SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                                   FORM 10KSB
                                   ----------

[X]  ANNUAL REPORT  PURSUANT TO SECTION 13 OR 15(d) OF THE  SECURITIES  EXCHANGE
     ACT OF 1934 For the fiscal year ended  December 31, 2004
                                          --------------------

[_]  TRANSITION  REPORT  PURSUANT  TO  SECTION  13 OR  15(d)  OF THE  SECURITIES
     EXCHANGE ACT OF 1934
     For the transition period from           to
                                    ---------    ------------

Commission File No. 333-119147
                   ------------


                                VITA EQUITY, INC.
                                -----------------
                 (Name of small business issuer in its charter)

            Nevada                         3911                  98-0371180
            ------                         ----                  ----------
  (State or jurisdiction of          (Primary Standard        (I.R.S. Employer
incorporation or organization)        Industrial Code        Identification No.)
                                                                   Number)

                      Suite 314 - 837 West Hastings Street
                  Vancouver, British Columbia, Canada, V6C 3N6
                    (604) 684-6412-phone, (604) 642-6411-fax
                    ----------------------------------------
          (Address and telephone number of principal executive offices)

                                   RITE, Inc.
                            1905 South Eastern Avenue
                                Las Vegas, Nevada
                              89104, 1.877.748.3462
                              ---------------------
            (Name, address and telephone number of agent for service)


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

Securities registered pursuant to Section 12 (g) of the Act: NONE

Check  whether  the issuer  (l) has filed all  reports  required  to be filed by
Section 13 or 15(d) of the  Exchange  Act during the past 12 months (or for such



<PAGE>






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

Check if there is no disclosure of delinquent  filers in response to Item 405 of
Regulation  S-B is not  contained  in  this  form,  and no  disclosure  will  be
contained,  to the  best of  registrant's  knowledge,  in  definitive  proxy  or
information statements incorporated by reference in Part III of this Form 10-KSB
or any amendment to this Form 10-KSB.   [X]

Revenues for the year ended December 31, 2004 were $372,995.

The aggregate market value of the voting stock held by  non-affiliates  computed
by reference to the last  reported sale price of such stock as of April 14, 2005
is $13,220.

The number of shares of the issuer's  Common Stock  outstanding  as of April 14,
2005 is 13,220,000.

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


                                     PART I
                                     ------

Item 1.   Description of Business
---------------------------------

Vita Equity Inc. is in the business of manufacturing custom pieces of jewelry on
a piece-by-piece basis for our customers.

Products and Services
---------------------

Our business  strategy is to offer  custom  designed  and  manufactured  jewelry
products to a wide array of customers.  We have been  producing  custom  jewelry
through  our wholly  owned  subsidiary,  for  approximately  ten years and until
recently,  we have provided these products to one customer,  namely  Montecristo
Jewellers  Ltd., a related party.  Montecristo  has been in operation since 1978
and currently has three locations in Vancouver,  British  Columbia.  In the last
two years,  we have been  providing  our services to  Sorgentone,  Inc.  that is
located in Toronto, Ontario, Canada. Sorgentone, Inc. has been in business since
approximately  1987. We believe that we have pleased our existing customers with
our designs and quality  workmanship  such that we intend to start  offering our
design and  manufacturing  services to other  customers.  We believe that we now
have a portfolio of custom jewelry designs (accumulated over the past ten years)
that is sufficient to demonstrate  our abilities to other  customers with a view
to  entering  into  arrangements  with  them of a similar  nature to those  with
Montecristo and Sorgentone, Inc. to provide them with custom jewelry designs and
products.  We also  believe  that our  existing  customers  will provide us with
references  which  we  will  be able to use to  solicit  and  secure  additional
business  from new clients.  We believe that we have the ability to leverage our
expertise  and existing  customers  to  potentially  increase  sales in the much
larger markets of Canada and the United States.




<PAGE>






Jewelry
-------

We design,  manufacture  and repair  jewelry using  diamonds and other  precious
gemstones  such as rubies,  sapphires and emeralds.  We design and  manufacturer
virtually all kinds of modern  jewelry  including  necklaces,  earrings,  rings,
bracelets  and other  ornaments,  the  prices  for which  are  determined  on an
individual  piece by piece basis  depending  on the  intricacy of the design and
manufacture  process and the  selection of materials to be used in creating each
piece.

