U.S. SECURITIES AND EXCHANGE COMMISSION
                              Washington, DC 20549

                                   FORM 10-KSB

[X]  Annual report under Section 13 or 15(d) of the Securities Exchange Act of
     1934 for the fiscal year ended December 31, 2003, or

[ ] Transition report under Section 13 or 15(d) of the Securities
     Exchange act of 1934 for the transition period from ____ to _____

                          Commission File No. 000-15243

                         VITAL HEALTH TECHNOLOGIES, INC.
           (Name of Small Business Issuer as specified in its charter)

           Minnesota                                          41-1618186
(State or Other Jurisdiction of                             (IRS Employer
Incorporation or Organization) Identification No.)

             9454 Wilshire Boulevard, Suite 600, Beverly Hills, CA 900212
              (Address of Principal Executive Offices and Zip Code)

Issuer's Telephone Number, Including Area Code:  (310) 278-3108

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

Securities registered under Section 12(g) of the Exchange Act:
Common Stock, par value $0.01

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 registrant was required to file such
reports), and (2) has been subject to such filing requirements for the
past 90 days. Yes [X] No [ ]

Check if there is no disclosure of delinquent filers in response to Item 405 of
Regulation S-B in this form, and no disclosure will be contained, to the best of
registrant's knowledge, in definitive proxy or information statements
incorporated by reference in Part III of this Form 10-KSB or any amendment to
this Form 10-KSB. [X]

The Registrant's revenues for its most recent fiscal year:  $10,500

The aggregate market value of voting stock held by non-affiliates as of
March 12, 2004: $9,262,120

As of March 30, 2004, the Registrant had outstanding 15,741,250 shares of common
stock, par value $0.01.

Documents incorporated by reference:  None.


                                       1



<PAGE>

                                TABLE OF CONTENTS

ITEM NUMBER AND CAPTION
Page


Part I

1. Description of Business

2. Description of Property

3. Legal Proceedings

4. Submission of Matters to a Vote of Security Holders


Part II

5.       Market for Common Equity and Related Stockholder Matters

6.       Management's Discussion and Analysis or Plan of Operation

7.       Financial Statements

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

8A.      Controls and Procedures

Part III

9.       Directors, Executive Officers, Promoters and Control Persons;
         Compliance with Section 16(a) of the Exchange Act

10.      Executive Compensation

11.      Security Ownership of Certain Beneficial Owners and Management and
         Related Stockholder
          Matters

12. Certain Relationships and Related Transactions

13. Exhibits and Reports on Form 8-K

14. Principal Accountant Fees and Services


Signatures


                                       2



<PAGE>



                                     PART I



ITEM 1.  DESCRIPTION OF BUSINESS

General

Vital Health Technologies, Inc. ("Vital Health" or "Company") was incorporated
in the State of Minnesota on April 11, 1960 under the name of Cherne Test Ball,
Inc. Starting in December of 1961 through May of 1992; the Company effectuated
several name changes: Cherne Industrial, Inc.; Cherne Enterprises, Inc.; Cherne
Medical, Inc.; and Vital Heart Systems, Inc. In 1984, the Company began research
into the science of the electrophysiology of coronary artery disease. As a
result, the Company began selling off its non-medical activities and focusing on
providing effective technologies and resources to promote heart disease
detection and prevention. In 1991, the Company obtained financing to begin the
commercialization of a product that utilized electrophysiology to detect heart
disease. However, due to numerous factors, the Company ceased a majority of its
operations in November of 1993. On January 1, 1994, the Company reentered the
development stage with limited operations, and in 1996 the Company ceased all
operations. In 1998, the Company was again revived. On September 26, 2000 the
Company changed its name to Vital Health Technologies, Inc. and developed a new
prototype version of the heart disease detection technology that plugs into a
standard laptop computer. In 2002 the Company began a search to seek
merger/acquisition opportunities and on March 10, 2003 the Company entered into
a merger agreement with Caribbean Health Resorts, Inc., a Nevada corporation
formed in 1997 with headquarters in Beverly Hills, California.

The merger between Vital Health Technologies, Inc. and Caribbean Health Resorts,
Inc. calls for the shareholders to receive 8,109,291 shares of Vital Health
Technologies common stock in exchange for the stock they currently hold in
Caribbean Health Resorts. The agreement also includes changing the name of the
Company to Caribbean Health Resorts, Inc. and the headquarters to be moved to
Beverly Hills, California. The current directors of Vital Health Technologies
have resigned effectively March 18, 2003.

 A new subsidiary of Vital Health is to be created (General Finance and
Development, Inc.) that will hold the heart disease detection technology called
Variance Cardiography and all tangible and intangible assets pertaining. As part
of the merger agreement, General Finance and Development, Inc. is to be spun-off
as a separate company whereas Vital Health Technologies shareholders will
receive 1 share of General Finance and Development for each share of Vital
Health Technologies they own on March 12, 2003.

Caribbean American Health Resorts, Inc. is a development stage company formed to
develop, own and operate health and longevity facilities ("resorts") in the
Caribbean. The first project will be on the island of Barbados. This "beach
front" resort is intended to provide five star luxury accommodations and
services for reconstructive surgery, detoxification and rehabilitation programs,
spa and weight reduction programs, corporate wellness and a series of holistic
health and longevity programs to promote and maintain a healthy mind and body.
The resort will also offer tennis courts, mineral pools, and a full range of
services such as body wraps, traditional massages and special services.

Caribbean American Health Resorts, Inc ("VITAL HEALTH") intends to be a leader
in providing premium spa treatments and reconstructive/elective surgical
services ("Health Services") to wealthy individuals in a luxury vacation
destination setting. VITAL HEALTH also intends to be a leader in providing
luxury condominiums in the Caribbean to a targeted clientele in [North America
and Europe]. Our Health Services will be offered through our planned world-class
health and longevity facilities ("resorts") in the Caribbean. We believe that
our planned world-class resorts in the Caribbean combined with the talent of
leading surgeons and physicians from major cities in the United States will
create a compelling value proposition for athletes, musicians, actors,
entertainment artists and business executives seeking to escape from stress or
fatigue or those seeking an ideal environment conducive to rapid recuperation
after constructive/elective surgical procedures. Our condominium offerings will
capitalize on the strong demand for retirement homes generated by the
significant population of returning Caribbean nationals from North America and
Europe.

Our first resort and condominium complex will be developed on beachfront
property on the island of Barbados, and will be situated in the upscale Hastings
region. The Hastings region is located on the southern end of the island of
Barbados, and it is a famous tourist destination that is located within very
close proximity to the airport and seaport on the island. The resort and our
planned 88 unit condominium complex will be bordered by the beautiful Caribbean
Sea with its white sand beaches and situated adjacent to other upscale
properties that include several newly constructed resort properties and
condominium complexes. VITAL HEALTH believes that the imbalance between the
strong demand for homes generated by these returning nationals and the scarce
supply of land on the island of Barbados create a very attractive market for our
condominiums.

Our resort will provide five star luxury accommodations and services for
reconstructive and elective surgery, detoxification and rehabilitation programs,
spa and weight reduction programs, corporate wellness and a series of holistic
health and longevity programs to promote and maintain a healthy mind and body.
The resort will also offer tennis courts, mineral pools, and a full range of
services such as body wraps, traditional massages and special services. Our
proposed health resort is designed to attract a selected market segment from a
defined Californian market as well as the top 1% percent of global wage earners.
Our marketing strategy will specifically target entertainers and business
executives in the Californian, European and Asian markets.

The island of Barbados enjoys an excellent climate with temperatures of 66 to 85
degrees all year round. The island is serviced by all the major airlines from
North America and Europe and is frequented by many jet setters. We believe this
targeted Health Services clientele will value the opportunity to be served in a
location away from the discerning eyes of the media.

The island's tourism industry is widely regarded as the primary catalyst to
future economic growth. The Government of Barbados has a long history of being
very accommodating to investment in the tourism industry and is very open to
creating alliances with strategic partners to generate and protect employment in
this industry. As such, we believe that environment would enable VITAL HEALTH to
benefit from joint marketing opportunities with the Barbados Tourism Authority.

