U.S. SECURITIES AND EXCHANGE COMMISSION
                          Washington, D.C. 20549

                                Form 10-KSB


          ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
                   SECURITIES EXCHANGE ACT OF 1934
            For the fiscal year ended September 30, 2002



                    VISTA CONTINENTAL CORPORATION
            [Formerly known as Century Laboratories, Inc.]

                   COMMISSION FILE NO. 2-90519

        A Delaware Corporation           EIN: 72-0510027

                   851 S. Rampart Blvd. # 150
                      Las Vegas, NV 89145

                    Telephone: 702-228-2077


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

$ 0.001 Par Value Common Shares

Indicate by check mark whether the registrant has (1) 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 such shorter
period that the Registrant was required to file such reports), and (2)
has been subject to such filing requirements for the past 90 days.
Yes X   No.

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 Registrant's knowledge, in definitive
proxy or information statements incorporated by reference in Part III
of this Form 10-K or any amendment to this Form 10-K [X]

State the aggregate market value of the voting stock held by non
affiliates of the Registrant: As of September 30, 2002 $ 25,397,474

The number of shares outstanding of the Registrant's $0.0001 par
value common stock, its only class of equity securities as of
September 30, 2002, was 45,150,283 shares.














PART I

ITEM 1 and 2. DESCRIPTION OF BUSINESS AND PROPERTIES


Introduction

Vista Continental Corporation ("Vista") is a U.S.-based gold,
zirconium and rare earth exploration and development company
with our principal asset being our ownership of 9 mining concessions
in Peru through our 99% owned subsidiary Quillabamba Mining, S.A.C.
In addition to these concessions, on July 12, 2002 we also secured
full mining rights on an additional 10 mining concessions owned by
our majority shareholder through a Peruvian corporation, Rio Grande
Mining, S.A.  These rights were obtained in exchange for a 10% of
consolidated net income royalty and the assumption of Rio Grande's
10% net income royalty payable to a third party. These 19 claims
form a virtually continuous claim block of approximately 65
kilometers along the Urubamba River in central Peru.  here is
one claim that breaks up the continuous nature of our claim block
and we are presently engaged in negotiations to securing full mining
rights to this claim as well.

Company History

A predecessor entity, Quillabamba Mining, S.A.C., was organized
as a Peruvian corporation on July 1, 1998 (see Note 2).  The
Norsoca Trust was created as a California Business Trust on
July 25, 1998.  Thirty five shareholders contributed a total of
$1,430 for 1,430,000 shares.  The proceeds were used to incorporate
Vista Continental Development Corp., ("Vista Development"), a private
corporation, in Nevada on September 24, 1999.  The Norsoca
shareholders swapped their shares one for one for 1,430,000 shares
 of Vista and Norsoca was dissolved.  The owner of Quillabamba Mining
contributed his interest in Quillabamba for a majority ownership of
 Vista in 1999.  Vista Development changed its name to Vista Continental
Corporation ("Vista") on December 16, 1999.  On June 6, 2002 we
completed a reverse merger transaction with Century Laboratories,
Inc. ("Century"), a public company.  In this transaction all outstanding
shares of Vista were exchanged for 39,837,355 or approximately 90.7%,
of Century's common shares.  As a result of this transaction and the
resulting name change we are now a publicly traded company on the NASDAQ
Bulletin Board ("OTCBB") under the symbol VICC.

Mining Concessions

The 19 mining concessions which we own or control give us the
mining rights spanning approximately 65 linear kilometers and have
an area of approximately 9,500 hectares.  All these concessions
are located along the Uruambamba River in Peru.  They contain
riverbed gravel in both active and inactive floodplains and gravels
that have been deposited on hillsides bordering the river. It is
possible that that these gravels have the potential to contain gold,
zirconium and rare earth minerals that may be exploitable economically.
Our intention is to continue the exploration and development of these
concessions to determine the amounts, if any, of these elements
contained within these riverbed and hillside gravel deposits.


Rental Houses


Besides the mining concessions that we own or control the rights
to, we also own 8 rental houses located throughout metropolitan
Las Vegas contributed by non-control shareholders.  The company
has been leasing these houses to generate cash flow and will continue
to do so until it is determined to be in the best interests of the
company to sell these properties.  These properties were mortgaged
with short-term obligations to private investors in August 2002 to
partially and temporarily fund the companies operations in 2002.
The properties are owned by two 100% owned subsidiaries of Vista,
Vista Management Holdings, LLC and Vista Management Holdings II LLC.

Business Purpose

We were formed to develop various mining interests in Peru that we
acquired in 2000 and 2002.  We have spent the last 4 years
studying the property, building a 25-acre base camp, importing
various pieces of mining and processing equipment and raising money
for these activities.  As of January 13, 2003, we believe we are
at least 12 months away from seeing limited commercial production.

Business Activities

In January, 2002 a scoping study on the property was undertaken
by Acres International an international mining consulting firm.
Acres reported the results of its study to us on February 6, 2002.
The purpose of the study was to ensure that the investigation and
subsequent development of the property was proceeding along industry
standards and to evaluate the project in terms of economic potential.
The report concluded that the project warranted further development
and that with a plus or minus 40% accuracy, the breakeven gold grade
for a NPV return of 15% would be 335 mg/M3 (milligrams per cubic meter).
A gold price of $270/oz. was used by Acres International to determine
this cut off grade.

On August 15, 2002, we announced signing a contract with Ruen
Drilling Int. Inc. Sucursal Del Peru, an international drilling
contractor, to begin the comprehensive first-stage drilling program.
This program was started and completed in November, 2002.  This
program was designed to test both types of gravel deposits on our
concessions.  During this program we drilled 28 holes in total at
varying depths, depending on when bedrock was encountered by the
drill rig.  Samples were obtained from the drill every 1.5 meters.
These samples were prepared by our employees for assay at our on site
sample preparation facility and a portion of the sample was then sent
to independent assay laboratories for analysis.  The two laboratories
we used were CIMM Peru S.A. and ALS Chemex in Vancouver.  Gold values
were determined via amalgamation methods.  A summary of the program
and its results follows.

Palma Real West

Eight holes were drilled in this area, an active floodplain located
5 kilometers west of the village of Palma Real.  Bedrock was
encountered at very deep levels, over 50 meters, indicating the
potential for much larger volumes of gravel than originally assumed.
While assay results are still pending on some of these holes, Hole
5 encountered a significant gold intercept at a depth of 25 meters.
This intercept assayed at 12,000 mg/m3 (milligrams per
cubic meter) substantially higher than the breakeven gold
grade calculated by Acres International in their report.
Further intercepts were encountered in this hole near the
surface that assayed at 650 mg/m3.  This hole was at the
western edge of the planned drill pattern and a large area
to the west is still unevaluated at this point in time.
There is no assurance that similar test results will be
encountered further to the west in this area.


