United States
                    Securities and Exchange Commission
                          Washington, D.C. 20549
                         ------------------------

                                Form 10-KSB

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

      For the Transition Period from_________to__________

                      Commission File Number 0-32993

                  Gold Camp Cripple Creek Colorado, Inc.
          (Exact Name of Registrant as Specified in its Charter)


                 Nevada                          88-0422025
    (State or other jurisdiction of           (I.R.S. employer
     incorporation or organization)        identification number)


    1 Fulton Avenue, Shawnee Town, IL                62984
 (Address of principal executive offices)          (Zip code)


 Registrant's Telephone Number, Including Area Code: (618) 269-3101

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

   Securities Registered Pursuant to Section 12(g) of the Act:
   Common Stock, $0.001 par value per share, 25,000,000 shares
   authorized, 20,306,667 shares issued and outstanding as of
                       December 31, 2003.

Indicate by check mark whether the registrant (1) has filed all
reports required to be filed by Section 13 or 15(d) of the
Securities Exchange Act of 1934 during the preceding 12 months
(or for such shorter period that the registrant was required to
file such reports), and (2) has been subject to such filing
requirements for the past 90 days.  Yes [X]  No [ ]

Indicate by check mark if disclosure of delinquent filers
pursuant to Item 405 of Regulation S-B is not contained herein,
and will not 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.  [ ]

As of the date of this filing, the Company's Common Stock is not
traded on any exchange and therefore has no market value.


/1/


     Some of the statements contained in this Form 10-KSB are not
historical facts rather "forward-looking statements" which can be
identified by the use of terminology such as "estimates,"
"projects," "plans," "believes," "expects," "anticipates,"
"intends," or the negative of such terms or other variations, or
by discussions of strategy that involve risks and uncertainties.
Caution should be exercised in regards to these forward-looking
statements.  Such statements contained herein reflect our current
beliefs with respect to future events.  These beliefs involve
known and unknown risks, uncertainties and other factors,
including, but not limited to, economic, competitive, regulatory,
technological, key employee and general business factors
affecting our operations, market growth, services, products and
licenses.  No assurances can be given regarding the achievement
of future results.  Actual results may differ materially as a
result of the above-mentioned risks, and from assumptions made
based on anticipated events.  Factors that could cause or
contribute to such differences include, but are not limited to,
those discussed in the Risk Factor section of this document and
in Item 6, "Management's Discussion and Analysis of Financial
Condition or Plan of Operation."


                             PART I

ITEM 1.  DESCRIPTION OF BUSINESS.

Overview and History

     Gold Camp Cripple Creek Colorado, Inc. was incorporated on
March 30, 1999 in the state of Nevada to acquire, develop, and
manage real properties to comprise the "Old Cripple Creek Casino
& Hotel and Gold Camp Resort"; a blending of lodging
accommodations, casino operations and a theme retail and
entertainment complex located in the historic mining town of
Cripple Creek, Colorado.

     At a meeting held November 20, 2003, the name Old Cripple
Creek Casino & Hotel was changed to Gold Camp Casino & Hotel by a
unanimous vote of our board of directors.

     The Gold Camp Casino & Hotel is intended to include; a 160
room hotel, two restaurants, 2,000 square feet of meeting space
and a casino to present to guests approximately 800 gaming
devices and 24 table games.  The Gold Camp Resort will include a
300-room hotel, a conference center with accommodations for up to
400 people, and 88,000 square feet of commercial space, which
will include three restaurants.

     The Gold Camp Casino & Hotel and the Gold Camp Resort
properties will be tied together through an Old West theme of
life in a mining camp.  Planned Old West guest attractions and
retail facilities include gift shops, an Indian village, ghost
town, trading post, saloon, stagecoach rides, and gold panning.
Stunt shows will take place at the street level where the various
retail, food and beverage concessions will be located; along with
the authentic fire station, blacksmith shop, leather crafts, gun
shop, shooting gallery, feed store, general store, and chapel.

     We plan to acquire the properties for these projects through
traditional banking venues.  Property development will be
completed through funds raised by private investments and/or the
sale of our common stock.

     The Gold Camp Resort will be located on approximately 14.32
acres located 1 mile north of the Gold Camp Casino & Hotel.  The
mutual Old West mining theme and proximity of these two resorts
is intended to promote a guest attraction to both facilities.
The total cost of the Gold Camp Resort project is estimated at
$65 million dollars; $5.3 million for land acquisition and $59.7
million for development costs.


/2/


     Gold Camp Cripple Creek Colorado, Inc. does not intend to
develop or market any products in conjunction with either of our
resort facilities.  The resort facilities will provide
traditional services for lodging accommodations, casino, food and
beverage, entertainment, and retail sales of souvenirs and
memorabilia.  The Gold Camp Resort may lease specific guest
attractions for operations by selected companies; e.g., food and
beverage concessions, gift shops, shooting gallery, etc.
Selected retailers may be chosen to provide products for retail
sales; e.g., gift shop items, memorabilia, and souvenirs.

     Hearings on zoning issues have begun and discussions are
ongoing with the city planners relating to the proposed
development.  Two properties related to the parking structure
development have not been optioned at this time.  The Company is
proceeding without those properties and expects that these
properties will not impede the development of the project in the
event they ultimately are not purchased.  The principals have
recently completed an updated market analysis and cash flow
indicating first phase/first year income of an estimated
$11,000,000.00 EBITDA.

Industry Background

     Gold Camp Cripple Creek Colorado, Inc. intends to develop
and manage the hotel, casino, and theme park facilities.  These
Hotel and Gaming Industry facilities will draw on a primary
market resident population of approximately .5 million in the
Colorado Springs metropolitan area.  The secondary market area
contains approximately 2.5 million, including metropolitan Denver
and Pueblo, Colorado.  Estimates of overnight visitors to the
Colorado Spring area in 1997 were 3.6 million.  Cripple Creek is
a sub-market to Colorado Springs and is expected to draw about
half of the overnight visitors to the region.  Estimated visitors
to Cripple Creek peaked in 1996 at approximately 4.5 million, a
substantial increase due to the provision of casino gaming in the
area.  Most visitors are believed to be local residents from
Colorado Springs, Pueblo, and Denver, Colorado; yet, 48 percent
are estimated to be overnight visitors in the Colorado Springs
area.  Until the new Double Eagle Hotel and Casino opened in
1996, lodging accommodations in the Cripple Creek area were
minimal.

Principal Products and Services

     Gold Camp Cripple Creek Colorado, Inc. intends to market
lodging accommodations at the mid to high range sector of the
regional market.  Lodging accommodations at the Gold Camp Casino
and Hotel will be from $99 to $129 per night, rates varying
seasonally, and consistent with the  newest and comparable
facility in the area, the Double Eagle Hotel and Casino.  Lodging
at the Gold Camp Resort will be marketed somewhat lower at $69 to
$99 per night, as an attraction to family groups and as an
incentive to draw guests from other, competitive accommodations
to the Gold Camp Cripple Creek commonly themed resort facilities.

