SECURIITES AND EXCHANGE COMMISSION



Washington, D.C. 20549



Form 10-KSB



Annual Report Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934

Date of Report: December 31, 2003

FIRST NATIONAL POWER CORPORATION

Formerly Capstone International Corporation

(Exact name of registrant as specified in its charter)



|Delaware                                                           | 333-62588                | 66-0349372                       
|------------------------------------------------------------------ | ------------------------ | ---------------------------------
|(State of other
    jurisdiction of incorporation or organization) | (Commission File Number) | (IRS Employer Identification No.)



1109 7TH Court, Fox Island, WA 98333

(Address of principal executive offices)



Registrant's telephone number: (253) 549-4336

(Mark One)

[X] Annual report pursuant to 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

Securities registered under Section 12(b) of the Exchange Act:



Securities registered under Section 12(g) of the Exchange Act:

Common stock

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
or 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 [X]

State issuer's revenues for its most recent fiscal year: As of December 31,
2003, the Company has not generated any revenues.

State the aggregate market value of the voting and non-voting common equity
held by non-affiliates computed by reference to the price at which the common
equity was sold, or the average bid and asked price of such common equity, 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, 2003 there
were 10,567,680 common shares issued and outstanding.

CAUTIONARY STATEMENTS REGARDING FORWARD-LOOKING INFORMATION

Certain statements in this annual report on Form 10-KSB contain or may
contain forward-looking statements that are subject to known and unknown risks,
uncertainties and other factors which may cause actual results, performance or
achievements to be materially different from any future results, performance or
achievements expressed or implied by such forward-looking statements. These
forward-looking statements were based on various factors and were derived
utilizing numerous assumptions and other factors that could cause our actual
results to differ materially from those in the forward-looking statements. These
factors include, but are not limited to, our ability to consummate a merger or
business combination, economic, political and market conditions and
fluctuations, government and industry regulation, interest rate risk, U.S. and
global competition, and other factors. Most of these factors are difficult to
predict accurately and are generally beyond our control. You should consider the
areas of risk described in connection with any forward-looking statements that
may be made herein. Readers are cautioned not to place undue reliance on these
forward-looking statements, which speak only as of the date of this report.
Readers should carefully review this annual report in its entirety, including
but not limited to our financial statements and the notes thereto. Except for
our ongoing obligations to disclose material information under the Federal
securities laws, we undertake no obligation to release publicly any revisions to
any forward-looking statements, to report events or to report the occurrence of
unanticipated events. For any forward-looking statements contained in any
document, we claim the protection of the safe harbor for forward-looking
statements contained in the Private Securities Litigation Reform Act of 1995.



PART I

Item 1. Description of Business

Business Development

First National Power Corporation (First National) was incorporated as
Capstone International Corporation on November 16, 2000, in the state of
Delaware. The Company has never declared bankruptcy, it has never been in
receivership, and it has never been involved in any legal action or proceedings.
During the period from its incorporation up until the end of the period covered
by this report, the Company has not made any significant purchase or sale of
assets. However, as announced August 19, 2003, the Company entered talks with
First National Power of Toronto, Canada concerning the acquisition of that
company. The acquisition was completed in early 2004 and is discussed further
under Subsequent Events. First National Power Corporation is not a blank check
registrant as that term is defined in Rule 419(a)(2) of Regulation C of the
Securities Act of 1933, since it has a specific business plan or purpose.



Business of Issuer

First National is creating a business based on what the Company calls the
FNPR Green Energy Power Generation business model. It is designed to develop and
implement cutting edge technology not formerly utilized in the electrical power
generation industry and current technology configurations in new and exciting
commercial applications.

Principal Products and Services

First National's goal is to build a Power Company with capabilities to
provide proprietary-generating stations located on individual buildings, and
Portable units for rural and emergency services with applications for Third
World development.



The Market

Compact wind turbine technology offers a near term option of generating
electricity from clean sustainable renewable resources. First National believes
many homeowners, farmers, apartment and small business owners will be interested
in having the choice of how their electricity is produced and what environmental
impacts their consumption causes. The Company also believes many consumers want
the type of freedom of choice First National is seeking to supply with the
development of its products.

Looking at the bigger picture, there are currently over 2 billion people
around the world who have no access to electrical power. First National believes
the ability to provide electrical power to this emerging market has substantial
opportunity.

Wind power currently meets 2% of total European electricity demand. European
Wind Power Association (EWEA) chief executive Corin Millais stated, "This is
just the tip of the iceberg; the global wind power market could be worth 25
billion a year by 2010. That traunch will increase rapidly as the technology
continues to develop, costs continue to fall, and the need to secure and
diversify electrical energy becomes increasingly evident to decision makers,"
said EWEA (European Wind Power Association) chief executive Corin Millais.

Competition and Competitive Strategy

The environmentally friendly electrical power generation industry is in its
infancy and currently there is very little competition throughout the world and
virtually none in many regions.

