U.S. Securities and Exchange Commission
                             Washington, D.C. 20549

                                   FORM 10-KSB
(Mark One)
[X]   ANNUAL REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF
      1934
      For the Fiscal Year Ended March 31, 2003

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

                         Commission file number: 0-30263

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

                    UTAH                                75-1878071
       (State or other jurisdiction of              (I.R.S. Employer
        incorporation or organization)             Identification No.)



                 1610 BARRANCAS AVENUE, PENSACOLA, FLORIDA 32501
               (Address of principal executive offices) (Zip Code)

                    Issuer's telephone number: (850) 438-9647

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

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

                         COMMON STOCK, $0.001 PAR VALUE
                                (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 / / No /X/

Check  if no  disclosure  of  delinquent  filers  in  response  to  Item  405 of
Regulation S-B is 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. / /

Issuer's revenues for the fiscal year ended March 31, 2003: $-0-

Aggregate market value of the registrant's  common stock held by  non-affiliates
as of July 8, 2003: APPROXIMATELY $36,283.

Number of shares of the registrant's  common stock outstanding:  7,889,169 as of
July 8, 2003.

Transitional Small Business Disclosure Format (check one):  Yes/  /  No/X/

                                        1

<PAGE>



                                     PART I

ITEM 1.                    DESCRIPTION OF BUSINESS.
--------------------------------------------------------------------------------


         sureBET Casinos,  Inc. ("the Company") is a corporation organized under
the laws of the State of Utah on June 13, 1985. Although the Company has been in
existence  since June 1985,  it changed its  business  strategy in 1999 to enter
into the casino  business.  The  Company  intended to  develop,  acquire,  joint
venture,  manage,  and operate  gaming  establishments  with an initial focus on
water-based  gaming,  the emerging gaming markets,  and the  rehabilitation  and
reorganization of casinos that were underperforming  financially.  The Company's
operations were conducted through a subsidiary, Casino Padre Investment Company,
LLC, a Nevada limited  liability  company,  from November 1999 to November 2000.
The LLC ceased operations in November 2000 and no longer exists.

         The Company is currently  considered a "public shell"  corporation with
no  active  business  operations  and  is in the  process  of  searching  for an
operating business with which to merge or to acquire. The Company is an Over the
Counter Bulletin Board stock trading under the symbol "SBET".

CORPORATE HISTORY

         The  Company  was formed in Utah on June 13, 1985 under the name Navis,
Bona, Inc. On March 29, 1988, the company merged with I Love Yogurt Corporation,
a Texas corporation.  Navis Bona, Inc., the surviving  corporation,  changed its
name upon completion of the merger to I Love Yogurt Corporation.

         On June 24, 1992, I Love Yogurt  Corporation merged with Chelsea Street
Holding Company, Inc., a Delaware corporation. I Love Yogurt Corporation was the
surviving corporation after the merger. Pursuant to the Merger Agreement, I Love
Yogurt  Corporation  changed  its  name  to  Chelsea  Street  Financial  Holding
Corporation.  On November 23, 1993, Chelsea Street Financial Holding Corporation
amended its Articles of  Incorporation  changing the name of the  corporation to
Wexford Technology Incorporated.

         On March 5, 1999, the Company entered into an Asset Purchase  Agreement
with  its  controlling  shareholder,   Imperial  Petroleum,  Inc.  ("Imperial").
Pursuant to the Agreement,  Imperial  acquired all of the assets and liabilities
of the Company.  No  consideration  was  exchanged in return for the sale of the
assets and transfer of the liabilities.

         On May 12,  1999,  the Company  entered  into an  Agreement to Exchange
Common  Stock  with  U.S.  Gaming &  Leisure  Corp.  ("USGL").  Pursuant  to the
agreement  with USGL,  the Company was to issue  6,000,000  new common shares to
shareholders  of  USGL  for  100%  of  the  outstanding  shares  of  USGL.  This
transaction was never consummated.

         On June 7, 1999,  there was a change in the Board of  Directors  of the
Company.  The new board changed the Company's  business  strategy and decided to
enter into the casino business.  On June 24, 1999, the Articles of Incorporation
of the  Company  were  amended  to change  the name of the  Company  to  sureBET
Casinos, Inc.

         Under the  direction  of its new  management,  the Company  intended to
develop,  acquire, joint venture, manage, and operate gaming establishments with
an initial focus on water-based  gaming,  the emerging gaming  markets,  and the
rehabilitation   and   reorganization  of  casinos  that  were   underperforming
financially.

         On October 1, 1999, the Company entered into a Management Contract with
Casino Padre Investment Company, LLC, a Nevada limited liability company.  Under
the terms of the contract, the Company had an exclusive agreement to operate the
gaming ship M/V  Entertainer  and the gaming  operations  located on the ship on
behalf of and for the account of Casino Padre Investment Company, LLC.

         On October 27, 1999, the Company acquired 50 membership units in Casino
Padre  Investment  Company LLC in exchange  for  5,000,000  shares of the common
stock of the Company.  Immediately following the transaction,  the Company owned
83% of Casino Padre Investment Company LLC. The shares were


                                        2

<PAGE>




acquired  from Charles S. Liberis, the  President of the  Company.  The  LLC was
formed on  September 14, 1999 and at the time of the acquisition, was still in a
developmental stage.  Casino  Padre  commenced  operations on November 18, 1999.
The  LLC  ceased  operations  on  November 6,  2000.  The  charter  on  the  M/V
Entertainer  has  been  terminated and  the LLC no  longer exists.  See Item 12.
Certain Relationships and Related Transactions.

         On December 20, 1999, the Company  entered into an agreement with Black
Hawk Hotel Corporation,  an unaffiliated  entity, to lease Lilly Belle's Casino,
an existing casino facility located in Black Hawk,  Colorado.  The Company later
canceled  the  lease  based  on the  determination  that  increased  competition
impaired economic feasibility of the proposed venture.

