FORM 10-KSB

                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549


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

                    For the fiscal year ended December 31, 2002


                         Commission File Number: 0-9500
                                                 ------

                        MOUNTAINS WEST EXPLORATION, INC.
                (Exact of small business issuer in its charter)

New Mexico                                                  0 85-0280415
----------                                                  ------------
(State or other jurisdiction of                            I.R.S. Employer
incorporation or organization)                            identification no.)

P.O. Box 754, Trinidad, Colorado                                  81802
(Address of principal executive offices)                       (Zip Code)

Issuer's telephone number, including area code: 719-846-2623

Securities registered pursuant to Section 12(b) of the Act: None

Securities registered pursuant to Section 12(g) of the Act:

$0.001 Par Value Common Stock
-----------------------------
(Title of Class)

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

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


<PAGE>

State issuer's revenues for its most recent fiscal year. $24,808.

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. (See definition of affiliate in Rule 12b-2 of the Exchange Act).
$20,530 (based on an  market value of $.001 per share on December 31, 2002)

State the number of shares outstanding of each of the issuer's classes of common
equity, as of the latest practicable date: $0.001 par value common stock, its
only class of equity securities, as of December 31, 2002 was: 37,019,271.

<PAGE>
PART I                                                                     PAGE

     Item 1.   Description of Business                                         1
     Item 2.   Description of Property                                         4
     Item 3.   Legal Proceedings                                               6
     Item 4.   Submission of Matters to a Vote of Security Holders             6


PART II

     Item 5.   Market for Common Equity and Related Stockholder Matters        6
     Item 6.   Management's Discussion and Analysis or Plan of Operation       8
     Item 7.   Financial Statements                                            8
     Item 8.   Changes in and Disagreements With Accountants on Accounting     9
               and Financial Disclosure
     Item 8a.  Controls and Procedures                                        10


PART III

     Item 9.   Directors, Executive Officers, Promoters and Control Persons;
               Compliance with Section 16(a) of the Exchange Act              10
     Item 10.  Executive Compensation                                         11
     Item 11.  Security Ownership of Certain Beneficial Owners and Management 14
     Item 12.  Certain Relationships and Related Transactions                 14
     Item 13.  Exhibits and Reports on Form 8-K                               14
     Item 14.  Principal Accountant Fees and Services                         15

SIGNATURES                                                                    16


<PAGE>



PART I

Item 1. Description of Business.

The Company

Mountains West Exploration, Inc. (the "Company") was incorporated
under the laws of the State of New Mexico on September 17, 1979.

The Company,  is an independent oil and gas company engaged in the  acquisition,
exploration  and  development  of oil and gas leases located in Colorado and New
Mexico.

For the past several years, as resources have permitted, the Company has been
increasing its activities and  gas production is rising, but it has yet
to obtain significant  gas income. Management's time and the limited
Company resources have been used to maintain the properties held, and to acquire
additional properties and to participate to the extent possible in the
development of its properties. (See Item 2. Properties).

Domestic Exploration and Production

The  Company  owns small  interests  in methane  gas wells in the Raton Basin in
Colorado. These wells are producing from coal beds.

The Company has  approximately 52 net acres of producing  mineral rights and 242
net acres of non producing leases in South Central Colorado. The Company acreage
is located in the southwestern  part of the Raton Basin.  Several Companies have
now drilled and completed approximately 58 methane gas wells in the general area
of these interests.

Producing Minerals      160 acres  12 1/2% - 20 net
                        80  acres  12 1/2% - 10 net

Non Producing Minerals  404.16     50% - 242 net

Producing Royalty       640 acres  3 1/2% - 22.4 net acres

                                       1

<PAGE>




Access to all domestic properties in which the Company owns any interest is
readily available from state and county highways and roads on a year round
basis.

COMPANY GAS WELLS (LOCATED IN LAS ANIMAS COUNTY,
COLORADO)

OPERATOR-EVERGREEN OPERATING COMPANY

WELL NAME          %INTEREST  NET WELLS  GROSS ACRES  NET ACRES
---------          ---------  ---------  -----------  ---------

Ozzello (one)       12.5%     12.5%      160          20
Jacks (one)         6.25%     6.25%       80           5
Nicol (four units)
(see (1) below)      3.5%       14%      640          22.4

TOTAL                         32.75%     880          47.4

(1) Nicol Lease: 640 acres 4  units because of irregular shape 7 wells were
drilled and the company's ownership interests are as follows:

Bumble Bee 0.875% interest
Colorow    1.762375%
Donohue    0.59314%
Ellen      3.5%
Jerry      1.75%
News Radio 2.6%
Roseanne   3.5%

Oil Wells. None

Foreign Exploration.  None


Competitive Factors

The petroleum industry is volatile and highly competitive.
Earnings from oil and gas production are primarily dependent upon

                                       2
<PAGE>



prices of crude oil and natural gas. The costs and prices of crude oil, natural
gas and refined products have fluctuated substantially in recent years, often in
a divergent fashion. Competition exists in every aspect of oil and gas
operations, including the acquisition, exploration, discovery and development of
new oil and gas reserves, as well as purchasing, gathering, transporting,
refining and marketing of crude oil, natural gas and petroleum products.

