U.S. SECURITIES AND EXCHANGE COMMISSION

                             Washington, D.C. 20549

                                   FORM 10-KSB

(Mark One)

[X] Annual report pursuant to Section 13 or 15(d) of the Securities Exchange Act
    of 1934 For the fiscal year ended February 28, 2003

[ ] Transition  report under Section 13 or 15(d) of the Securities  Exchange Act
    of 1934 For the transition period from ------------ to ----------.

         Commission file number:  000-28777


                               CRESCENT MOON, INC.
                    ----------------------------------------
        (Exact name of small business issuer as specified in its charter)



            Wyoming                                      86-0970157
(State or other jurisdiction of             (I.R.S. Employer Identification No.)
 incorporation or organization)

                     2557 Cannan Road, Bloomfield, NY 14469
                   ------------------------------------------
               (Address of principal executive office) (Zip Code)

                                 (716) 657-1010
                             ----------------------
                           (Issuer's telephone number)


Securities registered pursuant to Section 12(b) of the Act:   None

Securities  registered pursuant to Section 12(g) of the Act: Common Stock, $.001
par value.

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 of
1934  during  the  preceding  12 months  (or for such  shorter  period  that the
Registrant was required to file such report(s), and (2) has been subject to such
filing requirements for the past 90 days. Yes X No ___.




<PAGE>



Indicate by check mark if disclosure of delinquent  filers  pursuant to Item 405
of Regulation  S-K is not contained  herein,  and will not be contained,  to the
best  of  the  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 .

At February 28, 2003,  the aggregate  market value of all shares of voting stock
held by non- affiliates was $250. In determining this figure, the Registrant has
assumed  that  all  directors  and  executive  officers  are  affiliates.   Such
assumption shall not be deemed  conclusive for any other purpose.  The number of
shares  outstanding  of each  class  of the  Registrant's  common  stock,  as of
February  28,  2003,  was as follows:  Common  Stock $.001 par value,  1,450,000
shares.

Total revenues for fiscal year ended February 28, 2003: $258,488

At February  28,  2003,  the number of shares of common  stock  outstanding  was
1,450,000.

Transitional Small Business Disclosure Format (check one): Yes  ; No X



<PAGE>



                                     PART I


ITEM 1.  DESCRIPTION OF BUSINESS

General

         The Company is engaged primarily in the business of providing temporary
restroom  rentals  and  service,  and event  management  for  outdoor  events in
Rochester/Western  New York area. In addition,  the Company acts as a warehouser
for PolyPortables, Inc. by assembling and storing plastic portable toilets.

History

         The Company was incorporated  under the laws of the state of Wyoming on
May 28, 1996 under the name Cherokee Investments, Inc. Before our acquisition of
Rochester Portable  Specialties,  we were an inactive publicly  registered shell
corporation and had no significant  assets or operations.  Daniel Hodges founded
the company and was the sole  officer and  director,  and  majority  shareholder
until the  acquisition  of  Rochester  Portable  Specialties.  On May 6, 2002 we
entered into a acquisition agreement with Rochester Portable  Specialties,  Inc.
of New  York to  acquire  Rochester  Portable  Specialties  and its  assets  and
liabilities.  Our  shareholders  approved the  acquisition  and we completed the
acquisition  on  June  3,  2002.  As a  result  of the  acquisition,  we  issued
1,200,0000  shares of our common stock to the shareholder of Rochester  Portable
Specialties. Additionally, pursuant to the acquisition, Mr. Hodges resigned from
his  positions  with  the  company  and  also  returned  to  Crescent  Moon  for
cancellation  750,000  shares of his original share holding of 800,000 shares of
common stock.  Other than the stock issuance to Mr. Denome,  no other  payments,
including  no  finders  fees  or  consulting  fees,  were  paid  as  part of the
transaction.  Greg Polla, a friend of Robert Demone, then President of Rochester
Portable Specialties, located Mr. Hodges and Cherokee Investments and introduced
the parties to the transaction.

         After the acquisition of Rochester Portable Specialties,  we are in the
business  of  providing  temporary  restroom  rentals  and  service,  and  event
management for outdoor events in Rochester/Western New York area. To reflect our
business, we changed our name from Cherokee Investments,  Inc. to Crescent Moon,
Inc.

Services

         Crescent Moon provides a variety of services including:

                  o        delivering and picking up temporary restroom units.

                  o        cleaning and stocking  temporary  restrooms  monthly,
                           weekly, daily, or hourly.


                  o        event  planning  in the  early  stages  to  determine
                           utility/power requirements;


<PAGE>



                           total  restroom  capacity  needed based on attendance
                           estimates and event  duration;  restroom  location to
                           facilitate  traffic flow in relation to other vendors
                           (food,  drink,  etc.);  and timing and  frequency  of
                           cleaning and re- stockings, etc.

                  o        on-site   coordination   during   events  to  monitor
                           restroom usage and recommend changes, if needed.

Product Design and Construction

         All single  unit  temporary  restrooms,  constructed  of  plastic,  are
purchased from the same manufacturer,  Poly Portables,  to ensure  compatibility
and interchangeability of replacement parts and to reduce inventory requirements
for these parts.

         Restroom  trailers are custom built to meet local market demands.  Four
trailers have been acquired to service  larger events.  These chemical  restroom
trailers are durably built with marine plywood  interiors to facilitate  ease of
cleaning  and repairs of any  vandalism or other  damage.  Top of the line flush
restroom  trailers are  watertight  for ease of cleaning with a more  attractive
white  composite  interior and  porcelain and stainless  steel  fixtures.  These
trailers  were  custom  built to  Crescent  Moon's  specifications  by  Advanced
Containment Systems, Inc., and Ameri-Can Engineering.  All units are designed to
withstand the vibration and torque associated with transportation.

         We have designed an  innovative  pumper truck that utilizes a flat tank
instead of a round tank.  This  enables  drivers to haul more  equipment  at one
time,  saving  significant time and costs in multiple trips to event sites. Four
of these trucks have been built for us with another two in process.

