U. S. Securities and Exchange Commission

                             Washington, D. C. 20549



                                   FORM 10-KSB



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

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

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

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

                               Commission File No.
                               -------------------
                                   002-97007-D


                       ENERGROUP TECHNOLOGIES CORPORATION
                       ----------------------------------
                 (Name of Small Business Issuer in its Charter)

           UTAH                                              82-0420774
           ----                                              ----------

(State or Other Jurisdiction of                     (I.R.S. Employer I.D. No.)
 incorporation or organization)


                         4685 HIGHLAND DR., SUITE 202
                           Salt Lake City, Utah 84117
                           --------------------------
                    (Address of Principal Executive Offices)
                    Issuer's Telephone Number: (801) 278-9424


                              None; Not Applicable.
                              ---------------------
          (Former Name or Former Address, if changed since last Report)



Securities Registered under Section 12(b) of the Exchange Act: None
Name of Each Exchange on Which Registered:                     None
Securities Registered under Section 12(g) of the Exchange Act: $0.001 par value
                                                               common stock


     Check  whether  the Issuer (1) filed all  reports  required  to be filed by
Section 13 or 15(d) of the  Exchange  Act during the past 12 months (or for such
shorter period that the Company was required to file such reports),  and (2) has
been subject to such filing requirements for the past 90 days.

     (1)   Yes  X    No            (2)   Yes  X    No
               ---      ---                  ---      ---


     Check  if  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  Company'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: December 31, 2002-
$0.

     State the aggregate market value of the voting stock held by non-affiliates
computed by reference  to the price at which the stock was sold,  or the average
bid and asked  prices of such stock,  as of a specified  date within the past 60
days.

     March 17, 2002 - $161. There are  approximately  161,459 shares of common
voting stock of the Company not held by  affiliates.  Because  there has been no
"public market" for the Company's  common stock during the past three years, the
Company has arbitrarily valued these shares at par value of $0.001 per share.

                   (ISSUERS INVOLVED IN BANKRUPTCY PROCEEDINGS
                           DURING THE PAST FIVE YEARS)
None, Not applicable.


                     (APPLICABLE ONLY TO CORPORATE ISSUERS)

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

                                  March 17, 2002
                                    3,641,959

                       DOCUMENTS INCORPORATED BY REFERENCE

     A description of "Documents Incorporated by Reference" is contained in Item
13 of this Report.

Transitional Small Business Issuer Format   Yes  X   No
                                                ---     ---


                                     PART I

Item 1.  Description of Business.
---------------------------------

Business Development.
---------------------

     Organization and Charter Amendments.
     ------------------------------------

     Energroup Technologies Corporation, (the "Company"), was incorporated under
the laws of the State of Utah on March 21,  1985,  under the name of Great Lakes
Funding, Inc.

     The Company's  initial  authorized  capital was  $50,000.00,  consisting of
50,000,000 shares of one mill ($0.001) par value common voting stock.

     On January 9, 1986,  the Articles of  Incorporation  were amended to change
the name from Great Lakes Funding, Inc., to Energroup Technologies Corporation.

     On October 1, 1999, the Articles of Incorporation were amended to reflect a
20 to 1 reverse split of the  Company's  issued and  outstanding  common stock,
while retaining the current  authorized  capital and par value, with appropriate
adjustments  in the  stated  capital  accounts  and  capital  surplus  accounts;
provided,  however, that no stockholder,  computed on a per stock certificate or
record basis on the effective  date hereof,  currenly  owning 100 or more shares
shall be reduced to less than 100  shares as a result of the  reverse  split and
that no stockholder owning less than 100 shares, on the per stock certificate or
record  basis on the  effective  date  hereof,  shall be affected by the reverse
split.

Material Changes in Control Since Inception and Related Business History.
-------------------------------------------------------------------------

Business.
---------

     The Company was engaged in the manufacturing of interfacing devices used in
microprocessors-based   control   systems  for  heating,   ventilation  and  air
conditioning  systems.  These operations  proved  unsuccessful,  and the Company
ceased such operations over ten years ago.

     Other than the  above-referenced  matters  and  seeking  and  investigating
potential  assets,  property or  businesses  to acquire,  the Company has had no
material  business  operations  for over ten years.  The  Company  may begin the
search for the acquisition of assets,  property or business that may benefit the
Company and its  stockholders,  once the Board of Directors  sets  guidelines of
industries in which the Company may have an interest.

     The Company is unable to predict the time as to when and if it may actually
participate in any specific business endeavor, and will be unable to do so until
it determines the particular industries to the Company.

Risk Factors.
-------------

     In any  business  venture,  there are  substantial  risks  specific  to the
particular enterprise which cannot be ascertained until a potential acquisition,
reorganization or merger candidate has been identified;  however,  at a minimum,
the  Company's  present  and  proposed   business   operations  will  be  highly
speculative  and be subject to the same  types of risks  inherent  in any new or
unproven  venture,  and will include those types of risk factors outlined below.

     Extremely Limited Assets;  No Source of Revenue.  The Company has virtually
no  assets  and has had no  revenue  for over the past ten  years or to the date
hereof.  Nor will the  Company  receive  any  revenues  until  it  completes  an
acquisition,  reorganization or merger, at the earliest. The Company can provide
no assurance that any acquired  business will produce any material  revenues for
the Company or its  stockholders  or that any such  business  will  operate on a
profitable  basis.  Although  management  intends to apply any  proceeds  it may
receive through the issuance of stock or debt to a suitable acquisition, subject
to the criteria identified above, such proceeds will not otherwise be designated
for any more specific purpose. The Company can provide no assurance that any use
or allocation of such proceeds will allow it to achieve its business objectives.

