FORM 10-KSB
[X]  ANNUAL  REPORT  UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF
     1934

For  the  fiscal  year  ended  December  31,  2002
                               -------------------------------------------------

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

For  the  transition  period  from                     to
                                   -------------------    ----------------------

Commission  file  number  0-31683
                          -------

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

                NEVADA                                   98-0230423
------------------------------------------  ------------------------------------
       (State or other jurisdiction         (I.R.S. Employer Identification No.)
     of incorporation or organization)

35 - 148TH AVE SE, SUITE # 9, BELLEVUE, WA                  98007
------------------------------------------  ------------------------------------
 (Address of principal executive offices)                 (Zip Code)


Issuer's telephone number 206.353.8528

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

Not applicable.

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

                                  COMMON STOCK
--------------------------------------------------------------------------------
                                (Title of class)

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

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

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

     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.  (See definition of affiliate in Rule
12b-2  of  the  Exchange  Act.)

6,000  common  shares  @  $0.11(1)  =  $660  Bid  $0.11;  Ask  $0.85
--------------------------------------------------------------------------------
(1)  Average  of  bid  and  ask closing prices on March 11, 2003, the day of the
last  trade.


<PAGE>

Note:  If  determining  whether  a  person  is  an  affiliate  will  involve  an
unreasonable  effort  and expense, the issuer may calculate the aggregate market
value  of  the  common  equity held by non-affiliates on the basis of reasonable
assumptions,  if  the  assumptions  are  stated.

     (ISSUERS INVOLVED IN BANKRUPTCY PROCEEDINGS DURING THE PAST FIVE YEARS)

     Check whether the issuer has filed all documents and reports required to be
filed  by  Section 12, 13 or 15(d) of the Exchange Act after the distribution of
securities  under  a  plan  confirmed  by  a  court.  Yes  [  ]   No  [  ]

                   (APPLICABLE ONLY TO CORPORATE REGISTRANTS)

     State  the  number of shares outstanding of each of the issuer's classes of
common  equity,  as  of  the  latest  practicable  date.

5,868,500  common  shares, par value of $0.001 per share outstanding as of March
--------------------------------------------------------------------------------
14,  2003
---------


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


<PAGE>

                                     PART I

ITEM  1.     DESCRIPTION  OF  BUSINESS.

                           FORWARD-LOOKING STATEMENTS

This  annual  report contains forward-looking statements as that term is defined
in  the  Private  Securities  Litigation  Reform  Act of 1995.  These statements
relate to future events or our future financial performance.  In some cases, you
can  identify  forward-looking  statements by terminology such as "may", "will",
"should",  "expects",  "plans",  "anticipates",  "believes",  "estimates",
"predicts",  "potential"  or  "continue" or the negative of these terms or other
comparable terminology.  These statements are only predictions and involve known
and  unknown  risks, uncertainties and other factors, including the risks in the
section  entitled  "Risk  Factors",  that may cause our or our industry's actual
results,  levels  of  activity,  performance  or  achievements  to be materially
different  from  any  future  results,  levels  of  activity,  performance  or
achievements  expressed  or  implied  by  these  forward-looking  statements.

Although  we  believe  that  the  expectations  reflected in the forward-looking
statements  are  reasonable,  we  cannot  guarantee  future  results,  levels of
activity,  performance  or  achievements.  Except as required by applicable law,
including  the  securities laws of the United States, we do not intend to update
any  of  the  forward-looking  statements  to conform these statements to actual
results.

As  used in this annual report, the terms "we", "us", "our", and "Rolltech" mean
Rolltech,  Inc.,  unless  otherwise  indicated.

All  dollar  amounts  refer  to  US  dollars  unless  otherwise  indicated.

Business  of  the  Company

We  are  currently seeking to either identify a suitable business opportunity or
enter into a suitable business combination.  Until we secure a suitable business
opportunity or combination, we will operate as a "blank check" company. Rolltech
is  a  Nevada  corporation with its business offices located at Suite 35 - 148th
Ave  SE,  Suite  # 9, Bellevue, WA 98007.  Our telephone number is 206.353.8528.

Corporate  History

Rolltech  was  incorporated  on  January 25, 2000 under the laws of the State of
Nevada.  Since  inception,  our  focus  has  been  on  the  identification  and
acquisition  of  marketing  licenses  for high technology manufactured products.
Initially, we planned to develop a business-to-business manufacturing technology
interactive  website  to  facilitate  the  marketing  of  any  products  that we
succeeded  in  licensing.

On  February  7,  2000,  as  an  initial  marketing  project,  we entered into a
Marketing  License  Agreement  with  Terlaz  USA, Inc., of New York, pursuant to
which  we  were granted an exclusive license to market a proprietary solid-state
graphite-based  lubricant  developed  by  Terlaz  and  sold under the brand name
"Cobra  Solid Lubricant", as well as any future products that might be developed
by  Terlaz  during  the  term  of  the  Agreement.

As  a  result  of  difficulties experienced in marketing Cobra  Solid Lubricant,
high  costs  and  poor market conditions, we have been unable to obtain adequate
financing  to proceed with the execution of our plans, including the development
and  launch of our business-to-business website.  Effective February 1, 2001, we
terminated  our Marketing License Agreement with Terlaz and refocused on efforts
in  seeking  new  business  opportunities.

On  March  13, 2002, we acquired certain property and equipment and a license to
certain intellectual property to produce salmon caviar and salmon caviar-related
products.  In  contemplation  of the acquisition, we incorporated a wholly-owned
subsidiary  (Golden  Caviar  Corp.)  on  February 15, 2002 under the laws of the
State  of  Nevada  to  operate  the  caviar business. The processing and sale of
caviar  and caviar-related products was the Company's primary business from late
March 2002 until June 2002.  At this time the Company terminated its involvement
in the caviar business, returned remaining assets and settled liabilities of the
caviar  business,  became  inactive  and  began  the  search  for  new  business
opportunities.  The  operations  of  our  caviar  business are segregated in our
consolidated  financial  statements  as  discontinued  operations.


<PAGE>

Our  Current  Business

Since  we  terminated our caviar business Agreement, we no longer have an active
operating  business  that  we  can pursue. Accordingly, we are seeking to either
identify  a  suitable  business  opportunity  or  enter into a suitable business
combination.  Until we secure a suitable business opportunity or combination, we
will  operate  as  a  "blank  check" company. Management of our company does not
believe that it will be able to generate revenues without finding and completing
the  acquisition of a suitable business opportunity. In addition, if no suitable
business  opportunity  is  identified, shareholders will not realize any further
return  on  their investment in our company, and there will be no market for our
common  shares.

Once a business opportunity or business combination has been identified, we will
investigate  and  evaluate the business opportunity or business combination.  In
selecting  a  suitable  business opportunity or business combination, management
intends  to  focus  on  the potential for future profits and strength of current
operating  management  of  the business opportunity or business combination.  We
have  not  put  industry or geographically specific limitations on the nature of
acquisitions  or  business  opportunities  to be evaluated.  Management believes
that  the  greatest  potential  lies in technology and goods or products-related
industries,  rather  than  principally  service  industries.  Nevertheless, this
shall  not  preclude  the  investigation  or evaluation of any other category of
business  or  industry.  We  will  conduct  our own investigation to identify an
appropriate  business  opportunity  or  business  combination,  and  will seek a
potential  business  opportunity or business combination from all known sources,
relying  principally  upon  personal  contacts of our officers and directors, as
well  as  indirect associations between them and other business and professional
people.

Evaluation  of  Opportunities

The  analysis  of new business opportunities will be undertaken by, or under the
supervision  of,  our officers and directors.  Management intends to concentrate
on identifying prospective business opportunities or business combinations which
may  be  brought  to  management's  attention  through present associations.  In
analyzing  prospective  business  opportunities  or  business  combinations,
management  will  consider,  among  other  factors,  such  matters  as:

(a)  the  available  technical,  financial  and  managerial  resources;

(b)  working  capital  and  other  financial  requirements;

(c)  history  of  operations,  if  any;

(d)  prospects  for  the  future;

(e)  present  and  expected  competition;

(f)  the  quality  and  experience of management services which may be available
     and  the  depth  of  that  management;

(g)  specific  risk  factors not now foreseeable but which may be anticipated as
     having  an  impact  on  our  proposed  activities;

(h)  the  potential  for  growth  or  expansion;

(i)  the  potential  for  profit;

(j)  the  perceived  public  recognition  or acceptance of products, services or
     trades;  and

(k)  name  identification.

Management  will  meet  personally with management and key personnel of the firm
sponsoring  the  business  opportunity  or business combination as part of their
investigation.  To the extent possible, we intend to utilize written reports and
personal  investigation  to  evaluate the above factors.  We will not acquire or
merge  with  any  company  for  which  audited  financial  statements  cannot be
obtained.


<PAGE>

Opportunities  in which we participate will present certain risks, many of which
cannot  be identified adequately prior to selecting a specific opportunity.  Our
shareholders must, therefore, depend on management to identify and evaluate such
risks.  Promoters  of some opportunities may have been unable to develop a going
concern  or  may present a business in its development stage (in that it has not
generated  significant  revenues from its principal business activities prior to
our  participation).  Even  after  our  participation,  there is a risk that the
combined  enterprise  may  not  become  a  going  concern  or advance beyond the
development  stage.  Other  opportunities may involve new and untested products,
processes,  or  market  strategies  which  may  not succeed.  Such risks will be
assumed  by  us  and,  therefore,  our  shareholders.

The  investigation  of  specific business opportunities or business combinations
and  the negotiation, drafting, and execution of relevant agreements, disclosure
documents,  and  other  instruments will require substantial management time and
attention  as  well  as substantial costs for accountants, attorneys and others.
If  a decision is made not to participate in a specific business opportunity the
costs  incurred  in  the  related  investigation  would  not  be  recoverable.
Furthermore, even if an agreement is reached for the participation in a specific
business  opportunity,  the failure to consummate that transaction may result in
the loss by of the related costs incurred.  There is the additional risk that we
will  not  find  a  suitable  target.  Management  does not believe that we will
generate  revenue  without  finding and completing the acquisition of a suitable
business opportunity or a transaction with a suitable target company. If no such
business  opportunity  target is found, therefore, no return on an investment in
our  company  will be realized, and there will not, most likely, be a market for
our  common  shares.

Acquisition  of  Opportunities

In implementing a structure for a particular business acquisition, we may become
a  party to a merger, consolidation, reorganization, joint venture, franchise or
licensing  agreement  with  another corporation or entity.  We may also purchase
stock  or  assets of an existing business.  It is likely that any merger with an
existing  company  will  be in the form of a reverse takeover, which may require
both  shareholder  approval  and  a  disclosure document.  Once a transaction is
complete,  it  is possible that our present management and shareholders will not
be  in  control  of our company.  In addition, a majority or all of our officers
and  directors  may,  as  part  of  the  terms of the transaction, resign and be
replaced  by  new  officers  and  directors  without a vote of our shareholders.

It  is  anticipated  that  securities issued in any such reorganization would be
issued  in  reliance on exemptions from registration under applicable securities
laws.  In  some circumstances, however, as a negotiated element of the potential
transaction,  we  may  agree  to register such securities either at the time the
transaction  is  consummated,  under  certain  conditions or at a specified time
thereafter.  The  issuance  of  substantial  additional  securities,  and  their
potential  sale  into any trading market in our common shares which may develop,
may  have  a  depressive  effect  on  the market for and the price of our common
shares.

As part of our investigation of a potential business combination or opportunity,
our  officers  and  directors  may:

(a)  meet  personally  with  management  and  key  personnel;

(b)  visit  and  inspect  material  facilities;

(c)  obtain  independent  analysis  or  verification  of  certain  information
     provided;

(d)  check  references  of  management  and  key  personnel;  and

(e)  take  other  reasonable  investigative  measures,  as our limited financial
     resources  and  management  expertise  allow.

The  manner  in  which we participate in an opportunity with a target company or
acquire a business opportunity will depend on the nature of the opportunity, our
needs  and  desires, the needs and desires of the other party, management of the
opportunity,  and  our  relative negotiating strength and such other management.
With  respect  to  any mergers or acquisitions, negotiations with target company
management  will be expected to focus on the percentage of our company which the
target  company's shareholders would acquire in exchange for their shareholdings
in the target company.  Depending upon, among other things, the target company's
assets and liabilities, our shareholders will, in all likelihood, hold a smaller
percentage  ownership  interest  in  our  company  following  any  merger  or
acquisition.  The  percentage  ownership may be subject to significant reduction
in the event we acquire a target company with substantial assets.  Any merger or
acquisition effected by us can be expected to have a significant dilutive effect
on  the  percentage  of  shares  held  by  our  then  shareholders.


<PAGE>

During  the fiscal year ended December 31, 2002 subsequent to the termination of
the  caviar  venture,  we  reviewed  in  varying  degrees  a number of potential
business  opportunities,  all of which we determined were not suitable to pursue
having  regard  to  a  number  of  factors  including,  among  other things, our
Company's  limited  resources.  There  can  be no assurance that management will
ever  be  able  to  identify  and secure a suitable business opportunity or that
management  has  the requisite experience to recognize and understand a business
operation that would benefit us.  In the event that management is able to locate
what  it  considers  to  be  a  suitable  business  opportunity, there can be no
assurance that the acquisition of such business opportunity or the entering into
of  a business combination will be successful.  Selecting a business opportunity
will  likely  be  complex  and  extremely  risky.  Because  of  general economic
conditions,  rapid  technological  advances  being  made in some industries, and
shortages  of  available  capital,  management  believes that there are numerous
firms seeking the benefits of a publicly-traded corporation.  Such benefits of a
publicly  traded  corporation  may  include:

(a)  facilitating  or  improving  the terms on which additional equity financing
     may  be  sought;

(b)  providing  liquidity  for  the  principals  of  a  business;

(c)  creating  a means for providing incentive stock options or similar benefits
     to  key  employees;  and/or

(d)  providing  liquidity  (subject  to restrictions of applicable statutes) for
     all  shareholders.

     In  contrast,  negative  aspects  of becoming a publicly traded corporation
     registered  in  the  United  States  may  include:

(a)  complying  with  the  requirements  of the Securities Exchange Act of 1934;

(b)  complying  with  the  requirements  of  the  Nevada  corporations  statute;

(c)  exposure  of  our  officers and directors to lawsuits and liabilities under
     the  Securities  Act  of  1933;

(d)  distracting  management's  attention  from  our  day  to  day  operations;

(e)  restricting  publicity  and other marketing activities to ensure compliance
     with  securities law requirements and minimizing the potential liability of
     our  management  and  our  company;  and/or

(f)  increased  legal, accounting and other expenses associated with operating a
     public  company.

Potentially  available  business  opportunities and/or business combinations may
occur in many different industries and at various stages in the development of a
company,  all  of  which  will  make  the  task of comparative investigation and
analysis  of  such  business  opportunities  extremely  difficult  and  complex.

                                  RISK FACTORS

Much  of  the information included in this registration statement includes or is
based  upon  estimates, projections or other "forward looking statements".  Such
forward  looking  statements include any projections or estimates made by us and
our  management  in  connection  with  our  business  operations.  While  these
forward-looking  statements,  and any assumptions upon which they are based, are
made  in good faith and reflect our current judgement regarding the direction of
our business, actual results will almost always vary, sometimes materially, from
any estimates, predictions, projections, assumptions or other future performance
suggested  herein.

Such  estimates,  projections  or  other  "forward  looking  statements" involve
various  risks  and uncertainties as outlined below.  We caution the reader that
important  factors  in  some  cases  have  affected  and,  in  the future, could
materially  affect  actual results and cause actual results to differ materially
from  the results expressed in any such estimates, projections or other "forward
looking  statements".


<PAGE>

Our  common  shares  are  considered  speculative  during  our  search for a new
business  opportunity.  Prospective investors should consider carefully the risk
factors  set  out  below.

Scarcity  of  and  Competition  for  Business  Opportunities  and  Combinations

We  are,  and will continue to be, an insignificant participant amongst numerous
other companies seeking a suitable business opportunity or business combination.
A  large  number  of  established  and well-financed entities, including venture
capital  firms, are actively seeking suitable business opportunities or business
combinations  which  may  also be desirable target candidates for us.  Virtually
all  such  entities  have  significantly  greater financial resources, technical
expertise  and  managerial  capabilities than we do.  We are, consequently, at a
competitive  disadvantage  in  identifying  possible  business opportunities and
successfully  completing a business combination.  Moreover, we will also compete
with  numerous  other  small  public  companies  seeking  suitable  business
opportunities  or  business  combinations.

Governmental  Regulation

To  the  best  of our knowledge, we are not currently subject to direct federal,
state  or  local  regulation  in  the  United  States,  other  than  regulations
applicable  to  businesses  generally.

Key  Personnel

Although  none  of  our  present officers or directors are key to our continuing
operations, we rely upon the continued service and performance of these officers
and  directors, and our future success depends on the retention of these people,
whose knowledge of our business and whose technical expertise would be difficult
to  replace.  At  this  time,  none  of  our  officers or directors are bound by
employment  agreements,  and as a result, any of them could leave with little or
no  prior  notice.

