NAME -- David L. Hadley                Mr.   Hadley  has  been  engaged  in  the
                                       medical machinery and instrument business
POSITION WITH COMPANY -- Director,     for  most  of  his  working   life.   His
Co-Chief Executive Officer,            reputation   as  a   dealer   and  as  an
President                              accomplished    repair    technician   is
                                       outstanding  throughout the  southwestern
DATE ELECTED  DIRECTOR -- April 1999   United States and Latin  America.  He has
                                       been   a   business    owner    operating
TERM OF OFFICE -- 3 years              successfully for in excess of 10 years.

AGE -- 47

ITEM 9. EXECUTIVE COMPENSATION

SUMMARY COMPENSATION LIST

     The following list sets forth  information  concerning the  compensation of
the Company's  Executive Officers whose  compensation  exceeded $100,000 for the
fiscal year ending September 30, 1999.

     None

STOCK OPTION GRANTS IN LAST FISCAL YEAR

     None

AGGREGATED  OPTION  EXERCISES  IN THE FISCAL YEAR ENDED  SEPTEMBER  30, 1999 AND
FISCAL YEAR END OPTION VALUES

     None

                                       7
<PAGE>
ITEM 10. SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT

     The following table sets forth information  concerning all persons known to
the Company to be the beneficial  owners of more than 5% of the Company's Common
Stock,  (ii) the ownership  interest of each director and nominee,  and (iii) by
all directors and executive  officers as a group  calculated as of September 30,
1999.

Carlton V. Phillips   Chairman, Director,              3,186,925           6.19%
                      Co-Chief Executive Officer

David L. Hadley       President, Director,            19,825,505          38.50%
                      Co-Chief Executive Officer

ITEM 11. CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS

     None

     The  information  required  to be  presented  in Part III of this report is
hereby incorporated by reference to the Company's  definitive Proxy Statement to
be prepared  for the first  Annual  Meeting of  Stockholders  subsequent  to the
discharge  of  Century's  bankruptcy  estate by the  Federal  Bankruptcy  Court,
Arizona District.  This information will be prepared in accordance with Schedule
14A and filed with the Securities and Exchange Commission as soon as practicable
after release from bankruptcy.

                                     PART IV

ITEM 12. EXHIBITS, FINANCIAL STATEMENT SCHEDULES AND REPORTS ON FORM 10-K.

     (a)(1) Financial Statements

     The following financial  statements of the Company and its subsidiaries are
included below:

          Report of Independent Certified Public Accountant
          Consolidated Balance Sheet for September 30, 1999 and 1998;
          Consolidated Statement of Operations for September 30, 1999 and 1998;
          Consolidated Statement of Stockholders' Equity for September 30, 1999
          and 1998.
          Consolidated Statement of Cash Flows for September 30, 1999 and 1998.

     (a)(2) Financial Statement Schedules

     All schedules are  inapplicable  or the required  information  is otherwise
included in the  consolidated  financial  statement and the notes thereto,  and,
therefore, have been omitted.

     (a)(3) and (c) Exhibits

     None

     (b) Form 8-K

     No reports on Form 8-K were filed during the last quarter of the year ended
September 30, 1999.

                                       8
<PAGE>
                                   SIGNATURES

     Pursuant  to the  requirements  of  section  13 or 15(d) of the  Securities
Exchange Act of 1934, the Registrant has duly caused this report to be signed on
its behalf by the undersigned, thereunto duly authorized.

                                   CENTURY PACIFIC FINANCIAL CORPORATION



Dated: November 28, 2001           By /s/ Carlton V. Phillips
                                     ----------------------------------------
                                     Carlton V. Phillips
                                     Chairman of the Board, and
                                     Co-Chief Executive Officer



                                   By /s/ David Hadley
                                     ----------------------------------------
                                     David Hadley
                                     President and Co-Chief Executive Officer

     Pursuant to the  requirements of the Securities  Exchange Act of 1934, this
report has been signed below by the following person on behalf of the Registrant
and in the capacities and on the date indicated.