Governmental Regulation

The operation of a Health Resort on the island of Barbados is subject several
government regulations including specific licensing requirements for the doctors
and surgeons as outlined by the Barbados Medical Council and the Barbados Board
Of Tourism. Furthermore, the construction of the condominium must also follow
certain guidelines in order to qualify under the various condominiums Acts. The
Barbados Medical Council has already approved our physicians for licensing. It
is our intention to comply fully with all of the requirements for the operation
and building of Caribbean American Health Resorts (Vital Health) facilities.

Competition

There are hundred of health spas and resorts worldwide. They all have special
programs and atmosphere. However, the greatest competitors will be the
facilities located in the United States of America, which is the primary the
target market. Palms Springs, California boasts a number of private spas with
social menus and programs for the most discerning clientele. Caribbean American
Health Resorts (Vital Health) intends to offer a more specialized service to the
industry. The service will include most of those services offered by the
competitors. The CAHR focus will be concentrated on a more medically equipped
facility with emphasis on reconstructive surgery and elective surgery, detox
programs and corporate wellness, totally carried by specialists and advanced
trained professionals in the particular discipline. Furthermore, the location on
the island of Barbados in the Caribbean sets us apart from the competition..

Employees

Vital Health has two full-time employees.


ITEM 2.  DESCRIPTION OF PROPERTY

Company leases approximately 500 square feet of office space in Beverly Hills,
California, paying $1800.00 per month on a month-to month basis.

ITEM 3.  LEGAL PROCEEDINGS

The Company is not a party to any legal proceedings.


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

There were no matters submitted to a vote of security holders during the fourth
quarter of the fiscal year covered by this report on Form 10-KSB.



                                     PART II


ITEM 5.  MARKET FOR COMMON EQUITY AND RELATED STOCKHOLDER MATTERS


Vital Health common stock trades on the OTC Bulletin Board under the ticker
symbol CAHR.OB. Previously, the stock was quoted under the symbol VHLT. The
trading volume has been low and there is no assurance that trading volume will
improve in the future. Even if trading volume should improve, there is no way of
determining what the market price may be at any future time.

The following table shows the range of closing bid prices for the company's
Common Stock in the over-the-counter market for the calendar quarters indicated.
The quotations represent prices in the over-the- counter market between dealers
in securities, do not include retail mark-up, mark-down, or commissions and do
not necessarily represent actual transactions. [Internet Yahoo Finance]

                         BID PRICES
                       High       Low
2003
First Quarter
Second Quarter         5.50      2.50
Third Quarter          3.50      1.75
Fourth Quarter         2.00      1.25

2002
First Quarter
Second Quarter
Third Quarter
Fourth Quarter

The stock did not trade in the year 2002 and in the first quarter of
2003 but remained at 0.55

At December 31, 2003 there were approximately 939 holders of record of the
Company's 4,334,269 issued and outstanding shares of common stock, $0.01 par
value. The Company has never declared a cash dividend on its Common Stock. The
Company has not paid, nor declared, any cash dividends since its inception and
does not intend to declare any such dividends in the foreseeable future. The
Company's ability to pay dividends is subject to limitations imposed by
Minnesota law.

Convertible Promissory Notes

On May 8, 2002 the Company paid off a 10% - $15,000 note due Aurora Capital
Management that was issued January 30, 2001. The total amount including interest
was $16,915. On March 12, 2003 the funds became available to pay off the 7
promissory notes due to 5 individuals in the amount of $111,673. There are no
outstanding notes to be paid.

Vital Health Technologies, Inc. 2002 Employee Stock Option Plan

On March 5, 2002 the board of directors of Vital Health approved and adopted the
Vital Health Technologies, Inc. 2002 Employee Stock Option Plan in order to
retain the services of key management and consultants. Simultaneous with the
approval of the plan the Company filed an appropriate Form S-8 registration with
the U.S. Securities and Exchange Commission to register the shares. The 5,000
shares of common stock issued to each of the two directors and 300,000 shares of
common stock issued to William Kieger for consulting services were issued as
part of the plan and Form S-8 registration.

Agreement with Focus Tech Investments, Inc.

On January 30, 2002 the Company entered into an agreement with Texas finance and
consulting firm Focus Tech Investments, Inc. (FTI) whereas FTI will provide from
time to time financing in order for the Company to meet its ongoing financial
responsibilities to vendors who provide legal, accounting, transfer agent
services, storage space and other miscellaneous services. FTI provided a $5,000
loan in conjunction with signing the agreement and had provided loans totaling
$10,000 prior to the agreement. FTI identified and introduced merger candidates
qualified to merge with Vital Health. Caribbean Health Resorts, Inc. was
introduced to the Company by FTI and was compensated with 150,000 shares of
common stock as compensation for the services provided.
Merger with Caribbean American Health Resorts, Inc.

On March 10, 2003 the Company entered into a merger agreement with Caribbean
American Health Resorts, Inc. (VITAL HEALTH). The agreement calls for Vital
Health to issue to stockholders of VITAL HEALTH 8,109,291 restricted shares in
exchange for 100% of the outstanding shares of stock of VITAL HEALTH that the
VITAL HEALTH stockholders own. Subsequent to the closing of the transaction
certain Vital Health shareholders have agreed to sell 1,640,709 shares to
certain stockholders of VITAL HEALTH.

As part of the transaction the Company is creating a subsidiary called General
Finance and Development, Inc. that holds all of the tangible and intangible
assets of the Variance Cardiography heart screen technology. General Finance and
Development will be spun off as a separate company with each shareholder of
record on March 12, 2003 receiving 1 share of General Finance and Development
for each share of Vital Health they currently hold.

Following the spin off of General Finance and Development, Aurora Capital
Holdings, LLC has agreed to return 1,850,000 of common stock to Vital Health
Technologies.


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

BUSINESS STRATEGY

VITAL Health's objective is to maximize its profitability by providing high
quality Spa treatment and elective/reconstructive surgical services as well as
by providing luxurious condominium units to its targeted customer base. The
Company is a development stage company. The key elements of our strategy are:

o    Establish a World-Class Health Resort

     VITAL HEALTH is engaged in active discussions to identify surgical and
     recuperation facilities on the island of Barbados for the resort intended
     to cater to the spa treatment, constructive/elective surgical and other
     alternative medical needs of athletes, musicians, actors, entertainment
     artists and business executives through out the world. We will combine the
     ideal climate on the island of Barbados with the expertise of leading
     surgeons and physicians from the United States to deliver high quality
     health services to these targeted clients in the comfort of a luxury
     resort. The Barbados Medical Council has recently approved the license for
     the surgeons to operate on the island. Our resort will provide and
     environment that is very conducive to rapid recuperation after
     reconstructive/elective surgical procedures. We believe that we will be in
     a strong position to capitalize on opportunities in this growing market.

o    Develop well-designed Luxury Condominiums for Targeted Premium Customers

     VITAL Health's condominiums will be developed in the heart of Barbados'
     most famous hotel strip, recently renamed the "Golden Mile." This location
     is in the Hastings region, which is situated along the south coast of
     Barbados, only 20 minutes from The Grantley Adams International Airport and
     10 minutes from Bridgetown, the capital city. Golf courses and scuba diving
     as well as the Queen Elizabeth Hospital are within minutes. This ideal
     location boasts easy access to many of the trendy shops and boutiques in
     the area. Our condominiums will be located directly on the beautiful beach
     of the Caribbean Sea and the Atlantic Ocean. The visual style of the
     condominium complex will embrace a modern, distinctive architecture style.
     Our goal in creating a sophisticated environment was to ensure that it was
     also highly spirited and lively. As previously disclose by Vital Health on
     Form 8-K, Vital Health has entered an agreement to purchase the beachfront
     property. This agreement is expected to be closed by the end of the second
     quarter of 2004.

o    Market Our Products and Services Aggressively to Target Customers

     VITAL HEALTH will market its health services aggressively to business
     executive, sports and entertainment clients worldwide. We will position
     VITAL HEALTH as a world-class health and longevity resort with a private,
     secure and relaxed environment in which clients can escape from stress and
     fatigue as well as recuperate quickly after reconstructive/elective
     surgical procedures. We will also highlight the attractiveness of our
     location on the island of Barbados, where temperatures range typically from
     66 to 85 degrees, as an extremely desirable vacation destination year
     around. Our marketing strategy will focus on patient/client recruitment
     through referrals from doctors/specialists and hospitals. We will market
     stress reduction programs to executives from major corporations.
     Additionally, we will offer special programs in conjunction with vacation
     packages to accommodate family oriented clients. We believe that this
     marketing strategy will establish the VITAL HEALTH brand and generate
     significant demand for our health services.