If  we  are  unable  to  hire  and  retain  technical,  sales  and marketing and
operational  personnel,  any  business  we acquire could be materially adversely
affected.  It  is  likely  that  we  will  have  to hire a significant number of
additional  personnel  in the future if we identify and complete the acquisition
of  a  business  opportunity,  or  if  we  enter  into  a  business combination.
Competition for qualified individuals is likely to be intense, and we may not be
able  to attract, assimilate, or retain additional highly qualified personnel in
the  future.  The  failure  to  attract,  integrate,  motivate  and retain these
employees  could  harm  our  business.

Need  for  Additional  Financing

We  anticipate  that  we  may  require  additional  financing  from directors or
unrelated  third  parties  in  order  to  continue  seeking  a suitable business
opportunity  or  business  combination  in  2003.  We  do  not  currently  have
sufficient capital to fund our existing operations.  However, we may be required
to  raise additional financing for a particular business combination or business
opportunity.  We  would likely seek to secure any additional financing necessary
through  a  private  placement  of  our  common  shares.

There  can  be  no  assurance  that,  if  required,  any  such financing will be
available  upon  terms and conditions acceptable to us, if at all. Our inability
to obtain additional financing in a sufficient amount when needed and upon terms
and  conditions acceptable to us could have a materially adverse effect upon our
company.  Although we believe that we have funds available to meet our immediate
needs,  we  may require further funds to finance the development of any business
opportunity  that  we acquire. There can be no assurance that such funds will be
available  or  available  on  terms  satisfactory to us. If additional funds are
raised  by  issuing  equity  securities,  further dilution to existing or future
shareholders  is  likely  to  result.  If  adequate  funds  are not available on
acceptable  terms  when  needed,  we  may  be  required  to delay, scale back or
eliminate  the  development  of  any  business  opportunity  that  we  acquire.
Inadequate  funding could also impair our ability to compete in the marketplace,
which  may  result  in  the  dissolution  of  our  company.

Limited  Operating  History

We  have  a  limited  operating  history  on  which to base an evaluation of our
business and prospects.  Our prospects must be considered in light of the risks,
uncertainties,  expenses  and  difficulties  frequently encountered by companies


<PAGE>

seeking to acquire or establish a new business opportunity.  Some of these risks
and  uncertainties  relate  to  our  ability to identify, secure and complete an
acquisition  of  a  suitable  business  opportunity.

We  cannot  be  sure  that  we  will be successful in addressing these risks and
uncertainties and our failure to do so could have a materially adverse effect on
our  financial condition.  In addition, our operating results are dependent to a
large  degree upon factors outside of our control.  There are no assurances that
we  will  be  successful  in  addressing  these  risks, and failure to do so may
adversely  affect  our  business.

It is unlikely that we will generate any or significant revenues while we seek a
suitable  business opportunity or business combination.  Our short and long-term
prospects  depend  upon  our  ability  to  select and secure a suitable business
opportunity  or business combination.  In order for us to make a profit, we will
need  to  successfully  acquire  a new business opportunity in order to generate
revenues  in an amount sufficient to cover any and all future costs and expenses
in connection with any such business opportunity.  Even if we become profitable,
we may not sustain or increase our profits on a quarterly or annual basis in the
future.

We  will,  in  all  likelihood, sustain operating expenses without corresponding
revenues,  at  least  until  we  complete  a  business  combination or acquire a
business  opportunity.  This may result in our company incurring a net operating
loss  which  will increase continuously until we complete a business combination
or  acquire  a  business opportunity that can generate revenues that result in a
net  profit  to  us.  There  is  no  assurance  that we will identify a suitable
business  opportunity  or  complete  a  business  combination.

Ability  to  Generate  Revenues  is  Uncertain

For the year ended December 31, 2002, we incurred a net loss of $587,193.  We do
not  anticipate  generating any significant revenues until we acquire a business
opportunity  or  complete  a  business combination.  We also have an accumulated
deficit  of  $749,091  as  at  December  31, 2002.  At this time, our ability to
generate  any  revenues  is  uncertain.  Our independent auditors' report on our
December  31,  2002  consolidated  financial  statements  contains an additional
explanatory paragraph which identifies issues that raise substantial doubt about
our  ability  to  continue  as a going concern.  The financial statements do not
include  any  adjustment that might result from the outcome of this uncertainty.

Speculative  Nature  of  Our  Proposed  Operations

The  success  of our proposed plan of operation will depend to a great extent on
the  operations,  financial  condition and management of any identified business
opportunity.  While  management  intends  to  seek business opportunities and/or
business  combinations with entities which have established operating histories,
there  is  no  assurance that we will successfully locate business opportunities
meeting  such criteria.  In the event that we complete a business combination or
otherwise  acquire  a business opportunity, the success of our operations may be
dependent  upon  management  of  the  successor  firm  or  venture partner firm,
together  with  a  number  of  other  factors  beyond  our  control.

No  Agreement  for  Business  Combination  or Other Transaction/No Standards for
Business  Combination

We  have  no  agreement  with  respect  to  acquiring  a business opportunity or
engaging  in  a  business  combination with any private entity.  There can be no
assurance  that  we  will  successfully  identify and evaluate suitable business
opportunities or conclude a business combination.  There is no assurance that we
will  be  able  to  negotiate  the  acquisition  of  a business opportunity or a
business  combination  on  terms  favorable  to  us.  We  have not established a
specific  length  of operating history or a specified level of earnings, assets,
net  worth or other criteria which we will require a target business opportunity
to have achieved, and without which we would not consider a business combination
in  any  form  with such business opportunity.  Accordingly, we may enter into a
business combination with a business opportunity having no significant operating
history,  losses, limited or no potential for earnings, limited assets, negative
net  worth  or  other  negative  characteristics.

Continued  Management  Control/Limited  Time  Availability

We  are  dependent  upon  management's  personal  abilities to evaluate business
opportunities  that  may be presented in the future.  While seeking to acquire a
business opportunity, management anticipates devoting up to 50% of their time to
our  business.  Management may or may not have prior experience in the technical


<PAGE>

aspects  of  the  industry  or  the  business  within  that industry that may be
acquired.  Our officers have not entered into written employment agreements with
us  with respect to our proposed plan of operation and are not expected to do so
in  the  foreseeable future.  We have not obtained key man life insurance on our
officers or directors.  Notwithstanding the combined limited experience and time
commitment of management, loss of the services of any of these individuals would
adversely  affect  development  of our business and our likelihood of continuing
operations.

Lack  of  Market  Research  or  Marketing  Organization

We  have  not  conducted  or received results of market research indicating that
there  is  a  demand  for  the acquisition of a business opportunity or business
combination  as  contemplated  by  our company.  Even if there is demand for the
acquisition  of  a business opportunity or combination as contemplated, there is
no  assurance  we will successfully complete such an acquisition or combination.

Lack  of  Diversification

In  all likelihood, our proposed operations, even if successful, may result in a
business  combination  with  only  one  entity.  Consequently,  the  resulting
activities  will  be  limited  to  that  entity's  business.  Our  inability  to
diversify  our  activities  into  a  number  of areas may subject us to economic
fluctuations  within  a  particular business or industry, thereby increasing the
risks  associated  with  our  operations.

Regulation

Although  we  will be subject to regulation under the Securities Exchange Act of
1934,  management  believes  that we will not be subject to regulation under the
Investment  Company  Act  of  1940,  insofar  as  we  will not be engaged in the
business  of investing or trading in securities.  In the event that we engage in
business combinations which result in us holding passive investment interests in
a  number  of  entities,  we could be subject to regulation under the Investment
Company  Act  of  1940,  meaning  that  we  would  be required to register as an
investment  company  and could be expected to incur significant registration and
compliance  costs.  We have obtained no formal determination from the Securities
and  Exchange  Commission  as  to the status of our company under the Investment
Company  Act  of 1940 and, consequently, any violation of such act would subject
us  to  material  adverse  consequences.

Probable  Change  in  Control  and  Management

A  business  combination  or acquisition of a business opportunity involving the
issuance  of  our  common  shares  may  result  in  new or incoming shareholders
obtaining  a controlling interest in our company.  Any such business combination
or  acquisition  of a business opportunity may require management of our company
to  sell or transfer all or a portion of the common shares in the capital of our
company  that  they  hold  or  resign as members of our board of directors.  The
resulting  change  in  our control could result in removal of one or more of our
present  officers and directors, and a corresponding reduction in or elimination
of  their  participation  in  the  future  affairs  of  our  company.

Reduction  of  Percentage  Share  Ownership  Following  Business  Combination

Our  primary  plan  of  operation  is  based  upon the acquisition of a business
opportunity  or  a  business  combination  with a private concern, which, in all
likelihood,  would  result  in  us issuing common shares to shareholders of such
private  company.  Issuing  previously  authorized and unissued common shares in
our  capital  will  reduce  the percentage of common shares owned by present and
prospective  shareholders  and  may  result  in  a  change in our control and/or
management.

Taxation

United  States  and,  if applicable, international tax consequences will, in all
likelihood,  be  major considerations in any business acquisition or combination
we  may  undertake. Typically, these transactions may be structured to result in
tax-free  treatment  pursuant to various United States tax provisions. We intend
to  structure any business combination so as to minimize the tax consequences to
our  company,  our management, our principal shareholders and the target entity.
Management  cannot  ensure  that  a business combination will meet the statutory
requirements  for a tax-free reorganization, or that the parties will obtain the
intended  tax-free  treatment  upon  a  transfer  of  common shares or assets. A
non-qualifying reorganization could result in the imposition of taxes, which may
have  an  adverse  effect  on  both  parties  to  the  transaction.


<PAGE>

Requirement  of Audited Financial Statements May Disqualify Business Opportunity

Management  believes  that  any potential business opportunity or target company
should provide audited financial statements for review and for the protection of
all  parties to the business acquisition or combination, although management may
waive  this  requirement  in  appropriate circumstances.  One or more attractive
business  opportunities  may  forego  a business combination with us rather than
incur  the  expenses  associated  with  preparing  audited financial statements.

Uncertain  Ability  to  Manage  Growth

Our  ability  to  achieve  any planned growth upon the acquisition of a suitable
business  opportunity or business combination will be dependent upon a number of
factors including, but not limited to, our ability to hire, train and assimilate
management  and other employees and the adequacy of our financial resources.  In
addition,  there can be no assurance that we will be able to manage successfully
any business opportunity or business combination.  Failure to manage anticipated
growth effectively and efficiently could have a materially adverse effect on our
business.

"Penny  Stock"  Rules  May  Restrict  the  Market  for  the  Company's  Shares

Our  common  shares  are  subject  to  rules  promulgated  by the Securities and
Exchange  Commission  relating to "penny stocks," which apply to companies whose
shares  are  not  traded  on  a national stock exchange or on the NASDAQ system,
trade  at  less than $5.00 per share, or who do not meet certain other financial
requirements  specified  by the Securities and Exchange Commission.  These rules
require  brokers  who  sell  "penny  stocks"  to  persons other than established
customers  and  "accredited  investors"  to complete certain documentation, make
suitability  inquiries  of  investors,  and  provide  investors  with  certain
information  concerning  the  risks  of trading in the such penny stocks.  These
rules  may  discourage  or  restrict  the  ability of brokers to sell our common
shares  and  may affect the secondary market for our common shares.  These rules
could  also  hamper  our  ability  to  raise funds in the primary market for our
common  shares.

Insider  Control  of  Common  Stock

Each  of  Dr.  Michael  Scheglov,  our  President,  Chief  Executive Officer and
Secretary,  and  Taly  Keren,  our  Vice-President and Treasurer, owns 2,255,000
shares  of  our  common  stock,  each  representing  38.4%  of  our  issued  and
outstanding shares of common stock.  Although these shareholders are not parties
to  a  voting  trust  or  any  other  arrangement  requiring  them to vote their
respective  shares  in a particular way, each of these shareholders will be able
to  influence all matters requiring shareholder approval, including the election
of  directors  and approval of significant corporate transactions.  Such control
may  have  the  effect  of  delaying  or  preventing  a  change  in  control.

Possible  Volatility  of  Share  Prices

Our common shares are currently publicly traded on the Over-the-Counter Bulletin
Board  service  of  the  National  Association  of Securities Dealers, Inc.  The
trading  price  of  our  common  shares  has  been subject to wide fluctuations.
Trading  prices  of  our  common shares may fluctuate in response to a number of
factors,  many  of  which  will  be  beyond  our  control.  The stock market has
generally experienced extreme price and volume fluctuations that have often been
unrelated  or disproportionate to the operating performance of companies with no
current  business  operation.  There can be no assurance that trading prices and
price  earnings  ratios  previously  experienced  by  our  common shares will be
matched  or  maintained.  These  broad market and industry factors may adversely
affect  the  market  price  of  our  common  shares, regardless of our operating
performance.

In  the past, following periods of volatility in the market price of a company's
securities,  securities class-action litigation has often been instituted.  Such
litigation,  if  instituted,  could  result  in  substantial  costs for us and a
diversion  of  management's  attention  and  resources.

Indemnification  of  Directors,  Officers  and  Others

Our  by-laws  contain  provisions  with  respect  to  the indemnification of our
officers  and  directors  against  all  expenses (including, without limitation,
attorneys'  fees,  judgments, fines, settlements, and other amounts actually and
reasonably  incurred  in connection with any proceeding arising by reason of the


<PAGE>

fact that the person is one of our officers or directors) incurred by an officer
or  director in defending any such proceeding to the maximum extent permitted by
Nevada  law.

Insofar  as  indemnification for liabilities arising under the Securities Act of
1933  may  be  permitted  to  directors, officers and controlling persons of our
company  under  Nevada law or otherwise, we have been advised the opinion of the
Securities  and  Exchange  Commission  is  that  such indemnification is against
public  policy  as  expressed  in  the Securities Act of 1933 and is, therefore,
unenforceable.

Future  Dilution

Our  constating  documents  authorize  the issuance of 75,000,000 common shares,
each with a par value of $0.001.  In the event that we are required to issue any
additional  shares  or  enter into private placements to raise financing through
the  sale  of  equity  securities,  investors'  interests in our company will be
diluted  and  investors  may  suffer  dilution in their net book value per share
depending  on the price at which such securities are sold.  If we issue any such
additional  shares,  such  issuances  also  will  cause  a  reduction  in  the
proportionate  ownership  and  voting power of all other shareholders.  Further,
any  such  issuance  may  result  in  a  change  in  our  control.

Anti-Takeover  Provisions

We  do  not  currently  have  a  shareholder  rights  plan  or any anti-takeover
provisions  in  our  By-laws.  Without any anti-takeover provisions, there is no
deterrent  for  a  take-over of our company, which may result in a change in our
management  and  directors.

ITEM  2.     DESCRIPTION  OF  PROPERTY.

Our principal executive office is located at Suite 35 - 148th Ave SE, Suite # 9,
Bellevue, WA.  We share a small section of the Bellevue premises with Dr Michael
Scheglov,  President  of  the Company.  Because we are presently inactive and do
not  require  office  space  beyond  a  place  for record retention, Dr. Michael
Scheglov  charges  no  compensation  for  use  of  his  premises.

ITEM  3.     LEGAL  PROCEEDINGS.

We  know of no material, active or pending legal proceedings against us, nor are
we  involved  as  a plaintiff in any material proceedings or pending litigation.
There  are no proceedings in which any of our directors, officers or affiliates,
or  any  registered  or  beneficial  shareholders are an adverse party or have a
material  interest  adverse  to  us.

On  or  about  May  24,  2002,  the  Law Office of Oleg Ordinartsev PLLC filed a
lawsuit  in  the  King County Superior Court, Case No. 02-2-16398-0 SEA, against
Golden  Caviar  (the  "Ordinartsev  Action")  alleging  breach  of  a  purported
agreement  between  Golden  Caviar Corp. and the plaintiff Oleg Ordinartsev PLLC
and  seeking specific performance. On or about June 10, 2002 Golden Caviar Corp.
filed  its answer to the complaint in the Ordinartsev Action, in which it denied
the  substantive  allegations  therein, raised several affirmative defences, and
filed a counterclaim against the plaintiff alleging interference with a business
expectancy,  trespass  and  misrepresentation.

On  June 27, 2002, Golden Caviar Corp. filed an amended answer, counterclaim and
third  party  complaint  in  the  Ordinartsev  Action  naming  Dr.  Sova and Sea
Technology  Enterprise,  LLC  as  third party defendants. In addition to seeking
judgment  to  the effect that the plaintiff's claims against Golden Caviar Corp.
be  dismissed  with  prejudice, Golden Caviar Corp. was seeking that judgment be
entered  in  its  favor  and  against  the  plaintiff, Dr. Sova, Mr. Ordinartsev
personally  and  Sea  Technology  Enterprise, LLC for damages in an amount to be
proven at trial, for prejudgment interest, for attorney fees; and for such other
and  further  relief  as  the  Court  deems  just,  equitable  and  proper.

