U.S. SECURITIES AND EXCHANGE COMMISSION
           Washington, D.C. 20549
                Form 10-KSB

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



   NEVADA              000-31379       91-2016816
   ------              ---------       ----------
(State or other jurisdiction    SEC File           (I.R.S.
  of organization)               Number      Employer I.D. No.)


                 83-888 Ave. 51
                Coachella, CA 92236
            ---------------------------
               (Address of Principal Executive Office)

Issuer's Telephone Number, including Area Code:
(760) 398-9700

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

                    None

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

          $0.001 par value common stock
          -----------------------------
                Title of Class

Indicate by check mark whether the registrant (1)
has filed all reports required to be filed by
Section 13 or 15(d) of the Securities and Exchange
Act of 1934 during the preceding twelve 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

Issuer's revenues for its most recent fiscal year:
$-0-

The aggregate market value of the voting stock
held by non affiliates of the registrant was not
determinable because the common stock does
not trade on any market.

The number of shares outstanding of the issuer's
classes of common stock as of December 31, 2001:

Common Stock, $0.001 par value - 473,250 shares



<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.  The Company was incorporated to
engage in any lawful activity.

     The Company's Articles authorized the
company, to issue a total
of 80,000,000 shares of common stock  with $.001
par value, and 20,000,000 Preferred stock with
$.001.

Item 2. Description of Property

     The Company's headquarters in Coachella CA is
furnished by the Company's President.

Item 3 Legal Proceedings

     None.

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

     None.





<PAGE>3

Part II

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

Plan of Operation

     The Company has not engaged in any material
operations or had any revenues from operations
during the past four fiscal years (1998-2001).

     During the next 12 months, the Company's only
foreseeable cash requirements will relate to
maintaining the Company in good standing, as
regards to legal registration in the State of
Nevada and with the Securities and Exchange
Commission.  These incidental costs will continue
to be paid or assumed by the current officers and
directors.


Item 6.  Results of Operations

     The Company has had no material operations
since inception. (Losses) for the past four years
(1998-2001) are $(40,000).

Liquidity

     The Company had no liquidity during the
fiscal years ended December 31, 1998 through 2001.
Except as stated under the heading "Plan of
Operation" above, the Company does not contemplate
raising capital over the next 12 months by issuing
debt or equity securities.  The Company has no
loan agreements with any officer or director.

     Ordinarily any fees paid to management in
connection with the reorganization are first used
to pay liabilities.  If there are no funds
available, it is expected that management would
contribute these amounts to capital to pay these
liabilities in hopes of enhancing the value of
their stock ownership.

Item 7. Security Ownership of Certain Beneficial
Owners and Management

     The following table sets forth the
shareholdings of those persons who own more than
five percent of the Company's common stock and/or
management as of the date hereof, to wit:



<PAGE>4
<TABLE>
<CAPTION>
                           Number of Shares        Percentage
Name and Address           Beneficially Owned       of Class
-----------------          ------------------       -------

                             <c>                   <c>
Dempsey K. Mork
Magellan Capital Corp.      225,000                   47.54%
83-888 Ave. 51
Coachella, CA 92236

Dempsey K. Mork
Magellan Litigation
Services                     76,500                   16.17%
83-888 Ave. 51
Coachella, CA 92236

Dempsey K. Mork              75,000                   15.85%
83-888 Ave. 51
Coachella, CA 92236         -------                  ------
     SUB TOTAL              376,500                   79.56%

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

Randall A. Baker             37,500                    7.92%
P.O. Box 1025
Morongo Valley, CA 92256

Norbert L. LeBoeuf           30,750                    6.50%
P.O. Box 3171
Palm Springs, CA 92262
                            -------                  ------
     GRAND TOTAL            473,250                  100.00%
                            =======                  ======
</TABLE>

Item 8. Security Ownership of Management

     The following table sets forth the
shareholdings of the Company's
directors and executive officers as of the date
hereof, to wit:
<TABLE>
<CAPTION>
                          Number of Shares
                         Beneficially Owned       Percentage
Name and Address           as of 12/31/01          of Class
-----------------        ------------------      -------------

                             <c>                   <c>
Dempsey K. Mork             376,500                   79.56%
83-888 Ave. 51
Coachella, CA 92236

<PAGE>5

Randall A. Baker             37,500                    7.92%
P.O. Box 1025
Morongo Valley, CA 92256

Norbert L. Le Boeuf          30,750                    6.50%
P.O. Box 3171
Palm Springs, CA 92262
                            -------                   ------
     Totals:                444,750                   93.98%
                            =======                   ======
</TABLE>

     See the caption "Directors, Executive
Officers, Promoters and Control Persons," below,
Part III, Item 9, for information concerning the
offices or other capacities in which the above
named persons serve with the Company.