Football Terrace

This area is one of the hillside gravel deposit areas.
It is located in an inactive flood plain and is located
approximately two kilometers downstream from the camp and
processing site facility.  Four holes were drilled in this
area.  Bedrock proved difficult to find in this area.  The
deepest hole was drilled to approximately 45 meters when
it had to be abandoned due to difficulty in obtaining the
samples from the drill.  Bedrock had not been encountered
at this depth.  Further work in this area is planned for
the future with one of the goals to be to define the bedrock
depth.  At 45 meters this suggests a greater volume of gravel
than originally assumed.  All samples from this area were sent
out for assay and almost all of them returned gold intercept
values.  Hole 2 had the highest gold value of approximately 580
mg/m3.  In total, three of the holes contained gold intercepts
above 300 mg/m3 with Hole 4 returning continuity of gold
intercepts over a 15 meter interval. Rare Earth Oxide and zirconium
intercepts were also encountered in the samples.  A detailed
laboratory testing program has been initiated to determine
the potential economic values of these materials.

Palma Real East

Seven holes were drilled in this area, an active floodplain
located approximately 3 kilometers east of the village of Palma
Real, and approximately 15 kilometers downstream from the camp
and processing facility. Bedrock was encountered at a depth of
approximately 52 meters indicating the potential for larger
volumes of gravels than originally assumed.  Near surface gold
intercepts were encountered in 5 of the seven holes.  Hole 3
returned a gold intercept of 1,260 mg/m3 at a depth of approximately
10 meters and Hole 4 returned a gold intercept 2,033 mg/M3 at a
depth of approximately 4 meters.  Rare Earth Oxide and zirconium
intercepts were also encountered, in greater concentrations than
encountered in the Football Terrace area; however, until the detailed
laboratory-testing program can be completed it is impossible to
determine whether these results suggest an economically viable
quantity of these minerals.

Test Mine Area

Nine holes were drilled in this area located immediately adjacent
to the camp and processing plant facility.  Bedrock was encountered
at a depth of 30 meters indicating the potential for greater volumes
or gravel than originally assumed.  180 samples, representing 7 of
the 9 holes were assayed.  Of these, 144 were found to contain gold,
although significantly below the cut off grade of 300 mg/m3
established by Acres International.  Due to these low gold
values and in an effort to manage costs the remaining samples
were not sent out for assay.  The samples that were assayed
also showed positive results for rare earth oxides and
zirconium, however, until the detailed laboratory testing
program can be completed it is impossible to determine whether
these results suggest an economically viable quantity of these
minerals.

Mapping Activities

In addition to the drilling program, we concluded the
preparation of a detailed contour map of our entire claim
block. The preparation of this map will enable us to better
evaluate our exploration results and identify any trends
that may be present within our concessions.

Test Mining and Process Plant Testing

We test mined the area immediately adjacent to the camp
and processing plant location.  We added two sets of Spirals
to our processing to optimize our gold recovery and added
a gravity 'shaking' table to the existing wash plant facility.
These two additions will enable us to recover any free gold
contained in the gravels and rare earth oxides and allow
for smoother plant operations.  The low gold grades in the
area we test mined did not yield much in the way of gold
recovered, however, we were able to fine tune the plant
in preparation for the next test mining activities.

At the completion of our drilling and test mining programs
we believe we will be in a position to undertake a first-stage
feasibility study to determine the commercial viability of the
property.  The drilling program will provide us with a good
indication of our potential reserves, while the test-mining
program will enable us to obtain mining and processing cost
estimates as well as the estimates for the recoverability of
the gold, zirconium and rare earths that we believe exist
within the gravels located on our claims.

Commercial production is currently anticipated to begin no
earlier than the first or second quarter of fiscal 2004.


Item 3. LEGAL PROCEEDINGS

There are no pending legal proceedings to which the company
is a party or to which any of its property is subject.


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

     On April 4, 2002 the controlling shareholders of Century
Laboratories, Inc. ("CYLI"), entered into a reorganization
and stock purchase agreement (the "Reorganization Agreement")
with Vista Continental Corp, a Nevada Corp.

     CYLI was incorporated in Delaware on June 16, 1958.
Its authorized capital consisted of 65,000,000 shares of
common stock, par value $.001 and 10,000,000 shares of
preferred stock, par value $.001. As of the date of the
Reorganization Agreement CYLI had issued and outstanding
4,108,982 common shares and no shares of preferred stock
issued and outstanding. CYLI had no outstanding options,
warrants, rights or other contractual arrangements
relating to the issuance of any additional common or
preferred shares.

     At the closing of the reorganization the shareholders
of VCC exchanged all of their issued and outstanding shares
for 39,837,355 common shares of CYLI issued by CYLI for
purposes of the transaction. These newly issued shares of
CYLI were issued pursuant to Section 4(2) of the Securities
Act of 1933 and related state securities law exemptions. The
closing date for the reorganization was June 6, 2002. The
transaction resulted in VCC becoming a wholly owned subsidiary
of CYLI. Following the closing the total issued and outstanding
shares of CYLI was a total of 43,946,337 common shares. No
 preferred shares were outstanding at the closing.

     Following the reorganization the shareholders of CYLI
consented to changing the name from Century Laboratories, Inc.
to Vista Continental Corporation. The current officers and
directors were elected following the resignation of the
officers and directors of CYLI as of the closing of the
transaction. There were no other shareholder actions taken
during the fiscal year.



PART II

Item 5. MARKET FOR REGISTRANT'S COMMON EQUITY AND RELATED
STOCKHOLDER MATTERS

Merger.

 (a)   Effective June 6, 2002 pursuant to the terms of a
Reorganization and Stock Purchase Agreement (the "Reorganization
Agreement") dated as of April 9, 2002 we completed a reverse
merger transaction with Century Laboratories, Inc. ("Century"),
 a public company.  The prices quoted below for our stock prior
to this date represent market data for Century Labs, which at
the time was trading under the symbol "CYLI" subsequent to May 1,
2001 and "CNLB" prior to this date.  Under this Reorganization
Agreement Century acquired all of the outstanding shares of Vista
Continental Corporation in exchange for 39,837,355 or
approximately 90.7% of Century common shares.  The terms of this
merger are more fully described in the Form 8-K filed on June 11,
2002 and incorporate here by reference.  As a result of this
transaction and the resulting name change we became a publicly
traded company under the symbol VICC.  For the table below the
quarter ended March, 31, 2002 is N/A since this pre-dates the
reverse merger between Century and Vista and at the time Century
was an inactive shell with no trading activity.