     VITAL HEALTH will market its condominiums primarily to Barbadian returning
     nationals throughout North America and Europe. There is a strong trend of
     reverse migration taking place throughout the Caribbean. Many Caribbean
     natives who have migrated in the past to major cities in North America and
     Europe are returning to their native countries to spend their retirement
     years. This trend is especially pronounced on the island of Barbados, where
     there is excellent climate all year and a long history of political and
     economic stability. This trend has stimulated the demand for homes on this
     Caribbean island with a landmass of only 166 square miles. This has lead to
     a shortage of land for home development. We believe that these structural
     conditions in Barbados' housing market, combined with the desire of many
     returning nationals to live in gated communities, has created and enormous
     opportunity for the sale of condominiums and would enable us to achieve our
     anticipated pricing goals. VITAL HEALTH has actively tested this market and
     intends to market the properties aggressively to these individuals. We will
     utilize a combination of direct marketing, media presentation and trade
     fairs to reach this audience and capitalize on the significant revenue
     opportunity.

o    Implement a Discipline Financial Strategy

     VITAL Health's financial strategy will be focused on maximizing
     profitability and minimizing financial risks. To this end, we will focus on
     achieving the right balance between equity and debt in our capital
     structure to ensure that VITAL HEALTH maintains adequate financial
     flexibility to adjust successfully to changes in the market place. We
     believe that a disciplined financial approach will also enable us to
     capitalize on opportunistic expansion opportunities throughout the
     Caribbean.

o    Capitalize on Strategic Business Alliances

     The development of resort facilities in the Caribbean creates substantial
     benefits for the economy of the Caribbean region. VITAL HEALTH intends to
     develop several strategic relationships (political and economic) with the
     government and business leaders of the region. The strategic relationships
     will focus on joint marketing and promotions initiatives to increase the
     tourism traffic to the region as well as establishing VITAL Health's resort
     facilities as highly desirable attractions of this paradise region. VITAL
     HEALTH will also develop a business relationship with the
     movie/entertainment industry, as these industries have a need to utilize
     such facilities to service the needs of their actors and personnel

Liquidity

The company expects that its cash and the cash generated from operations will be
insufficient to meet its operating cash needs. The revenue in 2003 came from the
licensing fees for the doctors. Even though it is expected that these fees will
increase, the company will continue to rely on Mr. Martin for working capital
support for the company. The company will attempt to raise capital for its
acquisitions and development through a private placement or rights offering of
the company's common stock. There can be no assurance that the company will be
able to raise the required amount of capital to successfully complete its plan.

Off-Balance Sheet Arrangements

None


Forward-Looking Statement Notice

This Form 10-KSB contains forward-looking statements regarding the Company and
its market as defined in section 21E of the Securities Exchange Act of 1934.
These forward-looking statements involve a number of risks and uncertainties,
including (1) the Company's ability to implement its business plan; (2) the
Company's ability to raise funds on acceptable terms to finance its operations,
(3) the Company's ability to recruit and retain qualified officers and
directors, (4) the Company's ability to sell its services to its target
clientele, (5) effects of competition, (6) local and state levels of health and
environmental regulation, and other factors disclosed below and throughout this
report. The actual results that the Company achieves may differ materially from
any forward-looking statements due to such risks and uncertainties. The Company
undertakes no obligation to revise any forward-looking statements in order to
reflect events or circumstances that may arise after the date of this report.
Readers are urged to carefully review and consider the various disclosures made
by the Company in this report, including the discussion set forth below and in
the Company's other reports filed with the Securities and Exchange Commission
from time to time that attempt to advise interested parties of the risks and
factors that may affect the Company's business and results of operations.
Unanticipated events are likely to occur.

ITEM 7.  FINANCIAL STATEMENTS

The financial statements of the Company appear at the end of this report
beginning with the Index to Financial Statements.

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

As part of the share Exchange Agreement dated March 10, 2003 between Vital
Health Technologies and Caribbean American Health Resorts, Inc the new directors
added Beutel Accountancy Corporation as accountants and auditors. There have
been no other changes in or disagreements with accountants during the last three
fiscal years.

ITEM 8A. CONTROLS AND PROCEDURES

The Company's Chief Executive Officer has conducted an evaluation of the
effectiveness of the design and operation of the Company's disclosure controls
and procedures pursuant to the Rules promulgated under the Securities Exchange
Act of 1934 (the "1934 Act") as of the end of the period covered by this report.
Based on that evaluation, the Company's Chief Executive Officer and Chief
Financial Officer concluded that the Company's disclosure controls and
procedures are effective in ensuring that information required to be disclosed
by the Company in the reports it files or submits under the 1934 Act is
recorded, processed, summarized and reported within the time periods specified
in the SEC's rules and forms.

There have been no changes in internal control over financial reporting during
the fiscal quarter ended December 31, 2003 that have materially affected, or are
reasonably likely to materially affect, the Company's internal control over
financial reporting.


                                    PART III

ITEM 9.  DIRECTORS, EXECUTIVE OFFICERS, PROMOTERS AND CONTROL PERSONS;
         AND COMPLIANCE WITH SECTION 16(A) OF THE EXCHANGE ACT

Directors and Officers

The following table sets forth the names, ages, and positions with the Company
for each of the officers and directors of the Company.

Name                  Age     Positions                            Since

Halton Martin         55      Chief Executive Officer, Director    March 2003

All directors hold office until the next annual meeting of stockholders or until
their successors are duly elected and qualify. Officers serve at the discretion
of the Board of Directors.

Halton Martin is the President, Chief Executive Officer and sole director of the
Company. He has over 20 years experience in the business and financial industry.
Mr. Martin served as President of The Royal Caribbean Hotel Corporation in
Barbados. During that period, Mr. Martin gained extensive experience in the
marketing, financial and business operations in the hospitality industry. Mr.
Martin owned and operated a full line insurance agency and was General Agent for
California Western States life Insurance Company in Sacramento, California. He
was a licensed registered representative with the National Association of
Security Dealers from 1972 to 1983 and was associated with several brokerage
firms nationally. Mr. Martin has spent several years working with the young
resident physicians at the Martin Luther King Hospital and Harbor General
hospitals. He developed many financial programs for doctors. In 1995, Mr. Martin
became the Secretary of the Board of Trustees for Quantum University. This
University is a chiropractic facility with studies in the areas of alternative
medicine. He also became Vice President of the Business Development for the said
University. Mr. Martin has been involved in the politics of the Caribbean and
took part in the general election. He has spoken at many business seminars and
was a featured speaker at the CACCI Annual Conference in New York's World trade
center on "Doing Business in the Caribbean". Mr. Martin is a member of the
American of the Association of Governing Boards of Universities and Colleges.
Mr. Martin holds a Bachelor of Science degree in Accounting and Finance from
Devry University in Southern California. Mr. Martin has extensive experience in
dealing with all types of investors, underwriters, physicians and industry
personnel.

The Company's Board of Directors is currently composed of Mr. Martin as its sole
director. Efforts are under way to recruit additional directors and management.
The Company also has an unofficial advisory board, composed of primarily
physicians, surgeons and related professionals, to advise the Company on matters
related to its proposed business plan.

The Board of Directors has determined that the Board does not have an audit
committee financial expert. While the company does not have an Audit Committee,
the company's Board of Directors has determined That Mr. Martin would qualify as
an audit committee financial expert as defined in Item 401(e)(2) of Regulation
S-B. He is not independent pursuant to the independence Standards promulgated by
the Nasdaq Stock Market. The company has selected to provide the foregoing
independence disclosure with reference to the rules of the Nasdaq Stock Market.

Code of Ethics. The Company has adopted a Code of Ethics applicable to its
principal executive officer and senior financial officers. This Code of Ethics
is filed as an exhibit to this report.

COMPLIANCE WITH SECTION 16(A) OF THE EXCHANGE ACT

Section 16(a) of the Securities and Exchange Act of 1934 requires the company's
executive officers and directors to file initial reports of ownership and
reports of changes of ownership with the SEC. Based solely on a review of the
copies of such reports and written representations from the company's executives
officers and directors, the Company notes that all such reports have been filed
in a timely manner in 2003.

