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UNITED STATESSECURITIES AND EXCHANGE COMMISSIONWashington, D.C. 20549

FORM 10-QSB

(Mark One)

x QUARTERLY REPORT
  UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
  For the quarterly period ended September 30, 2003

 ̈ TRANSITION REPORT
  UNDER SECTION 13 OR 15(d) OF THE EXCHANGE ACT
  For the transition period from ____________ to __________

Commission file number: 001-16063

JUPITER ENTERPRISES, INC.(Exact name of small business issuer as specified in it charter)

|NEVADA                                                         | 98-0208667                       
|-------------------------------------------------------------- | ---------------------------------
|(State or other jurisdiction of incorporation or organization) | (IRS Employer Identification No.)

94 Rue de Lausanne, CH1202, Geneva, Switzerland(Address of principal executive offices)

011-41-22-9000000(issuers telephone number)

(Former name, former address and former fiscal year, if changed
  since last report)

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 such shorter period that the issuer was required to file such reports),
  and (2) has been subject to such filing requirements for the past 90 days. Yes
  x No  ̈

APPLICABLE ONLY TO ISSUERS INVOLVED IN BANKRUPTCYPROCEEDINGS DURING THE PRECEDING FIVE YEARS

Check whether the issuer filed all documents and reports required
  to be filed by Section 12, 13 or 15(d) of the Exchange Act after the distribution
  of securities under a plan confirmed by a court. Yes  ̈
  No  ̈

APPLICABLE ONLY TO CORPORATE ISSUERS

State the number of shares outstanding of each of the issuers
  classes of common equity, as of the latest practicable date: As of November
  12, 2003, the issuer had 1,178,308 shares of common stock, $0.001 par value,
  outstanding.

Transitional Small Business Disclosure Format (Check one):
  Yes  ̈ No x

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INDEX

|                               |                                                       | Page
|------------------------------ | ----------------------------------------------------- | ----
|                               |                                                       |     
|PART I  FINANCIAL INFORMATION |                                                      
|                               |                                                       |     
|Item 1.                        | Financial Statements                                  | F-1 
|                               |                                                       |     
|Item 2.                        | Managements Plan of Operation                        | 1   
|                               |                                                       |     
|Item 3.                        | Controls and Procedures                               | 2   
|                               |                                                       |     
|PART II  OTHER INFORMATION    |                                                      
|                               |                                                       |     
|Item 1.                        | Legal Proceedings                                     | 3   
|                               |                                                       |     
|Item 2.                        | Changes in Securities and Use of Proceeds             | 3   
|                               |                                                       |     
|Item 3.                        | Defaults upon Senior Securities                       | 3   
|                               |                                                       |     
|Item 4.                        | Submission of Matters to a Vote of Securities Holders | 3   
|                               |                                                       |     
|Item 5.                        | Other Information                                     | 3   
|                               |                                                       |     
|Item 6.                        | Exhibits and Reports on Form 8-K                      | 3   
|                               |                                                       |     
|SIGNATURES                     |                                                       | 4   

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JUPITER ENTERPRISES, INC.(A development stage enterprise)
  Balance Sheet September 30, 2003
  (Unaudited)

|ASSETS                                                                    |   |          |  
|------------------------------------------------------------------------- | - | -------- | -
|Other assets:                                                             |   |          |  
|Option to acquire Beijing Bluesky
      Kspan Steel Construction Co., Ltd |   | 91,800   |  
|Deferred charges                                                          |   | 2,886    |  
|Total
      assets                                                        |   | 94,686   |  
|                                                                          |   |          |  
|LIABILITIES                                                               |   |          |  
|Current liabilities:                                                      |   |          |  
|Accounts payable
      and accrued expenses                               | $ | 147,058  |  
|Due to related parties                                                    |   | 79,276   |  
|Total
      current liabilities                                           |   | 226,334  |  
|                                                                          |   |          |  
|Total
      liabilities                                                   |   | 226,334  |  
|                                                                          |   |          |  
|STOCKHOLDERS' EQUITY                                                      |   |          |  
|Common stock, $.001 par value, 100,000,000 shares authorized,             |   |          |  
|1,178,308
      shares issued and outstanding                             |   | 1,178    |  
|Capital in excess of par value                                            |   | 135,467  |  
|Deficit accumulated during the development stage                          |   | (268,293 | )
|Total
      stockholders' equity                                          |   | (131,648 | )
|Total
      liabilities and stockholders' equity                          | $ | 94,686   |  

The accompanying notes are an integral part of these
  statements.