The competitive strategy of the Company is to develop efficient products and
services and to bring them to market at a cost the will allow its customers to
save money while they become energy self-sufficient.



New and or Innovative Products and Services

The very nature of the environmentally friendly electrical power generation
industry is such that innovation is always being sought.

Sources and Availability of Products and Supplies

First National is not reliant on other sources for products or supplies. The
Company is endeavoring to develop it own products and supplies through ongoing
relationships with inventors and suppliers such as Alvin Snapper who works
closely with First National.

Dependence on One or a Few Major Customers

Virtually every North American, and European building owner is seeking the
types of products and services First National is developing. Such being the
case, First National is in no way dependant on either one or a few major
consumers.

Patent, Trademark, License & Franchise Restrictions and Contractual
Obligations & Concessions

There are no inherent factors or circumstances associated with this industry,
or any of the products or services that First National plans to provide that
would give cause for any greater exposure of patent, trademark or license
infringements or violations than with any other commonly available technology.
The Company has also not entered into any agreements or other contracts that
have given, or could give rise to obligations or concessions.

Governmental Controls and Approvals

The environmentally friendly energy generation sector does not come under any
special Government controls or approval processes. However, this being a
relatively new and growing sector, it is possible that Government could impose
new controls or approval processes in the future.



Existing or Probable Government Regulations

Many municipalities and some states and provinces have regulations concerning
the erection of windmills and other tall and cumbersome mechanical devices.
There are also the usual licensing requirements, however there are no government
regulations that we are aware of, either existing or being contemplated, that
would adversely affect the Company's ability to operate. Labor Standards Laws,
Workplace Occupational Health and Safety Regulations, and local government
business licensing requirements are the only other government regulations that
will affect the Company.

Research and Development Activities and Costs

First National has entered into a agreement to develop certain products, but
has not undertaken any research and development to date, nor does it have any
plans to undertake any research or development in the future.

Compliance With Environmental Laws

The only environmental laws that pertain to the Company's operations concern
restrictions on windmills in some locations and also restrictions on the type of
structure that can be mounted on top of commercial buildings. Compliance with
these rules will not be a major issue for the Company.

Facilities

First National does not own or rent facilities of any kind. At present the
Company is operating from its official address that is located within the
offices of the Company's President. The Company intends to continue to operate
from this location for as long as possible and until it has sufficient revenues
from sales to support a facility. First National anticipates no need for
additional space during the next year of operations, however, if growth occurs
faster then expected the Company would make every effort to find facilities that
offer long-term adaptability to growth.

Employees

First National has no intention to hire employees in the foreseeable future.
The Company is a "Virtual Management" model corporation. First National has no
employees and management works under consulting contracts optimizing cash flow,
as well as other efficiencies such as facilities. The current Board of Directors
is made up of two individuals who also act as the officers of the Company.
Professionals in their respective fields provide all other services on an
as-needed basis. The Company also has an advisory Board chaired by Mr. Alvin
Snapper.

Reports to Security Holders

First National will voluntarily make available to securities holders an
annual report, including audited financials on Form 10-K or Form 10-KSB.

The public may read and copy any materials filed with the SEC at the SEC's
Public Reference Room at 450 Fifth Street, N.W., Washington, D.C. 20549. The
public may obtain information about the operation of the Public Reference Room
by calling the SEC at 1-800-SEC-0330. The SEC maintains an Internet site that
contains reports, proxy and information statements, and other information
regarding issuers that file electronically with the SEC at http://www.sec.gov.

Item 2. Description of Property.

First National does not own any property, real or otherwise. For the next
year, the Company intends to operate from the President's office at his
residence, at no cost to the Company.

The Company does not have any investments or interests in any real estate.
First National does not invest in real estate mortgages, nor does it invest in
Securities of, or interests in, persons primarily engaged in real estate
activities.

Item 3. Legal Proceedings

First National is not a party to any pending legal proceedings.

Item 4. Submission of Matters to a Vote of Security Holders.

No matter was submitted during the fourth quarter of the fiscal year ended
December 31, 2003, to a vote of security holders, through the solicitation of
proxies or otherwise.

PART II



Item 5. Market for Common Equity and Related Stockholder Matters.

Market Information

The Company's stock trades on the Over-the Counter Bulletin Board (OTCBB)
under the symbol FNPR. During 2003, there was very little trading in the
Company's stock.

Holders.

As of December 31, 2003, the Company had thirty-six (36) shareholders of
record of its common stock.

Dividends.

As of December 31, 2003, registrant has not paid any dividends to its
shareholders. There are no restrictions which would limit the ability of First
National to pay dividends on common equity or that are likely to do so in the
future. First National does not intend to pay dividends to its shareholders in
the foreseeable future.

Recent Sales of Unregistered Securities

We have sold securities during the fiscal year ended December 31, 2003,
without registering the securities under the Securities Act of 1933 on one
separate occasion, wherein we issued 200,000 shares of stock to Wannagan Capital
Corporation, a corporation controlled by Kevin Murphy, the President of the
Company, for consulting purposes for the year 2004.