On  June  27,  2002,  we  filed a report on Form 8-K announcing that on June 27,
2002,  Golden  Caviar  Corp., our wholly-owned subsidiary, discontinued proposed
caviar  business operations with Dr. Vyacheslav Sova, Sea Technology Enterprise,
LLC,  a  limited  liability  company  formed  under  the  laws  of  the State of
Washington  and  controlled  by  Dr. Sova. (Detailed report on Form 8-K filed on
June  27,  2002).

Effective  June  27,  2002  we  have  begun to refocus on efforts in seeking new
business  opportunities.


<PAGE>

On  July  3,  2002,  Rolltech  and  our  wholly-owned subsidiary, Golden Caviar,
entered  into  Agreement  with  Dr.  Sova  and Sea Technology Enterprise, LLC to
release  from  any  and  all  claims  including, without limitation, any and all
claims  being litigated in the King County Superior Court, Case No. 02-2-16398-0
SEA,  or  which  could  arise from any of the agreements or relationships by and
between  Golden  Caviar,  Rolltech, Dr. Sova and Sea Technology Enterprise, LLC.

Concurrently,  Rolltech and and its wholly-owned subsidiary, Golden Caviar Corp.
entered  into  to  Agreement  with  Oleg  Ordinartsev and the Law Office of Oleg
Ordinartsev  PLLC  forever  discharge each other of any and all claims, demands,
and  causes  of  action of whatsoever kind, nature or description, whether past,
present  or  future, which have arisen out of or could be alleged to have arisen
out  of  the claims by Golden Caviar Corp. contained in the King County Superior
Court,  Case  No.  02-2-16398-0  SEA.



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

No  matters  were  submitted  to  a vote of our security holders during the year
ended  December  31,  2002.

                                     PART II

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

Our  common  stock  is quoted on the OTC Bulletin Board under the symbol "RLTE".
Our  common  stock began quotation on the OTC Bulletin Board on January 12, 2001
and  our  CUSIP number is 77578R 100.  The following quotations reflect the high
and  low  bids for our common stock based on inter-dealer prices, without retail
mark-up, mark-down or commission and may not represent actual transactions.  The
high  and  low  prices of our common stock (obtained from Canada Stockwatch) for
the  periods  indicated  below  are  as  follows:

<TABLE>
<CAPTION>
<S>                           <C>    <C>
          QUARTER ENDED       HIGH   LOW
          ------------------  -----  -----
          December 31, 2002   $1.01  $0.11
          ------------------  -----  -----
          September 30, 2002  $1.01  $0.10
          ------------------  -----  -----
          June 30, 2002       $1.01  $0.51
          ------------------  -----  -----
          March 31, 2002      $1.45  $0.10
          ------------------  -----  -----
</TABLE>

There was no trading activity for the quarterly periods ended September 30, 2002
and  December  31,  2002.

Our  common  shares  are issued in registered form. Pacific Stock Transfer, 5844
South  Pecos Road, Suite D, Las Vegas, Nevada  89120 (Telephone: (702) 361-3033,
facsimile  (702)  732-7890)  is  the registrar and transfer agent for our common
shares.

As  of  March  14, 2003, we had 5,868,500 shares of common stock outstanding and
approximately  64  stockholders of record.  This number of stockholders does not
include  stockholders  who  hold  our  securities  in  street  name.

Dividend  Policy

We  have  not declared or paid any cash dividends since inception.  We intend to
retain  future  earnings,  if any, for use in the operation and expansion of our
business  and do not intend to pay any cash dividends in the foreseeable future.
Although  there  are  no restrictions that limit our ability to pay dividends on
our common shares, we intend to retain future earnings for use in our operations
and  the  expansion  of  our  business.

Equity  Compensation  Plan  Information

On March 18, 2002, we granted 600,000 options to purchase our common stock at an
exercise  price  of  $0.51  per share.  100,000 options granted to Dr. Sova were


<PAGE>

subsequently  cancelled.  Another  60,000  options  granted to a consultant were
cancelled  in November 2002.  The remaining 440,000 options have fully vested at
December  31,  2002  and  expire  on  March  18,  2007.

Recent  Sales  of  Unregistered  Securities

In  exchange  for the caviar licence (having no specified expiry), we issued (on
April  3,  2002)  1,000,000, fully-vested, non-forfeitable, restricted shares of
the  Company  to  Dr.  Sova.  In June 2002, we decided to discontinue our caviar
business  over  an  unresolvable  dispute  with  Dr.  Sova  (the licensor). Such
termination  and  settlement  of  the  agreement  resulted  in  the  return  and
cancellation  of  the  above-mentioned  1,000,000  issued  common  shares of the
Company  (returned  and cancelled in July 3 2002). The effect of the termination
has  been  recorded  in our financial statements for the year ended December 31,
2002.

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

The  following  discussion  should  be  read  in  conjunction with our financial
statements  and  the  related notes that appear elsewhere in this annual report.
The  following  discussion  contains forward-looking statements that reflect our
plans,  estimates  and beliefs.  Our actual results could differ materially from
those  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 elsewhere in this annual report, particularly in the section entitled
"Risk  Factors"  found  under  "Item  1.  Description  of  Business".

Our  consolidated  financial  statements are stated in United States dollars and
are  prepared  in  accordance  with  United States Generally Accepted Accounting
Principles.

GENERAL

Our  company was incorporated on January 25, 2000 under the laws of the State of
Nevada.  We  were  initially  focused  on  the identification and acquisition of
marketing  licenses  for  high  technology  manufactured products. We planned to
develop  a  business-to-business manufacturing technology interactive website to
facilitate  the  marketing  of  any  products that we succeeded in licensing. In
February,  2000,  as  an  initial marketing project, we entered into a marketing
license  agreement  pursuant  to  which  we were granted an exclusive license to
market  a  proprietary  solid-state  graphite-based  lubricant.  As  a result of
difficulties  experienced in marketing the lubricant, high costs and poor market
conditions,  we  were  unable  to  obtain adequate financing to proceed with the
execution  of  our  plans,  including  the  development  and  launch  of  our
business-to-business  website.  Effective  February  1,  2001, we terminated our
marketing  license  agreement  for  the  lubricant,  and refocused on efforts in
seeking  new  business  opportunities,  operating  as  a  "blank check" company.

On  March  13,  2002,  acting through our wholly-owned subsidiary, Golden Caviar
Corp.,  we  entered  into an arm's length agreement with Dr. Vyacheslav Sova and
Sea  Technology  Enterprise,  LLC,  a  Washington  limited  liability  company
controlled by Dr. Sova, pursuant to which Golden Caviar Corp. agreed to purchase
certain  assets  from Sea Technology Enterprise, LLC and to acquire an exclusive
license  to  certain  intellectual  property  from  Dr.  Sova.  The transactions
contemplated  in this Agreement closed on March 13, 2002. The assets that Golden
Caviar  Corp. purchased from Sea Technology consist of equipment that would have
together with the technology licensed by Dr. Sova, permitted Golden Caviar Corp.
to  produce  salmon caviar and salmon caviar products. The license that Dr. Sova
granted  to  Golden  Caviar  Corp.  was a worldwide and exclusive license to use
certain  intellectual  property  that  was  the  subject  of a number of Russian
patents,  as  well as other intellectual property (including certain proprietary
recipes)  with  respect  to  the  production  of salmon caviar and salmon caviar
products.

Since  the  closing  of  the  transactions  with  Dr.  Sova  and  Sea Technology
Enterprise,  LLC,  we  were  working towards establishing our infrastructure and
entering  into  key  supply  relationships  with  the view to commencing primary
processing  of  salmon  caviar  in  June  2002. Shortly after the acquisition we
ceased our relationship with Dr. Sova and Sea Technology Enterprise, LLC over an
unresolved  dispute  and  effected  the  reversal  of  the  original acquisition
transaction.

On  or  about  May  24,  2002,  the  Law Office of Oleg Ordinartsev PLLC filed a
lawsuit  in  the  King County Superior Court, Case No. 02-2-16398-0 SEA, against
Golden  Caviar  (the  "Ordinartsev  Action")  alleging  breach  of  a  purported
agreement  between  Golden  Caviar Corp. and the plaintiff Oleg Ordinartsev PLLC
and  seeking specific performance. On or about June 10, 2002 Golden Caviar Corp.
filed  its answer to the complaint in the Ordinartsev Action, in which it denied
the  substantive  allegations  therein, raised several affirmative defences, and
filed a counterclaim against the plaintiff alleging interference with a business
expectancy,  trespass  and  misrepresentation.  On  June 27, 2002, Golden Caviar


<PAGE>

Corp.  filed  an  amended  answer, counterclaim and third party complaint in the
Ordinartsev  Action  naming Dr. Sova and Sea Technology Enterprise, LLC as third
party  defendants.  In  addition  to  seeking  judgment  to  the effect that the
plaintiff's  claims  against  Golden  Caviar  Corp. be dismissed with prejudice,
Golden Caviar Corp. is seeking that judgment be entered in its favor and against
the  plaintiff,  Dr.  Sova,  Mr.  Ordinartsev  personally  and  Sea  Technology
Enterprise,  LLC for damages in an amount to be proven at trial, for prejudgment
interest,  for attorney fees; and for such other and further relief as the Court
deems  just,  equitable  and  proper.

On  June  27,  2002,  we  filed a report on Form 8-K announcing that on June 27,
2002,  Golden  Caviar  Corp., our wholly-owned subsidiary, discontinued proposed
business  operations with Dr. Vyacheslav Sova, Sea Technology Enterprise, LLC, a
limited  liability  company formed under the laws of the State of Washington and
controlled  by  Dr.  Sova. (Detailed report on Form 8-K filed on June 27, 2002).

Effective  June  27,  2002  we  have  begun to refocus on efforts in seeking new
business  opportunities.

On  July  3,  2002,  Rolltech  and  our  wholly-owned subsidiary, Golden Caviar,
entered  into Agreement with Dr. Sova and Sea Technology to release from any and
all  claims including, without limitation, any and all claims being litigated in
the  King County Superior Court, Case No. 02-2-16398-0 SEA, or which could arise
from  any  of  the  agreements  or  relationships  by and between Golden Caviar,
Rolltech,  Sova  and  Sea  Technology.

Concurrently,  Rolltech  and  and  its  wholly-owned  subsidiary,  Golden Caviar
entered  into  to  Agreement  with  Oleg  Ordinartsev and the Law Office of Oleg
Ordinartsev PLLC to forever discharge each other of any and all claims, demands,
and  causes  of  action of whatsoever kind, nature or description, whether past,
present  or  future, which have arisen out of or could be alleged to have arisen
out  of the claims by Golden Caviar contained in the King County Superior Court,
Case  No.  02-2-16398-0  SEA.

Plan  of  Operation

Since  we  discontinued  our  business relation with Dr. Sova and Sea Technology
Enterprises,  LLC,  we  no  longer have an active operating business that we can
pursue.  Accordingly,  we  are  seeking  to  either identify a suitable business
opportunity  or  enter  into  a suitable business combination. Until we secure a
suitable business opportunity or combination, we will operate as a "blank check"
company.  Management  of  our  company  does not believe that it will be able to
generate  revenues  without finding and completing the acquisition of a suitable
business  opportunity.  In  addition,  if  no  suitable  business opportunity is
identified, shareholders will not realize any further return on their investment
in  our  company,  and  there  will  be  no  market  for  our  common  shares.

Once a business opportunity or business combination has been identified, we will
investigate  and  evaluate  the business opportunity or business combination. In
selecting  a  suitable  business opportunity or business combination, management
intends  to  focus  on  the potential for future profits and strength of current
operating  management  of  the  business opportunity or business combination. We
have  not  put  industry or geographically specific limitations on the nature of
acquisitions or business opportunities to be evaluated. Management believes that
the  greatest  potential  lies  in  technology  and  goods  or  products-related
industries, rather than principally service industries. Nevertheless, this shall
not  preclude  the investigation or evaluation of any other category of business
or  industry.  We  will conduct our own investigation to identify an appropriate
business opportunity or business combination, and will seek a potential business
opportunity  or business combination from all known sources, relying principally
upon  personal  contacts  of  our  officers  and  directors, as well as indirect
associations  between  them  and  other  business  and  professional  people.

Management  believes  that we currently lack sufficient cash flow to provide its
current  cash  requirements for the next twelve months without additional equity
financing  or  loans  from directors. Until a business is acquired providing the
cash  flow  necessary to sustain our cash flow requirements, we will continue to
rely  on  certain  of  the  directors  to  finance  the  deficiency of cash from
operations.

We  do not presently have any agreements, arrangements or understandings for the
acquisition  of  new  businesses.  We  are  actively  searching  for  potential
acquisitions,  but  there  is  no  assurance  that  our  search will locate good
investment  targets or provide sufficient financing opportunities to allow us to
meet  our  liabilities  and  commitments  as  they  come  due.

We  are  a development stage company that, as of December 31, 2002, is operating
as  a  "blank  check"  company without an operating business.  We are seeking to
identify  a  suitable  business  opportunity  or  enter into a suitable business


<PAGE>

combination.  Our  company  will  not  be  able to generate any revenues without
funding and completing the acquisition of a suitable business opportunity or the
completion of a suitable business combination.  In addition, if we are unable to
identify  and  complete  such  an  acquisition,  then  our shareholders will not
realize any further return on their investment in our company, and there will be
no  market  for  our  common  shares.

There  is  substantial doubt about our ability to continue as a going concern as
we have suffered recurring losses from operations and have no established source
of  revenue.  Accordingly,  our  independent  auditors  included  an explanatory
paragraph  regarding  concerns about our ability to continue as a going concern.
Our  consolidated  financial  statements  contain  additional  note  disclosures
describing  the  circumstances  that  lead to this disclosure by our independent
auditors.

We  are  currently relying on our directors and creditors to fund our continuing
operating  expenses  and to fund the identification and evaluation of a suitable
business  opportunity or business combination.  As of December 31, 2002 our cash
balance  was  only  $14  and  directors  have currently suspended payment of all
remuneration.  We  anticipate  that  we  will require additional financing of at
least  $50,000  from  directors  or unrelated third parties in order to continue
seeking  a  suitable  business  opportunity or business combination for the next
twelve  months.  However,  we  may  be required to raise additional financing in
excess of $50,000 for a particular business combination or business opportunity.
We  would  likely  seek  to  secure any additional financing necessary through a
private  placement  of  our  common  shares.

Plan  of  Operation  for  the  12  Months  ending  December  31,  2003

We will continue to seek a new business opportunity or business combination over
the  12  month  period ending December 31, 2003.  Once a business opportunity or
business  combination  has been identified, we will investigate and evaluate the
business opportunity or business combination.  Should our company wish to pursue
any  specific  business  opportunity  or  business  combination, we will have to
comply  with  all  applicable corporate and securities laws in order to complete
the  acquisition  of  or  merger  with  any  such  business  opportunity.

Cash  Requirements

We  anticipate  that  we  may  require  additional  financing from directors and
unrelated  third  parties  in  order  to  continue  seeking  a suitable business
opportunity  or business combination beyond the end of the second quarter of the
fiscal  year  ending  December  31,  2003.  We  anticipate  that  we  will  have
sufficient  capital  to  fund  our  ongoing operations until that time.  Once we
locate  a  suitable business opportunity or business combination, we will likely
have  to  seek  to  obtain  equity  and/or  debt financing from third parties to
facilitate  and  complete  the  acquisition  of such a business opportunity or a
suitable  business combination.  We may also issue shares of our common stock as
consideration  for  the  acquisition  of  a  suitable  business opportunity or a
suitable  business  combination.

Product  Research  and  Development

We  do not anticipate that we will expend any significant monies on research and
development over the next twelve months.  However, some research and development
is possible upon the identification of purchase of a targeted business, of which
none  is  currently  identified.

Purchase  of  Significant  Equipment

We  do  not  intend  to  purchase any significant equipment through December 31,
2003, unless we identify a suitable business opportunity or business combination
that  may  require  us  to  invest  in  such  equipment.

Sales  and  Marketing

We  do  not  anticipate  that we will expend any significant monies on sales and
marketing  over  the  next  twelve months.  However, some sales and marketing is
possible  upon  the  identification of purchase of a targeted business, of which
none  is  currently  identified


<PAGE>

Employees

Over  the  twelve  months ending December 31, 2003, we anticipate an increase in
the  number  of  employees  we  retain  only  if  we  identify  and complete the
acquisition  of  a  business  opportunity  or enter into a business combination.
Such  an  increase  of  the  number  of employees may significantly increase our
monthly  burn  rate  and  such  increase in the monthly burn rate depends on the
number  of  employees  we  ultimately  retain,  if  any.

New  Accounting  Pronouncements

Statement  of  Financial  Accounting  Standards  No.  146, "Accounting for Costs
Associated  with  Exit or Disposal Activities" ("SFAS 146") provides guidance on
the recognition and measurement of liabilities for costs associated with exit or
disposal activities.  The provisions of this Statement are effective for exit or
disposal  activities  that  are  initiated  after  December  31,  2002.