F-1

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JUPITER ENTERPRISES, INC.(A development stage enterprise)
  Statements of Loss For The Periods Ended
  September 30, 2003 and 2002
  (Unaudited)

|                                                  | Inception,     |          |                                |   |           |  
|------------------------------------------------- | -------------- | -------- | ------------------------------ | - | --------- | -
|                                                  | March 12, 1999 |          |                                |   |           |  
|                                                  | through        |          |                                |   |           |  
|                                                  | September 30,  |          | Six Months Ended September 30, |  
|                                                  | 2003           |          | 2003                           |   | 2002      |  
|                                                  |                |          |                                |   |           |  
|Revenues                                          | $              | -        |                                | $ | -         |  
|                                                  |                |          |                                |   |           |  
|General and administrative expenses               |                | 210,715  |                                |   | 25,579    |  
|Operating income (loss)                           |                | (210,715 | )                              |   | (25,579   | )
|                                                  |                |          |                                |   |           |  
|Other income (expense):                           |                |          |                                |   |           |  
|Expenses in connection with abandoned acquisition |                | (57,509  | )                              |   | -         |  
|Interest expense                                  |                | (69      | )                              |   | -         |  
|Total other income (expense)                      |                | (57,578  | )                              |   | -         |  
|Income (loss) before taxes on income              |                | (268,293 | )                              |   | (25,579   | )
|                                                  |                |          |                                |   |           |  
|Provision (credit) for taxes on income            |                | -        |                                |   | -         |  
|Net (loss)                                        | $              | (268,293 | )                              | $ | (25,579   | )
|                                                  |                |          |                                |   |           |  
|Basic earnings (loss) per common share            |                |          |                                | $ | (0.02     | )
|                                                  |                |          |                                |   |           |  
|Weighted average number of shares outstanding     |                |          |                                |   | 1,060,275 |  

The accompanying notes are an integral part of these
  statements.

F-2

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JUPITER ENTERPRISES, INC.(A development stage enterprise)
  Statements of Loss For The Periods Ended
  September 30, 2003 and 2002
  (Unaudited)

|                                                  | Quarter Ended September 30, |          
|------------------------------------------------- | --------------------------- | ---------
|                                                  | 2003                        |          
|                                                  |                             |          
|Revenues                                          | $                           | -        
|                                                  |                             |          
|General and administrative expenses               |                             | 11,293   
|Operating income (loss)                           |                             | (11,293  
|                                                  |                             |          
|Other income (expense):                           |                             |          
|Expenses in connection with abandoned acquisition |                             | -        
|Interest expense                                  |                             | -        
|Total other income (expense)                      |                             | -        
|Income (loss) before taxes on income              |                             | (11,293  
|                                                  |                             |          
|Provision (credit) for taxes on income            |                             | -        
|Net (loss)                                        | $                           | (11,293  
|                                                  |                             |          
|Basic earnings (loss) per common share            | $                           | (0.01    
|                                                  |                             |          
|Weighted average number of shares outstanding     |                             | 1,178,308

The accompanying notes are an integral part of these
  statements.

F-3

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JUPITER ENTERPRISES, INC.(A development stage enterprise)
  Statements of Cash Flows For The Periods Ended
  September 30, 2003 and 2002
  (Unaudited)