ITEM 10.  EXECUTIVE COMPENSATION

Summary Cash and Other Compensation

The following table shows, for fiscal year 2003, the cash compensation paid by
the Company, as well as certain other compensation paid or accrued for those
years, to Halton Martin, the Company's Chief Executive Officer.

                           SUMMARY COMPENSATION TABLE
<TABLE>
<CAPTION>

                                                                        Long Term
                                                                        Compensation
                                       Annual Compensation                Awards
                                                                        Securities
                                                                        Underlying            All Other
Name and Position              Year       Salary      Bonus (1)           Options (#)         Compensation (2)
-----------------              ----       --------    ---------    ----------------------     ----------------
<S>                            <C>         <C>           <C>                       <C>      <C>
Halton Martin (1)              2003        $   0         $   0                     0        $   0
 President and                 2002            -             -                     -            -
 CEO                           2001            -             -                     -            -

William Kieger(2)              2003        $   0         $   0                     0        $   0
 Former President              2002            -             -                     -            -
                               2001            -             -                     -            -
</TABLE>

------------------------

(1) Mr. Martin was appointed an executive officer in March 2003. (2) Mr. Kieger
served the functions of the Company's CEO until March 2003.

Employment Agreements

On March 5, 2002 William Kieger, the Company's former President and Director,
entered into a consulting agreement in which the Company issued 300,000 shares
of Vital Health Technologies common stock for his services as a liaison between
the Company and evaluation sites for the Variance Cardiograph, trouble shooting
and training, advise directors in maintaining accounting and business reporting,
advise regarding merger/acquisition proposals and assistance in maintaining
relationships with development team members, in particular engineers, physicians
and regulatory professionals. The period of the agreement was for 12 months.
Each of the two directors agreed to serve on the board for 5,000 shares of Vital
Health Technologies common stock. William Kieger and the two directors fulfilled
the requirements of their respective agreements and new management and directors
are being appointed in coordination with the merger with Caribbean American
Health Resorts, Inc. The above directors resigned their position in March 2003
and Mr. Martin was appointed executive officer.

ITEM 11.  SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT
          AND RELATED STOCKHOLDER MATTERS

The following table sets forth as of March 30, 2004, the number and percentage
of the 15,741,250] issued and outstanding shares of the Company's common stock,
par value $0.01, which according to the information supplied to the Company,
were beneficially owned by (i) each person who is currently a director of the
Company, (ii) each executive officer, and (iii) each person who, to the
knowledge of the Company, is the beneficial owner of more than 5% of the
outstanding common stock. Except as otherwise indicated, the persons named in
the table have sole voting and dispositive power with respect to all shares
beneficially owned, subject to community property laws where applicable.

Name and Address
of Beneficial Owner                        Common Shares      Percent of Class
-------------------                        -------------      ----------------
Aurora Capital Holdings, LLC (1)            1,850,000              11

Halton Martin                               7,000,000              44

Royal Caribbean Hotels Limited (2)          2,735,833              17

(1)        William Kieger, the Company's former President and Director, is the
           President of Aurora Capital Holdings, LLC. Accordingly, Mr. Kieger
           may be deemed to have indirect voting and investment control over the
           shares held by Aurora Capital Holdings. Aurora Capital Holdings has
           agreed to cancel the 1,850,000 as part of the merger agreement with
           Caribbean American Health Resorts, Inc.

(2)        Mr. Martin is a major shareholder in Royal Caribbean Hotels limited.

Equity Compensation Plan Table

The following table sets forth aggregate information regarding grants under all
equity compensation plans of the Company as of December 31, 2003:

<TABLE>
<CAPTION>
                                                                                             Number of securities
                                                                                            remaining available for
                                                                                                    future
                                   Number of securities to                                   issuance under equity
                                              be                  Weighted-average            compensation plans
                                   issued upon exercise of        exercise price of          (excluding securities
                                     outstanding options,       outstanding options,               reflected
                                     warrants and rights         warrants and rights            in column (a))
Plan Category                                (a)                         (b)                          (c)
------------------------------- -- ------------------------- -- ---------------------- -- ----------------------------
<S>                                               <C>                      <C>                             <C>
Equity compensation plans                         0                        $0                              0
approved by security holders

Equity compensation plans not                     0                        $0                              0
approved by security holders
------------------------------- -- ------------------------- -- ---------------------- -- ----------------------------
            Total                                 0                        $0                              0
</TABLE>

ITEM 12.    CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS

As previously reported on a Form 8-K, on December 1, 2003, Royal Caribbean
Hotels Limited ("Seller") entered into an Asset Sale Agreement ("Agreement")
with Caribbean American Health Resorts (Barbados) Inc. ("Purchaser"), a wholly
owned subsidiary of Vital Health Technologies, Inc. ("Registrant") regarding the
sale of certain real estate properties located in Christ Church parish, Barbados
("Acquired Assets") to Purchaser in exchange for $1,000,000 (U.S.) cash and
2,500,000 shares of Registrant's restricted common stock valued at $4,000,000
(U.S.). The transaction closed on December 1, 2003. The cash portion of the
purchase price was obtained by a $1,000,000 (U.S.) one year loan from Sonsai
Corporation of Tortola Islands, B.V.I, to the Purchaser at a 12% simple annual
interest, payable monthly, principal all due at end of the term, secured by the
properties.

Halton Martin is the Chief Executive Officer and majority shareholder of the
Registrant, which is the parent of Caribbean American Health Resorts (Barbados)
Inc. and he is also a majority shareholder of the Seller. However, this
transaction, of which the purchase price was arrived at through negotiation
between the Seller and the Registrant, is deemed to be an arms length
transaction supported by bona fide appraisals and valuations of the assets
agreed to be sold and purchased using current market values.

ITEM 13.  EXHIBITS AND REPORTS ON FORM 8-K

(a) Exhibits

Copies of the following documents are included as exhibits to this report
pursuant to Item 601 of Regulation S-B.

                                  Exhibit Index

SEC  Ref.         No. Title of Document
---------         ---------------------

Exhibit 3.1       Articles of Incorporation.*

Exhibit 3.2       Bylaws.*

Exhibit  4.1      Agreement and Plan of Share Exchange.**

Exhibit 10.1      2002 Stock Option Plan.***

Exhibit 10.2      Asset Sale Agreement dated as of December 1, 2003 between
                  Royal Caribbean Hotels Limited and Registrant's subsidiary,
                  Caribbean American Health Resorts (Barbados), Inc. ****

Exhibit 14        Code of Ethics. Filed herewith.

Exhibit 23        Consent of Accountant. Filed herewith.

Exhibit 31.1      Certification pursuant to Rule 13a-14 of the Securities
                  Exchange Act, as adopted pursuant to Section 302 of the
                  Sarbanes-Oxley Act of 2002, of the Chief Executive Officer
                  and Principal Financial Officer. Filed herewith.

Exhibit 32.1      Certification pursuant to 18 U.S.C. Section 1350, as adopted
                  pursuant to Section 906 of the  Sarbanes-Oxley Act of 2002,
                  of the Chief Executive Officer and Principal Financial
                  Officer. Filed herewith.

*    These items were filed as exhibits to the Company's annual report on Form
     10-KSB for the year ended December 31, 2000, and are incorporated herein by
     this reference.

**   These items were filed as exhibits to the Company's annual report on Form
     10-KSB for the year ended December 31, 2002, and are incorporated herein by
     this reference.

***  This item was filed as an exhibit to Form S-8 filed with the SEC on March
     13, 2002, and is incorporated herein by this reference.

**** This item was filed as an exhibit to Form 8-K filed with the SEC on
     December 15, 2003, and is incorporated herein by this reference.

(b) Reports on Form 8-K. on December 15, 2003, the Company filed a current
report on Item 2 to report the entering into an agreement to purchase certain
real property.

ITEM 14.    PRINCIPAL ACCOUNTANT FEES AND SERVICES

Audit Fees
----------

The aggregate fees billed for professional services rendered by Callahan,
Johnston & Associates, LLC and the Beutel Accountancy Corporation for the audit
of the Company's annual financial statements and review of financial statements
included in the Company's Forms 10-QSB for fiscal years 2003 and 2002 were
$16,250,250 and $11,905, respectively.