In  November  2002,  the  FASB  issued  FASB  Interpretation  ("FIN")  No.  45,
"Guarantor's  Accounting  and  Disclosure Requirements for Guarantees, Including
Indirect  Guarantees  of Indebtedness of Others", which addresses the accounting
for  and  disclosure  of guarantees.  FIN 45 requires a guarantor to recognize a
liability  for  the  fair value of a guarantee at inception.  The recognition of
the  liability  is  required  even  if  it is not probable that payments will be
required  under  the  guarantee.  The  disclosure requirements are effective for
interim  and  annual  financial  statements ending after December 15, 2002.  The
initial  recognition and measurement provisions are effective for all guarantees
within  the  scope  of  FIN  45  issued  or  modified  after  December 31, 2002.

FIN 46, "Consolidation of Variable Interest Entities", clarifies the application
of  Accounting Research Bulletin No. 51, "Consolidated Financial Statements", to
certain  entities in which equity investors do not have the characteristics of a
controlling  financial interest or do not have sufficient equity at risk for the
entity  to  finance  its  activities  without  additional subordinated financial
support  from  other  parties.  FIN  46  is  applicable immediately for variable
interest  entities  created  after  January  31,  2003.  For  variable  interest
entities  created  prior  to  January  31,  2003,  the  provisions of FIN 46 are
applicable  no  later  than  July  1,  2003.

The  implementation  of  these  new standards is not expected to have a material
effect  on  our  financial  statements.

Application  of  Critical  Accounting  Policies

Going  Concern

These  consolidated  financial  statements have been prepared on a going concern
basis  which  assumes  that  adequate  sources  of financing will be obtained as
required  and  that  our  assets will be realized and liabilities settled in the
ordinary  course  of  business.  Accordingly,  these  consolidated  financial
statements  do  not  include  any  adjustments  related to the recoverability of
assets  and  classification  of  assets  and liabilities that might be necessary
should  we  be  unable  to  continue  as  a  going  concern.

In order for us to continue as a going concern, we require additional financing.
There can be no assurance that additional financing will be available to us when
needed  or,  if  available,  that  it can be obtained on commercially reasonable
terms.  If  we  are  not able to continue as a going concern, we would likely be
unable to realize the carrying value of our assets reflected in the balances set
out  in  the  preparation  of  consolidated  financial  statements.


<PAGE>

Use  of  Estimates

The  preparation  of  financial  statements  in  accordance  with  United States
generally  accepted  accounting principles requires management to make estimates
and  assumptions  that affect the reported amounts of assets and liabilities and
disclosures  of  contingent  assets and liabilities at the date of the financial
statements  and  the  reported  amounts  of  revenues  and  expenses  during the
reporting  period.  Actual results could materially differ from these estimates.

Stock-based  Compensation

We  apply  Accounting  Principles  Board ("APB") Opinion No. 25, "Accounting for
Stock  Issued to Employees", and related interpretations in accounting for stock
option  grants  to employees.  Under APB 25, compensation cost is recognized for
stock  options  granted  to  employees  at  prices below the market price of the
underlying  common  stock  on  the  date  of  grant.

Statement  of  Financial  Accounting Standards ("SFAS") No. 123, "Accounting for
Stock-Based  Compensation",  requires  us  to  provide  pro-forma  information
regarding  net  income  as  if  compensation cost for our stock options had been
determined in accordance with the fair value based method prescribed in SFAS No.
123.  The  value  of  stock  options granted to consultants is recognized in our
consolidated  financial  statements  as  compensation  expense  using  the
Black-Scholes  option  pricing  model.

Compensation  expense  is remeasured on a quarterly basis until fully vested for
options  not  vested  on  the  grant  date.

We  do  not  plan  to  adopt the fair value method of accounting for stock-based
compensation  awarded to employees.  Consequently, related pro-forma information
as  required  by  SFAS  No. 123 has been disclosed in the consolidated financial
statements  in  accordance  with  SFAS  148.

ITEM  7.     FINANCIAL  STATEMENTS.

Our  consolidated  financial  statements are stated in United States dollars and
are  prepared  in  accordance  with  United States generally accepted accounting
principles.  The  Report  of Independent Accountants of BDO Dunwoody LLP for the
audited financial statements for the year ended December 31, 2002 and the Report
of  Independent  Accountants of Moore Stephens Ellis Foster Ltd. for the audited
financial  statements  for  the year ended December 31, 2001 are included herein
immediately  preceding  the  audited  financial  statements.


<PAGE>

     ROLLTECH, INC.
     (A DEVELOPMENT STAGE ENTERPRISE)

     Consolidated Financial Statements
     (Expressed in US Dollars)

     December 31, 2002 and 2001



     Index
     -----

     Report of Independent Accountants - BDO Dunwoody LLP

     Report of Independent Accountants - Moore Stephens Ellis Foster Ltd.

     Consolidated Balance Sheets

     Consolidated Statement of Changes in Stockholders' Equity (Capital Deficit)

     Consolidated Statements of Operations

     Consolidated Statements of Cash Flows

     Summary of Significant Accounting Policies

     Notes to Consolidated Financial Statements


<PAGE>

================================================================================

                                               REPORT OF INDEPENDENT ACCOUNTANTS

--------------------------------------------------------------------------------

TO  THE  DIRECTORS  AND  STOCKHOLDERS  OF
ROLLTECH,  INC.
(A  DEVELOPMENT  STAGE  COMPANY)


We  have audited the Consolidated Balance Sheet of Rolltech, Inc. (a development
stage  company)  as  at  December  31,  2002  and the Consolidated Statements of
Operations,  Changes  in  Stockholders' Equity (Capital Deficit), Operations and
Cash  Flows  for  the  year  then ended and for the period from January 25, 2000
(incorporation)  to  December  31,  2002.  These  financial  statements  are the
responsibility  of the Company's management. Our responsibility is to express an
opinion  on  these financial statements based on our audit. We did not audit the
consolidated  financial statements of Rolltech, Inc. for the period from January
25,  2000  (incorporation) to December 31, 2001. Such statements are included in
the  cumulative  inception  to  December  31,  2002  totals on the Statements of
Operations,  Stockholders' Equity (Capital Deficit) and Cash Flows and reflect a
net  loss  of 14% of the related cumulative total. Those statements were audited
by other auditors whose report has been furnished to us and our opinion, insofar
as it relates to amounts for the period from January 25, 2000 (incorporation) to
December  31,  2001  included in the cumulative totals, is based solely upon the
report  of  the  other  auditors.

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

In  our  opinion,  based  on  our  audit and the report of other auditors, these
financial  statements present fairly, in all material respects, the consolidated
financial  position  of  Rolltech,  Inc.  (a  development  stage  company) as at
December 31, 2002 and the related Consolidated Statements of Operations and Cash
Flows  for  the  year  then  ended  and  for  the  period  from January 25, 2000
(incorporation)  to December 31, 2002 in conformity with United States generally
accepted  accounting  principles.

The  accompanying  consolidated financial statements have been prepared assuming
the  Company  will  continue  as a going concern.  As discussed in Note 1 to the
consolidated  financial  statements,  the  Company has suffered recurring losses
from  operations  and  has  no  established  source  of  revenue.  This  raises
substantial  doubt  about  its  ability  to  continue  as  a  going  concern.
Management's  plans  in  regard to these matters are described in Note 1.  These
consolidated  financial  statements  do  not  include any adjustments that might
result  from  the  outcome  of  this  uncertainty.

/S/  BDO  DUNWOODY  LLP

Chartered  Accountants

Vancouver,  Canada
March  20,  2003


<PAGE>

MOORE  STEPHENS  ELLIS  FOSTER  LTD.
           CHARTERED  ACCOUNTANTS

1650 West 1st Avenue
Vancouver, BC Canada V6J 1G1
Telephone: (604) 734-1112 Facsimile: (604) 714-5916
E-Mail: generaldelivery@ellisfoster.com
        -------------------------------

--------------------------------------------------------------------------------


REPORT  OF  INDEPENDENT  ACCOUNTANTS


TO  THE  BOARD  OF  DIRECTORS  AND  STOCKHOLDERS

-    ROLLTECH,  INC.
(A  development  stage  enterprise)

We  have  audited  the  balance  sheet  of  ROLLTECH,  INC.  ("the  Company") (a
development stage enterprise) as at December 31, 2001 and the related statements
of  stockholders'  equity,  operations  and cash flows for the cumulative period
from  January  25,  2000  (inception)  to  December  31, 2001 and the year ended
December  31,  2001.  These  financial  statements are the responsibility of the
Company's  management.  Our  responsibility  is  to  express an opinion on these
financial  statements  based  on  our  audits.

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

In  our  opinion,  these  financial  statements  present fairly, in all material
respects,  the financial position of the Company as at December 31, 2001 and the
results  of  its  operations  and  its cash flows for the cumulative period from
January  25,  2000  (inception) to December 31, 2001 and the year ended December
31,  2001  in  conformity  with  generally accepted accounting principles in the
United  States.

The  accompanying  financial  statements  have  been  prepared assuming that the
Company  will  continue  as  a  going  concern,  which contemplates, among other
things,  the  realization  of  assets  and  the  satisfaction of liabilities and
commitments  in  the  normal  course of business.  As discussed in Note 1 to the
financial statements, the continued operations of the Company as a going concern
is  dependent  on its ability to search for a suitable business to merge with or
acquire.  The  Company  has  incurred  recurring  losses from operations.  These
factors  raise  substantial  doubt  about  its  ability  to  continue as a going
concern.  Management's  plans  concerning these matters are described in Note 1.
These financial statements do not include any adjustments that might result from
the  outcome  of  this  uncertainty.



Vancouver,  Canada                   "MOORE  STEPHENS  ELLIS  FOSTER  LTD."
January  29,  2002                                   Chartered  Accountants


MS  An  independently owned and operated member of Moore Stephens North America,
Inc.  Members in principal cities throughout North America. Moore Stephens North
America,  Inc.  is  a member of Moore Stephens International Limited, members in
principal  cities  throughout  the  world.


<PAGE>

<TABLE>
<CAPTION>
ROLLTECH,  INC.
(A  development  stage  enterprise)

Consolidated  Balance  Sheets
(EXPRESSED  IN  US  DOLLARS)
====================================================================================

DECEMBER 31                                                      2002        2001
------------------------------------------------------------------------------------
<S>                                                           <C>         <C>

ASSETS

CURRENT
  Cash                                                        $      14   $  12,991
  Prepaid expenses and deposits                                       -         945
------------------------------------------------------------------------------------

TOTAL CURRENT ASSETS                                                 14      13,936

PROPERTY AND EQUIPMENT (Note 3)                                   3,486       4,507
------------------------------------------------------------------------------------

TOTAL ASSETS                                                  $   3,500   $  18,443
====================================================================================

LIABILITIES AND STOCKHOLDERS' EQUITY (CAPITAL DEFICIT)

LIABILITIES

CURRENT
  Accounts payable and accrued liabilities (Note 5)           $ 104,885   $  13,035
  Due to directors (Note 5)                                     100,000           -
------------------------------------------------------------------------------------

TOTAL CURRENT LIABILITIES                                       204,885      13,035
------------------------------------------------------------------------------------

STOCKHOLDERS' EQUITY (CAPITAL DEFICIT)

SHARE CAPITAL (Note 2)
  Authorized:
      75,000,000 common shares with a par value
        of $0.001 per share
  Issued and outstanding
      5,868,500 common shares                                     5,869       5,869


ADDITIONAL PAID-IN CAPITAL                                      541,837     161,437
DEFICIT ACCUMULATED DURING THE DEVELOPMENT STAGE               (749,091)   (161,898)
------------------------------------------------------------------------------------

TOTAL STOCKHOLDERS' EQUITY (CAPITAL DEFICIT)                   (201,385)      5,408
------------------------------------------------------------------------------------

TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY (CAPITAL DEFICIT)  $   3,500   $  18,443
====================================================================================

<FN>
THE  ACCOMPANYING  SUMMARY  OF  SIGNIFICANT  ACCOUNTING  POLICIES  AND  NOTES ARE AN
INTEGRAL  PART  OF  THESE  CONSOLIDATED  FINANCIAL  STATEMENTS.
</TABLE>


<PAGE>

<TABLE>
<CAPTION>
ROLLTECH,  INC.
(A  development  stage  enterprise)

Consolidated  Statement  of  Changes  in  Stockholders'  Equity  (Capital  Deficit)
(EXPRESSED  IN  US  DOLLARS)
=================================================================================================================================
                                                                                                                         Total
                                                                                                           Deficit       Stock-
                                                                                                         accumulated     holders'
                                                                      Common stock         Additional    during the     equity
                                                                --------------------------   paid-in     development    (Capital
                                                                   Shares        Amount      capital        stage       Deficit)
---------------------------------------------------------------------------------------------------------------------------------
<S>                                                             <C>           <C>           <C>         <C>            <C>

Shares issued for cash on inception                               4,000,000   $     4,000   $  11,000   $          -   $  15,000

Shares issued for cash in July 2000, net of share
  issuance cost of $36,500                                        1,527,500         1,528     114,722              -     116,250

Imputed interest on loan and amount due to related parties                -             -       1,218              -       1,218

Net loss and comprehensive loss for the period                            -             -           -        (56,232)    (56,232)
---------------------------------------------------------------------------------------------------------------------------------

BALANCE, December 31, 2000                                        5,527,500         5,528     126,940        (56,232)     76,236

Shares issued for services at $0.001 per share in:
 - April 2001                                                       141,000           141      13,959              -      14,100
 - November 2001                                                    200,000           200      19,800              -      20,000

Imputed interest on amount due to related parties                         -             -         738              -         738

Net loss and comprehensive loss for the year                              -             -           -       (105,666)   (105,666)
---------------------------------------------------------------------------------------------------------------------------------

BALANCE, December 31, 2001                                        5,868,500         5,869     161,437       (161,898)      5,408

Shares issued for a license at $0.11 per share in
April 2002 (Note 2)                                               1,000,000         1,000     109,000              -     110,000

Shares cancelled in connection with termination and return of
 license in July 2002 (Note 2)                                   (1,000,000)       (1,000)   (109,000)             -    (110,000)

Stock option compensation (Note 7)                                        -             -     380,400              -     380,400

Net loss and comprehensive loss for the year                              -             -           -       (587,193)   (587,193)
---------------------------------------------------------------------------------------------------------------------------------

BALANCE, December 31, 2002                                        5,868,500   $     5,869   $ 541,837   $   (749,091)  $(201,385)
=================================================================================================================================

<FN>
The  accompanying  summary  of  significant  accounting  policies  and notes are an integral part of these consolidated financial
statements.
</TABLE>


<PAGE>

<TABLE>
<CAPTION>
ROLLTECH,  INC.
(A  development  stage  enterprise)

Consolidated Statements  of  Operations
(EXPRESSED  IN  U.S.  DOLLARS)
================================================================================
                                           CUMULATIVE
                                                 FROM
                                           JANUARY 25
                                                 2000          YEAR         Year
                                      (INCORPORATION)         ENDED        Ended
                                       TO DECEMBER 31   DECEMBER 31  December 31
                                                 2002          2002         2001
--------------------------------------------------------------------------------
<S>                                    <C>            <C>            <C>

EXPENSES
  Depreciation                         $      2,061   $      1,021   $      880
  Equipment rental - related parties          8,650              -        6,400
  Compensation (Notes 4 and 7)              418,100        350,100       48,000
  Office and miscellaneous                   19,089          5,155       11,812
  Professional fees                         104,709         75,841       14,945
  Rent                                       19,636          5,506       11,575
  Transfer, filing and listing                9,129          2,024        5,095
  Travel and promotion                       24,073          1,569        7,800
--------------------------------------------------------------------------------

                                           (605,447)      (441,216)    (106,507)

OTHER INCOME (EXPENSE)
  Interest income                             4,333             44        1,579
  Interest expense and other (Note 5)       (13,522)       (11,566)        (738)
  Foreign exchange loss                        (167)          (167)           -
--------------------------------------------------------------------------------

NET LOSS FROM CONTINUING
OPERATIONS                                 (614,803)      (452,905)    (105,666)

LOSS FROM DISCONTINUED OPERATIONS
(Note 2)                                   (134,288)      (134,288)           -
--------------------------------------------------------------------------------

NET LOSS AND COMPREHENSIVE LOSS
FOR THE PERIOD                         $   (749,091)  $   (587,193)  $ (105,666)
================================================================================

LOSS PER SHARE
  Basic and diluted
    From continuing operations         $      (0.13)  $      (0.08)  $    (0.02)
    Discontinued operations                   (0.03)         (0.02)           -
--------------------------------------------------------------------------------

    After discontinued operations      $      (0.16)  $      (0.10)  $    (0.02)
================================================================================

WEIGHTED AVERAGE NUMBER OF
  COMMON SHARES OUTSTANDING
    Basic and diluted                     4,573,162      6,117,815    5,646,746
================================================================================