|                                                         | Inception,     |          |                                |   |         |  
|-------------------------------------------------------- | -------------- | -------- | ------------------------------ | - | ------- | -
|                                                         | March 12, 1999 |          |                                |   |         |  
|                                                         | through        |          |                                |   |         |  
|                                                         | September 30,  |          | Six Months Ended September 30, |  
|                                                         | 2003           |          | 2003                           |   | 2002    |  
|Cash flows from operating activities:                    |                |          |                                |   |         |  
|Net (loss)                                               | $              | (268,293 | )                              | $ | (25,579 | )
|                                                         |                |          |                                |   |         |  
|Adjustments to reconcile net (loss) to cash              |                |          |                                |   |         |  
|provided (used) by developmental stage
      activities: |                |          |                                |   |         |  
|(Decrease)
      increase in accounts payable            |                | 147,058  |                                |   | 21,087  |  
|Net
      cash flows from operating activities           |                | (121,235 | )                              |   | (4,492  | )
|                                                         |                |          |                                |   |         |  
|Cash flows from investing activities:                    |                |          |                                |   |         |  
|Acquisition of option                                    |                | 91,800   |                                |   | 91,800  |  
|Less,
      Stock issued in connection therewith         |                | (91,800  | )                              |   | (91,800 | )
|(Increase) in deferred charges                           |                | (60,395  | )                              |   |         |  
|Abandoned acquisition costs                              |                | 57,509   |                                |   | -       |  
|Net
      cash flows from investing activities           |                | (2,886   | )                              |   | -       |  
|                                                         |                |          |                                |   |         |  
|Cash flows from financing activities:                    |                |          |                                |   |         |  
|Advances from related parties                            |                | 79,276   |                                |   | 7,991   |  
|Proceeds from sale of common stock                       |                | 41,260   |                                |   | -       |  
|Expenses in connection with capital
      changes        |                | (3,499   | )                              |   | (3,499  | )
|Common stock issued for services                         |                | 7,084    |                                |   | -       |  
|Net
      cash flows from financing activities           |                | 124,121  |                                |   | 4,492   |  
|                                                         |                |          |                                |   |         |  
|Net
      increase (decrease) in cash and equivalents    |                | -        |                                |   | -       |  
|                                                         |                |          |                                |   |         |  
|Cash and equivalents, beginning of period                |                | -        |                                |   | -       |  
|Cash and equivalents, end of period                      | $              | -        |                                | $ | -       |  
|                                                         |                |          |                                |   |         |  
|Supplemental cash flow disclosures:                      |                |          |                                |   |         |  
|Cash paid for interest                                   | $              | 69       |                                | $ | -       |  
|Cash paid for income taxes                               |                | -        |                                |   | -       |  

The accompanying notes are an integral part of these
  statements.

F-4

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JUPITER ENTERPRISES, INC.(A development stage enterprise)
  Notes to Unaudited Financial StatementsSeptember 30, 2003

The accompanying unaudited interim financial statements include
  all adjustments which in the opinion of management are necessary in order to
  make the accompanying financial statements not misleading, and are of a normal
  recurring nature. However, the accompanying unaudited financial statements do
  not include all of the information and footnotes necessary for a complete presentation
  of financial position, results of operations, cash flows and stockholders
  equity in conformity with U.S. generally accepted accounting principles. Except
  as disclosed herein, there has been no material change in the information disclosed
  in the notes to the financial statements included in the Companys annual
  report for the year ended March 31, 2003. Operating results for the six months
  and quarter ended September 30, 2003, are not necessarily indicative of the
  results that can be expected for the year ended March 31, 2004.

Note 1  Development stage activities:

The Company continues to be a development stage enterprise,
  and its activities have been limited to its formation and the raising of equity
  capital and filings with the Securities and Exchange Commission. In its current
  development stage, management expects to continue to incur losses while the
  Company implements its business plan.

Prior to December 31, 2001, the Company had plans to become
  a direct sales marketing company that markets, distributes and sells its own
  brand of natural health products via the internet. In February 2002, the Company
  entered into an agreement with a Chinese company engaged in steel building fabrication
  systems for the Chinese building and construction industry. However this contract
  was terminated as of January 31, 2003. In March, 2003, the Company entered into
  an agreement to acquire 100% of the stock of Beijing Bluesky Kspan Steel Construction
  Co., Ltd (Bluesky).

MingHe-Han, a joint venture domiciled in China, previously
  had the exclusive right to acquire a controlling interest in Bluesky, which
  is owned 77% by Wu Zhenxing and 23% by Harper & Harper, Ltd., a Niue corporation.
  MingHe-Han was indebted to Harper & Harper in the amount of $275,000, and
  assigned its exclusive right to acquire the controlling interest in Bluesky
  to Harper & Harper in exchange for cancellation of the loan.

