SECURITIES AND EXCHANGE COMMISSION
                              WASHINGTON, DC 20549

                                   FORM 10-KSB

 ANNUAL REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

                  FOR THE FISCAL YEAR ENDED SEPTEMBER 30, 2002
                        COMMISSION FILE NUMBER 000-31873

                                LRNN CORPORATION
--------------------------------------------------------------------------------
             (EXACT NAME OF REGISTRANT AS SPECIFIED IN ITS CHARTER)

           NEVADA                                                86-0996897
--------------------------------------------------------------------------------
STATE OR OTHER JURISDICTION OF                                (I.R.S. EMPLOYER
INCORPORATION OR ORGANIZATION                                IDENTIFICATION NO.)

3121 East Greenway Rd., Suite 201, Phoenix, Arizona                     85032
--------------------------------------------------------------------------------
     (ADDRESS OF PRINCIPAL EXECUTIVE OFFICES)                         ZIP CODE

                                 (602) 765-0500
               --------------------------------------------------
              REGISTRANT'S TELEPHONE NUMBER, INCLUDING AREA CODE:

                                      NONE
         -------------------------------------------------------------
          SECURITIES REGISTERED PURSUANT TO SECTION 12 (b) OF THE ACT:

                                     COMMON
       ------------------------------------------------------------------
       STOCK SECURITIES REGISTERED PURSUANT TO SECTION 12 (g) OF THE ACT:

     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  Exchange Act for
1934  during  the  preceding  12 months  (or for such  shorter  period  that the
registrant was required to file such reports),  and (2) has been subject to such
filing requirements for the past 90 days.

                     YES   X                         NO
                        -------                        -------

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

     Revenues for the year ended September 30, 2002 were $100,757.

     As of September 30, 2002,  no market  existed for the  registrant's  common
stock.

                    APPLICABLE ONLY TO CORPORATE REGISTRANTS

     As of September 30, 2002,  there were 7,700,000  shares of the registrant's
Common Stock outstanding.

                      DOCUMENTS INCORPORATED BY REFERENCE:

                                      NONE

                                       1
<PAGE>

ITEM                           TABLE OF CONTENTS                           Page

PART I
   Item 1.  Business .......................................................  3
      Introduction .........................................................  3
      Concept ..............................................................  3
      Market ...............................................................  4
      Strategy .............................................................  4
      Course Materials and Faculty .........................................  5
      E-learning Technology ................................................  5
      Competition ..........................................................  5
      Employees ............................................................  6
   Item 2. Properties ......................................................  6
   Item 3. Legal Proceedings ...............................................  6
   Item 4. Submission of Matters to a Vote of Security Holders .............  6

PART II
   Item 5. Market for Registrant's Common Equity and Related
           Stockholder Matters .............................................  7
      Dividend Policy ......................................................  7
   Item 6. Management's Discussion and Analysis of Financial Condition .....  7
      Results of Operations ................................................  7
      Financial Condition, Liquidity and Capital Resources .................  8
   Item 7. Financial Statements ............................................  9
   Item 8. Changes  in and  Disagreements  with  Accountants  on
           Accounting  and  Financial Disclosure ........................... 19
      Controls and Procedures .............................................. 19

PART III
   Item 10. Directors and Executive Officers of the Registrant ............. 21
   Item 11. Executive Compensation ......................................... 21
      Summary Compensation Table ........................................... 22
      Security Ownership of Certain Beneficial Owners and Management ....... 22
   Item 12. Certain Relationships and Related Transactions ................. 23
   Item 14. Exhibits and Reports on Form 8-K ............................... 23
  SIGNATURES ............................................................... 23

                                       2
<PAGE>


                                     PART I

Item 1.  Business

Introduction

     LRNN  Corporation,  the Company,  owns Renewal  Education  Corporation,  an
Arizona  Corporation  that operates an adult  education  school which  currently
provides real estate pre-license and continuing education..

     The Company's  adult  education  operation is conducted by its wholly owned
subsidiary  ReNewal  Education  Corporation  (ReNewal).   ReNewal  provides  the
required  training to  individuals  seeking an Arizona  real estate  salesperson
license or broker license and continuing education for licensed  salespersons or
brokers.  The school has been in operation  since 1965. All courses of study and
instructors are approved by the Arizona Department of Real Estate.

     In 2002, the State of Arizona required the following real estate training:

                                            Courses and Hours
                                            ------------------------------------
Real Estate Salesperson License             Principles of Real Estate - 90 hours

Real Estate Brokers License                 Principles of Real Estate - 90 hours

Renewal of License                          Various courses approved by Real
                                            Estate Department generally 3 to 6
                                            hours in length. Total 24 hours
                                            every two years.


     In 1999,  The Arizona  Department of Real Estate  established  policies and
procedures for "out of the classroom" or "distance" learning for license renewal
classes. ReNewal has developed a system for the presentation of these continuing
education courses over the Internet.  In that regard,  ReNewal and Arizona State
University  have entered a partnership  agreement for the  presentation  of real
estate license continuing education courses utilizing the university's  distance
learning technology and the ReNewal's web site.