New Product Offerings

     We have no new product offerings, nor do we foresee the
creation of new product offerings for the foreseeable future.

Distribution, Marketing and Customer Relations

     When our facilities become operational, we plan to use the
local media, such as newspaper, radio, and television, to
introduce and promote our resort to the residential marketplace.
Residents will also have access to the Gold Camp Cripple Creek
Colorado, Inc. web site, currently to be developed, for up-to-
date access to events, attractions, rates, and availability.  As
to promote overnight visitation by the large resident market,
incentive packages may be offered for Colorado residents only.


/3/


     Gold Camp Cripple Creek Colorado, Inc. will also strongly
promote the Gold Camp Resort entertainment facilities for same
day family visitations.  Bussing companies will be contracted
with for regional pick up of guests for ongoing day trip
schedules.

     The Gold Camp Casino and Hotel and Gold Camp Resort is
intended to be promoted to the overnight visitor through standard
media, as well as through agreements with Western theme
companies. Where Western theme products are made available
through other companies for the retail facilities of the Gold
Camp Resort, agreements may be made with these companies to
promote the Gold Camp Cripple Creek Colorado, Inc. facilities
through these Western theme companies' other retail outlet
facilities.  Gold Camp Cripple Creek Colorado, Inc. will also
seek relationships with Western theme enterprises for mutual
promotion, such as, rodeos, conventions, and Internet
advertising.  Gold Camp Cripple Creek Colorado, Inc. will also
mutually promote facilities through the offering of incentive
packages; for example, a stay at the Gold Camp Resort may entitle
the guest(s) to a number of gaming tokens which can be used at
the Gold Camp Casino or, a stay at the Gold Camp Casino and Hotel
may entitle the guest(s) to reduced ticket prices at the Gold
Camp Resort entertainment venues.

Competition

     The Gold Camp Casino & Hotel will be located on
approximately 2.35 acres located in close proximity to a major
highway intercept to the Cripple Creek area.  The casino will be
located somewhat isolated from other, smaller casinos in the
area, yet within walking distance to the newest and largest
casino, The Double Eagle Hotel and Casino, in Cripple Creek.  Two
major new hotel/casino projects are also planned in close
proximity.

Government Regulation

     John Schaffer, our Treasurer, has obtained a gaming owner's
license through Colorado Division of Gaming.  The business we
conduct does not require a need for additional government
approval of our principal products or services.  In addition, we
foresee no probable governmental regulations that would have an
impact on our principal products or services.  Various federal
and state agencies may propose new legislation that may adversely
affect our business, financial condition and results of
operations.  We are not aware of any probable government
regulations that may adversely affect our business.

Proprietary Rights

     We may be required to license products or services in the
future, for use in the general operations of our business plan.
We cannot assure you that these third party licenses will be
available or will continue to be available to us on acceptable
terms if at all.  The inability to enter into and maintain any of
these licenses could have a material adverse effect on our
business, financial condition or operating results.  In addition,
policing unauthorized use of our proprietary and other
intellectual property rights could be expensive if not difficult
or impossible.  We cannot guarantee that third parties will not
bring claims of copyright or trademark infringement against us or
claim that certain aspects or other features of our documents
violates a copyright they may hold.

     There can be no assurance that third parties will not claim
that we have misappropriated their creative ideas or formats or
otherwise infringed upon their proprietary rights.  Any claims of
infringement, with or without merit, could be time consuming to
defend, result in costly litigation, divert management attention,
or require us to enter into costly royalty or licensing
arrangements.  These potential legal issues could have a material
adverse effect on our business, financial condition or operating
results.


/4/


     To date we hold no patents, trademarks, licenses,
franchises, concessions, royalty agreements, or labor contracts,
nor is there plans to hold such items for the foreseeable future.
The above disclosures are to inform the public of the potential
risks associated with holding such items should we do so in the
future.

Employees

     Our only full time employees are the officers of our
Company.  We believe that our relations with our employees are
good.



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/5/


                          RISK FACTORS


     The following discussion contains, in addition to historical
information, forward-looking statements that involve risks and
uncertainties.  Our actual results could differ significantly
from the results discussed in the forward-looking statements.
Factors that could cause or contribute to such differences
include, but are not limited to, those discussed below and in
Item 6, "Management's Discussion and Analysis of Financial
Condition or Plan of Operation."

Our limited operating history could be a disadvantage to our
growth.

     Our commitment is to hire the best available management for
the Gold Camp Casino and Hotel.  We have only a limited operating
history on which investors can base an evaluation of our business
and prospects.  We are subject to all the risks inherent in a
small company seeking to provide resort services to the public.
The likelihood of our success must be considered, in light of the
problems, expenses, difficulties, complications and delays
frequently encountered in connection with the development,
introduction, marketing and distribution of these services in a
competitive environment.

Competition could negatively affect our ability to successfully
execute our business plan.

     Many of our potential competitors have longer operating
histories, larger customer bases, greater brand recognition and
significantly greater financial, marketing and other resources
than us.  Increased competition may result in reduced operating
margins, loss of market share and a diminished brand recognition.
There can be no assurance that we will be able to compete
successfully against current and future competitors, and
competitive pressures faced by us may have a material adverse
effect on our business, prospects, financial condition and
results of operations.  Further, as a strategic response to
changes in the competitive environment, we may from time to time
make certain pricing, service or marketing decisions that could
have a material adverse effect on our business, prospects,
financial condition and results of operations.

Unpredictability of future revenues, potential fluctuations in
quarterly operating results and seasonality could have a negative
effect on us.

     As a result of our limited operating history and the nature
of the market in which we compete, we are unable to accurately
forecast our revenues.  Our operating results will generally be
dependent upon the volume of, timing of and ability to fulfill
the needs of our resort customers, which are difficult to
forecast.  We may be unable to adjust spending in a timely manner
to compensate for any unexpected revenue shortfall.  Accordingly,
any significant shortfall in revenues in relation to our planned
expenditures would have an immediate adverse effect on our
business, prospects, financial condition and results of
operations.  Further, as a strategic response to changes in the
competitive environment, we may, from time to time, make certain
service or marketing decisions that could have a material adverse
effect on our, prospects, financial condition and results of
operations.

If we fail to properly manage growth, our business could be
adversely affected.

     We anticipate that significant expansion will be required to
address potential growth in our customer base and market
opportunities.  This expansion may place a significant strain on
our management, operational and financial resources.  To manage
any material growth of our operations and personnel, we may be
required to improve existing operational and financial systems,
procedures and controls and to expand, train and manage our
employee base.


