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

                           First Amended Form 10-KSB/A

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

                   For the fiscal year ended December 31, 2002


[ ]  TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES  EXCHANGE ACT
     OF 1934

     For the transition period from to_________________ to _________________

                         Commission File No.: 000-49612

                               12 TO 20 PLUS, INC.
                  --------------------------------------------
                 (Name of small business issuer in its charter)

           Nevada                                          86-0955239
--------------------------------------------------------------------------------
(State or other jurisdiction of             (I.R.S. Employer Identification No.)
incorporation or organization)

                              3485 Sacramento Drive
                                     Suite F
                        San Luis Obispo, California 93401
                  (Address, including zip code, of principal executive offices)

Issuer's telephone number : (805) 543-7228

Securities registered under Section 12(b) of the Exchange Act: None

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

                     Common Stock, Par Value $.001 Per Share
                                (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 such shorter
period that the registrant was required to file such reports),  and (2) has been
subject to such filing requirements for the past 90 days. [ X ]Yes[ ]No

Check if there is no disclosure of delinquent  filers in response to Item 405 of
Regulation S-B 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 or any
amendment to this Form 10-KSB. [ X ]

State issuer's revenues for its most recent fiscal year.  $ 0.00

As of December 31, 2002, we had 29,700,000 shares of our $0.001 par value common
stock  issued  and  outstanding.  As there is no public  trading  market for our
securities,  we are unable to determine the aggregate market value of the common
stock, our only class of voting stock, held by nonaffiliates.

                                       1
<PAGE>

                       DOCUMENTS INCORPORATED BY REFERENCE
                                      None

Transitional Small Business Disclosure Form (Check one): Yes [ ] No [X]

To simplify  the  language in this Form  10-KSB,  12 to 20 Plus,  Inc., a Nevada
corporation, is referred to herein as the "Company" or "We."


                                TABLE OF CONTENTS

PART I

     Item 1 DESCRIPTION OF BUSINESS............................................3

     Item 2 DESCRIPTION OF PROPERTY............................................9

     Item 3 LEGAL PROCEEDINGS..................................................9

     Item 4 SUBMISSION OF MATTERS TO VOTE OF SECURITY HOLDER...................9

PART II

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

     Item 6  MANAGEMENT'S  DISCUSSION  AND ANALYSIS OF PLAN OF OPERATIONS.....10

     Item 7 FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA.......................11

     Item 8 CHANGES IN AND  DISAGREEMENTS  WITH  ACCOUNTANT  ON  ACCOUNTING
            AND FINANCIAL DISCLOSURE..........................................11

PART III

     Item 9 DIRECTORS, EXECUTIVE OFFICERS. PROMOTERS AND CONTROL
            PERSONS; COMPLIANCE WITH SECTION 16(a)........................... 12

     Item 10 EXECUTIVE COMPENSATION...........................................12

     Item 11 SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT...13

     Item 12 CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS...................13

     Item 13 EXHIBITS LIST AND REPORTS ON FORM 8-K............................14

PART IV

      FINANCIALS

SIGNATURES....................................................................26



                                       2
<PAGE>

                                     PART I

This  report on Form  10-KSB  and  documents  incorporated  herein by  reference
contain  certain   "forward-looking   statements"  as  defined  by  the  Private
Securities  Litigation  Reform Act of 1995 which involve  substantial  risks and
uncertainties.  When  used in this  report  and in  other  reports  filed by the
Company, the forward-looking  statements are often identified by the use of such
terms and phrases as "anticipates,"  "believes,"  "intends," "plans," "expects,"
"seeks," "scheduled," "foreseeable future' and similar expressions. Although the
Company believes the understandings and assumptions on which the forward-looking
statements  in this  report  are  based are  reasonable,  the  Company's  actual
results,  performance and achievements  could differ materially from the results
in, or implied by, these forward-looking statements.  Certain factors that could
cause or contribute to such differences include those discussed in "Management's
Plan of Operations" and elsewhere herein.

ITEM 1. DESCRIPTION OF BUSINESS.

                                   The Company

The Company was originally incorporated in the State of Nevada on April 29, 1996
as  "Loughran/Go  Corporation".  On April 12, 2002, the Company  entered into an
Agreement  and Plan of Merger  with 12 to 20 Plus,  Incorporated  (12 to 20),  a
Delaware  corporation,  whereby 12 to 20 was merged  into the  Company,  and the
Company was the  surviving  company.  The Articles of Merger were filed with the
Secretary  of State of Nevada on May 8, 2002.  The  Company  filed  Articles  of
Amendment to Charter amending its Articles of  Incorporation  with the Secretary
of  State  of  Nevada  to  change  the  Company's   name  to  "12  to  20  Plus,
Incorporated."

Immediately  prior to the effective date of the merger,  the Company had 500,000
shares of its common  stock  issued  and  outstanding.  Pursuant  to the Plan of
Merger,  the Company issued an additional  950,000 shares to the shareholders of
12 to 20 Plus.  Thus,  upon the  consummation  of the  merger,  the  Company had
1,450,000  shares of its common stock issued and  outstanding  out of 25,000,000
shares authorized.

On June 20, 2002,  a majority of the  shareholders  of the Company  authorized a
forward  stock split of three (3) shares of the common  stock of the Company for
every one (1) share of the common stock of the Company held by  shareholders  of
the  Company at the date of the  merger.  Immediately  prior to the stock  split
there  were  4,450,000   shares  of  the  Company's   common  stock  issued  and
outstanding. Upon the date, and as a result, of the stock split, the Company had
13,350,000 shares of issued and outstanding common stock.

On October 30, 2002, a majority of the shareholders of the Company  authorized a
forward  stock split of six (6) shares of common  stock of the Company for every
one (1) share of the common stock of the Company held by shareholders as of that
date. Three (3) shareholders  also returned  8,400,000 shares of common stock to
the  treasury of the  Company.  Immediately  prior to the stock split there were
4,950,000   shares  of  the  Company's  common  stock  issued  and  outstanding.
Immediately  after the stock  split the  Company  had  29,700,000  shares of its
common stock issued and outstanding.

                                  The Business

12 to 20 Plus,  Incorporated  has  researched  and developed an innovative  Acne
Therapy  System(TM),  driven by the market void for  effective  over-the-counter
products that treat acne skin conditions without irritation.

                                       3
<PAGE>

The  market  category,  in excess  of $350  million  nationally  at  retail,  is
controlled by complacent  manufacturers marketing extremely irritating products.
The 12 to 20 Plus concept is counter to the acne treatment  industry's marketing
of harsh  products which are designed to "strip away" acne and while the acne is
being  stripped,  the skin is being robbed of its natural  moisture and the acne
condition is actually being aggravated in the process.

The  Company  has  acquired  the rights to use the  registered  trademark,  "Zit
Stick"(R).

                                Marketing Concept

12 to 20 Plus products offer the following  benefits over typical acne treatment
products:

     a.   reduced irritation
     b.   moisture retention properties
     c.   maintenance of skin's natural pH balance
     d.   skin healing qualities

The complete system of product use is key to the marketing concept. The 12 to 20
Plus  system is gentle  enough  for daily  use and  primarily  designed  to help
control and prevent acne conditions from taking over.

Acne treatment products are constantly in demand and demand for  less-irritating
products is skyrocketing.  While teenagers are the primary demographic  targets,
there has been a shift to develop  remedies geared toward adults.  Retailers say
adult acne is an area of increased  interest and it is an increasing problem due
to  environmental  stress.  Dermatologists  report  that since  adults have more
sensitive  skin,  their  acne  needs  to be  treated  differently  than  teenage
breakouts.  The  ingredients  in the 12 to 20 Plus products are gentle enough to
treat adult skin.

The product mix combines high purity drying and peeling  agents (for the purpose
of  exfoliation),  chosen for their gentleness to skin along with biological and
botanical  extracts and  water-soluble  humectants  that gently , powerfully and
quickly treat acne conditions.

