SECURITIES AND EXCHANGE COMMISSION

                               WASHINGTON, D.C. 20549
                                    FORM 10-KSB

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

         For the period ended December 31, 2002

[ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
     EXCHANGE ACT OF 1934 for the transition period from
         __________________ to ____________________.

         Commission File Number 000-31379

                         Northstar Ventures, Inc.
      (Exact Name of Small Business Issuer as specified in its Charter)


            Nevada                                    91-2016816
(State or other Jurisdiction of                     I.R.S. Employer
Incorporation or Organization                    Identification Number


83-888 Avenue 51, Coachella, California                          92236
(Address of principal executive offices)                     (Zip Code)

(760) 398-9700
(Issuer's telephone number)


               Check whether the Issuer (1) filed all reports required
to be filed by Section 13 or 15(d) of the  Securities  Exchange Act of
1934 during the preceding 12 months (or for such shorter period that
the Registrant was required to file such reports) and (2) has been
subject to such filing requirements for the past 90 days.

                                                   Yes X    No

Indicate the number of shares outstanding of each of the issuer's
classes of Common Equity, as of the latest practicable date.

Common Stock, $.001 par value                                 473,250
Title of Class                            Number of Shares Outstanding
                                                at December 31, 2002
No exhibits included.







<PAGE>2

                        PART I
Item 1.  Description of Business.

Business Development.

Northstar Ventures, Inc. the "Company") was organized under the laws
Of the State of Nevada on December 3, 1998, under the name of
"Northstar Ventures, Inc.".  The Company was incorporated primarily to
evaluate, negotiate, structure and complete a merger with, or an
acquisition of, prospects consisting of private companies,
partnerships, or sole proprietorships.  Northstar may seek to acquire a
controlling interest in such entities in contemplation of later
completing an acquisition.  The Company is not limited to any operation
or geographic area in seeking out opportunities.  Management has not
identified any particular industry within which the Company will seek
an acquisition or merger.

Northstar will continue to seek the acquisition of assets, property, or
business that may benefit the Company and its stockholders.  Management
anticipates that any such acquisition would require an issuance of
common stock shares as the sole consideration for the acquisition.  The
Company does not intend to restrict its research to any particular
business or industry, and, the areas in which it will seek out
acquisitions, mergers, or reorganizations, will be restriction free.

The Company's articles initially authorized the Company to issue
80,000,000 shares of Common Stock and 20,000,000 of Preferred Stock,
both at a par value of $0.001 per share.

Common Stock.

On December 31, 1998, 473,250 shares of Common Stock were issued to
individuals for services rendered.

AS of December 31, 2003 and 2002, 473,250 shares of Common Stock were
issued and outstanding.

Preferred Stock.

As of December 31, 2003 and 2002, there were no shares issued and
outstanding.

Item 2.  Description of Property.

The Company currently has no assets or property.  The Company's
headquarters are furnished by Mr. Dempsey Mork, President/CEO.

Item 3.  Legal Proceedings.

None.

Item 4.  Submission of matters to a vote of Security holders.

None.

<PAGE>3

                            PART II

Item 5.  Management Discussion and Analysis or Plan of Operation.

No significant business activity was conducted by the Company during
the fiscal year 2003.  As a result, no income was realized by the
Company in 2003 and there was no cash in the bank at the end of the
year.

The primary activity of the Company will involve seeking merger or
acquisition candidates with whom it can either merge or acquire.  The
Company has not selected any company for acquisition or merger and does
not intend to limit potential acquisition candidates to any particular
field or industry, but does retain the right to limit acquisition or
merger candidates, if it so chooses, to a particular field or industry.
The Company's plans are in the conceptual stage only.

We have a limited operating history on which to base an evaluation of
our business and prospects. Our prospects must be considered in light
of the risks, expenses and difficulties frequently encountered by
companies in their early stages of development, particularly companies
in new and rapidly evolving markets.  We will encounter various risks
in implementing and executing our business strategy.  We can provide no
assurance that we will be successful in addressing such risks, and the
failure to do so could have a material adverse effect on our business.

The Company does not intend to make any loans to any prospective merger
or acquisition candidate, or to any unaffiliated third parties.