     During the two years ended  September  30, 2002,  student  enrollments  and
tuition revenues were as follows:

                                                          Average
                          Students        Revenue         Tuition
    Licensing             --------        --------        --------
      2002                   180         $ 50,234        $ 279.08
      2001                   184         $ 46,924        $ 255.02


    Renewal
      2002                 2,455        $  36,386        $  14.82
      2001                 1,735        $  24,887        $  14.34


Concept

     ReNewal  Education  Corporation  offers all of the  company's  real  estate
courses at its 32nd  Street and  Greenway  campus.  Qualified  pre-license  real
estate  training for sales  persons and brokers is required to be completed in a
classroom  setting.  Renewal  (continuing  education) courses for licensed sales


                                       3
<PAGE>
Concept - continued

persons and brokers are  presented  at the campus and on-line  over the internet
through the Company's web site and joint venture with Arizona State University.

     The approval of distance learning by the Arizona  Department of Real Estate
expands the potential market to all licensees in the State of Arizona. It is our
objective  to be known  for the  presentation  of  quality  approved  continuing
education  courses  through  E-learning.  ReNewal  seeks to  persuade  potential
students to enroll in its  E-learning  real estate  courses as an alternative to
classroom presentations because of the convenience and quality of the programs.

Market

     There are  approximately  50,000  licensed  real  estate  salespersons  and
brokers in Arizona.  The number of individuals taking the licensing  examination
each month varies,  generally  increasing as real estate activity  increases and
decreasing  when  real  estate  activity   decreases.   Even  though  there  are
significant numbers taking the licensing exam each month, the number of licensed
personnel  remains  relatively  constant as a  significant  number of  licensees
choose to let their licenses lapse.

     ReNewal  currently   produces  and  presents  courses  at  its  campus  for
individuals  seeking to  acquire  or renew a real  estate  license.  Until,  the
approval of distance learning the market was limited to real estate licensees or
candidates who worked or lived near the school campus.

     During 2001,  ReNewal  obtained  approval of several three hour  E-learning
continuing  education courses from the Arizona Department of Real Estate (ADRE).
Presentation  of these  courses  began in October 2001 in  conjunction  with the
Arizona State University registration system and distance learning facility. The
potential  students for these E-learning courses will be all Arizona real estate
licensees who approximate 50,000. Each licensee is required to complete 24 hours
(8 three hour courses) of approved continuing education every two years.

     ReNewal  has set the  tuition at $25 for each three  hour  E-learning  real
estate continuing education course.

     Since the E-learning  market is not limited by campus  location the Company
intends to obtain  approval for  presentation  of its  E-learning  programs from
appropriate  authorities  in other  states.  Over 30 states have  approved  real
estate  continuing  education  that is presented  using  E-learning  technology,
including the neighboring states of California, New Mexico and Nevada whose real
estate licensees would increase the potential  market by approximately  350,000.
The Company may also develop and offer E-learning  courses for other professions
such as accounting, education, insurance and legal.

Strategy

     The Company's  marketing strategy is based on directing  potential students
to our web site (renewaleducation.com)  through a direct mail campaign that will
include all Arizona real estate licensees and real estate brokerage offices. The
web site contains the following:

        o        Information about the school and its courses
        o        Class Schedules
        o        E-learning Courses



                                       4
<PAGE>
Strategy - continued

The Company plans to sell current  articles and bookstore items on its web site,
as well as at the campus.

A  prospective  E-learning  student  will link  directly  to the  Arizona  State
University enrollment system and register on-line. Upon registration the student
will  receive a password  that will allow the  student to  complete  the program
on-line within a set period of time.

     The marketing  program for renewal courses  (continuing  education) will be
coordinated with the Company's E-learning partner, Arizona State University. ASU
will  assist in  completing  some of the direct  mail  program in  addition to a
comprehensive public relations campaign.

     A similar  strategy will be followed as E-learning  programs are introduced
to other states.

Course Materials and Faculty

     ReNewal  has  developed  its own text  book and  course  materials  for the
required 90 hour pre-licensing and broker licensing  courses.  The materials and
textbooks  are  periodically  revised  by the  faculty  and staff.  ReNewal  has
approximately 30 of the three hour continuing  education  courses that have been
approved by the Arizona Department of Real Estate. Revisions and updating of the
continuing  education  courses,  as well as  development of new courses are also
completed by the faculty and staff.

     The Director of Education for ReNewal is  responsible  for the  development
and upkeep of all course  materials.  ReNewal  currently  has  approximately  20
members of its faculty.  All faculty  members are approved as instructors by the
Arizona Department of Real Estate.

E-learning Technology

     ReNewal  Education  Corporation has entered into a partnership  arrangement
with Arizona State  University for the  presentation  of the ReNewal real estate
continuing education E-learning courses. ASU will provide the following:

        o        Hosting of the courses on an ASU server
        o        Course management tools
        o        Instructional design consultation
        o        Technical support for students taking the E-learning courses
        o        Online registration services

ReNewal pays a fee of $5 per enrolled student.

Competition

     At September 30, 2002, there were  approximately  five proprietary  schools
for real estate  training in the Phoenix  metropolitan  area that  offered  both
license  and  license  renewal  education.  The Company  believes  that  another
metropolitan  Phoenix  based  school has the  largest  market  share in Arizona,
although the Company does not know its total market  share.  While small schools
will continue to be formed,  management believes the trend will be toward larger
schools, providing high quality instruction and a variety of programs.

     The Company  does not  believe  that any of the  Arizona  proprietary  real
estate  schools have elected to direct their primary  efforts to growth  through
E-learning programs.

                                       5
<PAGE>

Employees

     The Company has 3 employees and  approximately  20  independent  contractor
instructors and consultants for the real estate training school.