         The  Company  issued  200,000  common  shares  valued at  $200,000 as a
deposit on the lease.  Lilly  Belle's  Casino filed for  bankruptcy  in November
2001.  The  common  shares  that were  issued  are being  held in escrow and the
Company is  currently  negotiating  to  receive  the  shares  back.  Due to this
uncertainty,  the deposit was written off during the year ended March 31,  2002.
See Item 6. Management's Discussion and Analysis or Plan of Operation.

EMPLOYEES

         As of July 15, 2003, the Company is inactive and has no employees.

         The  Company's  future  success  depends in  significant  part upon the
continued  service of its key senior  management  personnel  and its  continuing
ability to attract and retain highly qualified  managerial  personnel.  The time
that the officers and  directors  devote to the business  affairs of the Company
and  the  skill  with  which  they   discharge   their   responsibilities   will
substantially  impact the Company's success. To the extent the services of these
individuals  would be  unavailable  to the Company  for any reason,  the Company
would be required to identify,  hire,  train and retain  other highly  qualified
managerial  personnel to manage and operate the Company.  The Company's business
could be  adversely  affected  to the extent such key  individuals  could not be
replaced.


ITEM 2.  DESCRIPTION OF PROPERTY.
--------------------------------------------------------------------------------

         The Company's  administrative  offices are located in 1,996 square feet
of office space in Pensacola,  Florida, that is owned by Charles S. Liberis, the
Company's  Chairman  of the Board of  Directors,  Chief  Executive  Officer  and
principal stockholder. The Company pays no rent for the space.


ITEM 3.  LEGAL PROCEEDINGS.
--------------------------------------------------------------------------------


         None.


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


         No matters  were  submitted  to a vote of security  holders  during the
fourth quarter of the fiscal year ended March 31, 2003.



                                        3

<PAGE>

                                     PART II

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


         The  Company's  Common Stock is not traded on a  registered  securities
exchange,  or on NASDAQ.  The Company's  Common Stock has been quoted on the OTC
Bulletin  Board since 1987. It traded under the symbol "DICE" from July 14, 1999
to August 23, 2000.  The stock was delisted from August 23, 2000 to May 23, 2001
and began trading under the symbol "SBET" on May 24, 2001.  The following  table
sets  forth the range of high and low bid  quotations  for each  fiscal  quarter
within the last two fiscal  years,  as well as the current  fiscal  year.  These
quotations reflect  inter-dealer  prices without retail mark-up,  mark-down,  or
commissions and may not necessarily represent actual transactions.


FISCAL QUARTER ENDED                         HIGH BID              LOW BID
June 30, 2001.....................               -                    -
September 30, 2001................            $ 0.01                $ 0.01
December 31, 2001.................            $ 0.30                $ 0.01
March 31, 2002....................            $ 0.10                $ 0.03
June 30, 2002.....................            $ 0.03                $ 0.01
September 30, 2002................            $ 0.02                $ 0.01
December 31, 2002.................            $ 0.01                $ 0.01
March 31, 2003....................            $ 0.01                $ 0.00
June 30, 2003.....................            $ 0.01                $ 0.00

         As of July 15,  2001,  there were 291 record  holders of the  Company's
Common  Stock.  On August 11, 2003,  the closing bid price was $0.01.  Since the
Company's  inception,  no cash  dividends  have been  declared on the  Company's
Common Stock.

         The  Securities  and Exchange  Commission  (SEC) has adopted rules that
regulate  broker-dealer  practices in  connection  with  transactions  in "penny
stocks". Generally, penny stocks are equity securities with a price of less than
$5.00 (other than securities  registered on certain national exchanges or quoted
on the NASDAQ system).  If the Company's  shares are traded for less than $5 per
share,  as they  currently  are,  the shares  will be subject to the SEC's penny
stock rules unless (1) the  Company's  net  tangible  assets  exceed  $5,000,000
during the Company's  first three years of  continuous  operations or $2,000,000
after the  Company's  first three  years of  continuous  operations;  or (2) the
Company has had average revenue of at least $6,000,000 for the last three years.
The penny stock rules require a broker-dealer, prior to a transaction in a penny
stock not  otherwise  exempt  from the  rules,  to deliver a  standardized  risk
disclosure document prescribed by the SEC that provides  information about penny
stocks  and the  nature  and  level of  risks in the  penny  stock  market.  The
broker-dealer  also  must  provide  the  customer  with  current  bid and  offer
quotations for the penny stock,  the compensation of the  broker-dealer  and its
salesperson  in the  transaction,  and monthly  account  statements  showing the
market value of each penny stock held in the  customer's  account.  In addition,
the penny stock rules require that prior to a  transaction  in a penny stock not
otherwise exempt from those rules, the broker-dealer must make a special written
determination  that the penny stock is a suitable  investment  for the purchaser
and  receive  the  purchaser's  written  agreement  to  the  transaction.  These
requirements  may have the effect of reducing  the level of trading  activity in
the secondary  market for a stock that becomes subject to the penny stock rules.
As long as the Company's  Common Stock is subject to the penny stock rules,  the
holders of the Common  Stock may find it  difficult  to sell the Common Stock of
the Company.

                                        4

<PAGE>

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


         The  Company  ceased  conducting  an active  trade or business in April
1997.  During the fiscal years ended March 31, 1999 and 1998, the Company had no
operating  business.  The Company entered into an Asset Purchase  Agreement (the
"Agreement")  on  March  5,  1999  with its  controlling  shareholder,  Imperial
Petroleum, Inc. ("Imperial"). The Agreement provided that Imperial would acquire
all of the assets and liabilities of the Company. No consideration was exchanged
in return for the sale of the net liabilities of the Company. As a result of the
Agreement, the Company had no assets or liabilities as of March 31, 1999.

         In  November  1999,  the  Company  commenced  operations  in the casino
business.  The sole source of revenue  for the  Company  through the fiscal year
ended March 31, 2001 was derived  from the  operation  of Casino  Padre.  Casino
Padre began operations on November 18, 1999 and ceased operations on November 6,
2000.

RESULTS OF OPERATIONS

         The Company has not  generated  any revenues for the fiscal years ended
March 31, 2003 and 2002.