/6/


     There can be no assurance that our planned personnel,
systems, procedures and controls will be adequate to support our
future operations that management will be able to hire, train,
retain, motivate and manage required personnel or that our
management will be able to successfully identify, manage and
exploit existing and potential market opportunities.  If we are
unable to manage growth effectively, our business, prospects,
financial condition and results of operations will be materially
adversely affected.

Possible Future Issuances of Common Stock Will Have a Dilutive
Affect on Existing Shareholders

     The Company is authorized to issue up to 25,000,000 shares
of Common Stock.  As of December 31, 2003, there are 20,306,667
shares of common stock issued and outstanding.  Additional
issuances of common stock may be required to raise capital, to
acquire stock or assets of other companies, to compensate
employees or to undertake other activities without stockholder
approval.  These additional issuances of common stock will
increase outstanding shares and further dilute stockholders'
interests.  Because our common stock will be subject to the
existing rules on penny stocks, the market liquidity for and
value of our securities can be severely adversely affected.


ITEM 2.  DESCRIPTION OF PROPERTIES.

     Our headquarters and facilities are located at 1 Fulton
Avenue, Shawnee Town, Illinois 62984.  There are currently no
proposed programs for the renovation, improvement or development
of the property currently being utilized.  If additional
facilities are needed, we believe that suitable expansion space
is available to meet our future needs at commercially reasonable
terms.  Currently, management believes that the office provides
sufficient workspace to conduct current operations.

ITEM 3.  LEGAL PROCEEDINGS.

  We were not subject in the year 2003, nor are we currently
subject to any legal proceedings.

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

  Not applicable.



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/7/


                             PART II

ITEM 5.  MARKET FOR COMMON EQUITY AND RELATED STOCKHOLDER
MATTERS.

  A.   Market Information

     There is no current market for our common equity.  Our
common equity is not subject to outstanding warrants, nor have
stock options been granted.  No sales of common equity have been
sold pursuant to Rule 144 of the Securities Act, nor has an
offering been made that could have a material effect on the
market price of our common equity.

  B.   Holders

     As of December 31, 2003 there were 33 stockholders of record
of our Common Stock.

  C.   Dividends

     We have not paid cash dividends on our Common Stock and do
not intend to pay any cash dividends for the foreseeable future.



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/8/


ITEM 6.  MANAGEMENT'S DISCUSSION AND ANALYSIS OR PLAN OF OPERATION.

                   FORWARD LOOKING STATEMENTS

     The statements contained in this report that are not
historical facts are forward-looking statements within the
meaning of the Private Securities Litigation Reform Act.  Forward-
looking statements are made based upon management's current
expectations and beliefs concerning future developments and their
potential effects upon the Company.  There can be no assurance
that future developments affecting the Company will be those
anticipated by management.  Actual results may differ materially
from those included in the forward-looking statements.

     Readers are also directed to other risks and uncertainties
discussed in other documents filed by the Company with the
Securities and Exchange Commission.  The Company undertakes no
obligation to update or revise any forward-looking information,
whether as a result of new information, future developments or
otherwise.

General

     Gold Camp Cripple Creek Colorado, Inc. was formed to
acquire, develop, and manage real properties to comprise the
"Gold Camp Casino & Hotel and Gold Camp Resort"; a blending of
lodging accommodations, casino operations and a theme retail and
entertainment complex located in the historic mining town of
Cripple Creek, Colorado.  We anticipate that the acquisition of
properties for these projects will be through traditional banking
venues, property development will be completed through funds
raised from private investors and/or the sale of our common
stock.

Results of Operation

     Revenues.  We have not yet realized any revenues from our
operations.  We will not begin generating revenues until and
unless we establish our resort operations.  We are currently
negotiating for suitable arrangements.  We do not anticipate that
we will begin generating revenues until the fourth quarter of
2005 at the earliest.

     General and administrative expenses.  General and
administrative expenses were $6,725 in fiscal 2003 compared with
$7,084 in fiscal 2002.  General and Administrative expenses will
continue to be minimal until our resort operations are
established.

     Payroll expense.  Payroll expense consists primarily of
management and employee salaries.  From March 30, 1999
(Inception) to present the Company has not incurred payroll
expenses.  Management will not receive a salary until such time
as revenues are generated sufficient to pay salaries to our
executives.

     Interest expense.  Interest expense was $1,278 in fiscal
2003 compared with $590 in fiscal 2002.  During the years ended
December 31, 2003 and 2002, two individuals who are officers,
directors and shareholders of the Company advanced funds to the
Company.  The notes bear interest at 10% per annum and are not
due until the Company commences its planned principal operations.

     Total expenses.  We incurred total expenses for the year
ended 2003 of $8,003 compared with $7,674 in fiscal 2002.
Expenditures were related to costs incurred for general and
administrative expenses and interests expense.


/9/


     Net Loss.  The expenses incurred during fiscal 2003 has led
to a net operating loss of $8,003 compared to a net operating
loss of $7,674 in fiscal 2002.  Our net loss since Inception is
$50,566.  We anticipate incurring additional losses during our
initial commencement of operations until such time as we will
realize revenues from our resort operations in the fiscal year
2005.

Financial Condition and Liquidity

     Since Inception, we have funded operations primarily through
the net cash proceeds from a private offering of our common stock
and loans from our officers.  At December 31, 2003, we had cash
and cash equivalents of $275, total stockholders' deficit of
$21,241, and negative working capital of $21,241.  The Company
expects that it will, from time to time, return to the capital
markets seeking additional equity capital or debt to further our
operations.  Thus, if cash generated from operations in future
periods is insufficient to satisfy our liquidity requirements, we
may sell additional equity or debt securities, or obtain
additional capital through bank credit facilities.  The issuance
of additional equity or convertible debt securities could result
in additional dilution to our shareholders.

     Net cash used by operating activities during fiscal 2003 was
$10,525 compared to $3,334 in fiscal 2002.  The cash was used to
pay general and administrative expenses and interest expense.

     Net cash provided by financing activities during fiscal 2003
was $10,523 compared to $2,750 in fiscal 2002.  These funds were
provided through loans made to the Company by our executives.



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/10/


ITEM 7.  FINANCIAL STATEMENTS.



                            CONTENTS




INDEPENDENT AUDITOR'S REPORT

FINANCIAL STATEMENTS:

Balance Sheets                                              F-1

Statements of Operations and Accumulated Deficit            F-2

Statement of Changes in Stockholders' Equity                F-3

Statements of Cash Flows                                    F-4

NOTES TO FINANCIAL STATEMENTS                            F-5 to F-8


/11/


                  INDEPENDENT AUDITORS' REPORT

To the Board of Directors of
Gold Camp Cripple Creek Colorado, Inc.