Item 2. Properties
        ----------
     The Company  maintains its corporate  offices within the Renewal  Education
Corporation  campus at 3121 East  Greenway  Rd.,  Suite #201,  Phoenix,  Arizona
85032.

     The Renewal  Education  campus has three classrooms and office space and is
leased  pursuant to a three year lease  expiring July 31, 2004. The monthly rent
is $2,598 plus common area charges that approximate $650 per month.


Item 3. Legal Proceedings
        -----------------
     At September 30, 2002, there were no material legal proceedings.


Item 4. Submission of Matters to a Vote of Security Holders
        ---------------------------------------------------

        None


                                       6
<PAGE>

                                     PART II

Item 5. Market for Registrant's Common Equity and Related Stockholder Matters
        ---------------------------------------------------------------------

     There is no established public trading of the registrant's common stock and
it is not anticipated that such a market will develop in the near future.

Dividend Policy

     The Company has not declared or paid any cash dividends on its Common Stock
and does not  intend to  declare  or pay any cash  dividend  in the  foreseeable
future. The payment of dividends,  if any, is within the discretion of the Board
of  Directors  and will depend on the  Company's  earnings,  if any, its capital
requirements,  and  financial  condition  and such other factors as the Board of
Directors may consider.


Item 6. Management's Discussion and Analysis of Financial Condition
        -----------------------------------------------------------

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

Comparison 2002 to 2001

     The total revenue of $100,757 for the year ended September 30, 2002 is made
up of $91,246 or 91% from the real estate education  operation and $9,511, or 9%
of miscellaneous  income. The Company had no revenues for 2001.  Effective March
31,  2002,  the  Company  acquired  all of the  outstanding  shares  of  ReNewal
Education  Corporation for 7,300,000 shares of the Company's common stock, which
was  distributed to the  stockholders  of the former owner of Renewal  Education
Corporation as a tax free spin off. Prior to March 2002,  LRNN  Corporation  was
not engaged in any operations  other than  organizational  matters.  Its primary
activities  involved  seeking  qualified merger or acquisition  candidates.  For
accounting purposes the historical transactions of Renewal Education Corporation
replace those of the Company for  presentation of results of operations and cash
flows. Total revenue for Renewal Education  Corporation  increased by $26,747 in
2002 as the result of an increase in the number of registrants,  the increase in
average tuition per student and an overall increase in attendance. The following
table shows the various components of this increase:

                                                             Increase
                                        2002         2001   (Decrease)
                                        ----         ----   ----------
    Tuition
        Sales Licensing             $ 45,904     $ 45,984      $   (80)
        Broker Licensing               4,330          940        3,390
        Renewal-Classroom             30,426       24,887        5,539
        Renewal-Online                 5,960            -        5,960
        Other Revenue                  4,626        2,199        2,427
                                 -----------   ----------    ---------

             Total                  $ 91,246     $ 74,010    $  17,236
                                 ===========   ==========    ==========

     Operating  costs and expenses  decreased by $7,617,  due primarily to a 90%
reduction in management fees of $54,000,  partially offset by $31,463 of general
and administrative costs accumulated in the parent company.  Total teaching fees


                                       7
<PAGE>
Results of Operations - continued

increased  by $6,781;  however,  the ratio of teaching  fees to tuition  revenue
decreased to 59% versus 64%. This increase in efficiency is due to the increased
use of the online  renewal  courses.  Interest  expense  increased by $1,151 and
depreciation and amortization  increased by $3,458,  because of the amortization
of course material  development costs. The various components of operating costs
and expenses were as follows:


                                                                       Increase
                                                     2002       2001  (Decrease)
                                                     ----       ----  ----------

    Operating Costs and Expenses
        Teaching fees                             $53,960    $47,179   $  6,781
        Classroom expense                          43,561     43,189        372
        School Operating expense                   45,334     41,025      4,309
        General and Administrative expense         31,463          -     31,463
        Management fee                              6,000     60,000    (54,000)
        Depreciation & Amortization                11,136      7,678      3,458
                                                 --------  ---------  ---------
                                                 $191,454  $ 199,071  $ ( 7,617)


Financial Condition, Liquidity and Capital Resources

     The working capital deficit increased by $46,728 from September 30, 2001 to
$96,140,at September 30, 2002. Current assets increased by $2,234, while current
liabilities increased by $48,962.

     The increase in current  liabilities  consists of a $4,000  increase in the
current portion of long-term  debt, a $11,164  increase in accounts  payable,  a
$30,548 increase in accrued expenses and unearned tuition increased by $3,250.

     Previously  established Goodwill of $68,022 associated with the acquisition
of Renewal Education Corporation was written off to Retained Earnings during the
year ended  September 30, 2002.  Course  materials  increased by $9,130,  due to
$15,072 of payments for the development of the distance  learning renewal course
offset by amortization of $5,942 for the year ended September 30, 2002.

     During  the year  ended  September  30,  2002,  long-term  debt of  Renewal
Education  Corporation  amounting to $448,852 was  contributed to capital by its
former parent company and the Company's major stockholder. During the year ended
September 30, 2002,  long-term debt increased by $30,503 through the issuance of
new debt, while payments of $5,342 further reduced the balance.

     Paid-in Capital increased, during the period ended September 30, 2002, as a
result  of the  conversion  of  long-debt,  described  above,  and the sale of a
warrant to purchase common stock.

