SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                                   FORM 10-KSB

                    For the fiscal year ended March 31, 2002

                          Commission File No. 001-31669


                                   TARI, INC.
                 (Name of small business issuer in its charter)

                                     Nevada
         (State or other jurisdiction of Incorporation or Organization)

                                   98-0339-560
                     (I.R.S. Employer Identification Number)


                     9 Langton Close Woking, Surrey, England
                          Phone: (011) 44 1483 850 329

   (Address, including zip code and telephone number, including area code, of
                        registrant's executive offices)

                  Securities registered under Section 12(b) of
                               the Exchange Act:
                                      none

                  Securities registered under Section 12(g) of
                               the Exchange Act:
                                  Common Stock
                                (Title of class)

       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 Company was required to file such
reports), and (2) has been subject to such filing requirements for the past 90
days.

                                   Yes y No o

       Check if disclosure of delinquent filers in response to Item 405 of
Regulation S-B is not contained in this form, and no disclosure will be
contained, to the best of registrant's knowledge, in definitive proxy or
information statements incorporated by reference in Part III of this Form 10-KSB
or any amendment to this Form 10-KSB.


(Continued on Following Page)

<PAGE>


       State the aggregate market value of the voting stock held by
non-affiliates, computed by reference to the price at which the stock was sold,
or the average bid and asked prices of such stock, as of a specified date within
the past 60 days:

       State the number of shares outstanding of each of the issuer's classes of
common equity, as of the latest practicable date: As of December 31, 2002 there
were 2,500,000 shares of the Company's common stock issued and outstanding.

         State the issuer's revenues for its most recent fiscal year:
Net loss of $39,696

Documents Incorporated by Reference:

         None

This Form 10-KSB consists of

Exhibit Index is located at Page

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                               TABLE OF CONTENTS
                            FORM 10-KSB ANNUAL REPORT
                                   TARI, INC.
                                                                                                                           Page
Facing Page
Index
PART I
Item 1.     Description of Business                                                                                           1
Item 2.     Description of Property                                                                                           8
Item 3.     Legal Proceedings                                                                                                 8
Item 4.     Submission of Matters to a Vote of Security Holders                                                               8
PART II
Item 5.     Market for the Registrant's Common Equity and Related Stockholder Matters                                         8
Item 6.     Management's Discussion and Analysis of Financial Condition and Results of Operations                             8
Item 7.     Financial Statements                                                                                        F-1-F-10
Item 8.     Changes in and Disagreements on Accounting and Financial Disclosure                                               13
PART III
Item 9.     Directors, Executive Officers, Promoters and Control Persons, Compliance with Section 16(a) of the Exchange Act   13
Item 10.    Executive Compensation                                                                                            14
Item 11.    Security Ownership of Certain Beneficial Owners and Management                                                    14
Item 12.    Certain Relationships and Related Transactions                                                                    14
PART IV
Item 13.    Exhibits and Reports on Form 8-K                                                                                  15
SIGNATURES                                                                                                                    16

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                                     PART I

ITEM 1. DESCRIPTION OF BUSINESS.

The following discussion should be read in conjunction with our audited
financial statements and notes thereto included herein. In connection with, and
because we desire to take advantage of, the "safe harbor" provisions of the
Private Securities Litigation Reform Act of 1995, we caution readers regarding
certain forward looking statements in the following discussion and elsewhere in
this report and in any other statement made by, or on our behalf, whether or not
in future filings with the Securities and Exchange Commission. Forward looking
statements are statements not based on historical information and which relate
to future operations, strategies, financial results or other developments.
Forward looking statements are necessarily based upon estimates and assumptions
that are inherently subject to significant business, economic and competitive
uncertainties and contingencies, many of which are beyond our control and many
of which, with respect to future business decisions, are subject to change.
These uncertainties and contingencies can affect actual results and could cause
actual results to differ materially from those expressed in any forward looking
statements made by, or our behalf. We disclaim any obligation to update forward
looking statements.


History And Organization

Tari, Inc. (the "Company") was recently incorporated under the laws of the state
of Nevada on May 2, 2001. We have not commenced  business  operations and we are
considered a pre-exploration stage enterprise. To date, our activities have been
limited to organizational matters,  obtaining a mining engineer's report and the
preparation and filing of the registration statement of which this prospectus is
a part.  In  connection  with the  organization  of our  company,  the  founding
shareholder of our company  contributed an aggregate of $25,000 cash in exchange
for 2,500,000 shares of common stock. We have no significant  assets, and we are
totally  dependent  upon the  successful  completion of our public  offering and
receipt of the  proceeds  there from,  of which there is no  assurance,  for the
ability to commence our proposed business operations.

Proposed Business

On May 15, 2001, we acquired a 20 year mining lease from Kim Drossulis, the
owner of two un-patented lode mineral claims, sometimes referred to as the "SP
Project," located approximately 20 miles southeast of Reno, Nevada and about 1.5
miles from Virginia City, Nevada. Mr. Drossulis was referred to Tari by Trevor
Isfeld, a business associate of Amy Chuang. Mr. Isfeld has been involved in
several gold mining ventures. An un-patented claim is one in which more
assessment work is necessary before all mineral rights can be claimed. We are
presently in the pre-exploration stage and there is no assurance that a
commercially viable precious mineral deposit exists in our property until
appropriate geological exploration is done and a final comprehensive evaluation
concludes that there is economic and legal feasibility to conduct mining
operations.

The exploration program proposed by Tari is designed to determine whether mining
operations would be economically feasible. It is uncertain at this time the
precise quantity of minerals in the property that would justify actual mining
operations. Some of the factors that would be used by to determine whether to
proceed with mining operations would be the data generated by our proposed
exploration program. This data will be evaluated to confirm that a mineral
deposit is sufficiently defined on three or more sides. Another factor would be
investigation into whether a buyer or a market exists for the minerals and the
prevailing market price for the minerals.

                                       1
<PAGE>

A lease for the claims was executed by us with Mr. Drossulis who is our
landlord. Under the terms of the lease, Tari may extend the initial term of 20
years for one additional period of 20 years provided that all conditions of the
lease have previously been met. Tari has the exclusive possession of the
property for mining purposes during the term of the lease.