Item 6. Management's Discussion and Analysis or Plan of Operation.

First National Power Corporation is a developmental stage Green Power company
with 3 principal projects: a Propless Wind Power Generator (PWPG), which is
under development with world renown inventor Mr. Alvin Snaper and his team of
scientists at Impactive Technology; the Green Oasis, our portable electrical
generation and storage, water purification and satellite communication unit;
and, our biomass waste energy project, which is still on the drawing board and
conceptual stage.

In early January of 2004, the Company acquired First National Power
Corporation to facilitate its entrance into the international market for energy
conservation. The Company is currently also looking at other projects and during
the coming months we expect to be become involved in other strategic alliances.

The Company believes that compact wind turbine technology offers a near term
option of generating electricity from clean sustainable renewable resources.
First National believes many homeowners, farmers, apartment and small business
owners will be interested in having the choice of how their electricity is
produced and what environmental impacts their consumption causes. The Company
also believes many consumers want the type of freedom of choice First National
is seeking to supply with the development of its products.

Looking at the bigger picture, there are currently over 2 billion people
around the world who have no access to electrical power. First National believes
the ability to provide electrical power to this emerging market has substantial
opportunity. We believe that that share will increase rapidly as the technology
continues to develop, costs continue to fall, and the need to secure and
diversify energy supply becomes increasingly evident to decision makers.

Wind power currently meets 2% of total European electricity demand. European
Wind Power Association (EWEA) chief executive Corin Millais stated, "This is
just the tip of the iceberg; the global wind power market could be worth 25
billion a year by 2010. That tranch will increase rapidly as the technology
continues to develop, costs continue to fall, and the need to secure and
diversify electrical energy becomes increasingly evident to decision makers,"
said EWEA (European Wind Power Association) chief executive Corin Millais.

Green Energy Power Generation, Green Oasis (R) and "Project Biomass"

The Green Energy Power Generation (GEPG) business unit is designed to
implement cutting edge technology not formerly utilized in the electrical power
generation industry. The goal is to build a Power company with proprietary
generating stations located on customers' buildings. The continuing failure of
international power grids underlines the need for the technology that is
currently being developed by First National. The Company's plan calls for
individualized power generation units to support small industry and high-rise
commercial and residential complexes. The Company expects that buildings powered
by First National power systems will be the only buildings with electrical power
during local and regional power failures.

The Green Oasis (R) is an Oasis of services providing direct and stored Green
energy, water purification capabilities, internet and telephony by a mobile
units designed to go anywhere on a temporary or permanent basis, to become the
Local Utility, to support or become the principal source of survival in times of
disaster. Each unit will be pre-designed on an individualized basis in a modular
format to custom fit the environment in which it will be deployed to allow for
maximum utilization. They will also carry pre-charged portable satellite battery
modules that will allow individuals to transport power to specific areas on an
"as needed" basis to support temporary usage in emergencies.

The "Project Biomass" is the Company's development stage project, however it
is only in drawing board form at present.

Organizational Structure

First National is a "Virtual Management" model corporation. The Company has
no employees and Management works under consulting contracts optimizing cash
flow and infrastructure efficiencies. The current Board is made up of two
individuals who also act as the Officers of the company. Professionals in their
individual fields supply all other services on an "as needed" basis. The Company
also has an Advisory Board, Chaired by Alvin Snaper.

Growth, Revenue & Financial Plans

The Company is currently exploring its options for additional financing which
is needed for operating expenses, marketing, and the acquisition of additional
synergistic technology. The Company's first priority is to complete our
proprietary product development, establish brand awareness, and to launch
effective marketing efforts for its product. The Company also intends to
actively pursue partnerships with other Green Energy developers, leveraging its
technology, intellectual properties, and to make its position known as quickly
as possible amongst the other players on the world stage. The Company has
identified other potential acquisitions and will aggressively pursue the
opportunities as part of its strategic growth strategy. First National Power is
growth-focused on a corporate strategy of Build, Buy or Partner with premier
industry individuals and companies with visionary management.

Item 7. Financial Statements



FIRST NATIONAL
INTERNATIONAL CORPORATION



(A DEVELOPMENT STAGE
COMPANY)



FINANCIAL STATEMENTS



DECEMBER 31, 2003 AND
DECEMBER 31 2002



---





TABLE OF CONTENTS



> Page NumberINDEPENDENT ACCOUNTANT'S
>         REPORT ..............................................................
>         1FINANCIAL
>         STATEMENTBalance
>         Sheets....................................................................................
>         2Statements of Operations and
>         DeficitAccumulated During the Development
>         Stage.......................................
>         3Statement of Changes in
>         Stockholder's Equity........................................
>         4Statements of Cash
>         Flows....................................................................
>         5Notes to the Financial
>         Statements.........................................................
>         6-7





---







David E. Coffey6767 West Tropicana Ave., Suite 216, Las Vegas, Nevada 89103


Certified Public Accountant



INDEPENDENT
ACCOUNTANT'S REPORT



To the Board of Directors and
Stockholders

of First National Power Corporation

Surrey, BC, Canada



I have audited the accompanying
balance sheets of First National Corporation (a development stage company) as of
December 31, 2003 and December 31, 2002 and the related statements of
operations, cash flows, and changes in stockholders' equity for the periods then
ended, as well as the cumulative period from November 16, 2000 (date of
inception) to December 31, 2003. These statements are the responsibility of
First National Corporation's management. My responsibility is to express an
opinion on these financial statements based on my audit.