We have audited the accompanying balance sheet of Gold Camp
Cripple Creek Colorado, Inc. (a Development Stage Company) (a
Nevada corporation) as of December 31, 2003 and the statements of
operations and accumulated deficit and cash flows and the
statement of changes in stockholders' equity for the year then
ended.  These financial statements are the responsibility of Gold
Camp Cripple Creek Colorado, Inc.'s management.  Our
responsibility is to express an opinion on these financial
statements based on our audit. The financial statements of Gold
Camp Cripple Creek Colorado, Inc. as of December 31, 2002, were
audited by Beckstead and Watts, LLP, whose report dated March 21,
2003, on those statements included an explanatory going concern
paragraph discussed in Note 8 to the financial statements.

We conducted our audits in accordance with generally accepted
auditing standards in the United States of America.  Those
standards require that we 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.  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 Gold Camp Cripple Creek Colorado, Inc. as of December 31, 2003
and the result of its operations, accumulated deficit, other
comprehensive income, its cash flows and changes in stockholders'
equity for the year ended December 31, 2003, in conformity with
generally accepted accounting principles in the United States of
America.

The accompanying financial statements have been prepared assuming
the Company will continue as a going concern.  As disclosed in
Note 8 to these financial statements, the Company has had limited
operations and has not established a long-term source of revenue.
This raises substantial doubt about its ability to continue as a
going concern.  Management's plan in regards to this issue is
also described in Note 8.  The financial statements do not
include any adjustments that might result from the outcome of
this uncertainty.

                              /s/ Chavez & Koch, CPA's
                              Chavez & Koch, CPA's

February 14, 2003
Henderson, Nevada


/12/


                  GOLD CAMP CRIPPLE CREEK COLORADO, INC.
                       (A Development Stage Company)
                              BALANCE SHEETS
                      AS OF DECEMBER 31, 2003 & 2002


                                                   ----------    ----------
                                                   12/31/2003    12/31/2002
                                                   ----------    ----------
                                 ASSETS
CURRENT ASSETS:
   Cash                                            $      275    $      277
                                                   ----------    ----------
     Total current assets                                 275           277
                                                   ----------    ----------

                                                   $      275    $      277
                                                   ==========    ==========

                  LIABILITIES AND STOCKHOLDERS' EQUITY

CURRENT LIABILITIES:
   Accounts payable                                $        -    $    3,800
   Notes payable - shareholder                         18,273         7,750
   Accrued interest payable                             3,243         1,965
                                                   ----------    ----------
     Total current liabilities                         21,516        13,515
                                                   ----------    ----------

STOCKHOLDERS' EQUITY:
   Common stock, $0.001 par value, 25,000,000
    shares authorized, 20,306,667 shares
    issued and outstanding as of 12/31/03
    and 12/31/02, respectively.                        20,307        20,307
   Additional paid-in capital                           9,018         9,018
   Accumulated deficit during development stage       (50,566)      (42,563)
                                                   ----------    ----------
     Total stockholders' equity                       (21,241)      (13,238)
                                                   ----------    ----------

TOTAL LIABILITIES & STOCKHOLDERS' EQUITY           $      275    $      277
                                                   ==========    ==========



 The accompanying independent auditors' report and notes to the financial
   statements should be read in conjunction with these Balance Sheets.

                                    F-1


/13/


                  GOLD CAMP CRIPPLE CREEK COLORADO, INC.
                       (A Development Stage Company)
             STATEMENTS OF OPERATIONS AND ACCUMULATED DEFICIT
               FOR THE YEARS ENDED DECEMBER 31, 2003 & 2002
                  AND FROM INCEPTION TO DECEMBER 31, 2003


                                            Years ended        Inception to
                                       ----------------------  ------------
                                       12/31/2003  12/31/2002   12/31/2003
                                       ----------  ----------  ------------

REVENUES:                              $        -  $        -  $          -
                                       ----------  ----------  ------------

EXPENSES:
 General and administrative expenses        6,725       7,084        47,323
                                       ----------  ----------  ------------
TOTAL EXPENSES                              6,725       7,084        47,323
                                       ----------  ----------  ------------

OPERATING LOSS                             (6,725)     (7,084)      (47,323)
                                       ----------  ----------  ------------

Other income (expense):
 Interest expense                          (1,278)       (590)       (3,243)
                                       ----------  ----------  ------------
TOTAL OTHER INCOME (EXPENSE)               (1,278)       (590)       (3,243)
                                       ----------  ----------  ------------

NET LOSS                                   (8,003)     (7,674)      (50,566)
                                       ----------  ----------  ------------

Accumulated deficit, beginning of period  (42,563)    (34,889)            -

                                       ----------  ----------  ------------
Accumulated deficit, end of period     $  (50,566) $  (42,563) $    (50,566)
                                       ==========  ==========  ============

Weighted average number
 of shares outstanding                 20,306,667  20,306,667    20,306,667
                                       ==========  ==========  ============

Net loss per basic shares              $    (0.00) $    (0.00) $      (0.00)
                                       ==========  ==========  ============

Net loss per diluted shares            $    (0.00) $    (0.00) $      (0.01)
                                       ==========  ==========  ============



     The accompanying independent auditors' report and notes to the
      financial statements should be read in conjunction with these
            Statements of Operations and Accumulated Deficit.

                                    F-2


/14/


                  GOLD CAMP CRIPPLE CREEK COLORADO, INC.
                       (A Development Stage Company)
               STATEMENT OF CHANGES IN STOCKHOLDERS' EQUITY
                    FROM INCEPTION TO DECEMBER 31, 2003


                                                       Accumulated
                                              Addit-   Deficit    Total
                                              ional    During     Stockhol-
                                      Common  Paid-in  Dev.       ders'
                               Shares Stock   Capital  Stage      Equity
                               ------ ------- -------  ---------  ---------
Issued for cash
 April 1999                20,000,000 $20,000 $     -  $       -  $  20,000

504 Offering
 April 1999                   306,667     307   8,893          -      9,200

Net income (loss)
 December 31, 1999                  -       -       -    (26,761)   (26,761)
                               ------ ------- -------  ---------  ---------

Balance December 31, 1999  20,306,667  20,307   8,893    (26,761)     2,439
                               ------ ------- -------  ---------  ---------

Net income (loss)
 December 31, 2000                  -       -       -     (1,313)    (1,313)
                               ------ ------- -------  ---------  ---------

Balance December 31, 2000  20,306,667  20,307   8,893    (28,074)     1,126
                               ------ ------- -------  ---------  ---------

Increase in additional
 paid-in capital                    -       -     125          -        125

Net income (loss)
 December 31, 2001                  -       -       -     (6,815)    (6,815)
                               ------ ------- -------  ---------  ---------

Balance December 31, 2001  20,306,667  20,307   9,018    (34,889)    (5,564)
                               ------ ------- -------  ---------  ---------

Net income (loss)
 December 31, 2002                  -       -       -     (7,674)    (7,674)
                               ------ ------- -------  ---------  ---------

Balance December 31, 2002  20,306,667  20,307   9,018    (42,563)   (13,238)
                               ====== ======= =======  =========  =========

Net income (loss)
 December 31, 2003                  -       -       -     (8,003)    (8,003)
                               ------ ------- -------  ---------  ---------

Balance December 31, 2003  20,306,667  20,307   9,018    (50,566)   (21,241)



      The accompanying independent auditors' report and notes to the
       financial statements should be read in conjunction with this
               Statement of Changes in Stockholders' Equity.