On May 2, 2003, the Company issued 675,000 shares of restricted
  common stock to Harper & Harper in exchange for an option to acquire all
  of Blueskys stock, as described above. The stock issuance has been valued
  at the quoted market value of Jupiter stock on the date issued ($0.17 per share),
  less a restricted stock discount of 20%.

The Company will continue to be in the development stage until
  such time as it acquires or starts an ongoing business enterprise.

Note 2  Capital stock:

Effective October 21, 2002 the Company effected a 1 for 20
  reverse split of its common stock, under which each shareholder received 1 new
  share of stock for each 20 formerly held. The reverse split has been retroactively
  reflected in the accompanying financial statements. Previously, on December
  10, 2001, the Company completed a 3 for 1 forward stock split whereby three
  shares of the Corporations $0.01 par value common stock outstanding were
  issued for every one share outstanding.

Since its inception, the Company has issued shares of its
  common stock as follows, retroactively adjusted to give effect to the 1 for
  20 reverse split:

F-5

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JUPITER ENTERPRISES, INC.(A development stage enterprise)
  Notes to Unaudited Financial StatementsSeptember 30, 2003

|         |                                     |           |  | Price Per |        |        |  
|-------- | ----------------------------------- | --------- |  | --------- | ------ | ------ | -
|Date     | Description                         | Shares    |  | Share     |        | Amount |  
|         |                                     |           |  |           |        |        |  
|03/30/99 | Shares issued for cash              | 300,000   |  | $         | 0.0333 |        | $
|05/27/99 | Shares issued for cash              | 126,000   |  |           | 0.2000 |        |  
|06/20/00 | Shares issued for cash              | 30,300    |  |           | 0.2000 |        |  
|09/05/02 | Shares issued for services          | 22,000    |  |           | 0.0200 |        |  
|10/21/02 | Shares issued for fractional shares | 8         |  |           | 0.0000 |        |  
|03/05/03 | Shares issued for services          | 25,000    |  |           | 0.2658 |        |  
|05/02/03 | Shares issued for option            | 675,000   |  |           |        |        |  
|         | Cumulative total                    | 1,178,308 |  |           |        |        | $

Note 3 - Uncertainty, going concern:

At September 30, 2003, the Company was not currently engaged
  in a business and had suffered losses from development stage activities to date.
  Although management is currently attempting to implement its business plan (see
  Note 1 in the notes to the financial statements included in the Companys
  Form 10-KSB as of the year ended March 31, 2003), is seeking to acquire certain
  assets as described in Note 1 above, and is seeking additional sources of equity
  or debt financing, there is no assurance these activities will be successful.
  Accordingly, the Company must rely on its officers and directors to perform
  essential functions without compensation until a business operation can be commenced.
  These factors raise substantial doubt about the ability of the Company to continue
  as a going concern. The financial statements do not include any adjustments
  that might result from the outcome of this uncertainty.

F-6

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Item 2. Managements Plan of Operation

Statements contained herein which are not historical facts
  are forward-looking statements as that term is defined by the Private Securities
  Litigation Reform Act of 1995. Although the Company believes that the expectations
  reflected in such forward-looking statements are reasonable, forward-looking
  statements are subject to risks and uncertainties that could cause actual results
  to differ from those projected. The Company cautions investors that any forward-looking
  statements made by the Company are not guarantees of future performance and
  that actual results may differ materially from those in the forward-looking
  statements. Such risks and uncertainties include, without limitation: established
  competitors who have substantially greater financial resources and operating
  histories, regulatory delays or denials, ability to compete as a start-up company
  in a highly competitive market, and access to sources of capital.

Jupiter Enterprises, Inc. (the Company) has generated
  no revenues in the cumulative period from inception through the period ended
  September 30, 2003. The Company has not developed any products or provided any
  services and has experienced difficulties in completing transactions.

On November 28, 2001, the Company entered into an Agreement
  and Plan of Reorganization by and among the Company, Beijing MingHe-Han Science
  and Technology Co., Ltd. (MHST) and certain shareholders of MHST. Pursuant to
  the Agreement, the Company obtained 100% of the shares of MHST in exchange for
  10,000,000 shares of common stock of the Company.