(b)    Our company's common stock is traded over the counter and
is not listed on any national or regional exchange or on the
NASDAQ National Market.  We are traded on the NASDAQ Bulletin
Board ("OTCBB") under the symbol "VICC".  The NASDAQ Bulletin
Board provides some degree of liquidity, however, this market
is less liquid than established stock exchanges or the NASDAQ
National Market.

The following table sets forth the range of high and low
bid prices that have been provided to our company for each
of the quarters for the fiscal year ended December 31, 2001
and the 9 months ended September 30, 2002.  These prices as
so quoted are by dealers to each other without retail mark-ups,
mark-downs or commissions and do not represent actual transactions.
 This information was obtained from the OTCBB report service.

FISCAL YEAR ENDED DECEMBER 31, 2001
                             Low Bid    High Bid
                               Price    Price
First Quarter                 0.08        0.13
Second Quarter                0.06        0.05
Third Quarter                 0.20        0.73
Fourth Quarter               0.73         0.00

NINE MONTHS ENDED SEPTEMBER 30, 2002
                             Low Bid    High Bid
                               Price    Price
Quarter ended 03/31/02        N/A        N/A
Quarter ended 06/30/02        0.16       7.05
Quarter ended 09/30/02        0.65       3.92

There were approximately 3,100 stockholders of record as
of January 13, 2002.

(c)    We have not paid dividends with respect to our
common stock during the previous three fiscal years.
Dividends are not anticipated in the foreseeable future
as we intend to retain earnings to support our current
operations and fund future exploration and development
projects.


ITEM 6. SELECTED FINANCIAL DATA

  Selected financial information is provided for the past
two fiscal years.


                                          FY 2002          FY 2001

Net Sales                                       0                 0
Operating income (loss)               (12,281,681)         (976,216)
Net Income (Loss)                     (12,377,525)         (999,105)
Income (Loss)/Share                          (.31)             (.03)
Total Assets                            2,273,835         2,227,275
Long Term Obligations                           0                 0
Cash Dividends/Share                            0                 0




ITEM 7. PLAN OF OPERATION

In 2002, we showed a net loss of approximately $12 million,
or $0.31 per common share outstanding.  Our cash position as
at September 30, 2002 was only $160,000.  Our cash outflow
from operations for the year was approximately $3 million.
In order to fund our planned operations throughout the next
fiscal year we will require approximately the same amount,
or $3 million, in cash.  Since September 30, 2002 we have only
been able to raise approximately $315,000 in equity, the
balance of our operations have been funded by cash contributions
from our majority shareholder described below.  Our capital
raising efforts are continuing on an ongoing basis.

We anticipate spending approximately $1,535,000 on drilling
and test mining programs in our second fiscal quarter of 2003.
In addition to this we estimate that we will need about
$1,000,000 in overhead operating cash during the next 12
months.  A secondary 2003 drilling program could cost us
an additional $1,000,000 over the next 12 months.  We
currently estimate that if the results of the above-described
programs are positive that a commercial production decision
can be made by the end of our fourth quarter ended September
30, 2003.  We also estimate that a capital costs required to
bring the property up to commercial production will range
between $30 - $50 million, although we will have to undertake
an engineering study to validate these numbers.  We do not feel
that such a study is advisable or even possible until the results
of our second quarter drilling and test-mining programs are
complete and the results can be studied.

We do not presently have sufficient funds to complete any
the programs described above.  We also will be required to
repay the principal balance and interest on the mortgages
we took out on our rental houses by the end of fiscal 2003.
To retire these mortgages we will need $832,515 by the end
of August, 2003.  We are currently analyzing whether these
properties should be retained by the company, if it is in the
best interests of the company to dispose of them, we will
undertake to do that as soon as practical.  If we decide
to retain these houses we will look at re-mortgaging them
on more favorable terms to the company.


Between September 30, 2002, and December 31, 2002 we have
received $305,000 in cash contributions from our majority
shareholder.  In order to recognize past capital contributions
to June 30, 2002 this shareholder received restricted shares
in November as disclosed in the Notes our Financial Statements.
We will continue to give this individual restricted shares in
accordance with the formula contained within these Notes on an
ongoing basis to recognize any and all future capital contributions.

Critical Accounting Policies

We have the following assets which have alternative recording
amounts available to us under generally accepted accounting
principles.  These alternative methods and our reasons for
using the valuations we use are as described below:

a.   Property and equipment is shown at our original cost
less accumulated depreciation using lives of 3 - 4 years.
Most of our fixed assets are mining equipment.  Prevailing
mining company practice is to depreciate these assets over
a 4-year period, which is the rate we are using.  We could
alternatively argue that these assets will last a longer
period because they are not under heavy use currently and
we take care of them.  If we chose an 8-year life instead
of 4 years, our depreciation expense for 2002 would be
$115,000 less.  We did not depreciate these assets in 2001
because although we bought most of them then, we didn't
begin using them much until fiscal 2002.

We do not feel an impairment charge is necessary because
this equipment is all being actively used in our exploratory
mining operations currently being conducted.  We will add an
impairment charge should any major piece of equipment become
unusable.

b.   Our 8 rental houses in Las Vegas, Nevada are shown at
our original cost less accumulated depreciation using lives
of 40 years.  These rental houses have not provided positive
cash flow to us since inception because (a) not all of the
houses are rented all the time, and (b) we have made repairs
to bring them to top condition.  We do expect them to cash
flow in the future, although maybe not enough to support a
discounted present value at least equal to our carrying value.

We do not feel an impairment charge is appropriate be
cause
our current carrying values in each case are below what we
could obtain if we sold any house in the current real estate
market.

c.   Our 9 mining concessions are shown at cost.  Since all
of these concessions have been acquired from our founder Alberto
Docouto, we are showing them at his original cost.  We are not
depreciating them because they have an indefinite life.

We do not feel an impairment charge is appropriate because we
believe our current carrying values are far below the present
value of estimated future cash flows from these properties.
As we continue to explore our claims, we will write off any
claim that proves not viable to commercially develop.




ITEM 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA














INDEPENDENT AUDITORS REPORT


To the Board of Directors
  Vista Continental Corporation
  (A Development Stage Company)
  Las Vegas, Nevada

We have audited the accompanying consolidated balance sheet
of Vista Continental Corporation, as of September 30, 2002
and the related statements of expenses, stockholders' equity,
and cash flows for each of the two years then ended and for
the period from July 1, 1998 (Inception) through September
30, 2002.  These financial statements are the responsibility
of Vista's management.  Our responsibility is to express an
opinion on these financial statements based on our audits.