     The internal sources of liquidity  include the projected  profitability and
expansion  of its  adult  education  distance  learning  on-line  programs,  the
expansion and profitability of its current resident courses.


                                       8
<PAGE>

Item 7. Financial Statements
        --------------------
                                   INDEX                                    Page

Report of Independent Certified Public Accountant ........................... 10

Balance sheet as of  September 30, 2002 ..................................... 11

Statement of operations for the years ended September 30,
2002 and  2001 .............................................................. 12

Statement of stockholders' equity for the years ended
 September 30, 2002 and  2001 ............................................... 13

Statement of cash flows for the years ended September 30,
2002 and 2001 ............................................................... 14

Notes to the Consolidated Financial Statements ......................... 15 - 20




                                       9
<PAGE>



                          INDEPENDENT AUDITORS' REPORT
                          ----------------------------

To the Stockholders and Board of Directors of LRNN Corporation:

We have audited the accompanying  consolidated balance sheet of LRNN Corporation
as of September 30, 2002 and the related consolidated  statements of operations,
stockholders'  equity  and cash  flows for each of the two  years in the  period
ended September 30, 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 audits to obtain  reasonable  assurance  about whether the financial
statements are free of material misstatement.  An audit includes examining, on a
test basis,  evidence  supporting  the amounts and  disclosures in the financial
statements.  An audit also includes assessing the accounting principles used and
significant  estimates  made by  management,  as well as evaluating  the overall
financial  statement  presentation.  We believe our audits  provide a reasonable
basis for our opinion.

In our opinion, the consolidated  financial statements referred to above present
fairly, in all material  respects,  the consolidated  financial position of LRNN
Corporation  as of  September  30,  2002,  and the  consolidated  results of its
operations  and  cash  flows  for  each of the two  years  in the  period  ended
September 30, 2002, in conformity with accounting  principles generally accepted
United States of America.



/s/ EPSTEIN, WEBER & CONOVER, P.L.C.
------------------------------------
Scottsdale, Arizona
December 23, 2003


                                       10
<PAGE>

                        LRNN CORPORATION AND SUBSIDIARIES

                           Consolidated Balance Sheet
                               September 30, 2002


                                     Assets

                                                                2002
Current assets                                           -----------
  Cash                                                   $     2,232
  Accounts receivable                                          3,016
  Prepaid expenses                                             8,929
                                                         -----------
        Total current assets                                  14,177

Property and equipment, net of
  accumulated depreciation of
  $ 18,416                                                    22,449
Course materials development cost                             50,504
Other                                                          2,470
                                                         -----------

     Total assets                                        $    89,600
                                                         ===========



                 Liabilities and Stockholders' Equity (Deficit)

Current liabilities
  Current portion of long term debt                         $  8,338
  Notes payable                                                4,000
  Accounts payable                                            41,446
  Accrued expenses                                            46,283
  Unearned tuition                                            10,250
                                                         -----------
       Total current liabilities                             110,317
Long term debt, net of
  current portion                                             37,000

Commitments

Stockholders' equity
    Common Stock, $.001 par value,
     25,000,000 shares authorized,
     7,700,000 shares issued and
     outstanding                                               7,700
 Additional paid-in-capital                                  468,552
 Accumulated (deficit)                                      (533,969)
                                                         -----------
                                                             (57,717)
     Total liabilities and
        Stockholders' equity                             $    89,600
                                                         ===========



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

                                       11
<PAGE>

                        LRNN CORPORATION AND SUBSIDIARIES

                      Consolidated Statement of Operations
                               For the Years Ended
                           September 30, 2002 and 2001


                                                     2002       2001
                                               ---------- ----------
Revenue
  Real estate education                        $   91,246 $   74,010
  Other                                             9,511         89
                                               ---------- ----------
        Total revenue                             100,757     74,099

Operating costs and expenses
  Personnel expenses                               68,287     62,832
  Facility cost                                    43,561     43,189
  Other operating costs                            31,007     25,372
  General and administrative                       37,463     60,000
  Depreciation and amortization                    11,136      7,678
                                               ---------- ----------
                                                  191,454    199,071
                                               ---------- ----------


      (Loss) from operations                      (90,697)  (124,972)

Other Income (Expense):
   Settlement of accounts payable                   5,043         --
    Interest expense                               (3,632)    (2,481)
                                               ---------- ----------
                                                    1,411     (2,481)

Provision for income tax
   expense (benefit)                                    -          -
                                               ---------- ----------


       Net (loss)                                $(89,286) $(127,453)
                                               ========== ==========




Net income (loss) per share                     $    (.01) $    (.01)
                                               ========== ==========

Weighted number of common
   shares outstanding                           7,700,000  7,700,000
                                               ---------- ----------


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

                                       12
<PAGE>



                        LRNN CORPORATION AND SUBSIDIARIES

            Consolidated Statements of Stockholders' Equity (Deficit)
                               For the Years Ended
                           September 30, 2002 and 2001
<table>
<caption>
                                              Common Stock       Additional
                                     ---------------------------    Paid-in     Retained
                                           Number                   Capital     Earnings
                                        of Shares       Amount     (Deficit)    (Deficit)
                                     ------------ ------------ ------------ ------------
<S>                                        <C>           <C>         <C>           <C>
Balance, September 30, 2000             1,000,000      $ 1,000  $         -   $( 317,230)

Year Ended September 30, 2001

1,000,000                                (977,035)