<FN>
THE  ACCOMPANYING  SUMMARY  OF  SIGNIFICANT ACCOUNTING POLICIES AND NOTES ARE AN
INTEGRAL  PART  OF  THESE  CONSOLIDATED  FINANCIAL  STATEMENTS.
</TABLE>


<PAGE>

<TABLE>
<CAPTION>
ROLLTECH,  INC.
(A  development  stage  enterprise)

Consolidated  Statements  of  Cash  Flows
(EXPRESSED  IN  US  DOLLARS)
====================================================================================================
                                                               CUMULATIVE
                                                                     FROM
                                                               JANUARY 25
                                                                     2000
(INCORPORATION)                                                      YEAR          Year         Year
TO                                                                  ENDED         Ended        Ended
DECEMBER 31                                                   DECEMBER 31   December 31  December 31
                                                                     2002          2002         2001
----------------------------------------------------------------------------------------------------
<S>                                                         <C>            <C>            <C>

CASH USED IN OPERATING ACTIVITIES
  Net loss from continuing operations for the period        $   (614,803)  $   (452,905)  $(105,666)
  Adjustments to reconcile net loss from continuing
     operations to net cash used in operating activities:
    - depreciation                                                 2,061          1,021         880
    - interest expense                                             1,956              -         738
    - shares issued for services                                  34,100              -      34,100
    - stock option compensation                                  314,100        314,100           -
  Changes in assets and liabilities:
-  decrease (increase) in prepaid expenses and
        deposits                                                       -            945        (271)
-  increase (decrease) in accounts payable and
        accrued liabilities                                      104,885         91,850     (16,667)
----------------------------------------------------------------------------------------------------

                                                                (157,701)       (44,989)    (86,886)
----------------------------------------------------------------------------------------------------

  Loss from discontinued operations                             (134,288)      (134,288)          -
  Adjustment for non-cash expenses
    Stock option compensation - discontinued                      66,300         66,300           -
----------------------------------------------------------------------------------------------------

                                                                 (67,988)       (67,988)          -
----------------------------------------------------------------------------------------------------

                                                                (225,689)      (112,977)    (86,886)
----------------------------------------------------------------------------------------------------

CASH PROVIDED BY FINANCING ACTIVITIES
  Shares issued for cash, net of issuance costs                  131,250              -           -
  Loans from related parties                                     130,000        100,000           -
  Repayment of loan from a related party                         (30,000)             -           -
----------------------------------------------------------------------------------------------------

                                                                 231,250        100,000           -
----------------------------------------------------------------------------------------------------

CASH USED IN INVESTING ACTIVITIES
  Purchase of property and equipment                              (5,547)             -      (3,948)
----------------------------------------------------------------------------------------------------

INCREASE (DECREASE) IN CASH                                           14        (12,977)    (90,834)

CASH, beginning of period                                              -         12,991     103,825
----------------------------------------------------------------------------------------------------

CASH, end of period                                         $         14   $         14   $  12,991
====================================================================================================
SUPPLEMENTAL INFORMATION (Note 8)

<FN>
THE  ACCOMPANYING SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES AND NOTES ARE AN INTEGRAL PART OF THESE
CONSOLIDATED  FINANCIAL  STATEMENTS.
</TABLE>


<PAGE>

ROLLTECH,  INC.
(A  development  stage  enterprise)

Summary  of  Significant  Accounting  Policies
December  31,  2002  and  2001
(EXPRESSED  IN  U.S.  DOLLARS)
================================================================================

BASIS  OF PRESENTATION        These  consolidated  financial  statements  are
                              expressed  in US dollars and have been prepared in
                              conformity  with  United States generally accepted
                              accounting  principles.  Included in the financial
                              statements are the accounts of the Company and its
                              wholly-owned  subsidiary,  Golden  Caviar  Corp.
                              Golden  Caviar  Corp.  was incorporated in 2002 in
                              connection  with  the  Company's  acquisition of a
                              business.  As  a  result  of  the  subsequent
                              termination  of the acquisition, the activities of
                              Golden  Caviar Corp. are presented as discontinued
                              operations.


                              All  significant  intercompany  transactions  and
                              balances  have  been  eliminated on consolidation.


USE  OF ESTIMATES             The  preparation  of  financial  statements  in
                              accordance  with  United States generally accepted
                              accounting  principles requires management to make
                              estimates and assumptions that affect the reported
                              amounts  of assets and liabilities and disclosures
                              of  contingent  assets and liabilities at the date
                              of  the  financial  statements  and  the  reported
                              amounts  of  revenues  and  expenses  during  the
                              reporting  period. Actual results could materially
                              differ  from  these  estimates.


FINANCIAL  INSTRUMENTS        The  Company's  financial  instruments  consist of
                              cash, accounts payable and accrued liabilities and
                              amounts  due to directors. Unless otherwise noted,
                              it is management's opinion that the Company is not
                              exposed  to  significant  interest,  currency  or
                              credit  risks  arising  from  these  financial
                              instruments.  The  fair  value  of  financial
                              instruments  approximate their carrying values due
                              to  the  immediate or short term maturity of these
                              financial  instruments.


FOREIGN CURRENCY TRANSACTIONS Transactions  undertaken  in currencies other than
                              the US dollar are restated to US dollars using the
                              exchange  rate  in  effect  as  of the transaction
                              date.  Monetary assets and liabilities denominated
                              in foreign currencies are translated to US dollars
                              using  the period end rate. Any exchange gains and
                              losses  are  included  in  the  Statement  of
                              Operations.


<PAGE>

ROLLTECH,  INC.
(A  development  stage  enterprise)

Summary  of  Significant  Accounting  Policies
December  31,  2002  and  2001
(EXPRESSED  IN  U.S.  DOLLARS)
================================================================================

PROPERTY  AND  EQUIPMENT      Property  and  equipment  is  recorded  at  cost.
                              Depreciation  is  provided  on a declining-balance
                              basis over the estimated useful life of the assets
                              at  the  following  annual  rates:

                              Office  equipment  -  20%

                              Computer  equipment  -  30%

INCOME  TAXES                 The Company follows the provisions of Statement of
                              Financial  Accounting  Standards ("SFAS") No. 109,
                              "Accounting  for Income Taxes", which requires the
                              Company  to  recognize  tax liabilities and assets
                              for the expected future tax consequences of events
                              that  have  been  recognized  in  the  Company's
                              financial  statements  or  tax  returns  using the
                              liability  method.  Under  this  method,  tax
                              liabilities and assets are determined based on the
                              temporary  differences  between  the  financial
                              statement carrying amounts and tax bases of assets
                              and  liabilities using enacted tax rates in effect
                              in the years in which the differences are expected
                              to  reverse.

LOSS  PER  SHARE              Loss per share is computed in accordance with SFAS
                              No.  128,  "Earnings  Per  Share".  Basic loss per
                              share  is  calculated  by  dividing  the  net loss
                              available  to  common stockholders by the weighted
                              average  number  of  shares outstanding during the
                              year.  Diluted  earnings  per  share  reflects the
                              potential  dilution of securities that could share
                              in earnings of an entity. In a loss year, dilutive
                              common  equivalent  shares  are  excluded from the
                              loss  per share calculation as the effect would be
                              anti-dilutive.  Basic  and  diluted loss per share
                              are  the  same  for  the  years  presented.

                              For  the  years  ended December 31, 2002 and 2001,
                              common  equivalent  shares  (relating  to  options
                              outstanding  at year end) totaling 440,000 (2001 -
                              Nil)  were not included in the computation of loss
                              per  share because their effect was anti-dilutive.


<PAGE>

ROLLTECH,  INC.
(A  development  stage  enterprise)

Summary  of  Significant  Accounting  Policies
December  31,  2002  and  2001
(EXPRESSED  IN  U.S.  DOLLARS)
================================================================================

COMPREHENSIVE  INCOME         The  Company  has adopted SFAS No. 130, "Reporting
                              Comprehensive Income", which establishes standards
                              for reporting and display of comprehensive income,
                              its  components  and  accumulated  balances.
                              Comprehensive  income  is  comprised of net income
                              (loss)  and  all  changes  to stockholders' equity
                              except  those resulting from investments by owners
                              and  distributions  to owners. For the years ended
                              December  31,  2002  and  2001, comprehensive loss
                              equals  the  net  loss.

STOCK  BASED  COMPENSATION    The  Company  applies  Accounting Principles Board
                              ("APB")  Opinion  No.  25,  "Accounting  for Stock
                              Issued  to Employees", and related interpretations
                              in  accounting  for  stock  option  grants  to
                              employees.  Under  APB  25,  compensation  cost is
                              recognized  for stock options granted to employees
                              at prices below the market price of the underlying
                              common  stock  on  the  date  of  grant.

                              SFAS  No.  123,  "Accounting  for  Stock-Based
                              Compensation",  requires  the  Company  to provide
                              pro-forma  information  regarding net income as if
                              compensation  cost for the Company's stock options
                              had  been  determined  in accordance with the fair
                              value based method prescribed in SFAS No. 123. The
                              value  of  stock options granted to consultants is
                              recognized  in  these  consolidated  financial
                              statements  as  compensation  expense  using  the
                              Black-Scholes  option  pricing  model.

                              Compensation  expense is remeasured on a quarterly
                              basis until fully vested for options not vested on
                              the  grant  date.

                              The  Company does not plan to adopt the fair value
                              method  of accounting for stock-based compensation
                              awarded  to  employees.  Consequently,  related
                              pro-forma  information as required by SFAS No. 123
                              has  been  disclosed below in accordance with SFAS
                              148.


<PAGE>

<TABLE>
<CAPTION>

ROLLTECH,  INC.
(A  development  stage  enterprise)

Summary  of  Significant  Accounting  Policies
December  31,  2002  and  2001
(EXPRESSED  IN  U.S.  DOLLARS)
================================================================================

STOCK BASED COMPENSATION                For the year ended December 31         2002        2001
                                                                            ----------  ----------
<S>                                    <C>                                  <C>         <C>
                                       Net loss, as reported                $(587,193)  $(105,666)
                                       Add: stock-based compensation
                                         expense included in reported net
                                         loss                                 380,400           -
                                       Deduct: total stock-based
                                         compensation expense
                                         determined under fair-value based
                                         method for all awards               (393,600)          -
                                                                            $(600,393)  $(105,666)
                                                                            ----------  ----------
                                       Loss per share
                                        - basic and diluted - as reported   $   (0.10)  $   (0.02)
                                                                            ----------  ----------
                                        - basic and diluted - pro forma     $   (0.10)  $   (0.02)
</TABLE>

VALUATION  OF  LONG-LIVED     The Company evaluates the future recoverability of
ASSETS                        its property and equipment in accordance with SFAS
                              No.  144,  "Accounting  for  the  Impairment  or
                              Disposal  of  Long-lived  Assets".  SFAS  No.  144
                              requires  recognition  of impairment of long-lived
                              assets  in  the  event  the net book value of such
                              assets  exceeds  the estimated undiscounted future
                              cash  flows  attributable  to  such  assets.  It
                              requires  that  those  long-lived  assets  to  be
                              disposed  of  by  sale  are  to be measured at the
                              lower  of  carrying amount or fair value less cost
                              of  sale whether reported in continuing operations
                              or  in  discontinued operations. No impairment was
                              required  to  be  recognized  during  the  periods
                              presented  in  these  consolidated  financial
                              statements.

NEW  ACCOUNTING               Statement  of  Financial  Accounting Standards No.
PRONOUNCEMENTS                146, "Accounting for Costs Associated with Exit or
                              Disposal  Activities"  ("SFAS  146")  provides
                              guidance  on  the  recognition  and measurement of
                              liabilities  for  costs  associated  with  exit or
                              disposal  activities.  The  provisions  of  this
                              Statement  are  effective  for  exit  or  disposal
                              activities  that  are initiated after December 31,
                              2002.


<PAGE>

ROLLTECH,  INC.
(A  development  stage  enterprise)

Summary  of  Significant  Accounting  Policies
December  31,  2002  and  2001
(EXPRESSED  IN  U.S.  DOLLARS)
================================================================================

NEW ACCOUNTING                In  November  2002,  the  FASB  issued  FASB
PRONOUNCEMENTS  (continued)   Interpretation  ("FIN")  No.  45,  "Guarantor's
                              Accounting  and  Disclosure  Requirements  for
                              Guarantees,  Including  Indirect  Guarantees  of
                              Indebtedness  of  Others",  which  addresses  the
                              accounting  for  and disclosure of guarantees. FIN
                              45  requires  a guarantor to recognize a liability
                              for  the  fair  value of a guarantee at inception.
                              The  recognition of the liability is required even
                              if  it  is  not  probable  that  payments  will be
                              required  under  the  guarantee.  The  disclosure
                              requirements  are effective for interim and annual
                              financial  statements  ending  after  December 15,
                              2002.  The  initial  recognition  and  measurement
                              provisions are effective for all guarantees within
                              the  scope  of  FIN  45  issued  or modified after
                              December  31,  2002.

                              FIN  46,  "Consolidation  of  Variable  Interest
                              Entities", clarifies the application of Accounting
                              Research  Bulletin No. 51, "Consolidated Financial
                              Statements",  to  certain entities in which equity
                              investors  do  not  have  the characteristics of a
                              controlling  financial  interest  or  do  not have
                              sufficient  equity  at  risk  for  the  entity  to
                              finance  its  activities  without  additional
                              subordinated financial support from other parties.
                              FIN  46  is  applicable  immediately  for variable
                              interest  entities created after January 31, 2003.
                              For  variable  interest  entities created prior to
                              January  31,  2003,  the  provisions of FIN 46 are
                              applicable  no  later  than  July  1,  2003.


                              The  implementation  of these new standards is not
                              expected  to  have  a  material  effect  on  the
                              Company's  financial  statements.


RECLASSIFICATION              Certain  2001  amounts  have  been reclassified to
                              conform  with  the  current  year's  presentation.


<PAGE>

ROLLTECH,  INC.
(A  development  stage  enterprise)

Notes  to  Consolidated  Financial  Statements
December  31,  2002  and  2001
(EXPRESSED  IN  US  DOLLARS)
================================================================================


1.   NATURE  OF  BUSINESS  AND  ABILITY  TO  CONTINUE  OPERATIONS

     Rolltech,  Inc.  was incorporated on January 25, 2000 under the laws of the
     State  of  Nevada. The Company was initially involved in the identification
     and  acquisition  of  marketing  licenses  for high technology manufactured
     products.  In February 2001, the Company terminated its involvement in this
     business  and  sought  new  business  opportunities. On March 13, 2002, the
     Company  acquired  certain  property and equipment and a license to certain
     intellectual  property  to  produce salmon caviar and salmon caviar-related
     products.  In  contemplation of the acquisition, the Company incorporated a
     wholly-owned  subsidiary  (Golden  Caviar Corp.) on February 15, 2002 under
     the  laws  of  the  State  of  Nevada  to  operate the caviar business. The
     processing and sale of caviar and caviar-related products was the Company's
     primary  business  from  late  March  2002  until  June  2002.  The Company
     terminated  its  involvement  in  the  caviar  business, returned remaining
     assets  and settled liabilities of the caviar business, became inactive and
     is  currently  searching  for  new  business  opportunities. The results of
     operations  for  the  caviar  business  are  presented  in  these financial
     statements  as  discontinued  operations.  (Note  2)

     These  accompanying  financial  statements  have  been  prepared on a going
     concern  basis,  which  contemplates  the  realization  of  assets  and the
     satisfaction  of  liabilities  and  commitments  in  the  normal  course of
     business.  As  at  December 31, 2002, the Company has recognized no revenue
     and  has  accumulated  operating losses of approximately $750,000 since its
     inception,  has  a  working  capital deficiency of $204,871 and returned to
     inactive  status  in  June  2002  upon disposal of its caviar business. The
     continuation  of  the  Company  is  dependent upon the continuing financial
     support  of  creditors  and  stockholders,  finding  a new business for the
     Company,  obtaining  long-term  financing as well as achieving a profitable
     level  of  operations.  Management plans to raise equity capital to finance
     the  current  cash requirements of the Company. Capital raised will be used
     to  develop a new business. 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.

     These  conditions  raise  substantial  doubt about the Company's ability to
     continue  as a going concern. These financial statements do not include any
     adjustments  relating  to the recoverability and classification of recorded
     asset amounts or amounts and classification of liabilities that might arise
     from  this  uncertainty.


<PAGE>

ROLLTECH,  INC.
(A  development  stage  enterprise)

Notes  to  Consolidated  Financial  Statements
December  31,  2002  and  2001
(EXPRESSED  IN  US  DOLLARS)
================================================================================


2.   ACQUISITION  AND  SUBSEQUENT  DISPOSITION

     On March 13, 2002, the Company (through its newly-incorporated wholly-owned
     subsidiary,  Golden  Caviar  Corp.) acquired certain property and equipment
     and a license to certain intellectual property to produce salmon caviar and
     salmon  caviar products. The license was a world-wide and exclusive license
     to use certain intellectual property that is subject to a number of Russian
     patents  as  well  as  other  intellectual  property  (including  certain
     proprietary  recipes)  with  respect to the production of salmon caviar and
     salmon  caviar  products.