Changes in Control.

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



<PAGE>6

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 prior to the completion of any merger or
acquisition transaction.  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
                     Positions     Election or
Name                   Held        Designation
----------------   ------------    -----------

                    <c>              <c>
Dempsey K. Mork    Director and      12/3/1998
                   President/Chief
                   Financial Officer

Randall A. Baker   Secretary         12/3/1998
</TABLE>

Business Experience

     Dempsey Mork is the majority shareholder,
President, and Chairman of the Board of Northstar
Ventures, Inc. since its formation.  Mr. Mork is
an officer and director in the following
corporations.  Magellan Capital Corporation, Apex
Capital Group, Inc. Animal Cloning Sciences, Inc.,
Knickerbocker Capital Corporation, Asian Financial
Inc., Orion U.S.A. Inc., Silver Bow Antique
Aviation, Southwest Holding and Development,
Stonebridge Investment, Inc., and Woodstock Tree
Farms, Inc.  Mr. Mork assists companies in
complying with securities regulations, and raising
capital. Beginning in 1992 through 1996, Mr. Mork
maintained offices in Geneva, Switzerland and for
part of that time Hong Kong.  During this period,
Mr. Mork arranged financing for small US public
companies from European and Asian financial
institutions.

     Randall A. Baker.  Mr. Baker is 57 years old.
He attended the University of Minnesota.  After a
tour in the United States Navy and a navigation
teaching stint in San Francisco, he began his
investment career with the Pacific Coast Stock

<PAGE>7

Exchange followed by employment with a number of
major brokerage houses.  He then was employed for
twenty years as Executive Vice President with Wm.
Mason & Company, an Investment Counseling firm in
Los Angeles.  Mr. Baker designed and implemented
all data systems, was responsible for trading,
personnel and was the client/broker liaison.  Mr.
Baker is currently employed as the Vice President
for Magellan Capital Corporation.

Significant Employees

     The Company has no employees who are not
executive officers.

Executive Compensation

     None

     1) In December of 1998, 473,250 shares of
"unregistered" shares of the Company's common
stock, were issued to:

        225,000             Magellan Capital Corp.
         76,500             Magellan Litigation
         75,000             Dempsey K. Mork
         28,500             Robert Filiatreaux
         37,500             Randall A. Baker
         30,750             Norbert L. Le Boeuf
        -------
        473,250   TOTAL
        =======

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

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

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

<PAGE>8

SIGNATURES

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


Date: 9/23/2002


By:   /s/ Dempsey K. Mork
      Dempsey K. Mork,
      President and Chief Financial Officer

Pursuant to the requirements of the Securities and
Exchange Act of 1934, this report has been signed
below bythe following persons on behalf of the
Registrant and in the capacities indicated on
September 9, 2002.



By:   /s/ Dempsey K. Mork
      Dempsey K. Mork
      President and Chief Financial Officer















<PAGE>9
                  PART F/S
        Index to Financial Statements
      Report of Certified Public Accountants

Financial Statements

(I)  Audited Financial Statements
       December 31, 2001

     Independent Auditors' Report

     Balance Sheets
     Statements of Operations
     Statements of Stockholders' Equity
     Statements of Cash Flows
     Notes to the Financial Statements

             Index to Exhibits
             -----------------

            Northstar Ventures, Inc.
        (A Development Stage Company)
       Index to Financial Statements and
                Supplementary Data
<TABLE>
<CAPTION>

                                                            <c>
Independent Auditors' Report
 ........................................................     F-2

Balance Sheets as of December 31, 2001 and 2000

 ........................................................     F-3

Statements of Operations for the Years or Periods Ended
 December 31, 2001, and 2000
 ........................................................     F-4

Statements of Cash Flows for the Years or Periods Ended
 December 31, 2001, and 2000
 ........................................................     F-5