Under the terms of the lease, Tari must pay an annual royalty as follows, of
which the first payment of $5,000 has already been made:



Anniversary Date                           Amount
----------------                           ------
May 15, 2002                             $10,000.00
May 15, 2003                             $15,000.00
May 15, 2004                             $20,000.00
May 15, 2005                             $25,000.00
May 15, 2006 and thereafter              $50,000.00



If Tari fails to meet the above lease payments, the lease may be terminated if
the landlord gives written notice of such default. After receipt of default,
Tari has 15 days to cure the default. In addition, the lease may be terminated
if Tari fails to make federal, state, and county maintenance payments or filing
fees at least 15 days prior to due date. In that event, the landlord must notify
Tari of a possible default. After 10 days, if the default is not cured the
landlord may initiate payment on the claims. Tari will be able to cure this
default by reimbursing all federal, state and county payments made by the
landlord plus a 20% penalty within 30 days.

Under applicable federal, state, and county laws and regulations, annual mining
claim maintenance or rental fees are required to be paid by Tari for the
un-patented mining claims which constitute all or part of the leased property,
beginning with the annual assessment work period of September 1, 2002 to
September 1, 2003. Tari must timely and properly pay the federal, state, and
county annual mining claim maintenance or rental fees, and must execute and
record or file, as applicable, proof of payment of the federal, state, and
county annual mining claim maintenance or rental fees and the landlord's
intention to hold the un-patented mining claims. If Tari does not terminate the
agreement before June 1 of any subsequent lease year, Tari will be obligated
either to pay the federal, state, and local annual mining claim maintenance or
rental fees for the property due that year or to reimburse the landlord.

Tari also has the right to buy out the landlord's interest in exchange for a
payment of $5,000,000 from which royalty payments made up to the time of the
buyout may be deducted. If a buyout occurs, Tari must also pay the landlord a
perpetual 4% royalty on all minerals recovered from the property.

The lease may be terminated at any time by Tari provided that we give written
notice 30 days prior to relinquishing the leased property. In the event Tari
desires to terminate the agreement after June 1 of any year, we are responsible
for all federal, state, and county maintenance and filing fees for the next
assessment year regarding the leased property. In addition, we must deliver to
the landlord in reproducible form all data generated or obtained for the leased
property, whether factual or interpretive. Finally, we must quitclaim to the
landlord all claims located or acquired by us.

Our business  activities to date have been restricted to obtaining a report from


                                       2
<PAGE>

our mining  engineer,  Edward P.  Jucevic,  and  preparing  this  offering.  Mr.
Jucevic's  report details the geological and mining history of the claims leased
by Tari,  including the land status,  climate,  geology and mineralization.  Mr.
Jucevic  has not  performed  any  actual  exploration  on the  property  for us.
Instead, Mr. Jucevic has reviewed the available literature on our claims and the
surrounding areas.

Mr. Jucevic has concluded that based upon previous exploration activity in the
area, sufficient evidence exists to warrant further exploration on the leased
property which could then lead to actual mining operations. Tari has leased two
"SP" un-patented lode mining claims, SP #1 and SP #2, comprising approximately
30 acres. These claims are recorded in the Storey County recorder's office and
with the United States Bureau of Land Management (BLM). The BLM serial numbers
are NMC # 823682, 823683 with title held by Mr. Kim Drossulis, our lessor. The
land on which the claims are located belongs to the United States Forest
Service. All requisite federal and state fees and filings have been paid and are
current.

The SP claims are located within a cluster of patented mining claims of third
party ownership. As part of our exploration program, Mr. Jucevic has recommended
that four neighboring patented claims be leased by us. We estimate the cost of
leasing these claims to be $5,000 each for one year for a total of $20,000.

The property leased by Tari covers lands credited with sporadic gold production
dating to the late 1850's. There is no recorded production and little published
information on our claims. In 1981, however, Houston International Mining
Corporation did investigate the ground covered by our claims. This investigation
revealed gold mineralization over a 25 foot interval at a depth of 45 to 70
feet. Mr. Jucevic believes this would justify a direct target for drilling. This
target area has never been followed up since the work performed in 1981. In
addition, Mr. Jucevic believes that other claims in the vicinity of our claims
have geologically significant features that trend in the direction of our claims
to an extent such as to justify further exploration. Consequently, he has
concluded that there is a reasonable potential that additional exploration and
drilling will outline important mineral reserves.

A two  phase  exploration  and  drilling  program  has been  proposed.  Phase 1,
including a recommendation to lease four neighboring patented claims and perform
drilling and assaying,  with estimated  costs of $89,000,  followed by a Phase 2
with  estimated  costs of  $82,000.  The  purpose of our public  offering  is to
finance the  implementation  of Phase I. Phase 2 would  involve  more  extensive
drilling and assaying.  If commercially viable mineralization is found, of which
there is no assurance,  we anticipate that development costs would range between
$2,000,000 to $12,000,000,  depending upon the type of mineralization,  the rate
of return,  the production  rate, and the type of mining and ore processing that
is utilized.

Mr. Jucivec is a mining engineer with offices at 1100 15th St., No. 95C, Sparks,
NV 89431.  He graduated  from the  Colorado  School of Mines with an Engineer of
Mines Degree in 1961, and graduated from the University of Nevada,  Reno, Mackay
School of Mines with a Masters Degree in  Metallurgical  Engineering in 1970. He
is a Registered Professional Mining Engineer.  Registration Number: 2995-Nevada:
Registration  Number  13691-Arizona  and licensed to work  throughout the United
States. He has been practicing the profession since graduating from the Colorado
School of Mines. In addition, Mr. Jucivec is a member of the Society for Mining,
Metallurgy,  and Exploration Engineers and the Geological Society of Nevada. Mr.
Jucivec  has no direct or indirect  interest in the SP property  and will not be
given any an interest  in Tari's  mining  claims or  securities.  Mr.  Jucivec's
report,  dated  May 9,  2001,  is  based on his  examination  of  published  and
unpublished reports, maps, cross-sections, geochemical data and drill data.

                                       3
<PAGE>

Location and Access

The SP claims are located in Storey County, Nevada approximately 20 miles
southeast of Reno and 1.5 miles northeast of Virginia City, Nevada. Access can
be had to our claims from Reno, Nevada by following state Highway 341 to
Virginia City, then traveling approximately 1.75 miles east along Six Mile
Canyon Road to the Seven Mile Canyon dirt road. The claims lie approximately one
mile to the north on the eastern side of Seven Mile Canyon Road.