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

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


MALONE & BAILEY, PLLC
www.malone-bailey.com
Houston, Texas

November 28, 2002,
  except Note 9, which
  is dated December 30, 2002














                    VISTA CONTINENTAL CORPORATION
                    (A Development Stage Company)
                     CONSOLIDATED BALANCE SHEET
                      As of September 30, 2002
<table>

                       <c>


ASSETS
Current Assets
  Cash                             $    160,348
  Prepaid expenses                        5,000
                                    ------------
    Total current assets                165,348
Property & equipment, net of $239,858
     accumulated depreciation            779,984
Rental houses in Las Vegas,
     Nevada net of $38,772
     accumulated depreciation          1,228,728
Mining concessions                        99,275
Deposits                                     500
                                    ------------
      Total Assets                  $  2,273,835
                                    ============
LIABILITIES
Current Liabilities
  Accounts payable                 $    150,782
  Accrued expenses                      177,063
  Tenant security deposits                4,995
  Notes payable, net of $148,845
     unamortized prepaid interest
     and loan costs                     683,670
                                    ------------
Total Current Liabilities             1,016,510
                                    ------------
Minority interest                        11,573
Commitments

STOCKHOLDERS' EQUITY
Common stock, $.001 par, 75,000,000
  shares authorized, 45,150,283
  shares issued and outstanding          45,150
Additional paid in capital           14,626,900
Deficit accumulated during the
  development stage                 (13,426,298)
                                    ------------
Total Stockholders' Equity             1,245,752
                                    ------------
TOTAL LIABILITIES AND
     STOCKHOLDERS' EQUITY           $  2,273,835
                                    ============
</table>


        See accompanying summary of accounting policies
               and notes to financial statements.




                           VISTA CONTINENTAL CORPORATION
                           (A Development Stage Company)
                       CONSOLIDATED STATEMENTS OF EXPENSES
               For the years ended September 30, 2002 and 2001 and
                    the Period from July 1, 1998 (Inception)
                              Through September 30, 2002

                            <table>
  
                      <c>               <c>           <c>
                                                          Inception
                                                           Through
                                 2002         2001           2002
                          -----------      ---------  ----------


Mining operating expenses  $  682,432    $     87,605   $    818,315
Administrative expenses    11,361,853         886,148      2,249,392
Depreciation                  237,396           2,463        239,858
                         ------------      ----------    ------------

Net loss from operations  (12,281,681)      (976,216)(13,307,565)

Other income and expenses
  - rental house expenses,
    net of rental house
     receipts                 (    84,536)       ( 21,057)    (   105,593)
  - minority interest
     portion of net
     rental house expenses            845             211          1,056
  - interest expense          (    12,153)                   (    12,153)
  - foreign currency loss                       (  2,043)    (     2,043)
                             ------------    -----------    ------------

Net loss                     $(12,377,525)    $  (999,105)  $(13,426,298)
                             ============       =========   ============
Per share, basic and diluted:
  Net loss per common share      $(.31)           $(.03)
  Weighted average common shares
     outstanding            40,004,891        36,263,346


</table>


        See accompanying summary of accounting policies
               and notes to financial statements.














                              VISTA CONTINENTAL CORPORATION
                              (A Development Stage Company)
     CONSOLIDATED STATEMENT OF CHANGES IN STOCKHOLDERS' EQUITY For the Period
                from July 1, 1998 (Inception) Through September 30, 2002
<table>

                          <c>          <c>          <c>             <c>
                                                           Deficit
                                                         Accumulated
                                                           During
                               Common Stock              Development
                                 Shares    Amount           Stage         Totals
                              ----------   -----------   ------------   ------------
Incorporation of Vista
  Continental Corporation      1,430,000   $   1,430                  $  1,430
Incorporation of Quillabamba
  Mining, S.A.C.              23,500,000         979                       979
Shares issued in exchange for
  mining equipment on
  October 1, 1999                         10,000,000        40,000      40,000
Stockholder contributions
  to capital                                  61,538                    61,538
Net loss                                                  $(49,668)    (49,668)
                              ----------  -----------   -----------     --------
Balances, 09/30/2000          34,930,000      103,947   (    49,668)    54,279

Stock issued in exchange for:
  Services at $.004 per
    share in December 2000    1,620,000        6,480                     6,480
  7 rental properties on
    March 29, 2001              114,000     1,117,611                1,117,611
  Cash at $10 per share on
    May 22, 2001                100,000     1,000,000                1,000,000
  1 rental property on
    June 7, 2001                 13,000       132,660                  132,660
  Cash at $10 per share
   from June 2001 through
   September 2001                33,300       333,000                  333,000
Stock option expense                          373,750                  373,750
Stockholder contributions to capital          189,788                  189,788
Net loss                                                 (   999,105) (999,105)
                             ----------   -----------   -------------  --------
Balances, 09/30/2001         36,810,300     3,257,236    ( 1,048,773) 2,208,463

Stock issued in exchange for:
  Cash at $10 per share from
  October 2001 to February 2002  27,055       270,550                   270,550
  2 Mining concessions        3,000,000        89,500                    89,500
  Services at $10 per share
    in June 2002                700,000     7,000,000                 7,000,000
  Services at $1.88 & $1.82 per
    share in September 2002     430,000       806,600                   806,600
  Acquisition of Century      4,182,928
Stock option expense                          927,857                   927,857
Stockholder contributions
  to capital                                2,320,307                  2,320,307
Net loss                                                 (12,377,525 (12,377,525)
                            ----------    -----------   ------------  ------------



Balances, 09/30/2002         45,150,283  $14,672,050  $(13,426,298)    $  1,245,752
                              ==========               ============     ============
             Less:  par value              (  45,150)
                                          -----------
                                         $14,626,900
                                         ===========




               See accompanying summary of accounting policies
                     and notes to financial statements.

</table>














































                        VISTA CONTINENTAL CORPORATION
                          (A Development Stage Company)
                      CONSOLIDATED STATEMENTS OF CASH FLOWS
               For the years ended September 30, 2002 and 2001 and
                  the Period from July 1, 1998 (Inception)
                         Through September 30, 2002

<table>

                                             <c>               <c>           <c>
                                                                             Inception
                                                                              Through
                                                2002             2001           2002
                                        ------------        ----------     ----------

CASH FLOWS FROM OPERATING ACTIVITIES
Net loss                                $(12,377,525)      $ (999,105)   $(13,426,298)
Adjustments to reconcile net loss
  to cash used by operating activities:
    Depreciation                             269,083            9,548          278,630
    Stock and options issued for services  8,734,457          380,230        9,115,967
    Income assigned to minority interest   (     845)        (    211)     (    1,056)
     Changes in:
    Prepaid expenses                           5,782         ( 10,525)     (    5,000)
    Accounts payable                         147,832            2,440          150,782
    Accrued expenses                         176,963              100          177,063
    Tenant security deposits                   1,650         (  1,255)             395
    Note payable accretion                    12,153                            12,153
                                        ------------        ----------    ------------
NET CASH USED BY OPERATING ACTIVITIES   ( 3,030,450)         (618,778)     (3,697,364)
                                        ------------        ----------    ------------
CASH FLOWS USED IN INVESTING ACTIVITIES
  Purchase of property & equipment      (    85,341)         (893,710)    (   979,842)
  Acquisition of mining concessions                                       (     9,775)
  Increase in deposits                                       (    500)    (       500)
                                        ------------        ----------    ------------
NET CASH USED IN INVESTING ACTIVITIES   (     85,341)         (894,210)   (   990,117)
                                         ---------          ------------  ------------
CASH FLOWS FROM FINANCING ACTIVITIES
  Proceeds from notes payable                671,517                          671,517
  Contributions to capital
    by founding shareholder                2,320,307           189,788      2,572,612
  Sale of stock                              270,550         1,333,000      1,603,700