Offering  innovative  super  trends,  the  12 to 20  Plus  Acne  Therapy  System
incorporates a high tech with natural overtones product development  technology.
Zit Stick, a handy carry-around  remedy in a pocket-size  container is odorless,
colorless and greaseless;  a star product to zap those zits any time of the day.
Companion  products  include  Pimple  Pencil(TM),  a medicated  cover stick in a
pencil  and  soothing   Blemish  -Free  Skin  Enhancer   Lotion(TM)   containing
antioxidants,  vitamins and enzymes plus silky smooth amino acids for  beautiful
skin.

Research  breakthroughs from leading scientists and dermatologists were utilized
to produce  products  that deliver on the  promise--working  to help prevent and
control  acne  skin  conditions  while  allowing  the skin to keep  its  natural
moisture balance.

                                 Market Analysis

According  to A.C.  Nielsen,  sales  of acne  remedies  in the  drug,  mass  and
supermarket  channels  reached $343 million in the 52-week  period ended May 19,
2001. The medicated skin care market  increased 7.9% in food channels with sales
in  excess  of $88  million;  12.7% at drug  stores  bumping  sales to about $95
million and  experienced a 16.8% gain at mass merchants  where sales exceed $120
million. The Company has a national sales broker network comprised of 22 offices


                                       4
<PAGE>

nationwide  (including  Alaska  and  Hawaii)  in line to  sell-in  to all  three
channels  of  distribution.  12 to 20 Plus  management  also  has  access  to an
international  distributor  who has marketed and  distributed  health and beauty
products  such  as  the  Helene  Curtis  brand  for  the  past  20  years.   The
international  market for acne  remedies is estimated  at another $400  million,
bringing the total potential market to around $800 million worldwide.

                                   Competition

Products such as Clearasil, Oxy, Stridex and Neutrogena continue to dominate the
market,  although an innovative  newcomer,  Biore, has made an appearance.  Most
products continue to contain Benzoyl Peroxide, a very intense drying and peeling
agent which tends to reverse the elasticity of skin over prolonged use.

These market  leaders  have many years of name  recognition  behind them,  major
advertising  budgets and  unlimited  research and  development  dollars.  A vast
majority of their products are extremely irritating to most skin types.

By  exploiting  the  uniqueness  of  the  12 to 20  Plus  gentle,  but  powerful
non-irritating formulations,  the Company can emerge as an innovator in the acne
remedy category, capturing a small but profitable market share.

                                      Risks

Limited operating history; anticipation of losses.

The Company was  incorporated  on April 29, 1996.  The Company is a  development
stage business with a limited operating history.  Companies in an early stage of
development   frequently  encounter  many  risks,   expenses  and  difficulties,
especially  if they  operate in new and  rapidly  evolving  markets  such as the
healthcare  services  sectors that the Company has targeted.  The risks faced by
the Company include,  but are not limited to, the need to continue to raise debt
and/or equity capital,  a new and evolving  business model and the management of
growth.  To address these risks, the Company must, among other things,  continue
to develop  the  strength  and  quality of its  operations,  maximize  the value
delivered  to  clients,  respond to  competitive  developments  and  continue to
attract, retain and motivate qualified employees and managers. If the Company is
not successful, its business, results of operations and financial condition will
be materially and adversely affected.

                                       5
<PAGE>

The  Company  cannot  be sure that it will be  successful  in  implementing  the
Company's new business model or that its business model will not require further
changes as its  business and target  markets  mature.  In addition,  the Company
intends  to  continue  to  invest  heavily  in  infrastructure  development  and
marketing.  The  Company  may need to raise  substantial  amounts of debt and/or
additional  equity capital to fund these  operations.  As a result,  the Company
expects to incur  operating  losses for the  foreseeable  future and may need to
raise  capital to fund these  losses.  The Company may not be able to achieve or
sustain profitability.

The Company will  require  significant  future  capital and its ability to raise
additional capital is uncertain.

The expansion and development of the Company's business will require significant
additional  capital.  The Company will need to secure financing in order to fund
its  operations.  The  Company  may be unable  to raise  additional  capital  on
acceptable  terms,  or at all.  If the  Company  is unable  to raise  additional
capital,  its business will be  significantly  harmed,  including its ability to
meet  its  operating   capital   requirements   and  to  compete   successfully.
Furthermore,   any  debt  financing,  if  available,   may  involve  restrictive
covenants,  which may limit the Company's operating  flexibility with respect to
certain business matters. If additional funds are raised through the issuance of
equity   securities,   the  percentage   ownership  of  the  Company's  existing
stockholders  will  be  reduced,  its  stockholders  may  experience  additional
dilution  in net book  value per  share,  and such  equity  securities  may have
rights,  preferences  or privileges  senior to those of the  Company's  existing
stockholders.

To  succeed  the  Company  will  need to  secure  and fill new  orders  from its
customers  because it is not likely to have  long-term  agreements  or exclusive
contracts with them.

The Company  does not  anticipate  that it will be able to enter into  long-term
agreements or exclusive  guaranteed  order  contracts with many or any customers
that it may  acquire.  Its success  will  depend on its  ability to  continually
secure new orders from  existing and new  customers and to fill such orders in a
timely fashion.  In most or all cases,  the Company's  customers will be free to
place orders or do business with our  competitors.  Therefore,  the Company must
maintain  positive  relationships  with its  customers.  If it fails to maintain
positive  relationships  with its  customers,  it may be unable to generate  new
orders and its business may be adversely affected.

Failure to properly manage growth could adversely affect the Company's business.

The  Company  intends to grow its  business  internally.  Any such  growth  will
increase the demands on the Company's management, operating systems and internal
controls.   The  Company's  existing   management   resources  and  operational,
financial,  human  and  management  information  systems  and  controls  may  be
inadequate to support existing or expanded operations. The Company may be unable
to  manage  growth  successfully.   If  the  Company  grows  but  is  unable  to
successfully  manage such growth,  its business will suffer and its capacity for
future growth will be  significantly  impaired.  Because of these  factors,  the
Company may be unable to predict with any degree of accuracy its future  ability
to grow or rate of growth.

Failure to attract,  train and retain skilled managers and other personnel could
increase costs or limit growth.

                                       6
<PAGE>

The Company  believes that its future success will depend in large part upon its
ability to attract,  train and retain additional highly skilled  executive-level
management  and  creative,   technical,   financial  and  marketing   personnel.
Competition  for such  personnel is intense,  and no assurance can be given that
the Company  will be  successful  in  attracting,  training and  retaining  such
personnel. The Company's need for executive-level management will increase if it
grows. Most of the Company's employees have joined the Company recently.  If the
Company  fails to  attract,  train  and  retain  key  personnel,  its  business,
operating  results and  financial  condition  will be  materially  and adversely
affected.

The Company operates in a developing market.

The skincare market has  experienced  occasional  slowdowns.  The market for the
Company's  product may not develop,  and therefore,  consumers may not adopt the
Company's products. If the market for the Company's products fail to develop, or
develops  more slowly than  expected,  or if its services do not achieve  market
acceptance,  the Company's  business,  operating results and financial condition
will be materially and adversely affected.

The Company's business is subject to continuous change.

The market for the products the Company intends to provide is  characterized  by
rapid changes in the competitive  landscape,  changing consumer requirements and
preferences,  new  service  and  product  introductions  and  evolving  industry
standards  that could render the  Company's  products  obsolete.  The  Company's
success will  depend,  in large part,  on its ability to improve such  products,
develop new products  that  address the  increasingly  sophisticated  and varied
needs  of the  Company's  customers,  and  respond  to  technological  advances,
emerging industry  standards and practices,  and competitive  product offerings.
The Company may not be successful in responding  quickly,  cost-effectively  and
sufficiently  to these  developments.  If the Company is unable,  for technical,
financial or other reasons,  to adapt in a timely manner in response to changing
market  conditions  or  requirements,  its business,  results of operations  and
financial condition would be materially adversely affected.