Audit-Related Fees
------------------

The aggregate fees billed in fiscal years 2003 and 2002 for assurance and
related services by Callahan, Johnston & Associates, LLC that were reasonably
related to the performance of the audit or review of the Company's financial
statements were $19,500 and $15,650, respectively. The nature of those services
was Quarterly reports, due diligence related to potential merger acquisitions,
and accounting consultations in connection with potential merger acquisitions.

Tax Fees

There were no other tax fees billed by the auditor

All Other Fees
--------------

No fees were billed in fiscal years 2003 and 2002 for professional services
rendered by Beutel Accountancy Corporation and Callahan ,Johnston &
Associates,LLC for other products or services.

The Company has not formally designated an audit committee and as a result, the
entire board of directors performs the duties of an audit committee. It is the
Board's policy to pre-approve all services provided by Beutel Accountancy and
Corporation and Callahan, Johnston & Associates, LLC. Since all services
provided by the principal accountant are pre-approved, the Company does not rely
on pre-approval policies and procedures.

<PAGE>




                                SIGNATURES

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

                                Vital Health Technologies, Inc.

Date: April 14, 2004             By: /s/ Halton Martin
                                -------------------------------------
                                Halton Martin Martin, Chief Executive Officer
                                (principal executive and financial officer)


<PAGE>

                         Vital Health Technologies, Inc.
                          (A Development Stage Company)
                                 FINANCIAL AUDIT
                               FOR THE YEAR ENDED
                                December 31, 2003









                                  PREPARED BY:
                         Beutel Accountancy Corporation
                          Certified Public Accountants
                         30423 Canwood Street, Suite 112
                             Agoura Hills, CA 91301





                                       1

<PAGE>

                                     BEUTEL
                             ACCOUNTANCY CORPORATION
--------------------------------------------------------------------------------
        30423 Canwood St. #112, Agoura Hills, CA 91301 BeutelCPA@aol.com
                    Phone (818) 706-8925 o Fax (818) 706-8926


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


Board of Directors
Vital Health Technologies, Inc.
Beverly Hills, CA

We have audited the accompanying balance sheet of Vital Health Technologies,
Inc. as of December 31, 2003 and the related statement of operations,
stockholders' equity and cash flow for the year then ended. These financial
statements are the responsibility of the Corporation's management. Our
responsibility is to express an opinion on these financial statements based on
our audits.

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

In our opinion, based on our audit, the financial statements referred to above
present fairly, in all material respects, the financial position of Vital Health
Technologies, Inc. as of December 31, 2003 and the results of their operations
and its cash flow for the year then ended in accordance with generally accepted
accounting principles.

The financial statements of Vital Health Technologies, Inc. for the year ended
December 31, 2002 was audited by other independent accountants whose report
dated March 28, 2003 expressed an unqualified opinion on those statements.

The accompanying financial statements have been prepared assuming that the
Company will continue as a going concern. As discussed in Note 5 to the
financial statements, the Company has incurred a net loss of $211,408 during the
year ended December 31, 2003, and a net loss of $572,845 from reentrance to
development stage until December 31, 2003. The Company's significant operating
losses raise substantial doubt about the ability to continue as a going concern.
Management's plans in regard to these matters are described in Note 2. The
financial statements do not include any adjustments that might result from the
outcome of this uncertainty.




Agoura Hills, CA
March 29, 2004

                                       2

<PAGE>


                         VITAL HEALTH TECHNOLOGIES, INC
                          (A DEVELOPMENT STAGE COMPANY)
                      CONDENSED CONSOLIDATED BALANCE SHEETS
                                   (Unaudited)
<TABLE>
<CAPTION>

                                                                            December 31,            December 31,
                                      ASSETS                                    2003                     2002
                                      ------
                                                                        --------------------       ----------------

Current assets:
<S>                                                                             <C>                   <C>
     Cash                                                                       $   969,592           $     11,019
     Prepaid expenses                                                                     -                    235
     Accounts receivable                                                             93,001                      -
                                                                        --------------------       ----------------
         Total current assets                                                     1,062,593                 11,254

Other assets:                                                                        16,663                      -
                                                                        --------------------       ----------------

         Total assets                                                           $ 1,079,256           $     11,254
                                                                        ====================       ================

                      LIABILITIES AND STOCKHOLDERS' EQUITY
                      ------------------------------------

Current liabilities:
     Accounts payable and accrued expenses                                      $    19,362           $     16,105
     Note payable (Note 3)                                                          420,013                 97,500
                                                                        --------------------       ----------------

         Total current liabilities                                                  439,376                113,605

Long term liabilities
     Note payable (Note 3)                                                        1,000,000                      -

         Total Liabilities                                                        1,439,376                113,605
                                                                        --------------------       ----------------

Stockholders' equity:
     Undesignated stock: 5,000,000 shares authorized
         none issued and outstanding                                                      -                      -
     Common stock $.01 par value; 50,000,000 shares authorized;
         shares issued and outstanding 4,334,269 in 2003 and
         3,741,250 in 2002                                                           43,342                 37,413
     Paid-in capital                                                             11,969,681             12,125,310
     Subscription recevable                                                          (6,660)              (110,000)
     Accumulated deficit                                                        (11,793,637)           (11,793,637)
     Deficit accumulated during the development stage                              (572,845)              (361,437)
                                                                        --------------------       ----------------

         Total stockholders' equity                                                (360,119)              (102,351)
                                                                        --------------------       ----------------

         Total liabilities and stockholders' equity                             $ 1,079,256           $     11,254
                                                                        ====================       ================

</TABLE>

              See accompanying notes to the financial statements.

                                       3

<PAGE>

                         VITAL HEALTH TECHNOLOGIES, INC.
                          (A DEVELOPMENT STAGE COMPANY)
                 CONDENSED CONSOLIDATED STATEMENT OF OPERATIONS
                                   (Unaudited)
<TABLE>
<CAPTION>

                                           Year Ended                                Reentrance to development
                                          December 31,                                      stage to
                                                2003              2002                  December 31, 2003
                                           ---------------    --------------         -------------------------

<S>                                            <C>               <C>                         <C>
Revenues                                       $   10,500        $        -                  $  106,861

Cost of sales                                           -                 -                         (38)

General and administrative expenses              (164,796)          (64,081)                   (947,723)

Interest expense                                  (57,123)          (10,169)                   (159,266)

Other income (expense)                                 10                 -                      (7,394)

Debt forgiveness                                                          -                     435,243

Income tax expense                                      -                 -                        (529)
                                           ---------------    --------------               -------------

Net incTotallother income                        (211,408)          (74,250)                   (572,845)

Other comprehensive income                              -                 -                           -
                                           ---------------    --------------               -------------

Comprehensive income (loss)                    $ (211,408)       $  (74,250)                 $ (572,845)
                                           ===============    ==============               =============



Basic earnings (loss) per share                   $ (0.05)       $    (0.02)                 $    (0.13)
                                           ===============    ==============               =============

Weighted average number of shares
    outstanding                                 4,334,269         2,974,836                   4,334,269
                                           ===============    ==============               =============
</TABLE>



              See accompanying notes to the financial statements.