Many companies and individuals are engaged in the oil and gas business in both
the U.S. and foreign markets. Many such companies are very large and well
established with substantial capabilities and long earnings records. The Company
has, and will continue, to encounter strong competition in acquiring oil and gas
leases, licenses and concessions from these and other companies. In most
instances the Company is not able to compete with these other more adequately
capitalized companies in meeting price, exploration and bonding requirements
established by the land owners or foreign governments. The Company has, however,
had success in acquiring more adequately capitalized partners with whom it has
joined to acquire properties and conduct operations thereon leading to the
discovery of commercial quantities of oil and gas.

The acquisition, exploration, development, production and sale of oil and gas
interests are subject to many factors which are outside the Company's control.
These factors include worldwide and United States economic conditions, oil
import and export quotas, availability of drilling rigs and pipelines, weather
conditions, supply and price of other fuels, and the regulation of production,
transportation and marketing by both domestic and foreign governmental agencies.
Foreign Governmental preferences for major international oil companies over
small independent companies may also have an adverse effect on the Company's
ability to compete with such major companies, even if it otherwise has the
capital to do so.

Environmental Regulations

On a worldwide basis, environmental laws and regulations vary greatly. In the
United States compliance with State and Federal laws may require significant
capital expenditure and will effect decisions regarding acquisition of certain
properties, methods of production and distribution of the oil and gas and the
Company's earning potential from any property.

                                       3
<PAGE>




Governmental Regulations

In the United States, the production of oil and gas is subject to regulation by
the various state regulatory authorities. In general, these regulatory
authorities are empowered to make and enforce regulations to prevent waste of
oil and gas, and to fix allowable production rates for oil and gas within the
limits of maximum rates of production and reasonable market demands for oil and
gas. In addition, the Company will be required to comply with spacing and other
conservation rules of the various states within which the Company owns oil and
gas leases upon which exploration activities are conducted. Also, with respect
to United States leases, the Company will be required to comply with
requirements established for exploration and development by the United States
Geological Survey and the Bureau of Land Management.

Natural gas production and prices are regulated by the Federal Energy Regulatory
Commission and are subject to the Natural Gas Policy Act. New natural gas, some
onshore gas production and interstate gas were deregulated effective January 1,
1985.

The Company will also be subjected to varying taxes that are or may be
established on producers of oil and gas relating to prices received in excess of
certain established norms.

Personnel.

The Company has one full time employee, that being its President, Robert A.
Doak, Jr. The Company has retained the services of outside parties for legal,
accounting, drafting, geological, and lease acquisition services to the extent
that it has been able to afford such expenses.

Item 2. Description of Properties.

Offices.

                                       4

<PAGE>



The Company rents its offices at 134 West Main St., Ste 35., Trinidad, Colorado
81082, under a month-to-month lease at a monthly rental of $500. The suite
consists of approximately 700 sq. feet, which Management believes will be
adequate for the Company's need for the foreseeable future.

Productive Wells and Acreage.

The following table reflects the approximate total gross and net productive oil
and gas wells and approximate total gross and net developed acreage at December
2002:

Productive Wells

WELL NAME          %INTEREST  NET WELLS  GROSS ACRES  NET ACRES
---------          ---------  ---------  -----------  ---------

Ozzello (one)       12.5%     12.5%      160          20
Jacks (one)         6.25%     6.25%       80           5
Nicol (four units)
(see (1) below)      3.5%       14%      640          22.4

TOTAL                         32.75%     880          47.4

(1) Nicol Lease: 640 acres 4  units because of irregular shape 7 wells were
drilled and the ownership interest are as follows:

Bumble Bee 0.875% interest
Colorow    1.762375%
Donohue    0.59314%
Ellen      3.5%
Jerry      1.75%
News Radio 2.6%
Roseanne   3.5%



1. Gross well or acres is a well or acre in which a working  interest  is owned.
2. A net  well  or  acre is  deemed  to  exist  when  the sum or the  fractional
ownership  working  interests  in gross  wells or acres  equal one. As a working
interest holder,  the Company,  along with other working interest  holders,  pay
100% of production costs.

Undeveloped Properties

At December 31, 2002 the Company held approximately the following gross and net
undeveloped oil and gas acreage:

Leases                 Gross Acres               Net Acres (1)

Colorado Mineral Interests    484.16               242
New Mexico
                            --------              ------
Totals                        484.16               242
                           =========              ======
(1) Computed using the Company's net revenue interest. Net Acres include working
interests and overriding royalty interests.

                                       5
<PAGE>


Reserves

The Company has not filed any reports containing oil or gas reserves estimates
with any Federal or foreign government or authority or agency within the past 12
months.

Item 3. Legal Proceedings.

Insofar as is known to the Company's management, there are no legal proceedings
now pending, threatened, or contemplated, or unsatisfied judgments outstanding
which have not been provided for in any court or agency to which the Company or
any of its officers or directors, in such capacity, are or may be a party,
except as discussed below.

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

No matters were submitted to a vote of shareholders during the fourth quarter of
the Company's fiscal year.