Net (loss)                                                                -     (127,453)
                                     ------------ ------------ ------------ ------------


Balance, September 30, 2001             1,000,000      $ 1,000  $         -    $(444,683)


Year Ended September 30, 2002

Reduction of shares outstanding
    due to 2 for 5 reverse stock
    split, March 19, 2002                (600,000)       ( 600)

Shares issued in acquisition of
    Renewal Education Corporation
    on March 20, 2002                   7,300,000        7,300       (4,700)

Additional paid-in capital from
    cancellation of debt  owed by
    Renewal Education Corporation
    at date of acquisition                                          458,252

Additional paid-in capital from the
    sale of warrants                                                 15,000


Net loss for the year                           -                         -      (89,286)
                                     ------------ ------------ ------------ ------------

Balance, September 30, 2002             7,700,000      $ 7,700     $468,552    $(533,969)
========================================================================================
</table>

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

                                       13
<PAGE>



                        LRNN CORPORATION AND SUBSIDIARIES

                      Consolidated Statement of Cash Flows
                               For the Years Ended
                           September 30, 2002 and 2001

                                                          2002         2001
Cash and cash equivalents provided by              ------------ ------------
(used for) operations:
    Net income, (loss)                                $(89,286)  $ (127,453)
      Depreciation                                       3,229        3,230
      Amortization                                       7,906        4,448
                                                  ------------ ------------
        Cash and cash equivalents (used for)
         operations                                    (78,151)    (119,775)
        Accounts receivable                              1,113       12,551
        Prepaid expenses                                (1,117)      (6,338)
        Advances by former parent                       30,923       32,574
        Other assets                                       398        1,545
        Notes payable                                    4,000            -
        Accounts payable                                11,164        8,043
        Accrued expenses                                30,548       73,255
        Unearned tuition                                 3,250       (7,892)
                                                  ------------ ------------
Net cash provided by (used for)
  operating activities                                   2,128       (6,037)
                                                  ------------ ------------


Cash flows from (used for) investing activities:
  Development of course materials                      (17,036)     (28,427)
  Additions to property and equipment                   (1,500)
                                                  ------------ ------------

Net cash (used in) investing activities                (18,536)     (28,427)
                                                  ------------ ------------

Cash flows from financing activities
  Proceeds from sale of warrants                        15,000            -
  Proceeds from shareholder loans, net                   3,638       34,200
                                                  ------------ ------------

   Net cash provided by financing activities            18,638       34,200
                                                  ------------ ------------

Net increase (decrease) in cash and cash
  equivalents                                            2,230         (264)
Cash, beginning of year                                      2          266
                                                  ------------ ------------
Cash, end of year                                    $   2,232  $         2
                                                  ============ ============

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

                                       14
<PAGE>


                        LRNN CORPORATION AND SUBSIDIARIES

                   Notes to Consolidated Financial Statements

Note 1  Summary of significant accounting policies
--------------------------------------------------

Business
--------

The  Company,  operating  solely in Arizona,  provides  real estate  educational
services  through its wholly  owned  subsidiary  ReNewal  Education  Corporation
formerly known as Western College, Inc. and Ford Schools,  Inc., a non-operating
subsidiary of Renewal Education Corporation.

Principles of consolidation
---------------------------

The consolidated  financial  statements include the accounts of LRNN Corporation
and its wholly owned subsidiaries. All significant intercompany transactions and
balances have been eliminated in consolidation. LRNN Corporation was acquired on
March 31, 2002,by its subsidiary,  Renewal Education  Corporation in an exchange
of stock (a reverse merger). Prior to March 31, 2002, LRNN Corporation (formerly
known as GTSR Hopeful Corporation) was considered a development stage enterprise
and its operations were insignificant. All comparative amounts included prior to
March 31, 2002 are those of Renewal Education Corporation.

Recognition of revenue
----------------------

Real estate  education  services  tuition fees are generally paid in advance and
recorded as unearned tuition. Tuition revenue is recognized when students attend
classes  or the one year  period  they are  allowed to attend  classes  expires.
Accounts receivable  balances of $1,376,  represent the amount of unpaid tuition
that is unearned at September 30, 2002.

Income taxes
------------

Deferred tax assets and  liabilities  are recognized for the expected future tax
consequences  of events that have been included in the  financial  statements or
income tax returns.  Deferred tax assets and liabilities are determined based on
the  difference  between  the  financial  statement  and tax basis of assets and
liabilities  using  enacted tax rates  expected to be recovered or settled.  The
effect  on  deferred  tax  assets  and  liabilities  of a change in tax rates is
recognized in income in the period that includes the enactment date.

Property and equipment
----------------------

Office  furniture  and equipment is  depreciated  using the straight line method
over their estimated useful lives ranging from five to ten years.

Allowance for doubtful accounts
-------------------------------

In management's judgment, an allowance for doubtful accounts is  not required to
absorb any  probable  losses on  existing  accounts  receivable  that may become
uncollectible.

                                       15
<PAGE>

Impairment of long-lived assets
-------------------------------

The Company requires that long-lived assets and certain identifiable intangibles
be reviewed for impairment whenever events or changes in circumstances  indicate
that the carrying amount of an asset may not be recoverable.  Recoverability  of
assets to be held and used is measured by a comparison of the carrying amount of
an asset to future  undiscounted  net cash flows expected to be generated by the
asset and industry conditions. If such assets are considered to be impaired, the
impairment  to be  recognized  is measured  by the amount by which the  carrying
amount of the assets exceed the fair value of the assets.  Assets to be disposed
of are reported at the lower of the carrying amount or net realizable value.