In February 2002, the transaction was restructured whereby,
  in lieu of acquiring MHST as a wholly-owned subsidiary, the Company would acquire
  only certain assets of MHST for the same consideration. In April 2002, the transaction
  with MHST was mutually terminated. All shares of common stock of the Company
  that were issued to the original MHST shareholders pursuant to the original
  Reorganization Agreement dated November 28, 2001 were canceled and returned
  to treasury of the Company. The resignation of the former officers and directors
  of the Company, and the appointment of the current officers and directors of
  the Company were not affected.

On April 8, 2002, the Company and The MingHe Group ("MingHe"),
  a Chinese corporation which operates a construction business in Mainland China,
  entered into an Acquisition Agreement wherein the Company was to acquire the
  entire construction business of MingHe, in exchange for 30,000,000 shares of
  common stock of the Company. The Company was not able to complete the transaction
  as originally agreed, and no shares were issued.

On January 31, 2003, the Company entered into a Termination
  Agreement with MingHe and Yin Mingshan, the sole shareholder of MingHe. Pursuant
  to the Termination Agreement, the Acquisition Agreement was terminated. Mr.
  Mingshan also resigned as a director and officer of the Company, effective December
  31, 2002. The Company also agreed to issue 675,000 shares of its restricted
  common stock to be issued to Harper & Harper, Ltd. (H&H)
  in exchange for the right to acquire a controlling interest in Beijing Bluesky
  Kspan Steel Constitution Company Ltd. (Bluesky). As a result of
  the issuance to H&H, H&H holds a controlling interest in the Company.
  H&H also owns approximately 23% of Bluesky.

On March 12, 2003, the Company entered into an Agreement and
  Plan of Reorganization by and among the Company, Bluesky and the shareholders
  of Bluesky. Pursuant to the Agreement, the Company will obtain 100% of the outstanding
  shares of Bluesky in exchange for 65 million shares of the Company. Although
  the agreement contemplated an immediate closing, the transaction has not yet
  closed.

BlueSky is a steel fabrication company that fabricates heavy
  steel girders for hi-rise construction projects, lightweight steel buildings
  and bridges, as its core business. In addition, BlueSky builds and leases grain
  storage warehouses to the PRCs Ministry of Agriculture. BlueSky was founded
  in 1996 and currently employs approximately 230 people.

During the quarter ended June 30, 2003, the Company prepared
  and issued to shareholders of record as of June 18, 2003, an information statement
  concerning an amendment to the Articles of Incorporation to increase the authorized
  capital from 5 million to 100 million shares of common stock. The action was
  approved by majority consent of the shareholders without a meeting, and proxies
  were not be solicited. The Company filed an Amendment to the Articles of Incorporation
  with the Secretary of State of Nevada on August 20, 2003, increasing the authorized
  capital from 5 million to 100 million shares of common stock.

1

---

There can be no assurance that the Company will be able
  to continue as a going concern or achieve material revenues or profitable operations.
  The Company requires financing, and no assurances can be given that financing
  will be available to the Company in the amounts required, or that, if available,
  will be on terms satisfactory to the Company.

Item 3. Controls and Procedures.

Based on their most recent evaluation, which was completed
  as of the end of the period covered by this periodic report on Form 10-QSB,
  the Company's Chief Executive Officer and Chief Financial Officer believe the
  Company's disclosure controls and procedures (as defined in Exchange Act Rules
  13a-14 and 15d-14) are effective to ensure that information required to be disclosed
  by the Company in this report is accumulated and communicated to the Company's
  management, including its principal executive officer and principal financial
  officer, as appropriate, to allow timely decisions regarding required disclosure.
  During the fiscal quarter to which this report relates, there were no significant
  changes in the Company's internal controls or other factors that could significantly
  affect these controls subsequent to the date of their evaluation and there were
  no corrective actions with regard to significant deficiencies and material weaknesses.

2

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PART II - OTHER INFORMATION

Item 1. Legal Proceedings -None.

Item 2. Changes in Securities and Use of Proceeds 
  None.

Item 3. Defaults upon Senior Securities - None.

