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

                                   Form 10-KSB

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

                   For the fiscal year ended December 31, 2003


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

         For the transition period from ______________ to ______________

                         Commission File No.: 000-32757

                           Foresight Specialists, Inc.
--------------------------------------------------------------------------------
                 (Name of small business issuer in its charter)

            Nevada                                             86-1024853
--------------------------------------------------------------------------------
(State or other jurisdiction of                               (I.R.S. Employer
incorporation or organization)                               Identification No.)

               8776 East Shea, Suite B3A323, Scottsdale, AZ 85260
           -----------------------------------------------------------
          (Address, including zip code, of principal executive offices)

Issuer's telephone number: 602-821-6492

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

Securities registered under Section 12(g) of the Exchange Act: None


                     Common Stock, Par Value $.001 Per Share
                    ----------------------------------------
                                (Title of class)

Check  whether the issuer (1) 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 registrant was required to file such reports),  and (2) has been
subject to such filing requirements for the past 90 days. [ X ]Yes [ ]No

Check if there is no disclosure of delinquent  filers in response to Item 405 of
Regulation S-B 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. [ X ]

State issuer's revenues for its most recent fiscal year. $ 0

As of December 31, 2003, we had 1,000,000  shares of our $0.001 par value common
stock  issued  and  outstanding.  As there is no public  trading  market for our
securities,  we are unable to determine the aggregate market value of the common
stock, our only class of voting stock, held by nonaffiliates.

                       DOCUMENTS INCORPORATED BY REFERENCE
                                      None

Transitional Small Business Disclosure Form (Check one): Yes [ ] No [X]

To simplify  the language in this Form 10-KSB,  Foresight  Specialists,  Inc. is
referred to herein as the "Company" or "We."


                                       1
<PAGE>


                               TABLE OF CONTENTS
                                                                            Page
Part I

ITEM 1.  DESCRIPTION OF BUSINESS ............................................  3
                The Company .................................................  3
                Business of the Company .....................................  3
                Employees ...................................................  3
ITEM 2  DESCRIPTION OF PROPERTIES ...........................................  3
ITEM 3  LEGAL PROCEEDINGS ...................................................  3
ITEM 4  SUBMISSION OF MATTERS TO A VOTE OF THE SECURITY HOLDERS .............  3
ITEM 5  MARKET FOR  REGISTRANT'S  COMMON EQUITY & RELATED  STOCKHOLDER
        MATTERS .............................................................  3
                Market ......................................................  3
                Holders .....................................................  3
                Dividends ...................................................  3
ITEM 6  MANAGEMENT'S  DISCUSSION & ANALYSIS OF FINANCIAL  CONDITION &
        RESULTS OF OPERATION ................................................  4
                Plan of Operation ...........................................  4
                Forward-Looking Statements ..................................  4
ITEM 7  FINANCIAL STATEMENTS ................................................  5
ITEM 8  CHANGES IN &  DISAGREEMENTS  WITH  ACCOUNTANTS ON ACCOUNTING &
        FINANCIAL DISCLOSURE ................................................ 13

Part II

ITEM 9  DIRECTORS,  EXECUTIVE  OFFICERS,  PROMOTERS & CONTROL PERSONS,
        COMPLIANCE WITH SECTION 16(a) OF THE EXCHANGE ACT ................... 14
                The Directors and Officers of the Company ................... 14
                Compliance with Section 16(a) of the Exchange Act ........... 14
ITEM 10 EXECUTIVE COMPENSATION .............................................. 14
ITEM 11 SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS & MANAGEMENT ........ 14
                Security Ownership of Beneficial Owners ..................... 15
                Security Ownership of Management ............................ 15
ITEM 12 CERTAIN RELATIONSHIPS & RELATED TRANSACTIONS ........................ 15
ITEM 13 EXHIBITS AND REPORTS ON FORM 8-K .................................... 15
                Exhibits .................................................... 15
                Reports on Form 8-K ......................................... 15
SIGNATURES .................................................................. 16

                                       2
<PAGE>

                                     PART I

ITEM 1. DESCRIPTION OF BUSINESS.