Course materials development costs
----------------------------------

Course materials development costs represent the initial development cost of the
Principles of Real Estate textbook and  expenditures  for the development of the
Company's  on-line  training  courses.  The textbook is updated annually and the
annual  costs are expensed as incurred.  The Company is  amortizing  the initial
cost  over a ten  year  period.  The  Company's  on-line  training  courses  are
continuing  education type courses for real estate  licensees.  They are offered
on-line through the Renewal Education  Corporation web site, in conjunction with
Arizona State University.  Currently,  there are eight different renewal courses
being offered on the web site and three others being developed.  The development
cost of these courses is amortized on a straight-line basis over five years once
they are placed in service.

Earnings per share
------------------

Basic  earnings  per share  amounts are based upon the average  number of shares
outstanding.  Diluted  earnings  per share for the  outstanding  warrants is not
presented, since the market price of the common stock obtainable does not exceed
the exercise price of the warrants.


Management's use of estimates
-----------------------------

The Company  prepares its financial  statements in  conformity  with  accounting
principles  generally accepted in the United States, which require management to
make estimates and assumptions that affect the reported amounts and disclosures.
Actual  results  could  differ  from those  estimates.  Estimates  are used when
accounting  for  certain  items such as  depreciation  and  amortization,  asset
impairment,  non-monetary transactions, certain acquisition related liabilities,
income taxes and contingencies.


Reclassification
----------------

Certain  items  included  in  prior  years'   financial   statements  have  been
reclassified to conform to the current year financial statement classification.


                                       16
<PAGE>

Note 2 - Acquisition of Renewal Education Corporation
-----------------------------------------------------

LRNN Corporation,  a Nevada corporation,  was formed on April 29, 1996 and was a
development  stage  enterprise  until March 31, 2002, when the Company  acquired
Renewal Education Corporation

Effective March 31, 2002, the Company acquired all of the outstanding  shares of
Renewal  Education  Corporation for 7,300,000 shares of LRNN Corporation  common
stock,  which was distributed to the stockholders of the former owner of ReNewal
as a tax-free spin off. For  accounting  purposes the historic  transactions  of
Renewal Education  Corporation  replace those of the Company for presentation of
results of operations and cash flows.

LRNN Corporation acquired ReNewal as an entry into adult education.  The Company
intends to utilize its acquisition to form a licensing and continuing  education
network.

Renewal  Education  Corporation  provides the required  training to  individuals
seeking an Arizona  real estate  salesperson  or broker  license and  continuing
education  for  currently  licensed  salespersons  or brokers.  The  school,  in
operation  since  1965,  and its  courses of study are  approved  by the Arizona
Department of Real Estate.


Note 3 - Income taxes
---------------------

At September 30, 2002, the companies had the following net operating loss
carryovers for income tax purposes:

                           Renewal Education Corporation

                             Taxable      Year of         Net
                               Year    Expiration Operating Loss
                        ------------ ------------ --------------
                                1997         2017        646,090
                                1999         2019        235,215
                                2000         2020        122,643
                                2001         2021         61,253

                             LRNN Corporation

                                2002         2022          5,684


The income tax effect of the net  operating  loss  carryforwards  give rise to a
deferred income tax asset as follows:

Net operating loss carryforwards                     $ 1,065,000
                                                     -----------

Gross deferred tax assets                                436,500
Deferred tax asset valuation allowance                   436,500
                                                     -----------

          Net deferred tax asset                     $         -
                                                     -----------


                                       17
<PAGE>
Note 3 - Income taxes (continued)

The gross  deferred  tax asset is  reduced  by a  valuation  allowance  based on
management's  estimate  of the  probability  that the tax  benefits  will not be
realized.


Note 4 - Long term debt
-----------------------

At September 30, 2002, long term debt consists of the following:

6% note payable to the Company's major
  stockholder due in monthly installments
  of $903, of principal and interest                     $45,338


Less current portion                                       8,338
                                                     -----------

                                                     $    37,000


Note 5 - Amounts due stockholders
---------------------------------

Prior to  acquisition  in March 2002,  Renewal  Education  Corporation  owed its
former  stockholder  $458,252,  for accrued  management and teaching fees.  This
amount  was  contributed  to  capital  through a  forgiveness  of debt  prior to
acquisition.

Note 6 - Commitments and contingencies
--------------------------------------

Renewal Education Corporation leases its classroom facilities,  which include an
office facility, pursuant to a long term lease with monthly rent of $2,598.


Minimum lease payments on long term operating leases are as follows:

                     2003                $ 31,176
                     2004                $ 25,980


In  addition  the lease  requires  payment  of a monthly  common  area fee which
currently approximates $600.

Rent expense under  operating  leases totaled  $38,154 and $37,770 for the years
ended September 30, 2002 and 2001, respectively.

The Company is not currently involved in any material litigation.


Note 7 - Common stock
---------------------

The Company was  organized on April 29, 1996,  through the issuance of 1,000,000
shares of common  stock,  par value  $.001.  In 2002,  prior to the  purchase of
Renewal  Education  Corporation,  the Company  effected a reverse  stock  split,


                                       18
<PAGE>
Note 7 - Common stock - continued

issuing 2 shares for each 5 shares  outstanding at the time,  reducing the total
shares outstanding prior to acquisition to 400,000.