                                       4

<PAGE>

<TABLE>
<CAPTION>

                                           VITAL HEALTH TECHNOLOGIES, INC.
                                     STATEMENT OF STOCKHOLDERS' EQUITY (DEFICIT)
                  PERIOD FROM REENTRANCE INTO DEVELOPMENT STAGE (JANUARY 1, 1994) TO DECEMBER 31, 2003

                                                                                                                       Accumulated
                                           Common Stock                                                                 Deficit
                                    ---------------------------                                                          During
                                        Number                   Paid-In    Subscriptions  Accumulated   Development   Stockholders'
                                      of Shares     Amount       Capital     Receivable      Deficit        Stage        Equity
                                  ------------  ------------  ------------  ------------  ------------  ------------  ------------
<S>                                  <C>        <C>           <C>           <C>           <C>           <C>           <C>
Balances, January 1, 1994               41,900  $        419  $ 11,779,532  $         --  $(13,896,096) $         --  $ (2,116,145)
Issuance of common stock in 1994           553             6        14,994                                                  15,000
Net Income (loss) 1994                                                                --         5,503       (89,747)      (84,244)
Net Income (loss) 1995                                                                --       (62,874)      (62,874)
Net Income (loss) 1996                                                                --       (71,513)      (71,513)
Net Income (loss) 1997                                                                --                     (70,000)      (70,000)
Net Income (loss) 1998                                                                --       488,491       264,570       753,061
Net Income (loss) 1999                                                                       1,300,012       (50,612)    1,249,400
                                  ------------  ------------  ------------  ------------  ------------  ------------  ------------
 Balances, Dece,ber 31, 1999            42,453           425    11,794,526            --   (12,102,090)      (80,176)     (387,315)

Issuance of common stock and                                                                                                    --
 warrents in settlement of debt
 in September 2000                         181             2           234                                                     236

Exercise of warrant in 2000              1,451            14           712                                                     726
Issuance of common stock and
 warrents for services in

 September 2000                            275             3           534                                                     537

Issuance of common stock in
 settlement of debt October 2000        40,099           401        19,649                                                  20,050

Issuance of warrants for services          925           925

Issuance of common stock as part
of asset purchase agreement            200,000         2,000        29,648                                                  31,648

Net income (loss) 2000                                                                         308,453        40,521       348,974
                                  ------------  ------------  ------------  ------------  ------------  ------------  ------------
    Balances December 31, 2000         284,459         2,845    11,846,228            --   (11,793,637)      (39,655)       15,781

Contributed capital from donated
 services                                                          120,000                                                 120,000

Issuance of warrants for services                                      550                                                     550

Net income (loss) 2001                                                                                      (247,532)     (247,532)
                                  ------------  ------------  ------------  ------------  ------------  ------------  ------------
    Balances December 31, 2001         284,459         2,845    11,966,778            --   (11,793,637)     (287,187)     (111,201)

Contributed capital from donated
 services                                                           10,000                                                  10,000

Issuance of common stock for
 services at $.01 per share in
 January 2002                        2,310,000        23,100                                                                23,100

Issuance of common stock at $.14
 per share in April 2002 (2)         1,146,250        11,463       148,537      (110,000)                                   50,000

Fractional shares                          541             5            (5)                                                     --

Net income (loss) 2002                                                                                       (74,250)      (74,250)
                                  ------------  ------------  ------------  ------------  ------------  ------------  ------------
                                     3,741,250        37,413    12,125,310      (110,000)  (11,793,637)     (361,437)     (102,351)

Acquisition of CAHR, Inc. for
stock                                  593,019         5,930      (155,629)                                               (149,699)

Net income (loss) 2003                                                                                      (211,408)     (211,408)
                                  ------------  ------------  ------------  ------------  ------------  ------------  ------------
Balances December 31, 2003           4,334,269  $     43,343  $ 11,969,681  $   (110,000) $(11,793,637) $   (572,845) $   (463,458)
                                  ============  ============  ============  ============  ============  ============  ============
</TABLE>

     (1)  Debt forgiveness applied to accumulated deficit and or deficit
          accumulated during development stage based on period forgiven
          liabilities were initially incurred.

     (2)  Initially provided for a $300,000 subscription receivable,
          subsequently settled for $110,000.


              See accompanying notes to the financial statements.

                                       5


<PAGE>

                         VITAL HEALTH TECHNOLOGIES, INC
                          (A DEVELOPMENT STAGE COMPANY)
                   CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

<TABLE>
<CAPTION>

                                                                       Years Ended                           From reentrance to
                                                                      December 31,                           development stage to
                                                                            2003               2002          December 31, 2003
                                                                      -----------------   ----------------   ----------------------
Cash flows from operating activities:
<S>                                                                     <C>                <C>                <C>
     Net income (loss)                                                  $  (211,408)       $   (74,250)       $  (572,845)

     Adjustments to reconcile net income to net cash
        provided by (used in) operating activities:
        Debt forgiveness                                                         --                 --           (435,243)
        Indebtedness incurred for services and storage                           --                 --            400,000
        Implied compensation under SABS-T                                        --             10,000            130,000
        Stock issued for services                                                --             23,100             23,100
        Warrents issued for consulting services                                  --                 --              2,012
        Depreciation                                                             --                726              1,946
        Valuation allowance                                                      --               (726)             6,878
        Inventory                                                                --                 --                 38
        Accounts receivable                                                 (93,001)                --            (93,001)
        Organization expenses                                               (16,663)                --            (16,663)
        Prepaid expenses                                                        235               (235)                --
        Accounts payable and other current liabilities                      325,769              6,025            328,586
                                                                        -----------        -----------        -----------

              Net cash (used in) operating activities                         4,932            (35,360)          (225,192)
                                                                        -----------        -----------        -----------

Cash flows used for investing activities:

              Net cash provided by (used in) investing activities                --                 --                 --
                                                                        -----------        -----------        -----------

Cash flows from financing activities:
     Stock proceeds                                                        (149,699)            50,000            (64,811)
     Decrease (increase) in subscriptions receivable                        103,340                 --             96,680
     Issuance of convertible notes payable                                       --             10,000            167,038
     Principal payments                                                     (15,000)           (15,000)
     Increase in long term debt                                           1,000,000                 --          1,000,000
                                                                        -----------        -----------        -----------

              Net cash provided by (used in) financing activities           953,641             45,000          1,183,907
                                                                        -----------        -----------        -----------

Net increase (decrease) in cash and cash equivalents                        958,573              9,640            958,715

Cash and cash equivalents at beginning of year                               11,019              1,379             10,877
                                                                        -----------        -----------        -----------

Cash and cash equivalents at end of year                                $   969,592        $    11,019        $   969,592
                                                                        ===========        ===========        ===========
Supplemental disclosure of cash flow information:

     Interest paid                                                      $    57,123        $     1,915        $    59,038
                                                                        ===========        ===========        ===========
     Income taxes paid                                                  $        --        $        --        $     1,081
                                                                        ===========        ===========        ===========

</TABLE>

                         VITAL HEALTH TECHNOLOGIES, INC.
                          (A Development Stage Company)

                          NOTES TO FINANCIAL STATEMENTS

                     YEARS ENDED DECEMBER 31, 2003 AND 2002
                       AND THE PERIOD FROM REENTRANCE INTO
                                DEVELOPMENT STAGE
                     (JANUARY 1, 1994) TO DECEMBER 31, 2003

NOTE 1 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

Nature of Business
------------------

The Company was incorporated on April 1, 1960, under the laws of the State of
Minnesota. On September 26, 2000, the Company changed its name to Vital Health
Technologies, Inc. Formerly the Company was known as Vital Heart Systems, Inc.

In November 1993, the Company ceased the majority of its operations. At January
1, 1994, the Company was deemed to have reentered the development stage. From
1994 to 1997 the Company had only limited operations as it tried to complete the
design and marketing of a non-invasive, stress-free coronary artery disease
(CAD) detection device. In 1997 the Company ceased all operations.

In 1998 and 2000 the Company worked with a Minnesota venture capital firm,
Aurora Capital Management, LLC (Aurora) and a Minnesota entity with compatible
business operations, Vital Health Technologies, LLC (VHT-LLC) in an effort to
revitalize the Company (see Notes 2 and 5). These dealings ultimately led to the
acquisition of VHT-LLC's assets on December 1, 2000 (see Note 5). In 2001The
company changed its direction from trying to market the variance cardiograph
technology to actively seeking a merger candidate to license or purchase the
variance cardiograph technology. In 2002, the company concentrated its efforts
on finding a merger candidate. Some monies were raised through a stock offering,
but these monies were not sufficient to revitalize the Company marketing of the
variance cardiograph technology. Instead these monies were used to maintain the
Company's public reporting status.

In March 2003, the Company entered into an agreement to merge with an operating
company, Caribbean American Health Resorts, Inc.


Cash Equivalents
----------------

For purposes of reporting cash flows, cash equivalents include investment
instruments purchased with a maturity of three months or less. There were no
cash equivalents in 2003 or 2002.