The Company is dependent on its management team.

The Company's  success  depends largely on the skills of certain key management.
The Company does not have employment agreements with its executive officers, key
management  or other  employees  and,  therefore,  they  could  terminate  their
employment at any time without penalty. The Company does not maintain key person
life insurance policies on any of its employees.  The loss of one or more of its
key employees could seriously harm its business.  The Company may not be able to
recruit personnel to replace these individuals in a timely manner, or at all, on
acceptable  terms.  In  addition,  since the  Company  has a  limited  operating
history, all of its officers are relatively new to the Company and their ability
to  effectively  work  together as a team is  unproven.  The  Company's  success
depends on their ability to work together  effectively.  If the management  team
fails to work together effectively, the Company's business will be harmed.

The Company operates in a highly competitive market.

The markets for  over-the-counter  medical remedies are highly competitive.  The
Company believes that competition will intensify and increase in the future. The
Company's  competitors  include  other  providers of over-the  -counter  medical
remedies.  Since the  Company  is  recently  formed,  has a limited  history  of
business operations and has not previously raised significant capital, virtually
all of these competitors enjoy substantial competitive advantages, such as:

                                       7
<PAGE>

     o    existing products and services and experience in the marketplace;
     o    greater name recognition and larger marketing budgets and resources;
     o    established marketing and customer relationships; and
     o    substantially greater financial, technical and other resources.

As a  result,  these  competitors  may be  able  to  respond  more  quickly  and
effectively than the Company to new or changing  opportunities,  technologies or
customer  requirements.  Existing  or future  competitors  may  develop or offer
products  that  provide  price,  service,  number or type of  providers or other
advantages  over those the Company  intends to offer.  If the  Company  fails to
compete successfully against current or future competitors with respect to these
or other factors, its business,  financial condition,  and results of operations
may be materially and adversely affected.


Government  regulation  and  legal  uncertainties  could  adversely  affect  the
Company's business.

The Company  believes  that its  business is not subject to material  regulation
under the  insurance  laws of the U.S. or any of the states in which it plans to
offer services.  Licensing laws and regulations often differ materially  between
states and within  individual  states such laws and  regulations  are subject to
amendment and  reinterpretation  by the agencies charged with their enforcement.
If the Company becomes subject to any licensing or regulatory requirements,  the
failure  to  comply  with  any such  requirements  could  lead to a  revocation,
suspension or loss of licensing  status,  termination of contracts and legal and
administrative  enforcement actions. The Company cannot be sure that a review of
its current and  proposed  operations  will not result in a  determination  that
could  materially and adversely  affect its business,  results of operations and
financial  condition.  Moreover,  regulatory  requirements are subject to change
from time to time and may in the future become more restrictive,  thereby making
compliance more difficult or expensive or otherwise affecting or restricting the
Company's ability to conduct its business as proposed to be conducted.

The Company intends to issue additional shares of its equity securities to raise
additional cash for working capital.  If the Company issues additional shares of
its capital stock,  shareholders  will experience  dilution in their  respective
percentage ownership in the Company.

There can be no assurance that the Company's  common stock will ever be publicly
traded or appreciate significantly in value.

The Company, in conjunction with certain broker-dealers, intends to apply to the
National  Association of Securities Dealers to have its stock publicly traded on
the Nasdaq Over-the-Counter Electronic Bulletin Board. No assurance can be given
that such  regulatory  approval will ever be received.  If the Company's  common
stock  becomes  publicly  traded,  no assurance  can be given that the Company's
common stock will ever be traded on an established  national securities exchange
or that the Company's  business strategy will be well received by the investment
community.

No present intention to pay dividends.

The Company has never paid  dividends  or made other cash  distributions  on the
common  stock,  and does not  expect  to  declare  or pay any  dividends  in the
foreseeable  future. The Company intends to retain future earnings,  if any, for
working capital and to finance current operations and expansion of its business.

                                       8
<PAGE>

Penny stock regulation.

The SEC has adopted  rules that regulate  broker-dealer  practices in connection
with   transactions  in  "penny  stocks."  Penny  stocks  generally  are  equity
securities with a price of less than $5.00 (other than securities  registered on
certain national securities  exchanges or quoted on the NASDAQ system,  provided
that current price and volume  information  with respect to transactions in such
securities  is provided by the exchange or system).  Penny stock rules require a
broker-dealer, prior to a transaction in a penny stock not otherwise exempt from
those rules, to deliver a standardized risk disclosure  document prepared by the
SEC,  which  specifies  information  about  penny  stocks  and  the  nature  and
significance  of risks of the penny  stock  market.  A  broker-dealer  must also
provide the customer  with bid and offer  quotations  for the penny  stock,  the
compensation of the broker-dealer,  and our sales person in the transaction, and
monthly account statements  indicating the market value of each penny stock held
in the  customer's  account.  In addition,  the penny stock rules  require that,
prior to a transaction  in a penny stock not otherwise  exempt from those 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 trading  activity in the secondary market for stock that becomes
subject to those penny stock rules.  If any of our securities  become subject to
the penny  stock  rules,  holders of those  securities  may have  difficulty  in
selling those securities.

                                    Employees

Carol Slavin and Linda Hannon,  the  Company's  two officers,  are the Company's
only employees at this time

ITEM 2. DESCRIPTION OF PROPERTY.

                                Office Facilities

The Company currently leases office space at 3485 Sacramento Drive, Suite F, San
Luis Obispo,  California  93401.  The monthly  rent is  $1969.88,  and the lease
expires  on  November  30,  2003.  We have an option to extend  the lease for an
additional 3 years that we intend to exercise.

ITEM 3. LEGAL PROCEEDINGS.

We were not a party to any legal proceedings during the reporting period, and we
know of no legal proceedings  pending or threatened or judgments entered against
any director or officer of the Company in his or her capacity as such.

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

On April 12, 2002, a majority of the shareholders approved an Agreement and Plan
of Merger with 12 to 20 Plus,  Incorporated (12 to 20), a Delaware  corporation,
whereby 12 to 20 was merged into the Company,  and the Company was the surviving
company.

On June 20, 2002,  a majority of the  shareholders  of the Company  authorized a
forward  stock split of three (3) shares of the common  stock of the Company for
every one (1) share of the common stock of the Company held by  shareholders  of
the Company at the date of the merger. The forward split resulted in the Company
increasing its issued and  outstanding  shares of common stock from 4,450,000 to
13,350,000 shares.

On October 30, 2002, the  shareholders of the Company  approved a second forward
stock split of 6 to 1.

                                       9
<PAGE>

                                    PART II

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

                           Principal Market or Markets

We are a  development  stage  company that is still in the  beginning  stages of
implementing  our business  plan. Our common stock is not listed on any exchange
and there is no public trading  market for the common stock,  and there has been
no market.

                   Approximate Number of Common Stock Holders

As of December 31, 2002, we had 29,700,000  shares of common stock  outstanding,
held by approximately 78 shareholders.

                                 Dividend Policy

We have never declared or paid cash dividends on our common stock and anticipate
that future earnings, if any, will be retained for development of our business.

                     Recent Sales of Unregistered Securities

On June 10, 2002 the Company  purchased the trademark  registration  "Zit Stick"
(#1,314,233),  from Daniel Tennant for 750,000 shares of stock. Value was placed
at $18,750.

On June 10, 2002 the Company issued  1,000,000  shares of common stock to Philip
M. Young in payment of a debt in the amount of $12,825.

On June 10,  2002  the  Company  issued  1,250,000  shares  of  common  stock to
Coslabs,Ltd. in exchange for debt and accrued interest of $40,902.