I conducted my audit in accordance
with auditing standards generally accepted in the United States of America.
Those standards require that I plan and perform the audits 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.
I believe that my audit provides a reasonable basis for my opinion.



In my opinion, the accompanying
financial statements present fairly, in all material respects, the financial
position of First National Power Corporation as of December 31, 2003 and
December 31, 2002 and the results of operations, cash flows, and changes in
stockholders' equity for the periods then ended, as well as the cumulative
period from November 16, 2000, in conformity with accounting principles
generally accepted in the United States of America.



The accompanying financial statements
have been prepared assuming that the Company will continue as a going concern.
The Company has not generated revenues from operations, which raises 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 this
uncertainty.





David E. Coffey, C.P.A.

Las Vegas, Nevada

April 13, 2004

---





FIRST NATIONAL POWER CORPORATION

(A DEVELOPMENT STAGE COMPANY

BALANCE SHEETS



|                                                    |   | December 31, 2003      |   | December 31, 2002      
|--------------------------------------------------- | - | ---------------------- | - | -----------------------
|                                                    |   | ---------------------- |   | -----------------------
|ASSETS                                              |   |                        |   |                        
|                                                    |   |                        |   |                        
|Cash                                                | $ | 0                      | $ | 0                      
|                                                    |   | ---------------------- |   | -----------------------
|Total Assets                                        | $ | 0                      | $ | 0                      
|                                                    |   | ============           |   | =============          
|                                                    |   |                        |   |                        
|LIABILITIES & STOCKHOLDERS'
    EQUITY             
|                                                    |   |                        |   |                        
|Accounts payable                                    | $ | 7,866                  | $ | 24,015                 
|Loans from Companies controlled
    by stockholders |   | 43,394                 |   | 0                      
|                                                    |   | ---------------------- |   | -----------------------
|Total Liabilities                                   |   | 51,260                 |   | 24,015                 
|                                                    |   |                        |   |                        
|Stockholders' Equity                                |   |                        |  
|Common stock, authorized 100,000,000                |   |                        |  
|shares at $.001 par value, 10,767,680 shares        |   |                        |  
|and 2,113,536 shares, respectively, issued          |   |                        |  
|and outstanding after giving effect to a 5 for 1    |   |                        |  
|stock split effective April 25, 2003                |   | 10,768                 |   | 2,114                  
|Additional paid-in capital                          |   | 96,186                 |   | 24,840                 
|Deficit accumulated
    during the                  |   |                        |   |                        
|development stage                                   |   | (158,214)              |   | (50,969)               
|                                                    |   | ---------------------- |   | -----------------------
|Total Stockholders' Equity                          |   | (51,260)               |   | (24,015)               
|                                                    |   |                        |   |                        
|Total Liabilities and
    Stockholders' Equity      | $ | 0                      | $ | 0                      
|                                                    |   | ============           |   | =============          

























The accompanying notes are in
integral an integral part of

these financial statements

-2-

---





FIRST NATIONAL INTERNATIONAL
CORPORATION

(A DEVELOPMENT STAGE COMPANY)

STATEMENTS OF OPERATIONS AND DEFICIT

ACCUMULATED DURING THE DEVELOPMENT
STAGE

(With Cumulative Figures From
Inception)