    Signature and Title                                     Date
    -------------------                                     ----


/s/ Carlton V. Phillips                                November 28, 2001
----------------------------------------
Carlton V. Phillips
Treasurer and Director



/s/ David Hadley                                       November 28, 2001
----------------------------------------
David Hadley
President and Director

                                       9
<PAGE>
             CENTURY PACIFIC FINANCIAL CORPORATION AND SUBSIDIARIES

                        Consolidated Financial Statements

                               September 30, 1999


                                TABLE OF CONTENTS

                                                                            Page
                                                                            ----

Independent Auditors' Report                                                 F-2

Consolidated Balance Sheet as of September 30, 1999 and 1998                 F-3

Consolidated Statements of Operations for the years ended
September 30, 1999 and 1998                                                  F-5

Consolidated Statements of Stockholders' Equity from September 30, 1997
to September 30, 1999                                                        F-6

Consolidated Statements of Cash Flows for the years ended
September 30, 1999 and 1998                                                  F-7

Notes to Consolidated Financial Statements                                   F-8

                                      F-1
<PAGE>
                               Shelley Intl., CPA
                                443 E. 10th Ave.
                                 Mesa, AZ 85204
                                 (480) 461-8301


                REPORT OF INDEPENDENT CERTIFIED PUBLIC ACCOUNTANT

To the Board of Directors
Century Pacific Financial Corporation

     I have  audited the  accompanying  consolidated  balance  sheets of Century
Pacific Financial  Corporation as of September 30, 1999 and 1998 and the related
consolidated statements of operations,  stockholders' equity, and cash flows for
the years ended September 30, 1999, 1998, and 1997.  These financial  statements
are the  responsibility  of the Company's  management.  My  responsibility is to
express an opinion on these financial statements based on my audit.

     I  conducted  my audit  in  accordance  with  generally  accepted  auditing
standards.  Those standards  require that I plan and perform the audit to obtain
reasonable assurance about whether the financial statements are free of material
misstatement.  An audit includes examining, on a test basis, evidence supporting
the amounts and disclosures in the financial statements.  An audit also includes
assessing the  accounting  principles  used and  significant  estimates  made ty
management,  as well as evaluating the overall financial statement presentation.
I believe that my audit provides a reasonable basis for my opinion.

     In my opinion,  the financial  statements referred to above present fairly,
in all material respects, the consolidated financial position of Century Pacific
Financial  Corporation  as of  September  30,  1999  and  1998  and the  related
consolidated statements of operations,  stockholders' equity, and cash flows for
the years ended September 30, 1999,  1998, and 1997 in conformity with generally
accepted accounting principles.

/s/ Mark Shelley
Shelley Intl., CPA

September 30, 2001

                                      F-2
<PAGE>
                      Century Pacific Financial Corporation

                           Consolidated Balance Sheet
                            As of September 30, 1999


                                     Assets

Current Assets
  Cash
  Receivables                                                         $  129,316
  Inventory                                                              171,637
  Current Tax Benefit                                                      4,668
                                                                      ----------

        Total Current Assets                                          $  305,621
                                                                      ----------

Equipment, net                                                        $   10,152
                                                                      ----------
Other Assets
  Note Receivable                                                     $   47,168
  Long Term Tax Benefit                                                  875,697
                                                                      ----------

        Total Assets                                                  $1,238,638
                                                                      ==========

        The accompanying notes are an integral part of these statements.

                                      F-3
<PAGE>
                           Century Pacific Corporation

                           Consolidated Balance Sheet
                        As of September 30, 1999 and 1998

                      Liabilities and Stockholders' Equity


                                                    9/30/99           9/30/98
                                                  -----------       -----------
Current Liabilities
  Bank Overdraft                                  $    18,765       $        --
  Payables                                             19,504           508,933
  Notes Payable                                        10,000                --
                                                  -----------       -----------

     Total Current Liabilities                    $    48,269       $   508,993
                                                  ===========       ===========

STOCKHOLDERS' EQUITY

Preferred Stock
  5,000,000 shares authorized, no shares
   outstanding, par value $0.05                   $        --       $        --

Common Stock
  100,000,000 shares authorized 51,471,843
   shares outstanding for 1999, par value
   $0.04                                            2,058,874           532,716

Additional Paid in Capital                          2,006,271         2,823,496

Retained Earnings (Loss)                           (2,874,776)       (3,865,145)
                                                  -----------       -----------

     Total Stockholders' Equity                   $ 1,190,369       $  (508,933)
                                                  -----------       -----------

     Total Liabilities and Stockholders' Equity   $ 1,238,638       $         0
                                                  ===========       ===========

        The accompanying notes are an integral part of these statement.