Claim Status

Tari has obtained a mining lease on two valid un-patented lode mining claims on
file with the United States Bureau of Land Management (BLM) records in Reno,
Nevada in the name of Kim Drussolis. The claims are filed with the BLM as
follows:



CLAIM NAME                          BLM SERIAL NUMBER
----------                          -----------------
SP-1                                NMC 823682
SP-2                                NMC 823683



The leased property is comprised of approximately 30 acres. Rental fees assessed
by the BLM are $200.00 annually and intent to hold fees assessed by the State of
Nevada are $11.00. These fees have been paid through August 31, 2002. The
surrounding land is owned by the United States Forest Service and is open for
staking. Mr. Jucevic recommends that at least 3 additional patented claims be
leased owing to a cluster of claims within a probable mineralized area that
includes our claims.

Climate And Local Resources

The claims leased by Tari are located at elevations ranging from 5900 to 7950
feet in gently rolling hills covered with sagebrush and Pinion pines. The
climate is temperate with moderate snow cover from December to March.
Groundwater is plentiful. Power lines are located near the property. The closest
population center is Virginia City, Nevada, located about 1.5 miles to the
northeast.

Our Proposed Exploration Program

We must conduct exploration to determine what amount of minerals, if any, exist
on our leasehold, and if any minerals which are found can be economically
extracted and profitably processed. Our exploration program is designed to
economically explore and evaluate our claims.

We do not claim to have any minerals or reserves whatsoever at this time on any
of our claims. We intend to implement an exploration program and to proceed in
the following two phases:

Phase I will cost $89,000.00. Under Phase I, we intend to lease four patented
claims in the area in addition to our claims. Leasing these patented claims
consolidates the area of our claims in the event and allows for us to expand our
potential development beyond the boundaries of the claims currently leased by
us. In addition, fractional unclaimed land between the these patented claims and
our claims will be staked as the first step in the technical evaluation. Then,


                                       4
<PAGE>

the existing geological mapping base will be expanded along with rock and soil
sampling. Five drill holes are then proposed to test depth extensions of a 100
foot air track hole drilled in 1981. This would include one hole drilled as a
twin to the hole drilled in 1981 and the other four as 100' or 200' stepouts in
a star pattern around the center hole. Two additional holes are proposed based
on data generated from the geologic mapping and rock and soil sampling.

<TABLE>


Work Program Recommended                                                    Cost
------------------------                                                    ----
PHASE I
Lease four patented claims                                                 $20,000
Claim Staking                                                                1,000.
Claim Filing Fees                                                            1,000.
Geological Mapping + Map compilation                                         5,000.
Soil and Rock Sampling                                                       2,000.
Bonding for Drill Program                                                    5,000.
Drill Site Construction                                                      3,000.
Drilling (reverse circulation; 7 holes , 500' ea. @ $10/ft)                 35,000.
Assay Drill Samples (350 @ ~$12 ea)                                          4,000
Wages, Per Diem, Vehicle - Drill Geologist                                   8,000.
Reclamation                                                                  5,000.
                                                                           --------
                                                                           $89,000.
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Upon completion of Phase I, we will determine whether to proceed to Phase II.
Justification for continuing into a Phase II program on our property is largely
dependent upon drill results from the seven proposed holes planned during Phase
1. Leasing adjacent patented claims is important, but failure to do so would not
stop the exploration program from continuing to Phase II. If one or more of the
proposed holes drilled in Phase I returns a find of mineralization similar in
grade and in thickness as previously discovered in the 1981 hole, a Phase 2
program would be considered. Gold assays of 0.012 ounces per ton would be
sufficient to justify proceeding to Phase II. This phase would consist of
drilling an additional 10 holes to a depth of 500 feet each and thereafter
collect and analyze assays. The cost of Phase II would be approximately $82,000.

Competitive Factors

The mineral industry is fragmented. We compete with other exploration companies
looking for a variety of mineral reserves. We may be one of the smallest
exploration companies in existence. Although we will be competing with other
exploration companies, there is no competition for the exploration or removal of
minerals from our property. Readily available markets exist in North America and
around the world for the sale of minerals. Therefore, we intend to develop
mining claims to the production point in which major mining production companies
would seriously consider pursuing the property as a valuable and significant
acquisition.

Regulations

We will secure all necessary permits for exploration and, if development is


                                       5
<PAGE>

warranted on the property, will file final plans of operation before we start
any mining operations. We anticipate no discharge of water into active stream,
creek, river, lake or any other body of water regulated by environmental law or
regulation. No endangered species will be disturbed. Restoration of the
disturbed land will be completed according to law. All holes, pits and shafts
will be sealed upon abandonment of the property. It is difficult to estimate the
cost of compliance with the environmental law since the full nature and extent
of our proposed activities cannot be determined until we start our operations
and know what that will involve from an environmental standpoint.

The initial drill program outlined in Phase I will be conducted on B.L.M. lands.
The BLM will require the submittal of a plan of operation which would be used as
the basis for the bonding requirement, water permit and reclamation program. The
reclamation program could include both surface reclamation and drill hole
plugging and abandonment. The amount of the bonding would be based upon an
estimate by the BLM related to the cost of reclamation if done by an independent
contractor. It is estimated the bonding requirement would be $5000.00. The water
permit and fee is included in the reclamation cost which is estimated to be
$1000.00.

We would be subjected to the B.L.M. rules and regulations governing exploration
on federal lands including a draft environmental impact statement or EIS, public
hearings and a final EIS. The final EIS would address county and state needs and
requirements and would cover issues and permit requirements concerning: air
quality, heritage resources (potentially valuable cultural artifacts that are
more than 50 years old such as cabins that may be located on the property),
geology, energy, noise, soils, surface and ground water, wetlands, use of
hazardous chemicals, vegetation, wildlife, recreation, land use, socioeconomic
impact, scenic resources, health and welfare, transportation and reclamation.
Bonding requirements for mining are developed from the final EIS.

We are in compliance with all laws and will continue to comply with the laws in
the future. We believe that compliance with the laws will not adversely affect
our business operations. Tari anticipates that it will be required to post bonds
in the event the expanded work programs involve extensive surface disturbance.