     The  purchase price for the property and equipment was $249,000 in exchange
     for  an  unsecured  note payable. Interest on the note was to accrue at the
     rate  of  3%  per  annum,  based  on  the  unpaid  balance.

     In  exchange  for  the  licence  (having  no specified expiry), the Company
     issued  (on  April  3,  2002)  1,000,000,  fully-vested,  non-forfeitable,
     restricted shares of the Company to the Licensor. The value assigned to the
     common  stock  and  license of $110,000 was based upon the trading price of
     the  Company's  common  stock  around  the  time  the terms were agreed to.

     Because  the  Company's  caviar  business  was  not  yet  functional  and
     operational, no amortization or depreciation was recognized on the acquired
     property  and  equipment  or  license for the year ended December 31, 2002.

     In  connection with the acquisition, effective April 1, 2002, the Company's
     wholly-owned  subsidiary  entered  into  an  employment  agreement with the
     licensor  for  a  three-year  term  whereby  the  licensor would become the
     President  of  Golden  Caviar  Corp.  and, in addition to a monthly salary,
     would  receive  500,000  shares  of common stock of the Company on April 1,
     2003  and  stock options to purchase an additional 500,000 shares of common
     stock  of  the  Company.  The shares were not issued. 100,000 stock options
     were  granted  with  an exercise price of $0.51 each. An additional 150,000
     and  250,000  options  were  to  be  granted on December 31, 2002 and 2003,
     respectively,  with  the  exercise  price to be determined by the Company's
     Board  of  Directors.  The  options were scheduled to expire in March 2007.


<PAGE>

ROLLTECH,  INC.
(A  development  stage  enterprise)

Notes  to  Consolidated  Financial  Statements
December  31,  2002  and  2001
(EXPRESSED  IN  US  DOLLARS)
================================================================================


2.   ACQUISITION  AND  SUBSEQUENT  DISPOSITION  (continued)

     In  June  2002, the Company decided to discontinue its caviar business over
     an  unresolvable  dispute  with  the licensor. In connection therewith, the
     licensor  filed  a  lawsuit in the State of Washington over the matter. The
     Company  counter  claimed. On July 3, 2002, the Company signed a settlement
     agreement  with  the  licensor to terminate the above-noted acquisition and
     release  each  party  from  claims  filed. The termination of the agreement
     resulted  in the return or cancellation of the above-mentioned property and
     equipment,  license,  unsecured  note  payable, the 1,000,000 issued common
     shares  of  the  Company  (returned and cancelled in July 2002), employment
     agreement  with the licensor, the stock options issued to the licensor, and
     all  the  commitments  (Note  5).  The  effect  of the termination has been
     recorded  in the financial statements for the year ended December 31, 2002.
     There  was  no  activity  between  the  June  measurement date and the July
     disposal  date.

     The  financial  results  of  the  caviar  business have been segregated and
     presented as discontinued operations in the Statements of Operations. There
     were  no net assets of the discontinued operation remaining at December 31,
     2002.  The  loss from discontinued operations presented on the Statement of
     Operations  consists of expenses incurred in the caviar business from April
     1,  2002  until  June  30,  2002.  No  revenue  was  earned from the caviar
     business. There was no gain or loss on disposal of the caviar business. The
     trading  value  of  the  Company's  common  stock exceeded the value of the
     returned  assets  of  the  date  of  cancellation.

3.   PROPERTY  AND  EQUIPMENT

<TABLE>
<CAPTION>
     ----------------------------------------
                                 2002    2001
     ----------------------------------------
<S>                            <C>     <C>
     Computer equipment        $1,599  $1,599
     Office equipment           3,948   3,948
                               --------------
                                5,547   5,547
     Accumulated depreciation   2,061   1,040
     ========================================
     Net book value            $3,486  $4,507
     ========================================
</TABLE>


<PAGE>

ROLLTECH,  INC.
(A  development  stage  enterprise)

Notes  to  Consolidated  Financial  Statements
December  31,  2002  and  2001
(EXPRESSED  IN  US  DOLLARS)
================================================================================

4.   RELATED  PARTY  TRANSACTIONS

     Related  party  transactions  with  the  Company's  directors and a company
     controlled  by  the  directors  not  disclosed elsewhere in these financial
     statements  are  as  follows:

<TABLE>
<CAPTION>
                                  YEAR           Year
                                  ENDED          ended
                              DECEMBER 31,   December 31,
                                  2002           2001
     -----------------------------------------------------
<S>                           <C>            <C>

     Management compensation  $      36,000  $      48,000
     Equipment rental                     -          6,400
     -----------------------------------------------------

                              $      36,000  $      54,400
     =====================================================
</TABLE>

Related party transactions are recorded at the exchange amount, being the amount
established  and  agreed  to  by  the  related  parties.

5.   DUE  TO  DIRECTORS

     a)   During  the  year  ended December 31, 2002, the Company obtained loans
          from  two  directors  totalling  $100,000, bearing interest at 15% per
          annum  and repayable on demand. The loans, by way of promissory notes,
          are  collateralized  by  a  security  interest  over all the Company's
          present  and  after-acquired property. Interest accrued on these loans
          for  the  year ended December 31, 2002 totalled $10,746 (2001 - $738).

     b)   Other  amounts due to these directors in respect of expenses requiring
          reimbursement  and  unpaid management fees are unsecured, non-interest
          bearing and repayable on demand. The amounts owing in this regard were
          $50,015  and  included  in accounts payable and accrued liabilities at
          December  31,  2002  (December  31,  2001  -  $7,300).


<PAGE>

ROLLTECH,  INC.
(A  development  stage  enterprise)

Notes  to  Consolidated  Financial  Statements
December  31,  2002  and  2001
(EXPRESSED  IN  US  DOLLARS)
================================================================================

6.   COMMITMENTS

     Effective  April  15,  2002,  the Company's wholly-owned subsidiary entered
     into  an  agreement  to  lease  caviar  production  facilities  in Redmond,
     Washington.  The  term  of  the  lease  was  for 36 months and required the
     following  payments  (excluding  operating  costs):

<TABLE>
<CAPTION>
          --------------------------------
          Year ended December 31
          --------------------------------
<S>                               <C>
          2002                    $ 53,976
          2003                      82,588
          2004                      85,064
          2005                      28,632
          --------------------------------
          Total                   $250,260
          ================================
</TABLE>

     The  Company was also scheduled to pay the lessor a management fee equal to
     4.25%  of  its  rent  obligation.

     The Company terminated its obligations under these agreements and is of the
     understanding  that no penalties will be levied in connection therewith. In
     the  event  that  penalties are levied, the expense will be recorded in the
     period  it  becomes  likely.

7.   STOCK  OPTIONS

     During  2001,  the Company established its 2001 Stock Option Plan, covering
     1,000,000  shares  of  common  stock.  The  Plan  provides  stock-based
     compensation  to  consultants, directors and other advisors of the Company.
     The  term  of  the options granted under the Plan must not be more than ten
     years  from  the  date  of grant. At December 31, 2001, no options had been
     granted  pursuant  to  the  Plan.


<PAGE>

ROLLTECH,  INC.
(A  development  stage  enterprise)

Notes  to  Consolidated  Financial  Statements
December  31,  2002  and  2001
(EXPRESSED  IN  US  DOLLARS)
================================================================================

7.   STOCK  OPTIONS  (continued)

     On  March 18, 2002, in addition to the stock options referred to in Note 2,
     the  Company  granted 500,000 stock options to various employees, directors
     and  consultants  having an exercise price of $0.51 per option and expiring
     in  five  years.  Such  options  vest in accordance with the Company's 2001
     Stock  Option  Plan,  depending  on  the  type of optionee. Pursuant to the
     settlement agreement with licensor (Note 2), 100,000 options were cancelled
     in  July 2002. A further 60,000 options were cancelled in November 2002. At
     December 31, 2002, 440,000 (2001 - Nil) stock options remained outstanding,
     all  of  which  are  exercisable.

     The  value of stock options granted to non-employees is recognized in these
     financial  statements  as compensation expense under SFAS No. 123 using the
     Black-Scholes  option  pricing  model. Using assumptions of no dividends, a
     risk-free  interest  rate  of  4.9%, volatility of the trading price of the
     Company's  common  stock  of  100%  and  the  contractual term of the stock
     options  granted  to  non-employees  of  60 months, the fair value of stock
     options  granted  on  March  18,  2002  was  $0.39  per  option.

     Stock  option  compensation  expense  (remeasured quarterly for those stock
     options  vesting  at different times in 2002) attributable to 560,000 stock
     options  granted  to  non-employees during the year ended December 31, 2002
     and  2001  was  as  follows.  Compensation expense related to stock options
     granted  in  connection  with  the  licensor  is classified as discontinued
     operations.

<TABLE>
<CAPTION>
     -----------------------------------------------------
                                             2002    2001
     -----------------------------------------------------
<S>                                        <C>       <C>
     Continuing operations - compensation
       expense                             $314,100  $   -
     Discontinued operations                 66,300      -
     -----------------------------------------------------
     Total                                 $380,400  $   -
     =====================================================
</TABLE>

     No  compensation  expense  was  recognized  for  40,000  options granted to
     directors  (for  director  services)  in  2002.

     SFAS  No.  123  requires  the  Company  to  provide  pro-forma  information
     regarding  net  loss  as  if the compensation costs for the Company's stock
     option  grants  had been determined in accordance with the fair value based
     method  prescribed  in  SFAS  No.  123.  To  provide the required pro-forma
     information,  the  Company  estimates  the  fair value of each stock option
     granted  to  employees  at  the  grant  date  using  the  Black-Scholes
     option-pricing  model.  The pro-forma results are set out in the Summary of
     Significant  Accounting  Policies,  based  on the following assumptions: No
     dividends, risk-free interest rate of 4.8%, volatility of the trading price
     of the Company's common stock of 100% and an estimated holding period of 36
     months.  The fair value of stock options granted to employees was $0.33 per
     option  on  the  grant  date.


<PAGE>

ROLLTECH,  INC.
(A  development  stage  enterprise)

Notes  to  Consolidated  Financial  Statements
December  31,  2002  and  2001
(EXPRESSED  IN  US  DOLLARS)
================================================================================

8.   SUPPLEMENTAL  CASH  FLOW  INFORMATION

<TABLE>
<CAPTION>
                                                       CUMULATIVE
                                                             FROM
                                                       JANUARY 25
                                                              2000           YEAR         Year
                                                    (INCEPTION) TO          ENDED        Ended
                                                       DECEMBER 31    DECEMBER 31  December 31
                                                              2002           2002         2001
----------------------------------------------------------------------------------------------
<S>                                                  <C>            <C>            <C>

Interest and taxes paid                              $          -   $          -   $         -
Non-cash operating investing and financing
activities
    - shares issued in exchange for services         $     34,100   $          -   $    34,100
    - purchase of property and equipment in
      exchange for note payable (Note 2)             $    249,000   $    249,000   $         -
    - cancellation of note payable for purchase of
      property and equipment (Note 2)                $   (249,000)  $   (249,000)  $         -
    - purchase of license in exchange for common
      shares (Note 2)                                $    110,000   $    110,000   $         -
    - cancellation of license and common shares
      (Note 2)                                       $   (110,000)  $   (110,000)  $         -
    - stock option compensation (Note 7)             $    380,400   $    380,400   $         -
</TABLE>

9.     INCOME  TAXES

The  tax  effects  of  temporary  differences  that  give  rise to the Company's
deferred  tax  asset  are  as  follows:

<TABLE>
<CAPTION>
                               2002       2001
                            ---------------------
<S>                         <C>         <C>
     Tax loss carryforward  $ 123,000   $ 45,000
     Valuation allowance     (123,000)   (45,000)
                            ---------------------
                            $       -   $
                            =====================
</TABLE>

     The  provision for income taxes differs from the amount estimated using the
     federal  US  statutory  income  tax  rate  as  follows:

<TABLE>
<CAPTION>
                                                       2002       2001
                                                    ---------------------
<S>                                                 <C>         <C>
     Provision (benefit) at federal statutory rate  $(200,000)  $(35,700)
     Stock option compensation                        129,000          -
     Other                                             (7,000)         -
     Increase in valuation allowance                   78,000     35,700
                                                    ---------------------
                                                    $       -   $      -
                                                    =====================
</TABLE>


<PAGE>

ROLLTECH,  INC.
(A  development  stage  enterprise)

Notes  to  Consolidated  Financial  Statements
December  31,  2002  and  2001
(EXPRESSED  IN  US  DOLLARS)
================================================================================

9.   INCOME  TAXES  (continued)

     The  Company  evaluates  its  valuation  allowance  requirements  based  on
     projected  future  operations.  When circumstances change and this causes a
     change  in  management's judgement about the recoverability of deferred tax
     assets, the impact of the change on the valuation allowance is reflected in
     current  income.

     At  December  31, 2002, the Company had estimated losses carried forward of
     approximately  $363,000  available to reduce future US taxable income until
     expiry  in  varying  amounts  between  2014  and  2022.


<PAGE>

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

Our  Board  of Directors approved the engagement of BDO Dunwoody, LLP, Chartered
Accountants,  ("BDO  Dunwoody")  to  replace  Moore  Stephens Ellis Foster Ltd.,
Chartered  Accountants,  ("Ellis  Foster")  as  our independent accountants.  We
therefore  dismissed  Ellis  Foster  effective  April  17,  2002. We engaged BDO
Dunwoody to audit our financial statements for the year ending December 31, 2002
effective  April  17,  2002.

Ellis  Foster  has  represented us as our independent accountants since February
15,  2001. Prior to this, Michael Bonner, CPA, represented us as our independent
accountant  and, in such capacity, provided a report on our financial statements
for  the  period  commencing  on January 25, 2000, the date of our inception, to
July 31, 2000. Except as described below, Ellis Foster's report on our financial
statements  for  the 2001 fiscal year and for the fiscal period from January 25,
2000 (inception) to December 31, 2000, as well as Michael Bonner's report on our
financial  statements  for  the period from January 25, 2000 (inception) to July
31,  2000  for which Michael Bonner was our independent auditor, did not contain
an  adverse opinion or disclaimer of opinion, and were not qualified or modified
as  to  uncertainty,  audit  scope,  or  accounting  principles,  except  for an
explanatory  paragraph  in  respect  of  going  concern contingencies, discussed
below.

Ellis  Foster's  report  dated January 29, 2002, on our financial statements for
the  2001  fiscal  year and for the fiscal period from inception to December 31,
2000,  contained  an explanatory note commenting on the fact that such financial
statements  do not contain any adjustments with respect to the substantial doubt
of  our  ability  to  continue  as  a  going  concern,  as  follows:

"The  accompanying  financial  statements  have  been prepared assuming that the
Company  will  continue  as  a  going  concern,  which contemplates, among other
things,  the  realization  of  assets  and  the  satisfaction of liabilities and
commitments  in  the  normal  course  of business. As discussed in Note 1 to the
financial statements, the continued operations of the Company as a going concern
is  dependent  on its ability to search for a suitable business to merge with or
acquire.  The  Company  has  incurred  recurring  losses  from operations. These
factors  raise  substantial  doubt  about  its  ability  to  continue as a going
concern.  Management's  plans  concerning these matters are described in Note 1.
These financial statements do not include any adjustments that might result from
the  outcome  of  this  uncertainty."

During  the  2001  fiscal  year  and  the  fiscal  period  from January 25, 2000
(inception)  to  December  31,  2000,  as well as any subsequent interim periods
preceding  the  date  of  this  report,  there  were  no:

(a)  disagreements  between  us  and  Ellis  Foster  on any matter of accounting
     principles  or practices, financial statement disclosure, or auditing scope
     or  procedure  which,  if not resolved to the satisfaction of Ellis Foster,
     would  have  caused  them  to  make  reference to the subject matter of the
     disagreement  or disagreements in their reports on the financial statements
     for  such  years;

(b)  reportable  events  involving  Ellis  Foster  that  would  have  required
     disclosure  under  Item  304(a)  (1)  (v)  of  Regulation  S-B;  or.

(c)  written  or oral consultations between us and BDO Dunwoody regarding either
     the  specific  application  of  accounting  principles or the type of audit
     opinion  that  might  be  rendered  on  our  financial  statements that was
     considered  an  important  factor  by  us  in  reaching a decision as to an
     accounting,  auditing  or financial reporting issue, or any matter that was
     the  subject  of  a  disagreement  or  a  reportable event, that would have
     required  disclosure  under  Item  304  (a)(2)  of  Regulation  S-B.

On March 13, 2002, we, acting through our wholly-owned subsidiary, Golden Caviar
Corp.,  purchased  certain assets from Sea Technology Enterprise, LLC, a limited
liability company formed under the laws of the State of Washington, and acquired
an  exclusive license to certain intellectual property from Dr. Vyacheslav Sova.
In connection with such transaction, which was reported in our current report on
Form  8-K  filed  March  15,  2002, we consulted BDO Dunwoody for the purpose of
understanding  the pro forma requirements of the Form 8-K. There were no written
or  oral consultations between us and BDO Dunwoody regarding either the specific
application  of accounting principles or the type of audit opinion that might be
rendered  on  our  financial  statements. We did not consult Ellis Foster on any
such  issues.


