UNITED STATES SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549

                                   FORM 10-KSB

(x)     ANNUAL  REPORT  UNDER SECTION 13 OR 15 (d) OF THE SECURITIES ACT OF 1934
        (FEE  REQUIRED)
        For  the  fiscal  year  ended          October  31,  2002
                                            ------------------

(  )     TRANSACTION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE
         ACT  OF  1934  (NO  FEE  REQUIRED)
         For  the  transaction  period  from               to

                 Commission  File  number          0-31757
                                                   -------

                        GLEN  MANOR  RESOURCES  INC.
                        ----------------------------
               (Exact  name  of  Company  as  specified  in  charter)

          Nevada                                         98-0233452
          ------                                         ----------
State or other jurisdiction of incorporation     (I.R.S. Employee I.D. No.)
or  organization

123 Paseo de la Loma, Upper La Floresta
Ajijic,  Jalisco,  Mexico                                     45920
                                                              -----
(Address  of  principal  executive offices)                (Zip Code)

Issuer's  telephone  number,  including area code       011-52-376-766-0550
                                                     ----------------------

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

Title of each share                Name of each exchange on which registered
        None                                         None
----------------                             -------------------

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

     None
     ----
(Title  of  Class)

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

          (1)   Yes  [X]     No  [  ]               (2)     Yes  [X]    No [   ]

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

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


                                      -1-
<PAGE>



State  the  aggregate  market value of the voting stock held by nonaffiliates of
the  Company.  The  aggregate market value shall be computed by reference to the
price  at  which the stock was sold, or the average bid and asked prices of such
stock,  as  of  a  specific  date  within  the  past  60  days.

As  at  October 31, 2002, the aggregate market value of the voting stock held by
nonaffiliates  is  undeterminable  and  is  considered  to  be  0.


   (THE COMPANY INVOLVED IN BANKRUPTCY PROCEEDINGS DURING THE LAST FIVE YEARS)

                                 Not applicable

                     (APPLICABLE ONLY TO CORPORATE COMPANYS)

As of October 31, 2002, the Company has 11,783,220 shares of common stock issued
and  outstanding.

                       DOCUMENTS INCORPORATED BY REFERENCE

Exhibits  incorporated  by  reference  are  referred  to  under  Part  1V









                                      -2-
<PAGE>
























                                TABLE OF CONTENTS


PART  1
-------
                                                                      Page
                                                                      ----

<TABLE>
<CAPTION>




      ITEM 1.     DESCRIPTION OF BUSINESS                                4
<S>                                 <C>                               <C>
      ITEM 2. .   DESCRIPTION OF PROPERTY                                8

      ITEM 3. .   LEGAL PROCEEDINGS                                      9

      ITEM 4. . . SUBMISSION OF MATTERS TO VOTE OF
.. . .             SECURITIES HOLDERS                                     9

PART II
------------------------------------

      ITEM 5. . . MARKET FOR COMMON EQUITY AND RELATED
                  STOCKHOLDER MATTERS                                    9

      ITEM 6. .   MANAGEMENT'S DISCUSSION AND ANALYSIS
                  OR PLAN OF OPERATION                                   9

      ITEM 7. .   FINANCIAL STATEMENTS                                  13

      ITEM 8. .   CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS
                  ON ACCOUNTING  AND FINANCIAL DISCLOSURE               13

PART III

      ITEM 9.   . DIRECTORS, EXECUTIVE OFFICERS,   PROMOTERS,
                  AND CONTROL PERSONS,   COMPLIANCE WITH SECTION
                  16 (a) OF THE EXCHANGE ACT                            14

      ITEM 10.. . EXECUTIVE COMPENSATION                                16

      ITEM 11.. . SECURITY OWNERSHIP OF CERTAIN BENEFICAL
..                 OWNERS AND MANAGEMENT                                 18

      ITEM 12.. ..CERTAIN RELATIONSHIPS AND RELATED
                  TRANSACTIONS                                          18

PART IV

      ITEM 13...  EXHIBITS AND REPORTS ON FORM 8-K                      20

                  SIGNATURES. . . . . . . . . . . . . . .            21-25
</TABLE>


                                      -3-
<PAGE>




                                     PART 1


                        ITEM 1.  DESCRIPTION OF BUSINESS


HISTORICAL  OVERVIEW  OF  THE  COMPANY

     The  Company  was  incorporated  on November 16, 1999 under the laws of the
State  of  Nevada.  The  Company has no subsidiaries or no affiliated companies.
The  Company  has  not  been  in bankruptcy, receivership or similar proceedings
since  its  inception.   The Company has not had any material reclassifications,
mergers,  consolidation  of  its  common  shares,  or  purchase  or  sale  of  a
significant  amount  of  assets  not  in  the  ordinary  course  of  business.

     The  Company's  offices  are  located  at  123  Paseo  de la Loma, Upper La
Floresta,  Ajijic,  Jalisco,  Mexico,  45920. (Telephone: 011-52-376-766-0550.).

     The  Company's Articles of Incorporation currently provide that the Company
is  authorized  to  issue 200,000,000 shares of common stock with a par value of
$0.001  per  share.  As  at  October  31,  2002,  there  were  11,783,200 shares
outstanding.

     At  the  present  time, the Company has no assets having previously been in
the exploration of a mineral claim called the Glen Claim located in the Province
of Newfoundland.  The Glen claim lapsed on June 25, 2002 and the Company has not
yet  identified  any  other  mineral  claims.

     Management  anticipates  the  Company's  shares  might  be qualified on the
system of the National Association of Securities Dealers, Inc. ("NASD") known as
the  OTC  Bulletin  Board  (the  "OTCBB")  but  at  the present time there is no
guarantee  the  Company's  shares  will  be  qualified  for  a  quotation.

     As mentioned above, the Company was unable to maintain its mineral claim in
good  standing  as  at  June  25,  2002  and  the  rights thereto lapsed thereby
eliminating  any  further  interest  in  the  Glen  claim.   The Company has not
identified  any  other  mineral claims or assets for acquisition and hence might
cease  to  exist  as  a company unless a property or another asset can be found.
Without  any  project or asset the Company might not be eligible for a quotation
on  the  OTCBB  or  any  other  exchange.

     Before  the  expiry  of the Glen claim, the Company had no revenue from its
mineral  property.

     To obtain future funding for the Company, the directors and officers will
Have to  consider  advancing  funds  to  maintain  the  Company  in  good
standing.

     The  Company does not have any full time employees and the directors devote
such  time  as required to attend to the affairs of the Company.  If the Company
obtains  another  mineral property it will use the services of consultants since
the  directors  do  not  have  any  background  in  the  mining  industry.

     The  Company  has  not delivered any of its financial statements, since its
inception, to shareholders or held an Annual Meeting of Stockholders.  It is the


                                      -4-
<PAGE>



intention  of  management  to  do so  once it has the available funds to allow
it to print and distribute material to  the  shareholders.  The  Company  has
filed with the Securities and Exchange Commission  various  forms  such  as
10-QSB  and  10-KSB.

     The public may read and copy any material the Company files with the SEC at
the  SEC's  Public  Reference  Room at 450 Fifth Street, N.W., Washington, D.C.,
20549.  The  public  may  obtain  information  on  the  operation  of the Public
Reference  Room  by  calling  the  SEC  at  1-800-SEC-0330.  The  Company  is an
electronic filer and therefore the public can review the Company's filing on the
SEC  Internet site that contains reports, proxy, and information statements, and
other  information  regarding  the Company.  This information can be obtained by
accessing  the  SEC  website  address  at  http://www.sec.gov.

     The  Company  presently  does  not  have  an  Internet  address.