The officers and directors of the Company are currently involved in
other activities and will devote only a portion of their time to the
specific business affairs of the Company until such time as a merger or
acquisition candidate has been determined.  At such a time, they expect
to spend the necessary time and effort to investigate and finalize any
merger or acquisition.

The Company intends to structure a merger or acquisition in such manner
as to minimize federal and state tax consequences to the Company and
the target company.

Plan of Operations.
During the year 2002, there were no revenues or income received.  The
only expense was the final (fifth year) accrual of the Management
Support Services of $10,000, which resulted in a Net Operating (Loss)
of ($10,000) for the year ending December 31, 2002.

During the year 2001, there were no revenues or income received.
Expenses for the year were $10,000 (Management Support Service Accrual)
resulting in a Net Operating (Loss) of ($10,000)for the year 2001.

For the years ended December 31, 2002 and 2001, there were no advances
or loans from officers/directors.



<PAGE>4

The Company does not expect to purchase any significant equipment for
the foreseeable future.

Northstar does not expect any significant changes in the number of
employees in the next twelve months.

The Company does not currently provide any services and does not expect
to generate revenues for the foreseeable future and does not anticipate
incurring any significant expenses.  Therefore, the Company will
continue to operate on a minimal operating budget, limiting operations
to seeking merger and acquisition candidates.

Controls and Procedures.   The Chief Executive Officer and the Chief
Financial Officer of the Company have made an evaluation of the
disclosure controls and procedures relating to the annual report on
Form 10KSB for the year ended December 31, 2002 as filed with the
Securities and Exchange Commission and have judged such controls and
procedures to be effective as of December 31, 2002,the evaluation date.

There have not been any significant changes in the internal controls of
the Company or other factors that could significantly affect internal
controls relating to the Company since the evaluation date.

Item 7.  Security Ownership of Certain Beneficial Owners and
Management.

The following table sets forth the shareholdings of those persons or
entities who own more than 5% of the 473,250 Company's common stock
outstanding as of the date of these filings, and/or belong to
management hereof, to wit:
<TABLE>
<CAPTION>
                                  Number of Shares      Percentage
Name and address                 Beneficially Owned     of Class *
- -----------------------------  ------------------     ----------

                                      <c>                <c>
Dempsey K. Mork (1)                    75,000              15.85%
83-888 Avenue 51
Coachella, CA 92236

Norbert L. LeBoeuf (1)                 30,750               6.50%
83-888 Avenue 51
Coachella, CA 92236
                                    ---------              -----
  Sub Total Officers/Directors        105,750              22.35%
(1)Addresses are in c/o the Company

Other Shareholders (with more than
  5% of Common Stock outstanding):
Randall A. Baker                       37,500               7.92%
P.O. Box 1025
Morongo Valley, CA 92256



<PAGE>5

Robert Filiatreaux                     28,500               6.02%
77545 Chillon
La Quinta, CA 92253

Magellan Capital Corporation          225,000              47.54%
       AND
Magellan Litigation Services           76,500              16.17%
83-888 Avenue 51
Coachella, CA 92236
                                      -------             ------
  GRAND TOTAL                         473,250             100.00%*
                                      =======             ======
 *Percentage calculation of 473,250 share outstanding at 12/31/2002.
</TABLE>

Change in Control.

There are no present arrangements or pledges of the Company securities
which may result in a change in control of the Company.

                          PART III

Item 9.  Directors, Executive Officers, Promoters and Control Persons.

The following table sets forth the names of all current directors and
executive officers of the Company. These are the only persons whose
activities are expected to be material to the Company. They will serve
until the next annual meeting of the stockholders (held in November of
each year) or until their successors are elected or appointed and
qualified, or their prior resignation or termination:
<TABLE>
<CAPTION>
                                             Date of       Date of
                                           Election or   Termination or
Name                   Positions Held      Designation    Resignation
- ------------------  -------------------  -----------   --------------

                       c>                   <c>           <c>
Dempsey K. Mork        President CEO/
                       Director             12/03/1998         -

Norbert L. LeBoeuf     Chief Financial
                       Officer/Director     12/15/2002         -
</TABLE>

Business Experience of Directors/Executive Officers:

Mr. Mork is the majority shareholder, President, Chief Executive
Officer/Director of Northstar Ventures, Inc.  He has been an
officer/director of the Company since its formation in 1998.  For the
past eight years, he has been an officer/director of Magellan Capital
Corporation; Animal Cloning Sciences, Silver Bow Antique Aviation, Apex
Capital, Asian Financial and North Star Ventures.  Mr. Mork has
experience in start-up companies, business reorganizations and cross
border business trans-actions.  He will spend approximately 20 hours
per month on Northstar's business.