|                                                                                                                             |            | Twelve months
    ending December 31 |            | From Inception,
    Nov. 16, 2000 to Dec 31. 2003
|---------------------------------------------------------------------------------------------------------------------------- | ---------- | ------------------------------------ | ---------- | -------------------------------------------------
|                                                                                                                             |            | 2003                                 |            | 2002                                             
|                                                                                                                             |            | ------------                         |            | ---------------                                  
|Income                                                                                                                       | $          | 0                                    | $          | 0                                                
|                                                                                                                             |            |                                      |            |                                                  
|Expenses                                                                                                                     |            |                                      |            |                                                  
|Organizational costs                                                                                                         |            | 0                                    |            | 0                                                
|Professional fees                                                                                                            |            | 25,659                               |            | 24,515                                           
|Consulting                                                                                                                   |            | 80,000                               |            | 0                                                
|Fees                                                                                                                         |            | 905                                  |            | 0                                                
|Office expenses                                                                                                              |            | 33                                   |            | 546                                              
|Interest Expense                                                                                                             |            | 648                                  |            | 986                                              
|                                                                                                                             |            | ------------                         |            | ---------------                                  
|Total Expenses                                                                                                               |            | 107,245                              |            | 26,047                                           
|                                                                                                                             |            |                                      |            |                                                  
|Net Loss                                                                                                                     |            | (107,245)                            |            | (26,047)                                         
|                                                                                                                             |            |                                      |            |                                                  
|                                                                                                                             |            |                                      |            |                                                  
|Retained earnings, beginning of
    period                                                                                   | (50,969)   |                                      | (24,922)   |                                                  
|                                                                                                                             |            | ------------                         |            | ---------------                                  
|Deficit accumulated during the
    development stage                                                                         | $          | (158,214)                            |            | (50,969)                                         
|                                                                                                                             |            | ======                               |            | ========                                         
|                                                                                                                             |            |                                      |            |                                                  
|Earnings (loss) per share,
    assuming dilution, after giving effect to a 5 for 1 stock split effective
    April 25, 2003: |            |                                      |            |                                                  
|Net Loss                                                                                                                     | $          | (0.01)                               | $          | 0.00                                             
|                                                                                                                             |            | ======                               |            | ========                                         
|                                                                                                                             |            |                                      |            |                                                  
|Weighted average shares
    outstanding                                                                                      | 10,584,347 |                                      | 10,408,840 |                                                  
|                                                                                                                             |            | ======                               |            | ========                                         

























The accompanying notes are an
integral part of

these financial statements.



-3-

---







FIRST NATIONAL POWER CORPORATION

(A DEVELOPMENT STAGE COMPANY)

STATEMENT OF CHANGES IN STOCKHOLDERS'
EQUITY

FROM NOVEMBER 16, 2000 (Date of
Inception) TO DECEMBER 31, 2003



|                                           | Common Stock    |   | Additional    |   | Deficit accumul- |   | Total                 
|------------------------------------------ | --------------- | - | ------------- | - | ---------------- | - | ----------------------
|                                           | Shares          |   | Amount        |   | Paid-in          |   | ated during the       
|                                           |                 |   |               |   | Capital          |   | development           
|                                           |                 |   |               |   |                  |   | stage                 
|                                           | --------------- |   | ------------- |   | -------------    |   | ----------------------
|Balance, November 16, 2000                 | ---             | $ | ---           | $ | ---              | $ | ---                   
|Issuance of common stock for cash          |                 |   |               |   |                  |   |                       
|November 20, 2000                          | 100,000         |   | 100           |   | 900              |   | 0                     
|Less net loss                              | 0               |   | 0             |   | 0                |   | (968)                 
|                                           | --------------- |   | ------------- |   | -------------    |   | ----------------------
|Balance, December 31, 2000                 | 100,000         | $ | 100           | $ | 900              | $ | (968)                 
|                                           |                 |   |               |   |                  |   |                       
|Issuance of common stock for cash          |                 |   |               |   |                  |   |                       
|May 9, 2001                                | 400,000         |   | 400           |   | 3,600            |   | 0                     
|May 14, 2001                               | 700,000         |   | 700           |   | 6,300            |   | 0                     
|June 14, 2001                              | 850,000         |   | 850           | ` | 7,650            |   | 0                     
|Currency translation adjustment            | 0               |   | 0             |   | 100              |   | 0                     
|Less net loss                              | 0               |   | 0             |   | 0                |   | (23,954)              
|                                           | --------------- |   | ------------- |   | -------------    |   | ----------------------
|Balance, December 31,2001                  | 2,050,000       |   | 2,050         |   | 18,550           |   | (24,922)              
|                                           |                 |   |               |   |                  |   |                       
|July 15, 2002 expiration of
    rescission |                 |   |               |   |                  |   |                       
|offer for Nov. 14, 2001 sale of
    stock  | 63,536          |   | 64            |   | 6,290            |   | 0                     
|Less net loss                              | 0               |   | 0             |   | 0                |   | (26,047)              
|                                           | --------------- |   | ------------- |   | -------------    |   | ----------------------
|Balance, December 31, 2002                 | 2,113,536       |   | 2,114         |   | 24,840           |   | (50,969)              
|                                           |                 |   |               |   |                  |   |                       
|Stock split 5 for 1 effective              |                 |   |               |   |                  |   |                       
|April 25, 2003                             | 8,454,144       |   | 8,454         |   | (8,454)          |   | 0                     
|Dec. 2003 stock issued for
    services    | 200,000         |   | 200           |   | 79,800           |   | 0                     
|Less net loss                              | 0               |   | 0             |   | 0                |   | (107,245)             
|                                           | --------------- |   | ------------- |   | -------------    |   | ----------------------
|Balance, December 31, 2003                 | 10,767,680      | $ | 10,768        | $ | 96,186           | $ | (158,214)             
|                                           | ========        |   | ======        |   | ======           |   | ===========           



















The accompanying notes are an
integral part of

These financial statements

-4-

---







FIRST NATIONAL POWER CORPORATION

(A DEVELOPMENT STAGE COMPANY)