Market

         Crescent  Moon's market is to provide  portable and temporary  restroom
rentals   and   service,   and  event   management,   for   outdoor   events  in
Rochester/Western  New York area.  Outdoors and special  events have  sanitation
needs that Crescent Moon can fill by providing  portable and temporary  restroom
rentals. Crescent Moon serves over 200 individual events in many market segments
including:

                  o        Sporting events such as regattas,  golf  tournaments,
                           and town soccer leagues.  o Annual  neighborhood arts
                           festivals such as The Corn Hill Festival and the Park
                           Avenue Festival o Carnivals and other fund-raisers

                  o        Annual city festivals such as the Lilac Festival

                  o        Outdoor  concerts and music  festivals for the Finger
                           Lakes Performing Arts Center and others, and

                  o        Individual events such as weddings,  graduations, and
                           private parties.


<PAGE>



Customers

         Our main  customers  are the event  planners  themselves.  Large  event
management organizations, such as Beau Productions will utilize our services for
all their events that need temporary restroom  services.  Smaller event planners
such as wedding  consultants and catering companies  coordinate  multiple events
with Crescent Moon during each season.  Additional customers are those in charge
of planning only one event such as a  not-for-profit  fund-raiser or a corporate
picnic.

         Crescent  Moon  markets its  services  directly to event  planners  and
organizers.  Our marketing strategy is to keep in phone contact with local event
planners and  organizers  in order to assist them in  ascertaining  their needs.
Additionally,  Crescent Moon  advertises its services such as in the local phone
book.

         Our two  biggest  customers  accounting  for  approximately  21% of our
revenue are the Buffalo Bills  football  club,  and Beau  Productions,  an event
productions  company. The Buffalo Bills football club holds an eight week summer
training camp hosted at St. John Fisher College in Rochester, New York. While we
have had only year to year  agreements  with the Buffalo Bills  football club to
provide temporary  restroom  facilities for their training camp, we believe that
it is likely that they will continue to use our services for the eight-year term
contract that they have with St. John Fisher  College.  Beau  Productions  is an
event production and promoting company that we have worked with for seven years.
We currently have a contract with Beau  Productions  that provides that they use
Crescent Moon as their preferred  provider for any of their  temporary  restroom
needs. That contract has three year remaining before it expires.

         We have no other  material  contracts  with our  customers.  We have no
contracts  with our  suppliers.  For our supplies,  we generally seek quotes and
shop around for best prices.

Competition

         The Company is not a significant participant in the national market for
temporary restroom rentals and service. There are established national companies
that have significantly  greater financial and personnel  resources than we have
in this field. In the  Rochester/Western New York area market that Crescent Moon
serves, the Company is a significant participant in that they supply over 80% of
the restroom rentals in that local special event marketplace.

Intellectual Property

         We hold a  federal  trademark  for  "Crescent  Moon." We do not own any
other intellectual property.

Government Regulation

         Our business relating to the handling,  transportation  and disposal of
waste is  subject  to  extensive  and  complex  rules and  regulations  of,  and
examinations by, federal, state and local


<PAGE>



government  authorities,  including New York State  Department of  Environmental
Conservation,  Monroe County Waste Water  Authority,  and OSHA. We apply for and
receive  a  permit  from  the  New  York  State   Department  of   Environmental
Conservation,  Waste  Transporter  Permit # 8A-567 which  identifies the septage
waste  material that we handle,  that we may transport an unlimited  quantity of
septage waste  materials,  and that we dispose of such septage waste material by
pumping out at approved facilities.  This permit is set to expire on January 31,
2004.  We apply for and  receive a permit  from the Monroe  County  Waste  Water
Authority,  Scavenger Waste Hauler Discharge Permit # 766,  District 8520, which
allows us to dispose of septage waste at local Monroe County  facilities for our
waste disposal,  where we pay a per gallon fee for waste we dispose. This permit
is set to expire on  February  15,  2004.  We must have the waste that we handle
tested by the Monroe  County  Waste  Water  Authority  to ensure that we are not
disposing  hazardous  wastes. We also apply for and receive permits based on the
weight  class and types of vehicles  we use from the New York State  Highway use
tax permit,  Permit # D55964 18th Series which  expires  December 31, 2005,  and
Interstate  Federal  Highway use tax permit,  Permit  16-1477715  which  expires
December 31, 2003.

         Although we believe we have systems and  procedures  in place to ensure
compliance  with  these  requirements  and  believe  that  we  currently  are in
compliance in all material  respects with  applicable  federal,  state and local
laws,  rules,  regulations,  there can be no assurance of full  compliance  with
current laws, regulations and rules, that more restrictive laws, regulations and
rules will not be adopted in the future, or that existing laws,  regulations and
rules. The occurrence of any such event could make compliance substantially more
difficult  or  expensive,  expose us to claims  and  administrative  enforcement
actions,  or otherwise  materially and adversely affect our business,  financial
condition and prospects.

Employees

         We have 4 full-time  employees.  Our employees are not represented by a
union. We considers our relations with our employees to be satisfactory.

ITEM 2.  DESCRIPTION OF PROPERTY

         Crescent  Moon has entered into a lease  agreement  with its  president
Robert P. Denome on July 1, 1998 for its 1,500  square  foot office  facilities.
The rental  charges are  approximately  $375 per month and this lease expired in
June 30, 2003.  Crescent Moon has also entered into a lease  agreement  with its
president  Robert P. Denome on August 1, 1997 for its four acre storage lot. The
rental charges are  approximately  $350 per month and this lease expired in July
31, 2002. The leases have remained in effect on a month to month basis.

         We have assets of portable toilets, trailers,  associated equipment and
office equipment with a value of approximately $413,000 as of February 28, 2003.
This is comprised of the  following  assets:  two hundred  single-unit  portable
toilets; ten handicap toilets; two 12 x 6 foot flush trailers; one 12 foot flush
trailer;  one 16 foot  flush  trailer;  one 20 foot  flush  trailer;  one  4-Job
Restroom trailer;  nine holding tanks and tools; two hauling trailers;  one 1996
Dodge  Pump  Truck;  and one 1994  Freightliner  Pump  Truck.  These  assets are
encumbered  by our  outstanding  bank loans with a total  outstanding  amount of
$20,659 as of February 28, 2003.


