SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549

                                   FORM 10-KSB/A
 (Mark One)

(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
                                       OR
( )      TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
    EXCHANGE ACT OF 1934

Commission File No. 0-31357

                            SAN JUAN FINANCIAL, INC.
                  ----------------- --------------------------
                 (Name of Small Business Issuer in its charter)

                Colorado                                     94-3363969
         ------------------------------                ----------------------
         (State of incorporation)                          (IRS Employer
                                                         Identification No.)
            4410 Newton Street
                  Denver, CO                                    80211
    -------------------------------------------------      ---------------
    (Address of Principal Executive Office)                   Zip Code

Registrant's telephone number, including Area Code: (720) 434-1194 Securities
registered pursuant to Section 12(b) of the Act: None Securities registered
pursuant to Section 12(g) of the Act:

                                  Common Stock
                                (Title of Class)

Check whether the Registrant (1) has filed all reports required to be filed by
Section 13 or 15(d) of the Securities Exchange Act of 1934 during the 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.
                                                X
                                     YES        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  the  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]

The Company's revenues for the most recent fiscal year were $-0-.

The aggregate market value of the voting stock held by non-affiliates of the
Company as of June 12, 2004 was $-0-.

As of June 14, 2004 the Company had 63,000 issued and outstanding shares of
common stock.

<PAGE>


ITEM 1.  DESCRIPTION OF BUSINESS

      The Company was incorporated in Colorado on June 6, 1989. Following its
formation the Company was inactive until April 2000, when the Company decided to
become involved in the mortgage business. The Company planned to generate
mortgage loans, sell the loans to financial institutions and service the loans
on behalf of the financial institutions. During the nine months ended September
30, 2001 the Company discontinued its efforts to become involved in the mortgage
business and since then the Company has not been active. During the year ended
December 31, 2004 the Company will attempt to acquire another business.

      The Company does not have a website.

      The Company does not have any offices or employees.

ITEM 2.  DESCRIPTION OF PROPERTIES

      See Item 1 of this report.

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

      None.

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

      Not Applicable

ITEM 5.  MARKET FOR COMMON EQUITY AND OTHER RELATED  STOCK- HOLDER MATTERS.

      There is no public market for the Company's common stock.

      As of June 14, 2004 there were 33 record owners of the Company's common
stock. All of these persons may sell their shares pursuant to Rule 144 of the
Securities and Exchange Commission.

      Holders of common stock are entitled to receive dividends as may be
declared by the Board of Directors out of funds legally available for dividends
and, in the event of liquidation, to share pro rata in any distribution of the
Company's assets after payment of liabilities. The Board of Directors is not
obligated to declare a dividend. The Company has not paid any dividends and the
Company does not have any current plans to pay any dividends.

ITEM 6.  MANAGEMENT'S DISCUSSION AND ANALYSIS/ PLAN OF OPERATIONS

      The Company has never generated any revenues. The Company has not been
active for the past two-and-half years. The Company does not have any available
credit, bank financing or other external sources of liquidity.

      During the year ending December 31, 2004 the Company will attempt to
acquire another business.

<PAGE>

ITEM 7.     FINANCIAL STATEMENTS

      See the financial statements attached to this report.

ITEM 8.     CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS

     Effective May 14, 2004 the Company retained Comiskey & Company, P.C. to act
as the  Company's  independent  certified  public  accountants.  In this  regard
Comiskey & Company,  P.C.  replaced  Craig W.  Conners,  C.P.A.  who audited the
Company's financial  statements for the fiscal year ended December 31, 2000. The
report of Mr.  Conners for this fiscal year did not contain an adverse  opinion,
or  disclaimer of opinion and was not qualified or modified as to audit scope or
accounting  principles.  During the Company's three most recent fiscal years and
the  subsequent  interim  period ended May 14, 2004 there were no  disagreements
with Mr. Conners on any matter of accounting principles or practices,  financial
statement disclosure or auditing scope or procedures,  which  disagreements,  if
not resolved to the  satisfaction  of Mr.  Conners would have caused him to make
reference to such disagreement in his report.