         For the year ended March 31, 2003, the Company incurred a net operating
loss of $51,405,  as compared to a net  operating  loss of $356,486 for the year
ended March 31, 2002.

         For the year ended March 31, 2003, general and administrative expenses,
consisting  primarily of audit fees,  legal fees, and transfer agent fees,  were
$21,405. This represents a decrease of $25,081 or 54% from the previous year. In
addition,  the Company wrote off a $30,000  deposit during the 2003 fiscal year.
In March 2000, Newpark Shipbuilding - Pasadena, Inc. ("Newpark") filed a lawsuit
against the Company  seeking  approximately  $140,000 for repair work on the M/V
Casino Padre.  The Company disputed the amount of the claim and posted a bond in
the  amount  of  $140,000.  The case  has  been  settled  for  $100,000  and CSL
Development, the vessel owner, was refunded $40,000 that it had posted on behalf
of the Company.

         General and administrative  expenses for the year ended March 31, 2002,
totaled $46,486.  In fiscal 2002, the Company wrote off a deposit of $200,000 on
the Black  Hawk  casino  lease and  recognized  $110,000  as a legal  settlement
expense in connection with the Newpark Shipping - Pasadena claim.

LIQUIDITY AND CAPITAL RESOURCES

         At March 31,  2003,  the Company had a working  capital  deficiency  of
$781,232, as compared to a deficiency of $759,827 at March 31, 2002. The Company
does not  believe  that it will be able to meet its normal  operating  costs and
expenses as the Company does not presently have any operations.

         The  Company  has  been   dependent   upon  loans  from  its  principal
shareholder  and  President,  Charles  Liberis.  The loans are not  evidenced by
promissory  notes and there is no fixed date for  repayment.  At March 31, 2003,
$86,602 was owed to Mr. Liberis.

         In  addition,  at March 31, 2003,  $48,506 was owed to CSL  Development
Corporation  for  past due  charter  payments,  payments  of  Company  operating
expenses, and accrued interest thereon. Mr. Liberis is also the President of CSL
Development Corporation.

         The  report of the  Company's  independent  auditors  on the  financial
statements for the year ended March 31, 2002, included an explanatory  paragraph
relating  to the  uncertainty  of the  Company's  ability to continue as a going
concern  due to the loss  incurred  for the year  ended  March 31,  2002 and the
working capital deficit and stockholders' deficit existing as of March 31, 2002.
The Company must raise  additional  capital,  incur debt, or obtain financing in
order to fund operations.

         The Company's  financial  condition  has not improved  since that audit
report was issued.  Accordingly,  the going  concern  issue still applies to the
Company.


                                        5

<PAGE>




         The Company believes that it will be able to raise  additional  capital
through debt and equity  financing  which,  along with additional loans from its
principal shareholders, will be sufficient to meet the Company's current working
capital  needs for at least the next  twelve  months.  However,  there can be no
assurance that the Company will be able to raise  additional  capital or to take
advantage of any expansion opportunities that may become available. There can be
no assurance that additional  capital will be available at all, at an acceptable
cost,  or on a basis that is timely to allow the  Company to finance any further
business opportunities.

FORWARD LOOKING STATEMENTS

         Except  for  historical   information  contained  herein,  the  matters
discussed  in  this  Item 6,  in  particular,  statements  that  use  the  words
"believes",  "intends",  "anticipates",  or  "expects"  are intended to identify
forward  looking   statements  that  are  subject  to  risks  and  uncertainties
including, but not limited to, inclement weather, mechanical failures, increased
competition,  financing,  governmental action,  environmental opposition,  legal
actions, and other unforeseen factors.


ITEM 7.  FINANCIAL STATEMENTS.
--------------------------------------------------------------------------------

         The  consolidated  financial  statements and notes are included  herein
beginning at page F-1.  The  financial  statements  as of and for the year ended
March 31,  2003 were not audited in  reliance  on Rule 3-11 of  Regulation  S-X,
since the Company is deemed to be an inactive  entity  under that rule.  For the
past fiscal year,  the  Company's  gross  receipts do not exceed  $100,000,  the
Company has not  purchased,  sold, or granted  options on its common stock,  the
Company's  expenditures  do not exceed  $100,000,  and no material change in the
Company's business has occurred.


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

         None.








                                        6


<PAGE>

                                    PART III

ITEM 9.  DIRECTORS AND EXECUTIVE OFFICERS OF THE REGISTRANT.
--------------------------------------------------------------------------------

         The officers and directors of the Company are as follows:

NAME                         Age            POSITION

Charles S. Liberis           61             Chairman of the Board of Directors,
                                            President, Chief Operating Officer

Michael Georgilas            49             Director

         The term of office of each  director  of the  Company  ends at the next
annual meeting of the Company's stockholders or when the director's successor is
elected and qualified.  No date for the next annual meeting of  stockholders  is
specified in the Company's Bylaws,  nor has a meeting been fixed by the Board of
Directors.  The term of office of each  officer of the Company  ends at the next
annual  meeting of the Company's  Board of Directors,  which is expected to take
place  immediately  after the next annual meeting of stockholders,  or when such
officer's successor is elected and qualified.

         CHARLES S. LIBERIS.  Mr.  Liberis was elected  Chairman,  President and
Chief Operating  Officer of the Company on July 8, 1999. Since 1992, Mr. Liberis
served as President  of CSL  Development  Corporation,  a private  company.  CSL
Development  Corporation has been engaged in general  development of real estate
property including condominiums, resorts, golf courses, and casinos. Mr. Liberis
was a founder of Europa Cruises Corporation (NASDAQ - KRUZ), Pensacola, Florida,
and served as its Chief  Executive  Officer from 1989 to 1992.  Prior to joining
Europa,  Mr.  Liberis was a practicing  attorney for over twenty years and was a
Senior  Partner in the law firm of  Liberis,  Sauls,  and  Fleming,  P.A.,  with
offices in  Pensacola  and  Tallahassee,  Florida,  and  Atlanta,  Georgia.  His
practice consisted primarily of real estate and corporate reorganization law and
he has had an extensive background in the reorganization of numerous hospitality
operations.  Mr.  Liberis was a founder and served on the Board of Directors and
as General Counsel of Southern National Bankshares,  Atlanta, Georgia, from 1983
to 1985.  Mr.  Liberis  majored in business  and finance and  received his Juris
Doctorate from Stetson  University College of Law in 1977. He is a member of the
American  and Florida Bar  Associations  and the  International  Association  of
Gaming  Attorneys.  Mr. Liberis has previously been found suitable for licensing
by the Mississippi Gaming Commission.