                                    PART 11

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

The Company's common stock is traded over-the-counter,  under the symbol MWEX.PK
The Company's  common stock is listed by the National  Daily  Quotation  Bureau,
Inc.  in its Pink Sheets. The high and low bid prices  during  each  quarter of
2001 and 2002 are as follows

                              2001                                  2002
                              ----                                  ----
                            Bid Prices                            Bid Prices
                            ----------                            ----------

                        High         Low                        High         Low
                        ----         ---                        ----         ---
1st Quarter            .07        .0625        1st Quarter      .03        .02
2nd Quarter           .0625       .03125       2nd Quarter      .025       .025
3rd Quarter           .0625       .03125       3rd Quarter      .075       .025
4th Quarter           .0625          .03       4th Quarter       .10       .055

There were approximately 2,000 holders of the Company's common stock on December
31, 200

                                       6
<PAGE>

There currently is a limited public market for Mountains West Exploration,  Inc.
common  stock in the pink sheets,  and no  assurance  can be given that a market
will develop or that a shareholder ever will be able to liquidate his investment
without considerable delay, if at all. If a market should develop, the price may
be highly  volatile.  Unless and until Mountains West  Exploration,  Inc. common
shares  are  quoted on the  NASDAQ  system or  listed on a  national  securities
exchange,  it is likely that the common shares will be defined as "penny stocks"
under the  Exchange  Act and SEC rules  thereunder.  The  Exchange Act and penny
stock  rules  generally   impose   additional   sales  practice  and  disclosure
requirements  upon  broker-dealers  who sell penny stocks to persons  other than
certain "accredited investors" (generally, institutions with assets in excess of
$5,000,000  or  individuals  with net worth in excess  of  $1,000,000  or annual
income exceeding  $200,000,  or $300,000 jointly with spouse) or in transactions
not recommended by the broker-dealer.

For transactions covered by the penny stock rules, the broker-dealer must make a
suitability determination for each purchaser and receive the purchaser's written
agreement prior to the sale. In addition,  the  broker-dealer  must make certain
mandated  disclosures in penny stock transactions,  including the actual sale or
purchase  price and  actual bid and offer  quotations,  the  compensation  to be
received  by the  broker-dealer  and  certain  associated  persons,  and deliver
certain disclosures  required by the SEC. So long as Mountains West Exploration,
Inc. common shares are considered "penny stocks", many brokers will be reluctant
or will  refuse to effect  transactions  in  Mountains  West  Exploration,  Inc.
shares, and many lending institutions will not permit the use of penny stocks as
collateral for any loans.

Effective  August  11,  1993,  the  Securities  and  Exchange   Commission  (the
"Commission")  adopted Rule 15g-9,  which established the definition of a "penny
stock," for purposes relevant to the Company,  as any equity security that has a
market price of less than $5.00 per share or with an exercise price of less than
$5.00 per share, subject to certain exceptions.  For any transaction involving a
penny  stock,  unless  exempt,  the rules  require:  (i) that a broker or dealer
approve a person's account for  transactions in penny stocks;  and (ii) that the
broker  or  dealer  receive  from  the  investor  a  written  agreement  to  the
transaction,  setting  forth the  identity and quantity of the penny stock to be
purchased.  In order to approve a person's  account  for  transactions  in penny
stocks,  the  broker  or  dealer  must  (i)  obtain  financial  information  and
investment  experience and objectives of the person;  and (ii) make a reasonable
determination that the transactions in penny stocks are suitable for that person
and that person has sufficient  knowledge and experience in financial matters to
be capable of evaluating the risks of transactions  in penny stocks.  The broker
or dealer must also deliver, prior to any transaction in a penny stock, a
disclosure  schedule  prepared  by the  Commission  relating  to the penny stock
market,  which,  in highlight form, (i) sets forth the basis on which the broker
or dealer made the suitability determination; and (ii) states that the broker or
dealer  received a signed,  written  agreement  from the  investor  prior to the
transaction.  Disclosure  also has to be made  about the risks of  investing  in
penny  stock in both  public  offerings  and in  secondary  trading,  and  about
commissions payable to both the broker-dealer and the registered representative,
current  quotations for the securities and the rights and remedies  available to
an  investor  in cases of fraud in penny stock  transactions.  Finally,  monthly
statements  have to be sent  disclosing  recent price  information for the penny
stock held in the account and information on the limited market in penny stocks.

                                       7

<PAGE>

The Company has never paid dividends on its common stock.

Item 6. Management's Discussion and Analysis

Results of Operations

The company had revenues from gas production of $24,808 in 2002 and $26,648 in
2001.  The company incurred operating expenses of $26,785 in 2002 and $51,027 in
2001.  The substantial reduction in expenses in 2002 was due to lower consulting
fees and lack of lease costs ($17,441)in 2001.  The largest five components of
expense were as follows.

                        2002                    2001
                        ----                    ----

Consulting              4,171                   14,319
Legal and Accounting    7,771                    3,652
Mineral rights          -                       17,441
Rent                    2,903                    1,487
Transfer Agent          2,000                    3,000

The net loss was ($4,094) for 2002 and ($27,475) for 2001.  The net loss per
share was nominal in each year.

Liquidity and Capital Resources

During the year, the company had decreased revenue, but a marginally increased
cash position, which was insufficient for any significant operations.  The
company had cash of $1,613 and illiquid assets of $15,500 approximately.

The company's only capital resources are its assets which may be illiquid and
its common stock which might be sold to raise capital.

Changes in Financial Condition

Year to date  the  Company  experienced  an  increase  in cash  position  due to
increased revenue of the Company.  The Company's total debt increased by $5,000
during  the  year  as a result  of  expense  accruals.  The  Company's  total
liabilities are approximately $40,000.


NEED FOR ADDITIONAL FINANCING

     The Company does not have capital  sufficient  to meet the  Company's  cash
needs,   including  the  costs  of  compliance  with  the  continuing  reporting
requirements  of the  Securities  Exchange Act of 1934. The Company will have to
seek  loans or equity  placements  to cover  such cash  needs.  Lack of
its  existing  capital  may  be a  sufficient  impediment  to  prevent  it  from
accomplishing  the  goal of  expanding its operations.  There  is no
assurance,  however,  that without funds it will ultimately  allow company to
carry out its business.