                                      F-4
<PAGE>
                      Century Pacific Financial Corporation

                      Consolidated Statement of Operations
                 For the years ended September 30, 1999 and 1998


                                                          Year Ended
                                                  9/30/99             9/30/98
                                               ------------        ------------
Revenue
  Equipment Sales                              $    762,534        $         --
  Service Revenue                                    43,562              42,855
                                               ------------        ------------

     Total Revenue                                  805,533              42,855
                                               ------------        ------------

Cost of Goods Sold                                  446,892                  --
                                               ------------        ------------

     Gross Profit                              $    358,641        $     42,855
                                               ============        ============
Expenses
  Rent                                         $     24,264        $     11,340
  Salaries                                           56,895              16,122
  Travel                                             17,600
  Interest Expense                                    3,223
  Depreciation                                        1,128
  Loss on Investment                                 78,635
  Other General and Administrative                   55,034              15,771
                                               ------------        ------------
     Total Expenses                                 236,779              43,233
                                               ------------        ------------

Income Before Income Taxes                          121,862                (378)

Provision For Income Taxes                           88,139                  --
                                               ------------        ------------

Net Income (Loss)                              $     33,723        $       (378)
                                               ============        ============
Basic and Fully Diluted
  Earnings per Common Share                               a                   a
                                               ------------        ------------
Weighted Average Number of Shares                16,508,788          13,317,894
                                               ============        ============

a = less than $0.01

           The accompanying notes are an integral part of these notes

                                      F-5
<PAGE>
                      Century Pacific Financial Corporation

                 Consolidated Statement of Stockholders' Equity
                  From September 30, 1997 to September 30, 1999


<TABLE>
<CAPTION>
                                        Common Stock           Paid in        Retained          Total
                                 Shares          Amount        Capital        Earnings         Equity
                                 ------          ------        -------        --------         ------
<S>                            <C>           <C>            <C>            <C>             <C>
Balance, September 30, 1997     13,317,894    $   532,716    $ 2,823,496    $(3,864,767)    $  (508,555)

Total Retained Earnings                 --             --             --           (378)           (378)
                               -----------    -----------    -----------    -----------     -----------

Balance, September 30, 1998     13,317,894        532,716      2,823,496     (3,865,145)       (508,933)

Stock Issued for Debt           18,329,444        733,178       (224,246)            --         508,933

Purchase of Inventory           19,825,505        793,020       (592,020)            --         200,000

Retained Earnings (Loss)                --             --             --         33,723          33,723
                               -----------    -----------    -----------    -----------     -----------

Balance, September 30, 1999     51,471,843    $ 2,058,874    $ 2,006,271    $(2,874,776)    $ 1,190,369
                               ===========    ===========    ===========    ===========     ===========
</TABLE>
        The accompanying notes are an integral part of these statements

                                      F-6
<PAGE>
                      Century Pacific Financial Corporation

                       Consolidated Statement of Cash Flow
                  for the years ended September 30, 1999, 1998


                                                       9/30/99         9/30/98
                                                      ---------       ---------
Cash from Operations
  Net Income (Loss)                                   $  33,723       $    (378)
                                                      ---------       ---------

Changes in Receivables
  Change in Payables                                  $  48,269       $     272
  Payables for Stock (Ch-11)                           (508,933)             --
  Depreciation                                            1,128              --
  Inventory                                            (171,637)             --
  Net Change in Tax Benefit                              76,281              --
                                                      ---------       ---------