         MICHAEL GEORGILAS.  Mr. Georgilas was elected to the Board of Directors
of the Company in June 1999.  Since September 1996, Mr.  Georgilas has served as
Chairman and Chief Executive  Officer of Mondial Group Inc, Athens,  Greece,  an
international  casino  development  and  management  company.  From July 1993 to
August 1996, he was Vice President of Gaming and Director of Gaming  Development
for ITT/Sheraton Corporation, Boston, Massachusetts.  From June 1992 to December
1992,  he served as Chief  Operating  Officer  of  Europa  Cruises  Corporation,
Pensacola,  Florida.  From 1991 to 1992, he served as Associate  Director of the
Casino and Gaming Management  Division at the University of Nevada in Las Vegas.
From 1986 through 1991, he held various positions with Hilton Corporation having
last served as President and General  Manager of the Flamingo  Hilton Reno.  Mr.
Georgilas  holds a Bachelor  of  Science  Degree in Hotel  Administration  and a
Master of Science Degree in Hotel  Administration from the University of Nevada,
Las Vegas.

         Mr.  Liberis may be deemed to be the  "promoter" of the Company  within
the meaning of the Rules and Regulations under federal securities laws.

         We  do  not  have  any  standing  audit,  nominating,  or  compensation
committees of our board of directors.



                                        7

<PAGE>



SECTION 16(A) BENEFICIAL OWNERSHIP REPORTING COMPLIANCE

         During the fiscal year ended March 31, 2003,  there were no other known
failures to file a report  required by Section 16(a) of the Securities  Exchange
Act of 1934.

CODE OF ETHICS

         We have not yet adopted a code of ethics that applies to our  principal
executive officer,  principal financial officer, principal accounting officer or
controller, or persons performing similar functions, since we have been focusing
our efforts on obtaining a business  opportunity  for the Company.  We expect to
adopt a code by the end of the current fiscal year.


ITEM 10. EXECUTIVE COMPENSATION.
--------------------------------------------------------------------------------

         The  following  table sets forth  information  for all persons who have
served as the chief  executive  officer of the Company during the last completed
fiscal year. No disclosure  need be provided for any  executive  officer,  other
than the CEO, whose total annual salary and bonus for the last completed  fiscal
year did not exceed $100,000.  Accordingly,  no other executive  officers of the
Company are included in the table.

<TABLE>
<CAPTION>
                                            SUMMARY COMPENSATION TABLE


                                      ANNUAL COMPENSATION                        LONG TERM COMPENSATION
                         --------------------------------------------- ------------------------------------------
                                                                                  AWARDS               PAYOUTS
                                                                       ----------------------------  ------------
                                                                         RESTRICTED    SECURITIES
  NAME AND                                             OTHER ANNUAL        STOCK       UNDERLYING                  ALL OTHER
  PRINCIPAL                                            COMPENSATION       AWARD(S)      OPTIONS/         LTIP       COMPEN-
  POSITION       YEAR     SALARY ($)    BONUS ($)          ($)              ($)         SARS (#)       PAYOUTS     SATION ($)
-------------  --------- ------------  ------------ ------------------ -------------- -------------  ------------ ------------
<S>              <C>        <C>           <C>             <C>              <C>              <C>           <C>        <C>
Charles S.       2001       $0.00         $0.00           $0.00            $0.00            0             0          $0.00
Liberis,         2002       $0.00         $0.00           $0.00            $0.00            0             0          $0.00
President        2003       $0.00         $0.00           $0.00            $0.00            0             0          $0.00
(1)<F1>

---------------
<FN>
(1)<F1>   Charles S. Liberis has been the President of the Company since July 8,
          1999.
</FN>
</TABLE>

         The  Company  does not have any  employment  contracts  with any of its
officers or  directors.  Such  persons are employed by the Company on an at will
basis,  and the terms and  conditions of employment are subject to change by the
Company.

STOCK OPTION PLANS

         The Company has no stock option plans.

OPTION GRANTS IN LAST FISCAL YEAR

         There were no options granted as executive compensation during the past
year.

DIRECTOR COMPENSATION

         No  employees  will  receive  additional   compensation  as  directors.
Non-Employee  directors  will be compensated at the rate of $500 per meeting for
attendance at meetings with the Board of Directors.



                                        8

<PAGE>



ITEM 11. SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT
         AND RELATED STOCKHOLDER MATTERS.
--------------------------------------------------------------------------------

         The following table provides certain information as to the officers and
directors  individually  and as a group,  and the holders of more than 5% of the
Common Stock of the Company, as of March 31, 2003:

<TABLE>
<CAPTION>
NAME AND ADDRESS OF OWNER              NUMBER OF SHARES OWNED        PERCENT OF CLASS (1)<F1>
<S>                                           <C>                           <C>

Charles S. Liberis                            6,000,000                     76.1%
1610 Barrancas Avenue
Pensacola, FL  32501

Michael Georgilas                               75,000                       1.0%
Ellis 26
N. Erythrea 14671
Athens, Greece

Officers and directors as a group             6,075,000                     77.0%
  (3 persons)

---------------
<FN>
(1)<F1>   This table is based on 7,889,169 shares of Common Stock outstanding on
          March 31, 2003.
</FN>
</TABLE>

ITEM 12. CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS.
--------------------------------------------------------------------------------

         On March 5, 1999, the Company entered into an Asset Purchase  Agreement
with  its  controlling  shareholder,   Imperial  Petroleum,  Inc.  ("Imperial").
Pursuant to the Agreement,  Imperial  acquired all of the assets and liabilities
of the Company.  No  consideration  was  exchanged in return for the sale of the
assets and transfer of the liabilities.