                                       8
<PAGE>

The  Company  will  need to raise  additional  funds  to  expand  its  business
activities in the next twelve months.

         No commitments to provide additional funds have been made by management
or  other  stockholders.  Accordingly,  there  can  be  no  assurance  that  any
additional  funds  will be  available  to the  Company  to allow it to cover its
expenses as they may be incurred.

         Irrespective   of  whether  the  Company's  cash  assets  prove  to  be
inadequate to meet the Company's  operational  needs,  the Company might seek to
compensate providers of services by issuances of stock in lieu of cash.

GOING CONCERN

     The Company's auditor has issued a "going concern" qualification as part of
his opinion in the Audit Report. There is substantial doubt about the ability of
the  Company to  continue as a "going  concern."  The  Company has no  business,
limited capital,  debt in excess of $40,000, all of which is current,  $1,613 in
cash,  minimal other liquid assets, and no capital  commitments.  The effects of
such conditions could easily be to cause the Company's bankruptcy.

     Management  hopes  to  seek  and  obtain  funding,  via  loans  or  private
placements  of stock  for  operations,  debt  and to  provide  working  capital.
Management  has  plans to seek  capital  in the  form of loans or stock  private
placements in the next year of approximately $100,000.

Item 7. Financial Statements.

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

               REDW,  LLC,  formerly  auditors  for the  Company,  resigned
               as auditors on November 15, 2000. Michael Johnson & Co., LLC were
               engaged as auditors for Company on November 20, 2003.

               The Change of Accountants was approved by the Board of Directors.
               No audit committee exists  other than the members of the Board of
               Directors.

               In  connection  with audit of the two most recent fiscal years
               and through the date  of termination of the accountants, no
               disagreements  exist with any former accountant on any matter of
               accounting principles or practices,  financial statement
               disclosure,  or auditing scope of procedure,  which disagreements
               if not resolved to the  satisfaction  of the former  accountant
               would have caused them to  make reference in connection with his
               report to the subject of the disagreement(s).

               No audit report by REDW,  LLC, for any period up to
               December 31, 2003 was ever issued and so never  contained an
               opinion  which  included a paragraph discussing   uncertainties
               related  to   continuation of  the Registrant  as a going
               concern. No report of REDW, LLC  contained an adverse opinion or
               disclaimer of opinion, nor was qualified  or  modified  as  to
               uncertainty, audit scope, or accounting principle

                                       9
<PAGE>

Item 8a. Controls and Procedures

Evaluation of Internal and Disclosure Controls
----------------------------------------------

     The  management  of the  company has  evaluated  the  effectiveness  of the
issuer's disclosure controls and procedures as of a date within 90 days prior to
the filing  date of the report  (evaluation  date) and have  concluded  that the
disclosure  controls and procedures are adequate and effective  based upon their
evaluation as of the evaluation date.

     There were no significant  changes in internal controls or in other factors
that could significantly  affect internal controls subsequent to the date of the
most recent evaluation of such,  including any corrective actions with regard to
significant deficiencies and material weaknesses.

                                    PART III

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

The following individuals are the Company's directors and executive officers:

Name                             Age               Positions held with Company

Robert A. Doak, Jr.              76                Director, President and
                                                   Treasurer
David G. Shier                   63                Vice President, Secretary and
                                                   Director

Background information about each director and executive officer is as follows:

Robert A. Doak,  Jr.,  was an  organizer of the Company and became a director of
the  Company  at its  organizational  meeting  in  1979.  He has  served  as the
President and a Director of the Company since 1979.  Prior to becoming  employed
by the  Company,  Mr.  Doak  was  self-employed  as a  consulting  geologist  in
Trinidad, Colorado and Santa Fe, New Mexico from 1969 to 1979.

David G. Shier, became a Company director and the Company's Vice President and
Secretary in 1981 and has held those positions continuously since that time. Mr.
Shier has been self-employed in real estate sales and real estate investments in
Trinidad, Colorado from 1977 to present; executive Vice President of Trinidad
National Bank from 1974 to 1977.

No director, officer or beneficial owner of more than 10% of the Company's
common stock, its only equity securities, or any other person subject to Section
16 of the Exchange Act failed to file reports required by Section I 6(a) of the
Exchange Act during the most recent fiscal year or prior fiscal years.

There are no family relationships among the members of the Board of Directors
and Management.

                                       10
<PAGE>

Item 10. Executive Compensation.

The following table sets forth certain information concerning the remuneration
paid by the Company for the fiscal year ended December 31, 2002.

 <TABLE>
<CAPTION>

SUMMARY COMPENSATION TABLE OF EXECUTIVES
<S>                         <C>        <C>            <C>          <C>                   <C>              <C>
                            Fiscal     Annual Compensation     Awards
Name & Principal            Year       Salary         Bonus        Other Annual          Restricted       Securities
Position                               ($)            ($)          Compensation          Stock            Underlying
                                                                   ($)                   Award(s)         Options/
                                                                                         ($)              SARS (#)
- ---------------------------------------------------------------------------------------------------------------------

Robert Doak,
President/CEO               2002       $12,000        0            0                     0                0
& Director                  2001       $0             0            0                     0                0

David Shier,
Secretary & Director        2002       $0             0            0                     0                0
                            2001       $0             0            0                     0                0

All Officers &
Directors as a group (2)    2002       $12,000        0            0                     0                0
                            2001       $0             0            0                     0                0

</TABLE>

     (1)  Directors are to be paid $300 per meeting  attended by such  director.
          Other  than the  remuneration  discussed  above,  the  Company  has no
          retirement,  pension,  profit sharing, stock option or similar program
          for the benefit of its officers, Directors or employees.