                                    F-3


/15/


                  GOLD CAMP CRIPPLE CREEK COLORADO, INC.
                       (A Development Stage Company)
                         STATEMENTS OF CASH FLOWS
               FOR THE YEARS ENDED DECEMBER 31, 2003 & 2002
                  AND FROM INCEPTION TO DECEMBER 31, 2003



                                        Twelve months ended
                                       ----------------------  Inception to
                                       12/31/2003  12/31/2002   12/31/2003
                                       ----------  ----------  ------------

CASH FLOWS FROM OPERATING ACTIVITIES
Net loss                               $   (8,003) $   (7,674) $    (50,566)
Adjustments to reconcile net loss with
 net cash used in operating activities:
   Increase (decrease) in accounts
    payable                                (3,800)      3,750             -
   Increase (decrease) in interest
    payable                                 1,278         590         3,243
                                       ----------  ----------  ------------
NET CASH USED IN OPERATING ACTIVITIES     (10,525)     (3,334)     (47,323)
                                       ----------  ----------  ------------

CASH FLOWS FROM FINANCING ACTIVITIES
   Note payable - shareholder              10,523       2,750        18,273
   Proceeds from issuance of
    capital stock                               -           -        29,325
                                       ----------  ----------  ------------
NET CASH PROVIDED BY FINANCING ACTIVITIES  10,523       2,750        47,598
                                       ----------  ----------  ------------

NET INCREASE (DECREASE) IN CASH                (2)       (584)          275

CASH, BEGINNING OF PERIOD                     277         861             -
                                       ----------  ----------  ------------

CASH, END OF PERIOD                    $      275  $      277  $        275
                                       ==========  ==========  ============

Supplemental disclosures:
   Interest paid                       $        -  $        -  $          -
                                       ==========  ==========  ============
   Taxes paid                          $        -  $        -  $          -
                                       ==========  ==========  ============



       The accompanying independent auditors' report and notes to the
        financial statements should be read in conjunction with these
                          Statements of Cash Flows.

                                    F-4


/16/


             GOLD CAMP CRIPPLE CREEK COLORADO, INC.
                  (A Development Stage Company)
                  NOTES TO FINANCIAL STATEMENTS
                     AS OF DECEMBER 31, 2003

NOTE 1 - ORGANIZATION AND BACKGROUND

Gold Camp Cripple Creek Colorado, Inc. (a U.S. Operating Company
and Nevada corporation) incorporated on March 30, 1999.  The
Company was formed to develop a western theme attraction and
casino.  The Company currently has minimal operations and in
accordance with SFAS #7, the Company is considered a development
stage company.  The Company is authorized to issue 25,000,000
shares of $0.001 par value common stock.


NOTE 2 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

Basis of accounting

The financial statements of Gold Camp Cripple Creek Colorado,
Inc. have been prepared on the accrual basis.  Revenues are
recognized when earned and expenses are recognized in the period
incurred.  The fiscal year end is December 31.

Cash and cash equivalents

The Company considers short-term investments with an original
maturity of three months or less to be cash equivalents. There
are no cash equivalents as of December 31, 2003 and 2002.

Earnings Per Share Calculations

Basic earnings per common share ("EPS") are computed by dividing
income available to common stockholders by the weighed-average
number of common shares outstanding for the period.  The weighed-
average number of common shares outstanding for computing basic
EPS was 20,306,667 for the periods ended December 31, 2003 and
2002.  Diluted EPS reflects the potential dilution that could
occur if securities or other contracts to issue common stock were
exercised or converted into common stock.  As of December 31,
2003 and 2002, the Company had no outstanding securities that
could have a dilutive effect on the outstanding common stock.

Use of estimates

The preparation of financial statements in conformity with
generally accepted accounting principles requires management to
make estimates and assumptions.  These estimates and assumptions
affect the reported amounts of assets and liabilities and
disclosure of contingent assets and liabilities at the date of
the financial statements and the reported amounts of revenues and
expenses during the reported period.  Actual results could differ
from those estimates.



                               F-5


/17/


             GOLD CAMP CRIPPLE CREEK COLORADO, INC.
                  (A Development Stage Company)
                  NOTES TO FINANCIAL STATEMENTS
                     AS OF DECEMBER 31, 2003

NOTE 2 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)

Income taxes

The Company accounts for income taxes under Statement of
Financial Accounting Standards No. 109 (SFAS #109) "Accounting
for Income Taxes" ("SFAS No. 109"), which require the use of the
liability method.  SFAS No. 109 provides that deferred tax assets
and liabilities are recorded based on the differences between the
tax bases of assets and liabilities and their carrying amounts
for financial reporting purposes, referred to as temporary
differences.  Deferred tax assets and liabilities at the end of
each period are determined using the currently enacted tax rates
applied to taxable income in periods in which the deferred tax
assets and liabilities are expected to be settled or realized.

Advertising costs

The Company expenses all costs of advertising as incurred. There
were no advertising costs included in general and administrative
expenses as of December 31, 2002 and 2001, respectively.

Recently Issued Accounting Pronouncements

In June 2002, the FASB issued Financial Accounting Standards
Statement No. 146 "Accounting for Costs Associated with Exit or
Disposal Activities".  The Statement addresses financial
accounting and reporting for costs associated with exit or
disposal activities and nullifies Emerging Issues Task Force
Issue No. 94-3 and is effective for exit or disposal activities
initiated after December 31, 2002.  The Company does not expect
SFAS 146 to have material impact on its financial statements.

In December 2002, the FASB issued Financial Accounting Standards
Statement No. 148 "Accounting for Stock-Based Compensation -
Transition and Disclosure".  The Statement provides alternative
methods of transition for a voluntary change to the fair value
based method of accounting for stock-based employee compensation.
The provisions of SFAS 148 are effective for fiscal years ending
after December 15, 2002. The Company does not expect SFAS 148 to
have material impact on its financial statements.

In April 2003, the FASB issued Financial Accounting Standards
Statement No. 149 "Amendment of Statement 133 on Derivative
Instruments and Hedging Activities." The 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. The provisions of
SFAS 149 are effective for contracts entered into or modified
after June 30, 2003. The Company does not expect SFAS 149 to have
material impact on its financial statements.