<PAGE>



ITEM 3.  LEGAL PROCEEDINGS

         No material legal proceedings to which the Company (or its director and
officer in his capacity as such) is party or to which property of the Company is
subject is pending and no such material proceeding is known by management of the
Company to be contemplated.

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

         None.

                                     PART II

ITEM 5.  MARKET FOR COMMON EQUITY AND RELATED STOCKHOLDER
MATTERS

         Our common stock is not listed or quoted at the present time, and there
is no public  market  for our common  stock.  There can be no  assurance  that a
public  market for our common stock will ever  develop.  Holders of common stock
are entitled to receive such dividends as may be declared by the Company's Board
of  Directors.  No  dividends on the common stock have been paid by the Company,
nor does the Company  anticipate  that dividends will be paid in the foreseeable
future.

         We have no options or warrants outstanding at the current time.

         As of February 28, 2003, there were approximately 27 shareholders.




ITEM 6.  MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION
AND RESULTS OF OPERATIONS OR PLAN OF OPERATION

         The  following  discussion  should  be read  in  conjunction  with  the
Financial Statements and notes thereto.

Results of Operations

Revenues

         Total  revenues  decreased 9% for the year ended February 28, 2003 were
$258,488  compared to $285,304 for the year ended  February  28, 2002.  Revenues
consist  primarily of fees  collected for the rental and  management of portable
restrooms.  Our  revenues  decreased  in 2003 as compared  to 2002,  due to less
equipment  rental as a result of the  general  economic  slowdown  in the United
States.  However,  rental fees are expected to return to the same level in 2004.
Due to the  seasonality of our business  whereby we generate most of our revenue
during the warmer months when there are a greater  number of outdoor events that
we service, we generally have a significant net loss for the first


<PAGE>



quarter  of each  fiscal  year.  Additionally,  in order  to keep our  employees
working  year round,  we tend to purchase  new  equipment  for assembly and make
repairs to old equipment during the winter months.

Costs and Expenses

         Crescent  Moon had costs and expenses for year ended  February 28, 2003
in the  amount of  $249,761  compared  to  $281,779  for the same  period  ended
February 28, 2002. Costs and expenses consist primarily of supplies,  chemicals,
selling and marketing expenses and general and administrative  expenses. The 11%
in expenses was directly related to not producing as much rental income as 2002,
thus operating expenses are naturally lower.

Net Income

         Crescent Moon had net loss for the year ended  February 28, 2003 in the
amount  of  ($1,373)  compared  to a net  income of  $2,155  for the year  ended
February 28, 2002.

Liquidity and Capital Resources

         For the years ended February 28, 2003 and 2002,  $66,670 and $75,632 in
cash flow was provided by operating activities.

         At February 28, 2003,  Crescent Moon had total current assets of $3,312
compared to $1,980  current  assets at February 28,  2002.  We had a net working
capital  deficit  of  $105,565  and  $82,083  at  February  28,  2003  and  2002
respectively.

         Net stockholders'  deficit for Crescent Moon was $12,681 as of February
28, 2003 and $11,308 at February 28, 2002.

         At  February  28,  2003,  Crescent  Moon had net cash in the  amount of
$66,670  provided by its operating  activities  compared to $75,632 for the same
period ended February 28, 2002. Net cash used in investing activity,  consisting
of the purchase of fixed assets, was $37,882 as of February 28, 2003 compared to
net cash used in the amount of $110,709 for the same period  ended  February 28,
2002.  With  the  economic  downturn,  we  had  reduced  revenues.   Management,
therefore, reduced expenditures of fixed assets in 2003 in order to mitigate the
risks posed by the economic climate.  Net cash used by its financing  activities
was $27,997 as of February 28, 2003  resulting from the decrease of the business
line of credit and corresponding net advances from Mr. Denome.  For February 28,
2002,  net cash provided from financing  activities was $9,419.  At February 28,
2003 Crescent  Moon had cash in the amount of $2,771  compared to $1,980 for the
year ended February 28, 2002. We expect that we will be able to satisfy our cash
requirements for the next twelve months from our existing cash flow.

         Additionally,  Crescent  Moon  has  a  business  line  of  credit  with
Manufacturers and Traders Trust in the amount of $50,000 at the interest rate of
prime plus 1 1/2  percent.  As of February  28,  2003,  the line of credit had a
$44,202 balance, while at February 28, 2002 the line of credit had a


<PAGE>



balance of $41,000.  Robert  Denome,  president of Crescent  Moon,  has advanced
money to the company. On February 28, 2003, the advances totaled $10,030,  while
as of February 28, 2002, advances from Mr. Denome totaled $18,687.  The advances
made by Mr. Denome are due on demand and are non-interest bearing.  There are no
agreements or understandings with Mr. Denome to provide advances in the future.

         Management believes that there are no known material trends,  events or
uncertainties  that have or are reasonably  likely to have a material  impact on
our short-term or long-term liquidity.

Outstanding Loans

         In addition to the Line of Credit  mentioned  above,  Crescent  Moon is
carrying  three loans as of February  28,  2003.  One loan is a note  payable to
Manufacturers  and  Traders  Trust  Bank with an  original  principal  amount of
$25,000 due August 1, 2003 payable at $812.36 per month with an interest rate of
prime plus 1%. As of February 28, 2003, this loan had a balance of $4,728. There
is a second  note  payable  to  Manufacturers  and  Traders  Trust  Bank with an
original  principal  amount of $25,000 due  December 24, 2005 payable at $531.31
per month with an interest  rate of prime plus 1 1/2 %. As of February 28, 2003,
this loan had a balance of $15,931.  Lastly,  as of February 28, 2003,  advances
from Mr.  Denome  totaled  $10,030.  The advances  made by Mr. Denome are due on
demand and are non-interest bearing.

Seasonality

         Crescent  Moon's  business  is  seasonal,  with its  revenue  generated
primarily  during  the warmer  weather  months  when it  provides  its  portable
restroom services to outdoor festivals and events.