<PAGE>6

Mr. Norbert LeBoeuf is a shareholder,officer/director of Northstar
Ventures, Inc.  He has been responsible for all accounting and tax
functions for all Companies with which Mr. Mork has been affiliated.
Mr. LeBoeuf's professional career includes three years in the U.S.
Marine Corps Legal and Administrative functions (1952-55) and forty
years in all areas of accounting for small, medium and large (Fortune
500 Companies) in Electronics, Manufacturing and Aerospace.  He will
spend approximately 20 hours per month on Northstar's business.

Significant Employees.

The Company has no employees who are not executive officers.

Item 10.  Executive Compensation.

None.

In December, 1998, 473,250 shares of "unregistered" and "restricted"
shares of the Company's Common Stock were issued to current officers
directors of the Company and to former associates, for services
rendered at the stated par value per share of $0.001, as follows:
<TABLE>
<CAPTION>
           Number                         As of 12/31/2002
         of Shares Name                  Position/Job Title
         --------- --------------------- --------------------

           <c>              <c>                 <c>
           75,000  Dempsey K. Mork       (Officer/Director)
           30,750  Norbert L. LeBoeuf    (Officer/Director)
          -------
          105,750  Sub Total Current Officers/Directors
                   OTHER FORMER ASSOCIATES:
           37,500  Randall A. Baker
           28,500  Robert J. Filiatreaux (Outside Consultant)
                   OTHER AFFILIATES;
          225,000  Magellan Capital Corporation
           76,500  Magellan Litigation Services
          -------
          473,250  Grand Total
          =======
</TABLE>

Item 11.  Changes in and disagreements with Auditors on Accounting and
          Financial Disclosure.

None.

Fair Value of Assets.

The Company currently has no assets and is, therefore, at this time not
subject to FAS No. 121 concerning the impairment of Long Lived assets
which requires an assessment and measurement of these assets.


<PAGE>7
                             NORTHSTAR VENTURES, INC.
                                    PART F/S
                          Index to Financial Statements
                      Report of Certified Public Accountant


Financial Statements
- --------------------
(1) Audited Financial Statements for 12 months year ended December 31,
2002:

    Independent Auditor's Report-
      Balance Sheets at 12/31/2002 and 12/31/2001
      Statements of Operations for Yrs 2002 - 2001
      Statements of Cash Flows for Yrs 2002 - 2001
      Statement of Stockholders' Equity from 1998 through
        12/31/2002).
      Notes to the Financial Statements






































PAGE>8

The Board of Directors
NORTHSTAR VENTURES, INC.
Palm Desert, California


                    INDEPENDENT AUDITOR'S REPORT


I have audited the accompanying balance sheet of Northstar Ventures,
Inc., as of December 31, 2002 and the related statements of operations,
cash flows, and changes in stockholders' equity for the year then
ended.

These financial statements are the responsibility of the Company's
management.  My responsibility is to express an opinion on these
financial statements based on my audit.

I conducted my audit in accordance with generally accepted auditing
standards.  Those standards require that I plan and perform the audit
to obtain reasonable assurance about whether the financial statements
are free of material misstatements.  An audit also includes assessing
the accounting principles used and significant estimates made by
management, as well as evaluating the overall financial statement
presentation.  I believe that my audit provides a reasonable basis for
my opinion.

In my opinion, the financial statements referred above present fairly,
in all material respects, the financial position of Northstar Ventures,
Inc. as of December 31, 2002, and the results of its operations and
cash flows for the year then ended in conformity with generally
accepted accounting principles.