                               F-6


/18/


             GOLD CAMP CRIPPLE CREEK COLORADO, INC.
                  (A Development Stage Company)
                  NOTES TO FINANCIAL STATEMENTS
                     AS OF DECEMBER 31, 2003

NOTE 2 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)

In May 2003, the FASB issued Financial Accounting Standards
Statement No. 150 "Accounting for Certain Financial Instruments
with Characteristics of both Liabilities and Equity." The
Statement establishes standards for how an issuer classifies and
measures certain financial instruments with characteristics of
both liabilities and equity. It requires that an issuer classify
a financial instrument that is within its scope as a liability
(or an asset in some circumstances). The provisions of SFAS 150
are effective for financial instruments entered into or modified
after May 31, 2003. The Company does not expect SFAS 150 to have
material impact on its financial statements.


NOTE 3 - STOCKHOLDER'S EQUITY

During April 1999, the Company issued 20,000,000 shares of its
$0.001 par value common stock as founder's shares to the
Company's officers and directors for cash of
$20,000.  Of the total amount received, $20,000 is considered
common stock and $0 is considered additional paid-in capital.

During April 1999, the Company issued 306,667 of its $0.001 par
value common stock for cash of $9,200 pursuant to a Regulation D,
Rule 504 of the SEC 1933 Securities Act offering.  Of the total
amount received, $307 is considered common stock and $8,893 is
considered additional paid-in capital.

During April 1999, the Company issued checks totaling $125 to
four individuals for return of subscription.  Those checks were
never cashed by the individuals and were voided in December 2001.
This amount is considered additional paid in capital.

For the periods ended December 31, 2003 and December 30, 2002,
the Company had 20,306,667 shares of common stock issued and
outstanding.


NOTE 4 - WARRANTS AND OPTIONS

There are no warrants or options outstanding to acquire any
additional shares of common stock that are not disclosed on the
balance sheets.


NOTE 5 - RELATED PARTY TRANSACTIONS - LOANS

During the years ended December 31, 2003 and 2002, two
individuals who are officers, directors and shareholders of the
Company advanced funds to the Company.  The notes bear interest
at 10% per annum and are not due until the Company commences its
planned principal operations.

                               F-7


/19/


             GOLD CAMP CRIPPLE CREEK COLORADO, INC.
                  (A Development Stage Company)
                  NOTES TO FINANCIAL STATEMENTS
                     AS OF DECEMBER 31, 2003

NOTE 5 - RELATED PARTY TRANSACTIONS - LOANS (CONTINUED)

Name                 Balance as of 12/31/03        Balance as of 12/31/02
----                 ----------------------        ----------------------
Don Downen                  $17,623                        $7,450
John Schaffer                  $650                          $300


NOTE 6 - ACCRUED INTEREST PAYABLE  - SHAREHOLDER LOANS

During the years ended December 31, 2003 and 2002, the Company
incurred interest expense in the amount of $1,278 and $590,
respectively. As of December 31, 2003, no payments have been made
to the individuals.


NOTE 7 - INCOME TAXES

As of December 31, 2003, the Company has a net operating loss
carry forward of approximately $50,566 for tax purposes, which
will be available to offset future taxable income. If not used,
this carry forward will expire between the years 2019 and 2023.
The deferred tax asset related to the net operating loss carry
forward of approximately $7,642 has been fully reserved at
December 31, 2003.


NOTE 8 - GOING CONCERN

The Company's financial statements are prepared using the
generally accepted accounting principles applicable to a going
concern, which assumes the realization of assets and liquidation
of liabilities in the normal course of business.

Since its inception, the Company has not recognized any revenues
and has accumulated operating losses of approximately $50,566.
The Company's ability to continue as a going concern is
contingent upon the successful completion of additional financing
arrangements and its ability to achieve and maintain profitable
operations.  Management plans to raise equity capital to finance
the operating and capital requirements of the Company. Amounts
raised will be used for further development of the Company's
projects, to provide financing for marketing and promotion, to
secure additional property, and for other working capital
purposes. While the Company is expending its best efforts to
achieve the above plans, there is no assurance that any such
activity will generate funds that will be available for
operations.

The accompanying financial statements do not include any
adjustments that might be required should the Company be unable
to recover the value of its assets or satisfy its liabilities.


                               F-8


/20/


ITEM 8. CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON
ACCOUNTING AND FINANCIAL DISCLOSURES

     The following changes in Accountants for the Company were
disclosed in the Company's Current Report on Form 8-K, filed with
the Securities and Exchange Commission on November 26, 2003.

     Effective November 20, 2003, our board of directors approved
a change in the Company's independent auditors.  None of the
reports of Beckstead & Watts, LLP on the financial statements of
Gold Camp Cripple Creek Colorado, Inc. for the past two years
contained any adverse opinion or disclaimer of opinion, or was
qualified or modified as to uncertainty, audit scope or
accounting principles.  Although audited statements prepared by
Beckstead & Watts, LLP contained a going concern qualification,
such financial statements did not contain any adjustments for
uncertainties stated therein, nor have there been at any time,
disagreements between Gold Camp Cripple Creek Colorado, Inc. and
Beckstead & Watts, LLP on any matter of accounting principles or
practices, financial statement disclosure or auditing scope or
procedure.

     We retained the accounting firm of Chavez & Koch, CPAs to
serve as our independent accountants to audit our financial
statements beginning with the year ended December 31, 2003.  This
engagement became effective January 29, 2004.  Prior to its
engagement as our independent auditors, Chavez & Koch, CPAs had
not been consulted by us either with respect to the application
of accounting principles to a specific transaction or the type of
audit opinion that might be rendered on our financial statements
or on any other matter that was the subject of any prior
disagreement between us and our previous certifying accountants.



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/21/


                            PART III

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

     The following table sets forth certain information with
respect to each of our executive officers or directors.

         Name            Age          Position              Term

Don Downen               69        President and       Since March 1999
                                     Director

John Schaffer            48    Secretary, Treasurer    Since March 1999
                                   and Director

     Don Downen, President and Director - has an executive and
management background.  Since 1964, Mr. Downen has been the
managing partner of Downen Enterprises, a 10,000-acre grain
farming operation.  In the late 1980's, Mr. Downen became
involved in land development in Cripple Creek, Colorado.  Mr.
Downen was instrumental in the annexation of property into the
City of Cripple Creek and assembling the property for the Gold
Camp Casino Project.  Mr. Downen's knowledge of the dynamics of
Cripple Creek will be a major contribution to this project.

     John Schaffer, Secretary and Director - formed Schaffer Real
Estate & Investment Co., Inc. in 1988.  Schaffer Real Estate &
Investment Co., Inc. is a real estate brokerage firm specializing
in Govt. Entitlement work and buyer/seller representation on
large parcels of land for the development community.  Mr.
Schaffer has sponsored or participated in the primary management
of over 35 California General Partnerships, PPO/California
limited partnerships, and Colorado limited liability companies
involved in real estate investment and/or development, many with
an Old West entertainment theme.  Mr. Schaffer has extensive
contacts in the Old West goods industry through his affiliation
and involvement with dozens of related associations, clubs and
foundations.