        Cash from Operations                          $(521,169)      $    (106)
                                                      ---------       ---------

Cash Used for Investing
  Purchase of Equipment                               $  11,280       $      --
                                                      ---------       ---------

        Cash for Investing                            $  11,280       $      --
                                                      ---------       ---------

Cash from Financing
  Issue of Stock Under Chapter 11 Approved Plan       $ 200,000       $      --
  Note Payable                                          (47,168)             --
                                                      ---------       ---------

        Cash from Financing                             152,832              --
                                                      ---------       ---------

Net Change in Cash                                     (379,617)           (106)

Beginning Cash Balance                                        0             106
                                                      ---------       ---------

Ending Cash Balance                                   $       0       $       0
                                                      =========       =========

        The accompanying notes are an integral part of these statements.

                                      F-7
<PAGE>
                      Century Pacific Financial Corporation

                          Notes to Financial Statements
                           September 30, 1999 and 1998


NOTE 1. GENERAL BUSINESS AND ACCOUNTING PRINCIPLES

Organization and Business

     Century  Pacific  Financial  Corporation  (the  Company) was organized as a
Delaware  corporation  on December  29,  1982.  Formerly it was known as Century
Pacific  Corporation.  The Company was originally organized to provide financial
services.  The Company  currently has three wholly owned  subsidiaries,  Century
Pacific Fidelity Corporation, Century Pacific Investment Management Corporation,
and Global Medical  Technologies,  Inc. Century Pacific Fidelity Corporation and
Century Pacific Management Corporation are totally inactive at this time and are
without assets or debts. Global Medical  Technologies,  Inc. was formed on April
4,  1999 to buy and  sell  refurbished  medical  equipment.  See Note 2 for more
information on this active subsidiary.

     In May 1996 the Company  filed for  Bankruptcy,  No.  96-09598-PHX-GBN.  In
December of 1998 the Company emerged from bankruptcy.  See Stockholders'  Equity
Note for an explanation of the stock issued in order to emerge from bankruptcy.

Basis

     The  financial   statements  are  prepared  following   generally  accepted
accounting principles.

Revenue Recognition

     For the medical  equipment sales the Company generally  recognizes  revenue
upon shipment. For the financial services revenue is recognized when the service
is rendered.

Inventory

     Inventory  is  stated  at the lower of cost  (first-in,  first-out)  or net
realizable  value.  Most medical  equipment is bought and sold with little or no
refurbishing. When refurbishing is done that actual cost is included in the cost
of the inventory.  Inventory at September 30, 1999 consists of $171,637.

Equipment

     Equipment is depreciated using the straight-line  method over the estimated
useful lives, which is five years.

     Fixed assets at September 30 consist of the following:

         Office Equipment                                     $ 11,380
         Less:  Accumulated depreciation                        (1,128)
                                                              --------
                                                              $ 10,152
                                                              ========

Stock Options and Warrants

     SFAS No.  123,  ACCOUNTING  FOR  STOCK-BASED  COMPENSATION,  was adopted in
fiscal 1997.  Adoption of this  statement did not have a material  effect on the
financial  statements  as the  Company  currently  has no  options  or  warrants
outstanding.

                                      F-8
<PAGE>
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 revenue and expenses during the reporting
period. Actual results could differ from those estimates.

Concentration of Credit Risk

     Periodically  during  the  year,  the  Company  may  maintain  its  cash in
financial   institutions  in  excess  of  amounts  insured  by  the  US  federal
government.

Earnings (Loss) per Share

     The basic earnings (loss) per share is calculated by dividing the Company's
net income  (adjusted for certain  dividends when paid) by the weighted  average
number of common shares during the year. The diluted  earnings  (loss) per share
is calculated by dividing the Company's net income (loss)  (adjusted for certain
dividends and certain  interest when expensed) by the diluted  weighted  average
number of shares  outstanding  during the year.  The  diluted  weighted  average
number of shares  outstanding is the basic weighted number of shares adjusted as
of the first of the year for any potentially dilutive debt or equity.