                                   The Company

Foresight  Specialists,  Inc. (the "Company") is a Nevada  corporation formed on
July 16,  1998.  Its  principal  place of business is located at 8776 East Shea,
Suite B3A323,  Scottsdale,  AZ 85260. The Company was organized to engage in any
lawful  corporate  business,  including  but not  limited to,  participating  in
mergers with, and the acquisitions of, other companies.  The Company has been in
the  developmental  stage since its inception and has no operating history other
than organizational matters.

                            Business of the Company

The  primary  activity of the Company  currently  involves  seeking a company or
companies  that it can  acquire or with whom it can merge.  The  Company has not
selected  any company as an  acquisition  target or merger  partner and does not
intend to limit potential  candidates to any particular  field or industry,  but
does retain the right to limit  candidates,  if it so chooses,  to a  particular
field or industry. The Company's plans are in the conceptual stage only.


                                    Employees

The Company's only employees at the present time are its officers and directors,
who will devote as much time as he determines necessary to carry out the affairs
of the Company.

ITEM 2. DESCRIPTION OF PROPERTIES

The Company has no significant assets, property, or operating capital.

ITEM 3. LEGAL PROCEEDINGS

The Company is not a party to, nor are any of its properties the subject of, any
pending legal proceedings and no such proceedings are known to the Company to be
threatened or contemplated by or against it.

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

No matter was  submitted  to a vote of the  security  holders  during the fourth
quarter of the fiscal year covered by this report.

ITEM 5.  MARKET FOR REGISTRANT'S COMMON EQUITY & RELATED STOCKHOLDER MATTERS

                                     Market

To the knowledge of current  management,  there is no public  trading market for
the Company's common stock

                                     Holders

At  December  31,  2003,  there were  approximately  37 holders of record of the
Company's common stock.

                                    Dividends

The Company has not declared any cash dividends within the past two years of its
common stock, nor does the Company anticipate or contemplate paying dividends in
the foreseeable future.

                                       3
<PAGE>


ITEM 6. MANAGEMENT'S  DISCUSSION & ANALYSIS OF FINANCIAL  CONDITION & RESULTS OF
OPERATION

                                Plan of Operation

The Company's plan is to seek, investigate,  and if such investigation warrants,
acquire an interest in one or more  business  opportunities  presented  to it by
persons  or  firms  desiring  the  perceived   advantages  of  a  publicly  held
corporation.  At this  time,  the  Company  has no  plan,  proposal,  agreement,
understanding,  or arrangement to acquire or merge with any specific business or
company, and the Company has not identified any specific business or company for
investigation  and  evaluation.  No member of  Management or any promoter of the
Company,  or an affiliate of either,  has had any material  discussions with any
other company with respect to any acquisition of that company.  The Company will
not restrict  its search to any specific  business,  industry,  or  geographical
location,  and may  participate  in business  ventures of virtually  any kind or
nature.  Discussion of the proposed  business  under this caption and throughout
this Financial  Statement is  purposefully  general and is not meant to restrict
the  Company's  virtually  unlimited  discretion  to search for and enter into a
business combination.

                           Forward-Looking Statements

This  statement  includes  projections  of future  results and  "forward-looking
statements" as that term is defined in Section 27A of the Securities Act of 1933
as amended (the "Securities  Act"),  and Section 21E of the Securities  Exchange
Act of 1934 as amended (the "Exchange Act"). All statements that are included in
this  Financial  Statement,  other  than  statements  of  historical  fact,  are
forward-looking  statements.  Although Management believes that the expectations
reflected in these  forward-looking  statements are  reasonable,  it can give no
assurance  that such  expectations  will prove to have been  correct.  Important
factors  that  could  cause  actual  results  to  differ   materially  from  the
expectations are disclosed in this Statement,  including, without limitation, in
conjunction with those forward-looking statements contained in this Statement.