                                        ------------        ----------    -----------
NET CASH FLOWS FROM FINANCING ACTIVITIES   3,262,374         1,522,788      4,847,829
                                        ------------        ----------   ------------
NET CHANGE IN CASH                           146,583             9,800        160,348
Cash balance, beginning                       13,765             3,965              0
                                        ------------        ----------    ------------
Cash balance, ending                    $    160,348        $   13,765    $    160,348
                                        ============        ==========    ============
Noncash Transactions:
  Purchase of mining concessions
  with stock                            $     89,500                           89,500
  Purchase of rent houses with stock                        $1,250,271   $  1,250,271
  Purchase of equipment with stock                                             40,000

               See accompanying summary of accounting policies
                           and notes to financial statements.

</table>

                        VISTA CONTINENTAL CORPORATION
                        (A Development Stage Company)
                 NOTES TO CONSOLIDATED FINANCIAL STATEMENTS


NOTE 1 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

Nature of business.  A predecessor entity, Quillabamba Mining,
S.A.C., was organized as a Peruvian corporation on July 1, 1998.
See Note 2.  The Norsoca Trust was created as a California Business
Trust on July 25, 1998.  35 shareholders contributed a total of $1,430
for 1,430,000 shares.  The proceeds were used to incorporate Vista
Continental Development Corp., ("Vista Development") in Nevada on
September 24, 1999. The Norsoca shareholders swapped their shares
for 1,430,000 shares of Vista and Norsoca was dissolved. Vista
Development changed its name to Vista Continental Corporation ("Vista")
on December 16, 1999.  Quillabamba Mining, S.A.C. remains a 99%-owned
subsidiary of Vista.  In 2001, two other 99%-owned subsidiaries were
formed to hold 8 rent houses contributed in 2001 to Vista by investors.
See Note 2.

On June 6, 2002, Vista entered into an agreement of stock exchange
with an inactive public company, Century Laboratories, Inc. ("Century"),
and exchanged 100% of its shares for 39,837,355 or 90.5% of total
Century shares after the merger.  For accounting purposes this transaction
was treated as an acquisition of Century and a recapitalization of Vista.
See Note 7.

Vista is developing a mining concession in Peru that it acquired in
October 2000.

Principles of consolidation. The consolidated financial statements
include the accounts of Vista and its subsidiaries.  All significant
intercompany transactions and balances have been eliminated.

Cash and cash equivalents.  For purposes of the statements of cash
flows, Vista considers all highly liquid investments purchased with
an original maturity of three months or less to be cash equivalents.

Use of estimates.  In preparing financial statements, management
makes estimates and assumptions that affect the reported amounts of
assets and liabilities in the balance sheet and revenue and expenses
in the income statement.  Actual results could differ from those estimates.

Revenue recognition.  Vista has no revenues to date from its mining
operations.  Rental house income and expenses are netted in other income.

Long lived assets. Property, plant and equipment are stated at
cost less depreciation beginning when the assets are placed in service.
Major renewals and improvements are capitalized; minor replacements,
maintenance and repairs are charged to current operations.

Depreciation is computed by applying the straight-line method over
the stimated useful lives of the machinery and equipment.

Impairment of Long-Lived Assets.  Vista reviews the carrying value
of its long-lived assets annually or whenever events or changes in
circumstances indicate that the historical cost-carrying value of
an asset may no longer beappropriate.  Vista assesses recoverability
of the carrying value of the asset by estimating the future net
cash flows expected to result from the asset, including eventual
disposition.  If the future net cash flows are less than the carrying
value of the asset, an impairment loss is recorded equal to the
difference between the asset's carrying value and fair value.

A summary of property and equipment as of September 30, 2002 is as follows:

                                           Cost       Depr. lives
                                        ----------     -----------
     Mining equipment                   $  976,093        4 years
     Office computers and equipment         36,649        3 years
     Vehicles                                7,100        3 years
     Accumulated depreciation             (239,858)
                                        ----------
                                        $  779,984
                                        ==========

Income taxes.  Vista accounts for income taxes using the asset and
liability approach which is used to recognize deferred tax assets and
liabilities for the expected future tax consequences of temporary
differences between the carrying amounts and the tax bases of assets
and liabilities.  Vista records a valuation allowance to reduce the
deferred tax assets to the amount that is more likely than not to be
realized.

Foreign currency.  Vista's Peruvian subsidiary has the U.S. dollar
designated as their functional currency because most of the transactions
there are conducted in U.S. dollars.  Transactions conducted in the
local currency are remeasured to U.S. dollars for consolidation purposes
using current rates of exchange for monetary assets and liabilities and
historical rates of exchange for nonmonetary assets and related elements
of expense.  Expense elements are remeasured at average rates that
approximate the rates in effect on the transaction dates.  Remeasurement
gains and losses are included in other income and expense.

The basic net loss per common share is computed by dividing the net
loss applicable to common stockholders by the weighted average number
of common shares outstanding.

Diluted net loss per common share is computed by dividing the
net loss applicable to common stockholders, adjusted on an "as if
converted" basis, by the weighted average number of common shares
outstanding plus potential dilutive securities.  For the years ended
September 30, 2002 and 2001, potential dilutive securities had an
anti-dilutive effect and were not included in the calculation of
diluted net loss per common share.

Stock options.  Vista accounts for stock options issued to employees
under the intrinsic value method.  Under this method, no compensation
expense is recognized for stock options granted when the number of
underlying shares is known and exercise price of the option is greater
than or equal to the fair market value of the stock on the date of grant.
Fair value is used for options and warrants issued to non-employees as
compensation.




NOTE 2 - SUBSIDIARIES

In October 2000, Alberto Docouto contributed mining equipment
valued at his original cost of $40,000 for 10,000,000 shares of Vista.