Employees

Initially,  we intend to use the  services of  subcontractors  for manual  labor
exploration  work  on  our  properties.  Tari  will  consider  hiring  technical
consultants  as funds from our  public  offering  and  additional  offerings  or
revenues from operations in the future permit. At present,  our only employee
is our sole officer.

Employees and Employment Agreements

At present, we have no employees, other than Ms. Chuang, our president and sole
director who has received no compensation for her services. Ms. Chuang does not
have an employment agreement with us. We presently do not have pension, health,
annuity, insurance, stock options, profit sharing or similar benefit plans;
however, we may adopt plans in the future. There are presently no personal
benefits available to any employees.

ITEM 2. DESCRIPTION OF PROPERTY
A lease for the claims was executed by us with Mr. Drossulis who is our
landlord. Under the terms of the lease, Tari may extend the initial term of 20
years for one additional period of 20 years provided that all conditions of the
lease have previously been met. Tari has the exclusive possession of the
property for mining purposes during the term of the lease.



                                       6
<PAGE>

Under the terms of the lease, Tari must pay an annual royalty as follows, of
which the first payment of $5,000 has already been made:



Anniversary Date                           Amount
----------------                           ------
May 15, 2002                             $10,000.00
May 15, 2003                             $15,000.00
May 15, 2004                             $20,000.00
May 15, 2005                             $25,000.00
May 15, 2006 and thereafter              $50,000.00



If Tari fails to meet the above lease payments, the lease may be terminated if
the landlord gives written notice of such default. After receipt of default,
Tari has 15 days to cure the default. In addition, the lease may be terminated
if Tari fails to make federal, state, and county maintenance payments or filing
fees at least 15 days prior to due date. In that event, the landlord must notify
Tari of a possible default. After 10 days, if the default is not cured the
landlord may initiate payment on the claims. Tari will be able to cure this
default by reimbursing all federal, state and county payments made by the
landlord plus a 20% penalty within 30 days.

Under applicable federal, state, and county laws and regulations, annual mining
claim maintenance or rental fees are required to be paid by Tari for the
un-patented mining claims which constitute all or part of the leased property,
beginning with the annual assessment work period of September 1, 2002 to
September 1, 2003. Tari must timely and properly pay the federal, state, and
county annual mining claim maintenance or rental fees, and must execute and
record or file, as applicable, proof of payment of the federal, state, and
county annual mining claim maintenance or rental fees and the landlord's
intention to hold the un-patented mining claims. If Tari does not terminate the
agreement before June 1 of any subsequent lease year, Tari will be obligated
either to pay the federal, state, and local annual mining claim maintenance or
rental fees for the property due that year or to reimburse the landlord.

Tari also has the right to buy out the landlord's interest in exchange for a
payment of $5,000,000 from which royalty payments made up to the time of the
buyout may be deducted. If a buyout occurs, Tari must also pay the landlord a
perpetual 4% royalty on all minerals recovered from the property.

The lease may be terminated at any time by Tari provided that we give written
notice 30 days prior to relinquishing the leased property. In the event Tari
desires to terminate the agreement after June 1 of any year, we are responsible
for all federal, state, and county maintenance and filing fees for the next
assessment year regarding the leased property. In addition, we must deliver to
the landlord in reproducible form all data generated or obtained for the leased
property, whether factual or interpretive. Finally, we must quitclaim to the
landlord all claims located or acquired by us.


ITEM 3. LEGAL PROCEEDINGS

       There are no material legal proceedings to which we (or any of our
officers and directors in their capacities as such) is a party or to which our
property is subject and no such material proceedings is known by our management
to be contemplated.



                                       7
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ITEM 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS

       None

                                     PART II

ITEM 5. MARKET FOR REGISTRANT'S COMMON EQUITY AND RELATED SHAREHOLDER MATTERS

(a) Market Information. The Company is applying to have its securities quoted on
the Over-The-Counter Bulletin Board (OTCBB).

(b)    Holders. There are 33 shareholders of our common stock.

(c) Dividends. We have not paid any dividends on our common stock since
inception. We do not foresee that we will have the ability to pay a dividend on
our common stock in the fiscal year ending March 31, 2003.

ITEM 6. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND
RESULTS OF OPERATIONS

The following discussion should be read in conjunction with our audited
financial statements and notes thereto included herein. In connection with, and
because we desire to take advantage of, the "safe harbor" provisions of the
Private Securities Litigation Reform Act of 1995, we caution readers regarding
certain forward looking statements in the following discussion and elsewhere in
this report and in any other statement made by, or on our behalf, whether or not
in future filings with the Securities and Exchange Commission. Forward looking
statements are statements not based on historical information and which relate
to future operations, strategies, financial results or other developments.
Forward looking statements are necessarily based upon estimates and assumptions
that are inherently subject to significant business, economic and competitive
uncertainties and contingencies, many of which are beyond our control and many
of which, with respect to future business decisions, are subject to change.
These uncertainties and contingencies can affect actual results and could cause
actual results to differ materially from those expressed in any forward looking
statements made by, or our behalf. We disclaim any obligation to update forward
looking statements.

We are a start-up, pre-exploration stage company and have not yet generated or
realized any revenues from our business operations.

Our auditors have issued a going concern opinion. This means that our auditors
believe there is doubt that we can continue as an on-going business for the next
twelve months unless we obtain additional capital to pay our bills. This is
because we have not generated any revenues and no revenues are anticipated until
we begin removing and selling minerals. Accordingly, we must raise cash from
sources other than the sale of minerals found on our property. Our only other
source for cash at this time is investments by others in our company. We must
raise cash to implement our project and stay in business.

To meet our  need for cash we are  attempting  to raise  money  from our  public
offering.  There  is no  assurance  that we will be able to raise  enough  money
through this  offering to stay in business.  Whatever  money we do raise will be
applied  first  to  exploration  and  then to  development,  if  development  is
warranted. If we do not raise all of the money we need from our public offering,
we will have to find  alternative  sources,  like a second  public  offering,  a
private  placement of securities,  or loans from our officers or others.  At the
present time, we have not made any  arrangements to raise additional cash, other
than through our


                                       8
<PAGE>

offering. If we need additional cash and cannot raise it, we will either have to
suspend operations until we do raise the cash, or cease operations entirely.

We will be conducting research in connection with the exploration of our
property. We are not going to buy or sell any plant or significant equipment. We
do not expect a change in our number of employees.