                                                         1999           1998
                                                      ----------     ----------
        Basic weighted average number of shares       16,508,788     13,317,894
        Additional shares added due to conversions             0              0
        Diluted weighted average number of shares     16,508,788     13,317,894

NOTE 2. NOTES PAYABLE

     The Company borrowed $10,000 from one of its major shareholders  during the
year to maintain  adequate  cash flow.  This is a demand note,  which  currently
carries no interest.

NOTE 3. STOCKHOLDERS' EQUITY

     During the year 1998 the Company  presented a plan to the bankruptcy  court
in which they would pay for their debts with Company stock. As part of this plan
the  Company  was to issue  18,329,444  shares of stock  for its debt.  Also the
Company purchased  inventory to invest into its newly formed subsidiary,  Global
Medical  Technologies,  Inc.  The Company  paid  19,825,505  shares of stock for
$200,000 of used  medical  equipment  and the right to employ  David  Hadley and
selected  coworkers.  The approved terms of the Federal Bankruptcy Court Chapter
11 Plan authorized these transactions.

     Currently the Company has no options or warrants outstanding.

NOTE 4. INCOME TAXES

     The  Company  provides  for  income  taxes  under  Statement  of  Financial
Accounting Standards No. 109, Accounting for Income Taxes. SFAS No. 109 requires
the use of an asset and  liability  approach  in  accounting  for income  taxes.
Deferred  tax assets  and  liabilities  are  recorded  based on the  differences
between the financial  statement and tax bases of assets and liabilities and the
tax rates in effect when these differences are expected to reverse.

                                      F-9
<PAGE>
     SFAS No. 109 requires  the  reduction of deferred tax assets by a valuation
allowance if, based on the weight of available evidence,  it is more likely than
not that some or all of the  deferred  tax assets will not be  realized.  In the
Company's opinion, it is uncertain whether they will generate sufficient taxable
income in the future to fully utilize the net deferred tax asset  recorded.  The
components of deferred taxes at September 30, 1999 are as follows:


         Tax effect of net operating losses                    $874,386
         General business credits                                 5,979
                                                               --------
                                                                880,365
         Less:  Valuation allowance                                   0
                                                               --------
         Net deferred tax asset                                $880,365
                                                               ========

     The  federal  Net  Operating  Loss  carryforwards  for the  Company and the
corresponding expiration dates are listed below.

                                                   Amount          Expiration
                                                   ------          ----------
         Amount available from year 1990         $   70,850           2005
         Amount available from year 1991            712,702           2006
         Amount available from year 1992          1,205,511           2007
         Amount available from year 1993            626,560           2008
         Amount available from year 1994             80,024           2009
         Amount available from year 1995             20,249           2010
         Amount available from year 1996              1,593           2011
         Amount available from year 1998                387           2013
                                                 ----------
            Total NOL as of 9/30/1999            $2,717,878
                                                 ==========

     The provision for income taxes was calculated as follows.

         Net change in the deferred tax benefit      $ 4,668       $ 76,281
         Current taxes payable                         3,498         11,858
                                                     -------       --------
         Provision for Income Taxes                  $ 8,166       $ 88,139
                                                     =======       ========

NOTE 5. CONTINGENCIES AND COMMITMENTS

            The Company's financial services office is on a month-to-month basis
with no long-term  commitments.  The Company's  medical  equipment  office has a
lease expense illustrated below.

                                  Year 1    Year 2    Year 3    Year 4    Year 5
                                  ------    ------    ------    ------    ------
         Real Estate Leases      $30,000   $30,000   $30,000    $  0      $  0

NOTE 6. RELATED PARTIES TRANSACTIONS

     The Company  utilizes  as its primary  contractor  for  equipment  repair a
company,  Natural Technologies,  Inc. that is owned by a major shareholder.  The
Company also has a Note Receivable from Natural Technologies for $47,168.

NOTE 7. RELIANCE ON PRESIDENT

     The  president of the Company is the person who has the  experience  to buy
and sell used medical  equipment at a profit. If he were to no longer be able or
willing to function in that capacity the Company would be severely effected.

                                      F-10