      The change in the Company's auditors was recommended and approved by the
Company's director.

      During the three fiscal years ended December 31, 2003 and subsequent
interim period ended May 14, 2004 the Company did not consult with Comiskey &
Company, P.C. regarding the application of accounting principles to a specified
transaction, either completed or proposed, or the type of audit opinion that
might be rendered on the Company's financial statements, or any matter that was
the subject of a disagreement or a reportable event as defined in the
regulations of the Securities and Exchange Commission.

ITEM 8A.    CONTROLS AND PROCEDURES

      Troy Fullmer, the Company's director and Principal Financial Officer, has
evaluated the effectiveness of the Company'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 in his opinion the Company's disclosure controls and
procedures ensure that material information relating to the Company, including
the Company's consolidated subsidiaries, is made known to him by others within
those entities, particularly during the period in which this report is being
prepared, so as to allow timely decisions regarding required disclosure. To the
knowledge of Mr. Fullmer there have been no significant changes in the Company's
internal controls or in other factors that could significantly affect the
Company's internal controls subsequent to the Evaluation Date. As a result, no
corrective actions with regard to significant deficiencies or material weakness
in the Company's internal controls were required.

ITEM 9.     DIRECTORS, EXECUTIVE OFFICERS, PROMOTERS AND CONTROL PERSONS

      The following sets forth certain information concerning the present
management of the Company:

<PAGE>

         Name         Age           Position with Company

     Troy Fullmer     38            Director and Principal Financial Officer

     Troy L. Fullmer was the Company's  Secretary and Treasurer between May 2000
and  November  2001.  Mr.  Fullmer has been a director of the Company  since May
2000. Mr. Fullmer has been an officer, director and the manager of a retail coin
and jewelry store operated by Diamond One, Inc. since  September  2003.  Between
April 2002 and August 2003 Mr. Fullmer was  responsible  for internet  marketing
and sales of rare coins for Slater  Numismatics  LLC.  Between  October 1991 and
March 2002 Mr.  Fullmer  was  district  manager and Senior  Vice  President  for
Marketing Partners Inc., a company involved in brokering products for the mining
industry.  Mr.  Fullmer  received  his Bachelor of Arts degree from Rhode Island
College in 1991 and his masters degree in English from Colorado State University
in 2004.

      The Company does not have a compensation committee. Troy Fullmer, the
Company's only Director, serves as the Company's Audit Committee. Mr. Fullmer is
not a financial expert and is not independent as that term is defined Section
121(A) of the Listing Standards of the American Stock Exchange. The Company does
not believe it needs a financial expert since the Company is inactive.

      The Company has not adopted a Code of Ethics applicable to the Company's
principal executive, financial, and accounting officers and persons performing
similar functions. The Company does not believe it needs a Code of Ethics
because the Company is inactive.

ITEM 10.    EXECUTIVE COMPENSATION

      The following table sets forth in summary form the compensation received
by the Company's executive officers during the fiscal years ended December 31,
2002, 2001, and 2000.

                           Annual Compensation           Long Term Compensation
                    --------------------------------     ----------------------
                                              Other      Re-
                                              Annual   stricted
Name and                                      Compen-   Stock       Options
Principal               Fiscal Salary  Bonus  sation    Awards      Granted
Position                 Year   (1)    (2)     (3)       (4)          (5)
------------            ------ ------  -----  -------  ---------    -------

Troy Fullmer,            2002  $   --     --       --         --         --
Chief Executive Officer  2001  $   --     --       --         --         --
between June 6, 2001     2000  $   --     --       --         --         --
and November 14,
2001

Stephen G. Slater,       2002  $   --     --       --         --         --
Chief Executive Officer  2001  $   --     --       --         --         --
prior to July 6, 2001.   2000  $   --     --       --         --         --



<PAGE>

(1)  The dollar value of base salary (cash and non-cash) received. (2) The
     dollar value of bonus (cash and non-cash) received.
(3)  Any other annual compensation not properly categorized as salary or bonus,
     including perquisites and other personal benefits, securities or property.
(4)  Amounts reflect the value of the shares of the Company's common stock
     issued as compensation for services.