PLANNED  BUSINESS

     When  used in this discussion, the words "believe", "anticipate", "expects"
and  similar  expressions  are  intended to identify forward-looking statements.
Such  statements  are  subject  to  certain risks and uncertainties, which could
cause  actual  results  to  differ materially from those projected.  Readers are
cautioned not to place undue reliance on these forward-looking statements, which
speak  only  as  of  the  date  hereof.  The Company undertakes no obligation to
republish  revised forward-looking statements to reflect events or circumstances
after  the  date  hereof  or  to reflect the occurrence of unanticipated events.
Readers  are also urged to carefully review and consider the various disclosures
made  by  the Company that attempt to advise interested parties of factors which
affect the Company's business, in this report, as well as the Company's periodic
reports  on  Forms  10-KSB  and  10-QSB  filed  with the Securities and Exchange
Commission  ("SEC").

     The  Company's financial statements are stated in United States Dollars and
are  prepared  in  accordance  with  United States Generally Accepted Accounting
Principles.

RISK  FACTORS

     The  following  represents  a list of risk factors which must be taken into
consideration  when  evaluating  the  merits  of  the  Company.

1.     LACK  OF  ANY  ASSETS  OR  PROJECT

     The  Company  does not have any assets as at October 31, 2002 with the loss
of  the  Glen claim in June 25, 2002.  At present, management has not identified
any other mineral property or project which the Company could acquire and become
involved  in.   Without  any property or project the Company might cease to be a
going  concern.

2.     FUTURE TRADING IN THE COMPANY'S STOCK MAY BE RESTRICTED BY THE SEC'S
       PENNY STOCK REGULATIONS WHICH MAY LIMIT A STOCKHOLDER'S ABILITY TO BUY
       AND SELL THE COMPANY'S SHARES WHEN, AND IF, THE SHARES ARE EVENTUALLY
       QUOTED.

     The  SEC has adopted regulations which generally define "penny stock" to be
any  equity  security  that  has a market price, as defined, less than $5.00 per
share  or  an  exercise  price  of less than $5.00 per share, subject to certain
exceptions.  The  Company's shares will initially, and may always be, covered by
the  penny  stock  rules, which impose additional sales practice requirements on


                                      -5-
<PAGE>



broker-dealers  who  sell  to  persons  other  than  established  customers  and
"accredited  investors."  The  term  "accredited  investor"  refers generally to
institutions with assets in excess of $5,000,000 or individuals with a net worth
in  excess of $1,000,000 or annual income exceeding $200,000 or $300,000 jointly
with  their  spouse.  The  penny stock rules require a broker-dealer, prior to a
transaction  in  a penny stock not otherwise exempt from the rules, to deliver a
standardized  risk  disclosure  document  in  a  form  prepared by the SEC which
provides information about penny stocks and the nature and level of risks in the
penny  stock  market.  The  broker-dealer  also  must  provide the customer with
current  bid  and  offer quotations for the penny stock, the compensation of the
broker-dealer  and  its  salesperson  in  the  transaction  and  monthly account
statements  showing  the market value of each penny stock held in the customer's
account.  The  bid  and  offer quotations, and the broker-dealer and salesperson
compensation  information,  must  be  given to the customer orally or in writing
prior  to effecting the transaction and must be given to the customer in writing
before  or with the customer's confirmation.  In addition, the penny stock rules
require  that  prior to a transaction in a penny stock not otherwise exempt from
these  rules,  the  broker-dealer must make a special written determination that
the  penny  stock  is  a  suitable  investment for the purchaser and receive the
purchaser's written agreement to the transaction.  These disclosure requirements
may  have  the effect of reducing the level of trading activity in the secondary
market for the stock that is subject to broker-dealers to trade in the Company's
securities.  The Company believes that the penny stock rules discourage investor
interest in and limit the marketability of, its common stock when, and if, it is
called  for trading.  The Company feels that its shares will be considered to be
penny  stock  when  they  are  finally  quoted.

3.     BLUE  SKY  CONSIDERATIONS

     Because  the  common  shares  of  the  Company have not been registered for
resale  under  the  blue  sky  laws of any state, and the Company has no current
plans  to  register  or qualify its shares in any state, holders of these shares
and  future investors, if any, who desire to purchase them in any trading market
that  might develop in the future, should be aware that there may be significant
state  blue  sky  restrictions upon the ability of new investors to purchase the
securities.  These  restrictions  could reduce the size of any potential market.

4.     FUTURE  ISSUANCE  OF  STOCK  OPTIONS,  WARRANTS AND/OR RIGHTS WILL HAVE A
       DILUTING  FACTOR  ON  EXISTING  AND  FUTURE  SHAREHOLDERS

     The grant and exercise of stock options, warrants or rights to be issued in
the  future  would  likely  result  in  a dilution of the value of the Company's
common  shares.  Moreover,  the  Company  may seek authorization to increase the
number  of its authorized shares and to sell additional securities and/or rights
to purchase such securities at any time in the future.  Dilution of the value of
the  common  shares  would  likely  result  from  such  sales.

5.     CONCENTRATION  OF  OWNERSHIP  BY  MANAGEMENT.

     The  management  of  the  Company,  either  directly  or  indirectly,  owns
6,000,000  shares.  It  might  be  difficult  for any one shareholder to solicit
sufficient  votes  to  replace  the  existing  management.  Therefore, any given
shareholder  may  never  have  a  voice  in  the  direction  of  the  Company.


                                      -6-
<PAGE>



6.     THE  COMPANY'S  DIRECTORS AND OFFICERS ARE RESIDENT OUTSIDE OF THE UNITED
       STATES  AND  THEREFORE,  IT  MAY BE DIFFICULT FOR INVESTORS TO EFFECT
       SERVICE OF PROCESS

     Since  all of the directors and officers are resident outside of the United
States (the "US"), it may not be possible to effect service of process upon such
directors  and  officers.  All  or  a  substantial portion of the assets of such
directors  and  officers may be located outside of the US, and accordingly there
may  be difficulty, increased costs involved, in enforcing judgments obtained in
US  courts  against  such directors and officers.  Similarly, essentially all of
the Company's assets are located outside the US and there may be difficulties in
enforcing  judgments obtained in US courts against the Company.  Furthermore, it
would  be  difficult  for  investors  to commence an original action in Canadian
courts  to  enforce  liabilities based upon U.S. federal securities laws against
the  Company or any of the Company's directors and officers resident outside the
U.S.  because  it  is  outside  the  jurisdiction  of Canadian courts to enforce
liabilities  based  upon  U.S.  federal  securities  laws.

7.     TIME  SPENT  BY  DIRECTORS  AND  OFFICERS  ON  THE AFFAIRS OF THE COMPANY

     The  Officers and Directors of the Company will devote only a small portion
of  their  time  to  the  affairs  of  the Company, estimated to be no more than
approximately  10  hours  per  month.  Management  might  have  to  seek  out
professionals  in  the  mining  industry  to assist it in the exploration of its
mineral property.   There is no assurance that the services of such persons will
be  available  or that they can be obtained upon terms favorable to the Company.

8.     LACK  OF  MINERAL  EXPLORATION  EXPERIENCE  BY  MANAGEMENT

     The Company's management has not had direct experience in the management or
operation  of  any  business engaged in the mineral exploration industry.   This
lack  of  experience may make the Company more vulnerable than others to certain
risks, and it may also cause the Company to be more vulnerable to business risks
associated  with  errors  in  judgment  that  could  have been prevented by more
experienced management.  Management's lack of previous experience in the mineral
exploration  industry  could  have  a  material  adverse  effect  on  the future
operations  and  prospects  of  the  Company.