Quillabamba Mining S.A.C. ("Quillabamba") was formed as a Peruvian
corporation on July 1, 1998.  This entity controlled 7 mining leases
in Peru.  This number increased to 9 in 2002.  In October 2000, a 1%
shareholder returned his share to Quillabamba and Mr. Docouto, a 98%
shareholder, contributed his now 99% ownership of Quillabamba to Vista
for 23,500,000 shares of Vista.  Because both companies are and have
been controlled by Mr. Docouto since their inceptions, these financial
statements are shown as having been combined since the inception of
each.  The remaining 1% of Quillabamba is owned by a Peruvian citizen,
as required by Peruvian law.

In March 2001, 7 rent houses in Las Vegas valued at $1,117,611
were contributed by an investor for 114,000 shares of Vista.
These houses were contributed by Vista to Vista Management Holdings
Co. LLC ("VMH I") in exchange for a 99% ownership interest in VMH I.

In June 2001, one rent house in Las Vegas valued at $132,660 was
contributed by an investor for 13,000 shares.  This house was
contributed by Vista to Vista Management Holdings Co. II LLC
("VMH II") in exchange for a 99% ownership interest in VMH II.

The other 1% of each rent house LLC is controlled by Mr.
Docouto through ownership by another entity.


NOTE 3 - TENANT SECURITY DEPOSITS

Each of the eight rental properties require a security
deposit from the tenant.  In the acquisition of the rental
properties, Vista assumed $4,600 of tenant security deposits.
The total as of September 30, 2002 was $4,995.


NOTE 4 - NOTES PAYABLE

In September 2002, Vista borrowed money using all eight of
its rent houses as collateral.  Net proceeds to Vista totaled
$671,517.  All principal and interest is due in September 2003.
The stated interest rate is 14%, with an effective interest rate
of 21.7%.  Interest and loan costs of $160,998 were deducted at
closing and are being amortized over the life of the loan.


NOTE 5 - STOCK ISSUANCES

FOR SERVICES

In December 2000, Vista issued 1,620,000 shares of common stock
to directors and employees for a fair value of $.004 per share for
a total value of $6,480. The stock price used is the average value
of stock issued to the founding shareholder during the prior year.

In the third quarter of 2002, Vista issued 700,000 shares of common
stock for services valued at $10 per share or $7,000,000.  The stock
price used is the price of stock sold to investors during this period.

In the fourth quarter of 2002, Vista issued 430,000 shares of common
stock for services valued at $1.88 and $1.82 per share or $806,600.
The stock price used is the average market trading price during this
period.

FOR CASH

In May 2001, Vista sold 100,000 shares of common stock for $10
per share for total proceeds of $1,000,000.  From June 2001 through
September 2001, Vista sold 33,300 shares of common stock for $10
per share for total proceeds of $333,000.

In fiscal year 2002, Vista sold 27,055 shares for $270,550.

FOR MINING CONCESSIONS

In fiscal year 2002, Vista issued 3,000,000 shares to the
founder and majority shareholder for 2 new mining concessions
in Peru valued at the shareholder's original cost of these
mining concessions, or $89,500.

FOR CENTURY ACQUISITION

Vista merged with a publicly-traded inactive company, Century
Laboratories, Inc. on June 6, 2002.  Immediately before the
merger, Century had 4,108,982 shares outstanding.  Century issued
1 new share in exchange for each share outstanding of Vista's then
outstanding shares, or 39,837,355 shares, resulting in a total
merged company shares outstanding of 43,946,337 shares. This merger
was accounted for as a "reverse merger" whereby Vista is shown as
acquiring Century by adding 4,108,982 shares as outstanding to
Vista's previous 39,837,355 shares.  In addition, 73,946 shares
were issued for services performed in connection with the merger
with Century Laboratories, Inc.   Also in addition, Vista paid
$578,075 to certain owners of Century. This amount is included
in administrative expenses in 2002. Contemporaneously, 300,000
shares were issued to an officer of Vista as compensation for
services rendered in connection with this acquisition.

SHAREHOLDER CONTRIBUTIONS

Mr. Docouto contributed $2,320,307 and $189,788 in cash
and payments of Vista expenses in fiscal 2002 and 2001,
respectively.

Mr. Docouto has committed additional monies as required to finance Vista in
fiscal 2003, which Vista has estimated to be about $3 million.

STOCK OPTION EXPENSE

Under the intrinsic value method, compensation expense for stock options
issued to employees totaled $927,857 and $373,750 in fiscal 2002 and 2001,
respectively.  See Note 7.







NOTE 6 - INCOME TAXES

     Deferred tax assets           $         1,444,000
     Less: valuation allowance               (1,444,000)
                                            -----------
     Net deferred taxes            $         0
                                            ===========

Vista has net operating losses of approximately $3,643,000 and $468,000 at
September 30, 2002 and 2001, respectively, each of which can be carried
forward 20 years.


NOTE 7 - STOCK OPTIONS AND WARRANTS

Vista's Stock Option Plan provides for the grant of up to 600,000 shares of
non-qualified options to directors, officers and employees of Vista, and
opportunities for directors, officers, employees and consultants of Vista to
make purchases of stock in Vista.  The Plan's issuances are administered by
Vista's Board of Directors, who have substantial discretion to determine the
recipients, amounts, time, price, exercise terms, and restrictions, if any.

Vista uses the intrinsic value method of calculating compensation expense to
employees.  During fiscal 2001, Vista issued stock options to employees and
directors. The difference between the cash selling price of $10 per share and
the option exercise price of $5 per share, for 560,000 options was $2,800,000,
which is being recognized as compensation expense for the issuance of these
options.  $373,750 was recognized in 2001, $927,857 in 2002 and $642,143,
$535,000, $253,750 and $67,500 will be recognized in 2003 - 2006,
respectively.

During fiscal 2002, Vista issued 350,000 options to employees
and directors. The exercise price of $10 per share was more than
the selling price of Vista's stock on each grant date.  Therefore,
there was no intrinsic value and no expense has been recorded in connection
with these options.

Summary information is as follows:
                                                  No. of       Exercise
                                                  Options      Price
                                                 --------      --------
     Options outstanding at September 30, 2000         0
     Options granted in fiscal 2001              660,000       $  5.00
     Options forfeited in fiscal 2001           (100,000)         5.00
                                                --------       -------
     Options outstanding at September 30, 2001   560,000          5.00

     Options granted in fiscal 2002              350,000         10.00
                                                --------
     Options outstanding at September 30, 2002   910,000
                                                ========









Additional disclosures as of September 30, 2002 are:

                                                  Options        Options
                                                  at $5.00       at $10.00
                                                 ---------      ---------
     Number of shares                              560,000        350,000
     Weighted average remaining life              33 months      33 months

     Currently exercisable share options           510,000        350,000

Had compensation cost for Vista's issuances of stock options to employees
been determined based on fair value on the grant dates for awards under
the Plan consistent with the Black-Scholes option-pricing model suggested
by FASB Statement 123, Vista's losses and basic and diluted loss per share
would have been increased to the pro forma amounts indicated below:

                                                     2002         2001
                        (in thousands)              --------    -------
                   Net loss  - As reported        $(12,378)    $  (999)
                             - Pro forma           (12,425)       (999)

            Basic and diluted loss per share
                                    - As reported  $( 0.31)    $( 0.03)
                                    - Pro forma     ( 0.31)     ( 0.03)

Variables used in the Black-Scholes option pricing model include (1)
5.00% risk-free interest rate, (2) expected option life is the actual
remaining life of the options as of year-end, (3) expected volatility
is the actual historical price fluctuation and (4) zero expected dividends.