      The table below shows the number of shares of the Company's common stock
owned by the persons listed above, and the value of such shares as of December
31, 2002.

      Name                          Shares                  Value
      ----                          ------                  ------

      Troy Fullmer                      --                      --

(5)  The shares of common stock to be received upon the exercise of all stock
     options granted during the fiscal years shown in the table.

      The Company does not have any employment agreements.

Long Term Incentive Plans - Awards in Last Fiscal Year

      None.

Employee Pension, Profit Sharing or Other Retirement Plans

      The Company does not have a defined benefit, pension plan, profit sharing
or other retirement plan, although the Company may adopt one or more of such
plans in the future.

Compensation of Directors

      Standard Arrangements. At present the Company does not pay its director,
although the Company may adopt a director compensation policy in the future. The
Company has no standard arrangement pursuant to which directors of the Company
are compensated for any services provided as a director or for committee
participation or special assignments.

      Other Arrangements. During the year ended December 31, 2002, and except as
disclosed elsewhere in this report, no director of the Company received any form
of compensation from the Company.

Stock Options

      The following tables set forth information concerning the options granted
during the year ended December 2002, to the persons named below, and the fiscal
year-end value of all unexercised options (regardless of when granted) held by
these persons.



<PAGE>


                    Options Granted During Year Ended December 31, 2002

                                    % of Total
                                     Options
                                    Granted to      Exercise
                       Options     Employees in     Price Per  Expiration
 Name                Granted (#)    Fiscal Year      Share         Date
------               -----------   ------------   ------------ ------------

                                      None

                   Option Exercises and Year-End Option Values
                                                                Value (in $) of
                                                                  Unexercised
                                               Number of         In-the-Money
                                              Unexercised      Options at Fiscal
                         Shares               Options (3)         Year-End (4)
                                              ------------     -----------------
                     Acquired On    Value      Exercisable/       Exercisable/
Name                 Exercise (1) Realized (2) Unexercisable    Unexercisable
----                 ------------ ------------ -------------   -----------------

                                      None

(1)  The number of shares received upon exercise of options during the year
     ended December 31, 2002.

(2)  With respect to options exercised during the Company's year ended December
     31, 2002, the dollar value of the difference between the option exercise
     price and the market value of the option shares purchased on the date of
     the exercise of the options.

(3)  The total number of unexercised options held as of December 31, 2002,
     separated between those options that were exercisable and those options
     that were not exercisable.

(4)  For all unexercised options held as of December 31, 2002, the market value
     of the stock underlying those options as of December 31, 2002.

Stock Option and Bonus Plans

      The Company does not have any Stock Option or Stock Bonus plans.

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

      The following table sets forth the number of and percentage of outstanding
shares of common stock owned by the Company's officers, directors and those
shareholders owning more than 5% of the Company's common stock as of June 14,
2004.

                                    Shares of
Name and Address                    Common Stock (1)          Percent of Class
----------------                    -----------------       --------------------

Stanley C. and Mimi Lee                  30,000                    48%
100 Gold Rock Ct.
Folsom, CA  95630

<PAGE>

                                    Shares of
Name and Address                    Common Stock (1)          Percent of Class
----------------                    -----------------       --------------------

Alan Ligi                                15,000                    24%
14356 Crestwood Ave.
Poway, CA  92064

Moon Lew                                 15,000                    24%
2122 Mason Street
San Francisco, CA  94133


ITEM 12.    CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS.

      None.

Item 13.    Exhibits and Reports on Form 8-K

Exhibit
Number      Exhibit Name                                           Page Number

Exhibit 3   Articles of Incorporation and Bylaws                          *
                                                                        -----

Exhibit 4   Instruments Defining the Rights of Security Holders           *
                                                                        -----

Exhibit 31  Rule 13a-14(a)/15d-14(a) certifications
                                                                        -----

Exhibit 32  Section 1350 certifications
                                                                        -----

*    Incorporated by reference to the same exhibit filed as part of the
     Company's Registration Statement on Form SB-2 (Commission File #
     333-57030).