ITEM 7.  FINANCIAL STATEMENTS

         The financial  statements  are included  beginning at F-1. See Index to
the Financial Statements.

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

         None.

                                    PART III

ITEM 9.  DIRECTORS, EXECUTIVE OFFICERS, PROMOTERS AND CONTROL
PERSONS

Directors and Executive Officers.

         The members of the Board of  Directors  of the Company  serve until the
next  annual  meeting  of  stockholders,  or until  their  successors  have been
elected. The officers serve at the pleasure of the


<PAGE>



Board of Directors.  Information as to the director and executive officer of the
Company is as follows:


Name of Director/Officer                 Age          Position(s) with Company
------------------------                              ------------------------

Robert P. Denome                         39           President, CEO & Director

         Robert  P.  Denome  has  over  20  years  of  experience  in the  Waste
Management industry.  Growing up in the family business,  Mendon Disposal, Inc.,
Mr. Denome took over  management of the business in 1987. In December  1991, the
family company was sold to Waste Management, Inc. (WMI). Mr. Denome then went to
work for WMI, first  supervising  residential solid waste routes and then taking
over the  management of the division  known as  Port-O-Let/Modulaire  -- special
event  services  grossing  over $900,000 per year.  From 1992 through 1993,  Mr.
Denome held the position of supervisor of Port-O-Let, and from 1993 through 1995
he held the position of  department  manager of  Port-O-Let/Modulaire  and Event
Services.  During the course of the four years that he worked with WMI,  through
December of 1995, Mr. Denome gained  valuable  experience in the operations of a
larger corporation including marketing new product introductions, route analysis
and  efficiency  improvement,  financial  justifications  for  major  purchases,
profitability  studies  per  product  line,  and more.  Mr.  Denome  left WMI in
December of 1995 and began operating Crescent Moon, Inc. in January 1996.

ITEM 10.  EXECUTIVE COMPENSATION

         The following table sets forth all compensation paid by us to the chief
executive officer,  Robert Denome and the four most highly compensated executive
officers for services rendered during the last three fiscal years.
<TABLE>
<CAPTION>
                                                                                                  Long-Term
                                                                                             Compensation Awards
                                                                       -------------------------------------------------------------
                                                    Annual                Restricted           Securities                 All
        Name and                                 Compensation                Stock             Underlying                Other
                                         -----------------------------
   Principal Position           Year        Salary         Bonus            Awards            Options/ SARS           Compensation
-------------------------    ----------  ------------ ---------------- ----------------- -----------------------  ------------------

<S>                          <C>         <C>          <C>              <C>               <C>                      <C>
Robert Denome                2003        $      5,200 $              - $               - $                     -  $                -
President, CEO               2002               8,300                -                 -                       -                   -
                             2001               7,800                -                 -                       -                   -
</TABLE>


Director Compensation

         Directors  currently receive no cash compensation for their services in
that capacity.  Reasonable out-of-pocket expenses may be reimbursed to directors
in connection with attendance at meetings.




<PAGE>



ITEM 11.  SECURITY OWNERSHIP OF BENEFICIAL OWNERS AND MANAGEMENT

Principal Shareholders

         The table  below sets forth  information  as to each  person  owning of
record or who was known by the Company to own  beneficially  more than 5% of the
1,450,000 shares of issued and outstanding  Common Stock,  including  options to
acquire stock of the Company as of February 28, 2003 and  information  as to the
ownership of the Company's Stock by each of its directors and executive officers
and by the  directors  and  executive  officers as a group.  Except as otherwise
indicated,  all shares are owned  directly,  and the persons  named in the table
have  sole  voting  and  investment  power  with  respect  to  shares  shown  as
beneficially owned by them.
<TABLE>
<CAPTION>

Name and Address of                     Nature of                           # Shares
Beneficial Owner                        Ownership                           Owned                   Percent
--------------------------------------- ----------------------------------  ----------------        -------------
<S>                                     <C>                                 <C>                     <C>
Principal Shareholders and Stockholdings of Management
Robert Denome
2557 Cannan Road
Bloomfiled, NY 14469                    Common                              1,200,000               83%

All Officer and Directors
  As a Group                                                                1,200,000               83%
</TABLE>


ITEM 12.  CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS

         Crescent Moon has entered into a lease agreement with its president and
director  Robert P.  Denome on July 1, 1998 for its  1,500  square  foot  office
facilities.  The rental charges are approximately  $375 per month and this lease
expires in June 30, 2003.  Crescent Moon has also entered into a lease agreement
with its president and director  Robert P. Denome on August 1, 1997 for its four
acre storage lot. The rental charges are  approximately  $350 per month and this
lease  expires in July 31, 2002.  The lease has remained in effect on a month to
month basis on the same terms as the original written lease.

         Crescent  Moon  leases a four  acre  parcel  from  Robert  Demone,  the
company's  president,  director and majority  shareholder for approximately $350
per month under an operating lease. The lease began August 1, 1997 and the lease
term  expired on July 31,  2002.  The lease has remained in effect on a month to
month basis on the same terms as the original written lease.

         Crescent Moon leases warehouse space from Robert Demone,  the company's
president,  director and majority  shareholder for approximately  $375 per month
under an operating  lease. The warehouse lease began July 1, 1998 and expires on
June 30, 2003.

         Crescent  Moon  leases a  ten-unit  trailer  from  Robert  Demone,  the
company's president,


<PAGE>



director and majority  shareholder  for $200 per year under an operating  lease.
The lease began March 1, 1998 and  expired on January  31,  2001.  The lease has
remained in effect on a month to month  basis on the same terms as the  original
written lease.

         The Company  leases a pick-up truck from Robert  Demone,  the company's
president,  director  and  majority  shareholder  for  $684 per  month  under an
operating  lease.  The lease began July 1, 1998 and expired March 31, 2001.  The
lease has  remained in effect on a month to month basis on the same terms as the
original  written lease.  The Company  leases a twenty-unit  trailer from Robert
Demone, the company's president,  director and majority shareholder for $756 per
year under an operating  lease. The lease began June 1, 1998 and expired January
31, 2001. The lease has remained in effect on a month to month basis on the same
terms as the original written lease.