                                       4
<PAGE>

ITEM 7. FINANCIAL STATEMENTS


                                TABLE OF CONTENTS


                                                                            PAGE

INDEPENDENT AUDITOR'S REPORT ............................................... F-1

BALANCE SHEET .............................................................. F-2

STATEMENTS OF OPERATIONS ................................................... F-3

STATEMENTS OF STOCKHOLDERS' EQUITY ......................................... F-4

STATEMENTS OF CASH FLOWS ................................................... F-5

NOTES TO FINANCIAL STATEMENTS ........................................ F-6 - F-8



                                       5
<PAGE>


To the Board of Directors and Stockholders
Foresight Specialists, Inc.
Kamloops, B.C. Canada

We have audited the accompanying balance sheet of Foresight Specialists, Inc. (a
Nevada  development  stage  company) as of December  31,  2003,  and the related
statements of operations,  stockholders'  equity  (deficit),  and cash flows for
each of the years in the two year period ended  December  31, 2003,  and for the
period from July 16, 1998  (inception)  to December  31, 2003.  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 audits.

We  conducted  our  audits of these  financial  statements  in  accordance  with
auditing  standards  generally  accepted in the United States of America.  Those
standards  require  that we 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 by
management,  as well as evaluating the overall financial statement presentation.
We believe that our audits provide a reasonable basis for our opinion.

In our opinion,  the financial  statements  referred to above present fairly, in
all material respects, the financial position of Foresight Specialists, Inc., as
of December 31, 2003,  and the results of its  operations and its cash flows for
each of the years in the two year period ended  December  31, 2003,  and for the
period from July 16, 1998  (inception) to December 31, 2003, in conformity  with
accounting principles generally accepted in the United States of America.

The accompanying  financial  statements have been prepared  assuming the Company
will  continue  as a going  concern.  As  discussed  in Note 1 to the  financial
statements,  the  Company  is in the  development  stage  and has not  commenced
operations.  Its ability to continue as a going  concern is  dependent  upon its
ability to develop  additional  sources of capital,  and/or  achieve  profitable
operations.  These  conditions  raise  substantial  doubt  about its  ability to
continue  as a going  concern.  The  financial  statements  do not  include  any
adjustments that might result from the outcome of these uncertainties.


Braverman & Company, P.C.
Prescott, Arizona
March 3, 2004


                                      F-1
                                       6
<PAGE>


                           Foresight Specialists, Inc.
                         ( a Development Stage Company)
                                  BALANCE SHEET
                                December 31, 2003





                                     ASSETS
                                     ------

 CURRENT ASSETS                                            $           -
                                                          --------------

                                                           $           -
                                                          ==============

                 LIABILITIES AND STOCKHOLDERS' EQUITY (DEFICIT)
                 ----------------------------------------------


CURRENT LIABILITIES

   Accounts payable, officers/shareholders                 $      19,933
                                                          --------------

       Total Current Liabilities                                  19,933
                                                          --------------


COMMITMENTS AND CONTINGENCIES

STOCKHOLDERS' EQUITY (DEFICIT)

   Common stock, par value $.001, 25,000,000 shares
     authorized, 1,000,000 issued and outstanding                  1,000
   Paid-in capital                                                 1,800
   (Deficit) accumulated during the development stage            (22,733)
                                                          --------------

       Total Stockholders' Equity (Deficit)                      (19,933)
                                                          --------------

                                                           $           -
                                                          ==============




                 SEE ACCOMPANYING NOTES TO FINANCIAL STATEMENTS

                                      F-2
                                       7
<PAGE>



                           Foresight Specialists, Inc.
                         ( a Development Stage Company)
                            STATEMENTS OF OPERATIONS

                                                                   Cumulative
                                                                  from July 16
                                                                      1998
                                                                   (Inception)
                                                                        to
                                     Years Ended  December 31,     December 31,
                                   ----------------------------- --------------
                                          2003           2002           2003
                                   -------------- -------------- --------------
REVENUE                             $           -  $           -  $           -
                                   -------------- -------------- --------------

EXPENSES
   General and adminstrative                4,358          4,335         22,733
                                   -------------- -------------- --------------