NOTE 8 - COMMITMENTS AND CONTINGENCIES

Vista's office lease expires on January 31, 2003 with a monthly rent of
$10,800.  Vista used to have a second office in Toronto, Canada and that
monthly rent was $2,525.  Use of and payment for that office was discont
inued in late 2002, although Mr. Docouto still maintains that location for
his other business interests.  Rent expense in fiscal 2002 and 2001 was
$157,211 and $66,791 respectively.

Vista has employment agreements with six senior management personnel,
which vary from 1 to 5 years in total length.  As of November 29, 2002,
the following are the minimum salary commitments if all of these personnel
continue as Vista employees:

        Year ended September 30, 2003        $  566,933
                                 2004           358,600
                                 2005           358,600
                                 2006           333,600
                         - thereafter           112,500
                                             ----------
                              Total          $1,730,233
                                             ==========

In connection with these employment agreements, if Bill Brooks, CEO
beginning July 1, 2002, is terminated without cause, his full salary
currently at $150,000 per year is payable through July 1, 2007.  Also,
Vista will owe 6 months' salary to two other senior personnel if they are
terminated early by Vista.  The other 3 contracts call for minimal
severance pay if they are terminated early by Vista.

Two consultants are due 250,000 shares each when the company obtains a
listing for trading of its shares on NASDAQ.

In July 2002, Vista acquired the rights to mine 12 additional Peruvian
leases from entities controlled by Mr. Docouto in exchange for 20% of
net mining income for 10 leases and 10% of net mining income from 2
leases, whereby Vista would pay 20% or 10% of any resulting consolidated
net income to Mr. Docouto from mining operations on those leases.  These
mining rights were acquired for a perpetual life, but with a provision of
automatic forfeiture in the event of a sudden change or loss of control of
Vista by the current board of directors.



NOTE 9 - SUBSEQUENT EVENTS

In November 2002, Vista sold 400,000 shares of common stock
and 400,000 options to purchase Vista stock at $2 per share to two
investors for $300,000.

In November 2002, Vista issued 50,000 shares of common stock to
an employee pursuant to his employment agreement.  The shares were
valued at $1.38 per share or $69,000.

In November 2002, Vista sold 30,000 shares of common stock to
a third party for proceeds of $14,625.

In December 2002, Vista issued 29,630 shares of common stock
to settle a lawsuit.  The shares were valued at $1.44 per share
or $42,668.  This amount is included in accounts payable as of
September 30, 2002.

In December 2002, Vista issued 2,656,595 shares of common
stock  to Mr. Docouto for prior contributions to capital
through June 30, 2002 totaling $1,593,957. This issuance was
based on a $.60 per share conversion rate which was half of
the trading price on the day the Board passed the resolution.
Therefore, compensation expense of $1,593,957 will be recorded
in connection with this issuance in the first quarter of fiscal
2003.



ITEM 9. CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON
ACCOUNTING AND FINANCIAL DISCLOSURE

Not applicable.

PART III

ITEM 10. DIRECTORS AND EXECUTIVE OFFICERS
<table>

                 <c>         <c>

NAME                AGE       POSITION
William Brooks      51        President and Chief Executive Officer
Robert Taylor       39        Chief Financial Officer
Ashak Rustom        61        Vice President, Finance, and Director
Howard Rubinoff     45        Secretary
Steven Hegedus      67        Director
Richard Smythe      56        Director
Takao Nishimura     48        Director
Dennis Hare         70        Director
</table>

The background and experience for the Directors and Officers is
as follows:

William Brooks.  Mr. Brooks, 51, is President and Chief Executive
Officer of the Company and has been since July, 2002.  Mr. Brooks
received his Bachelor of Science Degree in Metallurgical Engineering
from the Colorado School of Mines in December 1973.  He has over 29
years of experience in the mining and mineral processing industry.
Mr. Brooks was General Manager of the Yuba Placer Gold Company for
4 years.  The Yuba Placer Gold Company operated a large inland dredge
on river gravels located in Marysville, California.  The
types of gravel encountered at Yuba are similar to those found
on the company's mining concessions in Peru.  Mr. Brooks was also
General Manager of the Austin Venture located near Austin Nevada.
Mr. Brooks has extensive international experience working in Canada,
Australia and South Africa.

Robert Taylor.  Mr. Taylor, 39, is Chief Financial Officer of the
Company and has been since September, 2002.  Mr. Taylor received his
Bachelor of Commerce Degree from the University of Toronto in May, 1986.
Mr. Taylor is a member of Canadian Institute of Chartered Accountants.
Mr. Taylor also holds a Certified Public Accountant Certificate in the
State of Illinois.  Mr. Taylor is a former Audit Manager with Ernst and
Young.  Mr. Taylor was a Project Analyst with Lac Minerals, the
Administration Manager and Controller for the Bullfrog Mine, operated
first by Lac then by Barrick Gold.  Mr. Taylor was also the Manager of
Finance and Administration for the Getchell mine operated by Getchell
Gold Corporation.  Prior to joining Vista, Mr. Taylor held several
positions with American Residential Services, LLC a subsidiary of
Service Master including Regional Controller, Six Sigma Black Belt
and General Manager (Las Vegas).


Ashak Rustom.  Mr. Rustom, 61, is the Vice President, Finance and
a Director of the Company and has been since the company was formed
in September, 1999. Mr. Rustom has an extensive background in project
management, contract administration, financing, cash flow projections,
property valuations, cost control as well as forecasts, and financial
planning.  Mr. Rustom has over 40 years experience in corporate finance
and management of risk capital investments.

Howard Rubinoff.  Mr. Rubinoff, 45, is Secretary of the Company.  Mr.
Rubinoff is a partner at the law firm Fogler Rubinoff.  Mr. Rubinoff
has over 15 years experience in corporate and commercial law with an
emphasis on mergers and acquisitions and financing.  A graduate of
Windsor Law School, Mr. Rubinoff has traveled extensively assisting
clients in their global expansions and has been involved in the purchase
and financing of many hydro electrical power plants.  Mr. Rubinoff's firm
is the Canadian member of the International Lawyers network.