     (2)  Effective  June 1, 2002,  the  President's  salary was  established at
          $1,000 per  month,  to the extent of funds  being  available  for such
          payment.  Any  payment  of  salary  not made in any  month is  carried
          forward,  without  interest,  to be  paid  from  the  first  otherwise
          uncommitted and available funds.


                                       11
<PAGE>

Audit Committee
---------------
     The company does not have an Audit Committee.  The members of the Board sit
as the Audit Committee.  No qualified financial expert has bee hired because the
company is to small to afford such expense.

Code of Ethics
--------------
     The company has not adopted a Code of Ethics for the Board and the salaried
employees.

 Committees and Procedures
--------------------------

     (1)  The registrant  has no standing  audit,  nominating  and  compensation
          committees of the Board of Directors, or committees performing similar
          functions.  The Board  acts  itself in lieu of  committees  due to its
          small size.

     (2)  The view of the board of directors is that it is  appropriate  for the
          registrant  not  to  have  such  a  committee  because  all  directors
          participate in the consideration of director nominees and the board is
          so small.

     (3)  Each of the members of the Board which acts as nominating committee is
          not  independent,  pursuant to the  definition  of  independence  of a
          national  securities  exchange  registered pursuant to section 6(a) of
          the Act (15 U.S.C. 78f(a).

     (4)  The   nominating   committee   has  no  policy   with  regard  to  the
          consideration  of any  director  candidates  recommended  by  security
          holders,   but  the  committee  will  consider   director   candidates
          recommended by security holders;

                                       12
<PAGE>

     (5)  The  basis  for  the  view  of  the  board  of  directors  that  it is
          appropriate  for the  registrant  not to have  such a  policy  is that
          there is no need to adopt a policy for a small company.

     (6)  The  nominating  committee  will consider  candidates  recommended  by
          security   holders,   and  by  security  holders  in  submitting  such
          recommendations; should provide a completed Directors Questionnaire to
          the company

     (7)  There are no  specific,  minimum  qualifications  that the  nominating
          committee  believes must be met by a nominee  recommended  by security
          holders except to find anyone willing to serve with clean  background.
          There  are no  differences  in the  manner  in  which  the  nominating
          committee evaluates nominees for director based on whether the nominee
          is recommended by a security holder, or found by the board.

     (8)  The  nominating  committee's  process for  identifying  and evaluation
          nominees for  director,  including  nominees  recommended  by security
          holders,  is to find  anyone  willing to serve with clean  background.
          There  are no  differences  in the  manner  in  which  the  nominating
          committee evaluates nominees for director based on whether the nominee
          is recommended by a security holder, or found by the board.




Item 11. Security Ownership of Certain Beneficial Owners and Management

The  following  table sets  forth,  as of  December  31,  2002,  the  beneficial
ownership  of Common  Stock by each  person  who is known by the  Company to own
beneficially  more than 5% of the issued and  outstanding  Common  Stock and the
shares of Common Stock owned by each nominee and all officers and Directors as a
group.  Each person has sole voting and investment power as to all shares unless
otherwise indicated.

                                       13

<PAGE>

Directors.

                      (2)                   (3)

  (1)              Name and address    Amount and nature                (4)
Title of                   of                of                        Percent
Class              Beneficial owner    Beneficial ownership            of class
-----              ----------------    --------------------            --------

$.001 par value    Robert A. Doak, Jr.     9,480,548 (1)                25.6%
common stock       616 Central, S.E.,       direct
                   Suite 213
                   Albuquerque, NM 87102

$0.001 par value   David G. Shier            312,511 (2)                 .85%
common stock       259 N. Commercial St.      direct
                   Trinidad, Colorado 81082

All Directors and officers as a group
(1) (2) (3) (4)                              10,892,262                26.45%

(1) Includes 255,000 shares owned by Mr. Doak's wife. (2)
Includes 1,000 shares owned by Mr. Shier's wife.
Beneficial Owner
                    (2)                     (3)

(1)               Name and address      Amount and nature               (4)
Title of               of                     of                      Percent
Class             Beneficial owner      Beneficial ownership          of class
-----             ----------------      --------------------          --------

$0.001 par value  GEDD, Inc.              5,590,800 Direct             15.28%
common stock      1400 North Woodward Ave.
                  Suite 270
                  Bloomfield Hills, Michigan

Item 12. Certain Relationships and Related Transactions.

None

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

(a)  Documents filed as a part of this report:
     -----------------------------------------

         (1) Financial Statements.

         Independent Auditors' report
         Balance Sheets at December 31, 2002 and 2001.
         Statements of Operations for the years ended December 31, 2002 and
         2001. Statements of Stockholders' Equity for the years ended December
         31, 2002 and 2001.

                                       14
<PAGE>


         Statements of Cash Flows for the years ended December 31,
         2002 and 2001.
         Notes to Financial Statements at December 31, 2002 and 2001.
         Supplementary Information, Oil and Gas Producing Properties
         at December 31, 2002 and 2001.