In March 2002, the Company issued  7,300,000  shares for the purchase of Renewal
Education Corporation, a subsidiary of NeoVision Corporation Subsequently, these
shares were distributed to the shareholders of NeoVision  Corporation  through a
tax-free spin off.

In June 2002,  the Company sold a warrant for $15,000,  granting the  purchaseor
the right to buy 37,500 shares of the Company's  common stock,  par value $.001,
at a price of $.10 per  share at any time  prior to  December  31,  2003.  As of
December 26, 2003, the warrant had not been exercised.


Note 8 - Disclosure about fair value of financial instruments
-------------------------------------------------------------

The  carrying  amounts  of cash,  accounts  receivable,  accounts  payable,  and
unearned  tuition  approximate fair value because of the short maturity of those
instruments.

Based on prevailing interest rates, the Company estimates that the fair value of
the Company's long-term debts and related accrued interest approximates carrying
value.


Note 9 - Supplemental cash flow information
-------------------------------------------

The  Company  paid $463 and $ 0 in cash for  interest  for the two  years  ended
September 30, 2002 and 2001, respectively.





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

         None

Item 8a.  Controls and Procedures
          -----------------------

     As required by Rule 13a-14 under the Exchange Act,  within 90 days prior to
the filing date of this report,  the Company  carried out an  evaluation  of the
effectiveness of the design and operation of the Company's  disclosure  controls
and  procedures.  This evaluation was carried out under the supervision and with
the  participation  of the Company's  management,  including the Company's Chief
Executive  Officer.  Based upon that  evaluation,  the Company's Chief Executive
Officer  concluded  that the Company's  controls and  procedures  are effective.
There  have been no  significant  changes  in the  Company's  internal  controls
subsequent to the date the Company carried out this evaluation.

     Disclosure  controls and procedures are controls and other  procedures that
are  designed  to  ensure  that  information  required  to be  disclosed  in the


                                       19
<PAGE>
Controls and Procedures - continued

Company's  reports  filed or  submitted  under  the  Exchange  Act is  recorded,
processed,  summarized  and reported  within the time  periods  specified in the
Securities and Exchange  Commission's rules and forms.  Disclosure  controls and
procedures  include controls and procedures  designed to ensure that information
required to be  disclosed  in Company  reports  filed under the  Exchange Act is
accumulated  and  communicated  to  management,  including the  Company's  Chief
Executive   Officer  as  appropriate,   to  allow  timely  decisions   regarding
disclosure.

     The Company has confidence in its internal  controls and procedures and has
expanded  its efforts to develop and improve  its  controls.  Nevertheless,  the
Company's  management,  including the Chief Executive  Officer,  does not expect
that the Company's disclosure procedures and controls, or its internal controls,
will  necessarily  prevent all error or intentional  fraud. An internal  control
system, no matter how well-conceived and operated,  can provide only reasonable,
but no absolute,  assurance  that the  objectives of such internal  controls are
met.  Further,  the design of an internal  control  system must reflect the fact
that the  Company  is subject  to  resource  constraints,  and the  benefits  of
controls  must be  considered  relative to their costs.  Because of the inherent
limitations  in all internal  control  systems,  no  evaluation  of controls can
provide  absolute  assurance  that all internal  control  issues or instances of
fraud, if any, within the Company will be detected.




                                       20
<PAGE>
                                    PART III


Item 10. Directors and Executive Officers of the Registrant
         --------------------------------------------------

     The following table sets forth certain information  regarding the Company's
directors and executive officers as of September 30, 2002.

NAME                     AGE      POSITIONS                    SERVED SINCE
----                     ---      ---------                    -------------

Harry V. Eastlick        63       President, Chief             March 20, 2002
                                  Executive Officer
                                  and Director

Donald E. Cline          76       Secretary                    March 20, 2002
                                  and Director

John P. Benson           64       Director                     March 20, 2002


All  directors  serve until the next annual  meeting of  stockholders  and until
their  successors are elected and  qualified.  All officers serve until the next
annual meeting of the Board of Directors and until their  successors are elected
and qualified.

     Harry V.  Eastlick has served as President and Chief  Executive  Officer of
the Company since March 20, 2002. Previously, Mr. Eastlick was the President and
Chief Executive Officer of Renewal  Education  Corporation or its parent company
for a period in excess of five years.

     Donald E. Cline has served as a business consultant since March 1991 and as
the Director of the State of Arizona  Department  of Commerce from February 1990
to March 1991. Mr. Cline had served as Chairman of the Board and Chief Executive
Officer of First  National  Utilities,  Inc.,  an Arizona  based  water  utility
holding company,  from September 1987 to February 1990. Prior thereto, Mr. Cline
served as Vice President and Chief Executive  Officer of the Arizona  operations
of Mountain  Bell,  now known as Quest..  He retired from Mountain Bell after 37
years of employment.

     John P. Benson has served as the President and Chief  Executive  Officer of
Control Engineering, a temperature control distributor and contractor, since May
1982.


There currently are no Committees of the Board of Directors.

Compliance with Section 16(a) of the Exchange Act.

     None of the foregoing  members of the Board of Directors  have filed any of
the required Section16(a) forms during the fiscal year ended September 30, 2002,
and have not  provided the Company  with a written  representation  that no such
forms were required.