Limited Operating History; Need for Additional Capital

There is no historical financial information about our company upon which to
base an evaluation of our performance. We are pre-exploration stage company and
have not generated any revenues from operations. We cannot guarantee we will be
successful in our business operations. Our business is subject to risks inherent
in the establishment of a new business enterprise, including limited capital
resources, possible delays in the exploration of our properties, and possible
cost overruns due to price and cost increases in services.

To become profitable and competitive, we conduct research and exploration of our
properties. We are seeking equity financing to provide for the capital required
to implement our research and exploration phases.

We have no assurance that future financing will be available to us on acceptable
terms. If financing is not available on satisfactory terms, we may be unable to
continue, develop or expand our operations. Equity financing could result in
additional dilution to existing shareholders.

Results of Operations

From Inception on May 2, 2001

We just recently acquired our first interest in lode mineral claims. At this
time we have not yet commenced the research and/or pre-exploration stage of our
mining operations on that property. We have paid $5,000 for a mining lease. As
of December 31, 2002 we had incurred losses of $60,091.

Plan of Operations

Since inception, we have used our common stock to raise money for our property
acquisition, for corporate expenses and to repay outstanding indebtedness. Net
cash provided by financing activities from inception on May 2, 2001 to May 31,
2001 was $25,000 as a result of proceeds received from our president and sole
director. Our business activities to date have been restricted to obtaining a
mining engineer's report and preparing our public offering.

Tari's plan of operations for the next twelve months is to undertake Phase I of
the drilling and exploration program. We can commence Phase I assuming at least
50% of the offering is sold. However, the total cost of Phase I is estimated to
be $89,000.00 and therefore can not be completed unless approximately 85% the
offering is sold. We have no plan to engage in any alternative business if Tari
ceases or suspends operations as a result of not having enough money to complete
any phase of the exploration program.

Phase I will involve leasing of neighboring patented claims at an estimated cost
of $20,000. Filing and claim staking fees are anticipated to be $2,000. We will


                                       9
<PAGE>

then initiate drilling for soil sample areas of potential interest including 7
holes 500 feet deep in the suspected areas that indicate the presence of ore.
Costs associated with this activity will include $5,000 for geological mapping,
$2,000 for soil and rock sampling, $5,000 for bonding the drilling program,
$3,000 for drill site construction, $35,000 for drilling, $4,000 for assaying
drill samples, $8,000 for a geologist and $5,000 for reclamation. The total cost
of Phase I is estimated to be $89,000 and will take approximately two months to
complete.

Upon completion of Phase I, we will determine whether to proceed to Phase II.
The discovery of mineralization during the Phase I program consistent with
discoveries made on our claims in 1981 will be sufficient justification to
proceed to Phase II. Phase II is designed to further identify areas of
mineralization on our claims. In addition, we will may make investigations into
whether a buyer or a market exists for our mineral products and analyze whether
the minerals can be extracted by us for a profit.

Our public offering will only be adequate to finance Phase I. Assuming we decide
to proceed  with Phase II, we will be required to obtain  additional  financing.
Phase II will consist of more extensive  drilling of 10 holes  averaging 500 fee
deep to determine  the extent,  depth and dip of ore  discovered  in Phase I. We
anticipate  incurring costs of $3,000 for drill site  construction,  $50,000 for
drilling, $12,000 for assays, $12,000 for a geologist and $5,000 for reclamation
in Phase II. It is anticipated that Phase II will cost approximately $82,000 and
take approximately two months to complete.

Liquidity and Capital Resources

As of the date of this registration statement, we have yet to generate any
revenues from our business operations. Since our inception, Ms. Chuang has paid
$25,000 in cash in exchange for 5,000,000 shares of common stock. This money has
been utilized for organizational and start-up costs and as operating capital. As
of December 31, 2002 we had sustained operating losses of $60,091.

We will  be  required  to  sell  at  least  50% of our  public  offering  before
commencing  Phase I of our planned  exploration  program.  In  addition,  unless
approximately 85% of the offering is sold, we will not be able to complete Phase
I. Assuming sufficient funds are raised in our public offering to complete Phase
I, we will be able  evaluate  within the next 12 months  whether to proceed with
Phase II.  Should we decide to  proceed  with Phase II, we will be  required  to
raise an additional $89,000.00.

According to the terms or our mining lease, we are obligated by May 15, 2002 to
pay a minimum royalty of $10,000. We will be required to renegotiate the terms
of the mineral lease in the event we are unable to raise sufficient funds in
time to meet this obligation.


                                       10
<PAGE>

ITEM 7. FINANCIAL STATEMENTS

                                   TARI, INC.
                   INDEX TO CONSOLIDATED FINANCIAL STATEMENTS
<TABLE>
                                                                                                                           PAGE
Independent Auditors' Report                                                                                                F-2
Consolidated balance sheets as of March 31, 2002 and 2001                                                                   F-3
Consolidated statements of operations for the years ended March 31, 2001 and 2000                                           F-4
Consolidated statements of stockholders' deficit for the years ended March 31, 2001 and 2000                                F-5
Consolidated statements of cash flows for the years ended March 31, 2001 and 2000                                           F-6
Notes to consolidated financial statements                                                                                  F-7
<S>     <C>    <C>    <C>    <C>    <C>    <C>
</TABLE>






                                       11
<PAGE>


                                   TARI, INC.



                         REPORT AND FINANCIAL STATEMENTS

                             March 31, 2002 and 2001

                             (Stated in US Dollars)

                                       F-1

<PAGE>


                         [LETTERHEAD OF AMISANO HANSON]


                          INDEPENDENT AUDITORS' REPORT

To the Stockholders,
Tari Inc.

We have audited the accompanying balance sheet of Tari Inc. (A Pre-exploration
Stage Company) as of March 31, 2002 and the related statements of operations,
stockholders' equity and cash flows for the period May 2, 2001 (Date of
Incorporation) to March 31, 2002. These financial statements are the
responsibility of the company's management. Our responsibility is to express an
opinion on these financial statements based on our audit.

We conducted our audit in accordance with auditing standards generally accepted
in the United States of America. Those standards require that we plan and
perform an audit to obtain reasonable assurance 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 by management, as well as evaluating the overall financial
statement presentation. We believe that our audit provides a reasonable basis
for our opinion.