/s/ David M. Winings
 -------------------
 David M. Winings, C.P.A.
 Palm Desert, CA 92211
 May 14, 2003















<PAGE>9
                Northstar Ventures, Inc.
                     BALANCE SHEET
<TABLE>
<CAPTION>

                                       AUDITED              AUDITED
                                     December 31,         December 31,
              ASSETS                     2002                2001

                                        <c>                  <c>

CURRENT ASSETS:
 Cash                                 $     -0-           $     -0-
                                       --------            --------
  Total current assets                $     -0-           $     -0-
                                       --------            --------
FIXED ASSETS:
 Property and Equipment, net
   of depreciation                    $     -0-           $     -0-
                                       --------            --------
TOTAL ASSETS                          $     -0-           $     -0-
                                       ========            ========

LIABILITIES & SHAREHOLDERS' EQUITY

Current liabilities:

Convertible Promissory Note (NOTE 4)  $  50,000           $  45,000
                                       --------            --------
  Total current liabilities           $  50,000           $  40,000
                                       --------            --------

TOTAL LIABILITIES                     $  50,000           $  40,000
                                       --------            --------
SHAREHOLDERS' EQUITY (NOTES 2)
 Preferred stock, par value $.001;
  20,000,000 shares authorized; -0-
  shares issued and outstanding
  at 12/31/2002 and 12/31/2001        $     -0-           $     -0-

 Common stock, par value $.001;
  80,000,000 shares authorized;
  issued & outstanding 473,250 at
  12/31/2002 and 12/31/2001 (NOTE 4)      4,000               4,000

 Retained earnings
  Accumulated deficit)                 ( 54,000)           ( 44,000)
                                       --------            --------
TOTAL SHAREHOLDERS' EQUITY            $( 50,000)          $( 40,000)
                                       --------            --------
TOTAL LIABILITIES & EQUITY            $     -0-           $     -0-
                                       ========            ========
</TABLE>
 The accompanying notes are an integral part of these financial
statements


<PAGE>10

                          Northstar Ventures, Inc.
                          STATEMENT OF OPERATIONS
      For the Twelve Months/Year Ending December 31, 2002 & 2001

<TABLE>
<CAPTION>
                                              AUDITED      AUDITED
                                            December 31, December 31,
                                                2002        2001

                                             <c>         <c>
Revenues/Income                              $     -0-   $     -0-
                                              --------    --------
Operating Expenses                           $  10,000   $  10,000
                                              --------    --------
Income (Loss) From Operations                $( 10,000)  $( 10,000)
                                              --------    --------
Other Income/(Expense)                             -0-         -0-
                                              --------    --------

Net Income (Loss)                            $( 10,000)  $( 10,000)
                                              ========    ========
Per share information:

Basic Income/ (Loss) per common share          $(0.02)     $(0.02)
                                                -----       -----
Basic weighted average number
 Common Stock shares outstanding               473,250     473,250
                                              =========   =========
Diluted (loss) per common share                $(0.02)     $(0.02)
                                                ------      ------
Diluted weighted average number
 Common Stock shares outstanding               473,250     473,250
                                              =========   =========
</TABLE>

The accompanying notes are an integral part of these financial
statements


















<PAGE>11

                      Northstar Ventures, Inc.
                      STATEMENT OF CASH FLOWS
      For Twelve Months/Year Ending December 31, 2002 and 2001

<TABLE>
<CAPTION>
                                                  AUDITED   AUDITED
                                                     2002      2001

                                                  <c>       <c>
Cash Flows From Operating Activities:

Net income (loss):                               $(10,000) $(10,000)
                                                  -------   -------

Adjustments to Reconcile Net (loss) to net
  Cash (Used) Provided by Operations;

Increase in Current Liabilities                    10,000    10,000

                                                  -------   -------
Net Cash (Used) Provided by Operation            $(10,000) $(10,000)
                                                  -------   -------
Net Cash Increase (Decrease)                     $    -0-  $    -0-

Cash, Beginning of period                             -0-       -0-
                                                  -------   -------
Cash, End of period                              $    -0-  $    -0-
                                                  =======   =======

</TABLE>

The accompanying notes are an integral part of these financial
statements






















<PAGE>12

                  Northstar Ventures, Inc.
              Statement of Stockholders' Equity
     For the Years Ended December 31 (From 1998 to 2002)

<TABLE>
<CAPTION>

                                            PAID-IN  ACCUM $  TOTAL
              PREF STOCK     COMMON STOCK      $    EARNINGS  NET $
               SHS $AMT    SHARES   $ AMT   CAPITAL (LOSSES)(DEFICIT)
              ---- ----   --------- ------  ------- -------- --------