Item 11. EXECUTIVE COMPENSATION
         ----------------------

                                       21
<PAGE>

Summary Compensation Table

     Summary  compensation  information  for the Company's  Chief  Executive and
other officers for the year ended September 30, 2002 (the only "named  executive
officers" within the meaning of Regulation S-B, Item 402(a)(2)  Instruction (1),
is as follows:

                           Summary Compensation Table
                               Annual Compensation


         Name and Principle                     Fiscal             Total
                Position                         Year          Compensation
--------------------------------------------------------------------------------

Harry V. Eastlick, Chairman of                   2002             $   9,000
the Board of Directors, President
and Chief Executive Officer

Robert Artim, Vice President of
Operations                                       2002                32,370



 Security Ownership of Certain Beneficial Owners and Management.

     The  following  table  sets  forth  certain  information  with  respect  to
beneficial  ownership of the  Company's  Common Stock as of September  30, 2002,
held by each  director and executive  officer of the Company,  all directors and
executive  officers as a group,  and  persons  known by the Company to hold more
than 5% of the Company's Common Stock.

                                                     Amount of
                                                  Common Stock
Name of Beneficial Owner                    Beneficially Owned      Percent
------------------------                    ------------------      -------
Directors and Officers:

   Harry V. Eastlick                                 4,624,967         60.1
   John P. Benson                                        2,600            *
   Donald E. Cline                                      21,450            *

   Directors and Executive Officers
   as a group                                        4,649,017         60.4

Owner of 5% or more
-------------------
    None


 * Less than 1%.

     All of the  officers  and  directors  of the  Company can be reached at the
corporate  office of LRNN  Corporation,  3121 East  Greenway  Road,  Suite  201,
Phoenix, Arizona 85032.


Item 12. Certain Relationships and Related Transactions
         ----------------------------------------------
             None

                                       22
<PAGE>

Item 14. Exhibits and Reports on Form 8-K
         --------------------------------

     (a)  Exhibits

          (2.1)Exchange  agreement  dated  March 19,  2002,  between  Neo Vision
               Corporation and GTSR Hopefull Corporation.*
          (3)(i) Articles of Incorporation and Amendments**
          (3)(ii) By-laws **
          21.  Subsidiaries of Registrant
          31.  Certification
          32.  Certification  pursuant to 18 U.S.C. 1350, as adopted pursuant to
               Section 906 of the Sarbanes-Oxley Act of 2002

     (b) Reports on Form 8-K

          No Current Reports on Form 8-K were filed by the Registrant during the
          quarter ended September 30, 2002.

          *    Incorporated by reference to Form 8-K filed on April 9, 2002.
          **   Incorporated by reference to registrant's  Registration Statement
               on Form 10-SB filed in January 2001 and the  registrant's  filing
               on Form 10-QSB for March 31, 2002.


                                SIGNATURES UPDATE

In accordance with the requirements of 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.



                                 LRNN CORPORATION


Date: December 24, 2003                   By:  /s/Harry V. Eastlick
                                              ----------------------------------
                                              Harry V. Eastlick, Chief Executive
                                              Officer and a Director


In accordance with the requirements of 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 indicated.


Date:  December 24, 2003                      /s/Harry V. Eastlick
                                              ----------------------------------
                                              Harry V. Eastlick, Chief Executive
                                              Officer and a Director

Date:  December 24, 2003                      /s/Donald E. Cline
                                              ----------------------------------
                                              Donald E. Cline
                                              Secretary and a Director

Date:  December 24, 2003                       /s/John P. Benson
                                              ----------------------------------
                                              John P. Benson, a Director

                                       23
<PAGE>




                                   EXHIBIT 21
                                   ----------
                         SUBSIDIARIES OF THE REGISTRANT
                         ------------------------------

    Name                                  State of Incorporation        Dba's
    -----------------------------         ----------------------       ------
    ReNewal Education Corporation                Arizona                None

                                       24
<PAGE>


                                   EXHIBIT 31
                                   ----------
                                  CERTIFICATION

I, Harry V. Eastlick, Chief Executive Officer and President, certify that:

1.   I have reviewed this annual report on Form 10-KSB of LRNN Corporation;

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  officers  and I are  responsible  for
     establishing and maintaining disclosure controls and procedures (as defined
     in Exchange Act Rules 13a-14 and 15d-14) for the registrant and have:

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

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

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

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

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

December 24,2003

/s/  Harry V. Eastlick
------------------------------------------
Harry V. Eastlick, Chairman, President and
Chief Executive Officer

                                       25
<PAGE>

                                   EXHIBIT 32
                                   ----------
                            CERTIFICATION PURSUANT TO
                                 18 U.S.C. 1350
                             AS ADOPTED PURSUANT TO
                  SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002

In connection with the Annual Report of LRNN Corporation (the "Company") on Form
10-KSB for the period ended September 30, 2002, as filed with the Securities and
Exchange  Commission on the date hereof (the  "Report"),  I, Harry V.  Eastlick,
Chief  Executive  Officer and Chief Financial  Officer of the Company,  certify,
pursuant  to 18  U.S.C.  1350,  as  adopted  pursuant  to  Section  906  of  the
Sarbanes-Oxley Act of 2002, that:

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

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


Date: December 24, 2003                             /s/ Harry V. Eastlick
                                                     ---------------------
                                                     By:  Harry V. Eastlick,
                                                     Chief Executive Officer and
                                                     Chief Financial Officer

                                       26
<PAGE>