9.     THE  COMPANY  HAS  INCURRED  SUBSTANTIAL  LOSSES  SINCE  ITS  INCEPTION

     The  Company  has  cumulative  net  loss  from the date of its inception to
October  31,  2002 of $73,122.  To date, the Company has not been able to offset
these  losses  with any form of cash flow.   In the future, unless circumstances
change,  the  Company  will  find  it  difficult  to attract capital in order to
complete  its  proposed  exploration  plans  and  remain  as  a  going  concern.

10.     GOING  CONCERN  CONCEPT

     As  mentioned  under  1  and 9 above, the Company might cease to be a going
concern  if  it does not obtain funding to meet its current debt obligations and
have funds to carry on in the future.   The auditors have indicated this fact in
their  opinion  report  filed  with  this  Form  10-KSB as follows:

"The  accompanying  financial  statements  have  been prepared assuming that the
Company  will  continue  as  a  going concern. The Company does not have the
necessary working capital to service its debt and for its planned activity,
which raises substantial doubt about its ability to continue as a going concern.
Management's  plans  in  regard  to these matters are described in Note 5. These


                                      -7-
<PAGE>



financial  statements  do not include any adjustments that might result from the
outcome  of  this  uncertainty."

     The auditors are alerting readers of the financial statements that there is
substantial  doubt  as  to  whether  or  not the Company will survive as a going
concern  if  it  does  not  address  its  immediate  cash  flow  requirements.

11.     DIVIDEND  POLICY

     The  Company  has  not  paid  any cash dividends and there are presently no
plans  to  pay any such dividends in the foreseeable future. The declaration and
payment  of dividends in the future will be determined by the Board of Directors
in  light  of  conditions then existing, including earning, financial condition,
capital  requirements  and other factors.  There are no contractual restrictions
on  the  Company's  present  or  future  ability  to  pay  dividends.

12.     CONFLICT  OF  INTEREST

     Certain  of  the  directors of the Company also serve as directors of other
companies  involved  in  various  projects,  and  consequently  there exists the
possibility  for  such  directors  to be in a position of conflict. Any decision
made by such directors involving the Company will be made in accordance with the
duties  and  obligations  of directors to deal fairly and in good faith with the
Company  and such other companies. In addition, such directors must declare, and
refrain  from  voting on, any matter in which such directors may have a conflict
of  interest.  The  Company  believes  that  no  material  conflicts of interest
currently  exist.

13.     LIMITED  OPERATING  HISTORY

     The  Company  began  its  business  on November 16, 1999.  As a result, the
Company  has  had  a limited history of operations.  Accordingly, the Company is
subject  to  all  risks  inherent  in  a  developing  business  enterprise.  The
likelihood  of  success  of  the  Company  must  be  considered  in light of the
problems,  expenses,  difficulties,  complications,  and  delays  frequently
encountered  in  connection with a new business in general and those specific to
the  mineral exploration industry and the competitive and regulatory environment
in  which  the Company will operate.  Since inception the Company has never been
profitable  and  there can be no assurance the Company's operations will ever be
profitable.

     The Company hopes to acquire mineral properties in the future either by way
of a purchase agreement, staking or joint venture in order to ensure the Company
has  an  asset.


                        ITEM 2. DESCRIPTION OF PROPERTIES


     As mentioned previously, the Company does not have any assets and has not
identified  a  mineral  property  for  future  exploration.


                                      -8-
<PAGE>



Investment  policies

     The  Company  does  not have an investment policy at this time.  Any excess
funds  it  has  on hand will be deposited in interest bearing notes such as term
deposits or short term money instruments.  There are no restrictions on what the
directors  are  able to invest any idle or additional funds held by the Company.



                            ITEM 3. LEGAL PROCEEDINGS


     There  are no legal proceedings to which the Company is a party or to which
its  property  is  subject,  nor  to  the best of management's knowledge are any
material  legal  proceedings  contemplated.



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


     No  matters  were submitted to a vote of shareholders of the Company during
the  fiscal  year  ended  October  31,  2002.


                                      PART II


        ITEM 5.  MARKET FOR COMMON EQUITY AND RELATED STOCKHOLDER MATTERS


     During  the  past year there has been no established trading market for the
Company's  common  stock.  Since  its  inception,  the  Company has not paid any
dividends  on its common stock, and the Company does not anticipate that it will
pay  dividends  in the foreseeable future.   As at October 31, 2002, the Company
had 37 shareholders; two of these shareholders are officers and directors of the
Company.

During  the  prior  year  the  Company  has  not  issued  any  share  capital.



       ITEM 6.  MANAGEMENT'S DISCUSSION AND ANALYSIS OR PLAN OF OPERATION


OVERVIEW

     The  Company  is  seeking a quotation on the OTCBB.  With the expiry of the
Glen claim, the Company might find it difficult to be quoted on the OTCBB or any
other  exchange  in  North  America.


                                      -9-
<PAGE>



  The Company has no revenue to date and its ability to affect its plans for the
future  will  depend  on the availability of financing.  The Company anticipates
obtaining  such funds from its directors and officers, financial institutions or
by  way  of  the  sale  of  its capital stock in the future, but there can be no
assurance  the  Company  will  be successful in obtaining additional capital for
exploration  activities  from  the  sale  of  its  capital stock or in otherwise
raising  any  funds.

Liquidity  and  Capital  Resources
----------------------------------

     As  at  October 31, 2002, the Company had no assets and $16,578 in accounts
payable  which  includes $2,220 due to related parties.  The breakdown of amount
owed  to  third  parties  is  as  follows:


                    CREDITOR                            AMOUNT
                    --------                            ------

             Auditors              i                $    5,000
             Accountant           ii                     5,850
             Filing  fees        iii                       608
             Office  expenses     iv                       707
             Property  payment     v                       800
             Transfer  agent      vi                     1,393
                                                        ------
                   Accounts  payable                 $  14,358
                                                        ======


     (i)  The Company has accrued $500 for each of the Form 10-QSBs for July 31,
          2001, January 31, April 30 and July 31, 2002 and $1,500 for the Form
          10-KSB for October 31, 2001 and 2002.

     (ii) Represents accounting fees for the preparation of financial statements
          for October 31, 2000, January 31, April 30, July 31, October 31, 2001
          and for the similar periods for 2002. An additional $900 has been
          accrued for fees to file on Edgar the above mentioned financial
          statements. The fee charged by the accountant is noted on page 11.

     (iii) Represents charges for filing information on the Edgar system; mainly
          the Form 10-KSB and 10-QSB. The amounts shown are owed to the RCI
          Group in Washington, DC who are independent Edgar filers. These fees
          have been outstanding for more than a year.

     (iv) Represents unpaid charges for fax, photocopying and delivery.

     (v)  These funds were advanced to the Company by a third party and
          represent the payment to maintain the mineral claims in good standing
          until June 25, 2002. The Glen claim lapsed with the Company having no
          further interest therein. The Company does not have any liability
          regarding the mineral claims. The amount loaned bears no interest.

     (vi) Represents annual fee, as mentioned on page 11 and miscellaneous
          interest charges from the transfer agent.

     The  amount  owed  to  directors  has  no fixed repayment term and bears no
interest.

     There has been no change in the Company's financial position since its last
fiscal  year.