   TOTAL EXPENSES                           4,358          4,335         22,733
                                   -------------- -------------- --------------
NET (LOSS)                          $      (4,358) $      (4,335) $     (22,733)
                                   ============== ============== ==============

NET (LOSS) PER COMMON SHARE-BASIC   $         *    $         *
                                   ============== ==============

WEIGHTED AVERAGE NUMBER
OF COMMON SHARES OUTSTANDING            1,000,000      1,000,000
                                   ============== ==============

* Less than $(.01) per share


                 SEE ACCOMPANYING NOTES TO FINANCIAL STATEMENTS

                                      F-3
                                       8
<PAGE>


                           Foresight Specialists, Inc.
                         ( a Development Stage Company)
             STATEMENTS OF CHANGES IN STOCKHOLDERS' EQUITY (DEFICIT)

<table>
<caption>

                                                                                   (Deficit)
                                                                                  Accumulated
                                               Common Stock                        During the
                                    -----------------------------    Paid-in      Development
                                         Shares        Amount        Capital         Stage         Total
                                    -------------- -------------- -------------- -------------- --------------
<S>                                        <C>            <C>            <C>            <C>           <C>
Balances, at inception                           -  $           -  $           -  $           -  $           -
Proceeds from sale of common
   stock at $.01 per share                 200,000            200          1,800                         2,000
Proceeds from sale of common
   stock at par value $.001                800,000            800                                          800
   Net (loss) for the period                                                             (2,385)        (2,385)
                                    -------------- -------------- -------------- -------------- --------------

Balances, December 31, 1998              1,000,000          1,000          1,800         (2,385)           415
   Net (loss) for the year                                                               (2,985)        (2,985)
                                    -------------- -------------- -------------- -------------- --------------

Balances, December 31, 1999              1,000,000          1,000          1,800         (5,370)        (2,570)
   Net (loss) for the year                                                               (2,985)        (2,985)
                                    -------------- -------------- -------------- -------------- --------------

Balances, December 31, 2000              1,000,000          1,000          1,800         (8,355)        (5,555)
   Net (loss) for the year                                                               (5,685)        (5,685)
                                    -------------- -------------- -------------- -------------- --------------

Balances, December 31, 2001              1,000,000          1,000          1,800        (14,040)       (11,240)
   Net (loss) for the year                                                               (4,335)        (4,335)
                                    -------------- -------------- -------------- -------------- --------------

Balances, December 31, 2002              1,000,000          1,000          1,800        (18,375)       (15,575)
   Net (loss) for the year                                                               (4,358)        (4,358)
                                    -------------- -------------- -------------- -------------- --------------

Balances, December 31, 2003              1,000,000  $       1,000  $       1,800  $     (22,733) $     (19,933)
                                    ============== ============== ============== ============== ==============
</table>

                 SEE ACCOMPANYING NOTES TO FINANCIAL STATEMENTS

                                      F-4
                                       9
<PAGE>

                           Foresight Specialists, Inc.
                         ( a Development Stage Company)
                            STATEMENTS OF CASH FLOWS
<table>
<caption>

                                                                                           Cumulative
                                                                                          from July 16,
                                                                                              1998
                                                                                            Inception
                                                             Years Ended December 31,          to
                                                           -----------------------------   December 31,
                                                                 2003           2002           2003
                                                           -------------- -------------- --------------
<S>                                                               <C>            <C>            <C>
OPERATING ACTIVITIES
   Net (loss) from operations                               $      (4,358) $      (4,335) $     (22,733)
                                                           -------------- -------------- --------------

       NET CASH (USED BY) OPERATING ACTIVITIES                     (4,358)        (4,335)       (22,733)
                                                           -------------- -------------- --------------

FINANCING ACTIVITIES
   Shareholder advances                                             4,358          4,335         19,933
   Proceeds from sale of common stock                                                  -          2,800
                                                           -------------- -------------- --------------

       NET CASH PROVIDED BY FINANCING ACTIVITIES                    4,358          4,335         22,733
                                                           -------------- -------------- --------------

       NET INCREASE IN CASH                                             -              -              -
                                                           -------------- -------------- --------------