         Robert  Demone,   the  company's   president,   director  and  majority
shareholder,  advanced to Crescent Moon funds in the amount totaling  $10,030 as
of February 28,  2003.  The  unsecured,  non-  interest  bearing  advances  were
utilized by the Company to acquire  supplies and to pay off its higher  interest
rate  bank  loans  and line of  credit.  The  advances  made by Mr.  Denome  are
non-interest   bearing  and  due  on  demand.   There  are  no   agreements   or
understandings with Mr. Denome to provide advances in the future.

ITEM 13.  EXHIBITS AND REPORTS ON FORM 8-K

(a)      EXHIBITS

         The  following  documents  are filed  herewith or have been included as
         exhibits to previous  filings with the Commission and are  incorporated
         herein by this reference:

         Exhibit No. Exhibit

         *3       Articles of Incorporation

         *3.2     Bylaws

         *3.1     Amended Articles of Incorporation

         31.1     Certification  Pursuant to Section  302 of the  Sarbanes-Oxley
                  Act of 2002.

         32.1     Certification  Pursuant to Section  906 of the  Sarbanes-Oxley
                  Act of 2002.

(b)      Reports on Form 8-K.

         A Current  Report was filed on June 3, 2002,  announcing  the change in
         control of president and director.

*        Incorporated  herein  by  reference  from  Registrant's  Form  10SB12G,
         Registration Statement, dated January 5, 2000.


<PAGE>



ITEM 14. CONTROLS AND PROCEDURES

         The Company's Chief Executive  Officer and Chief Financial Officer have
concluded,  based on an evaluation  conducted within 90 days prior to the filing
date of this  annual  report  on Form 10- KSB,  that  the  Company's  disclosure
controls and  procedures  have  functioned  effectively  so as to provide  those
officers the information necessary whether:

         (i) this annual report on Form 10-KSB contains any untrue  statement of
         a material fact or omits 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 on Form 10-KSB, and

         (ii) the financial statements, and other financial information included
         in this annual  report on Form 10-KSB,  fairly  present in all material
         respects the financial condition,  results of operations and cash flows
         of the  Company as of, and for,  the periods  presented  in this annual
         report on Form 10-KSB.

         There  have  been no  significant  changes  in the  Company's  internal
controls or in other factors since the date of the Chief Executive Officer's and
Chief  Financial  Officer's  evaluation  that could  significantly  affect these
internal controls,  including any corrective actions with regards to significant
deficiencies and material weaknesses.


























<PAGE>



                                   SIGNATURES

         In accordance  with Section 13 or 15(d) of the Securities  Exchange Act
of 1934,  the  registrant  caused  this report to be signed on its behalf by the
undersigned, thereunto duly authorized.

CRESCENT MOON, INC.

By:   /s/ Robert P. Denome
   -----------------------------------------
      Robert P. Denome
      President and Director
     (Principal Executive and Financial Officer)

Date: November 19, 2003


<PAGE>
                               CRESCENT MOON, INC.


                                       -:-

                          INDEPENDENT AUDITOR'S REPORT

                           FEBRUARY 28, 2003 AND 2002













<PAGE>






                                    CONTENTS
<TABLE>
<CAPTION>
                                                                                                          Page

<S>                                                                                                        <C>
Independent Auditor's Report...............................................................................F - 1

Balance Sheets
  February 28, 2003 and 2002...............................................................................F - 2

Statements of Operations for the
  Years Ended February 28, 2003 and 2002...................................................................F - 3

Statement of Stockholders' Equity
  Years Ended February 28, 2003 and 2002...................................................................F - 4

Statements of Cash Flows for the
  Years Ended February 28, 2003 and 2002...................................................................F - 5

Notes to Financial Statements..............................................................................F - 6
</TABLE>



<PAGE>







                          INDEPENDENT AUDITOR'S REPORT


Crescent Moon, Inc.


         We have audited the accompanying  balance sheets of Crescent Moon, Inc.
as of February  28, 2003 and 2002,  and the related  statements  of  operations,
statement  of  stockholders'  equity  and cash  flows  for the two  years  ended
February 28, 2003.  These  financial  statements are the  responsibility  of the
Company's  management.  Our  responsibility  is to  express  an opinion on these
financial statements based on our audits.

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

         In our opinion,  the  financial  statements  referred to above  present
fairly, in all material respects,  the financial position of Crescent Moon, Inc.
as of February 28, 2003 and 2002, and the results of its operations and its cash
flows for the two years ended  February 28, 2003 in  conformity  with  generally
accepted accounting principles in the United States of America.


                                                    Respectfully Submitted,



                                                    /s/ Robison, Hill & Co.
                                                    Certified Public Accountants

Salt Lake City, Utah
November 13, 2003






                                      F - 1

<PAGE>



                               CRESCENT MOON, INC.
                                 BALANCE SHEETS
<TABLE>
<CAPTION>
                                                                                          February 28,
                                                                             --------------------------------------
ASSETS                                                                              2003                2002
------                                                                       ------------------  ------------------
<S>                                                                          <C>                 <C>
     Current Assets:
          Cash                                                               $            2,771  $            1,980
          Income Tax Receivable                                                             541                   -
                                                                             --------------------------------------
               Total Current Assets                                                       3,312               1,980
                                                                             ------------------  ------------------

     Property and Equipment:
          Office Furniture and Equipment                                                 11,332               2,510
          Port-O-Pot and Trailers                                                       384,539             355,479
          Polyportable Equipment                                                         18,116              18,116
          Less Accumulated Depreciation                                                (310,533)           (268,346)
                                                                             ------------------  ------------------
               Net Fixed Assets                                                         103,454             107,759
                                                                             ------------------  ------------------

     Other Assets: Deferred Tax Assets                                                    2,834                   -
                                                                             ------------------  ------------------

TOTAL ASSETS                                                                 $          109,600  $          109,739
                                                                             ==================  ==================