                                      F-7

<PAGE>

                         VITAL HEALTH TECHNOLOGIES, INC.
                          (A Development Stage Company)

                          NOTES TO FINANCIAL STATEMENTS

                     YEARS ENDED DECEMBER 31, 2003 AND 2002
                       AND THE PERIOD FROM REENTRANCE INTO
                                DEVELOPMENT STAGE
                     (JANUARY 1, 1994) TO DECEMBER 31, 2003


NOTE 1 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES  (Continued)


Risks, Estimates and Uncertainties
----------------------------------

     Use of Estimates
     ----------------

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

     Authorized Number of Shares
     ---------------------------

     The Company enacted a 1 for 10 reverse stock split as reflected in these
     financial statements (see Note 3). A provision in Minnesota Statutes might
     require reduction of the authorized shares of the Company from 50,000,000
     to 5,000,000 and adjustment of the par value from $.01 to $.10. The
     ultimate resolution of this matter cannot be determined at this time.

                                      F-8

<PAGE>

                         VITAL HEALTH TECHNOLOGIES, INC.
                          (A Development Stage Company)

                          NOTES TO FINANCIAL STATEMENTS

                     YEARS ENDED DECEMBER 31, 2003 AND 2002


NOTE 1 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued)

Risks, Estimates and Uncertainties (Continued)
----------------------------------------------

     Lender Concentration/Continued Existence
     ----------------------------------------

     The Company has been fully dependent on certain stockholders for the
     maintenance of its corporate status and to provide all managerial
     assistance and working capital support for the Company.

     Continued Existence
     -------------------

     Management is uncertain if current agreements will allow it to remain as an
     operating business (see Note 2).

Earnings Per Share
------------------

The Company implemented FASB 128: Earnings Per Share. Basic EPS excludes
dilution and is computed by dividing net income by the weighted-average number
of common shares outstanding for the year. Diluted EPS reflects the potential
dilution from stock options and warrants and is computed using the treasury
stock method. Under the treasury stock method stock options and warrants are
assumed to have been exercised at the beginning of the period if the exercise
price exceeds the average market price during the period. Stock options and
warrants are excluded from the EPS calculation due to their antidultitive
effect.

Stock-Based Consideration
-------------------------

The Company has applied the fair value-based method of accounting for employee
and nonemployee stock-based consideration and/or compensation in accordance with
FASB Statement 123 (based on quoted market prices at the date of grant and/or as
earned).

Contributed Services
--------------------

Management services contributed by a principal stockholder have been reflected
at their fair value in the accompanying financial statements in accordance with
Staff Accounting Bulletin (SAB) 5-T: Accounting For Expenses or Liabilities Paid
By Principal Stockholders.


                                      F-9

<PAGE>

                         VITAL HEALTH TECHNOLOGIES, INC.
                          (A Development Stage Company)

                          NOTES TO FINANCIAL STATEMENTS

                     YEARS ENDED DECEMBER 31, 2003 AND 2002
                       AND THE PERIOD FROM REENTRANCE INTO
                                DEVELOPMENT STAGE
                     (JANUARY 1, 1994) TO DECEMBER 31, 2003


NOTE 1 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued)

Comprehensive Income
--------------------

SFAS No. 130 establishes standards for the reporting and disclosure of
comprehensive income and its components which will be presented in association
with a company's financial statements. Comprehensive income is defined as the
change in a business enterprise's equity during a period arising from
transactions, events or circumstances relating to non-owner sources, such as
foreign current translation adjustments and unrealized gains or losses on
available-for-sale securities. It includes all changes in equity during a period
except those resulting from investments by or distributions to owners. For the
years ended December 31, 2002 and 2001, net income and comprehensive income were
equivalent.

Financial Instruments
---------------------

Financial Instruments consist of the following:

Short-Term Assets and Liabilities: The fair value of cash and cash equivalents,
accounts receivable, accounts payable and accrued expenses and short-term debt
approximate their carrying values due to the short-term nature of these
financial instruments.

Income Taxes
------------

The Company accounts for income taxes in accordance with Statement of Financial
Accounting Standards No. 109, "Accounting for Income Taxes" which requires the
use of the "liability method" of accounting for income taxes.

NOTE 2 - GOING CONCERN/DEVELOPMENT STAGE COMPANY

On January 1, 1994, the Company was deemed to have reentered the development
stage. Since that date the Company has devoted the majority of its efforts to:
maintenance of the corporate status; settlement of liabilities; and the search
for a viable method of operations and/or merger candidate.

                                      F-10

<PAGE>

                         VITAL HEALTH TECHNOLOGIES, INC.
                          (A Development Stage Company)

                          NOTES TO FINANCIAL STATEMENTS

                     YEARS ENDED DECEMBER 31, 2003 AND 2002
                       AND THE PERIOD FROM REENTRANCE INTO
                                DEVELOPMENT STAGE
                     (JANUARY 1, 1994) TO DECEMBER 31, 2003


NOTE 2 - GOING CONCERN/DEVELOPMENT STAGE COMPANY (Continued)

In 2003 and 2002 the Company has been fully dependent on its stockholders and
Aurora for the maintenance of its corporate status and to provide all managerial
assistance and working capital support for the Company.

In November 2000, the Company satisfied the last of its judgment creditors (see
Note 6). In October 2000, the Company reached an agreement with VHT-LLC to
settle its indebtedness to VHT-LLC for 40,099 shares of the Company's common
stock (see Note 6). On December 1, 2000, the Company acquired all of the assets
of VHT-LLC for 200,000 shares of the Company's common stock (see Note 6). In
2001, the Company attempted to move forward with development of its core
technology (variance cardiography). The Company attempted to raise capital
through a private placement or rights offering of the Company's common stock to
move forward with product development, but was unsuccessful. Due to the lack of
available capital to successfully market variance cardiography, the Company
changed its direction in 2001 from trying to market the variance cardiography
technology to actively seeking candidates to license or purchase the variance
cardiograph technology.

In 2002, the Company concentrated its efforts on finding a merger candidate.
Some monies were raised through a stock offering, but these monies were not
sufficient to revitalize the Company's marketing of the variance cardiography
technology. Instead these monies were used to maintain the Company's public
reporting status.

In March 2003, the Company entered into an agreement to merge with an operating
company, Caribbean American Health Resorts, Inc. If this merger is unsuccessful
or if the combined companies are unable to obtain profitable operations, the
Company might be unable to continue as a going concern. No estimate can be made
of the range of loss that is reasonably possible should the Company be
unsuccessful.

                                      F-11


<PAGE>

                         VITAL HEALTH TECHNOLOGIES, INC.
                          (A Development Stage Company)

                          NOTES TO FINANCIAL STATEMENTS

                     YEARS ENDED DECEMBER 31, 2003 AND 2002
                       AND THE PERIOD FROM REENTRANCE INTO
                                DEVELOPMENT STAGE
                     (JANUARY 1, 1994) TO DECEMBER 31, 2003


NOTE 3 - NOTES PAYABLE

In 2002 and 2001, the Company issued $10,000 and $102,500, respectively, in
convertible notes payable maturing between January 29, 2002 and February 5,
2003. These notes are unsecured, bear interest at 10% per annum, and are
convertible into common stock of the Company at the option of the note holders
at a price equal to the next stock offering price.

$15,000 of these notes were repaid in May 2002. $97,500 were repaid in March
2003.

Certain note holders were also issued warrants (see Note 4).

LONG-TERM DEBT:

                                                             December 31, 2003
                                                             -----------------

Long-term debt consists of the following:

Note payable with interest payable at a
      rate a rate of 12% per annum, interest only until
      January 31, 2005 when principal is due in full                $1,000,000


Maturities of long-term debt for the years subsequent to December 31, 2003 are
as follows:

                           2004            $0
                           2005     1,000,000
                                   ----------
                                   $1,000,000
                                   ==========

NOTE 4 - STOCKHOLDERS' EQUITY (DEFICIT)

Authorized Shares/Reverse Split
-------------------------------

At the Company's August 28, 2000 Special Meeting of Shareholders, the Company
approved Amended and Restated Articles of Incorporation which increased the
authorized capitalization of the Company to fifty million (50,000,000) shares of
$.01 par value common shares and five million (5,000,000) shares of undesignated
stock. At this meeting a one for sixty consolidation of the Company's issued and
outstanding shares was also approved. At its December 26, 2001 Board of
Directors meeting, the Company approved a reverse split on a 1 for 10 basis
effective January 7, 2002.