     Absence of Substantive  Disclosure  Relating to  Prospective  Acquisitions.
Because the Company has not yet identified any assets, property or business that
it may  acquire,  potential  investors  in the Company  will have  virtually  no
substantive  information  upon which to base a decision whether to invest in the
Company. Potential investors would have access to significantly more information
if  the  Company  had  already  identified  a  potential  acquisition  or if the
acquisition  target  had made an  offering  of its  securities  directly  to the
public.  The Company can provide no assurance that any investment in the Company
will not ultimately prove to be less favorable than such a direct investment.

     Unspecified Industry and Acquired Business; Unascertainable Risks. To date,
the Company has not identified  any particular  industry or business in which to
concentrate  its  acquisition  efforts.   Accordingly,   prospective   investors
currently  have no basis  to  evaluate  the  comparative  risks  and  merits  of
investing in the  industry or business in which the Company may acquire.  To the
extent that the Company  may  acquire a business  in a high risk  industry,  the
Company will become subject to those risks. Similarly, if the Company acquires a
financially  unstable  business  or a  business  that is in the early  stages of
development, the Company will become subject to the numerous risks to which such
businesses  are  subject.  Although  management  intends to  consider  the risks
inherent in any industry and business in which it may become involved, there can
be no assurance that it will correctly assess such risks.

     Uncertain  Structure  of  Acquisition.  Management  has had no  preliminary
contact or discussions  regarding,  and there are no present plans, proposals or
arrangements to acquire any specific assets, property or business.  Accordingly,
it is unclear whether such an acquisition  would take the form of an exchange of
capital stock, a merger or an asset acquisition.

     Risks of "Penny  Stock."  The  Company's  common  stock may be deemed to be
"penny  stock"  as  that  term is  defined  in Reg.  Section  240.3a51-1  of the
Securities and Exchange Commission.  Penny stocks are stocks (i) with a price of
less than five  dollars  per share;  (ii) that are not traded on a  "recognized"
national  exchange;  (iii) whose  prices are not quoted on the NASDAQ  automated
quotation system  (NASDAQ-listed  stocks must still meet requirement (i) above);
or (iv) in issuers with net tangible  assets less than $2,000,000 (if the issuer
has been in continuous  operation for at least three years) or $5,000,000 (if in
continuous  operation  for less than three years),  or with average  revenues of
less than  $6,000,000 for the last three years.

     There has been no  "established  public  market" for the  Company's  common
stock during the last five years. At such time as the Company completes a merger
or acquisition  transaction,  if at all, it may attempt to qualify for quotation
on either NASDAQ or a national securities exchange. However, at least initially,
any  trading  in  its  common  stock  will  most  likely  be  conducted  in  the
over-the-counter  market in the "pink  sheets" or the OTC Bulletin  Board of the
NASD. Section 15(g) of the Securities Exchange Act of 1934, as amended, and Reg.
Section   240.15g-2  of  the   Securities   and  Exchange   Commission   require
broker-dealers  dealing in penny stocks to provide  potential  investors  with a
document  disclosing  the risks of penny stocks and to obtain a manually  signed
and dated written receipt of the document before  effecting any transaction in a
penny stock for the  investor's  account.  Potential  investors in the Company's
common  stock are urged to obtain  and read  such  disclosure  carefully  before
purchasing  any  shares  that are  deemed to be "penny  stock."  Moreover,  Reg.
Section   240.15g-9  of  the   Securities  and  Exchange   Commission   requires
broker-dealers  in penny  stocks to  approve  the  account of any  investor  for
transactions  in such stocks  before  selling any penny stock to that  investor.
This  procedure  requires  the  broker-dealer  to (i) obtain  from the  investor
information concerning his or her financial situation, investment experience and
investment  objectives;  (ii) reasonably  determine,  based on that information,
that  transactions  in penny  stocks are  suitable for the investor and that the
investor has sufficient  knowledge and experience as to be reasonably capable of
evaluating  the risks of penny stock  transactions;  (iii)  provide the investor
with a written statement setting forth the basis on which the broker-dealer made
the  determination  in (ii) above;  and (iv)  receive a signed and dated copy of
such statement  from the investor,  confirming  that it accurately  reflects the
investor's financial situation, investment experience and investment objectives.
Compliance with these  requirements  may make it more difficult for investors in
the  Company's  common  stock to  resell  their  shares to third  parties  or to
otherwise dispose of them.

Principal Products or Services and their Markets.
-------------------------------------------------

     None; Not applicable.

Competition.
------------

     None; Not applicable.

Sources and Availability of Raw Materials and Names of Principal Suppliers.
---------------------------------------------------------------------------

     None; Not applicable.

Patents, Trademarks, Licenses, Franchises, Concessions, Royalty Agreements of
Labor Contracts.
----------------

     None; Not applicable.

Need for any Governmental Approval of Principal Products of Services.
---------------------------------------------------------------------

     None; Not applicable.

Effect of Existing or Probable Governmental Regulations on Business.
--------------------------------------------------------------------

     The integrated  disclosure system for small business issuers adopted by the
Securities and Exchange  Commission in Release No.  34-30968 and effective as of
August  13,  1992,   substantially   modified  the   information  and  financial
requirements  of a "Small  Business  Issuer,"  defined to be an issuer  that has
revenues  of less than $25  million;  is a U.S. or  Canadian  issuer,  is not an
investment  company,  and if a majority-owned  subsidiary,  the parent is also a
small  business  issuer,  provided,  however,  an entity is not a small business
issuer if it has a public  float (the  aggregate  market  value of the  issuer's
outstanding  securities  held by  non-affiliates)  of $25  million or more.  The
Company is deemed to be a "small business issuer."