LIABILITIES AND STOCKHOLDER'S EQUITY
     Current Liabilities:
          Accounts Payable                                                   $           32,886  $            8,251
          Accrued Expenses                                                                3,150                   -
          Customer Deposits                                                               1,446                   -
          Advances from Shareholder                                                      10,030              18,687
          Bank Line of Credit                                                            44,202              41,000
          Current Portion of Long-Term Debt                                              17,163              16,125
                                                                             ------------------  ------------------
               Total Current Liabilities                                                108,877              84,063
                                                                             ------------------  ------------------

     Non-Current Liabilities:
          Long-Term Notes Payable                                                        13,404              36,984
                                                                             ------------------  ------------------
                Total Non-Current Liabilities                                            13,404              36,984
                                                                             ------------------  ------------------

TOTAL LIABILITIES                                                                       122,281             121,047
                                                                             ------------------  ------------------

     Stockholders' Equity:
          Common Stock, Par Value $.001, Authorized
          100,000,000 shares, Issued and Outstanding
          1,450,000 and 1,200,000 at February 28, 2003 and 2002                           1,450               1,200
          Additional Paid in Capital                                                      8,650               8,900
          Retained Earnings (Deficit)                                                   (22,781)            (21,408)
                                                                             ------------------  ------------------
               Total Stockholders' Equity                                               (12,681)            (11,308)
                                                                             ------------------  ------------------

TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY                                   $          109,600  $          109,739
                                                                             ==================  ==================
</TABLE>

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

                                      F - 2

<PAGE>




                               CRESCENT MOON, INC.
                            STATEMENTS OF OPERATIONS
<TABLE>
<CAPTION>




                                                                                       For the Year Ended
                                                                                          February 28,
                                                                             --------------------------------------

                                                                                    2003                2002
                                                                             ------------------  ------------------

<S>                                                                          <C>                 <C>
Revenues:                                                                    $          258,488  $          285,304
                                                                             ------------------  ------------------

Expenses:
   Advertising                                                                            3,509               6,786
   General and Administrative                                                           246,252             274,993
                                                                             ------------------  ------------------

      Total Operating Expenses                                                          249,761             281,779
                                                                             ------------------  ------------------

Net Operating Income                                                                      8,727               3,525

Other Income (Expense)
   Gain on Sale of Equipment                                                                  -               3,031
   Interest Expense                                                                     (13,475)             (4,301)
                                                                             ------------------  ------------------

   Net Other Income (Expense)                                                           (13,475)             (1,270)
                                                                             ------------------  ------------------

   Net Income (Loss) Before Taxes                                                        (4,748)              2,255

Income and Franchise Taxes                                                                  541                (100)
Deferred Income Tax                                                                       2,834                   -
                                                                             ------------------  ------------------

     Net Income (Loss)                                                       $           (1,373) $            2,155
                                                                             ==================  ==================

Basic & Diluted Earnings
    (Loss) per Share                                                         $                -  $                -
                                                                             ==================  ==================

Weighted Average Shares                                                               1,265,000           1,200,000
                                                                             ==================  ==================
</TABLE>





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

                                      F - 3

<PAGE>



                               CRESCENT MOON, INC.
                        STATEMENT OF STOCKHOLDERS' EQUITY
                     YEARS ENDED FEBRUARY 28, 2003 AND 2002
<TABLE>
<CAPTION>





                                                                                 Additional           Retained
                                                  Common Stock                    Paid in             Earnings
                                           Shares               Value             Capital            (Deficit)
                                      -----------------   -----------------  ------------------  ------------------

<S>                                   <C>                 <C>                <C>                 <C>
Balance at February 28, 2001                  1,200,000   $           1,200  $            8,900  $          (23,563)

Net Income                                            -                   -                   -               2,155
                                      -----------------   -----------------  ------------------  ------------------

Balance at February 28, 2002                  1,200,000               1,200               8,900             (21,408)

June 3, 2003, Shares Issued in
   Connection with Merger                       250,000                 250                (250)                  -

Net Loss                                              -                   -                   -              (1,373)
                                      -----------------   -----------------  ------------------  ------------------

Balance at February 28, 2003                  1,450,000   $           1,450  $            8,650  $          (22,781)
                                      =================   =================  ==================  ==================
</TABLE>



















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

                                      F - 4

<PAGE>



                               CRESCENT MOON, INC.
                            STATEMENTS OF CASH FLOWS
<TABLE>
<CAPTION>
                                                                                    For the Year Ended
                                                                                       February 28,
                                                                       --------------------------------------------

                                                                               2003                    2002
                                                                       ---------------------   --------------------
CASH FLOWS FROM OPERATING ACTIVITIES:
<S>                                                                    <C>                     <C>
Net Income (Loss)                                                      $              (1,373)  $              2,155
Adjustments to reconcile net loss to net cash
Provided by operating activities
Depreciation                                                                          42,187                 71,177
(Increase) Decrease in Deferred Tax Asset                                             (2,834)                     -
(Increase) Decrease in Income Tax Receivable                                            (541)                     -
Increase (Decrease) Accounts Payable                                                  24,635                  5,073
Increase (Decrease) Accrued Expenses                                                   3,150                      -
Increase (Decrease) Customer Deposits                                                  1,446                 (2,773)
                                                                       ---------------------   --------------------

 Net Cash provided by operating activities                                            66,670                 75,632
                                                                       ---------------------   --------------------

CASH FLOWS FROM INVESTING ACTIVITIES:
Purchase of Fixed Assets                                                             (37,882)              (110,709)
                                                                       ---------------------   --------------------

Net cash provided used by investing activities                                       (37,882)              (110,709)
                                                                       ---------------------   --------------------

CASH FLOWS FROM FINANCING ACTIVITIES:
Proceeds from Notes Payable                                                                -                 24,530
Principal payments on Notes Payable                                                  (21,743)               (29,470)
Net Advances from Shareholder                                                         (9,456)                (7,683)
Net Increase (Decrease) Line of Credit                                                 3,202                 22,042
                                                                       ---------------------   --------------------

 Net Cash Provided by (used in) Financing Activities                                 (27,997)                 9,419
                                                                       ---------------------   --------------------