In our opinion, these financial statements referred to above present fairly, in
all material respects, the financial position of Tari Inc. as of March 31, 2002
and the results of its operations and its cash flows for the period from May 2,
2001 (Date of Incorporation) to March 31, 2002, in conformity with accounting
principles generally accepted in the United States of America.

The accompanying financial statements referred to above have been prepared
assuming that the company will continue as a going concern. As discussed in Note
1 to the financial statements, the company is in the pre-exploration stage, and
has no established source of revenue and is dependent on its ability to raise
capital from shareholders or other sources to sustain operations. These factors,
along with other matters as set forth in Note 1, raise substantial doubt that
the company will be able to continue as a going concern. The financial
statements do not include any adjustments that might result from the outcome of
this uncertainty.


Vancouver, Canada                                "AMISANO HANSON"
June 3, 2002                                  Chartered Accountants



                                      F-2
<PAGE>

<TABLE>
<CAPTION>


                                    TARI INC.
                        (A Pre-exploration Stage Company)
                                  BALANCE SHEET
                                 March 31, 2002
                             (Stated in US Dollars)



                                                     ASSETS
Current
                                                                                                 $            -


                                                   LIABILITIES
Current
   Bank indebtedness                                                                             $           39
   Accounts payable and accrued liabilities                                                              12,827
   Due to shareholders                                                                                    1,830

                                                                                                         14,696


                                            STOCKHOLDERS' DEFICIENCY
Preferred stock, $0.001 par value
     10,000,000 shares authorized, none outstanding
Common stock, $0.001 par value
    100,000,000 shares authorized
      2,500,000 shares issued                                                                             2,500
Additional paid-in capital                                                                               22,500
Deficit accumulated during the pre-exploration stage                                                (    39,696)

                                                                                                    (    14,696)

                                                                                                 $            -

Nature and Continuance of Operations - Note 1
Commitments - Note 3
Subsequent Event - Note 3
<S>     <C>    <C>    <C>    <C>    <C>    <C>
</TABLE>










                                      F-3
<PAGE>
<TABLE>
<CAPTION>


                                    TARI INC.
                        (A Pre-exploration Stage Company)
                             STATEMENT OF OPERATIONS
    and for the period May 2, 2001 (Date of Incorporation) to March 31, 2002
                             (Stated in US Dollars)
                              --------------------


                                                                                                    May 2, 2001
                                                                                                  (Date of Incor-
                                                                                                   -poration) to
                                                                                                  March 31, 2002
Expenses
   Audit and accounting fees                                                                     $          6,533
   Bank charges                                                                                               194
   Consulting fees                                                                                          5,000
   Incorporation costs                                                                                        900
   Legal fees                                                                                              21,601
   Office expenses                                                                                            268
   Resource property - Note 3                                                                               5,200

                                                                                                           39,696

Net loss for the period                                                                          $         39,696

Basic and diluted earnings per share                                                             $          0.01

Weighted average number of shares outstanding                                                           2,284,836

<S>     <C>    <C>    <C>    <C>    <C>    <C>
</TABLE>


                                      F-4
<PAGE>
<TABLE>
<CAPTION>


                                    TARI INC.
                        (A Pre-exploration Stage Company)
                             STATEMENT OF CASH FLOWS
    and for the period May 2, 2001 (Date of Incorporation) to March 31, 2002
                             (Stated in US Dollars)
                              --------------------


                                                                                May 2, 2001
                                                                              (Date of Incor-
                                                                                poration) to
                                                                               March 31, 2002
Operating Activities
   Net loss for the period                                                    $  (      39,696)

   Change in non-cash working capital items related to operations:
     Accounts payable                                                                   12,827
     Due to shareholder                                                                  1,830

                                                                                 (      25,039)

Cash Flows provided by Financing Activity
   Proceeds from shares issued                                                          25,000

Decrease in cash during the period                                               (          39)

Cash, beginning of the period                                                                -

Cash (bank indebtedness), end of the period                                   $  (          39)

Supplementary disclosure of cash flow information Cash paid for:
     Interest                                                                 $              -

     Income taxes                                                             $              -

<S>     <C>    <C>    <C>    <C>    <C>    <C>
</TABLE>


                                      F-5
<PAGE>
<TABLE>
<CAPTION>


                                    TARI INC.
                        (A Pre-exploration Stage Company)
                           STATEMENT OF STOCKHOLDERS'
                   EQUITY for the period May 2, 2001 (Date of
                        Incorporation) to March 31, 2002
                             (Stated in US Dollars)


                                                                                               Deficit
                                                                                             Accumulated
                                                                           Additional        During the
                                               Common Shares                Paid-in        Pre-exploration
                                     -----------------------------------
                                          Number          Par Value         Capital             Stage             Total

Capital stock issued for cash
                      - at $0.01            2,500,000 $          2,500  $         22,500 $              -    $         25,000
Net loss for the period ended
 March 31, 2002                                     -                -                 -    (      39,696)      (      39,696)

Balance, March 31, 2002                     2,500,000 $          2,500  $         22,500 $  (      39,696)   $  (      14,696)

<S>     <C>    <C>    <C>    <C>    <C>    <C>
</TABLE>


                                      F-6
<PAGE>


                                    TARI INC.
                        (A Pre-exploration Stage Company)
                             NOTES TO THE FINANCIAL
                 STATEMENTS for the period May 2, 2001 (Date of
                        Incorporation) to March 31, 2002
                             (Stated in US Dollars)

Note 1        Nature and Continuance of Operations

              The company is in the pre-exploration stage. The company has
              entered into a lease agreement to explore and mine a
              pre-exploration property located in the State of Nevada, United
              States of America and has not yet determined whether this property
              contains reserves that are economically recoverable. The
              recoverability of amounts from the property will be dependent upon
              the discovery of economically recoverable reserves, confirmation
              of the company's interest in the underlying property, the ability
              of the company to obtain necessary financing to satisfy the
              expenditure requirements under the property agreement and to
              complete the development of the property and upon future
              profitable production or proceeds for the sale thereof.

              These financial statements have been prepared on a going concern
              basis. The company has accumulated a deficit of $39,696 since
              inception. Its ability to continue as a going concern is dependent
              upon the ability of the company to generate profitable operations
              in the future and/or to obtain the necessary financing to meet its
              obligations and repay its liabilities arising from normal business
              operations when they come due.