(b)  Reports on Form 8-K:
     --------------------

The Registrant filed no reports on Form 8-K during the last quarter of the
period covered by this Report: (c) Exhibits:

(1)  The Registrant's Articles of Incorporation and Bylaws are
incorporated herein by reference to SEC file No. 2-69024, filed
September 2, 1980.

There are no other exhibits specified in Item 601 of Regulation S-B to be
included with this filing.

Item 14. Principal Accountant Fees and Services

General.  Michael Johnson & Co., LLC, CPAs ("MJC") is the Company's principal
auditing accountant firm. The Company's Board of Directors has considered
whether the provisions of audit services is compatible with maintaining MJC's
independence.

         Audit Fees. MJC billed the Company $11,500 for the following
professional services: audit of the annual financial statement of the Company
for the fiscal year ended December 31, 2002, and review of the interim
financial statements included in quarterly reports on Form 10-QSB for the
periods ended  March 31, 2002,  June 30, 2002 and September 30, 2002. MJC billed
the Company $7,500 for the 2001 audit and $4,000 for the 2002 Audit.

         There were no audit related fees in 2001 or 2002. There were no tax
fees or other fees in 2001 or 2002 paid to Auditors or Auditors affiliates.

         The Company's Board acts as the audit committee and had no
"pre-approval policies and procedures" in effect for the auditors' engagement
for the audit year 2001 and 2002.

         All audit work was performed by the auditors' full time employees.

                                       15
<PAGE>


                              SIGNATURES

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

                        MOUNTAINS WEST EXPLORATION, INC.

Date: April 22, 2004

/s/Robert A. Doak, Jr.
----------------------
Robert A. Doak, Jr., President and Chief
Executive Officer and
Chief Financial Officer

In accordance with the Exchange Act, this report has been signed below by the
following persons on behalf of the registrant and in the capacities and on the
dates indicated.

Date: April 22, 2004

/s/Robert A. Doak, Jr.
-----------------------
Robert A. Doak, Jr., Director

Date: April 22, 2004

/s/David G. Shier
------------------
David G. Shier, Director

                                       16

<PAGE>


                        MOUNTAIN WEST EXPLORATION, INC.

                              FINANCIAL STATEMENTS
                 For the Years Ended December 31, 2002 and 2001





<PAGE>


                           MICHAEL JOHNSON & CO., LLC
                          Certified Public Accountants
                        9175 East Kenyon Ave., Suite 100
                             Denver, Colorado 80237

Michael B. Johnson C.P.A.                             Telephone:  (303) 796-0099
Member:  A.I.C.P.A.                                         Fax:  (303) 796-0137
Colorado Society of C.P.A.s



                          INDEPENDENT AUDITOR'S REPORT


Board of Directors
Mountain West Exploration, Inc.
Trinidad, CO  81082


We have audited the accompanying balance sheets of Mountain West Exploration,
Inc. as of December 31, 2002 and the related statements of operations,
stockholders' equity, and cash flows for the year ended 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 auditing standards generally accepted
in the United States. Those standards require that we plan and perform the
audits to obtain reasonable assurance about whether the financial statements are
free of material misstatement. An audit includes examining, on a test basis,
evidence supporting the amounts and disclosures in the financial statements. An
audit also includes assessing the accounting principles used and significant
estimates made by management, as well as evaluating the overall financial
statement presentation. We believe that our audit provide a reasonable basis for
our opinion.

In our opinion, the financial statements referred to above present fairly, in
all material respects, the financial position of Mountain West Exploration, Inc.
as of December 31, 2002, and the results of their operations and their cash
flows for the years ended December 31, 2002, in conformity with accounting
principles generally accepted in the United States.

The accompanying financial statements have been prepared assuming the Company
will continue as a going concern. As discussed in Note 4, conditions exist which
raised substantial doubt about the Company's ability to continue as a going
concern unless it is able to generate sufficient cash flows to meet its
obligations and sustain its operations. Management's plans in regard to these
matters are also described in Note 4. The financial statements do not include
any adjustments that might result from the outcome of this uncertainty.



Michael Johnson & Co., LLC
Denver, Colorado
January 16, 2004



<PAGE>
<TABLE>
<CAPTION>

                         MOUNTAINS WEST EXPLORATION, INC.
                                 Balance Sheets
                                  December 31,
<S>                                                                             <C>                       <C>


                                                                                      2002                       2001
                                                                                      ----                      ----
ASSETS:
Current assets:
   Cash                                                                                  $ 1,613                     $ 702
                                                                                -----------------         -----------------

      Total current assets                                                                 1,613                       702
                                                                                -----------------         -----------------

Fixed assets:

   Office Equipment                                                                       14,470                    14,470
   Lease & Well Equipment                                                                  1,236                     1,236
                                                                                -----------------         -----------------
                                                                                          15,706                    15,706
      Less: Accumulated Depreciation                                                     (13,983)                  (13,978)
                                                                                -----------------         -----------------

         Total fixed assets                                                                1,723                     1,728
                                                                                -----------------         -----------------

Other Assets:
   Undeveloped Property                                                                    1,540                     1,540
   Mineral Interest                                                                       12,140                    12,140
                                                                                -----------------         -----------------

      Total other assets                                                                  13,680                    13,680
                                                                                -----------------         -----------------

TOTAL ASSETS                                                                            $ 17,016                  $ 16,110
                                                                                =================         =================


LIABILITIES AND STOCKHOLDERS' EQUITY:
Current liabilities:
   Accounts Payable                                                                      $ 5,000                       $ -
   Notes Payable                                                                          35,000                    35,000
                                                                                -----------------         -----------------