            <c>  <c>        <c>    <c>     <c>      <c>      <c>
AUDITED
BALANCE AT           $                 $       $        $        $
 01/01/98      -0-  -0-        -0-    -0-     -0-   (  -0-  ) ( -0-  )
 Issue Stock
 Svc Rendered
 Dec. 1998                 473,250   4,000                      4,000
(Loss)Yr 1998                                       ( 14,000) (14,000)
              ---- ----   --------- ------  ------- --------  -------
BALANCE AT
 12/31/98      -0-  -0-    473,250   4,000    -0-   ( 14,000) (10,000)
(Loss)Yr 1999                                       ( 10,000) (10,000)
              ---- ----   --------- ------  ------- --------  -------
BALANCE AT
 12/31/99      -0-  -0-    473,250   4,000    -0-   ( 24,000) (20,000)
(Loss)Yr 2000                                       ( 10,000) (10,000)
              ---- ----   --------  ------  ------- --------  -------
BALANCE AT
 12/31/2000    -0-  -0-    473,250   4,000    -0-   ( 34,000) (30,000)
(Loss)Yr 2001                                       ( 10,000) (10,000)
              ---- ----   --------  ------  ------- --------  -------
BALANCE AT
 12/31/2001    -0-  -0-    473,250   4,000    -0-   ( 44,000) (40,000)
(Loss)Yr 2002                                       ( 10,000) (10,000)
              ---- ----   --------  ------  ------- --------  -------
BALANCE AT
 12/31/02      -0-  -0-    473,250   4,000    -0-   ( 54,000) (50,000)
=====================================================================

</TABLE>
The accompanying notes are an integral part of these financial
statements













<PAGE>13
                   Northstar Ventures, Inc.
                Notes to Financial Statements
        For The Twelve Months Ended December 31, 2002
GENERAL:

The condensed consolidated financial statements of Northstar Ventures,
Inc. included herein, have been prepared pursuant to the rules and
regulations of the Securities and Exchange Commission.  Although
certain information normally included in financial statements prepared
in accordance with generally accepted accounting principles has been
condensed or omitted, Northstar Ventures believes that the disclosures
are adequate to make the information presented not misleading.  The
condensed financial statements for the twelve month period ended
December 31, 2002 should be read in conjunction with the financial
statements and notes thereto included in this report, the Quarterly
Reports for year 2002 (March 31, June 30, September 30) and the prior
year Northstar Ventures' Annual Report on Form 10-KSB for the fiscal
year ended December 31, 2001.

The condensed consolidated financial statements included herein reflect
all normal recurring adjustments that, in the opinion of management,
are necessary for fair presentation.

The Company has not commenced operations and has no working capital.

NOTE 1-ORGANIZATION AND BUSINESS PLAN:

The Company was organized under the laws of the State of Nevada on
December 3, 1998 under the name of Northstar Ventures, Inc. The Company
was incorporated primarily to evaluate, negotiate, structure and
complete a merger, or acquisition of, prospects consisting of private
companies, partnerships, or sole proprietorships.  The Company may seek
to acquire a controlling interest in such entities in contemplation of
later competing an acquisition.  The Company is not limited to any
operation or geographic area in seeking out opportunities.  Management
has not identified any particular industry within which the Company
will seek an acquisition or merger.

The Company intends to continue to seek the acquisition of assets,
property or business that may benefit the Company and its stockholders.
Management anticipates that any such acquisition would require it to
issue shares of its common stock as the sole consideration for the
acquisition.  The Company does not intend to restrict its search to any
particular business or  industry, and the area in which it will seek
out acquisitions, reorganizations or mergers will be restriction free.

NOTE 2-STOCK TRANSACTIONS;

The Company's articles initially authorized 20,000,000 shares of
Preferred Stock and 80,000,000 shares of Common Stock, both at a par
value of $0.001 per share.

Preferred Stock-
No Preferred Stock shares have been issued and none are outstanding as
of December 31, 2002.

<PAGE>14
Common Stock-
On December 15, 1998, 473,250 shares of Common Stock were issued to
certain individuals for services rendered.

As of December 31, 2002 and 2001, shares of Common Stock were 473,250
issued and outstanding.