     The Securities and Exchange  Commission,  state securities  commissions and
the North American Securities  Administrators  Association,  Inc. ("NASAA") have
expressed an interest in adopting policies that will streamline the registration
process  and make it easier for a small  business  issuer to have  access to the
public capital markets.

Sarbanes-Oxley Act.
-------------------

     On July 30, 2002,  President Bush signed into law the Sarbanes-Oxley Act of
2002 (the  "Sarbanes-Oxley  Act"). The Sarbanes-Oxley Act imposes a wide variety
of new regulatory  requirements on  publicly-held  companies and their insiders.
Many of these requirements will affect us. For example:

     *     Our chief executive officer and chief financial officer must
           now certify the accuracy of all of our periodic reports that
           contain financial statements;

     *     Our periodic reports must disclose our conclusions about the
           effectiveness of our disclosure controls and procedures; and

     *     We may not make any loan to any director or executive officer
           and we may not materially modify any existing loans.

     The Sarbanes-Oxley Act has required us to review our current procedures and
policies to determine  whether they comply with the  Sarbanes-Oxley  Act and the
new  regulations  promulgated  thereunder.  We  will  continue  to  monitor  our
compliance  with all future  regulations  that are adopted  under the  Sarbanes-
Oxley Act and will take whatever  actions are necessary to ensure that we are in
compliance.

Research and Development.
-------------------------

     None; Not applicable.

Cost and Effects of Compliance with Environmental Laws.
-------------------------------------------------------

     None; Not applicable.

Number of Employees.
--------------------

     None; Not applicable.

Item 2.  Description of Property.
---------------------------------

     The Company has no assets,  property or business;  its principal  executive
office  address  and  telephone  number  are the  business  office  address  and
telephone number of its majority shareholder, Duane S. Jenson, and are currently
provided at no cost.  Because the Company has had no  business,  its  activities
have been limited to keeping itself in good standing in the State of Utah. These
activities  have  consumed  an  insignificant   amount  of  management's   time;
accordingly,  the costs to Mr.  Jenson of  providing  the use of his  office and
telephone have been minimal.

Item 3.  Legal Proceedings.
---------------------------

     The  Company  is  not a  party  to any  pending  legal  proceeding.  To the
knowledge  of  management,  no federal,  state or local  governmental  agency is
presently  contemplating  any  proceeding  against  the  Company.  No  director,
executive officer or affiliate of the Company or owner of record or beneficially
of more than five percent of the  Company's  common stock is a party  adverse to
the Company or has a material interest adverse to the Company in any proceeding.

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

     During the year ended  December 31, 2002, no matter was submitted to a vote
of the Company's securities holders, whether through the solicitation of proxies
or otherwise.


                                     PART II

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

Market Information.
-------------------

     There has been no "public market" for shares of common stock of the Company
for over the past  three  years.  However,  the  Company  intends  to submit for
quotations  regarding its common stock on the OTC Bulletin Board of the National
Association of Securities Dealers ("NASD");  however, management does not expect
any  public  market  to  develop  unless  and  until the  Company  completes  an
acquisition or merger.  In any event,  no assurance can be given that any market
for the Company's common stock will develop or be maintained.

Holders.
--------

     The number of record  holders of the Company's  common stock as of the date
of this Report is approximately 163.

Dividends.
----------

     The Company has not declared any cash  dividends with respect to its common
stock and does not intend to declare  dividends in the foreseeable  future.  The
future dividend policy of the Company cannot be ascertained  with any certainty,
and until the Company completes any acquisition, reorganization or merger, as to
which no assurance may be given, no such policy will be formulated. There are no
material  restrictions  limiting,  or that are  likely to limit,  the  Company's
ability to pay dividends on its common stock.

Sales of "Unregistered" and "Restricted" Securities Over The Past Three Years.
------------------------------------------------------------------------------

     On September 24, 1999,  the Company  issued  1,698,000  "unregistered"  and
"restricted" common shares to Jenson Services, Inc., in consideration of payment
of $1,698 of  expenses  incurred  on behalf of the  Company.  These  shares were
issued at par value, one mill ($0.001).

     On September  24,  1999,  the Company  issued  500,000  "unregistered"  and
"restricted" common shares to James Doolin, President and Director. These shares
were in  consideration  of services  rendered and issued at par value,  one mill
($0.001).

     On September  24,  1999,  the Company  issued  500,000  "unregistered"  and
"restricted"  common shares to Alycia  Anthony,  Secretary  and Director.  These
shares were in consideration  of services  rendered and issued at par value, one
mill ($0.001).

     On  November  1,  1999,  the  Company  issued  782,500  "unregistered"  and
"restricted" common shares to Jenson Services, Inc., in consideration of payment
of $782.50 of expenses  incurred  on behalf of the  Company.  These  shares were
issued at par value, one mill ($0.001).

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

Plan of Operation.
------------------

     The Company has not engaged in any material  operations or had any revenues
from  operations  during  the last  two  fiscal  years.  The  Company's  plan of
operation  for the next 12  months is to  continue  to seek the  acquisition  of
assets,   properties  or  businesses  that  may  benefit  the  Company  and  its
stockholders.  Management anticipates that to achieve any such acquisition,  the
Company will issue shares of its common stock as the sole consideration for such
acquisition.

     During the next 12 months, the Company's only foreseeable cash requirements
will  relate to  maintaining  the  Company in good  standing  or the  payment of
expenses  associated  with  reviewing or  investigating  any potential  business
venture.  As of  December  31,  2002,  it had no cash or  cash  equivalents.  If
additional funds are required during this period,  such funds may be advanced by
management or stockholders as loans to the Company.  Because the Company has not
identified  any such venture as of the date of this Report,  it is impossible to
predict  the amount of any such loan.  However,  any such loan should not exceed
$25,000  and will be on terms no less  favorable  to the  Company  than would be
available  from a commercial  lender in an arm's length  transaction.  As of the
date of this  Report,  the Company is not engaged in any  negotiations  with any
person regarding any such venture.