The foregoing shares were issued in private  transactions or private  placements
intending to meet the requirements of one or more exemptions from  registration.
In addition to any noted  exemption  below,  we relied upon  Section 4(2) of the
Securities  Act of 1933,  as amended  ("Act"),  given the  transactions  did not
involve public  solicitation  or advertising,  and the securities  issued bore a
restricted  legend  thereon as "restricted  securities."  As to the Section 4(2)
transactions,  we relied upon Section  4(2) of the  Securities  Act of 1933,  as
amended.   The  investors  were  not  solicited  through  any  form  of  general
solicitation or advertising,  the transactions being non-public  offerings,  and
the sales were conducted in private  transactions where the investor  identified
an investment intent as to the transaction without a view to an immediate resale
of the  securities;  the shares were  "restricted  securities" in that they were
both  legended with  reference to Rule 144 as such and the investors  identified
they were  sophisticated  as to the  investment  decision  and in most  cases we
reasonably  believed the investors were  "accredited  investors" as such term is
defined under Regulation D based upon statements and information  supplied to us
in writing and verbally in connection with the  transactions.  We never utilized
an  underwriter  for an offering of our  securities.  Other than the  securities
mentioned above, we have not issued or sold any securities.

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

The  following  discussion  is intended to provide an analysis of the  Company's
financial condition and Plan of Operation and should be read in conjunction with
the Company's  financial  statements and the notes thereto set forth herein. The
matters  discussed in this section that are not historical or current facts deal
with potential  future  circumstances  and  developments.  The Company's  actual


                                       10
<PAGE>

results   could   differ   materially   from  the  results   discussed   in  the
forward-looking  statements.  Factors  that could  cause or  contribute  to such
differences include those discussed below.

                                Plan of Operation

The Company was originally incorporated in the State of Nevada on April 29, 1996
as "Loughran/Go  Corporation"  (the  "Company").  On April 12, 2002, the Company
entered  into an Agreement  and Plan of Merger with 12 to 20 Plus,  Incorporated
(12 to 20),  a  Delaware  corporation,  whereby  12 to 20 was  merged  into  the
Company,  and the Company was the surviving company. The Articles of Merger were
filed with the  Secretary of State of Nevada on May 8, 2002.  The Company  filed
Articles of Amendment to Charter amending its Articles of Incorporation with the
Secretary  of State of Nevada to change  the  Company's  name to "12 to 20 Plus,
Incorporated."

Upon the  effective  date of the  merger  there were  1,450,000  shares of stock
issued and outstanding out of 25,000,000 shares authorized.

On June 20, 2002,  a majority of the  shareholders  of the Company  authorized a
forward  stock split of three (3) shares of the common  stock of the Company for
every one (1) share of the common stock of the Company held by  shareholders  of
the Company at the date of the merger.

12 to 20 Plus,  Incorporated  has  researched  and developed an innovative  Acne
Therapy  System(TM),  driven by the market void for  effective  over-the-counter
products that treat acne skin conditions without irritation.

12 to 20 Plus will be taken to market as a complete Acne Therapy  System for the
prevention,  control and treatment of acne skin conditions. Dual purpose product
benefits  will be promoted in  advertising  that will  position  the products as
medicated  cosmetics  which enhance and beautify skin while working to clear and
control acne related skin problems.

Renowned researchers are proclaiming the new technology  ingredients in 12 to 20
Plus  formulations  as the "next  generation  in skin care".  The  Company  will
capitalize on the  incorporation of two super trends in skin care--high tech and
natural--positioning in its consumer advertising campaign.

Additionally,  the Company will  participate in e-commerce with Drug Store.  Com
and Beauty Online where consumer spending on skin care, cosmetics and fragrances
is expected to jump to $553 million in 2003. The Company will launch a marketing
campaign to dermatologists via direct mail efforts and educational Web site.

Distribution  will be accomplished  through brokers and distributors in selected
U.S. markets.

The Company  intends to capture a one percent (1%) share of the national  market
over the next 24 months and is targeted to accomplish a four percent (4%) market
share within 36 months.

              Results of Operation for Year Ended December 31, 2002

The Company  generated no revenue during the period covered by this Report.  Net
losses for the year ending December 31, 2002, of $20,916 primarily  attributable
to research,  development and marketing  costs.  The Company had total assets of
$30,779 and total  current  liabilities  of  $61,051.  The Company had $1,087 in
working  capital.  The  Company  expects to  continue  to incur  losses at least
through  fiscal year 2002,  and there can be no assurance  that the Company will
achieve or maintain profitability, generate revenue or sustain future growth.

                                       11
<PAGE>

                         Liquidity and Capital Resources

At December 31, 2002,  the  Company's  total assets of $30,779 were  exceeded by
current  liabilities of $61,051.  We had working  capital of $1,087.  We believe
that additional working capital in the amount of $350,000 will need to be raised
in the form of debt, equity or some other financing to meet our anticipated cash
needs for at least the next 12 months.  In the event  financing is needed in the
future, there can be no assurance that it will be available to the Company in an
amount and on terms acceptable to us.

ITEM 7. FINANCIAL STATEMENTS.

We are filing reports,  financial  statements and notes to financial  statements
with this annual report. These reports may be found in Part IV of this report.

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

We have had no  disagreement  with,  resignation  or dismissal of, our principal
independent  accountant.  Our  principal  accountant  since  inception  has been
Shelley Int'l, CPA.

                                    PART III

ITEM 9. DIRECTORS, EXECUTIVE OFFICERS. PROMOTERS AND CONTROL PERSONS; COMPLIANCE
WITH SECTION 16(a)

The following  table sets forth the names and ages of the current  directors and
executive officers of the Company;  the principal offices and positions with the
Company  held by each  person  and the date such  person  became a  director  or
executive  officer of the Company.  Each serves until the next annual meeting of
the stockholders.

Names of Executive
Officers and Directors     Age     Position                Date of Appointment
----------------------     ---     ---------               -------------------
Carol Slavin               60      Director/President      April 12, 2002
Linda Hannon               60      Director/Secretary      April 12, 2002
Elizabeth Jaeger           30      Director                April 12, 2002

Carol Slavin, 60 , Director/President has 26 years experience encompassing every
phase of consumer  product  development  from  labeling  requirements  to source
components  and  suppliers.  In addition,  Ms.  Slavin has been  involved in all
aspects of the  nutritional  supplement  products  business for over 10 years. A
former fashion editor, she also has an extensive public relations, promotion and
media writing  background.  Special assignments she created on a freelance basis
include initiating a liason with the White House to obtain then First Lady Betty
Ford as  honored  guest  for a City of  Hope  Medical  Center  fund  raiser  and
successful  execution of extensive broadcast and print coverage for the National
Father's Day Council and the International  Fashion Group programs,  Los Angeles
chapter.  Ms. Slavin has completed courses in Journalism and English at Cerritos
College,  and was previously employed by Neurochemical  Research Corporation for
the past 5 years.

Linda  Hannon,  60,  Director/Secretary,  has  served  for the past 5 years as a
Customer  Service  Supervisor  for  AutoDoc  Software,  a producer of Palm Pilot
software for physicians.  Previously,  she worked in customer  service for LabCo
Pharmaceuticals' hospital,  clinical market segment and industrial accounting in


                                       12
<PAGE>

the nutritional supplement and energy industries,  as well as with Eagle Energy,
a petroleum  business.  Ms Hannon has studied  business and accounting at Cuesta
College. and spent several years

Elizabeth  Jaeger,  30, Director,  is Vice President and Marketing  Director for
Cannon  Associates,  a civil engineering and planning firm whose major client is
UNOCAL and has served in that  capacity for the past 5 years.  She is a graduate
of the University of Washington with a B.A. degree in communications.

ITEM 10. EXECUTIVE COMPENSATION

The following table sets forth certain  information  concerning the compensation
paid by the Company for services  rendered in all capacities to the Company from
January 1,  2002,  through  the fiscal  year ended  December  31,  2002,  of all
officers and directors of the Company.