8-K Reports

      During the quarter ending December 31, 2002 the Company did not file any
reports on Form 8-K.

ITEM 14.    PRINCIPAL ACCOUNTANT FEES AND SERVICES

     On May 14, 2004 the Company hired  Comiskey & Company as its  independent
auditors.

    The Company did not pay any accounting fees during the year ended December
31, 2002.








<PAGE>





                            San Juan Financial, Inc.
                          (A Development Stage Company)

                              Financial Statements
                                December 31, 2003




































<PAGE>






                          INDEX TO FINANCIAL STATEMENTS


PAGE

Report of Independent Registered Public Accounting Firm................     F-2

Balance Sheets - December 31, 2003 and 2002............................     F-3

Statements of Operations - For the Years Ended December 31, 2003
and 2002, and for the Period from April 10, 2000 (Date of Inception)
to December 31, 2003. .................................................     F-4

Statements of Cash Flows - For the Years Ended December 31, 2003
and 2002, and for the Period from April 10, 2000 (Date of Inception)
to December 31, 2003...................................................     F-5

Statement of Changes in Stockholders' Equity - For the Period from
April 10, 2000 (Date of Inception) to December 31, 2003................     F-6

Notes to Financial Statements..........................................     F-7











<PAGE>



             Report of Independent Registered Public Accounting Firm


We have audited the accompanying balance sheets of San Juan Financial, Inc. as
of December 31, 2003 and 2002, and the related statements of operations, cash
flows, and stockholders' equity for each of the years then ended and for the
period from inception (April 10, 2000) to December 31, 2003. 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 the standards of the Public Company
Accounting Oversight Board (United States). 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 San Juan Financial, Inc. as of
December 31, 2003 and 2002, and the results of its operations, its cash flows,
and its changes in stockholders' equity for each of the years ended December 31,
2003 and 2002 and for the period from inception (April 10, 2000) to December 31,
2003, in conformity with U.S. generally accepted accounting principles.

As mentioned in footnote 2 to the financial statements, the Company has expended
all of its capital, which raises doubt about its ability to continue as a going
concern with an ability to conduct its business plan. There is no assurance that
such funding will be available or that the Company will be successful in
implementing its business plan. The Company's plans are also discussed in
footnote 2. The accompanying financial statements do not include any adjustments
which might be necessary if the Company is unable to continue in existence.


Denver, Colorado
May 28, 2004


                                                   /S/ COMISKEY & COMPANY, P.C.
                                                   PROFESSIONAL CORPORATION




<PAGE>



                            San Juan Financial, Inc.
                          (A Development Stage Company)

                                 Balance Sheets
                           December 31, 2003 and 2002



                                                      2003              2002

ASSETS

CURRENT ASSETS
        Cash and cash equivalents                  $      -           $     -
                                                   --------           -------
        Total current assets                       $      -           $     -
                                                   --------           -------
        TOTAL ASSETS                               $      -           $     -

LIABILITIES AND STOCKHOLDERS' EQUITY

CURRENT LIABILITIES                                $      -           $     -

STOCKHOLDERS' EQUITY
  Preferred stock, no par value; 10,000,000
    shares authorized; no shares issued and
    outstanding                                           -                 -
  Common stock, no par value; 750,000,000
    shares authorized; 63,000 shares issued
    and outstanding at December 31, 2003             63,000            63,000
  Deficit accumulated during the development
    stage                                           (63,000)          (63,000)
                                                   --------          --------
         Total Shareholders' Equity                       -                 -
                                                   --------          --------

TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY         $      -          $      -
------------------------------------------         ========          ========

          The accompanying notes are an integral part of the financial
statements.
                                       F-3

<PAGE>

                            San Juan Financial, Inc.
                          (A Development Stage Company)

                            Statements of Operations

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


                                    For the year        For the year      For the period
                                        ended               ended         from inception
                                  December 31, 2003    December 31, 2002  (April 10, 2000) to
                                                                          December 31, 2003