Results of Operations.
----------------------

     Other than restoring and maintaing its good corporate standing in the State
of Utah,  compromising  and  settling its debts and seeking the  acquisition  of
assets,   properties  or  businesses  that  may  benefit  the  Company  and  its
stockholders,  the Company has had no material  business  operations  in the two
most recent calendar years.

     At  December  31,  2002,  the  Company's  had no  assets.  See the Index to
Financial Statements, Item 7 of this Report.

     The  Company  has  received  no  revenues  in either of its two most recent
calendar years. See the Index to Financial Statements, Item 7 of this Report.

Liquidity.
----------

     The Company has no cash or cash  equivalents  on hand. If additional  funds
are required,  such funds may be advanced by management or stockholders as loans
to the  Company.  Because the  Company has not  identified  any  acquisition  or
venture, it is impossible to predict the amount of any such loan.

Item 7.  Financial Statements.
------------------------------


<PAGE>

                       ENERGROUP TECHNOLOGIES CORPORATION
                          [A Development Stage Company]
              Financial Statements and Independent Auditors' Report
                                December 31, 2002

<PAGE>
<TABLE>
<CAPTION>

                        ENERGROUP TECHNOLOGIES CORPORATION
                          [A Development Stage Company]
                                TABLE OF CONTENTS
<S>                                                                                  <C>

                                                                                     Page

Independent Auditors' Report                                                          1

Balance Sheet -- December 31, 2002                                                    2

Statements of Operations for the years ended December 31, 2002 and 2001 and  for
the period from Reactivation [December 14, 1998] through December 31, 2002            3

Statements of Stockholders' Deficit for the years ended December 31, 2002, and 2001
and for the period from Reactivation [December 14, 1998] through December 31, 2002    4

Statements of Cash Flows for the years ended December 31, 2002 and 2001, and for
the period from Reactivation [December 14, 1998] through December 31, 2002            5

Notes to Financial Statements                                                       6 -- 9
</TABLE>
<PAGE>

                          INDEPENDENT AUDITORS' REPORT


The Board of Directors and Shareholders
Energroup Technologies Corporation[a development stage company]


     We have audited the  accompanying  balance sheet of Energroup  Technologies
Corporation  [a  development  stage  company] as of December 31,  2002,  and the
related statements of operations,  stockholders' deficit, and cash flows for the
years ended  December  31, 2002 and 2001,  and for the period from  Reactivation
[December 14, 1998] through  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 conducted our audit in accordance with U.S.  generally accepted auditing
standards.  Those standards require that we plan and perform the audit to obtain
reasonable assurance about whether the financial statements are free of material
misstatement.  An audit includes examining, on a test basis, evidence supporting
the amounts and disclosures in the financial statements.  An audit also includes
assessing the  accounting  principles  used and  significant  estimates  made by
management,   as  well   as   evaluating   the   overall   financial   statement
presentation.We  believe  that our audit  provides  a  reasonable  basis for our
opinion.

     In our opinion,  the financial statements referred to above present fairly,
in all material  respects,  the  financial  position of  Energroup  Technologies
Corporation  [a  development  stage  company] as of December 31,  2002,  and the
results of operations  and cash flows for the years ended  December 31, 2002 and
2001  and for the  period  from  Reactivation  through  December  31,  2002,  in
conformity with U.S. generally accepted accounting principles.

     The accompanying  financial statements have been prepared assuming that the
Company  will  continue  as a  going  concern.  As  discussed  in  Note 2 to the
financial  statements,  the Company has accumulated  losses from operations,  no
assets,  and a net working capital deficiency that raise substantial doubt about
its  ability to  continue as a going  concern.  Management's  plans in regard to
these  matters are also  described in Note 2. The  financial  statements  do not
include any adjustments that might result from the outcome of this uncertainty.



                                    Mantyla McReynolds

Salt Lake City, Utah
March 21, 2003

<PAGE>
<TABLE>
<CAPTION>


                       ENERGROUP TECHNOLOGIES CORPORATION
                          [A Development Stage Company]
                                  Balance Sheet
                                December 31, 2002

<S>                                                                                           <C>

                                                       ASSETS


Assets                                                                                          $                     0
                                                                                                   ---------------------
                             Total Assets                                                       $                     0
                                                                                                   =====================



                                        LIABILITIES AND STOCKHOLDERS' DEFICIT



Liabilities:
  Current Liabilities:
  Accrued liabilities                                                                           $                    100
  Payable to shareholders - NOTE 4                                                                                6,999
                                                                                                   ---------------------
                       Total Current Liabilities                                                                  7,099
                                                                                                   ---------------------
                           Total Liabilities                                                                      7,099

Stockholders' Deficit:
  Capital Stock -- 50,000,000 shares authorized having a
   par value of $.001 per share; 3,641,959 shares issued
   and outstanding - NOTE 4                                                                                       3,642
  Additional Paid-in Capital                                                                                    318,571
  Accumulated Deficit                                                                                          (318,732)
  Accumulated Deficit during development stage                                                                  (10,580)
                                                                                                   ---------------------
                      Total Stockholders' Deficit                                                                (7,099)
                                                                                                   ---------------------
              Total Liabilities and Stockholders' Deficit                                       $                     0
                                                                                                   =====================





                                   See accompanying notes to financial statements.