All references to stockholders' equity (deficit) in the accompanying financial
statements have been restated to reflect these amendments retroactively.


                                      F-12

<PAGE>

                         VITAL HEALTH TECHNOLOGIES, INC.
                          (A Development Stage Company)

                          NOTES TO FINANCIAL STATEMENTS

                     YEARS ENDED DECEMBER 31, 2003 AND 2002
                       AND THE PERIOD FROM REENTRANCE INTO
                                DEVELOPMENT STAGE
                     (JANUARY 1, 1994) TO DECEMBER 31, 2003


NOTE 4 - STOCKHOLDERS' EQUITY (DEFICIT) (Continued)

Warrants

The Company has issued warrants to purchase its common stock as follows:

<TABLE>
<CAPTION>

                                     Shares
                                     Under           Exercise
                                     Warrant         Price               Exercise Period
                                     -------         -----               ---------------
<S>                                  <C>           <C>                   <C>
    Issued for services
      in 2000 and 2001               17,050        $.49 to $20.00        January 2001 to January 2006
    Attachment to
      convertible notes               4,500        $20.00                January 2001 to October 2006
                                     ------        --------------
                                     21,550        $.50 to $20.00
                                     ======        ==============
</TABLE>

2002 Employee Stock Option Plan
-------------------------------

The Company implemented the 2002 Employee Stock Option Plan to foster and
promote the long-term financial health of the Company. Option prices will be
determined by a committee at the time of grant, but the option price will not be
less than the par value of the Company's common stock. As part of this plan in
2002 the Company issued 5,000 shaes of its common stock to each of its two
directors and 300,000 of its common stock to a consultant. These shares were
valued at $3,100, the fair value of these shares at the grant date.

Subscription Receivable
-----------------------

In April 2002, the Company entered into an agreement to issue 1,146,250 shares
of its common stock for $50,000 and a subscription receivable of $300,000 due
October 25, 2002. This subscription was not paid when due and went into default.
The Company ultimately transferred 1,000,000 of these shares to an investment
group who settled this subscription receivable for $110,000 in March 2003. This
subscription is reflected at the ultimate proceeds received of $110,000 in the
accompanying financial statements.

                                      F-13

<PAGE>


                         VITAL HEALTH TECHNOLOGIES, INC.
                          (A Development Stage Company)

                          NOTES TO FINANCIAL STATEMENTS

                     YEARS ENDED DECEMBER 31, 2003 AND 2002
                      AND THE PERI OD FROM REENTRANCE INTO
                                DEVELOPMENT STAGE
                     (JANUARY 1, 1994) TO DECEMBER 31, 2003


NOTE 4 - STOCKHOLDERS' EQUITY (DEFICIT) (Continued)

Other
-----

The Company is obligated to issue 300 post reverse shares to a former creditor.

NOTE 5 - OPERATING LEASE

The Company lease approximately 500 square feet of office space in Beverly
Hills, California and pays approximately $1800.00 on a month to month basis.


NOTE 6 - INCOME TAXES

Income taxes benefit (expense) consisted of the following:

                                                     2002                2001
                                                     ----                ----
    Current:
      Federal                                      $    -            $      -
      State                                             -                (355)
                                                   ------            ---------
                                                        -                (355)
                                                   ------            ---------
   Deferred:
      Federal                                           -                   -
      State                                             -                   -
                                                   ------            ---------
                                                        -                   -
                                                  ------             ---------

   Income tax benefit (expense)                    $    -            $   (355)
                                                   ======            =========


The reconciliation between expected federal income tax rates is as follows:

                                     2002                       2001
                                     ----                       ----
                             Amount      Percent        Amount        Percent
                             ------      -------        ------        -------

Expected federal tax        $ (25,000)     (34)%       $ (57,000)     (34.0)%
State income tax, net
 of federal tax benefit        (5,000)      (7)          (11,000)      (7.0)
Valuation of net
 operating loss
 carryforwards                 30,000       41            67,645         41

                            $    -           - %       $    (355)         - %


                                      F-14

<PAGE>

                         VITAL HEALTH TECHNOLOGIES, INC.
                          (A Development Stage Company)

                          NOTES TO FINANCIAL STATEMENTS

                     YEARS ENDED DECEMBER 31, 2003 AND 2002
                       AND THE PERIOD FROM REENTRANCE INTO
                                DEVELOPMENT STAGE
                     (JANUARY 1, 1994) TO DECEMBER 31, 2003


NOTE 6 - INCOME TAXES (Continued)

Differences between accounting rules and taw laws cause differences between the
bases of certain assets and liabilities for financial reporting purposes and tax
purposes. The tax effects of these differences, to the extent they are
temporary, are recorded as deferred tax assets and liabilities under SFAS 109,
and consisted of the following: 2003 2002 Deferred tax assets: Net operating
loss carryforwards 3,900,000 3,700,000

    Gross deferred tax asset                   3,912,500        3,701,100
                                              ----------       ----------
    Valuation allowance                       (3,915,500)      (3,701,100)

    Net deferred tax asset                          -                   -
    Deferred tax liability                          -                   -
                                              ----------       ----------
    Net deferred tax asset
      (liability)                             $     -          $        -
                                              ==========       ==========

Utilization of these losses is limited under Section 382 of the Internal Revenue
Code due to current and historical changes in the Company's ownership. The
Company's net operating loss carryforwards are fully allowed for due to
questions regarding the Company's ability to utilize these losses before they
expire.

                                      F-15

<PAGE>

                         VITAL HEALTH TECHNOLOGIES, INC.
                          (A Development Stage Company)

                          NOTES TO FINANCIAL STATEMENTS
                     YEARS ENDED DECEMBER 31, 2003 AND 2002
                       AND THE PERIOD FROM REENTRANCE INTO
                                DEVELOPMENT STAGE
                     (JANUARY 1, 1994) TO December 31, 2003


NOTE 6 - INCOME TAXES (Continued)

The Company has carryforwards available to offset future taxable income as
follows:

<TABLE>
<CAPTION>

                                 Federal                           State
                                   NOL       Credits                NOL              Credits
                                   ---       -------                ---              -------
<S>                            <C>           <C>                 <C>                 <C>
    2004                              -        71,100                  -                 -
    2005                         2,615,000       -                     -                 -
    2006                         1,729,000       -                     -                 -
    2007                         3,295,000       -                     -                 -
    2008                         2,939,000       -                     -                 -
    2009                            14,000       -                     -                 -
    2010                              -          -                     -                 -
    2011                             2,000       -                     -                 -
    2012                              -          -                     -                 -
    2013                            25,000       -                     -                 -
    2014                            50,000       -                     -                 -
    2015                            90,000       -                   28,000              -
    2016                           121,000       -                  121,000              -
    2017                            72,000       -                   72,000              -
    2018                           215,500       -                  215,500              -
                               -----------   ---------          -----------          --------
                               $11,167,500   $ 71,100            $  436,500          $ 10,000
                               ===========   =========          ===========          ========
</TABLE>


<PAGE>

                         VITAL HEALTH TECHNOLOGIES, INC.
                          (A Development Stage Company)

                          NOTES TO FINANCIAL STATEMENTS
                     YEARS ENDED DECEMBER 31, 2003 AND 2002
                       AND THE PERIOD FROM REENTRANCE INTO
                                DEVELOPMENT STAGE
                     (JANUARY 1, 1994) TO December 31, 2003


NOTE 7 - SUPPLEMENTAL CASH FLOW DISCLOSURES

Summary of non cash activity:

     In 2000 the Company issued common stock and warrants with a fair value of
     $20,286 as partial settlement of accounts payable and other accrued
     expenses and note payable - related party.

     In 2000 the Company issued common stock and warrants for services totaling
     $1,462.

     On December 1, 2000, the Company acquired assets, including cash of
     $19,162, in exchange for 200,000 post-split shares of the Company's common
     stock.

     Value was assigned to donated officer services under SAB 5-T of $10,000 in
     2002 and $120,000 in 2001.

     In 2002 the Company issued common stock for services totaling $23,100.

NOTE 8 SUBSEQUENT EVENTS

On December 1, 2003 the Company entered an agreement with Royal Carribean Hotels
Ltd., to purchase ocean front property for $5,000,000. The company expects the
purchase to be completed by June 30, 2004.

                                      F-16