Once a client makes a request for a piece of jewelry to be made,  we assist them
in the design of the piece and the  selection of the type of precious  metal and
precious  stone(s)  for  their  piece.  We then  acquire  the raw  materials  in
sufficient  quantity to make the  specific  piece of jewelry.  In normal  course
business,  we do not carry inventories of raw materials.  To create our jewelry,
we  employ  the  services  of third  party  jewelers  and  craftspeople  who are
responsible for assisting in the final design of the piece and the manufacturing
of the piece of jewelry for  presentation  to the customer.  In this regard,  we
have available to us, several jewelers and/or goldsmiths with varied backgrounds
and styles. For each particular piece of jewelry, the appropriate  contractor is
chosen to ensure  compliance  with the  customer's  desires.  This enables us to
offer a variety of styles to the  customer  and by using a variety  of  contract
craftspeople,  customers are ensured to receive a unique piece.  In this way, we
are able to meet a wide  variety of  requests  with  respect  to our  customer's
jewelry needs. We do not have any contracts with these  craftspeople as they are
retained by us on a piece-by-piece basis and are compensated as a contractor for
that particular piece of jewelry created by them. These contractors may contract
themselves to other companies as well as us. We have no exclusivity  rights over
these contractors.  That being said, we have used some of our craftspeople since
our subsidiary's inception in July 1984. In addition to the craftspeople that we
regularly  use, we are aware of numerous  others who are  equally  talented  and
available in the event our regular  craftspeople  become  unable or unwilling to
assist us with any particular piece of jewelry.

Currently  we purchase  100% of our  precious  metals from  Imperial  Smelting &
Refining located in Vancouver, British Columbia and we purchase our precious and
semi-precious stones from one of the following suppliers:  Regal Imports,  Ltd.,
(Vancouver,  British  Columbia),  C.D.  Barcados  Co. Ltd.  (Toronto,  Ontario),
Backers  &  Strauss  Canada  (Toronto,   Ontario),  R.S.  Gem  Connections  Ltd.
(Vancouver, British Columbia) or JND Associates (Toronto, Ontario). Vita Equity,
Inc.  (Canada),  our operating  subsidiary has purchased our supplies from these
companies  since its inception in July 1984.  The raw materials  that we require
for the manufacture of our jewelry pieces are readily available.  In our history
with our suppliers, we have never had difficulty acquiring raw materials. In the
event that raw materials are not available from our suppliers of the same, there
are  numerous  other local  suppliers  of the  materials  we need to continue to
operate our business.

Our prices are generally  set based upon the cost of the stone,  the cost of the
precious metals, the cost of the contract  craftsperson's labor and thereafter a
general mark-up.

We are currently  dependent on two customers:  Montecristo  Jewellers,  Ltd. and
Sorgentone,  Inc.  Through our subsidiary,  we have provided jewelry products to
Montecristo for  approximately ten years and to Sorgentone for approximately two
years.  Sales to these two customers  aggregated 100% of our total sales for the
years ended  December 31, 2004 and 2003.  For the years ended  December 31, 2004
and December 31, 2003,  one  customer,  Montecristo  Jewellers,  Ltd., a related
party, accounted for 76% and 82% of the sales respectively. In this stage of our
development,  we have only  attracted  the  interest  of two clients for whom we
manufacture  jewelry.  Our  intention in the near future is to expand our client
base such  that we are no longer  dependent  on these two  customers.  If we are



<PAGE>






successful in expanding our client base beyond these two customers, the concerns
related to losing one of these customers will be diminished.

We do not currently do not have any patents, trademarks,  licenses,  franchises,
concessions, royalty agreements or labor contracts at this time.

Financing
---------

In July 2000, upon our  incorporation,  we issued 20,000 of our common shares to
Mr. George  Polyhronopoulos  pursuant to Rule 506 of Regulation D at the cost of
$0.001 per common share. This issuance was compensation for services provided by
Mr.  Polyhronopoulos which included  incorporating the Company and acting as our
first Director and holding the positions of President, Secretary and Treasurer..
Between  September  15,  2000 and  January  31,  2001,  pursuant  to Rule 504 of
Regulation  D, we received  subscription  agreements  from certain  investors to
purchase an aggregate of 12,300,000 of our common shares, at a purchase price of
either  $0.001 or $0.50 per  common  share for  total  gross  proceeds  to us of
$62,200.  On or about March 1, 2003, the Company  authorized the cancellation of
all shares issued  pursuant to this offering and refunded all the money received
pursuant  thereto.  This  cancellation and refund resulted from misplaced source
documents  and records  which  prevented us from being able to properly  confirm
that all shares  subscribed for were properly paid for. As a result,  we decided
that is was in the best interests of the Company and the  shareholders to refund
all the subscription proceeds and to start again. Between April 1, 2003 and June
30,  2003,   pursuant  to  Regulation  S,  the  Company  received  and  accepted
subscription  agreements  from  certain  investors  to purchase an  aggregate of
13,200,000 of our common shares,  at a purchase price of $0.001 per common share
for total gross proceeds to us of $13,200.

Marketing and Promotion Strategy
--------------------------------

To date, our marketing efforts have consisted of word-of-mouth  advertising.  In
the  future,  we  intend  to  attract  additional   customers  through  existing
relationships,  trade shows,  product  presentations and/or advertising in trade
publications.  We  intend  to  create  a  portfolio  of  designs  that  we  have
manufactured  to  date  and  may  include  some  designs  that  demonstrate  our
craftsperson's  manufacturing  capabilities.  Once this is created, we intend to
use it in our marketing efforts.  We are also considering the establishment of a
website to which customers may be referred to view our  capabilities and through
which  customers  may be able to interact with us in respect to the selection of
the stones to be used in the pieces and in the design process.