         On October 1, 1999, Casino Padre Investment  Company LLC entered into a
Charter  Agreement to charter the vessel,  "MV  Entertainer",  and the equipment
associated therewith,  pursuant to a Charter Agreement (the "Charter Agreement")
with CSL Development Corporation (CSLD). The initial charter period was for five
(5) years  commencing on October 1, 1999. The Charter  Agreement was terminated.
At March  31,  2003,  $48,506  was owed to CSLD for past due  charter  payments,
payment of other operating expenses and for accrued interest at 12% annually.

         Since May 31, 1999, Charles Liberis,  the President of the Company, had
advanced  funds to the Company as necessary  to cover  operating  expenses.  The
loans  are not  evidenced  by  promissory  notes.  There  is no  fixed  date for
repayment. At March 31, 2003, $86,602 was owed to Mr. Liberis.

         The Company's  administrative  offices are located in 1,996 square feet
of office space in Pensacola,  Florida, that is owned by Charles S. Liberis, the
Company's  Chairman  of the Board of  Directors,  Chief  Executive  Officer  and
principal stockholder. The Company pays no rent for the space.


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

         The following exhibits are included with this annual report:


   EXHIBIT
   NUMBER                              DOCUMENT

     2.1        Agreement to Exchange Common Stock with U.S. Gaming & Leisure
                Corp. (1)

     3.1        Articles of Incorporation, as amended (1)


                                        9

<PAGE>



   EXHIBIT
   NUMBER                              DOCUMENT

     3.2        Bylaws, as amended (1)

     21         Subsidiaries of the Registrant (1)

     31         Certification Pursuant to Rule 13a-14(a) of Sole Officer

     32         Certification  Pursuant  to  18 U.S.C. Section  1350, as Adopted
                Pursuant  to  Section  906 of  the Sarbanes-Oxley Act of 2002 of
                Sole Officer

     -----------------------
     (1)  Previously filed as an exhibit to the Company's Registration Statement
          on  Form 10-SB dated  April 10, 2000  and  incorporated  by  reference
          herein.

         No reports on Form 8-K were filed during the last quarter of the period
         covered by this report.


ITEM 14. CONTROLS AND PROCEDURES.
--------------------------------------------------------------------------------

         The Company's sole officer  believes that its  disclosure  controls and
procedures are adequate given the fact that the Company is currently an inactive
entity,  as defined by Rule 3-11 of Regulation S-X. Should the Company  increase
its level of  activity  and  increase  its cash flow,  additional  controls  and
procedures will be implemented.  The delinquency of this report is due to a lack
of funds, as opposed to inadequate controls and procedures.


ITEM 15. PRINCIPAL ACCOUNTANT FEES AND SERVICES.
--------------------------------------------------------------------------------

AUDIT FEES

         For the 2002  fiscal  year,  fees  billed  by the  Company's  principal
accountant  for the audit of the  Company's  annual  financial  statements  were
$5,000.  The Company did not have its financial  statements  for the 2003 fiscal
year audited.

AUDIT-RELATED FEES

         The Company's  principal  accountant  did not render any  audit-related
services for the last two fiscal years.

TAX FEES

         The Company's principal  accountant did not render any services for tax
compliance, tax advice, and tax planning for the last two fiscal years.

ALL OTHER FEES

         There were no other fees billed by the Company's  principal  accountant
for the last two fiscal years, other than the fees disclosed above.



                                       10

<PAGE>



PRE-APPROVAL POLICIES AND PROCEDURES

         The Company does not have an audit committee of its board of directors.
Prior to engaging the principal accountants to perform a particular service, the
board of directors  obtains an estimate for the service to be performed.  All of
the  services  described  above  were  approved  by the  board of  directors  in
accordance with its procedures.

















                                       11

<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.

                                        SUREBET CASINOS, INC.


Date:    August 22, 2003                By:  /s/ CHARLES S. LIBERIS
      -------------------------            -------------------------------------
                                               Charles S. Liberis, President


         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.

SIGNATURE AND TITLE                                           DATE


/s/ CHARLES S. LIBERIS                                  August 22, 2003
-------------------------------------------
Carles S. Liberis
Chairman of the Board of Directors,
President and Chief Operating Officer
(Principal Executive, Financial and
Accounting Officer)


/s/ MICHAEL GEORGILAS                                  August 22, 2003
-------------------------------------------
Michael Georgilas
Director







                                       12

<PAGE>






                      SUREBET CASINOS, INC. AND SUBSIDIARY

                   INDEX TO CONSOLIDATED FINANCIAL STATEMENTS

                                                                            PAGE

Consolidated Balance Sheets as of March 31, 2003 and 2002...................F-2

Consolidated Statements of Operations
         for the Years Ended March 31, 2003 and 2002........................F-3

Consolidated Statements of Changes in Stockholders' Deficit
         for the Years Ended March 31, 2003 and 2002........................F-4

Consolidated Statements of Cash Flows
         for the Years Ended March 31, 2003 and 2002........................F-5

Notes to Consolidated Financial Statements..................................F-6









                                      F-1
<PAGE>

                      SUREBET CASINOS, INC. AND SUBSIDIARY
                           CONSOLIDATED BALANCE SHEETS
                             March 31, 2003 and 2002

                                     ASSETS
<TABLE>
<CAPTION>
                                                                      2003                2002
                                                               -----------------  -------------------
                                                                   (Unaudited)
<S>                                                            <C>                <C>
Current assets:
   Cash                                                        $        -         $          -
   Receivables                                                          -                    -
                                                               -----------------  -------------------
      Total current assets                                              -                    -
                                                               -----------------  -------------------

Other assets:
   Deposit on claim (Note 5)                                            -                 30,000
   Deposit on Colorado casino lease (Note 5)                            -                    -
                                                               -----------------  -------------------
      Total other assets                                                -                 30,000
                                                               -----------------  -------------------
                                                               $        -         $       30,000
                                                               =================  ===================