Item 4. Submission of Matters to a Vote of Securities Holders

The Company prepared and issued to shareholders of record
  as of June 18, 2003, an information statement concerning an amendment to the
  Articles of Incorporation to increase the authorized capital from 5 million
  to 100 million shares of common stock. The action was approved by majority consent
  of the shareholders without a meeting, and proxies were not be solicited.

Item 5. Other Information

Pursuant to the shareholder action described in Item 4, above,
  the Company filed an Amendment to the Articles of Incorporation with the Secretary
  of State of Nevada on August 20, 2003, increasing the authorized capital from
  5 million to 100 million shares of common stock.

Item 6. Exhibits and Reports on Form 8-K

(a) 	Exhibits:

|Exhibit No. | Description                                                                                                                                                                                                                                                                                                                                  
|----------- | ---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|            |                                                                                                                                                                                                                                                                                                                                              
|2.3         | Agreement and Plan of Reorganization
        dated November 28, 2001 by and among the Company, Beijing MingHe-Han Science
        and Technology Co., Ltd. ("MingHe-Han") and certain shareholders of MingHe-Han
        (Incorporated by reference to Exhibit 2.3 of the current report on Form
        8-K, filed December 14, 2001).      
|            |                                                                                                                                                                                                                                                                                                                                              
|2.4         | Rescission and Restructuring Agreement
        dated February 13, 2002 by and among the Company, Beijing MingHe-Han Science
        and Technology Co., Ltd. ("MingHe-Han") and certain shareholders of MingHe-Han.
        (Incorporated by reference to Exhibit 2.4 of the current report on Form
        8-K/A-1 filed February 19, 2002.)
|            |                                                                                                                                                                                                                                                                                                                                              
|2.5         | Termination Agreement between the Registrant
        and Beijing MingHe-Han Science and Technology Co., Ltd., dated April 8,
        2002 (Incorporated by reference to Exhibit 2.5 of the current report on
        Form 8-K filed April 11, 2002.)                                                                                         
|            |                                                                                                                                                                                                                                                                                                                                              
|2.6         | Acquisition Agreement between the Registrant
        and The MingHe Group dated April 8, 2002 (Incorporated by reference to
        Exhibit 2.6 of the current report on Form 8-K filed April 11, 2002.)                                                                                                                                     
|            |                                                                                                                                                                                                                                                                                                                                              
|2.7         | Termination Agreement by and among the
        Company, The MingHe Group and Yin Mingshan dated January 31, 2003. (Incorporated
        by reference to Exhibit 2.7 of the quarterly report on Form 10-QSB for
        the period ended December 31, 2002).                                                                                  
|            |                                                                                                                                                                                                                                                                                                                                              
|2.8         | Agreement and Plan of Reorganization
        dated March 12, 2003 by and among the Registrant, Beijing Bluesky Kspan
        Steel Constitution Company Ltd. (Bluesky) and certain shareholders
        of Bluesky. (Incorporate by reference to Exhibit 2.7 [sic] of the current
        report on Form 8-K dated March 12, 2003).        
|            |                                                                                                                                                                                                                                                                                                                                              
|3.2         | By-laws, as currently in effect, which
        define the rights of holders of the equity securities being registered
        (Incorporated by reference to the Registrants registration statement
        on Form 10-SB, filed August 14, 2000).                                                                                           

3

---

|3.3  | Articles of Incorporation, as amended and currently
        in effect. (Filed herewith.)                                                                                         
|---- | ---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|     |                                                                                                                                                                                  
|10.1 | Jupiter Enterprises, Inc. 2002 Stock Plan (Incorporated
        by reference to Exhibit 10.1 of the Registrants registration statement
        on Form S-8, file no. 333-86848).
|     |                                                                                                                                                                                  
|31.1 | Section 302 Certification by the Corporations
        Chief Executive Officer. (Filed herewith).                                                                                
|     |                                                                                                                                                                                  
|31.2 | Section 302 Certification by the Corporations
        Chief Financial Officer. (Filed herewith).                                                                                
|     |                                                                                                                                                                                  
|32.1 | Section 906 Certification by the Corporations
        Chief Executive Officer. (Filed herewith).                                                                                
|     |                                                                                                                                                                                  
|32.2 | Section 906 Certification by the Corporations
        Chief Financial Officer. (Filed herewith).                                                                                

(b) Reports on Form 8-K  None.