       CASH, BEGINNING OF PERIOD                                        -              -              -
                                                           -------------- -------------- --------------

       CASH, END OF PERIOD                                  $           -  $           -  $           -
                                                           ============== ============== ==============
</table>

                 SEE ACCOMPANYING NOTES TO FINANCIAL STATEMENTS

                                      F-5
                                       10
<PAGE>
                           Foresight Specialists, Inc.
                          (A Development Stage Company)
                          NOTES TO FINANCIAL STATEMENTS



NOTE 1 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

History

Foresight  Specialists,  Inc.  Corporation (the Company),  is in the development
stage as defined in Financial  Accounting Standards Board Statement No. 7. It is
a Nevada  corporation,  formed  July 16,  1998.  Since  inception  it has had no
operations  and is a reporting  company  having  filed a Form 10-SB which became
effective. The Company's year-end is December 31.

Going Concern

The Company's financial statements have been presented on the basis that it is a
going concern, which contemplates the realization of assets and the satisfaction
of  liabilities  in the normal  course of  business.  The  Company's  ability to
continue in existence is dependent on its ability to develop  additional sources
of capital,  locate and merge with a  profitable  merger  candidate,  or achieve
profitable  operations.   Management's  plan  is  to  pursue  a  stock  exchange
transaction with a viable entity. The accompanying  financial  statements do not
include  any   adjustments   that  might   result  from  the  outcome  of  these
uncertainties.

Income Taxes

Income taxes in are provided for using the  liability  method of  accounting.  A
deferred tax asset or liability is recorded for all temporary difference between
financial and tax reporting. Deferred tax expense (benefit) results from the net
change  during  the year of  deferred  tax  assets  and  liabilities.  Valuation
allowances are  established  when necessary to reduce deferred tax assets to the
amount  expected to more likely than not be realized in future tax returns.  Tax
law and rate  changes are  reflected  in income in the period  such  changes are
enacted.

Earnings (loss) Per Common Share

Loss per common share has been calculated based upon the weighted average number
of common shares  outstanding during the period in accordance with the Statement
of Financial  Accounting  Standards Statement No. 128, "Earnings per Share". For
loss per share and financial  presentation purposes, all shares outstanding were
considered issued at inception of the Company.


Use of Estimates in the Preparation of Financial Statements

The preparation of financial statements in conformity with accounting principles
generally  accepted in the United States of America requires  management to make
estimates  and  assumptions  that  affect  the  reported  amounts  of assets and
liabilities,  the disclosure of contingent assets and liabilities at the date of
the  financial  statements  and the  reported  amounts of revenues  and expenses
during the reporting  periods.  Actual results could differ from those estimates
and assumptions.
                                      F-6
                                       11
<PAGE>


NOTE 2 - OPERATING EXPENSES

Operating  expenses since inception  include amounts incurred by the Company for
management  services,  incorporation  and annual charter fees,  office expenses,
filing fees,  resident  agent and  auditing and review  services at the lower of
cost or fair value.  Since the Company has never maintained a bank account,  all
such expenses incurred to date have been paid by the principal shareholder, less
the proceeds  received  from the sale of the  1,000,000  shares of the Company's
common stock of $2,800. As of December 31, 2003, the accumulated  amount of such
expenses owed to shareholder, net of the proceeds of common stock was $19,933.

NOTE 3 - INCOME TAXES

There was no current  federal  tax  provision  or benefit  for any period  since
inception,  nor were  there any  recorded  deferred  income  tax  assets as such
amounts were completely offset by valuation allowances. All expenses incurred to
date are  considered  start-up  costs for income tax  purposes,  and will become
deductible  once the  Company's  business  commences.  Such costs are subject to
amortization over a 5 year period,  unless permanently  capitalized.  Therefore,
the Company has no net operating loss carryovers for income tax purposes.

The  following is an analysis of deferred tax assets for as of December 31, 2002
and 2003.