                      LIABILITIES AND STOCKHOLDERS' DEFICIT

Current liabilities:
   Accounts payable and accrued liabilities                    $    646,124       $      646,124
   Due to shareholder (Note 6)                                       86,602               86,602
   Due to CSL Development Corporation (Notes 5 and 6)                48,506               27,101
                                                               -----------------  -------------------
      Total current liabilities                                     781,232              759,827
                                                               -----------------  -------------------

Commitments and contingencies (Note 5)                                  -                    -

Stockholders' deficit:
   Preferred stock, $.01 par value, 500,000 shares
     authorized, none issued and outstanding                            -                    -
   Common stock, $.001 par value, 50,000,000 shares
     authorized, 7,889,169 shares issued and outstanding              7,889                7,889
   Additional paid-in capital                                     5,569,866            5,569,866
   Accumulated deficit                                           (6,358,987)          (6,307,582)
                                                               -----------------  -------------------
      Total stockholders' deficit                                  (781,232)            (729,827)
                                                               -----------------  -------------------
                                                               $        -         $       30,000
                                                               =================  ===================

</TABLE>


                See notes to consolidated financial statements.

                                      F-2
<PAGE>






                       SUREBET CASINOS, INC. AND SUBSIDIARY
                      CONSOLIDATED STATEMENTS OF OPERATIONS
                       Years Ended March 31, 2003 and 2002



                                                       2003             2002
                                                   ------------    -------------
                                                    (Unaudited)
Revenue:
   Casino revenue                                  $        -      $        -
   Ticket sales                                             -               -
   Food and beverage sales                                  -               -
                                                   ------------    -------------
      Total revenue                                         -               -
                                                   -------------   -------------

 Operating expenses:
   Cost of food and beverage sales                          -               -
   Casino operating costs                                   -               -
   Casino vessel costs                                      -               -
   Sales and marketing                                      -               -
   General and administrative                            21,405          46,486
   Write-off of deposit (Note 5)                         30,000         200,000
   Legal settlement (Note 5)                                            110,000
   Minority interest in losses                              -               -
                                                   -------------   -------------
      Total operating expenses                           51,405         356,486
                                                   -------------   -------------
      Net loss                                     $    (51,405)   $   (356,486)
                                                   =============   =============

      Basic net loss per share                     $      (0.01)   $      (0.05)
                                                   =============   =============
      Weighted average common shares outstanding      7,889,169       7,889,169
                                                   =============   =============



          See accompanying notes to consolidated financial statements.

                                       F-3



<PAGE>




                      SUREBET CASINOS, INC. AND SUBSIDIARY
            CONSOLIDATED STATEMENTS OF STOCKHOLDERS' EQUITY (DEFICIT)
                       Years Ended March 31, 2003 and 2002
                                  (Unaudited)


<TABLE>
<CAPTION>

                                           COMMON STOCK               ADDITIONAL
                                  ------------------------------        PAID-IN        ACCUMULATED
                                       SHARES          AMOUNT           CAPITAL          DEFICIT           TOTAL
                                  ---------------  -------------   ----------------  ----------------  --------------
<S>                               <C>              <C>              <C>              <C>               <C>
 Balance, March 31, 2001              7,889,169    $      7,889     $   5,569,866    $   (5,951,096)   $   (373,341)

 Net loss                                   -               -                 -            (356,486)       (356,486)
                                  ---------------  -------------   ----------------  ----------------  --------------
 Balance, March 31, 2002              7,889,169           7,889         5,569,866        (6,307,582)       (729,827)

 Net loss                                   -               -                 -             (51,405)        (51,405)
                                  ---------------  -------------   ----------------  ----------------  --------------
 Balance, March 31, 2003              7,889,169    $      7,889    $    5,569,866    $   (6,358,987)   $   (781,232)
                                  ===============  =============   ================  ================  ==============

</TABLE>


          See accompanying notes to consolidated financial statements.

                                      F-4


<PAGE>


                      SUREBET CASINOS, INC. AND SUBSIDIARY
                      CONSOLIDATED STATEMENTS OF CASH FLOWS
                       YEARS ENDED MARCH 31, 2003 AND 2002



<TABLE>
<CAPTION>
                                                                      2003                2002
                                                                ----------------    ---------------
                                                                   (Unaudited)
<S>                                                             <C>                 <C>

Cash flows from operating activities:
   Net loss                                                     $       (51,405)    $     (356,486)
   Adjustments to reconcile net loss to net cash
      provided by operating activities:
         Depreciation                                                       -                  -
         Loss on disposition of assets                                      -                  -
         Minority interest in losses                                        -                  -
         Legal settlement                                                   -              110,000
         Write-off of deposit                                            30,000            200,000
         Changes in operating assets and liabilities:                       -
            Accounts receivable                                             -               15,630
            Inventory                                                       -                  -
            Other assets                                                    -                  -
            Accounts payable and accrued liabilities                        -               30,856
                                                                ----------------    ---------------
               Net cash provided by operating activities                (21,405)               -
                                                                ----------------    ---------------

Cash flows from financing activities:
   Net advances from shareholder                                         21,405                -
   Sale of shares of subsidiary to minority interests                       -                  -
   Sale of common shares                                                    -                  -
                                                                ----------------    ---------------
               Net cash used in financing activities                     21,405                -
                                                                ----------------    ---------------

Net decrease in cash and cash equivalents                                   -                  -

Cash at beginning of year                                                   -                  -
                                                                ----------------    ---------------

Cash at end of year                                             $           -       $          -
                                                                ================    ===============


Supplemental disclosure:
   Total interest paid                                          $           -       $          -
                                                                ================    ===============

</TABLE>


          See accompanying notes to consolidated financial statements.