Net (Decrease) Increase in Cash and Cash Equivalents                                     791                (25,658)
Cash and Cash Equivalents at Beginning of Period                                       1,980                 27,638
                                                                       ---------------------   --------------------

Cash and Cash Equivalents at End of Period                             $               2,771   $              1,980
                                                                       =====================   ====================


SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION:
Cash paid during the year for:
  Interest                                                             $              13,476   $              4,301
  Franchise and income taxes                                           $                   -   $                100

SUPPLEMENTAL DISCLOSURE OF NON-CASH INVESTING AND FINANCING
ACTIVITIES: None
</TABLE>

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

                                      F - 5

<PAGE>



                               CRESCENT MOON, INC.
                          NOTES TO FINANCIAL STATEMENTS
                 FOR THE YEARS ENDED FEBRUARY 28, 2003 AND 2002

NOTE 1 - ORGANIZATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

         This  summary  of  accounting  policies  for  Crescent  Moon,  Inc.  is
presented to assist in understanding  the Company's  financial  statements.  The
accounting policies conform to generally accepted accounting principles and have
been consistently applied in the preparation of the financial statements.

Organization and Basis of Presentation

         The Company was incorporated under the laws of the State of New York on
March 2, 1995.

         On June 3, 2002,  the Company  merged with Cherokee  Investments,  Inc.
(Cherokee),  a Wyoming  corporation.  The merger was  accounted for as a reverse
merger,  with the Company being  treated as the  acquiring  entity for financial
reporting  purposes.  In connection with this merger, the Company issued 250,000
shares of common stock in exchange for the assets and  liabilities  of Cherokee.
As a result of the merger, the Company became a Wyoming corporation.

         The merger was recorded as a recapitalization.  In connection with this
recapitalization, the number of shares outstanding prior to the merger have been
restated  to  their  post  merger  equivalents  (increased  from  25  shares  to
1,200,000).  All  references  in the  accompanying  financial  statements to the
number  of  Common  shares  and  per-share  amounts  for 2002 and 2001 have been
restated to reflect the equivalent number of post merger shares.

Nature of Business

         The Company is primarily in the business of providing portable restroom
services.  In addition the Company acts as a warehouser for PolyPortables,  Inc.
by assembling and storing plastic portable toilets.

Cash and Cash Equivalents

         For purposes of the statement of cash flows, the Company  considers all
highly liquid debt instruments purchased with a maturity of three months or less
to be cash equivalents to the extent the funds are not being held for investment
purposes.

Concentration of Credit Risk

         The  Company has no  significant  off-balance-sheet  concentrations  of
credit  risk such as foreign  exchange  contracts,  options  contracts  or other
foreign  hedging  arrangements.  The Company  maintains the majority of its cash
balances with one financial institution, in the form of demand deposits.

                                      F - 6

<PAGE>



                               CRESCENT MOON, INC.
                          NOTES TO FINANCIAL STATEMENTS
                 FOR THE YEARS ENDED FEBRUARY 28, 2003 AND 2002
                                   (Continued)

NOTE 1 - ORGANIZATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
(Continued)

Pervasiveness of Estimates

         The  preparation of financial  statements in conformity  with generally
accepted  accounting  principles  required  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  revenues  and  expenses  during  the
reporting period. Actual results could differ from those estimates.

Earnings (Loss) per Share

         Basic loss per share has been  computed  by  dividing  the loss for the
year  applicable to the common  stockholders  by the weighted  average number of
common  shares  outstanding  during the years.  There were no common  equivalent
shares outstanding at February 28, 2003 and 2002.

Revenue Recognition

         Revenue is  recognized  as services  are  performed  or as products are
sold.

Fixed Assets

         Fixed  assets are  stated at cost.  Deprecation  expense  for the years
ending  February  28, 2003 and 2002 was $42,187 and  $71,177.  Depreciation  and
amortization are computed using the straight- line and accelerated  methods over
the estimated economic useful lives of the related assets as follows:

         Office Equipment                                     3-5 years
         Port-O-Pot and Trailers                              5-7 years
         Polyportable Equipment                               5-7 years

         Upon sale or other disposition of property and equipment,  the cost and
related  accumulated  depreciation or amortization are removed from the accounts
and any gain or loss is included in the determination of income or loss.

         Expenditures  for  maintenance  and  repairs  are charged to expense as
incurred.  Major overhauls and betterments are capitalized and depreciated  over
their estimated economic useful lives.



                                      F - 7

<PAGE>



                               CRESCENT MOON, INC.
                          NOTES TO FINANCIAL STATEMENTS
                 FOR THE YEARS ENDED FEBRUARY 28, 2003 AND 2002
                                   (Continued)

NOTE 1 - ORGANIZATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
(Continued)

Advertising

         Advertising  costs are  expensed as incurred.  Advertising  expense was
$3,509 and $6,786 for the years ended February 28, 2003 and 2002.

Reclassifications

         Certain  reclassifications  have been  made in the  February  28,  2002
financial statements to conform with the February 28, 2003 presentation.

Income Taxes

         The Company  accounts  for income  taxes under the  provisions  of SFAS
No.109,  "Accounting  for Income  Taxes." SFAS No.109  requires  recognition  of
deferred  income tax assets and  liabilities  for the expected future income tax
consequences,  based on enacted tax laws, of temporary  differences  between the
financial reporting and tax bases of assets and liabilities.

Comprehensive Income

         The Company does not have any accumulated  comprehensive  income items,
and therefore, is not required to report comprehensive income.

NOTE 2 - RENT AND LEASE EXPENSE

         The Company leases  facilities and equipment  under various capital and
operating  leases with  expiration  dates through 2005.  The Company has entered
into a lease  agreements  for its office and  warehouse  facilities.  The rental
charges are  approximately  $725 per month.  The leases expires in June 2002 and
July 2003.

         Equipment  capitalized  under  capital  leases had fair market value of
$20,359 as of June 18, 2001 (date of acquisition of the equipment and assumption
of the related leases by the Company).  Total rental expense for the Company for
the years ended February 28, 2003 and February 28, 2002 was $23,355 and $27,057,
respectively, including rent under month-to month leases.