                                            Deferred     Valuation
                                            Tax Assets   Allowance   Balance
                                            ----------   ---------   --------
Deferred tax assets at December 31, 2002    $    3,675     (3,675)   $    -0-
Additions for 2003                                 868       (868)        -0-
                                            ----------   ---------   ---------
Deferred tax assets at December 31, 2003    $    4,543   $ (4,543)   $    -0-
                                            ==========   =========   ========

The following is reconciliation  from the expected  statutory federal income tax
provision  to the  Company's  actual  income tax  (benefit)  for the years ended
December 31:

                                                                2003     2002
                                                             --------  --------
Expected income tax (benefit) at federal statutory tax rate  $ ( 868)  $ ( 867)
Valuation allowance                                              868       867

Actual income tax (benefit)                                  $    -0-  $    -0-
                                                             ========  ========


NOTE 4 -  COMMITMENTS AND CONTINGENCIES

No income tax returns have been filed since  inception,  nor is there any income
tax liability associated with such returns.

NOTE  5 - THE EFFECT OF RECENTLY ISSUED ACCOUNTING  STANDARDS

Below is a listing of the most recent  accounting  standards and their effect on
the Company.
                                      F-7
                                       12
<PAGE>

SFAS 148 Accounting for Stock-Based Compensation-Transition and Disclosure

     Amends FASB 123 to provide  alternative methods of transition for an entity
     that  voluntarily  changes to the fair value based method of accounting for
     stock-based employee compensation.

SFAS 149  Amendment  of  Statement  133 on  Derivative  Instruments  and Hedging
          Activities

     This Statement amends and clarifies financial  accounting and reporting for
     derivative  instruments,  including certain derivative instruments embedded
     in  other  contracts  (collectively  referred  to as  derivatives)  and for
     hedging activities under FASB Statement NO. 133,  Accounting for Derivative
     Instruments and Hedging Activities.

SFAS 150 Financial  Instruments  with  Characteristics  of both  Liabilities and
         Equity

     This Statement  requires that such instruments be classified as liabilities
     in the balance  sheet.  SFAS 150 is  effective  for  financial  instruments
     entered into or modified after May 31, 2003.

Interpretation No. 46 (FIN 46)

     Effective  January 31,  2003,  The  Financial  Accounting  Standards  Board
     requires  certain  variable  interest  entities to be  consolidated  by the
     primary  beneficiary of the entity if the equity investors in the entity do
     not have the  characteristics of a continuing  financial interest or do not
     have  sufficient  equity at risk for the entity to finance  its  activities
     without additional  subordinated  financial support from other parties. The
     Company has not invested in any such entities, and does not expect to do so
     in the foreseeable future.

     The  adoption of these new  Statements  is not  expected to have a material
     effect on the Company's financial position,  results or operations, or cash
     flows.
                                      F-8

ITEM 8. CHANGES IN &  DISAGREEMENTS  WITH  ACCOUNTANTS ON ACCOUNTING & FINANCIAL
DISCLOSURE

The  Company is not aware,  and has not been  advised  by its  auditors,  of any
disagreement  on any matter of accounting  principles  or  practices,  financial
statement disclosures, or auditing scope or procedure.

                                       13
<PAGE>



                                     PART II

ITEM 9. DIRECTORS,  EXECUTIVE OFFICERS,  PROMOTERS & CONTROL PERSONS, COMPLIANCE
WITH SECTION 16(a) OF THE EXCHANGE ACT

The Directors and Officers of the Company are as follows:

Name                       Age                      Positions and Offices Held
----------------           ---                      --------------------------
Kevin Ericksteen           29                       Director/President

Deanna Olson               32                       Secretary, Treasurer and
                                                    Director


Kevin  Ericksteen  has been  President  and Director  since January 12, 1999. He
attended  University of San Diego Law School and holds a Bachelor of Arts degree
from Arizona  State  University  in Tempe,  Arizona.  As  Consultant at Palamesa
Investments in Kamloops,  British  Columbia,  Mr.  Ericksteen  analyzed business
opportunities,  focusing on real estate  feasibility  as well as various  chosen
projects. As President at Palamesa  Investments,  his work includes analysis and
evaluation  of  emerging  companies'  business  plans  and  models  as  well  as
determining  valuation of prospective  companies  wishing to obtain listing on a
public exchange.