                                                          2
</TABLE>
<PAGE>
<TABLE>
<CAPTION>


                       ENERGROUP TECHNOLOGIES CORPORATION
                          [A Development Stage Company]
                            Statements of Operations
 For the Years Ended December 31, 2002 and 2001, and for the Period from Reactivation
                  [December 14, 1998] through December 31, 2002
<S>                                                      <C>                     <C>                  <C>


                                                                                                              Reactivation
                                                                                                                 through
                                                                                                                December
                                                                     2002                  2001                 31, 2002
                                                               ----------------      ----------------      -------------------
Revenues                                                 $                   0   $                 0  $                     0

General & Administrative Expenses                                        2,527                 1,554                    9,151
                                                               ----------------      ----------------      -------------------

                    Operating Loss                                      (2,527)               (1,554)                  (9,151)

                                                               ----------------      ----------------      -------------------
             Net Loss Before Income Taxes                               (2,527)               (1,554)                  (9,151)

Current Year Provision for Income Taxes                                    100                   100                    1,429
                                                               ----------------      ----------------      -------------------

Net Loss                                                 $              (2,627)  $            (1,654) $               (10,580)
                                                               ================      ================      ===================


Loss Per Share                                           $                (.01)  $              (.01) $                  (.01)
                                                               ================      ================      ===================

Weighted Average Shares Outstanding                                  3,641,959              3,641,959                2,942,634
                                                               ================      ================      ===================



                                   See accompanying notes to financial statements.

                                                          3
</TABLE>
<PAGE>
<TABLE>
<CAPTION>


                                         ENERGROUP TECHNOLOGIES CORPORATION
                                            [A Development Stage Company]
                                         Statements of Stockholders' Deficit
                For the Years Ended December 31, 2002 and 2001, and for the Period from Reactivation
                                    [December 14, 1998] through December 31, 2002
<S>                               <C>             <C>              <C>                   <C>                        <C>


                                                                           Additional                                     Net
                                      Common              Common             Paid-in            Accumulated          Stockholders'
                                      Shares               Stock             Capital              Deficit               Deficit
                                  --------------       ------------      --------------       ---------------       ---------------
Balance, December 14, 1998,
(Reactivation date)                   3,051,425   $          3,051  $           315,681  $          (318,732) $                  0
Net loss for the Period Ended
 December 31, 1998                                                                                         0                     0
                                  --------------       ------------      --------------       ---------------       ---------------
Balance, December 31, 1998            3,051,425              3,051             315,681              (318,732)                     0
Reverse split, one for twenty,
September 30, 1999                   (2,889,966)            (2,890)              2,890                                           0
Issued stock to shareholder
for debt at par, September 30,        1,698,000              1,698                   0                                       1,698
1999
Issued stock to Directors for
services at par,  September
30, 1999                              1,000,000              1,000                   0                                       1,000
Issued stock to shareholder
for debt at par, October 31,            782,500                783                   0                                         783
1999
Net loss for the Year Ended
 December 31, 1999                                                                                    (3,807)               (3,807)
                                  --------------       ------------      --------------       ---------------       ---------------
Balance, December 31, 1999            3,641,959              3,642             318,571              (322,539)                 (326)
Net loss for the Year Ended
December 31, 2000                                                                                     (2,492)               (2,492)
Balance, December 31, 2000            3,641,959              3,642             318,571              (325,031)               (2,818)
Net loss for the Year Ended
December 31, 2001                                                                                     (1,654)               (1,654)
December 31, 2001                     3,641,959              3,642             318,571              (326,685)               (4,472)
Net loss for the Year Ended
December 31, 2002                                                                                     (2,627)               (2,627)
                                  --------------
December 31, 2002                     3,641,959  $          3,642  $           318,571  $           (329,312) $             (7,099)
                                  ==============       ============      ==============       ===============       ===============



                                   See accompanying notes to financial statements.

                                                          4
</TABLE>
<PAGE>
<TABLE>
<CAPTION>

                                         ENERGROUP TECHNOLOGIES CORPORATION
                                            [A Development Stage Company]
                                               Statements of Cash Flows
                 For the Years Ended December 31, 2002 and 2001, and for the Period from Reactivation
                                    [December 14, 1998] through December 31, 2002
<S>                                                               <C>                  <C>                 <C>

                                                                                                                 Reactivation
                                                                                                                   through
                                                                                                                   December
                                                                            2002                2001               31, 2002
                                                                       ---------------      -------------      ----------------
Cash Flows from Operating Activities
Net Loss                                                           $           (2,627) $          (1,654)  $           (10,580)
Adjustments to reconcile net income to net cash provided by
 operating activities:
     Issued shares for directors for services                                       0                  0                 3,381
     Increase in liability to shareholder                                       2,627              1,654                 7,099
     Increase in current liabilities                                                0                  0                   100
                                                                       ---------------      -------------      ----------------
             Net Cash Used for Operating Activities                                 0                  0                     0

                 Net Increase/(Decrease) in Cash                                    0                  0                     0

Beginning Cash Balance                                                              0                  0                     0
                                                                       ---------------      -------------      ----------------

Ending Cash Balance                                                $                0  $               0   $                 0
                                                                       ===============      =============      ================

Supplemental Disclosure of Cash Flow Information:
  Cash paid during the year for interest                           $                0  $               0   $                 0
  Cash paid during the year for income taxes                                        0                  0                     0
  Issued common stock for shareholder debt                                          0                  0                 3,381



                                   See accompanying notes to financial statements.

                                                          5
</TABLE>
<PAGE>


                                          ENERGROUP TECHNOLOGIES CORPORATION
                                            [A Development Stage Company]
                                            Notes to Financial Statements
                                                  December 31, 2002

NOTE 1            ORGANIZATION AND SUMMARY OF SIGNIFICANT ACCOUNTING
                  POLICIES

                  (a)      Organization

     Energroup Technologies Corporation was formed in August of 1983 as Facility
Maintenance  Management,  Inc. In August  1985,  the  Company  began to develop,
manufacture  and sell  sensory  and output  products  used in energy  management
control  systems.  The Company  discontinued  its efforts in late 1987 but began
reactivation  activities  on  December  14,  1998.  The  Company  is  now in the
development stage and is seeking new business opportunities.