We have not  solicited  and  quotations  on the costs of our proposed  marketing
efforts nor have we entered into any contracts related to our proposed marketing
efforts as such efforts require funding which is not presently  available to us.
When and if funding becomes available through our revenues,  sales of securities
or borrowing money, we will then be in a position to take steps toward marketing
our services as proposed herein.

To date,  we have  not  expended  any  resources  on  research  and  development
activities  as Mr. Webb came to us with a wealth of knowledge  from his previous
employment  activities.  We rely on his expertise at this time for all decisions
related to the operation of the Company's business.  As such, we have not passed
any research and development costs onto our customers through  "mark-ups" on our
products.



<PAGE>






Competition
-----------

The manufacture and  distribution  of jewelry  products is a highly  competitive
industry.  We compete with major domestic and international  companies,  many of
which have  significantly  greater  financial,  technical,  marketing  and human
resources  than we have.  While we believe  that the  individual  treatment  and
interaction  with our customers  provides us with a  competitive  edge over mass
manufacturers  in  certain  markets.   By  custom  designing  products  for  our
customers,  we are able to  produce  one-of-a-kind  pieces of  jewelry  that the
customer knows to be unique.  May retailers merely offer mass produced,  machine
made  items in which the end user can have no input in the  design or the choice
of  materials  used.  We  cater  to  a  specialized   clientele  that  the  mass
manufacturers cannot.

Locally, we consider our main competitors to be Brinkhaus Jewellers,  Vancouver,
British Columbia) and Palladio Gioielli (Vancouver,  British Columbia),  both of
whom produce custom designed  jewelry pieces.  Nationally,  we consider our main
competitor to be Birks Jewellers with locations across Canada.  That being said,
each of these  competitors  operates as street level  retailers  with  showrooms
containing both mass-produced and custom pieces of jewelry.  In each city across
Canada, we expect to encounter  numerous  competitors with whom we shall compete
for  business.  It is  difficult to estimate or identify  competitors  similarly
situated to us in that there could be many such competitors operating from their
homes or small shops that produce  custom  pieces as we do. If and when we enter
the U.S.  market,  we expect that we will  encounter  both local  operations and
national  operations  with whom we expect to compete in our  market.  We believe
that our  products  are as good,  if not  better,  than  those  produced  by our
competitors and expect that we will be able to compete successfully against them
for business in our markets.

Regulatory Background
---------------------

Our operations may be subject to government regulation. Recent discoveries since
the late  1960's of diamond  deposits in foreign  countries,  such as Russia and
Israel, including the well known diamond deposits located in India, South Africa
and Belgium,  have exposed the diamond and precious  stone industry to increased
foreign government  regulation regarding mining and production of diamonds.  The
exploration and mining of diamond  deposits  include laws and  regulations  with
respect to safety and environmental concerns. In addition, because of the nature
of the industry,  many foreign countries have imposed regulations  regarding the
marketing of diamonds,  which  include laws  focusing on increased  security and
black  markets.  Such  regulations  and  legislation,  if increased or adversely
changed by foreign governments, may adversely affect the availability, demand or
price of diamonds and thus our business operations.

In  Canada,  we  are  not  subject  to any  municipal,  provincial  or  national
regulations other than those normally  applicable to small businesses.  That is,
we are required to maintain a business  license in any and all  jurisdictions in
which we operate. Presently, we operate only in Vancouver,  British Columbia and
as such maintain a business license there.

Item 2.   Description of Property
---------------------------------

We  operate  from  offices  located  at Suite  314 - 837 West  Hastings  Street,
Vancouver,  British Columbia,  Canada, V6C 3N6, telephone:  604.684.6412.  These
facilities are rented  pursuant to a lease that has been once renewed and is due
to expire in September 2005 unless renewed. The monthly rent due under the lease
is CDN $750. It is expected  that these  facilities  will be sufficient  for our
purposes for the foreseeable future.



<PAGE>






Item 3.   Legal Proceedings
---------------------------

The Company is not a party to any material pending legal proceedings, and to the
best of its knowledge,  no such  proceedings by or against the Company have been
threatened.

Item 4.   Submission of matters to a Vote of Security Holders.
--------------------------------------------------------------

There was no matter  submitted  during the fourth  quarter of fiscal  year ended
December 31, 2004, to a vote of security  holders,  through the  solicitation of
proxies or otherwise.