      Total current liabilities                                                           40,000                    35,000
                                                                                -----------------         -----------------

Stockholders' equity:
Common Stock, no par value; 50,000,000 shares authorized;
   37,019,271 shares issued and outstanding in 2002,  38,010,000                       1,554,786                 1,554,786
   shares issued and outstanding in 2001.
   Retained Earnings (Deficit)                                                        (1,577,770)               (1,573,676)
                                                                                -----------------         -----------------

       Total stockholders' equity (deficit)                                              (22,984)                  (18,890)
                                                                                -----------------         -----------------

TOTAL LIABILITIES AND STOCKHOLDERS EQUITY                                               $ 17,016                  $ 16,110
                                                                                =================         =================

</TABLE>

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


                                      F-1
<PAGE>

                        MOUNTAIN WEST EXPLORATION, INC.

                            Statements of Operations



                                                     Year Ended
                                                     December 31,
                                          -------------------------------------
                                              2002                   2001
                                          --------------        ---------------
Revenue
   Oil & Gas Income                            $ 24,808               $ 26,648
                                          --------------        ---------------
       Net Income                                24,808                 26,648
                                          --------------        ---------------

Expenses:
   Bank Charges                                      48                     75
   Consulting                                     4,171                 14,319
   Depreciation                                       5                  2,085
   Dues & Subscriptions                             922                  1,406
   Insurance                                          -                    450
   Legal and Accounting                           7,771                  3,652
   Maintenance                                      204                     25
   Meals & Entertainment                            500                      -
   Mineral Rights                                     -                 17,441
   Moving Expense                                 2,100                      -
   Office Expenses                                  377                    836
   Penalties                                        310                      -
   Postage                                          357                    355
   Rent                                           2,363                  3,962
   Taxes                                            365                    149
   Telephone                                      1,389                  1,685
   Transfer Agent Expense                         2,000                  3,000
   Travel                                         2,903                  1,487
   Vehicle Expense                                1,000                    100
                                          --------------        ---------------
Total Expenses                                   26,785                 51,027
                                          --------------        ---------------

Other Income and Expense
   Interest Expense                               2,117                  3,137
   Interest Income                                    -                    (41)
                                          --------------        ---------------

Total Other Income & Expense                      2,117                  3,096
                                          --------------        ---------------

Net Profit (Loss)                              $ (4,094)             $ (27,475)
                                          ==============        ===============

Per Share Information:

   Weighted average number of
     common shares outstanding               37,019,271             37,019,271
                                          --------------        ---------------

Net Loss per Common Share                       *                     *
                                          ==============        ==============='
The accompanying notes are an integral part of these financial statements.

* Less than $.01

                                      F-2
<PAGE>
<TABLE>
<CAPTION>

                        MOUNTAIN WEST EXPLORATION, INC.

                         Stockholders' Equity (Deficit)
                               December 31, 2002

<S>                                                           <C>                  <C>               <C>                 <C>




                                                                                                         Retained
                                                                Common Stock                            (Deficit)
                                                                # of Shares            Amount            Earnings             Totals
                                                                -----------            ------            --------             ------

Balance - December 31, 2000                                         38,010,000         $1,555,777         $(1,546,201)      $ 9,576

Cancellation of stocks                                                (990,729)              (991)                  -          (991)
Net Loss for year                                                            -                  -             (27,475)      (27,475)
                                                              -----------------    ---------------   -----------------   -----------

Balance - December 31, 2001                                         37,019,271          1,554,786          (1,573,676)      (18,890)
                                                              -----------------    ---------------   -----------------   -----------

Net Loss for year                                                            -                  -              (4,094)       (4,094)
                                                              -----------------    ---------------   -----------------   -----------

Balance - December 31, 2002                                         37,019,271         $1,554,786         $(1,577,770)    $ (22,984)
                                                              =================    ===============   =================   ===========
</TABLE>
The accompanying notes are an integral part of these financial statements.

                                      F-3
<PAGE>
<TABLE>
<CAPTION>

                        MOUNTAIN WEST EXPLORATION, INC.
                            Statements of Cash Flows

                               (Indirect Method)





<S>                                                                 <C>                      <C>

                                                                                     Year Ended
                                                                                     December 31,
                                                                    -----------------------------------------
                                                                          2002                    2001
                                                                          ----                    ----

Cash Flows from Operating Activities:

Net Profit (Loss)                                                           $ (4,094)              $ (27,475)

   Depreciation                                                                    5                   2,085
   Increase in Accounts Payable                                                5,000                       -
                                                                    -----------------        ----------------

Net Cash Flows Used by Operations                                                911                 (25,390)
                                                                    -----------------        ----------------

Cash Flows from Investing Activities:
   Write-off of Other Assets                                                       -                  17,441
                                                                    -----------------        ----------------

   Net cash used by investing activities                                           -                  17,441
                                                                    -----------------        ----------------


Net Increase (Decrease) in Cash                                                  911                  (7,949)
                                                                    -----------------        ----------------

Cash at Beginning of Period                                                      702                   8,651
                                                                    -----------------        ----------------

Cash at End of Period                                                        $ 1,613                   $ 702
                                                                    =================        ================

Supplemental Disclosure of Cash Flow Information
   Cash paid for Interest                                                    $ 2,117                 $ 3,137
                                                                    =================        ================
   Cash paid for income taxes                                                    $ -                     $ -
                                                                    =================        ================

</TABLE>
 The accompanying notes are an integral art of theses financial statements.