     The  financial  statements  of the Company have been prepared in accordance
with U.S. generally accepted accounting principles. The following summarizes the
more significant of such policies:

                  (b)      Income Taxes

     The Company  adopted the  provisions  of Statement of Financial  Accounting
Standards No. 109 [the  Statement],  Accounting for Income Taxes.  The Statement
requires an asset and liability approach for financial  accounting and reporting
for income taxes, and the recognition of deferred tax assets and liabilities for
the temporary differences between the financial reporting basis and 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.  Prior  years'  financial
statements have not been restated to apply the provisions of the Statement.  The
cumulative  effect of this change in accounting  for income taxes as of December
31, 2002 is $0 due to the valuation  allowance  established as described in Note
3.

                  (c)      Net Loss Per Common Share

     Loss per  common  share is based on the  weighted-average  number of shares
outstanding.

                                                          6


<PAGE>

                                          ENERGROUP TECHNOLOGIES CORPORATION
                                             [A Development Stage Company]
                                            Notes to Financial Statements
                                                   December 31, 2002
                                                      [Continued]


NOTE 1            ORGANIZATION AND SUMMARY OF SIGNIFICANT ACCOUNTING
                  POLICIES [continued]

                  (d)    Statement of Cash Flows

     For purposes of the statements of cash flows, the Company considers cash on
deposit in the bank to be cash. The Company had $0 cash at December 31, 2002.

                  (e)    Use of Estimates in Preparation of Financial Statements

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

NOTE 2            LIQUIDITY/GOING CONCERN

     The Company has accumulated losses since Reactivation  through December 31,
2002  amounting  to  $10,580,  has no  assets,  and  has a net  working  capital
deficiency at December 31, 2002. These factors raise substantial doubt about the
Company's ability to continue as a going concern.

     Management  plans include finding a  well-capitalized  merger  candidate to
recommence  its  operations.   The  financial  statements  do  not  include  any
adjustments that might result from the outcome of this uncertainty.


                                                          7


<PAGE>

                                          ENERGROUP TECHNOLOGIES CORPORATION
                                             [A Development Stage Company]
                                            Notes to Financial Statements
                                                   December 31, 2002
                                                      [Continued]

NOTE 3            INCOME TAXES

     Below is a summary of deferred tax asset calculations on net operating loss
carry  forward  amounts.  Loss carry  forward  amounts  expire  through  2022. A
valuation  allowance  is  provided  when it is more  likely  than not that  some
portion of the deferred tax asset will not be realized. The income tax provision
for the current year represents  state franchise taxes paid to bring the Company
current.
<TABLE>
<S>                                                   <C>                <C>             <C>

                                                        NOL
Description                                           Balance            Tax              Rate
   Federal Income Tax                                      $10,580          $1,587         15%
   State Income Tax                                         10,180             509         5%
   Valuation allowance                                                     (2,096)
                                                                   ---------------
        Deferred tax asset 12/31/02                                             $0

     The allowance has increased  $572 from $1,524 as of December 31, 2001.  The
amount shown on the balance sheet for income taxes payable represents the annual
minimum franchise tax amount due to the State of Utah.
</TABLE>

NOTE 4            COMMON STOCK/RELATED PARTY TRANSACTIONS

     On September 24, 1999, the Company's Board of Directors  effected a reverse
split of the outstanding common stock on the basis of one for twenty,  effective
September  30, 1999,  while  retaining  the current  authorized  capital and par
value.  No  stockholder  received less than 100 post split  shares;  appropriate
adjustments  were  made to the  stated  capital  accounts  and  capital  surplus
accounts.
<TABLE>

     Additional post split shares have been issued in the following manner:
<S>                                                        <C>

Description                                                                     Number of Shares
-----------------------------------------------------        -----------------------------------
Issued to consultant for services at par                                               2,480,500
Issued to directors for services at par                                                1,000,000
     Total post-split shares issued                                                    3,480,500


                                                          8
</TABLE>



<PAGE>

                                          ENERGROUP TECHNOLOGIES CORPORATION
                                             [A Development Stage Company]
                                            Notes to Financial Statements
                                                   December 31, 2002
                                                      [Continued]

NOTE 4            COMMON STOCK/RELATED PARTY TRANSACTIONS [continued]

     A shareholder has paid general and administrative expenses on behalf of the
Company, through December 31, 2002 and 2001, of $2,627 and $1,654, respectively.
The  Company  has  recorded a  liability  to the  shareholder  of $6,999,  as of
December 31, 2002. The balance is payable on demand and is non-interest bearing.

                                       9


<PAGE>

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

     None; Not applicable.


                                    PART III

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

Identification of Directors and Executive Officers.
---------------------------------------------------

     The  following  table sets  forth the names of all  current  directors  and
executive  officers  of the  Company.  These  persons  will serve until the next
annual  meeting of the  stockholders  or until their  successors  are elected or
appointed and qualified, or their prior resignation or termination.

<TABLE>
<CAPTION>

                                   Date of         Date of
                    Positions    Election or     Termination
Name                  Held       Designation   or Resignation
----                  ----       -----------   --------------
<S>                   <C>             <C>            <C>
Stephen R. Fry        President        01/03          *
                      Director         01/03          *

James P. Doolin       President        09/99        01/03
                      Director         09/99        01/03

Barry Richmond        Vice President   02/86          *
                      Director         03/86          *

Thomas J. Howells     Secretary        04/01          *
                      Director         04/01          *

</TABLE>
     * These persons presently serve in the capacities indicated.