                                                           Securities
Name and Principal                                         Underlying
Positions at 12/31/02      Salary    Bonus   Compensation   Options

Carol Slavin                -0-       -0-         -0-         -0-
Director/President

Linda Hannon                -0-       -0-         -0-         -0-
Director/Secretary

Elizabeth Jaeger           -0-        -0-         -0-         -0-
Director


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

The following  table sets forth,  as of December 31, 2002,  certain  information
with  respect  to the  beneficial  ownership  of our  common  stock  by (i) each
director and officer of the Company, (ii) each person known to the Company to be
the beneficial  owner of 5% or more of the  outstanding  shares of common stock,
with such  person's  address,  and (iii) all of the  directors and officers as a
group. Unless otherwise  indicated,  the person or entity listed in the table is
the beneficial owner of the shares and has sole voting and investment power with
respect to the shares indicated.


Name of Beneficial Owner                    Shares Beneficially
or Name of Officer or Director              Owned                   Percent
------------------------------              -------------------     -------
Carol Slavin                                1,080,000               3.6%
Director/President
P.O. Box 260 Santa Margarita, CA 93453

Linda Hannon                                  540,000               1.8%
Director/Secretary
33 Villa Santa Barbara
Paso Robles, CA 93446

Elizabeth Jaeger                              540,000               1.8%
Director/Secretary
132 Broad Street
San Luis Obispo, CA 93405

                                       13
<PAGE>

Broadwalk Investment Corp                   3,760,000               12.7%
P.O. Box 260
Santa Margarita, CA 93453

Coslabs, Ltd.                               4,518,738               15.2%
1350 E. Flamingo #1091
Las Vegas, NV 89719

North American Equity                       4,500,000               15.2%
P.O. Box 101
Santa Margarita, CA 93453

Philip M. Young & JoAnn Young               4,140,000               13.9%
FamilyTrust
18036 N. 15th  Street
Phoenix, AZ 85022
---------------------------------------------------------------------------
Total Director/Officer/                    19,078,738               64.2%
5% Owners

ITEM 12. CERTAIN RELATIONSHIPS AND RELATED PARTY TRANSACTIONS.

On June 10, 2002 the Company  purchased the trademark  registration  "Zit Stick"
(#1,314,233),  from Daniel Tennant for 750,000 shares of stock. Value was placed
at $18,750. Mr. Tennant is the husband of the Company's President, Carol Slavin.

On June 10, 2002 the Company issued  1,000,000  shares of common stock to Philip
M. Young in payment of a debt in the amount of $12,825.

On June 10, 2002 the Company issued 1,250,000 shares of common stock to Coslabs,
Ltd. in exchange for debt and accrued interest of $40,902.  Natasha Tennant, the
daughter of the Company's President,  Carol Slavin, is the President of Coslabs,
Ltd.

On October 30, 2002,  Daniel  Tennant,  Broadwalk  Investment Corp and Philip M.
Young returned to the Company an aggregate  amount of 8,400,000 shares of common
stock.

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

Exhibit No.    Description and Method of Filing
-------------- --------------------------------
3.1.1          Articles and Plan of Merger,  as filed with the Nevada  Secretary
               of State on April 12, 2002. (1)

23.1           Consent of Independent Auditor

99.1           Certification of Chief Executive Officer

99.2           Certification of Chief Executive Officer
 -------------------------------------------------------------------------------








(1) Incorporated by reference to Form 8-K filed June 20, 2002.


                                       14
<PAGE>
                                    PART IV
                                   FINANCIALS

Report of Independent Certified Public Accountant ........................... 15

Balance Sheets as December 31, 2002 and 2001 ................................ 16

Statement of Operations as December 31, 2002 and 2001 ....................... 17

Statement of Stockholders' Equity for the period December 31, 1999
  to December 31, 2002 ...................................................... 18

Statement of Cash Flows for the years 2002, 2001 and 2000 ................... 19

Notes to Financial Statements .......................................... 20 - 26

                            SHELLEY INTERNATIONAL CPA
                               161 E. 1st. St. #1
                                 Mesa, AZ 85201
                                 (480) 461-8301

                REPORT OF INDEPENDENT CERTIFIED PUBLIC ACCOUNTANT
               ---------------------------------------------------

To the Board of Directors/Audit Committee
12 TO 20 PLUS, INCORPORATED

     I  have  audited  the  accompanying  balance  sheets  of  12  TO  20  PLUS,
INCORPORATED  as of  December  31,  2002 and  December  31, 2001 and the related
statements of  operations,  stockholders'  equity,  and cash flows for the years
ended  December 31, 2002,  2001 and 2000.  These  financial  statements  are the
responsibility of the Company's  management.  My responsibility is to express an
opinion on these financial statements based on my audit.

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

     In my opinion,  the financial  statements referred to above present fairly,
in all material respects, the financial position of 12 TO 20 PLUS,  INCORPORATED
as of  December  31,  2002 and 2001 and the related  statements  of  operations,
stockholders' equity, and cash flows for the years ended December 31, 2002, 2001
and 2000 in conformity  with  generally  accepted  accounting  principles in the
United States.

     The accompanying  financial statements have been prepared assuming that the
Company will continue as a going  concern.  The Company has  experienced  losses
since  inception.  This factor  raises  substantial  doubt  about the  Company's
ability to continue as a going  concern.  This factor and others are detailed in
notes. These financial statements do not include any adjustments relating to the
recoverability  and  classification  of asset carrying amounts or the amount and
classification  of liabilities that might result should the Company be unable to
continue as a going concern.

 March 26, 2003                                               Shelley Intl., CPA

                                       15
<PAGE>


FINANCIAL STATEMENTS

                           12 TO 20 PLUS, INCORPORATE
                                 Balance Sheets
                         as December 31, 2002 and 2001

<table>
<caption>

                                                  12/31/2002   12/31/2001
                                                -------------------------
<S>                                                     <C>          <C>
                                     Assets
Cash                                                   1,087
Inventory                                              3,442        3,442
Prepaid Expenses                                           -
                                                 ------------------------

Total Current Assets                                   4,529        3,442
                                                 ------------------------

Equipment net                                          2,500        3,500
                                                 ------------------------

Other Assets
Trade Mark and Formulas                               23,750        5,000
                                                 ------------------------

Total Other Assets                                    23,750        5,000
                                                 ------------------------

    Total Assets                                      30,779       11,942
                                                 ========================

                      Liabilities and Stockholders' Equity

Liabilities
Bank Overdraft                                                         46
Accounts Payable                                      18,584        2,426
Notes Payable                                         42,467       79,333
                                                 ------------------------

Total Current Liabilities                             61,051       81,805
                                                 ------------------------


Stockholders' Equity
Common Stock, authorized shares
100,000,000; outstanding shares 12/31/02
29,700,000, 12/31/01 6,073,483 shares,
par value $0.001                                      29,700        6,073
Additional Paid in Capital                            40,317        6,437
Stock Subscribed                                       3,000
Retained Earnings (Loss)                            (103,289)     (82,373)
                                                 ------------------------

    Total Stockholders' Equity                       (30,272)     (69,863)
                                                 ------------------------

    Total Liabilities and Stockholders' Equity        30,779       11,942
                                                 ========================
</table>
   The accompanying notes are an integral part of these financial statements.