STATEMENTS OF CASH FLOWS

(With Cumulative Figures From
Inception)

|                                                |   | Twelve months ending December 31 |         | From Inception,    
|----------------------------------------------- | - | -------------------------------- | ------- | -------------------
|                                                |   |                                  |         |                    
|                                                |   | 2003                             |         | 2002               
|                                                |   | -----------------                |         | -------------------
|CASH FLOWS PROVIDED BY OPERATING
    ACTIVITIES |   |                                  |         |                    
|Net Loss                                        | $ | (107,245)                        | $       | (26,047)           
|Non-cash items included in net
    loss         |   | 0                                |         | 0                  
|Stock issued
    for services                   |   | 80,000                           |         | 0                  
|Adjustments to reconcile net loss
    to        |   |                                  |         |                    
|cash used by operating activity                 |   |                                  |         |                    
|Accounts payable                                |   | (16,149)                         |         | 23,286             
|Loans from Companies controlled by stockholders |   | 43,394                           |         | 0                  
|                                                |   | --------------------             |         | -------------------
|                                                |   |                                  |         |                    
|NET CASH PROVIDED BY OPERATING ACTIVITIES       | 0 |                                  | (2,761) |                    
|                                                |   |                                  |         |                    
|CASH FLOWS FROM INVESTING
    ACTIVITIES        | 0 |                                  | 0       |                    
|                                                |   |                                  |         |                    
|CASH FLOWS FROM FINANCING
    ACTIVITIES        |   |                                  |         |                    
|Sale of common stock                            |   | 0                                |         | 64                 
|Paid-in capital                                 |   | 0                                |         | 6,290              
|Common stock sold subject to a rescission offer |   | 0                                |         | (6,354)            
|                                                |   | ----------------------           |         | -------------------
|NET CASH PROVIDED BY FINANCING ACTIVITIES       | 0 |                                  | 0       |                    
|                                                |   |                                  |         |                    
|NET INCREASE IN CASH                            |   | 0                                |         | (2,761)            
|                                                |   |                                  |         |                    
|CASH AT BEGINNING OF PERIOD                     |   | 0                                |         | 2,761              
|                                                |   | ----------------------           |         | -------------------
|CASH AT END OF PERIOD                           | $ | 0                                | $       | 0                  
|                                                |   | =============                    |         | ===========        
|                                                |   |                                  |         |                    
|SUPPLEMENTAL INFORMATION                        |   | ISSUES FOR                       |         | ISSUES FOR         
|(Adjusted for 5 for 1 split April
    25, 2003) |   | CASH                             |         | SERVICES           
|                                                |   | ----------------------           |         | -------------------
|Common stock                                    | $ | 10,568                           | $       | 200                
|Additional paid-in capital                      | $ | 16,386                           |         | 79,800             
|                                                |   | ----------------------           |         | -------------------
|                                                | $ | 26,954                           | $       | 80,000             
|                                                |   | =============                    |         | ===========        

















The accompanying notes are an
integral part of these financial statements.

-5-

---







FIRST NATIONAL POWER CORPORATION

(A DEVELOPMENT STAGE COMPANY)

NOTES TO THE FINANCIAL STATEMENTS

DECEMBER 31, 2003 AND DECEMBER 31,
2002

NOTE A        
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

> The Company was incorporated on
>     November 16, 2000 under the laws of the State of Delaware. The business
>     purpose of the Company is to acquire funeral facilities and the selling of
>     prepaid funeral programs.
>     The Company will adopt accounting
>     policies and procedures based upon the nature of future transactions.

NOTE B        
EARNING (LOSS) PER SHARE

> Basic EPS is determined using net
>     income divided by the weighted average shares outstanding during the period.
>     Diluted EPS is computed by dividing net income by the weighted average
>     shares outstanding, assuming all dilutive potential common shares were
>     issued. Since the Company has no common shares that are potentially
>     issuable, such as stock options, convertible securities, or warrants, basic
>     and diluted EPS are the same.

NOTE C        
COMMON STOCK ISSUES

> On November 20, 2000 the Company
>     sold 100,000 shares of its common stock at $.01 per share for $1,000. On May
>     9, 2001 the Company sold 400,000 shares of its common stock at $.01 per
>     share for $4,000. On May 14, 2001 the Company sold 700,000 shares of its
>     common stock at $.01 per share for $7,000. On June 14, 2001 the Company sold
>     850,000 shares of its common stock at $.01 per share for $8,500. On November
>     14, 2001 the Company sold 63,536 shares of its common stock at $.10 per
>     share for $6,354.



In December, 2003 the Company
    issued 200,000 shares of its common stock value at $.40 per share, $80,000,
    for a consulting contract.





NOTE D      
STOCK SPLIT



> On April 25 the Company split its
>     common stock 5 for 1.  the 2,113,536 pre-split shares increased to
>     10,567,680 at $.001 par value issued and outstanding.



NOTE E       
LOANS FROM COMPANIES CONTROLLED BY STOCKHOLDERS



> The Company has received loans
>     from a Company controlled by a stockholder.