Statements of Stockholders' Equity for the Periods
 through December 31, 2001
 ........................................................     F-6

Notes to Financial Statements
 ........................................................     F-7/8
</TABLE>
Schedules:

All schedules are omitted as the required
information is included in the financial
statements or notes thereto, or is not present in
sufficient amounts.
                                   F-1

David M. Winings, CPA
Palm Desert, CA  92211

To the Board of Directors
Northstar Ventures, Inc.
Coachella, California

I have audited the accompanying Balance Sheets of
Northstar Ventures, Inc. (a Nevada Corporation) as
of December 31, 2001 and the related Statements of
Income and Retained Earnings, and Cash Flows for
the years 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
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.  I believe that my audit
provides a reasonable basis for my opinion.

In my opinion, the financial statements referred
to above present fairly, in all material respects,
the financial position of Northstar Ventures, Inc
as of December 31, 2001 and the results of its
operations and its cash flows for the years then
ended in conformity with generally accepted
accounting principles.



/s/ David M. Winings
David M. Winnings
Palm Desert, California
September 24, 2002




                           F-2






<PAGE>11

NORTHSTAR VENTURES, INC.
BALANCE SHEETS
December 31, 2001 and 2000
<TABLE>
<CAPTION>
                                                  2001          2000
                                                 ------        ------

                                                <c>          <c>
                   ASSETS

CURRENT ASSETS
   Cash in Bank                                $    -0-      $    -0-

PROPERTY AND EQUIPMENT                              -0-           -0-

OTHER ASSETS                                        -0-           -0-
                                                 ------        ------
     TOTAL ASSETS                              $    -0-      $    -0-
                                                 ======        ======
     LIABILITIES AND SHAREHOLDERS' EQUITY

LIABILITIES

CURRENT LIABILITIES
 NOTES PAYABLE-RELATED PARTIES                 $ 40,000      $ 30,000
  (NOTE 4)

LONG TERM LIABILITIES                               -0-           -0-
                                                 ------        ------
TOTAL LIABILITIES                              $ 40,000      $ 30,000
                                                 ------        ------
SHAREHOLDERS' EQUITY
 COMMON STOCK:
   80,000,000 SHARES AUTHORIZED,
   $0.001 PAR VALUE; 473,250 SHARES ISSUED
   AND OUTSTANDING (NOTES 2 & 3)               $  4,000      $  4,000

 PREFERRED STOCK:
   20,000,000 SHARES AUTHORIZED,
   $0.001 PAR VALUE; NO SHARES ISSUED AND
   OUTSTANDING                                      -0-           -0-

RETAINED EARNINGS/(LOSS)                        (44,000)      (34,000)
                                                 ------        ------
TOTAL SHAREHOLDERS' EQUITY/(DEFICIT)           $(40,000)     $(30,000)
                                                 ------        ------
TOTAL LIABILITIES AND SHAREHOLDERS' EQUITY     $    -0-      $    -0-
                                                 ======        ======
</TABLE>


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

                               F-3

NORTHSTAR VENTURES, INC.
STATEMENTS OF INCOME AND RETAINED EARNINGS
For the Years Ended December 31, 2001 and 2000.
<TABLE>
<CAPTION>
Dec 31      Dec 31
                                                  2001        2000
                                                 ------      ------

                                               <c>          <c>
REVENUES                                       $    -0-    $    -0-

EXPENSES
  Consulting Fees                                   -0-         -0-

  Administrative Support/Related Parties
    (NOTE 4)                                   $ 10,000    $ 10,000
                                                 ------      ------
INCOME/(LOSS) BEFORE INCOME TAXES              $(10,000)   $(10,000)

INCOME TAXES                                        -0-         -0-
                                                 ------      ------
NET INCOME (L0SS)                              $(10,000)   $(10,000)

BEGINNING RETAINED EARNINGS/(DEFICIT)           (34,000)    (24,000)

DIVIDENDS                                           -0-         -0-
                                                 ------      ------
ENDING RETAINED EARNINGS/(DEFICIT)             $(44,000)   $(34,000)
                                                 ======      ======
</TABLE>