                                      F-5


<PAGE>




                      SUREBET CASINOS, INC. AND SUBSIDIARY
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                             MARCH 31, 2003 AND 2002

1.     DISCONTINUED OPERATIONS, REVERSE MERGER AND BUSINESS OF THE COMPANY

       During  the year  ended  March 31,  1999,  SureBET  Casinos,  Inc.  ("the
       Company")  had  no  operating  assets  and  had  been  investigating  the
       acquisition  of an operating  business.  The Company  changed its name on
       June 24, 1999 from Wexford Technology,  Incorporated.  In connection with
       an  Agreement  to  Exchange  Stock  with U.S.  Gaming and  Leisure  Corp.
       ("USG&L")  (see  below),  the  Company  entered  into an  Asset  Purchase
       Agreement  (the  "Agreement")  on March  5,  1999  with  its  controlling
       shareholder,   Imperial  Petroleum,  Inc.  ("Imperial").   The  Agreement
       provides that Imperial  would acquire all the assets and  liabilities  of
       the Company. No consideration was exchanged in return for the sale of the
       net liabilities of the Company. As a result of the Agreement, the Company
       had no assets or liabilities as of March 31, 1999.

       In  connection  with the  Agreement to Exchange  Common Stock with USG&L,
       dated May 12, 1999, which is contingent on a private  placement which has
       not been completed, the Company will issue 6,000,000 new common shares to
       stockholders of USG&L for 100% of the  outstanding  shares of USG&L. As a
       result of the  tax-free  transaction,  USG&L will  become a wholly  owned
       subsidiary of the Company. The owners of USG&L obtained effective control
       of the  Company  in July  1999  by  obtaining  control  of the  Board  of
       Directors of the Company. USG&L is presently in the business of operating
       a cruise ship and, after a private offering to raise additional  capital,
       intends  to also  enter the  gaming  business.  The  transaction  will be
       accounted  for  as a  reverse  acquisition  whereby  USG&L  will  be  the
       acquiring company for accounting purposes.

       On June 7,  1999,  there was a change in the  Board of  Directors  of the
       Company.  The new board  changed  the  Company's  business  strategy  and
       decided  to enter  into  the  casino  business.  On June  24,  1999,  the
       Company's  articles of  incorporation  were amended to change the name of
       the Company to SureBET Casinos, Inc.

       Under  the  direction  of its new  management,  the  Company  intends  to
       develop, acquire, joint venture, manage and operate gaming establishments
       with an initial focus on water-based gaming, the emerging gaming markets,
       and the  rehabilitation  and  reorganization  of  casinos  that are under
       performing financially.

       On October 1, 1999, the Company  entered into a Management  Contract with
       Casino Padre Investment  Company,  LLC, ("Casino Padre") a Nevada limited
       liability  company.  Under the terms of the contract,  the Company has an
       exclusive agreement to operate the gaming ship


                                      F-6

<PAGE>


                      SUREBET CASINOS, INC. AND SUBSIDIARY
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

1.     DISCONTINUED OPERATIONS, REVERSE MERGER AND BUSINESS OF THE COMPANY
       (CONTINUED)

       M/Ventertainer  (name  changed in April 2000 to M/V Casino Padre) and the
       gaming operations located on the ship on behalf of and for the account of
       Casino  Padre.  On October 27, 1999,  the Company  acquired 50 membership
       units in Casino  Padre in  exchange  for  5,000,000  shares of the common
       stock of the Company.  Immediately following the transaction, the Company
       owned 83% of Casino  Padre.  The shares  were  acquired  from  Charles S.
       Liberis,  the  President  of the  Company.  Casino  Padre  was  formed on
       September  14,  1999 and at the time of the  acquisition,  was still in a
       developmental  stage.  Casino Padre commenced  operations on November 18,
       1999. As of March 31, 2003, the Company owns 74% of Casino Padre.  Casino
       Padre ceased operations on November 6, 2000.

       The  acquisition  has  been  accounted  for in a  manner  similar  to the
       pooling-of-interests  method due to Charles  L.  Liberis'  control of the
       respective  companies.  Accordingly,  the Company has  presented,  in the
       accompanying  consolidated  financial statements,  the combination of the
       companies as if the  acquisition  had occurred at the inception of Casino
       Padre in  September  1999.  Casino  Padre's  assets and  liabilities  are
       presented on a historical basis with no adjustment for the acquisition.

       On December 20, 1999,  the Company  entered into an agreement  with Black
       Hawk Hotel  Corporation,  an unaffiliated  entity, to lease Lilly Belle's
       Casino,  an existing  casino  facility  located in Black Hawk,  Colorado.
       Pursuant to terms of the lease, the Company has an option to purchase the
       premises.  The lease is contingent on the Company receiving  approval for
       the  transaction  and issuance of  regulatory  licenses from the Colorado
       Gaming  Commission.  The Company's  application  with the Colorado Gaming
       Commission was withdrawn effective August 7, 2001.

       The Company is currently  considered a "public  shell"  corporation  with
       nominal  business  operations  and is in the process of searching  for an
       operating business with which to negotiate a "reverse merger."

2.     SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

       BASIS OF PRESENTATION

       The Company's financial  statements have been presented on the basis that
       it is a going concern,  which  contemplates the realization of assets and
       the satisfaction of liabilities in the normal course of business.

       The Company has suffered  continuing  net losses from  operations and its
       working capital deficit and stockholders' deficit raise substantial doubt
       about its ability to continue as a going concern as of March 31, 2003. As
       explained in Note 1, without a merger partner or acquisition of operating
       assets, the Company has nominal operations. The Company is dependant on a
       merger partner or raising  additional  funds in order to provide  capital
       for the Company to


                                      F-7
<PAGE>
                      SUREBET CASINOS, INC. AND SUBSIDIARY
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS


       continue as a going concern.  The financial statements do not include any
       adjustments that might result from the outcome of this uncertainty

       The Company  believes  that it will be able to raise  additional  capital
       through debt and equity  financing,  along with loans from its  principal
       shareholders,  which will be  sufficient  to meet the  Company's  current
       working capital needs for at least the next twelve months. However, there
       can be no  assurance  that the Company  will be able to raise  additional
       capital or take advantage of any expansion  opportunities that may become
       available.  There can be no  assurance  that  additional  capital will be
       available at all, at an acceptable  cost, or on a basis that is timely to
       allow the Company to finance any further business opportunities.