                                     PART II
                                     -------

Item 5.  Market for Registrant's Common Equity and Related Stockholders Matters.
--------------------------------------------------------------------------------

Market Information
------------------

There is no public  trading  market for the common  stock of Vita  Equity,  Inc.
There  are  outstanding  13,220,000  shares  as of April 14,  2005.  Holders  of
9,555,000  of  our  common  shares  are  able  to  sell  their  shares   without
restriction.  The  remaining  shareholders  are  also  able to sell  her  shares
totaling 3,665,000 by meeting the resale  requirements for an affiliate pursuant
to Rule 144.

Since its inception,  no dividends have been paid on Vita Equity,  Inc.'s common
stock. Vita Equity,  Inc. intends to retain any earnings for use in its business
activities, so it is not expected that any dividends on the common stock will be
declared and paid in the foreseeable future.

At December 31, 2004,  there were 27 shareholders of record holding Vita Equity,
Inc. common stock.

Item 6.   Management Discussion and Analysis or Plan of Operation
-----------------------------------------------------------------

Overview
--------

In their report in connection with our 2004 financial  statements,  our auditors
included an explanatory  paragraph stating that,  because we have incurred a net
loss of $4,159 and a negative cash flow from  operations of $14,909 for the year
ended December 31, 2004, and had a working capital  deficiency and stockholders'
deficiency of $37,901 as of December 31, 2004 there is  substantial  doubt about
our ability to continue as a going concern

For the fiscal years ended  December  31, 2004 and  December  31, 2003,  we have
experienced  minimal revenues.  We have incurred losses during these periods and
expect our losses to continue into the foreseeable future.



<PAGE>






Jewelry is generally  considered to be a luxury item and  purchases  thereof are
discretionary in nature.  As such, in times of general economic  downturns,  the
purchases of luxury items,  such as jewelry,  tend to decrease.  We expect to be
affected by such general economic downturns if and when they occur. In addition,
the  jewelry  industry  is  seasonal  in nature  with the bulk of jewelry  sales
occurring over the Holiday season in the month of December.  We expect our sales
of jewelry to follow this trend with the bulk of our sales occurring during this
season.  We are also  subject to the  purchasing  trends of our  customers.  Our
customers  are in the  jewelry  business  as well  and are  subject  to the same
general economic conditions and seasonal  fluctuations which we expect to mirror
our  business.  We do not have the ability to  counteract  any general  economic
downturns in the economy  which might slow the  purchases of jewelry items other
than by  attracting  more  customers  than those we already  have.  If we have a
broader base of customers at some point in the future,  the impact of a slowdown
in one particular  customer may not adversely  affect our results.  Again,  with
respect to the seasonality of the jewelry  business,  we cannot  counteract that
trend other than  broadening  our customer base as stated  above.  Our financial
statements are prepared in accordance with U.S.  generally  accepted  accounting
principles.

Our  Cost of Good  Sold  includes  the  following  items:  The  purchase  of raw
materials such as precious metals and precious and/or  semi-precious  stones and
labor. Period-to-period changes in our cost of good sold are directly related to
the number of pieces of jewelry produced by us for our customers.

Our operating expenses are classified into six categories:

     -    Professional Fees
     -    Management Salaries
     -    Rent
     -    Consulting Fees
     -    Agent and Transfer Fees
     -    Bank Charges and Interest

The fiscal years ended December 31, 2004 and December 31, 2003
--------------------------------------------------------------

Professional  Fees  amounted to $41,980  and $33,070 for our fiscal  years ended
December  31,  2004 and  December  31,  2003  respectively.  For the year  ended
December 31, 2004,  our legal fees amounted to $12,320,  our audit fees amounted
to $25,922  and our  accounting  fees  amounted  to  $3,738.  For the year ended
December 31, 2003, our legal fees amounted to $5,581, our audit fees amounted to
$12,077 and our accounting fees amounted to $15,412. The increase from period to
period  resulted from the audit and legal  expenses  relating to the filing of a
Form SB-2 registration  statement in 2004. In the coming periods,  our legal and
audit fees should both decrease.



<PAGE>






Management  Salaries  amounted  to $9,241 and  $7,135 for our fiscal  year ended
December 31, 2004 and our fiscal year ended December 31, 2003 respectively.  The
difference  from  period  to  period  results  from U.S.  dollar  exchange  rate
fluctuations.

Rent  amounted to $6,931 and $6,422 for our fiscal year ended  December 31, 2004
and our fiscal year ended December 31, 2003  respectively.  The difference  from
period to period results from U.S. dollar exchange rate fluctuations.

There were no consulting  fees in 2004.  Consulting  Fees amounted to $2,497 for
our fiscal year ended December 31, 2003 related to a one-time  expenditure which
we did not incur in 2004.

Agent and  Transfer  Fees  amounted to $2,085 and $603 for our fiscal year ended
December 31, 2004 and our fiscal year ended December 31, 2003 respectively.

Bank  Charges and  Interest  amounted to $318 and $263 for our fiscal year ended
December 31, 2004 and our fiscal year ended December 31, 2003 respectively.