                                      -10-
<PAGE>



Expenses  incurred  during  2002

     The  Company  has  incurred  certain  expenses during the fiscal year ended
October  31,  2002  as  follows:

<TABLE>
<CAPTION>




      EXPENDITURE                             AMOUNT
<S>                            <C>             <C>
      Accounting and audit. . . . .  i        $5,100
      Bank charges. . . . . . . . .               10
      Edgar filings . . . . . . . .  ii          900
      Management fees . . . . . . .  iii       6,000
      Office expenses . . . . . . .               13
      Rent. . . . . . . . . . . . .  iv        3,600
      Telephone . . . . . . . . . .  v         1,200
      Transfer agent's fees . . . .  vi        1,579
                                              ------
               Total expenses                $18,402
                                              =======
</TABLE>




     i.   The Company accrues $500 in fees to its auditors, Sellers and
          Andersen LLC, for the review of Form 10-QSB for the periods ended
          January 31, April 30, and July 31, 2001 and $1,500 for the auditors'
          examination of the financial statements attached to this Form 10-KSB.
          In addition, the Company accrues $450 for the accountant to prepare
          the applicable working papers and other information to be submitted to
          the auditors for their review of the above mentioned Form 10-QSB and
          $750 for the Form 10-KSB.

     ii.  The Company accrued Edgar filings based on $100 for a Form 10-QSB and
          $200 for a Form 10-KSB. Additional accrual of $400 was made for the
          April 20 and July 31, 2001 Form 10-QSBs and the October 31, 2001 Form
          10-KSB since it was not accrued in the previous year.

     iii. The Company does not compensate its directors for the service they
          perform for the Company since, at the present time, it does not have
          adequate funds to do so. Nevertheless, management realizes that it
          should give recognition to the services performed by the directors and
          officers and therefore has accrued $500 per month. This amount has
          been expensed in the current period with the offsetting credit being
          allocated to "Capital in Excess of Par Value" on the balance sheet.
          The Company will not, in the future, be responsible for paying either
          cash or settling this debt by way of shares.

     iv.  The Company does not incur any rental expense since it used the
          personal residence of its President. Similar to management fees, rent
          expense should be reflected as an operating expense. Therefore, the
          Company has accrued $300 per month as an expense with an offsetting
          credit to "Capital in Excess of Par Value".

     v.   The Company does not have its own telephone number but uses the
          telephone number of its President. Similar to management fees and
          rent, the Company accrues an amount of $100 per month to represent the
          charges for telephone with an offsetting entry to "Capital in Excess
          of Par Value".

     vi.  Represents the annual fee of $1,200 paid each year to the transfer
          agent and interest accrued on unpaid balance.


                                      -11-
<PAGE>




Estimated  funds  required  for  the  next  twelve  months

     Management  estimates  that  the  following  funds will be required to meet
expenses  for  the  next  twelve  months  and  to  pay  current  obligations:
<TABLE>
<CAPTION>




                                      Requirements    Current      Required
                                          for        Accounts     funds for
       Expenditures                  twelve months    Payable   twelve months
-    --------------------           --------------  ---------  --------------
<S>                    <C>             <C>        <C>             <C>
   Accounting and audit.     1        $   5,500     $  10,850   $     16,350
   Filing fees . . . . .     2              760           608          1,368
   Office. . . . . . . .     3              500           707          1,207
   Property maintenance.     4                -           800            800
   Transfer agent's fees     5            1,500         1,393          2,893
                                         ---------  --------------   -------

     Estimated expenses.              $   8,260     $  14,358    $    22,618
                                  ==============    =========  ==============
</TABLE>




     Since  the  Company  has  not  paid cash for management fees, telephone and
rent,  no consideration has been given to these expenses.  For the present time,
the  Company  does  not  anticipate  paying  cash  for the above three mentioned
expenses  since  it  does  not  have the funds to do so.  If, and when funds are
available,  the  Company  will  pay  third  party  creditors  first.

     Since  the  Glen claim lapsed in 2002 without being re-staked or assessment
work  performed  on  it, no accrual of exploration expenses has been made in the
above  noted  analysis  of  expenses.

1.     Presently  the  Company  accrues $450 for its accountant and $500 for its
       auditors  to  review  the Form 10-QSB.  For the Form 10-KSB, the Company
       accrues $750 for its accountant to prepare the required working papers
       and $1,900, an increase from the previous  year,  for  the  auditors to
       examine the year-end financial statements and to render a report thereon.
       During the current period, no  payments  were  made  to  the  auditors
       or  accountant.

2.     In  the  future, the Company will be using an independent Edgar filer who
       will be charging $200 for the filing of its Form 10-KSB and $100 for each
       of its Forms 10-QSB.  Included in filing fees is an amount paid each year
       to the State of  Nevada for filing the List of Directors and Officers to
       maintain the Company in good standing for the next twelve months.  The
       annual charge for filing this form  is  $260.

3.     Management  has  estimated  a  charge  of  $500  to  cover  the  cost  of
       photocopying,  fax  and  courier.

4.     The  mineral property was maintained in good standing until June 25, 2002
       by  an  advance  to  the  Company for a third party.   It was agreed no
       interest would be charged on the amount advanced and repayment would
       occur when the Company  had adequate funds.  Unfortunately, the property
       lapsed in 2002 and the Company  has  not  acquired  any  other  mineral
       property.


                                      -12-
<PAGE>



5.     The  fee  charges  by  Nevada  Agency  & Trust Company, Reno, Nevada, for
       acting  as  transfer  agent for the Company is $1,200 annually.   The
       additional charge  of  $300 is  based  on  the  prior  periods  charges.

     The  Company  will  require  an  injection of funds to meet the obligations
noted above if it wishes to remain as a going concern.   The Company will either
have  to  borrow  money  from  its  directors  and  officers, seek institutional
financing  with  personal  guarantees  of  its  directors  or consider a further
issuance  of  its  capital  stock.

     The  Company  has  no  contractual obligations for either lease premises or
employment  agreements  and  has made no commitments to acquire any asset of any
nature.

     At  present,  the  directors  devote  time to the affairs of the Company as
required.   There  are  no  plans  to  hire any new employees.  If required, the
Company  will  use  the  services  of  consultants  to undertaken any activities
normally  performed  by  employees.

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

     Since  inception  the  Company has purchased the mineral rights to the Glen
claim  but has performed no exploration work on the claim.  During the year, the
Company  has  not  had  any  results  from  operations.

     The  directors do not know of any transaction which will result in a change
of  control.



                          ITEM 7.  FINANCIAL STATEMENTS


     The  financial  statements  of  the  Company  are  included  following  the
signature  page  to  this  Form  10-KSB.



      ITEM 8.  CHANGES IN AND DISAGREEMENT WITH ACCOUNTANTS ON ACCOUNTING AND
                              FINANCIAL DISCLOSURE


     From  inception  to date, the Company's principal accountant is Sellers and
Andersen,  L.L.C.  of  Salt  Lake City, Utah.   The firm's report for the period
from  inception  to  October  31,  2002  did  not contain any adverse opinion or
disclaimer,  nor  were  there  any  disagreements  between  management  and  the
Company's  accountants.


                                      -13-
<PAGE>






                                    PART 111


    ITEM 9.  DIRECTORS AND EXECUTIVE OFFICERS, PROMOTERS, AND CONTROL PERSONS;
               COMPLIANCE WITH SECTION 16 (A) OF THE EXCHANGE ACT


     The  following  table sets forth as of October 31, 2002, the name, age, and
position  of each of the executive officers and directors and the term of office
of  each  director  of  the  Company.
<TABLE>
<CAPTION>




                                                                  Term as
                                                                 Director
Name                   Age              Position Held              Since
-------------------  --------  --------------------------------    -----
<S>                  <C>             <C>                           <C>
  Michael G. Fisher    44       President and Director              1999

  John L. Watson. .    56       Secretary Treasurer and Director    1999
</TABLE>




     Each  director  of  the Company serves for a term of one year and until his
successor  is  elected  at  the  Company's  annual  shareholders' meeting and is
qualified,  subject  to  removal  by  the Company's shareholders.   Each officer
serves,  at  the  pleasure of the board of directors, for a term of one year and
until  his  successor  is  elected at the annual general meeting of the board of
directors  and  is  qualified.