                                       16
<PAGE>



                           12 TO 20 PLUS, INCORPORATE
                             Statement of Operations
                          as December 31, 2002 and 2001
<table>
<caption>

                                               Year         Year        Year
                                               2002         2001        2000
                                           ------------------------------------
<S>                                             <C>          <C>          <C>
Revenue
        Product Sales                               -            -            -
                                           ------------------------------------

Expenses
        Administrative Expenses                10,129       22,068       30,312
        Consulting                              5,752            -       18,250
        Depreciation                            1,000        1,000        1,000
        Interest Expense                        4,035        5,600        3,733
                                           ------------------------------------
        Total Expenses                         20,916       28,668       53,295
                                           ------------------------------------
Income before Taxes                           (20,916)     (28,668)     (53,295)
                                           ------------------------------------
Provision for Income Taxes                          -            -            -

Net Income (Loss)                             (20,916)     (28,668)     (53,295)
                                           ====================================
Primary and Diluted Earnings per Share           a            a           a
                                           ------------------------------------
Weighted Average Number of Shares          19,129,597    6,073,483    4,571,798
                                           ------------------------------------
</table>


a = less than $0.001

The foreward stock splits were applied retroactively to the earnings per share

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

                                       17
<PAGE>


                          12 TO 20 PLUS, INCORPORATED
                       Statement of Stockholders' Equity
             for the period December 31, 1999 to December 31, 2002
<table>
<caption>

                                                          Offering      Warrants  Accumulated
                                      Common Stock       Additional      Stock                     Total
                                   Shares      Amount  Paid in Capital Subscribed   Deficit       Equity
                                 -----------------------------------------------------------------------
<S>                                  <C>         <C>             <C>        <C>         <C>        <C>
Total as of December 31, 1999    3,070,112       3,070          (2,660)                  (410)         -

Purchase of equipment            1,668,539       1,669           3,331                             5,000
Stock for services                 667,416         667             433                             1,100
Purchase of stock                  667,416         667             333                             1,000

Total loss for year                                                                   (53,295)
                                 -----------------------------------------------------------------------
Total as of December 31, 2000    6,073,483       6,073           6,437                (53,705)   (41,195)

Total loss for year                                                                   (28,668)   (28,668)
                                 -----------------------------------------------------------------------
Total as of December 31, 2001    6,073,483       6,073           6,437          -     (82,373)   (69,863)

Stock exchanged for services       266,966         267           1,733                             2,000
Trademark purchased with stock   5,005,618       5,006          13,744                            18,750
Stock exchanged for debt         6,674,157       6,674           6,151                            12,825
Stock exchanged for debt         8,342,697       8,343          32,559                            40,902

recapitalization/reverse merger
with Loughran/Go Corporation     3,337,079       3,337         (20,307)                          (16,970)
                                                                                                       -
Stock Subscribed                                                            3,000                  3,000
Total Loss for year                                                                   (20,916)   (20,916)
                                ------------------------------------------------------------------------
Balance, December 31, 2002      29,700,000      29,700          40,317      3,000    (103,289)   (30,272)
                                ========================================================================

</table>

The above shares have been adjusted for two foreward splits and one stock return

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

                                       18
<PAGE>


                          12 TO 20 PLUS, INCORPORATED
                            Statement of Cash Flows
                       for the years 2002, 2001 and 2000
<table>
<caption>
                                  Year            Year            Year
                                  2002            2001            2000
                              ------------------------------------------
<S>                                <C>             <C>             <C>
Net Income (Loss)                (20,916)        (28,668)        (53,295)

Prepaid Expenses                                   2,287          (2,287)
Inventory                              -          14,558         (18,000)
Depreciation net                   1,000           1,000             500
Payables                          (5,003)          5,137          (2,665)
Stock for services                 2,000               -           1,100
                              ------------------------------------------
Cash Provided by Operations      (22,919)         (5,686)        (74,647)

Investing Activities
Purchase of Equipment net         16,970               -               -
                              ------------------------------------------
Cash Utilized for Investing       16,970               -               -
                              ------------------------------------------
Financing Activities

Notes Payable net                  4,036           5,600          73,733
Sale of Common Stock               3,000               -           1,000
                              ------------------------------------------

  Cash Provided by Financing       7,036           5,600          74,733
                              ------------------------------------------
Net Cash                           1,087             (86)             86

Beginning Cash                         -              86               -
                              ------------------------------------------
Ending Cash                        1,087               -              86
                              ==========================================
Supplemental Information
</table>
Year 2002, Taxes paid $0, Interest expense $3,733
Year 2001, Taxes paid $0, Interest expense $5,600
Year 2000, Taxes paid $0, Interest expense $4,035

Significant non cash transactions

See Note 4 for details of stock transactions

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

                                       19
<PAGE>

                           12 TO 20 PLUS, INCORPORATED

                          NOTES TO FINANCIAL STATEMENTS

NOTE 1. OVERVIEW OF OPERATIONS AND ACCOUNTING POLICIES

12  TO  20  PLUS  INCORPORATED   (originally   Loughran/Go   Corporation),   was
incorporated  on April 26, 1996.  The Company was organized to  manufacture  and
market  over-the-counter  medical  remedies and similar  products through retail
establishments.  During 1996 the Company  purchased  formulae for the  remedies.
During  the year 2000  inventory  was  purchased  and  additional  promotion  of
products was begun.  Although no sales have taken place to date,  management has
actively been distributing samples and expects sales to begin soon.

The  accompanying  financial  statements  have been  prepared  assuming that the
Company will  continue as a going  concern.  As  reflected  in the  accompanying
financial  statements,  the Company had negative cash flow from  operations  and
incurred a net loss during the previous two years.  The financial  statements do
not include any adjustments relating to the recoverability and classification of
recorded asset amounts or the amounts and  classification  of  liabilities  that
might be necessary should the Company be unable to achieve  sufficient cash flow
from operations or secure adequate future  financing and be therefore  unable to
continue as a going concern.

Product Development

Currently the Company has rights to manufacture and market six products,  namely
the Zit Stick Patch,  Zit Stick,  Pimple  Pencil,  Zit Stick  Facial Wash,  Body
Cleansing  Bar and  Blemish-Free  Lotion.  The Company also holds the rights the
trademark Zit Stick.

Marketing Strategy

The Company  plans to market its products  through an animated web site designed
by an  illustrator  who  creates  special  effects for the movie  industry.  The
Company may also sell to Drugstore.com.  Consumer  advertising in magazines will
promote the web site  experience.  The Company had initially sought to sell into
large drug chains,  however,  the cost of doing business with these retailers is
prohibitive and in addition, each sale is guaranteed by the vendor.

Revenue Recognition

The Company will recognize revenue upon shipment to the web site purchaser

Research and Development

The  Company  expenses  product  research  and  development  costs  as they  are
incurred.  The Company  does not expect to have much  research  and  development
costs.

Advertising

Advertising costs are expensed as incurred.  Advertising  expense totaled $0 for
the year 2002, $0 for the year 2001 and $0 for the year 2000.

Inventory

The Company  contracts  with a third party to  manufacture  the units and is not
billed for nor  obligated  for any  work-in-process.  Inventory  is all finished
goods and is stated at lower of cost or  market on a FIFO  basis.  Reduction  in


                                       20
<PAGE>

inventory  during  the year 2001 is  attributable  to  passing  out  samples  to
potential customers.

                                     12/31/02        12/31/01           12/31/00

                                        3,442            3,442            18,000
                                       ------           ------           -------
Equipment

Equipment  is  depreciated  using the  straight-line  method over the  estimated
useful lives, which is five years.

Fixed assets consist of the following:

                                    12/31/02     12/31//01     12/31/00
      Office equipment                 5,000         5,000        5,000
                                       -----         -----        -----
      Total fixed assets               5,000         5,000        5,000

      Less: Accumulated depreciation  (2,500)       (1,500)        (500)
                                     -------       -------        -----
      Total                            2,500         3,500        4,500
                                     -------        ------       ------
Trademark and Formulae

      Formulae                         5,000         5,000        5,000
      Trademark                       18,750             0            0
      Accumulated Amortization
        or Impairment                     (0)           (0)          (0)
                                      ------        ------       ------
      Net Patents                     23,750         5,000        5,000

The Company  purchased the rights to five formulae on July 23, 1996.  These were
purchased with stock.