              The company was incorporated in Nevada on May 2, 2001 and its
fiscal year end is March 31.

Note 2        Summary of Significant Accounting Policies

              The financial statements of the company have been prepared in
              accordance with accounting principles generally accepted in the
              United States of America. 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. Actual results may vary from these estimates.

              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:

              Pre-exploration Stage Company

              The Company complies with Financial Accounting Standard Board
              Statement No. 7 and The Securities and Exchange Commission
              Exchange Act Guide 7 for its characterization of the Company as
              pre-exploration stage.

              Resource Property

              Costs of lease, acquisition, exploration, carrying and retaining
              unproven mineral lease properties are expensed as incurred.

                                      F-7
<PAGE>


Note 2        Summary of Significant Accounting Policies - (cont'd)
              ------------------------------------------

              Income Taxes

          The Company uses the liability  method of accounting for income taxes
               pursuant to Statement of Financial Accounting Standards,  No. 109
               "Accounting for Income Taxes".

              Basic Loss Per Share

              The Company reports basic loss per share in accordance with the
              Statement of Financial Accounting Standards No. 128, "Earnings Per
              Share". Basic loss per share is computed using the weighted
              average number of shares outstanding during the period. Diluted
              loss per share has not been provided as it would be anti-dilutive.

              Fair Value of Financial Instrument

              The carrying value of the Company's financial instruments,
              consisting of cash, and term deposits, accounts receivable and
              accounts payable approximate their fair value due to the short
              term maturity of such instruments. Unless otherwise noted, it is
              management's opinion that the Company is not exposed to
              significant interest, currency or credit risks arising from these
              financial instruments.

              Environmental Costs

              Environmental expenditures that relate to current operations are
              expensed or capitalized as appropriate. Expenditures that relate
              to an existing condition caused by past operations, and which do
              not contribute to current or future revenue generation, are
              expensed. Liabilities are recorded when environmental assessments
              and/or remedial efforts are probable, and the cost can be
              reasonably estimated. Generally, the timing of these accruals
              coincides with the earlier of completion or a feasibility study or
              the Company's commitments to plan of action based on the know
              facts.

              New Accounting Standards
              Management does not believe that any recently issued, but not yet
              effective accounting standards if currently adopted could have a
              material effect on the accompanying financial statements.


                                      F-8
<PAGE>

Note 3        Commitments

              a)  Mining Lease

                  By a lease agreement effective May 15, 2001 and subsequently
                  amended in April 2002, the company was granted the exclusive
                  right to explore and mine the SF resource property located in
                  Storey County of the State of Nevada. The term of this lease
                  is for 20 years, renewable for an additional 20 years so long
                  as the conditions of the lease are met. Minimum payments and
                  performance commitments are as follows:

                  Minimum Advance Royalty Payments:

                     The owner shall be paid a royalty of 4% of the net smelter
                     returns from all production. In respect to this royalty,
                     the company is required to pay minimum advance royalty
                     payments of the following:
-        $5,000 upon execution (paid)
-        $1,250 on or before May 15, 2002 (subsequently paid)
-        $8,750 on or before November 15, 2002
-        $15,000 on May 15, 2003
-        $20,000 on May 15, 2004
-        $25,000 on May 15, 2005
-        $50,000 on May 15, 2006 and thereafter

                     The Company can reduce the net smelter return royalty to
                     0.5% by payment of a buy-out price of $5,000,000. Advance
                     royalty payments made to the date of the buy-out will be
                     applied to reduce the buy-out price.

                  Performance Commitment:

                     In the event that the Company terminates the lease after
                     June 1, of any year it is required to pay all federal and
                     state mining claim maintenance fees for the nest assessment
                     year. The Company is required to perform reclamation work
                     in the property as required by federal state and local law
                     for disturbances resulting from the Company's activities on
                     the property.

              b)  Initial Public Offering

               The  Company  has  filed  a SB-2  registration  statement,  which
                    includes  an initial  public  offering of  2,500,000  common
                    shares at $0.05 per share. our public offering is subject to
                    regulatory approval.

                                      F-9
<PAGE>


Note 4        Deferred Tax Assets

              The Financial Accounting Standards Board issued Statement Number
              109 in Accounting for Income Taxes ("FAS 109"), which is effective
              for fiscal years beginning after December 15, 1992. FAS 109,
              requires the use of the asset and liability method of accounting
              of income taxes. Under the assets and liability method of FAS 109,
              deferred tax assts and liabilities are recognized for the future
              tax consequences attributable to temporary differences between the
              financial statements carrying amounts of existing assets and
              liabilities and their respective tax bases. Deferred tax assets
              and liabilities are measured using enacted tax rates expected to
              apply to taxable income in the years in which those temporary
              differences are expected to be recovered or settled.

              The following table summarizes the significant components of the
company's deferred tax assets:

                                                                Total
             Deferred Tax Assets
               Non-capital loss carryforward               $        5,954
             Valuation allowance for deferred tax asset       (     5,954)

                                                          $            -


              The amount taken into income as deferred tax assets must reflect
              that portion of the income tax loss carryforwards that is likely
              to be realized from future operations. The company has chosen to
              provide an allowance of 100% against all available income tax loss
              carryforwards, regardless of their time of expiry.

Note 5        Corporation Income Tax Losses

              At March 31, 2002, the Company has accumulated non-capital losses
              totalling $39,696, which are available to reduce taxable income in
              future taxation years. These losses expire beginning in 2022. The
              potential benefit of these losses, if any, has not been recorded
              in the financial statements.

                                      F-10
<PAGE>


ITEM 10. EXECUTIVE COMPENSATION.

Remuneration

       The following table reflects all forms of compensation for services to us
for the years ended March 31, 2002 of our then chief executive officer.
<TABLE>

                           SUMMARY COMPENSATION TABLE

                                                                               Long Term Compensation
                                                                                 Awards
                                           Annual Compensation
                                                                                       Securities      Payouts
                                                                                       Underlying
                                                                                        Options/
                                                                                          SARs
                                                                                          (#)
                                                            Other     Restricted                                    All
                                                            Annual       Stock                                     Other
                                                         Compensation  Award(s)                                 Compensation
                                                             ($)          ($)                                       ($)
Name and Principal            Year  Salary     Bonus                                                     LTIP
Position                              ($)       ($)                                                    Payouts
                                                                                                         ($)
THEODORE TSAGKARIS           2002   0   0      0        0             0               0                0       0
<S>     <C>    <C>    <C>    <C>    <C>    <C>
</TABLE>

ITEM 11. SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT.