Results of Operations
---------------------

We had a net loss of $4,159 and $31,771 for the fiscal year ended  December  31,
2004 and the fiscal year ended  December  31, 2003,  respectively.  The decrease
from  2003 to 2004 is  attributable  to the  costs  incurred  to  establish  our
corporate structure,  establish bank accounts, acquire our operating subsidiary,
pay our consulting fees and management  salary,  and the payment of professional
fees.

We expect our professional  fees to remain at the current level or increase by a
small  amount  for the next year for  several  reasons.  Our audit  fees for the
fiscal year ended  December 31, 2003 and December 2004 are quite high in that we
had to prepare audited financial  statements for greater than a one year period.
Thereafter, we are preparing the statements on an annual basis. Once we become a
fully reporting  issuer,  we will be required to filing the requisite  quarterly
and annual reports with the  Securities  and Exchange  Commission but expect the
overall cost to be less since we are now caught up on the bookkeeping and audit.
In the event that our business  activities  increase in the coming year, we will
require  auditing  procedures over a broader  transaction base that may increase
the cost of our audits. In addition, legal fees payable are expected to increase
next year as we incur expenses to prepare  registration  statements and periodic
reports  that will be required of us. We estimate  our  professional  fees to be
approximately $35,000.

Our Management  Salaries  increased from the fiscal year ended December 31, 2003
to the fiscal year ended  December 31, 2004 because our  President,  Mr.  Dwight
Webb  received an increase in his salary in  proportion to the amount of time he
is  spending  on the  business.  We do not expect any  further  period-to-period



<PAGE>






changes in our Management  Salaries as no additional increase in salary has been
authorized and none is expected.  We expect our Management Salaries to remain at
the same level in the coming year.

We do not expect our Rent to increase over the next year and expect it to remain
at its current  level.  There was a slight  increase  from the fiscal year ended
December 31, 2003 to the fiscal year ended  December 31, 2004  primarily  due to
the US dollar exchange rate fluctuations.

We did not  incur  any  consulting  fees in 2004 and do not  expect to incur any
consulting fees in the coming year.  Consulting fees included in our expenses in
2003 were the result of a one-time  payment to Mauro Baessato,  our Secretary to
do some  research  in the  feasibility  of  pursuing  a  public  listing  of our
securities  and assisting  with the provision of corporate  information  for the
purposes  of having our Form SB-2  drafted.  No further  expenditures  have been
authorized and none are expected.

Our Agent and  Transfer  fees  include  our  Nevada  resident  agent,  our stock
transfer  agent,  SEC filing fees and financial  publishing fees associated with
filing  documents on EDGAR. We expect our Agent and Transfer Fees to decrease in
the coming year as we do not expect any large  issuances  of stock in the coming
year, and we do not expect to file any  substantial  registration  statements in
the coming year other than our regular periodic  reporting  required by the Act.
We incurred the greatest  amount of SEC and  financial  publishing  fees in 2004
while we were filing and re-filing our  Registration  Statement on Form SB-2, as
amended.  We expect our Agent and  Transfer  fees to decrease  to  approximately
$1,000 in the coming  year.  Any  increase in this area will be the result of US
dollar  exchange  rate  fluctuations  or the  filing of  unforeseen  reports  or
registration statements with the SEC.

We expect our bank charges to increase  over the next year because we expect our
business to increase  resulting in an increase of transactions  through our bank
accounts on which appropriate service charges will be applied. We anticipate our
Bank and Interest charges to be approximately $400.

Sales to two  customers  aggregated  100% of our total sales for the years ended
December 31, 2004 and 2003.  For the years ended  December 31, 2004 and December
31, 2003, one customer, a related party,  accounted for 76% and 82% of the sales
respectively.

Our sales fluctuate from  period-to-period  a great deal. The reason for this is
that we are dependent on two customers and they manner in which they solicit our
business. Their requests for creations can come all at once or through the year.
We have no control over the periods in which our customers order product from us
but we generally expect the bulk of our sale to occur in the latter part of each
calendar year in conjunction with the holiday season.

Our current  customers  are retailers of jewelry.  Once a customer  enters their
retail  location and asks to have a specific piece of jewelry made, our customer
contacts us to get  involved in the process.  We do not, at this time,  sell our
products directly to the end user.

Due to the foregoing  factors,  our operating results are difficult to forecast.
You  should  evaluate  our  prospects  in  light  of  the  risks,  expenses  and
difficulties commonly encountered by comparable development stage companies in a



<PAGE>






rapidly evolving and highly fragmented market. We cannot assure you that we will
successfully  address such risks and  challenges.  In  addition,  even though we
currently have revenues, we cannot assure you that the revenues will continue at
current levels or that they will increase to the point of profitability.  In the
event, we lost one of our two current customers,  it is likely that our revenues
would  decrease from their current levels and if we do not  successfully  expand
our business, we may never achieve profitability.