-6-

---





FIRST NATIONAL POWER CORPORATION

(A DEVELOPMENT STAGE COMPANY)

NOTES TO THE FINANCIAL STATEMENTS

DECEMBER 31, 2003 AND DECEMBER 31,
2002

(Continued)



NOTE E        
LOANS FROM COMPANIES CONTROLLED BY STOCKHOLDERS (Continued)



> The loans are unsecured, payable
>     on demand, and accrue no interest.  The total of such loans outstanding
>     as of December 31, 2003 was $43,395.  The proceeds were used for
>     working capital.



NOTE F       
SUBSEQUENT EVENTS



> On January 19, 2004 the Board of
>     directors resolved to change the name of the Company to "First National
>     Power Corporation."



NOTE D       
GOING CONCERN

> The Company's financial
>     statements are prepared using accounting principles generally accepted in
>     the United States of America and applicable to a going concern, which
>     contemplates the realization of assets and liquidation of liabilities in the
>     normal course of business. However, the Company has not generated any
>     revenues from its planned principal operations through December 31, 2003.
>     Without realization of additional capital, it would be unlikely for the
>     Company to continue as a going concern.





-7-

---







Item 8. Changes in and Disagreements with Accountants on Accounting and
Financial Disclosures.

None. Not applicable.

PART III

Item 9. Directors, Executive Officers, Promoters and Control Persons;
Compliance with Section 16(a) of the Exchange Act

Darryl Mills, Secretary Treasurer, Member of the Board of Directors,
age 48. Mr. Mills graduated from the University of Saskatchewan, in Saskatoon,
Saskatchewan with a Bachelor of Commerce Degree (1990) and from the University
of Regina, in Regina Saskatchewan with a Graduate Diploma in Government
Administration. (1993)



Most of Mr. Mills' career has been in public service. He spent nearly 20
years with the Province of Saskatchewan in a variety of increasingly responsible
roles. He has been: an Assistant Director of Economic Development with the
Department of Northern Saskatchewan from 1972 to 1982; an Auditor with the
Saskatchewan Workers Compensation Board from 1982 to 1986; Executive Assistant
to the Minister of Finance from October 1992 to April 1993, and Executive
Director of the Saskatchewan Gaming Commission from May 1993 to December 1996.



From 1986 to 1990 Mr. Mills held the position of Secretary Treasurer of the
Kamsack School Division, in Kamsack Saskatchewan. From 1990 to 1992 Mr. Mills
attended the University of Saskatchewan full time.

In addition to his time spent with the Saskatchewan Government and the
Kamsack School Division, Mr. Mills also worked with the Canadian Institute of
Chartered Accounts as British Columbia Sales Manager for Professional
Publications and Services from May 1997 to July 1999. He also held the position
of Secretary and Director with Far East Ventures, Inc from February to August of
2000. Since leaving Far East Ventures in August of 2000 Mr. Mills has been doing
private consulting work in the areas of governmental relations, organization
design and business development. Mr. Mills continues to work as a private
management consultant assisting emerging companies in developing their business
plans and management structure. He will continue to operate his private
consulting business until such time as the responsibilities of First National
necessitate a full time commitment to First National.



In working with First National, Mr. Mills will be responsible for business
development, as well as corporate and governmental relations. His primary
function will be to secure an insurance and annuity supplier and work with that
supplier to develop suitable products and services. This will include primary
responsibility for developing training materials and customer service support.
He will also have the ongoing responsibility to maintain good relations with the
supplier and to handle any regulatory issues that may arise. Mr. Mills will
provide whatever time is necessary to effectively carry out his duties. He is
currently devoting seventy five percent (75%) of his time on First National
responsibilities; however, he expects that to grow to one hundred percent (100%)
over the next several months.



Kevin Murphy, President and a Member of the Board of Directors, age
57, is an International Consultant, with many years of executive management
experience in corporate re-organization, finance, administration and new
business development. He serves on the Board of Directors of several Public
Companies listed on various US stock exchanges. Mr. Murphy serves as President
and CEO of Wannigan Capital Corp. (WGAN-pinks), the parent company of Wannigan
Ventures Inc. Mr. Murphy serves as President/CEO and Chairman of the Board of
Directors of Greenleaf Forum International, Inc, a private Investment Banking
firm. Mr. Murphy became CEO and Chairman of the Board of Absolute Future .Com,
Inc. on August 15, 2001 He applied for re-organization for Absolute Future.Com
through the Federal Bankruptcy Courts January 31, 2002. Mr. Murphy filed
Bankruptcy in June of 2001. He is Director of Global T.V., Inc., a private
Company; Chairman of the Board and Chief Executive Officer of AllWest Systems
International; and is CEO and Chairman of the Board of Masterpiece Technology,
Inc. currently in re-organization. Mr. Murphy is also CEO and President of a
private company, OFG Oil and Gas, in the American oil industry. Mr. Murphy is an
Alumnus of The University of California (UCLA), Los Angeles School of Economics
and the California State University (CSULA) at Los Angeles's School of Business,
and is an Alumni of Sigma Alpha Epsilon.