     Set  forth  below is certain biographical information regarding each of the
Company's  executive  officers  and  directors.

MICHAEL  G.  FISHER  is an executive with more than 20 years traditional and new
media  experience.  He  graduated with a Bachelor of Arts degree in English from
York  University  in Toronto.  After graduating, he took a position as Assistant
Managing  Editor  with  the  Northern  Daily News in Kirkland Lake, Ontario.  In
1983, he became a Staff Environment Reporter with the Sarnia Observer in Sarnia,
Ontario.  During  his  time  with  the  Observer,  he won the Thomson Newspapers
National Award, in 1987, for environmental investigation, and the Canadian Press
award,  Honorable Mention, for profile writing in 1988. In 1989, he moved to the
Calgary  Sun, where he was Staff Medical Editor and Columnist.  From 1999 to the
present,  he  has  been  President of Verbmedia, in Calgary, Alberta, which is a
consulting  firm for media and new media and he has also been the Vice President
of  Corporate Strategy and Communications of Exxecom in Toronto, Ontario.  He is
a  member  of  the  Periodical  Writers  Association  of Canada and the Canadian
Association  of  Journalists.

JOHN  WATSON  studied Business Administration at the University of Prince Edward
Island.  From  1974  to  1976, he was Manager of Finance and Administration with
Interdata  of  Canada  Limited.  In  1977,  he  moved to J. P. Stevens & Company
(Canada)  Limited  where he became the National Sales Manager in 1979.  While he
was  sales manager, the company increased sales 150% in two years, and increased
profit  margins  by  50%.   In  1981, he took a position with Standyne of Canada
Limited  where he became Manager of Distribution.  In 1984, he commenced working
for  Kwik-Kopy  Printing  Canada  Corporation as Vice President, Marketing.  The
company  was  a  franchisor  of  printing  and copy centers.  Mr. Watson was the
General  Manager  of  Chick'n  Deli Restaurants Limited from 1988 to 1990.  From
1990-1997,  he  was  Director of Franchise Sales of Anything Cycle Incorporated,
which  saw  an  increase  in  sales growth from 17 to 61 stores.  Mr. Watson has
operated  as  an  independent  contractor  from  1998 to the present, doing home
management  and  repairs.


                                      -14-
<PAGE>



     Although  Michael  Fisher  and  John  Watson  do not work full time for the
Company,  they  plan  to  devote  whatever time is required when the opportunity
occurs.  The  President  of  the Company spends approximately 5 hours a month on
administrative  and  planning for the Company's future exploration program while
the  Secretary  Treasurer  works  approximately  10  hours  per month to prepare
corporate  documents.  When  the  Company  has  identified a mineral property of
merit,  the  President  and  Secretary Treasurer will find that their hours each
month  will  increase although they will be relying upon mining professionals to
undertake  the  exploration  program  on  behalf  of  the  Company.

     On  October  18,  2002,  Qui  Sung Poon resigned as Secretary Treasurer and
Director  of  the  Company and John Watson was appointed as Secretary Treasurer.

     There are no family relationships between the directors, executive officers
or  with  any  person  under  consideration  for  nomination  as  a  director or
appointment  as  an  executive  officer  of  the  Company.

     To  the  knowledge of management, during the past five years, no present or
former  director,  executive officer or person nominated to become a director or
an  executive  officer  of  the  Company:

(1)  filed a petition under the federal bankruptcy laws or any state insolvency
     law, nor had a receiver, fiscal agent or similar officer appointed by the
     court for the business or property of such person, or any partnership in
     which he was a general partner at or within two years before the time of
     such filings;

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

(3)  was the subject of any order, judgment or decree, not subsequently
     reversed, suspended or vacated, of any court of competent jurisdiction,
     permanently or temporarily enjoining him from or otherwise limiting, the
     following activities:

     (i)  acting as a futures commission merchant, introducing broker, commodity
          trading advisor, commodity pool operator, floor broker, leverage
          transaction merchant, associated person of any of the foregoing, or as
          an investment advisor, underwriter, broker or dealer in securities, or
          as an affiliate person, director or employee of any investment
          company, or engaging in or continuing any conduct or practice in
          connection with such activity;

     (ii) engaging  in  any  type  of  business  practice;  or

     (iii) engaging in any activities in connection with the purchase or sale of
           any security or commodity or in connection with any violation of
           federal or state securities laws or federal commodities laws;

(4)  was the subject of any order, judgment, or decree, not subsequently
     reversed, suspended, or vacated, of any federal or state authority barring,
     suspending or otherwise limiting for more than 60 days the right of such
     person to engage in any activity described above under this Item, or to be
     associated with persons engaged in any such activities;

(5)  was found by a court of competent jurisdiction in a civil action or by the
     Securities and Exchange Commission to have violated any federal or state
     securities law, and the judgment in such civil action or finding by the


                                      -15-
<PAGE>



     Securities and Exchange Commission has not been subsequently reversed,
     suspended, or vacated.

(6)  was found by a court of competent jurisdiction in a civil action or by the
     Commodity Futures Trading Commission to have violated any federal
     commodities law, and the judgment in such civil action or finding by the
     Commodity Futures Trading Commission has not been subsequently reversed,
     suspended or vacated.


               COMPLIANCE WITH SECTION 16 (A) OF THE EXCHANGE ACT

     The  Company  knows  of no director, officer, beneficial owner of more than
ten percent of any class of equity securities of the Company registered pursuant
to  Section  12 ("Reporting Person") that failed to file any reports required to
be  furnished  pursuant  to  Section  16(a).  The  Company knows of no Reporting
Person  that  failed  to file the required reports during the most recent fiscal
year  other  than  as  mentioned  below.

     The  following  table  sets  forth  as  at  October  31, 2002, the name and
position  of  each  Reporting  Person  that filed or failed to file on a timely
basis any reports  required pursuant to Section 16 (a) during the most recent
fiscal year.


Name                    Position                        Report  Filed  and  Date
----                    --------                        ------------------------

Michael  G.  Fisher     President and          Form 3        September 30, 2002
                        Director               Form 13D      September 30, 2002
                                               Form 4        October 24, 2002

John  Watson            Secretary Treasurer
                        and Director           Form 3        not filed


     Prior  to  the  resignation of Mr. Poon as a director and officer, he filed
Form  3  and  Form  13D  on  September  30, 2002 and Form 4 on October 24, 2002.


                        ITEM 10.  EXECUTIVE COMPENSATION


CASH  COMPENSATION

     There was no cash compensation paid to any director or executive officer of
the  Company  during  the  fiscal  year  ended  October  31,  2002.

     The  following table sets forth compensation paid or accrued by the Company
for  the  last  three  years  ended  October  31,  2002:


                                      -16-
<PAGE>








                SUMMARY COMPENSATION TABLE (2000, 2001 AND 2002)

                                          Long  Term  Compensation  (US Dollars)
                                          --------------------------------------
Annual  Compensation                      Awards                     Payouts
--------------------                      ------                     -------
<TABLE>
<CAPTION>




(a)                                  (b)    (c)      (e)        (f)       (g)     (h)   (i)
<S>                                <C>      <C>          <C>         <C>       <C>       <C>   <C>
                                                    Other    Restricted                       All other
                                                   Annual    Stock      Options/    LTIP      compen-
                                                    Comp.    awards       SAR       payouts   sation
Name and  Principal position. . .Year     Salary     ($)       ($)        (#)        ($)        ($)
---------------------------------  -------  -----------  ----------  --------  --------  ----  ----

Michael Fisher. . . . . . . .      2000     -0-      -0-       -0-        -0-        -0-       -0-
President, and. . . . . . . . . .  2001     -0-      -0-       -0-        -0-        -0-       -0-
Director. . . . . . . . . . . . .  2002     -0-      -0-       -0-        -0-        -0-       -0-