Liquidity
---------

In their report in connection with our 2004 financial  statements,  our auditors
included an explanatory  paragraph stating that,  because we have incurred a net
loss of $4,159 and a negative cash flow from  operations of $14,909 for the year
ended December 31, 2004, and had a working capital  deficiency and stockholders'
deficiency of $37,901 as of December 31, 2004 there is  substantial  doubt about
our ability to continue as a going concern

During the next  twelve  months,  we intend to continue  soliciting  new clients
interested in purchasing  our products.  If deemed  necessary,  we will consider
raising funds through various means including private  placements of debt and/or
equity  securities  and/or  borrowing funds to enable us to sustain and increase
our business.  Our main focus will be to provide  excellent service and products
to our existing clients with a view to increasing their reliance on us and their
expenditures  with  us and to seek  out  additional  clients  who  will  use our
services to create custom designed jewelry for them.

Based on our current cash on hand, current accounts receivables, current revenue
levels,  and  our  current  and  anticipated   expenditures,   we  will  require
approximately  $50,000 to maintain our operations for the next twelve months. We
expect to realize  this  amount from our current  accounts  receivable  and from
future sales.

In the event we are  unable to secure  the  interest  of  additional  clients to
expand  our  business  to the  point of  profitability,  or if we are  unable to
attract  financing  sufficient in quantity to permit us to continue pursuing our
current  plan of  operations,  we may have to revise our plan of  operations  to
consider other less expensive methods of marketing.  We expect we would continue
using word of mouth  advertising  until we could achieve our goals. In addition,
we may explore other  methods of increasing  our gross profit margin on the item
sold to our existing customers.

In  the  event  that  none  of  the   above-mentioned   initiatives   result  in
profitability,  we may seek alternative forms of financing  including  borrowing
funds from private  individuals  or companies or public sources such as banks or
other  financial  institutions in order to pursue our business plan. To date, we
have  not  identified  and  potential  lenders  nor  have we  entered  into  any
agreements,  commitments or arrangements  with any potential lenders and cannot,
at this time,  be certain that we will be able to borrow  funds on  satisfactory
terms or at all.



<PAGE>






Critical accounting policies
----------------------------

Revenue recognition
-------------------

Sales of completed products are recognized when accepted by the customer,  which
occurs at delivery. The Company also provides design services of jewelry pieces.
Design  services are billed to customers  when the design  services are complete
and delivered to the customer. Allowances, including cash discounts and customer
returns,  are  provided  for at the time the  revenue is  recognized  based upon
historical  experience,  current  trends in the retail  industry and  individual
customer and product  experience.  Funds  collected from customers in advance of
delivery and  acceptance  are reflected as deposits  until such time as customer
accepts delivery of goods.

Foreign currency translation
----------------------------

Assets and  liabilities  of the  foreign  subsidiary  are  translated  into U.S.
dollars at period end exchange rates.  Capital accounts are translated into U.S.
dollars at the acquisition  date rates.  Income and expense items are translated
at the weighted  average  exchange  rates for the period.  Net exchange gains or
losses  resulting  from such  translations  are  excluded  from net loss but are
included  in  comprehensive  loss and  accumulated  in a separate  component  of
stockholders' equity.

Recent accounting pronouncements
--------------------------------

In November 2004, the FASB issued  Statement of Financial  Accounting  Standards
No. 151,  "Inventory  Costs".  This Statement  amends the guidance in ARB No. 43
Chapter 4  Inventory  Pricing,  to require  items such as idle  facility  costs,
excessive  spoilage,  double freight and rehandling  costs to be expensed in the
current period,  regardless if they are abnormal  amounts or not. This Statement
will become  effective for us in the first quarter of 2006. The adoption of SFAS
123R is not  expected  to have a  material  impact on our  financial  condition,
results of operations, or cash flows.

In December  2004,  the FASB issued SFAS No. 123  (revised  2004),  "Share-Based
Payment" (SFAS 123R),  which revises SFAS No. 123. SFAS 123R also supersedes APB
No. 25 and amends  SFAS No. 95,  "Statement  of Cash  Flows".  In  general,  the
accounting  required by SFAS 123R is similar to that of SFAS No.  123.  However,
SFAS No. 123 gave companies a choice to either recognize the fair value of stock
options in their income  statements  or disclose the pro forma income  statement
effect  of the fair  value  of  stock  options  in the  notes  to the  financial
statements.  SFAS 123R eliminates that choice and requires the fair value of all
share-based  payments  to  employees,  including  the fair  value of  grants  of
employee stock options,  be recognized in the income  statement,  generally over
the option vesting period.  SFAS 123R must be adopted no later than July 1, 2005
by non small  business  filers and December 15, 2005 by small  business  filers.
Early  adoption is  permitted.  The adoption of SFAS No. 123R is not expected to
have a material  impact on our financial  condition,  results of operations,  or
cash flows.