       STATEMENT OF CASH FLOWS

       For statement of cash flow  purposes,  the Company  considers  short-term
       investments, with an original maturity of three months or less to be cash
       equivalents.

       USE OF ESTIMATES AND ASSUMPTIONS

       Preparation  of the Company's  financial  statements  in conformity  with
       accounting  principles generally accepted in the United States of America
       requires management to make estimates and assumptions that affect certain
       reported  amounts and  disclosures.  Accordingly,  actual  results  could
       differ from those estimates.

       PRINCIPLES OF CONSOLIDATION

       The consolidated financial statements include the accounts of the Company
       and  its   subsidiary.   All   significant   intercompany   balances  and
       transactions are eliminated in consolidation.

       INCOME TAXES

       The Company  accounts for income taxes in  accordance  with  Statement of
       Financial  Accounting  Standards ("SFAS") No. 109, "Accounting for Income
       Taxes." SFAS No. 109 utilizes the asset and liability method of computing
       deferred income taxes. The objective of the asset and liability method is
       to  establish  deferred  tax assets  and  liabilities  for the  temporary
       differences  between the financial  reporting  basis and the tax basis of
       the Company's  assets and liabilities at enacted tax rates expected to be
       in effect when such amounts are realized or settled.



                                      F-8

<PAGE>

                      SUREBET CASINOS, INC. AND SUBSIDIARY
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS


       NET LOSS PER COMMON SHARE

       The Company  follows the provisions of SFAS No. 128,  Earnings Per Share.
       SFAS No. 128  provides a different  method of  calculating  earnings  per
       share than was formerly used in APB Opinion 15. SFAS No. 128 provides for
       the calculation of basic and diluted  earnings per share.  Basic earnings
       per share  includes  no  dilution  and is  computed  by  dividing  income
       available to common stockholders by the weighted average number of common
       shares  outstanding for the period.  Dilutive earnings per share reflects
       the potential  dilution of securities that could share in the earnings of
       the  Company.  Because  the  Company  has  no  dilutive  securities,  the
       accompanying presentation is only of basic loss per share.

3.     INCOME TAXES

       At March 31,  2003,  the Company  had net  operating  loss  carryforwards
       totaling  approximately  $6,270,000  available to reduce  future  taxable
       income  through the year 2014.  Due to changes in control of the Company,
       these carryforwards are generally limited on an annual basis.

       Deferred taxes are determined based on temporary  differences between the
       financial  statement  and income tax basis of assets and  liabilities  as
       measured  by the  enacted  tax rates  which will be in effect  when these
       differences reverse.

       Deferred tax assets are comprised of the following:

                                                         March 31,
                                                 2003                 2002
                                             ------------         -------------
       Net operating loss carryforwards      $  2,116.200         $   2,114,800
         Valuation Allowance                   (2,116,200)           (2,114,800)
                                             ------------         -------------
               Net deferred tax asset        $      -             $       -
                                             -------------        -------------

       The Company has recorded a full valuation  allowance against all deferred
       tax assets because it could not determine whether it was more likely than
       not that the deferred tax asset would be realized.

4.     COMMON STOCK

       At March 31, 2000,  the Company  issued 200,000 shares valued at $200,000
       as a deposit for a lease on a casino in Colorado (see Note 5).

       In February 2000, the Company entered into  subscription  agreements with
       two  individuals  for the purchase of an  aggregate  of  1,000,000  units
       consisting  of one share of common  stock and one warrant to purchase one
       share of common stock at $.687 per share for a period of five years.  The
       purchase  price  of the  units  is  $.6525  per  share.  The  individuals
       purchased an aggregate  of 59,428 units in March 2000;  therefore,  there
       exist 59,428 warrants to purchase common shares  outstanding at March 31,
       2003


                                      F-9
<PAGE>
                      SUREBET CASINOS, INC. AND SUBSIDIARY
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS


5.     CONTINGENT LIABILITIES

       FAIR VALUE OF FINANCIAL INSTRUMENTS

       The  following  disclosure  of the  estimated  fair  value  of  financial
       instruments is made in accordance with the  requirements of SFAS No. 107,
       Disclosures about Fair Value of Financial Instruments. The estimated fair
       value amounts have been determined by the Company, using available market
       information and appropriate valuation methodologies.

       The fair value of financial instruments classified as current liabilities
       including  accounts  payable,   due  to  shareholder,   and  due  to  CSL
       Development  Corporation  (see Note 6) approximate  carrying value due to
       the short-term maturity of the instruments.

       LITIGATION

       In March 2000, Newpark  Shipbuilding - Pasadena,  Inc.  ("Newpark") filed
       lawsuit  against the Company  seeking  approximately  $140,000 for repair
       work on the M/V Casino  Padre.  The  Company  disputed  the amount of the
       claim  and  posted a bond in the  amount of  $140,000.  The case has been
       settled for $100,000 and CSL Development,  the vessel owner, was refunded
       $40,000 that it had posted on behalf of the Company.

       DEPOSIT ON CASINO LEASE

       As  explained  in Note 4, the Company has issued  200,000  common  shares
       valued at  $200,000  as a deposit on the lease of a casino in Black Hawk,
       Colorado. The lease was a five-year lease for $30,000 per month and would
       commence  the  earlier  of October  1, 2000 or the  issuance  of a gaming
       license  by the  Colorado  Gaming  Commission.  The  casino has filed for
       bankruptcy.  The common  shares that were issued are being held in escrow
       and the Company is currently in  negotiations to receive the shares back;
       however, due to this uncertainty, the deposit has been written-off during
       the year ended March 31, 2002.


6.     RELATED PARTY TRANSACTIONS

       The payable to a principal  shareholder  included  accrued  interest at a
       rate of 12% annually.  The Company also owed CSL Development  Corporation
       for past due charter  payments,  payment of other operating  expenses and
       for accrued  interest at 12% annually.  Mr.  Liberis is also president of
       CSL Development Corporation.




                                      F-10