                                                 Pre-split   Post-split
      Name                             Value        Shares       Shares
      Zit Stick trademark             $1,000        10,000       66,742
      Zit Stick formula                1,000        10,000       66,742
      Facial Wash                      1,000        10,000       66,742
      Body Cleansing Bar               1,000        10,000       66,742
      Blemish-Free Lotion              1,000        10,000       66,740
                                      ------        ------     --------
      Total                           $5,000        50,000      333,708
                                      ------        ------     --------

On June 10, 2002 the Company  purchased the trademark  registration  "Zit Stick"
(#1,314,233),  from its owner, Daniel Tennant, for 750,000 pre-split,  5,005,618
post-split shares of stock. Value was placed at $18,750. The previous owner is a
company  controlled by a major  shareholder.  No  amortization or impairment has
been taken against this value during the year 2002.

Use of Estimates

The preparation of financial  statements in conformity  with generally  accepted
accounting principles requires management to make estimates and assumptions that
affect  the  reported  amounts  of assets  and  liabilities  and  disclosure  of
contingent  assets and  liabilities at the date of the financial  statements and
the reported amounts of revenue and expenses during the reporting period. Actual
results could differ from those estimates.

                                       21
<PAGE>

Earnings per Share

The basic earnings  (loss) per share is calculated by dividing the Company's net
income available to common shareholders by the weighted average number of common
shares during the year. The diluted  earnings  (loss) per share is calculated by
dividing the Company's net income (loss) available to common shareholders by the
diluted  weighted  average  number of shares  outstanding  during the year.  The
diluted  weighted  average  number of shares  outstanding  is the basic weighted
number  of  shares  adjusted  as of the  first of the  year for any  potentially
dilutive debt or equity.

The Company has no potentially dilutive securities outstanding at the end of the
statement  periods.  Therefore,  the basic and diluted earnings (loss) per share
are presented on the face of the statement of operations as the same number.

Stock Based Compensation

The Company accounts for its stock based  compensation  based upon provisions in
SFAS No. 123, Accounting for Stock-Based  Compensation.  In this statement stock
based  compensation is divided into two general  categories,  based upon who the
stock receiver is, namely, employees/directors and non-employees/directors.  The
employees/directors  category is further divided based upon the particular stock
issuance plan, namely compensatory and non-compensatory.  The employee/directors
non-compensatory  securities  are  recorded  when the stock is sold at the sales
price. The compensatory  stock may be recorded in one of two different  methods.
Compensation is calculated and recorded either at the securities'  fair value or
intrinsic  value.  The Company has selected to utilize the fair value method for
valuing and recording options.

Warranty and Right of Return

The Company  currently does not have a warranty or right of return  policy.  The
Company  plans to secure  product  liability  insurance  as soon as it commences
shipment of goods.


NOTE 2. NOTES PAYABLE AND CAPITAL LEASE OBLIGATIONS:

Notes payable and capital lease obligations consist of the following:

                                    12/31/02      12/31/01     12/31/00
                                    --------      --------     --------
Demand note from shareholder
Interest at 8%                        35,000        70,000       70.000

Accrued Interest                       7,467         9,333        3,733
                                      ------        ------       ------
Total  Notes Payable                  42,467        79,333       73,733
                                      ------        ------       ------

NOTE 3. STOCKHOLDERS' EQUITY

Authorized Capital Stock

The Company  (Loughran/Go  Corporation) was  incorporated  April 29, 1996 in the
state of Nevada. The Company is authorized to issue 100,000,000 shares of common
stock.  The  two  forward  stock  splits  and one  stock  retirement  have  been
retroactively  and ratably  applied to all share  amounts  listed  below  unless
otherwise stated.

                                       22
<PAGE>

The Company founders were issued 410,000 pre-split,  2,736,406 post-split shares
of common stock to cover the costs of incorporation, which was $410.

The Company  purchased the rights to use five  formulae on July 23, 1996.  These
were purchased with stock.
                                                 Pre-split   Post-split
      Name                             Value        Shares       Shares
      Zit Stick trademark             $1,000        10,000       66,742
      Zit Stick formula                1,000        10,000       66,742
      Facial Wash                      1,000        10,000       66,742
      Body Cleansing Bar               1,000        10,000       66,742
      Blemish-Free Lotion              1,000        10,000       66,740
                                      ------        ------      -------
      Total                           $5,000        50,000      333,708
                                      ------        ------      -------
Year 2000

The Company sold 100,000  pre-split,  667,416  post-split shares of common stock
for $1,000 on March 5, 2000.

On March 31,  2000 the  Company  traded  consulting  valued  at $500 for  50,000
pre-split, 333,708 post-split shares of common stock.

On March 31, 2000 the Company  traded the rental of office  equipment  valued at
$600 for 50,000 pre-split, 333,708 post split shares of common stock.

On April 1, 2000 the Company purchased  computer equipment valued at $5,000 with
250,000 pre-split, 1,668,539 post-split shares of common stock.

Year 2002

On June 10, 2002 the Company  purchased the trademark  registration  "Zit Stick"
(#1,314,233),   from  its  Daniel  Tennant  for  750,000  pre-split,   5,005,618
post-split  shares of stock.  Value was placed at $18,750.  No  amortization  or
impairment has been taken against this value during the year 2002.

On June 10, 2002 the Company issued 1,000,000  pre-split,  6,674,157  post-split
shares of common stock to a shareholder in exchange for debt of $12,825 acquired
in the merger with Loughran/Go.

On June 10, 2002 the Company issued 1,250,000  pre-split,  8,342,697  post-split
shares of common stock in exchange for debt and accrued interest of $40,902.

On June 13, 2002 the Company  approved a forward  stock split of 3 shares for 1.
This increased the number of shares from 4,450,000 to 13,350,000.

On October  30,  2002 three of the major  shareholders  returned  to the Company
8,400,000  shares of common stock. As part of this same  transaction the Company
approved a second forward stock split of 6 to 1.

      Shares at 9/30/02                         13,350,000
      Shares returned to Company                (8,400,000)
                                              ------------
      Shares remaining                           4,970,000
      Forward stock split                       29,700,000

On December 19, 2003 the Company sold for $3,000  16,667 shares of common stock.
This  stock has not been  issued  yet and is listed  as stock  subscribed  as of
December 31, 2002.  This stock is  convertible  into a note at 9% interest if it
has not been issued within 12 months.

                                       23
<PAGE>

The foregoing shares were issued in private  transactions or private  placements
intended to meet the requirements of one or more exemptions from registration.

NOTE 3. INCOME TAXES:

The Company  provides for income taxes under  Statement of Financial  Accounting
Standards No. 109, Accounting for Income Taxes. SFAS No. 109 requires the use of
an asset and  liability  approach in accounting  for income taxes.  Deferred tax
assets  and  liabilities  are  recorded  based on the  differences  between  the
financial statement and tax bases of assets and liabilities and the tax rates in
effect when these differences are expected to reverse.

SFAS No. 109  requires  the  reduction  of  deferred  tax assets by a  valuation
allowance if, based on the weight of available evidence,  it is more likely than
not that some or all of the  deferred  tax assets will not be  realized.  In the
Company's opinion, it is uncertain whether they will generate sufficient taxable
income in the future to fully utilize the net deferred tax asset. Accordingly, a
valuation allowance equal to the deferred tax asset has been recorded. The total
deferred  tax  asset  is  $22,724,  which is  calculated  by  multiplying  a 22%
estimated  tax rate by the  cumulative  NOL of  $103,289.  The  total  valuation
allowance is a comparable $22,724.

The provision for income taxes is comprised of the net change in deferred  taxes
less the valuation  account plus the current taxes payable as shown in the chart
below.

                                    12/31/02      12/31/01     12/31/00
                                    --------      --------     --------
      Net change in deferred taxes         0             0            0
      Current taxes payable                0             0            0
      Provision for Income Taxes           0             0            0


Below is a chart  showing the  estimated  federal net  operating  losses and the
years in which they will expire.