<PAGE>

We reported this change in accountants on Form 8-K filed with the Securities and
Exchange  Commission  on  April  19,  2002  and  amended  on  April  29,  2002.

                                    PART III

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

Directors  and  Executive  Officers

All  directors  of  our company hold office until the next annual meeting of the
shareholders  or  until  their  successors have been elected and qualified.  The
officers  of our company are appointed by our board of directors and hold office
until  their  death,  resignation  or  removal  from  office.

As  at  March  14,  2003,  our  directors  and  executive  officers, their ages,
positions  held,  and  duration  of  such,  are  as  follows:

<TABLE>
<CAPTION>
NAME                        POSITION HELD WITH OUR COMPANY     AGE     DATE FIRST
                                                                    ELECTED OR APPOINTED
----------------------------------------------------------------------------------------
<S>                       <C>                                  <C>  <C>

Dr. Michael Scheglov      President, Chief Executive Officer,   56  February 4, 2000
                                Secretary and Director
----------------------------------------------------------------------------------------
Taly Keren                Vice-President, Treasurer and         53  February 4, 2000
                                     Director
----------------------------------------------------------------------------------------
Grigoriy Goldenshteyn     Director                              45  April 17, 2000
----------------------------------------------------------------------------------------
Dr. Alexander Karapetian  Director                              53  April 17, 2000
----------------------------------------------------------------------------------------
</TABLE>

Business  Experience

The following is a brief account of the education and business experience during
at  least  the  past  five  years  of  each  director, executive officer and key
employee,  indicating  the principal occupation during that period, and the name
and  principal  business  of  the  organization  in  which  such  occupation and
employment  were  carried  out.

Dr. Michael Scheglov, President, Chief Executive Officer, Secretary and Director

Dr.  Michael Scheglov, DMD was appointed as our Vice-President and a Director on
February  4,  2000.  Effective  September  1,  2001,  Dr.  Scheglov resigned his
position  as Vice-President and was appointed President, Chief Executive Officer
and Secretary. Dr. Scheglov has over 20 years experience in business management,
operations  and  marketing.  From 1986 to present, Dr. Scheglov was the founder,
president  and  CEO  of  Mountlake  Medical Immediate Care Clinics in Washington
State.  He  successfully  combined  his  marketing,  professional  and  business
interests in the establishment of a medical facility with 12 doctors and medical
professionals.  From  1996  to  1998, Dr. Scheglov has served as director of the
Odessa  Petroleum  Corporation.  In  1981,  Dr. Scheglov founded DentaShield(R),
which  grew  to  include  three  dental care facilities in Washington and Oregon
states.  In  1972,  Mr. Scheglov graduated from the Moscow Medical-Dental School
with a Medical Doctor Degree as well as a Doctor of Dental Surgery.  In 1975, he
received  a  PhD  from  the  School  of  Medicine,  Moscow, Russia.  In 1979, he
graduated  from the University of Washington, School of Dentistry as a Doctor of
Dental  Surgery  and  a  Doctor  of  Medical  Dentistry.


<PAGE>

Taly  Keren,  Vice-President,  Treasurer  and  Director

Taly  Keren  was  appointed  as  our  President,  Chief  Executive Officer and a
Director  on  February 4, 2000.  Effective September 1, 2001, Mr. Keren resigned
his  position  as  President  and  Chief  Executive  Officer  and  was appointed
Vice-President  and  Treasurer.  Mr.  Keren  brings  more  than  20  years  of
international  management,  investment,  sales  and  marketing  experience.  His
management  experience  includes positions in private and public companies. From
1996  to  1998,  he  served  as  president  and  a  director of Odessa Petroleum
Corporation,  an  international  oil  exploration  company.  In 1978, he founded
Anchor  Security  Systems  Ltd.  which he successfully managed for 10 years.  As
founder and president of Anchor, Mr. Keren personally looked after the marketing
and  sales  of  Anchor's  security  products.  From 1986 to 1991, Mr. Keren held
board  positions with Vikon International Inc. and Ossa Resources Ltd.  In 1972,
Mr.  Keren graduated with Honours from Kherson Marine Business College, Kherson,
Ukraine.  In  1976,  he  graduated  from  Niagara  College  in  St. Catherine's,
Ontario,  Canada.

Grigoriy  Goldenshteyn,  Director

Mr. Goldenshteyn was appointed to our Board of Directors on April 17, 2000.  Mr.
Goldenshteyn  is  a  professional  architectural and structural engineer with 20
years  of  experience  in  structural  and  architectural drafting and design of
industrial,  residential,  and commercial facilities.  From 1996 to present, Mr.
Goldenshteyn held the position of Designer and CAD Operator at Lee Architectural
Group,  Inc.,  in  which  he  participates in the preparation of the designs and
drawings  for public facilities, as well as commercial and residential projects.
From  1994  to  1996,  Mr. Goldenshteyn was employed by International Housing, a
division  of  Habitech,  Ltd.  as the CAD Operator, with the responsibilities of
preparing  structural,  architectural  and  modulation  drawings  for  various
commercial  and  residential  projects  in  South East Asia.  From 1982 to 1992,
prior  to  his  immigration  to the United States, Mr. Goldenshteyn was a design
engineer  for a government consulting firm, during which he designed steel, wood
and  concrete  structures.  He  supervised  and coordinated the constructions of
industrial  and  residential building projects at the State Construction Company
in  Kolomiya,  Ukraine,  from  1979  to  1982.  Mr.  Goldenshteyn  received  an
Engineering  Drafting  and  Design  Certification from Lake Washington Technical
College  in Kirkland, Washington, which he attended from 1993 to 1994.  In 1979,
he  received  a  Civil  and  Industrial Building Design Diploma from Rovno State
University  in  Rovno,  Ukraine,  which  he  attended  from  1993  to  1994.

Dr.  Alexander  Karapetian

Dr.  Karapetian joined our Board of Directors on April 17, 2000.  Dr. Karapetian
is  an  entrepreneur with medical and dental professional background.  From 1994
to  present, Dr. Karapetian is the president and founder of the Garden of Health
Medical-Dental  Clinics,  a  chain  of  dental  clinics, located in New York and
Connecticut,  of  which  he  was  responsible  for  the  organization  and  the
development  of  the  business since inception, as well as the management of ten
dentists  and seventeen dental assistants along with eleven back office business
administrators.  From 1986 to 1994, Dr. Karapetian held the position of director
at  the  International  Trading  Company  in  Moscow,  Russia,  during  which he
developed,  coordinated  and  supported  global  industry  networks  of banking,
trading,  and  consulting  professionals  through  direct  communication  with
international  partners  of the firm.  He was the founder and the president of a
dental  clinic  in Moscow, Russia, from 1983 to 1986, in which he managed twelve
dentists  and  twenty dental assistants.  From 1980 to 1983, Dr. Karapetian held
the  position  of  Chairman  of  the  Department  of  Dentistry in the Clinic of
National  Union,  a  central  refresher  school  of dentistry in Moscow, Russia,
during  which  he  managed  23  dentists,  taught  molar and periodontal surgery
courses, and developed new technologies in Molar Endo and Periodontal Dentistry.
He  received a DDS Degree from New York University in 1992 and a DDS Degree from
Moscow  Medical  School  in  1972.  In addition, Dr. Karapetian has a PhD (1978)
Degree  and  an  MD  Degree  (1974)  from  the  Moscow Medical School in Russia.

Committees  of  the  Board

We  do  not  have  an  audit  or  compensation  committee  at  this  time.

Family  Relationships

There  are  no  family  relationships  between any of our directors or executive
officers.


<PAGE>

Involvement  in  Certain  Legal  Proceedings

Other  than  as  discussed  below,  none  of  our directors, executive officers,
promoters  or  control persons have been involved in any of the following events
during  the  past  five  years:

1.     any  bankruptcy  petition  filed by or against any business of which such
person  was  a  general  partner  or executive officer either at the time of the
     bankruptcy  or  within  two  years  prior  to  that  time;

2.   any  conviction  in  a  criminal  proceeding  or being subject to a pending
     criminal  proceeding  (excluding  traffic  violations  and  other  minor
     offenses);

3.   being subject to any order, judgment, or decree, not subsequently reversed,
     suspended  or  vacated, of any court of competent jurisdiction, permanently
     or  temporarily  enjoining,  barring,  suspending or otherwise limiting his
     involvement  in  any type of business, securities or banking activities; or

4.   being  found  by a court of competent jurisdiction (in a civil action), the
     Commission  or  the Commodity Futures Trading Commission to have violated a
     federal  or  state  securities or commodities law, and the judgment has not
     been  reversed,  suspended,  or  vacated.

Section  16(a)  Beneficial  Ownership  Compliance

Section  16(a)  of the Securities Exchange Act of 1934, as amended, requires our
executive  officers  and  directors  and  persons  who  own  more  than 10% of a
registered  class  of  our  equity  securities  to  file with the Securities and
Exchange  Commission  initial  statements  of  beneficial  ownership, reports of
changes in ownership and annual reports concerning their ownership of our common
stock  and other equity securities, on Forms 3, 4 and 5 respectively.  Executive
officers,  directors  and  greater  than  10%  shareholders  are required by the
Securities  and  Exchange  Commission  regulations  to  furnish our company with
copies  of  all  Section  16(a)  reports  they  file.

To the best of our knowledge, all executive officers, directors and greater than
10%  shareholders  filed  the  required  reports  in  a  timely manner, with the
exception  of  the  following:

<TABLE>
<CAPTION>
                        NUMBER OF    NUMBER OF TRANSACTIONS NOT   FAILURE TO FILE
        NAME          LATE REPORTS   REPORTED ON A TIMELY BASIS   REQUESTED FORMS
---------------------------------------------------------------------------------
<S>                   <C>            <C>                          <C>

Taly Keren                     2(1)                         2(1)        Nil
---------------------------------------------------------------------------------
Dr. Michael Scheglov           2(1)                         2(1)        Nil
---------------------------------------------------------------------------------

<FN>
(1)     The  named  officer  and  director  failed  to  file  a  Form 3 - Initial
Statement of Beneficial Ownership and a Form 4 Statement of Changes in Beneficial
Ownership.
</TABLE>


ITEM 10.     EXECUTIVE COMPENSATION.

The  following  table  summarizes  the compensation of Dr. Michael Scheglov, our
President,  Chief  Executive  Officer  and  Secretary  and  Taly  Keren,  our
Vice-President  and Treasurer, during the period from incorporation (January 25,
2000)  to  December 31, 2000, 2001 and for the year ended December 31, 2002.  No
other  officers  or directors received annual compensation in excess of $100,000
during  the  last  three  complete  fiscal  years.


<PAGE>

<TABLE>
<CAPTION>
                                                                                               LONG TERM          PAY-
                                                              ANNUAL COMPENSATION            COMPENSATION         OUTS
------------------------------------------------  -------  ----------  -----  -------  -------------------------  ----
                                                                                       SECURITIES
                                                                               OTHER      UNDER      RESTRICTED
                                                                              ANNUAL    OPTIONS/     SHARES OR    LTIP
NAME AND PRINCIPAL                                                            COMPEN-     SAR'S      RESTRICTED   PAY-
POSITION                                           YEAR      SALARY    BONUS  SATION     GRANTED    SHARE UNITS   OUTS
------------------------------------------------  -------  ----------  -----  -------  -----------  ------------  ----
<S>                                               <C>      <C>         <C>    <C>      <C>          <C>           <C>

Michael Scheglov                                    2002   $18,000(2)  Nil    Nil       200,000(3)  Nil           Nil
President, Chief Executive Officer and Secretary    2001   $12,000(2)  Nil    Nil      Nil            170,500(2)  Nil
                                                  2000(1)  $10,000(2)  Nil    Nil      Nil          Nil           Nil

Taly Keren                                          2002   $18,000(2)  Nil    Nil       200,000(3)  Nil           Nil
Vice-President and Treasurer                        2001   $12,000(2)  Nil    Nil      Nil            170,500(2)  Nil
                                                  2000(1)  $10,000(2)  Nil    Nil      Nil          Nil           Nil
                                                  -------  ----------  -----  -------  -----------  ------------  ----
<FN>

(1)  Incorporated  January  25,  2000
(2)  Each  of  Messrs.  Keren  and  Scheglov  receive a salary pursuant to their
     respective  management  agreements.  The  agreements provide for payment of
     $2,000  per  month  in  connection with their respective positions. For the
     year  ended  December 31, 2001, each of Messrs. Keren and Scheglov received
     cash compensation of $1,000 per month and were issued 341,000 common shares
     at  a  deemed  issue price of $0.10 per common share. Effective, October 1,
     2002, at the mutual agreement of Messrs. Scheglov and Keren, the management
     agreements  were  terminated.
(3)  Each  of  Messrs.  Keren and Scheglov were granted stock options to acquire
     200,000 shares (including 10,000 options for services as a director) of our
     common stock at an exercise price of $0.51 per option until expiry in March
     2007
</TABLE>

Employment/Consulting  Agreements

We  have  entered into oral management agreements with each of Dr. Scheglov, our
President,  Chief  Executive  Officer,  Secretary  and  a director, and Mr. Taly
Keren,  our Vice-President, Treasurer and a director, pursuant to which they are
each  were  previously entitled to monthly compensation of $2,000, payable as to
$1,000  in  cash and as to the balance in share of restricted stock.  No amounts
were  paid  to  Messrs  Keren  and  Scheglov  in respect of these amounts owing.
Effective,  October  1,  2002,  at  the mutual agreement of Messrs. Scheglov and
Keren, the management agreements were terminated.  Other than as set out in this
annual  report, we have not entered into any employment or consulting agreements
with  any  of  our  current  officers,  directors  or  employees.

There  are  no  arrangements or plans in which we provide pension, retirement or
similar  benefits for directors or executive officers, except that our directors
and  executive officers may receive stock options at the discretion of our board
of  directors.  Other  than the management agreements discussed above, we do not
have  any  material  bonus  or  profit  sharing  plans pursuant to which cash or
non-cash  compensation is or may be paid to our directors or executive officers,
except  that  stock  options  may  be  granted at the discretion of our board of
directors.

Stock  Options/SAR  Grants

During  the  2001  fiscal  year we adopted a formal stock option plan to provide
stock-based  incentive  compensation  to  employees,  consultants, directors and
other  advisors.  On  March  18,  2002,  we  granted 600,000 options to purchase
common  stock in our company at an exercise price of $0.51 per share expiring on
March  18,  2007.  As part of the settlement agreement reached with Dr. Sova, he


<PAGE>

surrendered  100,000  stock options previously granted to him.  A further 60,000
options  were  cancelled in November 2002.  The remaining 440,000 options vested
in various amounts over the course of 2002 and are fully exercisable at December
31, 2002.  No stock options were exercised in 2002.  There were no stock options
outstanding  on  December  31,  2001.

<TABLE>
<CAPTION>
                      VALUE OF THE OPTIONS GRANTED AS AT DECEMBER 31, 2002


NAME                        SHARES                VALUE         NUMBER OF SHARES    VALUE OF
                          ACQUIRED ON            REALIZED       OF COMMON STOCK    UNEXERCISED
                         EXERCISE (#)              ($)             UNDERLYING     IN-THE-MONEY
                      UNEXERCISED OPTIONS       OPTIONS AT
                     AT DECEMBER 31, 2002   DECEMBER 31, 2002     EXERCISABLE/     EXERCISABLE/
                                                                 UNEXERCISABLE    UNEXERCISABLE(1)
-------------------  ---------------------  ------------------  ----------------  ----------------
<S>                  <C>                    <C>                 <C>               <C>

Michael Scheglov(2)  nil                    nil                    200,000 / Nil  $        0 / nil
-------------------  ---------------------  ------------------  ----------------  ----------------
Taly Keren(3)        nil                    nil                    200,000 / Nil  $        0 / nil
-------------------  ---------------------  ------------------  ----------------  ----------------
<FN>

(1)  The  closing  bid  price on December 31, 2002 was $0.11 and accordingly the
     unexercised  options  as  at  December  31,  2002  had  no  value.
(2)  Michael  Scheglov  was  granted stock options to purchase 200,000 shares of
     our  common stock (33% of options granted in 2002) which are exercisable at
     $0.51  per  share  and  expire  on  March  18,  2007.
(3)  Taly  Keren  was  granted  stock  options to purchase 200,000 shares of our
     common  stock  (33%  of  options  granted in 2002) which are exercisable at
     $0.51  per  share  and  expire  on  March  18,  2007.
</TABLE>

Director  Compensation

We  do  not  have  a  compensation  committee.  We  reimburse  our directors for
expenses  incurred  in  connection with attending board meetings but did not pay
director's  fees  or other cash compensation for services rendered as a director
in  the  year  ended  December  31,  2002.