Business Experience.
--------------------

     Stephen  R. Fry,  President  and a  director  is 30 years of age.  Mr.  Fry
received bachelor degrees from the University of Utah in  Communications  and
Spanish in June 1995.  Mr. Fry has owned Diamond  Executive  Detail,  a Utah LLC
since 1995.

     Barry  Richmond,  Vice  President  and a director  is 50 years of age.  Mr.
Richmond is currently a Colonel for the United States Army.

     Thomas J. Howells, Secretary and a director is 31 years of age. Mr. Howells
graduated  from  Westmister  College of Salt Lake City,  Utah,  with a bachelors
degree in  Business  in 1995.  Currently,  Mr.  Howells  is  pursuing a MBA from
Westmister College. Mr. Howells has been an employee of Jenson Services, Inc., a
Utah Corporation since 1995.

Significant Employees.
----------------------

     The Company has no employees  who are not executive  officers,  but who are
expected to make a significant contribution to the Company's business.

Family Relationships.
---------------------

     None; Not Applicable.

Involvement in Certain Legal Proceedings.
-----------------------------------------

     Except as stated  above,  during the past five years,  no director,  person
nominated to become a director, executive officer, promoter or control person of
the Company:

          (1) was a general partner or executive officer of any business against
     which  any  bankruptcy  petition  was  filed,  either  at the  time  of the
     bankruptcy or two years prior to that time;

          (2) was  convicted  in a  criminal  proceeding  or named  subject to a
     pending criminal  proceeding  (excluding traffic violations and other minor
     offenses);

          (3) was  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)  was  found  by a  court  of  competent  jurisdiction  (in a civil
     action),  the Securities and Exchange  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.

Compliance with Section 16(a) of the Exchange Act.
--------------------------------------------------

     Form 3,  Statement  of  Beneficial  Ownership,  have  been  filed  with the
Securities  and  Exchange  Commission;  there  have  been no  changes  in  their
beneficial  ownership of shares of common stock of the Company  since the filing
of their Form 3 on February 18, 2000.

Item 10. Executive Compensation.
--------------------------------

     The  following  table sets  forth the  aggregate  compensation  paid by the
Company for services rendered during the periods indicated:

<TABLE>
<CAPTION>
                           SUMMARY COMPENSATION TABLE

                             Long Term Compensation
                    Annual Compensation   Awards  Payouts
(a)             (b)   (c)   (d)   (e)    (f)   (g)    (h)   (i)

                                               Secur-
                                               ities         All
Name and   Year or               Other   Rest- Under-  LTIP  Other
Principal  Period   Salary Bonus Annual  ricte dlying  Pay-  Comp-
Position   Ended      ($)   ($)  Compen- Stock Options outs  ensat'n
-----------------------------------------------------------------
<S>         <C>       <C>   <C>   <C>    <C>    <C>    <C>   <C>
Stephen R.    12/31/02    0     0     0     0      0     0   0
Fry
President,
Director

James
Doolin,       12/31/02    0     0     0     0      0     0   0
President,    12/31/01    0     0     0     0      0     0   0
Director      12/31/00    0     0     0     0      0     0   0


Barry
Richmond      12/31/02    0     0     0     0      0     0   0
Vice Pres./   12/31/01    0     0     0     0      0     0   0
Director      12/31/00    0     0     0     0      0     0   0

Thomas        12/31/02    0     0     0     0      0     0   0
Howells       12/31/01    0     0     0     0      0     0   0
Secretary
Director


Alycia        12/31/01    0     0     0     0      0     0   0
Anthony,      12/31/00    0     0     0     0      0     0   0
Secretary
Director

</TABLE>

     On  September  24,  1999 the Company  authorized  the  issuance of 500,000
shares of its "unregistered"  and "restricted"  securities to be issued to James
Doolin, President and Director and Alycia Anthony, Secretary and Director. Other
than  the  aforementioned,  no  cash  compensation,   deferred  compensation  or
long-term  incentive  plan  awards  were  issued  or  granted  to the  Company's
management during the calendar years ending December 31, 2002, 2001, or 2000, or
the period ending on the date of this Report.

Compensation of Directors.
--------------------------

     There  are  no  standard  arrangements  pursuant  to  which  the  Company's
directors are compensated for any services  provided as director.  No additional
amounts are payable to the Company's  directors for committee  participation  or
special assignments.

Employment Contracts and Termination of Employment and
Change-in-Control Arrangements.
-------------------------------

     There are no  employment  contracts,  compensatory  plans or  arrangements,
including payments to be received from the Company, with respect to any director
or executive officer of the Company which would in any way result in payments to
any  such  person  because  of his  or  her  resignation,  retirement  or  other
termination  of  employment  with the Company or any  subsidiary,  any change in
control of the Company, or a change in the person's responsibilities following a
change in control of the Company.