<PAGE>






FORWARD LOOKING STATEMENTS
--------------------------

The information in this discussion  contains  forward-looking  statements within
the  meaning of Section  27A of the  Securities  Act of 1933,  as  amended,  and
Section  21E  of  the  Securities  Exchange  Act  of  1934,  as  amended.  These
forward-looking statements involve risks and uncertainties, including statements
regarding the Company's capital needs,  business strategy and expectations.  Any
statements  contained  herein that are not statements of historical facts may be
deemed  to be  forward-looking  statements.  In some  cases,  you  can  identify
forward-looking  statements  by  terminology  such as "may",  "will",  "should",
"expect",  "plan", "intend",  "anticipate",  "believe",  "estimate",  "predict",
"potential"  or  "continue",  the  negative  of such  terms or other  comparable
terminology. Actual events or results may differ materially. In evaluating these
statements,  you should consider various  factors,  including the risks outlined
below,  and, from time to time, in other reports the Company files with the SEC.
These factors may cause the Company's  actual results to differ  materially from
any forward-looking  statement. The Company disclaims any obligation to publicly
update these statements,  or disclose any difference  between its actual results
and  those  reflected  in  these   statements.   The   information   constitutes
forward-looking   statements  within  the  meaning  of  the  Private  Securities
Litigation Reform Act of 1995.



<PAGE>






Item 7.   Financial Statements
------------------------------












                         VITA EQUITY INC. AND SUBSIDIARY
                        CONSOLIDATED FINANCIAL STATEMENTS
                        AS OF DECEMBER 31, 2004 AND 2003



<PAGE>












                         VITA EQUITY INC. AND SUBSIDIARY




                                    CONTENTS
                                    --------


PAGE     1        REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

PAGE     2        CONSOLIDATED BALANCE SHEETS AS OF DECEMBER 31, 2004 AND 2003

PAGE     3        CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE LOSS
                  FOR THE YEARS ENDED DECEMBER 31, 2004 AND 2003

PAGE     4        CONSOLIDATED STATEMENTS OF STOCKHOLDERS' DEFICIENCY  FOR THE
                  YEARS ENDED DECEMBER 31, 2004 AND 2003

PAGE     5        CONSOLIDATED STATEMENTS OF CASH FLOWS FOR THE YEARS ENDED
                  DECEMBER 31, 2004 AND 2003

PAGE     6-10     NOTES TO CONSOLIDATED FINANCIAL STATEMENTS AS OF DECEMBER 31,
                  2004 AND 2003.


<PAGE>
















             REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
             -------------------------------------------------------



To the Board of Directors and Stockholders of
Vita Equity Inc. and Subsidiary

We have audited the accompanying consolidated balance sheets of Vita Equity Inc.
and  Subsidiary  as of December  31, 2004 and 2003 and the related  consolidated
statements of operations,  stockholders' deficiency and cash flows for the years
then ended.  These consolidated  financial  statements are the responsibility of
the Company's  management.  Our responsibility is to express an opinion on these
consolidated financial statements based on our audits.

We conducted  our audits in  accordance  with  standards  of the Public  Company
Accounting Oversight Board (United States). Those standards require that we plan
and perform the audits to obtain  reasonable  assurance whether the consolidated
financial  statements  are free of  material  misstatement.  An  audit  includes
examining,  on a test basis,  evidence supporting the amounts and disclosures in
the  consolidated  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 Vita Equity Inc. and
Subsidiary as at December 31, 2004 and 2003 and the results of their  operations
and their cash flows for the years then ended,  in  conformity  with  accounting
principles generally accepted in the United States of America.

The accompanying  consolidated  financial statements have been prepared assuming
that the Company will continue as a going concern. As discussed in Note 1 to the
consolidated  financial  statements,  the Company had a net loss of $4,159 and a
negative cash flow from  operations  of $14,909 for the year ended  December 31,
2004,  and had a working  capital  deficiency  and  stockholders'  deficiency of
$37,901 as of December 31, 2004. These matters raise substantial doubt about its
ability to continue as a going  concern.  Management's  plans in regard to these
matters are also described in Note 1. The consolidated  financial  statements do
not  include  any  adjustments  that  might  result  from  the  outcome  of this
uncertainty.




Weinberg & Company, P.A.


Boca Raton, Florida
April 5, 2005



                                       F-1
<PAGE>



<TABLE>
<CAPTION>
                        VITA EQUITY, INC. AND SUBSIDIARY
                           CONSOLIDATED BALANCE SHEETS


                                     ASSETS
                                     ------

                                                                         December 31,        December 31,
                                                                             2004                2003
                                                                       ----------------    ----------------
<S>                                                                    <C>                 <C>
CURRENT ASSETS
Cash                                                                   $           797     $         1,140
Accounts receivable:
  Trade                                                                        101,596                   -
  Related party                                                                108,263                   -
                                                                       ----------------    ----------------

     Total assets                                                      $       210,656     $         1,140
                                                                       ================    ================