Deanna Olson has been  Secretary and Director  since January 12, 1999. Ms. Olson
attended  University College of the Cariboo in Kamloops,  British Columbia.  For
the last five years she has worked as an  administrative  assistant  for various
publicly and privately held companies.

                Compliance with Section 16(a) of the Exchange Act

The Company does not have a class of equity  securities  registered  pursuant to
Section 12 of the Exchange Act. As a result, no reports are required to be filed
pursuant to Section 16(a).

ITEM 10. EXECUTIVE COMPENSATION

During the last fiscal  year,  the  Company's  officers  and  directors  did not
receive any salary, wage or other compensation.  During the current fiscal year,
the Company has no present  plans or means to pay  compensation  to its officers
and directors.

ITEM 11. SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS & MANAGEMENT

As of December 31, 2003, there were 1,000,000 shares of our common stock,  $.001
par value  outstanding.  The following  tabulates holdings of our shares by each
person who,  subject to the above,  at the date of this  registration,  holds of
record or is known by our management to own  beneficially  more than 5.0% of the
common  shares  and,  in  addition,   by  all  of  our  directors  and  officers
individually and as a group. To the best of our knowledge, each named beneficial
owner has sole voting and investment  power with respect to the shares set forth
opposite his name.

                                       14
<PAGE>

Security Ownership of Beneficial Owners:
----------------------------------------

Beneficial Owner    Class    Amount     Nature of Ownership   Percentage
----------------    -----    ------     -------------------   ------------
Kevin Ericksteen    Common   400,000    Direct                40 %

Deanna Olson        Common   400,000    Direct                40 %

--------------------------------------------------------------------------------
TOTAL
Common Shares:               800,000

Security Ownership of Management:
---------------------------------

Beneficial Owner    Class    Amount     Nature of Ownership   Percentage
----------------    -----    ------     -------------------   ------------
Kevin Ericksteen    Common   400,000    Direct                40 %
Director/President

Deanna Olson        Common   400,000    Direct                40 %
Secretary/Treasurer

--------------------------------------------------------------------------------
TOTAL
Common Shares:               800,000

ITEM 12. CERTAIN RELATIONSHIPS & RELATED TRANSACTIONS

None

ITEM 13. EXHIBITS AND REPORTS ON FORM 8-K

                                    Exhibits

     (a) Exhibits

EXHIBIT
NUMBER   DESCRIPTION
-------  -----------
10.1     Articles of Incorporation*

10.2     Bylaws*

*  Incorporated  by Reference on Form 10SB12G filed May 15, 2001, and amended on
May 24, 2001.

31.1 Certificate of CEO as Required by Rule 13a-14(a)/15d-14

31.2 Certificate of CFO as Required by Rule 13a-14(a)/15d-14

32.1 Certificate of CEO as Required by Rule 13a-14(b) and Rule 15d-14(b) (17 CFR
     240.15d-14(b))  and  Section  1350 of  Chapter 63 of Title 18 of the United
     States Code

32.1 Certificate of CFO as Required by Rule 13a-14(b) and Rule 15d-14(b) (17 CFR
     240.15d-14(b))  and  Section  1350 of  Chapter 63 of Title 18 of the United
     States Code

     (b) Reports on Form 8-K
         None


                                       15
<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 thereunder duly authorized.

Foresight Specialists, Inc.

Dated: March 15, 2004

By: /s/ Kevin Ericksteen
    ---------------------
        Kevin Ericksteen
        President

By: /s/ Dianna Olson
    ---------------------
        Dianna Olson
        Treasurer

Pursuant to the requirements of the Securities Exchange Act of 1934, this Report
has been signed by the following  persons on behalf of the Registrant and in the
capacities and on the dates indicated.

Dated: March 15, 2004

By: /s/ Kevin Ericksteen
    ---------------------
        Kevin Ericksteen
        Director

By: /s/ Dianna Olson
    ---------------------
        Dianna Olson
        Director

                                       16
<PAGE>