                                   2000     -0-      -0-       -0-        -0-        -0-   -    0-
Qui Sung Poon . . . . . . . . . .  2001     -0-      -0-       -0-        -0-        -0-       -0-
Secretary Treasurer and Director.  2002     -0-      -0-       -0-        -0-        -0-       -0-

                                   2000     -0-      -0-       -0-        -0-        -0-       -0-
John Watson . . . . . . . . . .    2001     -0-      -0-       -0-        -0-        -0-       -0-
Director. . . . . . . . . . . . .  2002     -0-      -0-       -0-        -0-        -0-       -0-
</TABLE>




BONUSES  AND  DEFERRED  COMPENSATION

None

COMPENSATION  PURSUANT  TO  PLANS

None

PENSION  TABLE

None

OTHER  COMPENSATION

None

COMPENSATION  OF  DIRECTORS

None

TERMINATION  OF  EMPLOYMENT

     There  are  no compensatory plans or arrangements, including payments to be
received  from  the  Company,  with  respect  to  any  person  named  in  Cash
Consideration  set  out  above  which would in any way result in payments to any
such person because of his resignation, retirement, or other termination of such


                                      -17-
<PAGE>



person's  employment  with  the  Company  or  its subsidiaries, or any change in
control of the Company, or a change in the person's responsibilities following a
change  in  control  of  the  Company.



     ITEM 11. SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT


     The following table sets forth as at October 31, 2002, the name and address
and  the  number  of  shares  of the Company's common stock, with a par value of
$0.001  per  share,  held  of  record or beneficially by each person who held of
record,  or  was  known  by the Company to own beneficially, more than 5% of the
issued  and  outstanding  shares of the Company's common stock, and the name and
shareholdings  of  each  director  and of all officers and directors as a group.

<TABLE>
<CAPTION>





        Name and Address                                     Amount
         of Beneficial                      Nature of    of Beneficial    Percent
            Owner                          Ownership(1)     Ownership     of Class
         --------------------------------  ------------  --------------  ---------
<S>                                      <C>           <C>             <C>
       MICHAEL G. FISHER
       123 Paseo de la Loma
       Upper La Floresta, Ajijic
       Mexico, 45920 . . . . . .            Direct          5,500,000       46.67%

       JOHN WATSON
       28 Hiawatha Parkway
       Port Credit, Ontario
       Canada, L5G 3S2 . . . .           .  Direct            500,000       4.24 %

       Directors and officers
           as a group. . . . . .                            6,000,000      50.91 %
</TABLE>




(1)  All shares owned directly are owned beneficially and of record, and such
     shareholder has sole voting, investment and dispositive power, unless
     otherwise noted.

     Under a Share Purchase Agreement dated October 18, 2002, at the date of his
resignation  as  an  officer and director, Mr. Poon transferred 2,500,000 common
shares  in  the  Company  to  Michael  Fisher  for  a  consideration  of $2,500.


            ITEM 12.  CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS


TRANSACTIONS  WITH  MANAGEMENT  AND  OTHERS

     Except  as  indicated below, there were no material transactions, or series
of  similar  transactions, since inception of the Company and during its current
fiscal  period,  or  any  currently  proposed transactions, or series of similar


                                      -18-
<PAGE>



transactions,  to which the Company was or is to be a party, in which the amount
involved exceeds $60,000, and in which any director or executive officer, or any
security  holder  who  is  known by the Company to own of record or beneficially
more  than  5%  of any class of the Company's common stock, or any member of the
immediate  family  of  any  of  the  foregoing  persons,  has  an  interest.

INDEBTEDNESS  OF  MANAGEMENT

     There  were  no  material  transactions, or series of similar transactions,
since the beginning of the Company's last fiscal year, or any currently proposed
transactions,  or series of similar transactions, to which the Company was or is
to  be  a  part,  in which the amount involved exceeded $60,000 and in which any
director  or  executive  officer,  or  any  security  holder who is known to the
Company  to  own  of record or beneficially more than 5% of the common shares of
the Company's capital stock, or any member of the immediate family of any of the
foregoing  persons,  has  an  interest.

TRANSACTIONS  WITH  PROMOTERS

     The  Company  does  not  have  promoters  and  has no transactions with any
promoters.




                                      -19-
<PAGE>











                                     PART IV


                          ITEM 13. EXHIBITS AND REPORTS


(a)  (1)        FINANCIAL  STATEMENTS.

The  following  financial  statements  are  included  in  this  report:

Title  of  Document                                                      Page
-------------------                                                      ----

Report  of  Sellers  and  Andersen  L.L.C.,  Certified
    Public  Accountants                                                    26

Balance  Sheet  as  at  October  31,  2002                                 27

Statement  of  Operations  for  the  period  from  November
    16,  1999  (Date of      Inception)  to  October  31,  2002            28

Statement  in  Changes  in Stockholders' Equity for the period
    from November 16, 1999  (Date  of  Inception)  to  October
    31,  2002                                                              29

Statement  of  Cash  Flows  for  the  period  from  November
    16,  1999 (Date of      Inception)  to  October  31,  2002             30

Notes  to  the  Financial  Statements                                      31

(a)  (2)   FINANCIAL  STATEMENT  SCHEDULES

The following financial statement schedules are included as part of this report:

None.

(a)  (3)   EXHIBITS

The  exhibits  required  to  be filed herewith by Item 601 of Regulation S-B, as
described  in  the  following  index  of  exhibits,  are  incorporated herein by
reference,  as  follows:

(1)  Articles of Incorporation incorporated herein by reference to the Company's
     Registration Statement on Form 10-SB filed on October 12, 2000; and

(2)  By laws incorporated herein by reference to the Company's Registration
     Statement on Form 10-SB filed on October 12, 2000.

(3)  Form 8-K incorporated herein by reference to the Company's filing on
     October 24, 2002,


                                      -20-
<PAGE>



                                   SIGNATURES


In  accordance  with  Section  13  or  15(d) of the Exchange Act, the registrant
caused this report to be signed on its behalf by the undersigned, thereunto duly
authorized.


                            GLEN MANOR RESOURCES INC.

                                (the Registrant)




                          By:    /s/  "Michael Fisher"
                          --    ---------------------
                                    Michael Fisher
                                  President and Director

Dated:  May 6, 2003


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



                              By:   /s/  "Michael Fisher"
                              --   ----------------------
                                     Michael Fisher
                                   President Director

Dated:  May 6, 2003


                              By:  /s/  "John Watson"
                              --  ---------------------
                                       John Watson
                            Secretary Treasurer and Director

Dated:  May 6, 2003



                                      -21-
<PAGE>









                            CERTIFICATION PURSUANT TO
                SECTION 302(A) OF THE SARBANES-OXLEY ACT OF 2002

I,  Michael  Fisher,  certify  that:

1.   I have reviewed this annual report on Form 10-KSB for the year ended
     October 31, 2002 of Glen Manor Resources Inc., the registrant;

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

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

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

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

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

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

5.   The registrant's other certifying officer and I have disclosed, based on
     our most recent evaluation, to the registrant's auditors and the audit
     committee of registrant's board of directors:

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

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

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


                   /s/ "Michael Fisher", President and Director

Dated:  May 6, 2003



                                      -22-
<PAGE>



                            PRESIDENT'S CERTIFICATION


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



In  connection  with the Annual Report of Glen Manor Inc. on Form 10-KSB for the
year  ended  October  31,  2002,  as  filed  with  the  Securities  and Exchange
Commission  on  the date hereof (the "Report"), I, Michael Fisher, President and
Director of the Company, certify, pursuant to 18 U.S.C. Section 1350, as adopted
pursuant  to Section 906 of the Sarbanes-Oxley Act of 2002, that, to the best of
my  knowledge  and  belief:

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

          (2)  the information contained in the Report fairly presents, in all
               material respects, the financial condition and results of
               operations of the Company.