NOTE 3-ASSETS AND WORKING CAPITAL:

As of the current year ended December 31, 2002, the Company has no
assets and no working capital.  The Company has not started operations.
The President/CEO furnishes office space for the Company Headquarters.

NOTE 4-CURRENT LIABILITIES:

The $50,000 balance at December 31, 2002 represents the accruals of
$10,000 per year for Management Services rendered on Convertible
Promissory Notes covering years 1998 through 2002.  These notes are
convertible at a rate of $.05/cents per share at the option of the
holder.

NOTE 5-GOING CONCERN AND INCIDENTAL COSTS:

Incidental costs to maintain legal registrations of the Company in the
State of Nevada and with the Security and Exchange Commissions have
been paid or assumed by the current shareholders of Northstar Ventures.
This will continue for the foreseeable future.

The Company intends to actively pursue a business relationship with a
qualified merger or acquisition candidate.  Costs incurred on these
efforts will continue to be borne/paid by the Officers/Directors of the
Company in the form of loans/advances or the issuance of stock.

 (b)    List of Exhibits

   3.i  Articles of Incorporation
         incorporated by reference
   3.ii By-Laws of Northstar Ventures, Inc.
         incorporated by reference
   4.i  Form of Specimen of common stock
         incorporated by reference
   5    Exhibit 99 - Certifications pursuant to 18 U.S.C. Section 1350

(B)    REPORTS ON FORM 8-K
          None

ITEM 14. Controls and Procedures

Evaluation of Disclosure Controls and Procedures

Our management, under the supervision and with the participation of our
Chief Executive Officer and Chief Financial Officer, conducted an
evaluation of our "disclosure controls and procedures" (as defined in
Securities Exchange Act of 1934 (the "Exchange Act") Rules 13a-14(c))
within 90 days of the filing date of this annual report on Form 10KSB

<PAGE>15

(the "Evaluation Date"). Based on their evaluation, our Chief Executive
Officer and Chief Financial Officer have concluded that as of the
Evaluation Date, our disclosure controls and procedures are effective
to ensure that all material information required to be filed in this
annual report on Form 10KSB has been made known to them in a timely
fashion.

Changes in Internal Controls

There have been no significant changes (including corrective actions
with regard to significant deficiencies or material weaknesses) in our
internal controls or in other factors that could significantly affect
these controls subsequent to the Evaluation Date set forth above.


                       SIGNATURES

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

Date:    May 14, 2003

Northstar Ventures, Inc.

/s/ Dempsey K. Mork
- ------------------------------------
By: Dempsey K. Mork, President/CEO-Director

Pursuant to the requirements 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.
<TABLE>
<CAPTION>

Signature                  Capacity                   Date
  
                        <c>                       <c>
/s/Dempsey K. Mork       President/CEO              05/14/2003
- --------------------      Director
Dempsey K. Mork

/s/Norbert LeBoeuf       Chief Financial Officer/   05/14/2003
- --------------------      Director
Norbert LeBoeuf


</TABLE>







<PAGE>16
               CERTIFICATIONS

I, Dempsey K. Mork, certify that:

1.   I have reviewed this annual report on Form 10KSB of Northstar
Ventures, Inc.

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

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

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

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

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

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

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

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

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




<PAGE>17

6.    The registrant's other certifying officers and I have indicated
in this annual report whether or not there were significant changes in
internal controls or in other factors that could significantly affect
internal controls subsequent to the date of our most recent evaluation,
including any corrective actions with regard to significant
deficiencies and material weaknesses.

Date:  May 14, 2003

/s/Dempsey K. Mork
- -------------------------
Dempsey K. Mork,  President, Chief Executive Officer

                     CERTIFICATION

I, Norbert LeBoeuf, certify that:

1.   I have reviewed this annual report on Form 10KSB of Northstar
Ventures, Inc.

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

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

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

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

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

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

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

<PAGE>18

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

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

6)   The registrant's other certifying officers and I have indicated in
this annual report whether or not there were significant changes in
internal controls or in other factors that could significantly affect
internal controls subsequent to the date of our most recent evaluation,
including any corrective actions with regard to significant
deficiencies and material weaknesses.

Date:  May 14, 2003

/s/Norbert LeBoeuf
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Norbert LeBoeuf, Chief Financial Officer