(16)     and (b) Security Ownership of Certain Beneficial Owners and Management.

       The table below lists the beneficial ownership of the our voting
securities by each person known by us to be the beneficial owner of more than 5%
of such securities, as well as by all of our directors and officers, as of the
date of this report. Unless otherwise indicated, the shareholders listed possess
sole voting and investment power with respect to the shares shown.

 Title of     Name and Address of Beneficial Owner       Amount and   Percent of
  Class                                                  Nature of       Class
                                                         Beneficial
                                                         Ownership
Common    THEODORE TSAGKARIS                            2,500,000      100.00%

                                       11
<PAGE>

ITEM 12. CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS.

In connection with the organization of Tari, Amy Y.E. Chuang, the founding
shareholder, President, Secretary-Treasurer and Director of our company, has
paid $25,000.00 cash to purchase 2,500,000 shares of common stock on May 2,
2001.

Tari presently has no office facilities has used as its business address the
office of management on a rent free basis, until such time as the business
operations of our company may require more extensive facilities and our company
has the financial ability to rent commercial office space. There is presently no
formal written agreement for the use of such facilities, and no assurance that
such facilities will be available to our company on such a basis for any
specific length of time.

We have no formal written employment agreement or other contracts with our
officer, and there is no assurance that the services to be provided by them, and
facilities to be provided by management will be available for any specific
length of time in the future. Management anticipated initially devoting up to
approximately 15 to 20 hours per week of her time to the affairs of our company.
If and when the business operations of our company increase and a more extensive
time commitment is needed, management is prepared to devote more time to our
company, in the event that becomes necessary. The amounts of compensation and
other terms of any full time employment arrangements with our company would be
determined if and when such arrangements become necessary.

On September 26, 2002 Ms. Chuang sold all of her 2,500,000 shares of common
stock to Theodore Tsagkaris in a privately negotiated transaction.

                                       12
<PAGE>

                                     PART IV

Item 13. EXHIBITS AND REPORTS ON FORM 8-K.

    3.1Certificate and Articles of Incorporation*
    3.2Bylaws**


*
     Filed with the Securities and Exchange Commission in the Exhibits to Form
SB-2, filed on July 17, 2001 and are incorporated by reference herein.

**
     Filed with the Securities and Exchange Commission in the Exhibits to Form
SB-2, filed on July 17, 2001 and are incorporated by reference herein.


                                       13
<PAGE>


                                   SIGNATURES

       In accordance with Section 13 or 15(d) of the Securities Exchange Act of
1934, the Company caused this report to be signed on its behalf by the
undersigned, thereunto duly authorized, on April 15, 2003.

                             Tari, Inc.
                            (Registrant)
 By:                    /s/  THEODORE TSAGKARIS
                           Dallas Robinsoin


       In accordance with the Exchange Act, this report has been signed below by
the following persons on behalf of the registrant and in the capacities
indicated on April 15, 2003, 2002.

 /s/   THEODORE TSAGKARIS
     THEODORE TSAGKARIS, Director


                                       14
<PAGE>


                               Tari, INC.

       Exhibit Index to Annual Report on Form 10-KSB For the Fiscal Year
Ended March 31, 2002

EXHIBITS

    3.1Certificate and Articles of Incorporation*
    3.2Bylaws**



*
     Filed with the Securities and Exchange Commission in the Exhibits to Form
SB-2, filed on July 17, 2001 and are incorporated by reference herein.

**
     Filed with the Securities and Exchange Commission in the Exhibits to Form
SB-2, filed on July 17, 2001 and are incorporated by reference herein.



                                       15
<PAGE>








































                                 CERTIFICATIONS*
I, THEODORE TSAGKARIS, certify that:
1. I have reviewed this annual report on Form 10-KSB of  Tari, Inc.;
2. Based on my knowledge, this annual report does not contain any untrue
statement of a material fact or omit to state a material fact necessary to make
the statements made, in light of the circumstances under which such statements
were made, not misleading with respect to the period covered by this annual
report;
3. Based on my knowledge, the financial statements, and other financial
information included in this annual report, fairly present in all material
respects the financial condition, results of operations and cash flows of the
registrant as of, and for, the periods presented in this annual report;
4.  The  registrant's  other  certifying  officers  and  I are  responsible  for
establishing and maintaining  disclosure  controls and procedures (as defined in
Exchange Act Rules 13a-14 and 15d-14) for the  registrant  and have: a) designed
such  disclosure  controls and  procedures to ensure that  material  information
relating to the registrant,  including its  consolidated  subsidiaries,  is made
known to us by others within those entities,  particularly  during the period in
which this annual report is being prepared;  b) evaluated the  effectiveness  of
the registrant's  disclosure controls and procedures as of a date within 90 days
prior to the filing date of this annual report (the "Evaluation  Date");  and c)
presented in this annual report our conclusions  about the  effectiveness of the
disclosure  controls and procedures based on our evaluation as of the Evaluation
Date;
5. The registrant's other certifying officers and I have disclosed, based
on our most recent evaluation, to the registrant's auditors and the audit
committee of registrant's board of directors (or persons performing the
equivalent functions): a) all significant deficiencies in the design or
operation of internal controls which could adversely affect the registrant's
ability to record, process, summarize and report financial data and have
identified for the registrant's auditors any material weaknesses in internal
controls; and b) any fraud, whether or not material, that involves management or
other employees who have a significant role in the registrant's internal
controls; and
6. The registrant's other certifying officers and I have indicated
in this annual report whether there were significant changes in internal
controls or in other factors that could significantly affect internal controls
subsequent to the date of our most recent evaluation, including any corrective
actions with regard to significant deficiencies and material weaknesses.

Date:April 15, 2003
THEODORE TSAGKARIS
/s/THEODORE TSAGKARIS, CEO and Principal
Financial Officer * Provide a separate certification for each principal
executive officer and principal financial officer of the registrant. See Rules
13a-14 and 15d-14. The required certification must be in the exact form set
forth above.