Steven Hegedus, DDS.  Dr. Hegedus, 67 is a Director of the Company.
Dr. Hegedus received his Doctor of Dental Surgery from the University
of Toronto and has a thriving orthodontic practice in Welland and Niagara
Falls, Ontario. Dr. Hegedus has an extensive background in real estate
holdings, development and business ventures as the owner of Helubar
Corporation, an Ontario real estate holdings corporation and as President
of Villa Mora Corporation, an Ontario real estate development company.

Richard Smythe, Ph.D.  Dr. Smythe, 56 is a Director of the Company.
Dr. Smythe has 25 years experience working with gas emissions and
gas study research and testing technique development.  Dr. Smythe
received his PH.D. in Analytical Chemistry at the University of Waterloo
(Ontario).  Dr. Smythe then did a post-doctoral fellowship at the State
University of New York in Buffalo. Dr. Smythe has acted as adjunct research
supervisor at Brock University in St. Catherines, Ontario.  Dr. Smythe
has operated his own testing an analysis laboratory and continues to
act as consulting senior scientist for Walker Industries.  Dr. Smythe
is qualified as an expert witness throughout the court systems of the
province of Ontario as well as the States of New York and Pennsylvania.
Dr. Smythe has had numerous articles published in scientific journals.

Takao Nishimura.  Mr. Nishimura, 48, is a Director of the
company.  Mr. Nishimura graduated with a Bachelor's degree from Kyoto
University of Foreign Study in 1977 and is an executive member of the
Asian Pacific Alliance of YMCAs and an executive member of the alliance
of YMCAs in Japan, as well as being District Governor of T's Men's Club
of Toshin District in Japan.  Mr. Nishimura is President of Netwest USA,
Inc. of Nevada and also President of Ebiyusa Co. of Osaka, Japan.

Dennis Hare.  Mr. Hare, 70, is a Director of the Company.  Mr. Hare
received his degree in Civil Engineering from the University of Wales
in Cardiff (UK) and is a member of both the Professional Engineers of
Ontario and the Institution of Civil Engineers, UK.  Mr. Hare is past
Vice President and Director of International Operations for Acres
International, a worldwide engineering consulting firm.  He also served
as Acres International's board member for various joint ventures and
consortia, responsible for executing hydro electric, irrigation and
mining projects in Iran, India and China.  As Vice-President, Hydro
Division for Acres International, Mr. Hare had corporate responsibility
for business development and operations relating to all hydro electric,
irrigation, water resource projects and agriculture activities
overseas, including the management of major projects in Pakistan,
Ghana, Iran, China, Laos, Cambodia, Argentina, Colombia and Canada.
Mr. Hare was also Founding Director of Canada China Power Inc. ("CIPM").



ITEM 11. EXECUTIVE COMPENSATION

The following sets forth certain information regarding the annual
and long-term compensation for services in all capacities to the company
for the prior fiscal year ended December 31, 2001 and the nine-month
period ended September 30, 2002 of those persons who were either (i)
the Chief Executive Officer of the Company during the last completed
fiscal year or (ii) one of the four most highly compensated executive
officers of the company as of the end of the last completed fiscal year
whose annual salary and bonuses exceeded $100,000 (collectively, the
"Named Executive Officers").

William Brooks, President and Chief Executive Officer of the Company
received the following compensation during the nine-month period ended
September 30, 2002.  Mr. Brooks was paid $26,923 in salary from the date
he began working for the company to September 30, 2002.  Mr. Brooks'
current annual salary is $150,000.  Mr. Brooks was also reimbursed for
$13,771 of relocation expenses.

Robert Taylor, Chief Financial Officer received the following
compensation during the nine-month period ended September 30, 2002.
Mr. Taylor was paid $7,212 in salary from the date he began working
for the company to September 30, 2002. Mr. Taylor's current annual
salary is $125,000.

The following table sets forth certain information with respect to
grants of stock options during the nine-month period ended September
30, 2002 to the Named Executive Officers.



OPTION GRANTS DURING SIX MONTH PERIOD ENDED SEPTEMBER 30, 2002

NAME                NUMBER OF SHARES TO           PRICE PER SHARE
                    BE ISSUED ON EXERCISED        UPON EXERCISE

William Brooks      100,000                        10.00
Robert Taylor       50,000                         10.00

All options granted represent nonqualified stock options that carry a
three-year term.  The options were issued with an exercise price that exceeded
the selling price of Vista's stock on each grant date.


ITEM 12. SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT

     The following table sets forth the numbers of shares of common stock
owned of record or beneficially of the officers and directors and controlling
shareholder.

Name and Address              Number of Shares           Percent
                              Owned Beneficially         of Class

Steve Hegedus                    237,500                   .5
851 S. Rampart Blvd. # 150
Las Vegas, NV 89128

Victor Hare
851 S. Rampart Blvd. # 150        10,000                 .02
Las Vegas, NV 89128

Ashak Rustom                      205,800                  .5
851 S. Rampart Blvd. # 150
Las Vegas, NV 89128

Takao Nishimura                   327,500                   .7
851 S. Rampart Blvd. # 150
Las Vegas, NV 89128

Howard Rubinoff                    25,000                  .05
851 S. Rampart Blvd. # 150
Las Vegas, NV 89128

Alberto Docouto                 31,347,308                 69.4
851 S. Rampart Blvd. # 150
Las Vegas, NV 89128



Officers and
Directors as a
group                            805,800                  1.8




ITEM 13.  CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS

As the majority of our voting common shares are beneficially owned,
through a corporation owned by him, by one individual, Mr. Alberto
DoCouto, and Mr. DuCouto owns various other companies, we are related
to all companies that Mr. DoCouto owns or controls.  One company
so-controlled by Mr. DoCouto, Minera Rio Grande, S.A. ("Rio Grande")
is a Peruvian mining company.  Our Company and Rio Grande both occupy
and use the camp and processing facility established in Peru.  The costs
of running and maintaining the camp, processing plant, equipment and
facilities are shared between our company and Rio under the terms of an
Occupancy and Use Agreement signed between the two parties and amended
from time to time.  Our Las Vegas Office Space is also shared with
other companies that are owned or controlled by Mr. DoCouto.  The costs
of these offices are similarly split according to another Occupancy and Use
Agreement.


See accompanying summary of accounting policies
and notes to financial statements.



PART IV


ITEM 14. EXHIBITS, FINANCIAL STATEMENT SCHEDULES AND REPORTS
ON FORM 8-K.

 (a) 1, 2. The financial statements for the Company as of 09/30/2002
are attached under item 8 hereof.



SIGNATURES

In accordance with Section 12 of the Securities Exchange
Act of 1934, we caused this report on Form 10-K to be signed
on its behalf by the undersigned, thereunto duly authorized.



Vista Continental Corporation



Dated:       01/13/2003


By:   /s/ Robert Taylor
          Robert Taylor, Chief Financial Officer