REVENUES                           $           -        $          -        $         -

EXPENSES
           Bank Service Charges    $           -        $         64        $       148
           Filing Fees                         -                   -              5,811
           Internet Exp.                       -                   -                982
           Licenses and Permits                -                   -                173
           Office supplies                     -                   -                 99
           Postage and Delivery                -                   -                146
           Professional Fees                   -                 400             48,675
           Travel expenses                     -                   -              6,966
                                   -------------        ------------        -----------
Total expenses                     $           -        $        464        $    63,000

NET LOSS                           $           -        $       (464)       $   (63,000)
                                   =============        ============        ===========
Accumulated deficit

     Balance, beginning of period        (63,000)            (62,536)
                                   -------------        ------------
     Balance, end of period        $     (63,000)       $    (63,000)
                                   =============        ============
NET LOSS PER SHARE                 $           -                  (-)      $     (1.00)
                                   =============        =============      ===========

     WEIGHTED AVERAGE NUMBER
       OF SHARES OUTSTANDING
                                          63,000              63,000           63,000
                                   =============        ============       ==========

</TABLE>

         The accompanying notes are an integral part of the financial
statements.
                                       F-4





<PAGE>


                            San Juan Financial, Inc.
                          (A Development Stage Company)

                            Statements of Cash Flows


<TABLE>
<S>                                        <C>               <C>                <C>
                                    For the year        For the year      For the period
                                        ended               ended         from inception
                                  December 31, 2003    December 31, 2002  (April 10, 2000) to
                                                                          December 31, 2003
                                -------------------------------------------------------------
 CASH FLOWS FROM OPERATING
     ACTIVITIES

    Net loss                         $      -             $    (464)          $(63,000)
    Adjustments to reconcile
     net loss to net cash
     flows from operating activities:       -                     -                  -
                                     --------             ---------           --------
    Net cash flows from
      operating activities           $      -             $    (464)          $(63,000)

 CASH FLOWS FROM INVESTING ACTIVITIES       -                     -                  -

 CASH FLOWS FROM FINANCING ACTIVITIES
    Proceeds from the issuance of
       common stock                         -                     -             63,000
                                     --------             ---------           --------

 NET INCREASE (DECREASE) IN CASH
      AND CASH EQUIVALENTS           $      -             $    (464)          $      -
                                     ========             =========           ========

 CASH AND CASH EQUIVALENTS,
      BEGINNING OF PERIOD                   -                   464                  -
                                     --------             ---------           --------

 CASH AND CASH EQUIVALENTS,
      END OF PERIOD                  $      -             $       -           $      -
                                     ========             =========           ========

</TABLE>



The accompanying notes are an integral part of the financial
statements.
                                       F-5



<PAGE>


                            San Juan Financial, Inc.
                          (a Development Stage Company)

                  Statement of Changes in Stockholders' Equity
     For the Period April 10, 2000 (Date of Inception) to December 31, 2003


<TABLE>
<S>                                       <C>        <C>         <C>           <C>           <C>
                                                                            Deficit
                                                                          Accumulated
                                                              Additional    During the
                                           Common Stock        Paid-in    Development    Stockholders'
                                        Shares      Amount     Capital        Stage         Equity
                                       --------    -------    ---------   -------------   -----------
Issuance of common stock for cash
 at $1.00 per share                      63,000    $ 63,000    $      -     $       -      $  63,000
Issuance of common stock no
  consideration received              5,000,000           -           -             -              -
Net loss for the period from
  April 10, 2000(date of
  inception) to December 31, 2000             -           -           -       (56,711)       (56,711)
                                      ---------    --------     -------      --------       --------
Balance, December 31, 2000            5,063,000      63,000           -       (56,711)         6,289

Cancellation of stock for
  consideration not received         -5,000,000
Net loss for the year ended
  December 31,  2001                          -           -           -        (5,825)        (5,825)
                                     ----------    --------     -------      --------       --------
Balance, December 31, 2001               63,000      63,000           -       (62,536)           464