                      /s/  "Michael Fisher", President and Director

Dated:  May 6, 2003


                                      -23-
<PAGE>





                            CERTIFICATION PURSUANT TO
                SECTION 302(A) OF THE SARBANES-OXLEY ACT OF 2002

I,  John  Watson,  certify  that:

1.   I have reviewed this annual report on Form 10-KSB for the year ended
     October 31, 2002 of Glen Manor Resources Inc., the registrant;

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

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

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

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

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

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

5.   The registrant's other certifying officer and I have disclosed, based on
     our most recent evaluation, to the registrant's auditors and the audit
     committee of registrant's board of directors:

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

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

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


                    /s/ "John  Watson", Secretary Treasurer and Director

Dated:  May 6, 2003


                                      -24-
<PAGE>



                       SECRETARY TREASURER'S CERTIFICATION


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



In  connection  with the Annual Report of Glen Manor Inc. on Form 10-KSB for the
year  ended  October  31,  2002,  as  filed  with  the  Securities  and Exchange
Commission  on  the  date  hereof  (the  "Report"),  I,  John  Watson, Secretary
Treasurer  and  Director  of the Company, certify, pursuant to 18 U.S.C. Section
1350,  as  adopted  pursuant  to  Section 906 of the Sarbanes-Oxley Act of 2002,
that,  to  the  best  of  my  knowledge  and  belief:

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

          (2)  the information contained in the Report fairly presents, in all
               material respects, the financial condition and results of
               operations of the Company.




                     /s/  "John Watson", Secretary Treasurer and Director

Dated:  May 6, 2003


                                      -25-
<PAGE>









SELLERS AND ANDERSEN L.L.C.                    941 East 3300 South, Suite 220
Certified Public Accountants and Business          Salt Lake City, Utah 84106
Consultants
Member SEC Practice Section of the AICPA               Telephone 801-486-0096
                                                            Fax  801-486-0098

Board  of  Directors
Glen  Manor  Resources  Inc.
Vancouver  B.  C.  Canada

               REPORT OF INDEPENDENT CERTIFIED PUBLIC ACCOUNTANTS

We  have  audited  the  accompanying  balance sheet of Glen Manor Resources Inc.
(exploration stage company) at October 31,  2002,  and  the  related statements
of operations, stockholders' equity, and cash flows for the years ended October
31, 2002 and 2001 and the period November 16, 1999 (date of inception) to
October 31, 2002. These financial statements are the responsibility  of the
Company's management. Our responsibility is to express an opinion  on  these
financial  statements  based  on  our  audits.

We conducted our audits in accordance with auditing standards generally accepted
in the United States of America..  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 audits provide a
reasonable  basis  for  our  opinion.

In  our  opinion,  the financial statements referred to above present fairly, in
all  material  respects,  the financial position of Glen Manor Resources Inc. at
October  31,  2002, and the results of operations, and cash flows for the year
ended October 31, 2002 and 2001 and the period November  16,  1999  (date of
inception) to October 31, 2002, in conformity with accounting  principles
generally accepted in the United States of America.

The  accompanying  financial  statements  have  been  prepared assuming that the
Company  will  continue  as  a  going concern. The Company does not have the
necessary working capital to service its debt and for its planned activity,
which raises substantial doubt about its ability to continue as a going concern.
Management's  plans  in  regard  to these matters are described in Note 5. These
financial  statements  do not include any adjustments that might result from the
outcome  of  this  uncertainty.


Salt  Lake  City, Utah                         /s/  "Sellers and Andersen LLC"
May 5, 2003


                                      -26-
<PAGE>






                            GLEN MANOR RESOURCES INC.
                           (Exploration Stage Company)
                                  BALANCE SHEET
                                 October 31, 2002

<TABLE>
<CAPTION>





<S>                                                         <C>                <C>
ASSETS

CURRENT ASSETS

     Cash . . . . . . . . . . . . . . . . . . . . . . .  $              -
                                                               ----------

            Total Current Assets. . . . . . . . . . . .                 -

MINERAL LEASE - Note 3. . . . . . . . . . . . . . . . .                 -
                                                               ----------

                                                         $              -
                                                              ===========

LIABILITIES AND STOCKHOLDERS' EQUITY

CURRENT LIABILITIES

     Accounts payable - related party . . . . . . . . .  $          2,220
     Accounts payable . . . . . . . . . . . . . . . . .            14,358
                                                               ----------

         Total Current Liabilities. . . . . . . . . . .            16,578
                                                               ----------

STOCKHOLDERS' EQUITY

      Common stock
           200,000,000 shares authorized, at $0.001 par
           value; 11,783,220 shares issued and
           outstanding. . . . . . . . . . . . . . . . .            11,783

      Capital in excess of par value. . . . . . . . . .            44,761

      Deficit accumulated during the exploration
           stage. . . . . . . . . . . . . . . . . . . .           (73,122)
                                                               -----------

          Total Stockholders' Deficiency. . . . . . . .           (16,578)
                                                               -----------

                                                         $              -
                                                               ===========
</TABLE>




    The accompanying notes are an integral part of these financial statements


                                      -27-
<PAGE>



                            GLEN MANOR RESOURCES INC.
                           (Exploration Stage Company)

                            STATEMENT  OF  OPERATIONS

                For the years ended October 31, 2002 and 2001 and
        the period November 16, 1999 (Date of Inception) to October 31, 2002

<TABLE>
<CAPTION>





                                OCT 31,        OCT 31,     Nov. 16, 1999 to,
                                 2002           2001        Oct 31,2002
                              ---------       --------      ---------------
<S>                         <C>             <C>            <C>
REVENUES . . . . . . . . .  $           -   $          -   $           -

EXPENSES . . . . . . . . .         18,402         20,598          73,122
                                ---------       --------         --------

NET LOSS . . . . . . . . .  $     (18,402)  $    (20,598)  $     (73,122)
                                =========       =========        ========



NET LOSS PER COMMON SHARE

     Basic . . . . . . . .  $           -   $          -
                                =========       =========


AVERAGE OUTSTANDING SHARES

     Basic . . . . . . . .     11,783,220     11,783,220
                               ==========     ==========


</TABLE>











    The accompanying notes are an integral part of these financial statements


                                      -28-
<PAGE>



                            GLEN MANOR RESOURCES INC.
                           (Exploration Stage Company)
                  STATEMENT OF CHANGES IN STOCKHOLDERS' EQUITY

    For the period November 16, 1999 (Date of Inception) to October 31, 2002

<TABLE>
<CAPTION>




                                                                          CAPITAL IN
                                                   COMMON STOCK            EXCESS OF     ACCUMULATED
-                                                SHARES      AMOUNT        PAR VALUE       DEFICIT
                                               ----------  ----------------  ------------  ---------
<S>                                            <C>         <C>               <C>           <C>
BALANCE NOVEMBER 16, 1999 (DATE OF INCEPTION)           -  $        -  $          -        $      -

Issuance of common shares for cash at
     $0.001 - November and December, 1999 . .   6,000,000       6,000             -               -

Issuance of common shares for cash at
     $0.002 - January 2000. . . . . . . . . .   5,750,000       5,750         5,750               -

Issuance of common shares for cash at
     $0.20 - January 2000 . . . . . . . . . .      33,220          33         6,611               -

Contributions to capital - related parties
   - expenses . . . . . . .                             -           -         10,800              -

Net operating loss for the period
     November 16, 1999 to October 31, 2000. .           -           -             -         (34,122)