We have no formal plan for compensating our directors for their service in their
capacity  as directors although such directors each received 10,000 options (for
Messrs  Scheglov  and  Keren,  this included in the compensation table above) to
purchase  shares  of  common  stock  at  an exercise price of $0.51 per share as
awarded  by  our board of directors. Directors are entitled to reimbursement for
reasonable  travel  and other out-of-pocket expenses incurred in connection with
attendance  at  meetings  of our board of directors.  The board of directors may
award  special  remuneration to any director undertaking any special services on
behalf  of  our  company  other than services ordinarily required of a director.
Other  than indicated in this annual report, no director received and/or accrued
any  compensation  for  his  or  her services as a director, including committee
participation  and/or  special  assignments.

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

The  following  table sets forth, as of March 14, 2003, certain information with
respect  to  the  beneficial  ownership  of our common stock by each stockholder
known  by  us to be the beneficial owner of more than 5% of our common stock, as
well  as  by  each of our current directors and executive officers.  Each person
has sole voting and investment power with respect to the shares of common stock,
except  as  otherwise  indicated.  Beneficial  ownership  consists  of  a direct
interest  in  the  shares  of  common  stock,  except  as  otherwise  indicated.


<PAGE>

<TABLE>
<CAPTION>
NAME AND ADDRESS OF BENEFICIAL OWNER             AMOUNT AND NATURE OF    PERCENTAGE
                                                BENEFICIAL OWNERSHIP(1)  OF CLASS(1)
------------------------------------------------------------------------------------
<S>                                             <C>                      <C>

Dr. Michael Scheglov(2)                                       2,455,000       40.45%
------------------------------------------------------------------------------------
Taly Keren(3)                                                 2,455,000       40.45%
------------------------------------------------------------------------------------
Grigoriy Goldenshteyn(4)                                         10,000         1.7%
------------------------------------------------------------------------------------
Dr. Alexander Karapetian(5)                                      10,000         1.7%
------------------------------------------------------------------------------------
Directors and Executive Officers as a Group(6)                4,930,000       78.40%
------------------------------------------------------------------------------------

<FN>
(1)  Based  on  5,868,500  shares  of  common stock issued and outstanding as of
     March  14,  2003.  Except  as  otherwise  indicated,  we  believe  that the
     beneficial  owners  of  the common stock listed above, based on information
     furnished  by  such  owners,  have  sole  investment  and voting power with
     respect  to  such  shares,  subject  to  community  property  laws  where
     applicable. Beneficial ownership is determined in accordance with the rules
     of  the  SEC and generally includes voting or investment power with respect
     to  securities.  Shares  of  common  stock  subject  to options or warrants
     currently  exercisable,  or  exercisable  within  60  days,  are  deemed
     outstanding  for  purposes  of  computing  the  percentage ownership of the
     person  holding such option or warrants, but are not deemed outstanding for
     purposes  of  computing  the  percentage  ownership  of  any  other person.
(2)  Includes  options  to  purchase  200,000  shares  of our common stock at an
     exercise  price  of  $0.51  until  expiry  in  March  2007.
(3)  Includes  options  to  purchase  200,000  shares  of our common stock at an
     exercise  price  of  $0.51  until  expiry  in  March  2007.
(4)  Includes  options  to  purchase  10,000  shares  of  our common stock at an
     exercise  price  of  $0.51  until  expiry  in  March  2007.
(5)  Includes  options  to  purchase  10,000  shares  of  our common stock at an
     exercise  price  of  $0.51  until  expiry  in  March  2007.
(6)  Includes  options  to  purchase  420,000  shares  of our common stock at an
     exercise  price  of  $0.51  until  expiry  in  March  2007.
</TABLE>


Change  in  Control

We are unaware of any contract or other arrangement, the operation of which may,
at  a  subsequent  date,  result  in  a  change  of  control  of  our  company.

ITEM 12.     CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS.

Except  as  discussed  above  and  below,  there  have  been no transactions, or
proposed  transactions, which have materially affected or will materially affect
us  in  which  any director, executive officer or beneficial holder of more than
10%  of  the  outstanding  common  stock,  or any of their respective relatives,
spouses,  associates  or affiliates, has had or will have any direct or material
indirect  interest.

During  the  year ended December 31, 2002, we borrowed $50,000 each from Michael
Scheglov  and Taly Keren (both executive officers and directors of our company).
The  loans bear interest at a rate of 15% per annum and are repayable on demand.
The loans, by way of promissory notes, are collateralized by a security interest
over  all  of  our  present  and after-acquired property.  Interest accrued (and
unpaid)  on  these loans at December 31, 2002 was $10,746.  Included in accounts
payable at December 31, 2002 is another $50,015 due to Messrs Scheglov and Keren
in  respect  of  unpaid  fees and reimbursements to that date.  Such amounts are
unsecured,  non-interest  bearing  and  are  repayable  on  demand.


<PAGE>

As  at the date of this annual report, we do not have any policies in place with
respect  to  whether  we  will enter into agreements with related parties in the
future.

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

Reports  on  Form  8-K

On  March  15,  2002,  we  filed a current report on Form 8-K announcing that on
March  13,  2002, Golden Caviar Corp., our wholly-owned subsidiary, entered into
an  arm's  length  agreement  with  Dr.  Vyacheslav  Sova  and  Sea  Technology
Enterprise,  LLC, a limited liability company formed under the laws of the State
of  Washington and controlled by Dr. Sova, pursuant to which Golden Caviar Corp.
agreed  to  purchase  certain  assets  from  Sea  Technology  and  to acquire an
exclusive  license  to  certain  intellectual  property  from  Dr.  Sova.

On  April  19, 2002 and April 29, 2002, we filed current reports on Form 8-K and
Form 8-K/A announcing the resignation of Moore Stephens Ellis Foster Ltd. as our
independent  auditor and the appointment of BDO Dunwoody LLP in their place. Our
Board  of Directors approved the change of auditor to BDO Dunwoody LLP effective
April  17,  2002.

On  June  27,  2002,  we  filed a report on Form 8-K announcing that on June 27,
2002,  Golden  Caviar  Corp., our wholly-owned subsidiary, Discontinued Proposed
Business  Operations  and  entered  into  a pending lawsuits with Dr. Vyacheslav
Sova,  Oleg  Ordinartsev and Sea Technology Enterprise, LLC, a limited liability
company  formed  under the laws of the State of Washington and controlled by Dr.
Sova.

On  August  16,  2002, the Company filed a report on Form 8-K announcing that an
Agreement  had  been  reached  between Rolltech and its wholly-owned subsidiary,
Golden  Caviar  and  Dr Sova and Sea Technology and Oleg Ordinartsev and the Law
Office  of  Oleg Ordinartsev PLLC to forever discharge each other of any and all
claims, demands, and causes of action of whatsoever kind, nature or description,
whether  past,  present  or future. The termination of the agreement resulted to
the  return  or  cancellation  of  the  above-mentioned  property and equipment,
license,  unsecured  note  payable, the 1,000,000 fully-vested, non-forfeitable,
restricted  shares  of  our company, employment agreement with the licensor, the
stock  options  issued,  and  all  the  commitments.

Financial  Statements  Filed  as  Part  of  the  Annual  Report:

The following Consolidated Financial Statements pertaining to Rolltech are filed
as  part  of  this  annual  report:

Rolltech, Inc.
================================================================================

     Independent  Auditors'  Report  -  BDO  Dunwoody  LLP, dated March 20, 2003

     Independent  Auditors'  Report  -  Moore Stephens Ellis Foster Ltd., dated
       January  29,  2002

     Consolidated  Balance  Sheets  as  at  December  31,  2002  and  2001

     Consolidated Statement of Changes in Stockholders' Equity (Capital Deficit)
       for  the  period from January 25, 2000 (incorporation)
       to December 31, 2002

     Statements  of  Operations  for  the  period  from  January  25,  2000
       (incorporation) to December 31, 2002 and for the years ended
        December 31, 2002 and 2001

     Statements  of  Cash  Flows  for  the  period  from  January  25,  2000
       (incorporation)  to  December  31,  2002 and for the years ended
        December 31, 2002 and 2001

     Summary  of  Significant  Accounting  Policies

     Notes  to  the  Consolidated  Financial  Statements


<PAGE>

Exhibits  Required  by  Item  601  of  Regulation  S-B

(3)  ARTICLES  OF  INCORPORATION  AND  BY-LAWS

3.1  Articles  of Incorporation and Corporate Charter (incorporated by reference
     from  our  Registration  Statement  on Form 10-SB filed on October 4, 2000)

3.2  Bylaws  (incorporated  by reference from our Registration Statement on Form
     10-SB  filed  on  October  4,  2000)

(10) MATERIAL  CONTRACTS

10.1 Agreement  between  Golden Caviar Corp., Sea Technology Enterprise, LLC and
     Dr.  Vyacheslav  V.  Sova,  dated March 13, 2002 (incorporated by reference
     from  our  Form  8-K  filed  on  March  15,  2002)

10.2 Technology  License Agreement between Dr. Vyacheslav Sova and Golden Caviar
     Corp.,  dated  March  13, 2002 (incorporated by reference from our Form 8-K
     filed  on  March  15,  2002)

10.3 Employment  Letter  between  Golden  Caviar  Corp. and Dr. Vyacheslav Sova,
     dated  March 13, 2002 (incorporated by reference from our Form 8-K filed on
     March  15,  2002)

10.4 Industrial  Lease  entered  into  between  Golden Caviar Corp. and Benaroya
     Capital  Company,  LLC,  dated  April  15,  2002

10.5 Letter  Agreement  between  Icicle  Seafoods, Inc. and Golden Caviar Corp.,
     dated  April  18,  2002*

10.6 Supplier  Agreement between Golden Caviar Corp. and NorQuest Seafoods Inc.,
     entered  into  April  25,  2002*

10.7 Real  Estate  Lease  Agreement  between  Golden  Caviar  Corp. and NorQuest
     Seafoods  Inc.  dated  May  1,  2002

10.8 Secured  Grid  Promissory  Note  dated  February 28, 2002 for the principal
     amount  of  $50,000  payable  on  demand  by  Rolltech, Inc. to Dr. Michael
     Scheglov

10.9 Secured  Promissory  Note  dated April 15, 2002 for the principal amount of
     $50,000  payable  on  demand  by  Rolltech,  Inc.  to  Taly  Keren

*  CERTAIN  PARTS  OF  THIS DOCUMENT HAVE NOT BEEN DISCLOSED AND HAVE BEEN FILED
SEPARATELY  WITH  THE  SECRETARY,  SECURITIES  AND  EXCHANGE  COMMISSION, AND IS
SUBJECT  TO  A  CONFIDENTIAL  TREATMENT  REQUEST  PURSUANT  TO RULE 24B-2 OF THE
SECURITIES  ACT  OF  1934.

(21) Subsidiary

21.1 Golden  Caviar  Corp.

ITEM  14.  CONTROLS  AND  PROCEDURES

The  Company's  Chief  Executive  Officer  and  Principal Financial Officer have
concluded,  based  on an evaluation conducted within 90 days prior to the filing
date  of  this  annual  report  on  Form  10-KSB,  that the Company's disclosure
controls  and  procedures  have  functioned  effectively  so as to provide those
officers  the  information  necessary  whether:

(i)  this  annual  report  on  Form  10-KSB  contains  any untrue statement of a
     material  fact  or  omits  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  on  Form  10-KSB,  and

(ii) the  financial statements, and other financial information included in this
     annual  report  on Form 10-KSB, fairly present in all material respects the
     financial condition, results of operations and cash flows of the Company as
     of,  and  for,  the periods presented in this annual report on Form 10-KSB.


<PAGE>

There  have been no significant changes in the Company's internal controls or in
other  factors  since  the  date  of the Chief Executive Officer's and Principal
Financial  Officer's  evaluation  that could significantly affect these internal
controls,  including  any  corrective  actions  with  regards  to  significant
deficiencies  and  material  weaknesses.


<PAGE>

                                   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.

ROLLTECH,  INC.


/s/  Dr.  Michael  Scheglov
______________________________
By:  Dr.  Michael  Scheglov,  President

Date:  March  28,  2003

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.

SIGNATURES

/s/  Dr.  Michael  Scheglov
_____________________________________
Dr.  Michael  Scheglov,  President,
Chief  Executive  Officer,  Secretary
and  Director

Date:  March  28,  2003


/s/  Taly  Keren
_____________________________________
Taly Keren, Vice-President, Treasurer and Director, Principal Accounting Officer

Date:  March  28,  2003


/s/  Dr.  Alexander  Karapetian
_____________________________________
Dr.  Alexander  Karapetian,  Director

Date:  March  28,  2003


/s/  Grigoriy  Goldenshteyn
______________________________________
Grigoriy  Goldenshteyn,  Director


Date:  March  28,  2003


<PAGE>

I,  Michael  Scheglov,  certify  that:

1.   I  have  reviewed  this  annual  report  on  form  10-KSB of Rolltech, Inc.

2.   Based  on  my  knowledge,  this  annual  report does not contain any untrue
     statement  of a material fact or omit to state a material fact necessary to
     make  the  statements  made, in light of the circumstances under which such
     statements  were made, not misleading with respect to the period covered by
     this  annual  report.

3.   Based  on  my  knowledge,  the  financial  statements,  and other financial
     information  included in this annual report, fairly present in all material
     respects  the  financial condition, results of operations and cash flows of
     the registrant as of, and for, the periods presented in this annual report.

4.   The  registrant's  other  certifying  officers  and  I  are responsible for
     establishing and maintaining disclosure controls and procedures (as defined
     in  exchange  act  rules  13a-14  and  15d-14) for the registrant and have:

     a)   designed  such  disclosure  controls  and  procedures  to  ensure that
          material  information  relating  to  the  registrant,  including  its
          consolidated  subsidiaries, is made known to us by others within those
          entities,  particularly  during the period in which this annual report
          is  being  prepared;

     b)   evaluated  the  effectiveness  of the registrant's disclosure controls
          and procedures as of a date within 90 days prior to the filing date of
          this  annual  report  (the  "evaluation  date");  and

     c)   presented  in  this  annual  report  our  conclusions  about  the
          effectiveness  of  the disclosure controls and procedures based on our
          evaluation  as  of  the  evaluation  date;

5.   The  registrant's  other certifying officers and I have disclosed, based on
     our  most  recent  evaluation,  to  the registrant's auditors and the audit
     committee  of  registrant's  board  of directors (or persons performing the
     equivalent  functions):

     a)   all  significant  deficiencies  in the design or operation of internal
          controls  which  could  adversely  affect  the registrant's ability to
          record,  process,  summarize  and  report  financial  data  and  have
          identified  for  the  registrant's auditors any material weaknesses in
          internal  controls;  and

     b)   any  fraud, whether or not material, that involves management or other
          employees  who  have  a  significant role in the registrant's internal
          controls.

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:  March  28,  2003



                         By:  /s/  Michael  Scheglov
                         Michael  Scheglov,  President  &  CEO


<PAGE>

I,  Taly  Keren,  certify  that:

1.   I  have  reviewed  this  annual  report  on  form  10-KSB of Rolltech, Inc.

2.   Based  on  my  knowledge,  this  annual  report does not contain any untrue
     statement  of a material fact or omit to state a material fact necessary to
     make  the  statements  made, in light of the circumstances under which such
     statements  were made, not misleading with respect to the period covered by
     this  annual  report.

3.   Based  on  my  knowledge,  the  financial  statements,  and other financial
     information  included in this annual report, fairly present in all material
     respects  the  financial condition, results of operations and cash flows of
     the registrant as of, and for, the periods presented in this annual report.

4.   The  registrant's  other  certifying  officers  and  I  are responsible for
     establishing and maintaining disclosure controls and procedures (as defined
     in  exchange  act  rules  13a-14  and  15d-14) for the registrant and have:

     a)   designed  such  disclosure  controls  and  procedures  to  ensure that
          material  information  relating  to  the  registrant,  including  its
          consolidated  subsidiaries, is made known to us by others within those
          entities,  particularly  during the period in which this annual report
          is  being  prepared;

     b)   evaluated  the  effectiveness  of the registrant's disclosure controls
          and procedures as of a date within 90 days prior to the filing date of
          this  annual  report  (the  "evaluation  date");  and

     c)   presented  in  this  annual  report  our  conclusions  about  the
          effectiveness  of  the disclosure controls and procedures based on our
          evaluation  as  of  the  evaluation  date;

5.   The  registrant's  other certifying officers and I have disclosed, based on
     our  most  recent  evaluation,  to  the registrant's auditors and the audit
     committee  of  registrant's  board  of directors (or persons performing the
     equivalent  functions):

     a)   all  significant  deficiencies  in the design or operation of internal
          controls  which  could  adversely  affect  the registrant's ability to
          record,  process,  summarize  and  report  financial  data  and  have
          identified  for  the  registrant's auditors any material weaknesses in
          internal  controls;  and

     b)   any  fraud, whether or not material, that involves management or other
          employees  who  have  a  significant role in the registrant's internal
          controls.

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:  March  28,  2003



                         By:  /s/  Taly  Keren
                         Taly  Keren,  Principal  Accounting  Officer


<PAGE>