Net loss for year ended
  December 31, 2002                           -           -           -          (464)          (464)
                                     ----------    --------     -------      --------       --------
Balance, December 31, 2002               63,000      63,000           -       (63,000)             -

Net loss for year ended
  December 31, 2003                           -           -           -             -              -
                                     ----------    --------    --------      --------       --------
Balance, December 31, 2003               63,000   $  63,000    $      -     $ (63,000)      $      -
                                     ==========   =========    ========     =========       ========

</TABLE>


The accompanying notes are an integral part of the financial statements.
                                       F-6

<PAGE>

                            San Juan Financial, Inc.
                          NOTES TO FINANCIAL STATEMENTS
                 For the years ended December 31, 2003 and 2002


1.    Organization and Operations

     Background

     San Juan Financial, Inc. ("the Company") was incorporated under the laws of
     Colorado on June 6, 1989. Following incorporation the Company remained an
     inactive shell company. Effective April 10, 2000, the Company entered the
     development stage in accordance with SFAS No. 7. The Company's principal
     activities since April 10, 2000 have consisted of organizational matters
     and the sale of its no par value common stock.

     Amendment to Articles

     On April 10, 2000, the Company filed amended articles of incorporation with
     the State of Colorado, at which time the Company revised Article XI, Board
     of Directors. The Board consists of one director who is also the President
     of the Company. In November 2001 this officer resigned and there are
     currently no officers of the Company.

2.    Going Concern

     The Company has no revenue to date and has incurred operating losses of
     $63,000 since inception. Since inception, the Company has been dependent
     upon the receipt of capital investment or other financing to fund its
     continuing activities. The Company has not identified any business
     combination and therefore, cannot ascertain with any degree of certainty
     the capital requirements for any particular transaction. In addition, the
     Company is dependent upon certain related parties to provide continued
     funding and capital resources. The accompanying financial statements have
     been presented on the basis of the continuation of the Company as a going
     concern and do not include any adjustments relating to the recoverability
     and classification of recorded asset amounts or the amounts and
     classification of liabilities that might be necessary should the Company be
     unable to continue as a going concern.

3.    Summary of Significant Accounting Policies

     Development Stage Activities

     San Juan Financial, Inc. entered the development stage in accordance with
     Financial Accounting Standards Board Statements of Financial Accounting
     Standards (SFAS) No. 7 "Accounting and Reporting by Development Stage
     Enterprises" in 2000 upon commencement of activities. The Company's
     original business plan was to operate as a mortgage banking and brokerage
     company over the Internet. In 2004, the Company changed its focus to that
     of a "blank check" company, whose purpose is to serve as a capital access
     corporation which will seek out and acquire an operating company.



                                       F-7
<PAGE>

3. Summary of Significant Accounting Policies (cont'd)

     Use of estimates

     The preparation of the financial statements in conformity with generally
     accepted accounting principles requires management to make estimates and
     assumptions that affect the reported amounts of assets, liabilities, and
     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.

     Cash equivalents

     For the purposes of the statement of cash flows, the Company considers all
     highly liquid debt instruments purchased with an original maturity of three
     months or less to be cash equivalents.

     Income Taxes

     Income taxes are provided for the tax effects of transactions reported in
     the financial statements and consist of taxes currently due plus deferred
     taxes related primarily to differences between the recorded book basis and
     the tax basis of assets and liabilities for financial and income tax
     reporting. The deferred tax assets and liabilities represent the future tax
     return consequences of those differences, which will either be taxable or
     deductible when the assets and liabilities are recovered or settled.
     Deferred taxes are also recognized for operating losses that are available
     to offset future taxable income and tax credits that are available to
     offset future federal income taxes.

     Income taxes are computed under the provisions of the Financial Accounting
     Standards Board (FASB) Statement 109 No. (SFAS 109), Accounting for Income
     Taxes. SFAS 109 is an asset and liability approach that requires the
     recognition of deferred tax assets and liabilities for the expected future
     tax consequences of the difference in events that have been recognized in
     the Company's financial statements compared to the tax returns.