                                      F - 8

<PAGE>



                               CRESCENT MOON, INC.
                          NOTES TO FINANCIAL STATEMENTS
                 FOR THE YEARS ENDED FEBRUARY 28, 2003 AND 2002
                                   (Continued)

NOTE 2 - RENT AND LEASE EXPENSE (Continued)

Net minimum rental commitments under all non-cancelable  operating leases are as
follows:
<TABLE>
<CAPTION>
                                                             Capital             Operating
                Year Ending December 31,                      Leases              Leases               Total
                                                        ------------------  -------------------  ------------------
<S>                       <C>                           <C>                 <C>                  <C>
                          2003                          $            8,177  $             4,500  $           12,677
                          2004                                       8,177                    -               8,177
                          2005                                       2,725                    -               2,725
                          2006                                           -                    -                   -
                          2007                                           -                    -                   -
                                                        ------------------  -------------------  ------------------
            Total minimum lease payments due                        19,079                4,500              23,579

           Less amounts representing interest                      (1,241)                    -             (1,241)
                                                        ------------------  -------------------  ------------------

                                                        $           17,838  $             4,500  $           22,338
                                                        ==================  ===================  ==================
</TABLE>

         The leases  generally  provides  that  insurance,  maintenance  and tax
expenses  are  obligations  of the  Company.  It is expected  that in the normal
course of business,  leases that expire will be renewed or replaced by leases on
other properties.

NOTE 3 -  RELATED PARTY TRANSACTIONS

         As of February  28,  2003 and  February  28, 2002 the Company  owes the
following to a stockholder of the Company:
<TABLE>
<CAPTION>

                                                                                      February 28,
                                                                          ------------------------------------
                                                                                 2003               2002
                                                                          ------------------  ----------------

Advances, unsecured, non-interest bearing,
<S>                                                                       <C>                 <C>
due on demand                                                             $           10,030  $         18,687
                                                                          ==================  ================
</TABLE>


         The Company  leases a four acre parcel from the  Company's  Stockholder
for  approximately  $350 per month  under an  operating  lease.  The lease began
August 1, 1997 and expired on July 31, 2002. The lease has remained in effect on
a month to month basis.




                                      F - 9

<PAGE>




                               CRESCENT MOON, INC.
                          NOTES TO FINANCIAL STATEMENTS
                 FOR THE YEARS ENDED FEBRUARY 28, 2003 AND 2002
                                   (Continued)

NOTE 3 -  RELATED PARTY TRANSACTIONS (Continued)

         The Company leases  warehouse space from the Company's  Stockholder for
approximately $375 per month under an operating lease. The warehouse lease began
July 1, 1998 and expired on June 30, 2003. The lease has remained in effect on a
month to month basis.

         The Company  leases a ten-unit  trailer from the Company's  Stockholder
for $200 per year under an  operating  lease.  The lease began March 1, 1998 and
expired on January  31,  2001.  The lease has  remained  in effect on a month to
month basis.

         The Company leases a pick-up truck from the Company's  Stockholder  for
$684 per  month  under an  operating  lease.  The lease  began  July 1, 1998 and
expired  March 31,  2001.  The lease has  remained in effect on a month to month
basis.

         The Company leases a twenty-unit trailer from the Company's Stockholder
for $756 per year under an  operating  lease.  The lease  began June 1, 1998 and
expired  January 31, 2001.  The lease has remained in effect on a month to month
basis.

NOTE 4 - INCOME TAXES

         Deferred taxes result from temporary  differences in the recognition of
income and expenses for income tax reporting and financial  statement  reporting
purposes.  The Company had deferred tax benefits of $2,834 and $0 as of February
28, 2003 and 2002,  respectively.  These deferred tax benefits are the result of
differences between book and tax depreciation of fixed assets.

         Income tax expense was $259 and $146 for the years ended  February  28,
2003 and 2002, respectively.

NOTE 5 - LINE OF CREDIT

         The Company has a $50,000 revolving line of credit payable to M&T Bank,
due on demand with  interest of 1.5% over prime.  The balance due on the line of
credit was $44,202 and $41,000 as of February 28, 2003 and 2002, respectively.






                                     F - 10

<PAGE>


                               CRESCENT MOON, INC.
                          NOTES TO FINANCIAL STATEMENTS
                 FOR THE YEARS ENDED FEBRUARY 28, 2003 AND 2002
                                   (Continued)

NOTE 6 - LONG TERM DEBT

         Long-term  liabilities of the Company at February 28, 2003 and February
28, 2002 consists of the following:
<TABLE>
<CAPTION>
                                                                                 February 28,
                                                                      -----------------------------------
                                                                            2003              2002
                                                                      ----------------  -----------------
<S>                                                                   <C>               <C>
Lease Payable to Liberty Financial Group,
due June 18, 2004, payable $681.40 per
month with interest at 13.8%, secured by equipment                    $          9,908  $          19,033


Note  Payable to M&T Bank,  due July 19,  2001,
payable  $502.60 per month with interest at 1%
over prime, secured by personal guarantee by the
Company's Stockholder and UCC                                                        -              2,013

Note  Payable to M&T Bank,  due August 1, 2003,
payable  $812.36 per month with interest at 1.0%
over prime, secured by automotive equipment                                      4,728             13,438

Note payable to M&T Bank, due December 24, 2005,
payable $531.31 per month, with interest at 1.5%
over prime (6.25% at February 28, 2002), secured by
personal guarantee by the Company's Stockholder                                 15,931             18,625
                                                                      ----------------  -----------------
                                                                                30,567             53,109
Less Current Portion                                                            17,163             16,125
                                                                      ----------------  -----------------

          Total Long-Term Liability                                   $         13,404  $          36,984
                                                                      ================  =================
</TABLE>

         Principal  payments  due on  long-term  debt for each of the five years
subsequent to February 28, 2003 and thereafter are as follows:

       Year ending:                Amount
---------------------------  ------------------
           2003                          16,125
           2004                          14,753
           2005                               -
           2006                               -
           2007                               -
        Thereafter                            -
                             ------------------
           Total             $           30,878
                             ==================


                                     F - 11