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

                          F-4



<PAGE>13

NORTHSTAR VENTURES, INC.
STATEMENTS OF CASH FLOWS
For the Years Ended December 31, 2001 and 2000
<TABLE>
<CAPTION>
                                                Dec 31      Dec 31
                                                  2001        2000
                                                 ------      ------

                                                <c>        <c>
CASH FLOWS FROM OPERATING ACTIVITIES

NET INCOME/(LOSS)                              $(10,000)   $(10,000)

ADJUSTMENTS TO RECONCILE NET INCOME
  TO NET CASH PROVIDED BY OPERATING
  ACTIVITIES

  Increase in Current Liabilities/
  Notes Related Party                            10,000      10,000

                                                 ------      ------
NET CASH PROVIDED (USED) BY
  OPERATING ACTIVITIES                         $    -0-    $    -0-

CASH FLOWS FROM INVESTING ACTIVITIES                -0-         -0-

CASH FLOWS FROM FINANCING ACTIVITIES
  ISSUE CAPITAL STOCK                               -0-         -0-

                                                 ------      ------
NET INCREASE (DECREASE) IN CASH                $    -0-    $    -0-

CASH AT BEGINNING OF YEAR                           -0-         -0-

                                                 ------      ------
CASH AT END OF YEAR                            $    -0-    $    -0-

                                                 ======      ======

SUPPLEMENTAL DISCLOSURES

  INTEREST PAID                                $    -0-    $    -0-

  INCOME TAXES PAID                            $    -0-    $    -0-
</TABLE>

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

                          F-5





<PAGE>14

NORTHSTAR VENTURES, INC.
STATEMENTS OF STOCKHOLDERS' EQUITY
For the Years Ended December 31, 1998 Through 2001
<TABLE>
<CAPTION>
                                                           ACCUMULATED
                                                 EARNINGS/  NET EQUITY/
               SHARES   COMMON STOCK  PD IN CAP  (DEFICIT)   (DEFICIT)

             <c>          <c>         <c>         <c>         <c>
BALANCE
 12/31/1998   483,250*  $   4,000     $   -0-   $( 14,000)  $( 10,000)
 (NOTE 2)

BALANCE
 12/31/1999   483,250       4,000         -0-    ( 24,000)   ( 20,000)

BALANCE
 12/31/2000   483,250       4,000         -0-    ( 34,000)   ( 30,000)

BALANCE
 12/31/2001   483,250       4,000         -0-    ( 44,000)   ( 40,000)
</TABLE>

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

                            F-6



<PAGE>15

NORTHSTAR VENTURES, INC.
NOTES TO FINANCIAL STATEMENTS
DECEMBER 31, 2001

NOTE 1 SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

Nature of Business

Northstar Ventures, Inc. was organized under the
laws of the State of Nevada on December 3, 1998.
The Company was incorporated primarily to
evaluate, negotiate, structure and complete a
merger with, 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 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.

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 areas in which it will seek out
acquisitions, reorganizations or mergers will be
restriction free.

NOTE 2 STOCK TRANSACTIONS

The Articles of Incorporation authorize the
Company to issue up to 100,000,00 (80,000,000
common stock and 20,000,000 preferred stock)
shares of capital stock all with a par value of
$0.001.

On December 15, 1998, 473,250 shares were issued
to individuals in return for services rendered.

As of December 31, 1998, 1999, 2000 and 2001,
473,250 shares of common
stock were issued and outstanding.

No preferred Stock shares have been issued from
the date of inception (December 3, 1998) through
the period ending December 31, 2001.



<PAGE>16

NOTE 3 RELATED PARTY TRANSACTIONS

On December 15, 1998, 376,500 shares of common
stock were issued to Related Parties and 96,750
shares of common stock was issued to associates in
return for services rendered. These individuals
include officers of the Company.

NOTE 4 CONVERTIBLE NOTES PAYABLE - $40,000
(12/31/2001)

The Company has issued a $10,000 negotiable note
to its Board Chairman for each of the past four
years (1998 -2001) for services rendered. The
notes are negotiable and convertible at a rate of
$.05 per share at the option of the holder.

NOTE 5 GOING CONCERN AND INCIDENTAL COSTS

The Company has had no business activities.

Incidental costs to maintain the legal
registration of the Company in the State of Nevada
and with the Securities Exchange Commission have
been paid or assumed by the current officers and
directors.

                      F-8