     Earnings/(loss) per share

     The Company reports loss per share using a dual presentation of basic and
     diluted loss per share. Basic loss per share excludes the impact of common
     stock equivalents. Diluted loss per share utilizes the average market price
     per share when applying the treasury stock method in determining common
     stock equivalents. However, the Company has a simple capital structure for
     the period presented and, therefore, there is no variance between the basic
     and diluted loss per share.




                                       F-8


<PAGE>


 3. Summary of Significant Accounting Policies (cont'd)

     Fair value of financial instruments

     SFAS 107, "Disclosure About Fair Value of Financial Instruments," requires
     certain disclosures regarding the fair value of financial instruments. The
     Company has no financial instruments in the accompanying financial
     statements.

     Cash and Cash Equivalents

     For purposes of the statements of cash flows, the Company considers all
     highly liquid debt securities purchased with an original maturity of three
     months or less to be cash equivalents.

4.    Stockholders Equity

     Following its original incorporation in June 1989, the Company had issued
     40,000,000 shares of its no par value common stock to an officer as payment
     for services related to the organization and start-up of the Company. The
     value of the transaction could not be objectively measured as a related
     party rendered the services. The transaction has been recorded at no value
     since the Board of Directors determined that the services for which these
     shares had been issued had not been completely rendered to the Company.

     On April 7, 2000, the Board of Directors authorized an 8 to 1 reverse split
     of the Company's no par value common stock, effective on that date. As a
     result of the split, the Company's outstanding common shares were reduced
     from 40,000,000 to 5,000,000. All per share and shares outstanding data in
     the accompanying financial statements have been restated to reflect this
     reverse split.

     In May 2000, the Company conducted a private placement offering whereby it
     sold 63,000 shares of its no par value common stock for $1.00 per share
     pursuant to an exemption from registration claimed under Sections 4 (2) and
     4 (6) of the Securities Act of 1933, as amended, and Regulation D
     promulgated thereunder. The company received net proceeds of $63,000.

     On November 2, 2001, the Board of Directors authorized the cancellation of
     the original 5,000,000 shares of common stock, due to non-payment of these
     shares, leaving 63,000 shares outstanding.

5.    Income Taxes

     The Company has a federal net operating loss carryforward of $63,000
     available to offset taxable income through the years 2020, 2021, and 2022.


                                       F-9
<PAGE>

5. Income Taxes (cont'd)

     The Company recorded a deferred income tax asset for the tax effect of net
     operating loss carryforwards and temporary differences, aggregating
     $23,310, against which the Company has recorded a full valuation allowance
     in recognition of the uncertainty regarding the ultimate amount of income
     tax benefits to be derived. The change in the valuation allowance for the
     period ended December 31, 2002 to December 31, 2003 was zero.

                                            December 31, 2003

        Net operating loss carryforwards     $    23,310
        Valuation allowance                      (23,310)
                                             -----------
                                             $         -
                                             ===========


     The difference between income taxes computed at the statutory federal rate
     of 34% and the provision for income taxes relates to the following:

                                               Percent of
                                              Pretax Amount

         Provision at federal statutory rate      34%
         Effect of state income tax                3%
         Increase in valuation allowance         (37%)
                                                 ----
                                                   0%












                                      F-10


<PAGE>


                                   SIGNATURES

      In accordance with Section 13 or 15(a) of the Exchange Act, the Registrant
has caused this Report to be signed on its behalf by the undersigned, thereunto
duly authorized on the 17th day of June 2004.

                                  SAN JUAN FINANCIAL, INC.


                                  By /s/ Troy Fullmer
                                     -----------------------------------------
                                     Troy Fullmer, President and Principal
                                     Financial Officer


         In accordance with the Exchange Act, this Report has been signed by the
following person on behalf of the Registrant in the capacities and on the dates
indicated.

Signature                            Title                    Date


 /s/ Troy Fullmer                   Director              June 17, 2004
-------------------------
Troy Fullmer








<PAGE>












                            SAN JUAN FINANCIAL, INC.

                                   FORM 10-KSB

                                    EXHIBITS