SIGNATURES

In accordance with the requirements of the Exchange
  Act, the Company caused this report to be signed on its behalf by the undersigned,
  thereunto duly authorized.

|                        | JUPITER ENTERPRISES, INC.
|----------------------- | -------------------------
|                        |                          
|Date: November 18, 2003 | By:                      
|                        |                          
|                        |                          
|Date: November 18, 2003 | By:                      
|                        |                          

4

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EXHIBIT INDEX

|Exhibit No. | Description                                                                                                                                                                                                                                                                                                                                  
|----------- | ---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|            |                                                                                                                                                                                                                                                                                                                                              
|2.3         | Agreement and Plan of Reorganization dated November
        28, 2001 by and among the Company, Beijing MingHe-Han Science and Technology
        Co., Ltd. ("MingHe-Han") and certain shareholders of MingHe-Han (Incorporated
        by reference to Exhibit 2.3 of the current report on Form 8-K, filed December
        14, 2001).      
|            |                                                                                                                                                                                                                                                                                                                                              
|2.4         | Rescission and Restructuring Agreement dated February
        13, 2002 by and among the Company, Beijing MingHe-Han Science and Technology
        Co., Ltd. ("MingHe-Han") and certain shareholders of MingHe-Han. (Incorporated
        by reference to Exhibit 2.4 of the current report on Form 8-K/A-1 filed
        February 19, 2002.)
|            |                                                                                                                                                                                                                                                                                                                                              
|2.5         | Termination Agreement between the Registrant and
        Beijing MingHe-Han Science and Technology Co., Ltd., dated April 8, 2002
        (Incorporated by reference to Exhibit 2.5 of the current report on Form
        8-K filed April 11, 2002.)                                                                                         
|            |                                                                                                                                                                                                                                                                                                                                              
|2.6         | Acquisition Agreement between the Registrant and
        The MingHe Group dated April 8, 2002 (Incorporated by reference to Exhibit
        2.6 of the current report on Form 8-K filed April 11, 2002.)                                                                                                                                     
|            |                                                                                                                                                                                                                                                                                                                                              
|2.7         | Termination Agreement by and among the Company, The
        MingHe Group and Yin Mingshan dated January 31, 2003. (Incorporated by
        reference to Exhibit 2.7 of the quarterly report on Form 10-QSB for the
        period ended December 31, 2002).                                                                                  
|            |                                                                                                                                                                                                                                                                                                                                              
|2.8         | Agreement and Plan of Reorganization dated March
        12, 2003 by and among the Registrant, Beijing Bluesky Kspan Steel Constitution
        Company Ltd. (Bluesky) and certain shareholders of Bluesky.
        (Incorporate by reference to Exhibit 2.7 [sic] of the current report on
        Form 8-K dated March 12, 2003).        
|            |                                                                                                                                                                                                                                                                                                                                              
|3.2         | By-laws, as currently in effect, which define the
        rights of holders of the equity securities being registered (Incorporated
        by reference to the Registrants registration statement on Form 10-SB,
        filed August 14, 2000).                                                                                           

|3.3  | Articles of Incorporation, as amended and currently
        in effect. (Filed herewith.)                                                                                         
|---- | ---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|     |                                                                                                                                                                                  
|10.1 | Jupiter Enterprises, Inc. 2002 Stock Plan (Incorporated
        by reference to Exhibit 10.1 of the Registrants registration statement
        on Form S-8, file no. 333-86848).
|     |                                                                                                                                                                                  
|31.1 | Section 302 Certification by the Corporations
        Chief Executive Officer. (Filed herewith).                                                                                
|     |                                                                                                                                                                                  
|31.2 | Section 302 Certification by the Corporations
        Chief Financial Officer. (Filed herewith).                                                                                
|     |                                                                                                                                                                                  
|32.1 | Section 906 Certification by the Corporations
        Chief Executive Officer. (Filed herewith).                                                                                
|     |                                                                                                                                                                                  
|32.2 | Section 906 Certification by the Corporations
        Chief Financial Officer. (Filed herewith).                                                                                

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