     Mr. Schaffer was responsible for the original master plan
concept and the first property acquired for the gaming component.
The strategy for this unique guest experience is being modeled
after Disney and that attention to detail.

SECTION 16(a) BENEFICIAL OWNERSHIP REPORTING COMPLIANCE

     Section 16(a) of the Securities Exchange Act of 1934
requires the Company's directors and executive officers, and
persons who own more than ten percent of a registered class of
the Company's equity securities, to file with the SEC initial
reports of ownership and reports of changes in ownership of
Common Stock and other equity securities of the Company.
Officers, directors and greater than ten-percent stockholders are
required by SEC regulations to furnish the Company with copies of
all Section 16(a) forms they file.  To the Company's knowledge,
based solely on review of the copies of such reports furnished to
the Company and written representations that no other reports
were required during the fiscal year ended December 31, 2003, its
officers, directors and greater than ten percent beneficial
owners complied with all Section 16(a) filing requirements.


/22/


ITEM 10.  EXECUTIVE COMPENSATION.

     The following table discloses compensation paid during the
fiscal year ended December 31, 2003 to (i) the Company's Chief
Executive Officer, and (ii) individual(s) who were the only
executive officers, other than the Chief Executive Officer,
serving as executive officers at the end of 2003 whose total
salary and bonus exceeded $100,000 (the "Named Executive
Officers").

                   SUMMARY COMPENSATION TABLE

                                     ANNUAL
                                  COMPENSATION         ALL OTHER
NAME AND PRINCIPAL              SALARY     BONUS      COMPENSATION
     POSITION        YEAR        ($)        ($)           ($)
------------------   ----       ------     -----      ------------

Don Downen           2003         0          0             0
President, CEO       2002         0          0             0
                     2001         0          0             0


   STOCK OPTIONS GRANTED IN LAST FISCAL YEAR

     During the fiscal years ended December 31, 2003, 2002 and
2001, we did not grant any options to our Chief Executive
Officer.  During fiscal 2003, 2002 and 2001, our Chief Executive
Officer did not exercise any options.


   EMPLOYMENT AGREEMENTS

     No such agreement(s) exists between any executive and the
Company.


  COMPENSATION OF DIRECTORS

     Our only directors are the current executive officers that
have yet to draw salaries for the management of our Company.
They are reimbursed for reasonable expenses incurred in
connection with attendance at meetings of the Board and of
Committees of the Board; however, they do not receive any
additional compensation for their services as directors.
Accordingly, it may be necessary for us to compensate newly
appointed directors in order to attract a quality governance
team.  At this time the Company has not identified any specific
individuals or candidates nor has it entered into any
negotiations or activities in this regard.


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

     The following table sets forth certain information as of
December 31, 2003 with respect to the beneficial ownership of the
Company's Common Stock by: (i) all persons known by the Company
to be beneficial owners of more than 5% of the Company's Common
Stock, (ii) each director and Named Executive Officer, and (iii)
by all executive officers and directors as a group.  Based on
20,306,667 shares outstanding as of December 31, 2003, 5% of the
Company's Common Stock is 1,015,333 shares.


/23/


                                 COMMON STOCK

                                                        Percentage of Shares
       Name and Address     Shares Beneficially Owned       Outstanding
       ----------------     -------------------------       -----------

          Don Downen                15,000,000                73.87%
     117 S. Edison Street
    Shawneetown, IL 62984

        John Schaffer                5,000,000                24.62%
   12691 Apple Valley Road
    Apple Valley, CA 92308
                            -------------------------       -----------

  Total ownership by our            20,000,000                98.49%
  officers and directors
     (two individual)

ITEM 12.  CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS.

     During the years ended December 31, 2003 and 2002, two
individuals who are officers, directors and shareholders of the
Company advanced funds to the Company.  The notes bear interest
at 10% per annum and are not due until the Company commences its
planned principal operations.

Name                 Balance as of 12/31/03        Balance as of 12/31/02
----                 ----------------------        ----------------------
Don Downen                  $17,623                        $7,450
John Schaffer                  $650                          $300


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

(a)   Exhibits:

     A  list  of  exhibits required to be filed as part  of  this
Annual  Report  is  set  forth in the Index  to  Exhibits,  which
immediately precedes such exhibits and is incorporated herein  by
reference.

(b)   Reports on Form 8-K

     For the quarter ended December 31, 2003 the Company filed a
report on Form 8-K with the Securities and Exchange Commission on
November 26, 2003.  Effective November 20, 2003, the Company's
independent auditors, Beckstead and Watts, LLP, resigned as
principal auditor for Gold Camp Cripple Creek Colorado, Inc.

     Before terminating the client-auditor relationship between
Gold Camp Cripple Creek Colorado, Inc. and Beckstead and Watts,
LLP, the independent auditing firm of Beckstead and Watts, LLP
had completed a review covering the quarter ended September 30,
2003 on the financial statements of Gold Camp Cripple Creek
Colorado, Inc.  None of the audit reports of Beckstead and Watts,
LLP on the financial statements of Gold Camp Cripple Creek
Colorado, Inc. for the past two years contained any adverse
opinion or disclaimer of opinion, however, the audit reports
contained going concern qualifications, which are common to
development stage companies.  At no time were there any
disagreements between Gold Camp Cripple Creek Colorado, Inc. and
Beckstead and Watts, LLP on any matter of accounting principles
or practices, financial statement disclosures or auditing scopes
or procedures.


/24/


     The board of directors of Gold Camp Cripple Creek Colorado,
Inc. at a meeting held November 20, 2003 approved the resignation
of Beckstead and Watts, LLP and held a discussion as to the
engagement of a new accounting firm to serve as the Company's
independent accountant to review the financial statements of Gold
Camp Cripple Creek Colorado, Inc. beginning with the year ended
December 31, 2003.  Subsequently, the board of directors approved
the retention of Chavez & Koch, CPA's to provide this service.

ITEM 14.  CONTROLS AND PROCEDURES.

Quarterly evaluation of the Company's Disclosure Controls and
Internal Controls.

     Within the 90 days prior to the date of this Annual Report
on Form 10-KSB, the Company evaluated the effectiveness of the
design and operation of its "disclosure controls and procedures"
(Disclosure Controls), and its "internal controls and procedures
for financial reporting" (Internal Controls).  This evaluation
(the Controls Evaluation) was done under the supervision and with
the participation of management, including our Chief Executive
Officer (CEO) and Chief Financial Officer (CFO).  Rules adopted
by the SEC require that in this section of the Annual Report we
present the conclusions of the CEO and the CFO about the
effectiveness of our Disclosure Controls and Internal Controls
based on and as of the date of the Controls Evaluation.