Item 10. Executive Compensation.

First National's Executive officers do not currently receive and are not
accruing any compensation.

Item 11. Security Ownership of Certain Beneficial Owners and Management.

The following is a table detailing the current shareholders of our stock who
own 5% or more of the common stock, and shares owned by our Directors and
Officers:

|Title ofClass | Name and Address of
    Beneficial Owner                                                  | Amount andNature
    of
    Beneficial
    Ownership | Percentof Class
|------------- | ----------------------------------------------------------------------------------------- | ---------------------------------------------------- | ---------------
|Common        | Darryl MillsSecretary, Director
    6966 Coach Lamp Dr., Chilliwack B.C., Canada, V2R 2X6 | 500,000*                                             | 4.8%           
|Common        | Mr. Kevin MurphyPresident and Director
    1109 7TH Court, Fox Island, WA 98333           | 200,000* **                                          | 1.9%           
|Common        | Directors and
    officers as a group (2)                                                 | 700,000                                              | 6.7%           

*The shares have subsequently been subject to a seven (7) for one (1) forward
split.

* The shares were issued to Wannagan Capital Corporation, which is controlled
by Kevin Murphy, President.

Item 12. Certain Relationships and Related Transactions.

No persons who may, in the future, be considered a promoter will receive or
expect to receive assets, services or other consideration from us. No assets
will be or are expected to be acquired from any promoter on behalf of our
company. We have not entered into any agreements that require disclosure to our
shareholders.

Item 13. Exhibits and Reports on Form 8-K

Exhibits

|Exhibit No. | Document                      | Location        
|----------- | ----------------------------- | ----------------
|3.1         | Articles of
    Incorporation | Previously Filed
|3.2         | Bylaws                        | Previously filed
|23          | Consent of Auditor            | Included        

Reports on Form 8-K

No reports on Form 8-K have been filed during the last quarter of the year
ended December 31, 2003.

Signatures

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

FIRST NATIONAL POWER CORPORATION



/s/ Kevin Murphy

Kevin Murphy, President, Director

Dated: April 14, 2004



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 and on the dates indicated.



/s/ Darryl Mills

Darryl Mills, Secretary-Treasurer,
Director

Dated: April 14, 2004





---



CERTIFICATION PURSUANT TO SECTION 302

OF THE SARBANES-OXLEY ACT OF 2002

I, Kevin Murphy, certify that:

1. I have reviewed this annual report on Form 10-KSB of First National Power
Corporation for the year ended December 31, 2003;

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 offering 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 we 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
function): 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 or not 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 14, 2004





/s/ Kevin Murphy

Kevin Murphy

President



---





CERTIFICATION PURSUANT
TO

SECTION 906 OF THE
SARBANES-OXLEY ACT OF 2002

(18 U.S.C. SECTION
1350)





In connection with the Annual Report
of First National Power Corporation, a Delaware corporation (the "Company"), on
Form 10-KSB for the year ending December 31, 2003 as filed with the Securities
and Exchange Commission (the "Report"), I, Kevin Murphy, President of the
Company, certify, pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 (18
U.S.C. Section 1350), that to my knowledge:



(1) The Report fully complies with
the requirements of section 13(a) or 15(d) of the Securities Exchange Act of
1934; and



(2) The information contained in the
Report fairly presents, in all material respects, the financial condition and
result of operations of the Company.







/s/ Kevin Murphy

Kevin Murphy, President

Dated: April 14, 2004

---











CERTIFICATION PURSUANT TO SECTION 302

OF THE SARBANES-OXLEY ACT OF 2002



I, Darryl Mills, certify that:

1. I have reviewed this annual report on Form 10-KSB of First National Power
Corporation for the year ended December 31, 2003;

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 offering 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 we 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
function): 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 or not 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 14, 2004





/s/ Rod Veremy

Rod Veremy

Chief Financial Officer



---





CERTIFICATION PURSUANT
TO

SECTION 906 OF THE
SARBANES-OXLEY ACT OF 2002

(18 U.S.C. SECTION
1350)





In connection with the Annual Report
of First National Power Corporation, a Delaware corporation (the "Company"), on
Form 10-KSB for the quarter ending September 30, 2003 as filed with the
Securities and Exchange Commission (the "Report"), I, Darryl Mills,
Secretary/Treasurer of the Company, certify, pursuant to Section 906 of the
Sarbanes-Oxley Act of 2002 (18 U.S.C. Section 1350), that to my knowledge:



(1) The Report fully complies with
the requirements of section 13(a) or 15(d) of the Securities Exchange Act of
1934; and



(2) The information contained in the
Report fairly presents, in all material respects, the financial condition and
result of operations of the Company.







/s/ Darryl Mills

Darryl Mills, Secretary/Treasurer

Dated: April 14, 2004