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

Security Ownership of Certain Beneficial Owners.
------------------------------------------------

     The  following  table sets forth the  shareholdings  of those  persons  who
beneficially  own more than five percent of the Company's common stock as of the
date of December  31, 2002,  with the  computations  being based upon  3,641,959
shares of common stock being outstanding.
<TABLE>
<CAPTION>

                            Number of Shares           Percentage
Name                      Beneficially Owned           of Class (1)
----------------           ------------------           --------
<S>                          <C>                       <C>
Jenson Services, Inc.*        2,480,500                  68%

James Doolin                  500,000                    14%

Alycia Anthony                500,000                    14%

                              -------                    -----
                              3,480,500                  96%

     * Duane Jenson is the President of Jenson Services, Inc., and may be deemed
the beneficial owner of Jenson Services, Inc.
</TABLE>

Security Ownership of Management.
---------------------------------

     The following table sets forth the shareholdings of the Company's directors
and executive officers as of 12/31/2002:

<TABLE>
<CAPTION>
                            Number of             Percentage of
Name and Address     Shares Beneficially Owned     of Class *
----------------     -------------------------     --------
<S>                            <C>                  <C>
Steve Fry                           0                 0
808 East 1300 South
Salt Lake City, UT  84105

James Doolin                     500,000              14%
5525 South 900 East #110
SLC, UT 84117

Thomas J. Howells                   0                 0
468 Highland Dr., Suite 202
Salt Lake City, UT  84117

Barry Richmond                    13,709              0%
Po Box 62
Nineveh, IN 46131
                                -------              ------
All directors and
executive officers               513,709              14%
as a group (3 persons)
</TABLE>


Changes in Control.
-------------------

     To the  knowledge  of  the  Company's  management,  there  are  no  present
arrangements or pledges of the Company's securities which may result in a change
in control of the Company.

Item 12. Certain Relationships and Related Transactions.
--------------------------------------------------------

Transactions with Management and Others.
----------------------------------------

     For a description  of  transactions  between  members of  management,  five
percent  stockholders,  "affiliates",  promoters  and  finders,  see the caption
"Sales of "Unregistered" and "Restricted"  Securities Over the Past Three Years"
of Item I.

Item 13. Exhibits and Reports on Form 8-K.
------------------------------------------

Reports on Form 8-K.
--------------------

        None; Not Applicable.

Exhibits
--------

        None; Not Applicable.
<PAGE>
                              SIGNATURES

     Pursuant to the requirements of Section 13 or 15(d) of the Securities
Exchange Act of 1934, the Company has duly caused this Report to be signed on
its behalf by the undersigned, thereunto duly authorized.

                                       ENERGROUP TECHNOLOGIES CORPORATION



Date:  3/27/03                         By/S/Stephen R. Fry
                                       Stephen R. Fry
                                       President and Director



     Pursuant to the  requirements  of the  Securities  Exchange Act of 1934, as
amended, this Report has been signed below by the following persons on behalf of
the Company and in the capacities and on the dates indicated:


                                       ENERGROUP TECHNOLOGIES CORPORATION



Date:  3/27/03                         By/S/Stephen R. Fry
                                       Stephen R. Fry
                                       President and Director


Date:  3/27/03                          By/S/Stephen R. Fry
                                        Thomas J. Howells
                                        Secretary and Director
<PAGE>
                           CERTIFICATION PURSUANT TO
                  SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002

     I,  Stephen  R. Fry,  President  and  Director  of  Energroup  Technologies
Corporation, (the "registrant"), certify that:

     1. I have reviewed this Annual Report on Form 10-KSB of the Registrant;

     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  officer and I are  responsible for
establishing and maintaining  disclosure  controls and procedures (as defined in
Exchange Act Rules 13a-14 and 15d-14) for the Registrant and we have:

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

          b) evaluated the effectiveness of the Registrant's disclosure controls
     and procedures as of a date within 90 days prior to the filing date of this
     Annual Report (the "Evaluation Date"); and

          c)  presented  in  this  Annual  Report  our  conclusions   about  the
     effectiveness  of the  disclosure  controls  and  procedures  based  on our
     evaluation as of the Evaluation Date;

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

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

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

     6. The Registrant's  other certifying  officer 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.



Dated:  3/27/03                      Signature: By/S/Stephen R. Fry
        -----------------                       --------------
                                     Stephen R. Fry
                                     President and Director

<PAGE>
                            CERTIFICATION PURSUANT TO
                  SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002

     I,  Thomas  J.  Howells,  Secretary/Treasurer  and  Director  of  Energroup
Technologies Corporation (the "Registrant"), certify that:

     1. I have reviewed this Annual Report on Form 10-KSB of the Registrant;

     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  officer and I are  responsible for
establishing and maintaining  disclosure  controls and procedures (as defined in
Exchange Act Rules 13a-14 and 15d-14) for the Registrant and we have:

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

          b) evaluated the effectiveness of the Registrant's disclosure controls
     and procedures as of a date within 90 days prior to the filing date of this
     Annual Report (the "Evaluation Date"); and

          c)  presented  in  this  Annual  Report  our  conclusions   about  the
     effectiveness  of the  disclosure  controls  and  procedures  based  on our
     evaluation as of the Evaluation Date;

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

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

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

     6. The Registrant's  other certifying  officer 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.



Dated:  3/24/03                      Signature: By/S/Thomas J. Howells
        -----------------                       -----------------
                                                Thomas J. Howells
                                                Secretary/Tresurer and Director

<PAGE>
                            CERTIFICATION PURSUANT TO
                             18 U.S.C. SECTION 1350,
                             AS ADOPTED PURSUANT TO
                  SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002

     In connection with the Annual Report of Energroup Technologies  Corporation
(the  "Registrant")  on Form 10-KSB for the year ending  December 31,  2002,  as
filed with the  Securities  and  Exchange  Commission  on the date  hereof  (the
"Annual  Report"),  We, Steve Fry,  President  and Director and Thomas  Howells,
Secretary,  Treasurer and Director of the  Registrant,  certify,  pursuant to 18
U.S.C.  Section 1350, as adopted  pursuant to Section 906 of the  Sarbanes-Oxley
Act of 2002, that:

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

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


By/S/Stephen R. Fry
-----------------
Stephen R. Fry
President and Director
Dated this 27th day of March, 2003.


By/S/Thomas J. Howells
-----------------
Thomas J. Howells
Secretary, Treasurer and Director
Dated this 26th day of March, 2003