Contributions to capital - related parties
   - expenses . . . . . . .                             -            -        10,800              -

Net operating loss for the year ended
    October 31, 2001. . . . . . . . . . . . .           -             -            -        (20,598)

Contributions to capital - related parties
  - expenses . . . . . .                    .           -             -       10,800              -

Net operating loss for the year ended
    October 31, 2002. . . . . . . . . . . . .           -              -            -       (18,402)
                                               ----------       ---------     -------       --------
Balance October 31, 2002                       11,783,220  $       11,783   $  44,761    $  (73,122)
                                               ==========       =========     =======        =======
</TABLE>







    The accompanying notes are an integral part of these financial statements


                                      -29-
<PAGE>



                            GLEN MANOR RESOURCES INC.
                           (Exploration Stage Company)

                             STATEMENT OF CASH FLOWS

         For the years ended October 31, 2002 and 2001and for the period
            November 16, 1999 (Date of Inception) to October 31, 2002

<TABLE>
<CAPTION>





                                                 OCT 31,         OCT 31,    Nov 16, 1999 to,
                                                  2002            2001        Oct. 31 2002
                                               ---------        --------     --------------
<S>                                          <C>              <C>               <C>
CASH FLOWS FROM OPERATING
ACTIVITIES:

    Net loss. . . . . . . . . . . . . . .  $      (18,402)  $    (20,598)  $     (73,122)

    Adjustments to reconcile net loss to
        net cash provided by operating
        activities:

     Change in accounts payable . .      .           7,533          6,075          16,578
     Contributions to capital - expenses            10,800         10,800          32,400
                                                 ---------       ---------       --------

             Net cash deficiency from
                   operations . . . . . .             (69)        (3,723)        (24,144)
                                                 ---------       ---------       --------

CASH FLOWS FROM FINANCING
ACTIVITIES:

         Proceeds from issuance of common
         stock. . . . . . . . . . . . . .               -              -          24,144
                                                 ---------        -------        --------

                                                        -              -          24,144
                                                 ---------        --------        -------

Net Increase (Decrease)in Cash. . . . . .             (69)        (3,723)              -

Cash at Beginning of Period . . . . . . .              69          3,792               -
                                                 ---------        --------        -------

CASH AT END OF PERIOD . . . . . . . . . .  $            -   $         69   $           -
                                                 =========        =======         =======

NON CASH FLOWS FROM OPERATING ACTIVITIES

  Contributions to capital - related parties
       - expenses - 2000 - 2002            $       10,800   $     10,800   $      32,400
                                                 =========        =======         =======

</TABLE>




    The accompanying notes are an integral part of these financial statements


                                      -30-
<PAGE>



                            GLEN MANOR RESOURCES INC.
                           (EXPLORATION STAGE COMPANY)
                          NOTES TO FINANCIAL STATEMENTS

                                October 31, 2002



1.   ORGANIZATION

The  Company  was incorporated under the laws of the State of Nevada on November
16,  1999  with  authorized  common  stock of 200,000,000 shares with $0.001 par
value.

The  Company  was  organized for the purpose of acquiring and developing mineral
properties.  At  the report date mineral claims, with unknown reserves, had been
acquired.   The  Company  has  not  established  the existence of a commercially
minable  ore  deposit and therefore has not reached the development stage and is
considered  to  be  in  the  exploration  stage  (see  Note  3).

Since  inception  the Company has completed Regulation D offerings of 11,783,220
shares  of  its  common  capital  stock  for  cash.


2.   SUMMARY  OF  SIGNIFICANT  ACCOUNTING  POLICIES

Accounting  Methods
-------------------

The  Company  recognizes  income  and  expenses  based  on the accrual method of
accounting.

Dividend  Policy
----------------

The  Company  has  not  yet  adopted  a  policy  regarding payment of dividends.

Income  Taxes
-------------

On  October  31,  2002,  the  Company  had a net operating loss carry forward of
$73,122.  The  tax benefit of $21,937 from the loss carry forward has been fully
offset  by  a  valuation  reserve  because  the use of the future tax benefit is
doubtful  since  the  Company  has  no  operations.

The loss carry forward will expire  starting in the year 2021 through 2023.

Basic  and  Diluted  Net  Income  (Loss)  Per  Share
----------------------------------------------------

Basic  net  income  (loss)  per share amounts are computed based on the weighted
average  number  of  shares actually outstanding.  Diluted net income (loss) per
share  amounts  are  computed using the weighted average number of common shares
and  common  equivalent  shares  outstanding as if shares had been issued on the
exercise of the preferred share rights unless the exercise becomes antidilutive
and  then  only  the  basic  per  share  amounts  are  shown  in  the  report.


                                      -31-
<PAGE>



                            GLEN MANOR RESOURCES INC.
                           (EXPLORATION STAGE COMPANY)
                    NOTES TO FINANCIAL STATEMENTS (CONTINUED)



2.  SUMMARY  OF  SIGNIFICANT  ACCOUNTING  POLICIES  -  continued

Mining  Claim  Costs
----------------------------------------

Costs  of  acquisition, exploration, carrying, and retaining unproven properties
are  expensed as incurred.

Environmental  Requirements
---------------------------

At  the  report  date  environmental  requirements related to the mineral claims
acquired  are  unknown  and  therefore  an estimate of any future cost cannot be
made.

Financial  Instruments
----------------------

The  carrying  amounts  of  financial  instruments  including  cash and accounts
Payable,  are  considered  by  management  to  be their estimated fair values.

Estimates  and  Assumptions
---------------------------

Management  uses  estimates and assumptions in preparing financial statements in
accordance  with  generally  accepted accounting principles. Those estimates and
assumptions  affect  the  reported  amounts  of  the assets and liabilities, the
disclosure  of  contingent assets and liabilities, and the reported revenues and
expenses.  Actual  results  could  vary  from the estimates that were assumed in
preparing  these  financial  statements.

Financial and Concentrations Risk
---------------------------------

The  Company  does not have any concentration or related financial credit risk.

Revenue Recognition
-------------------

Revenue is recognized on the sale and delivery of a product or the completion of
services provided.

Statement of Cash Flows
-----------------------

For the purpose of the statement of cash flows, the Company considers all highly
Liquid investments with a maturity of three months or less to be cash
equivalents.

Recent  Accounting  Pronouncements
----------------------------------

The  Company  does  not  expect  that  the  adoption  of other recent accounting
pronouncements  will  have  a  material  impact  on  its  financial  statements.



                                      -32-
<PAGE>



                            GLEN MANOR RESOURCES INC.
                           (EXPLORATION STAGE COMPANY)
                    NOTES TO FINANCIAL STATEMENTS (CONTINUED)


3.     MINERAL  CLAIMS

The  Company  acquired  20  mineral  claims  known as the Rust Pond - Ghost Pond
claims  located  10km  SE  of  Springdale  and  2.5  km  South of Roberts Arm in
North-Central  Newfoundland.

The  claims  have not been proven to have a commercially minable ore reserve and
therefore  all  costs  of  exploration  and  retaining  the properties have been
expensed.

The claims expired on June 25, 2002 and the Company has not renewed them.


4.   RELATED  PARTY  TRANSACTIONS

Officers-directors have acquired 51% of the common stock of the company and have
made demand, no interest loans of $2,220.


5.   GOING  CONCERN

The Company does not have the necessary working capital to service its debt and
for its planned activity, which raises substantial doubt about its ability to
continue as a going concern.

Continuation of the Company as a going concern is dependent upon obtaining
additional working capital and the management of the Company had developed a
strategy, which it believes will accomplish this objective through additional
contributions to capital by officers, additional equity funding, and long term
financing, which will enable the Company to operate in the coming year.





                                      -33-
<PAGE>