                                      F-4
<PAGE>
                         MOUNTAIN WEST EXPLORATION, INC.
                          Notes to Financial Statements
                                December 31, 2002


Note 1 - Organization and Summary of Significant Accounting Policies:
         ------------------------------------------------------------

Organization:

Mountain West Exploration, Inc. (MWEX) was incorporated in the state of New
Mexico. It is primarily organized for the purpose of acquiring interests in
undeveloped oil and gas and mineral leases, reselling all or part of its
interest in these leases to other companies in the oil and gas industry and
engaging in other oil and gas activities. The Company's fiscal year end is
December 31.

Basis of Accounting:

The accompanying financial statements have been prepared on the accrual basis of
accounting in accordance with accounting principles generally accepted in the
United States.

Cash and Cash Equivalents:
-------------------------

The Company considers all highly liquid debt instruments, purchased with an
original maturity of three months or less, to be cash equivalents.

Use of Estimates:

The preparation of financial statements, in conformity with accounting
principles generally accepted in the United States, 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 revenue and expenses during
the reporting period. Actual results could differ from those estimates.

Net Earnings (Loss) Per Share:

Net loss per share is based on the weighted average number of common shares and
common shares equivalents outstanding during the period.

Furniture and Equipment:

Furniture and equipment are capitalized at acquisition cost and depreciated
utilizing the straight-line method over its estimated life of five years.
Maintenance, repairs and minor renewals are charged to operations as incurred.
Major renewals and betterments which substantially extend the useful life of the
property and equipment are capitalized.


                                      F-5

<PAGE>



                         MOUNTAIN WEST EXPLORATION, INC.
                          Notes to Financial Statements
                                December 31, 2002


Oil and Gas Properties:

MWEX uses the successful efforts method of accounting for oil and gas producing
activities. Costs to acquire interests in oil and gas properties, to drill and
equip exploratory wells that find proved reserves, and to drill and equip
development wells are capitalized. Costs to drill exploratory wells that do not
find proved reserves, geological and geophysical costs, and costs of carrying
and retaining unproved properties are expensed.

Unproved oil and gas properties that are individually significant are
periodically assessed for impairment of value, and a loss is recognized at the
time of impairment by providing an impairment allowance. Other unproved
properties are amortized based on MWEX's experience of successful drilling and
average holding period. Capitalized costs of producing oil and gas properties,
after considering estimated dismantlement and abandonment costs and estimated
salvage values, are depreciated and depleted by the unit-of-production method.

Other Comprehensive Income:

The Company has no material components of other comprehensive income (loss), and
accordingly, net loss is equal to comprehensive loss in all periods.

Revenue Recognition on Sale of Oil and Gas Leases:

Sale of interests in undeveloped oil and gas leases are accounted for utilizing
the cost recovery method. Accordingly, the financial reporting, purposes, gain
on sales of interests in such leases is recognized only to the extent that total
proceeds of the sale exceed MWE's original cost in the leases. Gain is not
recognized on sales in which a substantial obligation for future performance
exists.

Note 2 - Federal Income Taxes:

The Financial Accounting Standards Board (FASB) has issued Statement of
Financial Accounting Standards Number 109 ("SFAS 109"). "Accounting for Income
Taxes", which requires a change from the deferred method to the asset and
liability method of accounting for income taxes. Under the asset and liability
method, deferred income taxes are recognized for the tax consequences of
"temporary differences" by applying enacted statutory tax rates applicable to
future years to differences between the financial statement carrying amounts and
the tax basis of existing assets and liabilities.

                                      F-6
<PAGE>






                         MOUNTAIN WEST EXPLORATION, INC.
                          Notes to Financial Statements
                                December 31, 2002


Note 2 - Federal Income Taxes (Cont):
                                         December 31, 2002     December 31, 2001
                                         -----------------     -----------------
Deferred tax assets
         Net operating loss carryforwards   $ 1,591,753            $  1,559,698
         Accumulated Depreciation                13,983                  13,978
         Valuation allowance                 (1,577,770)             (1,573,676)
                                            ------------            ------------
         Net deferred tax assets            $         0            $          0
                                            ============            ============

At December 31, 2002, the Company had net operating loss carryforwards of
approximately $1,577,770 for federal income tax purposes. These carryforwards if
not utilized to offset taxable income will begin to expire in 2011.

Note 3 - Notes Payable:

Following is the summary of Notes Payable at December 31, 2002:

         Bank of America - A ten-year loan at 5% interest per annum

         secured by miscellaneous holdings.                           $35,000.00

Note 4 - Going Concern:

The Company's financial statements have been presented on the basis that it is a
going concern.

The Company's ability to continue as a going concern is dependent upon its
ability to develop additional sources of capital and achieve profitable
operations. There is insufficient cash on hand to support current or anticipated
operations. The accompanying financial statements do not include any adjustments
that might result from the outcome of these uncertainties. Management is seeking
new capital to revitalize the Company.

Note 5 - Capital Stock Transactions:

The authorized capital stock of the Company was established at 50,000,000 with
no par value. There have been no additional shares of common stock issued during
the year of 2002. 990,729 shares of stock were cancelled by Robert Doak, Jr. to
repay loan to shareholders.

Note 6 - Segment Information

Mountain West Exploration operates primarily in a single operating segment,
acquiring interests in unproved oil, gas and mineral leases and engaging in
other oil and gas activities.

                                      F-7