CEO and CFO Certifications.

     Appearing immediately following the Signatures section of
this Annual Report there is form of "Certification" of the CEO
and the CFO.  This Certification is required in accord with
Section 302 of the Sarbanes-Oxley Act of 2002 (the Section 302
Certification).  This section of the Annual Report, which you are
currently reading is the information concerning the Controls
Evaluation referred to in the Section 302 Certifications and this
information should be read in conjunction with the Section 302
Certifications for a more complete understanding of the topics
presented (see Exhibit 31).

Disclosure Controls and Internal Controls.

     Disclosure Controls are procedures that are designed with
the objective of ensuring that information required to be
disclosed in our reports filed under the Securities Exchange Act
of 1934 (Exchange Act), such as this Annual Report, is recorded,
processed, summarized and reported within the time periods
specified in the Securities and Exchange Commission's (SEC) rules
and forms.  Disclosure Controls are also designed with the
objective of ensuring that such information is accumulated and
communicated to our management, including the CEO and CFO, as
appropriate to allow timely decisions regarding required
disclosure.

     Internal Controls are procedures that are designed with the
objective of providing reasonable assurance that (1) our
transactions are properly authorized; (2) our assets are
safeguarded against unauthorized or improper use; and (3) our
transactions are properly recorded and reported, all to permit
the preparation of our financial statements in conformity with
generally accepted accounting principles.

Limitations on the Effectiveness of Controls.

     The Company's management, including the CEO and CFO, does
not expect that our Disclosure Controls or our Internal Controls
will prevent all error and all fraud.  A control system, no
matter how well conceived and operated, can provide only
reasonable, not absolute, assurance that the objectives of the
control system are met.


/25/


     Further, the design of a control system must reflect the
fact that there are resource constraints, and the benefits of
controls must be considered relative to their costs.  Because of
the inherent limitations in all control systems, no evaluation of
controls can provide absolute assurance that all control issues
and instances of fraud, if any, within the Company have been
detected.  These inherent limitations include the realities that
judgments in decision-making can be faulty, and that breakdowns
can occur because of simple error or mistake.

     Additionally, controls can be circumvented by the individual
acts of some persons, by collusion of two or more people, or by
management override of the control.  The design of any system of
controls also is based in part upon certain assumptions about the
likelihood of future events, and there can be no assurance that
any design will succeed in achieving its stated goals under all
potential future conditions; over time, control may become
inadequate because of changes in conditions, or the degree of
compliance with the policies or procedures may deteriorate.
Because of the inherent limitations in a cost-effective control
system, misstatements due to error or fraud may occur and not be
detected.

Scope of the Controls Evaluation.

     The CEO/CFO evaluation of our Disclosure Controls and our
Internal Controls included a review of the controls' objectives
and design, the controls' implementation by the Company and the
effect of the controls on the information generated for use in
this Annual Report.  In the course of the Controls Evaluation, we
sought to identify data errors, control problems or acts of fraud
and to confirm that appropriate corrective action, including
process improvements, were being undertaken.  This type of
evaluation will be done on a quarterly basis so that the
conclusions concerning controls effectiveness can be reported in
our Quarterly Reports on Form 10-QSB and Annual Report on Form 10-
KSB.

     Our Internal Controls are also evaluated on an ongoing basis
by other personnel in our organization and by our independent
auditors in connection with their audit and review activities.
The overall goals of these various evaluation activities are to
monitor our Disclosure Controls and our Internal Controls and to
make modifications as necessary; our intent in this regard is
that the Disclosure Controls and the Internal Controls will be
maintained as dynamic systems that change (including with
improvements and corrections) as conditions warrant.  Among other
matters, we sought in our evaluation to determine whether there
were any "significant deficiencies" or "material weaknesses" in
the Company's Internal Controls, or whether the Company had
identified any acts of fraud involving personnel who have a
significant role in the Company's Internal Controls.  This
information was important both for the Controls Evaluation
generally and because items 5 and 6 in the Section 302
Certifications of the CEO and CFO require that the CEO and CFO
disclose that information to our Board's Audit Committee (or
persons performing the equivalent functions) and to our
independent auditors and to report on related matters in this
section of the Annual Report.  In the professional auditing
literature, "significant deficiencies" are referred to as
"reportable conditions"; these are control issues that could have
a significant adverse effect on the ability to record, process,
summarize and report financial data in the financial statements.

     A "material weakness" is defined in the auditing literature
as a particularly serious reportable condition where the internal
control does not reduce to a relatively low level the risk that
misstatements caused by error or fraud may occur in amounts that
would be material in relation to the financial statements and not
be detected within a timely period by employees in the normal
course of performing their assigned functions.  We also sought to
deal with other controls matters in the Controls Evaluation, and
in each case if a problem was identified, we considered what
revision, improvement and/or correction to make in accord with
our on-going procedures.  In accord with SEC requirements, the
CEO and CFO note that, since the date of the Controls Evaluation
to the date of this Annual Report, there have been no significant
changes in Internal Controls or in other factors that could
significantly affect Internal Controls, including any corrective
actions with regard to significant deficiencies and material
weaknesses.


/26/


Conclusions.

     Based upon the Controls Evaluation, our CEO and CFO have
concluded that, subject to the limitations noted above, our
Disclosure Controls are effective to ensure that material
information relating to the Company and its consolidated
subsidiaries is made known to management, including the CEO and
CFO, particularly during the period when our periodic reports are
being prepared, and that our Internal Controls are effective to
provide reasonable assurance that our financial statements are
fairly presented in conformity with generally accepted accounting
principles.



         [balance of this page intentionally left blank]


/27/


                           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.


                         GOLD CAMP CRIPPLE CREEK COLORADO, INC.


Date: 3/19/04
      -------


                           By: /s/ Don Downen
                               --------------
                               Don Downen,
                               President/CEO





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.



Date: 3/19/04
      -------


By: /s/ Don Downen
    --------------
    Don Downen,
    President/CEO



Date: 3/19/04
      -------


By: /s/ John Schaffer
    -----------------
    John Schaffer,
    Treasurer/CFO


/28/


INDEX TO EXHIBITS

  Exhibit
  Number    Name and/or Identification of Exhibit

   3.1      Articles of Incorporation of the Company filed
            January 28, 2002.  Incorporated by reference to
            the exhibits to the Company's General Form For
            Registration Of Securities Of Small Business
            Issuers on Form 10-SB, previously filed with the
            Commission.

   3.2      By-Laws of the Company adopted February 5, 2002.
            Incorporated by reference to the exhibits to the
            Company's General Form For Registration Of
            Securities Of Small Business Issuers on Form
            10-SB, previously filed with the Commission.

    31      Rule 13a-14(a)/15d-14(a) Certification

    32      Certification under Section 906 of the Sarbanes-
            Oxley Act (SECTION 1350)


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