                                        Year        Amount   Expiration
                              1999 and prior        23,832         2011
                                        2000        29,873         2020
                                        2001        28,668         2021
                                        2002        20,916         2022
                                                   -------
                                   Total NOL       103,289
                                                   -------

The Company  has filed no income tax  returns  since  inception.  Management  is
planning to complete these during the first part of 2003.

NOTE 4. LEASES AND OTHER COMMITMENTS:

The office  rent is month to month.  The  numbers  shown  below  assume that the
Company will remain in its current office space.

                       Year 1      Year 2      Year 3      Year      4 Year 5
Office Lease            7,213       7,213       7,213     7,213         7,213


                                       24
<PAGE>

NOTE 5. THE EFFECT OF RECENTLY ISSUED ACCOUNTING STANDARDS

Below is a listing of the most  recent  accounting  standards  SFAS  142-147 and
their effect on the Company.

SFAS 142 Goodwill and Other Intangibles Assets

This  Statement  addresses  financial  accounting  and  reporting  for  acquired
goodwill and other  intangible  assets and  supersedes  APB 17. It addresses how
intangible assets that are acquired  individually or with a group (but not those
acquired  in a  business  combination)  should  be  accounted  for in  financial
statements  upon their  acquisition.  This Statement also addresses how goodwill
and other  intangible  assets  should  be  accounted  for  after  they have been
initially  recognized in the financial  statements.  The effective date for this
Statement is December 15, 2001.

SFAS 143 Accounting for Asset Retirement Obligations

This Statement  addresses  financial  accounting  and reporting for  obligations
associated with the retirement of tangible  long-lived assets and the associated
asset retirement costs.  This Statement  applies to all entities.  It applies to
legal  obligations  associated  with the  retirement of  long-lived  assets that
result  from the  acquisition,  construction,  development  and (or) the  normal
operation of a long-lived asset,  except for certain obligations of leases. This
Statement  amends SFAS 19. The  effective  date for this  Statement  is June 15,
2002.

SFAS 144 Accounting for the Impairment or Disposal of Long-Lived Assets

This Statement addresses  financial  accounting and reporting for the impairment
or disposal of  long-lived  assets.  This  statement  supersedes  SFAS 121,  the
accounting  and reporting  provisions of APB 30 and amends ARB 51. The effective
date of this Statement is December 15, 2001.

SFAS 145 Extra-ordinary item classification, Sale-lease-back classification

This statement  rescinds SFAS 4, 44 and 64 and reinstates APB 30 as the standard
for the  classification of gains and losses of the  extinguishment of debt as an
operating  lease be accounted for under the  sale-lease-back  provisions of SFAS
98. The effective date of this statement is May 15, 2002.

SFAS 146 Accounting for Costs Associated with Exit or Disposal Activities

This statement  requires  companies to recognize  costs  associated with exit or
disposal  activities,  other than SFAS 143 costs,  when they are incurred rather
than at the date of a commitment to an exit or disposal plan.  Examples of these
costs are lease  termination  costs,  employee  severance costs  associated with
restructuring,  discontinued operation, plant closing, or other exit or disposal
activity. This statement is effective after December 15, 2002.

SFAS 147 Acquisitions of Certain  Financial  Institutions - an amendment of FASB
Statement No. 72 and 144 and FASB Interpretation No. 9

This statement  makes the acquisition of financial  institutions  come under the
statements 141 and 142 instead of statement 72, 144 and FASB  Interpretation No.
9. This statement is applicable for acquisition on or after October 1, 2002.

The adoption of these new  Statements is not expected to have a material  effect
on the Company's financial position, results or operations, or cash flows.

                                       25
<PAGE>

NOTE 6. SEGMENT INFORMATION

Segment information is presented in accordance with SFAS 131,  Disclosures about
Segments of an Enterprise and Related  Information.  This standard is based on a
management  approach,  which  requires  segmentation  based  upon the  Company's
internal  organization and disclosure of revenue based upon internal  accounting
methods. From inception through September 30, 2002 the Company has not generated
any sales and  therefore  has no segment  information.  It is expected that once
sale  begin  segment  information  will  include  sales by  product  and well as
geographic areas.

NOTE 7. COMPLIANCE WITH SARBANES-OXLEY ACT OF 2002

The  Company  does  not  currently  comply  with  all of the  provisions  of the
Sarbanes-Oxley  Act of 2002.  It is the  intention of the Company to comply with
the rules and  structure  mandated  therein.  To this end the Company is seeking
potential independent directors.

The new Act also  requires  an audit  committee  to  consist  of at least  three
independent members, one of which needs to be a financial and accounting expert.
Currently,  the Company  has no separate  audit  committee  and is also  seeking
potential audit committee members to serve on its future audit committee.

It  should  be  noted  that  the  Company  may  experience   trouble  attracting
independent  directors  because,  at this time,  it does not have  Directors and
Officers Liability Insurance in place.

NOTE 8.  MERGER WITH LOUGHRAN/GO

On April 12, 2002 the Company merged with  Loughran/Go  Corporation  which was a
Nevada corporation.  Loughran/Go Corporation was the surviving corporation.  The
merger was a recapitalization accounted for as a reverse acquisition. This means
that the historical  numbers of 12 TO 20 PLUS,  INCORPORATED  are to be used for
comparative  purposes.  The  Company  name  was then  changed  to 12 TO 20 PLUS,
INCORPORATED.  The purpose of the merger was to make the Company more attractive
to  investors.  The raising of  additional  capital  would enable the Company to
continue to promote its products.

The balance sheet of Loughran/Go prior to the merger was as follows.

         Assets                                          0
         Payables                                   16,970
                                                  --------
         Negative Net Worth                        (16,970)
                                                  --------

                                   SIGNATURES

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


                                            12 TO 20 PLUS, INC.



Date: March 31, 2003                        By /s/ Carol Slavin
                                            -----------------------------------
                                            Carol Slavin, President

                                       26
<PAGE>

                                  EXHIBIT 23.1

                         CONSENT OF INDEPENDENT AUDITOR

Shelley, Int'l  C.P.A.
Certified Public Accountant


The Board of Directors
12 to 20 Plus, Incorporated


Dear Sirs:

This letter will  authorize you to include the Audit of your company dated March
26,  2003,  in the Form  10-KSB to be filed  with the  Securities  and  Exchange
Commission.


Yours Truly,

/s/ Mark Shelley, C.P.A.
------------------------
Shelley Int'l, C.P.A.

March 26, 2003





                                  EXHIBIT 99.1

                CERTIFICATION PURSUANT TO RULE 13a-14 AND 15d-14
             UNDER THE SECURITIES EXCHANGE ACT OF 1934, AS AMENDED

I,  Carol  Slavin,  Chief  Executive  Officer  and  Chairman  of  Board  of  the
Registrant, 12 to 20 Plus, Inc., certify that:

     1. I have reviewed this  quarterly  report on Form 10-KSB of 12 to 20 Plus,
Inc.;

     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 of 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 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 the  Registrant's  board of directors (or persons  performing  the equivalent
function):

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

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

     6. The Registrant's  other certifying  officer and I have indicated in this
quarterly  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.

Dated:  March 31, 2003                             /s/ Carol Slavin
                                                   -----------------------------
                                                     Carol Slavin
                                                     Chief Executive Officer and
                                                     Chairman of the Board



                                  EXHIBIT 99.2

                            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 12 to 20 Plus,  Inc. (the "Company") on
Form 10-KSB for the year ending  December 31, 2002, as filed with the Securities
and Exchange  Commission  on the date hereof (the  "Report"),  I, Carol  Slavin,
President  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:

     (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 result of  operations of the
Company.



/s/Carol Slavin
------------------------
Carol Slavin
President