                    LIABILITIES AND STOCKHOLDERS' DEFICIENCY
                    ----------------------------------------

CURRENT LIABILITIES
  Accounts payable                                                     $       231,933     $        23,538
  Deposit payable, related party                                                     -               9,286
  Due to stockholder                                                            16,624               1,288
                                                                       ----------------    ----------------

     Total liabilities                                                         248,557              34,112
                                                                       ----------------    ----------------

COMMITMENTS AND CONTINGENCIES                                                        -                   -

STOCKHOLDERS' DEFICIENCY
  Common stock, $.001 par value, 50,000,000 shares authorized,
     13,220,000 shares issued and outstanding at December 31, 2004
     and 2003, respectively                                                     13,220              13,220
  Accumulated deficit                                                          (58,973)            (54,814)
  Accumulated other comprehensive income                                         7,852               8,622
                                                                       ----------------    ----------------
     Total stockholders' deficiency                                            (37,901)            (32,972)
                                                                       ----------------    ----------------

Total liabilities and stockholders' deficiency                         $       210,656     $         1,140
                                                                       ================    ================
</TABLE>













          See accompanying notes to consolidated financial statements.
                                       F-2
<PAGE>



<TABLE>
<CAPTION>
                         VITA EQUITY INC. AND SUBSIDIARY
          CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE LOSS
                  FOR THE YEAR ENDED DECEMBER 31, 2004 AND 2003




                                                  December 31,        December 31,
                                                      2004                2003
                                                ----------------    ----------------
<S>                                             <C>                 <C>
REVENUES:
  Trade                                         $        88,065     $        28,041
  Related party                                         284,930             132,719
                                                ----------------    ----------------
     Total Revenue                                      372,995             160,760

COST OF SALES                                          (316,599)           (142,541)
                                                ----------------    ----------------

GROSS PROFIT                                             56,396              18,219
                                                ----------------    ----------------

OPERATING EXPENSES
  Professional fees                                      41,980              33,070
  Management salaries                                     9,241               7,135
  Rent                                                    6,931               6,422
  Consulting fees                                             -               2,497
  Agent and transfer fees                                 2,085                 603
  Bank charges and interest                                 318                 263
                                                ----------------    ----------------
     Total Operating Expenses                            60,555              49,990
                                                ----------------    ----------------

NET LOSS                                        $        (4,159)    $       (31,771)

Other comprehensive income (loss)
  Foreign currency translation adjustments                 (770)             10,550
                                                ----------------    ----------------

COMPRHENSIVE LOSS                               $        (4,929)    $       (21,221)
                                                ================    ================

NET LOSS PER COMMON SHARE-BASIC AND DILUTED     $             -     $             -
                                                ================    ================

WEIGHTED AVERAGE
NUMBER OF COMMON SHARES -
BASIC AND DILUTED                                    13,220,000           9,197,589
                                                ================    ================
</TABLE>







          See accompanying notes to consolidated financial statements.
                                       F-3
<PAGE>



<TABLE>
<CAPTION>
                         VITA EQUITY INC. AND SUBSIDIARY
               CONSOLIDATED STATEMENTS OF STOCKHOLDERS' DEFICIENCY
                  FOR THE YEAR ENDED DECEMBER 31, 2004 AND 2003




                                                                                                Accumulated
                                         Common Stock             Additional                       Other
                                 -----------------------------     Paid-In      Accumulated    Comprehensive
                                     Shares          Amount        Capital        Deficit      Income (Loss)        Total
                                 --------------   ------------   ------------   ------------   --------------   -------------

<S>                              <C>              <C>            <C>            <C>            <C>              <C>
BALANCE, JANUARY 1, 2003            12,320,000    $    12,320    $    49,900    $   (23,043)   $      (1,928)   $     37,249

Stock cancelled                    (12,320,000)       (12,320)       (49,900)             -                -         (62,220)

Stock issued for cash               13,220,000         13,220              -              -                -          13,220


Foreign currency translation
  adjustment                                 -              -              -              -           10,550          10,550


Net loss                                     -              -              -        (31,771)               -         (31,771)
                                 --------------   ------------   ------------   ------------   --------------   -------------

BALANCE, DECEMBER 31, 2003          13,220,000         13,220              -        (54,814)           8,622         (32,972)


Foreign currency translation
  adjustment                                 -              -              -              -             (770)           (770)

Net loss                                     -              -              -         (4,159)               -          (4,159)
                                 --------------   ------------   ------------   ------------   --------------   -------------

BALANCE, DECEMBER 31, 2004          13,220,000    $    13,220    $         -    $   (58,973)   $       7,852    $    (37,901)
                                 ==============   ============   ============   ============   ==============   =============
</TABLE>

















          See accompanying notes to consolidated financial statements.
                                       F-4
<PAGE>



<TABLE>
<CAPTION>
                         VITA EQUITY INC. AND SUBSIDIARY
                      CONSOLIDATED STATEMENTS OF CASH FLOWS
                 FOR THE YEARS ENDED DECEMBER 31, 2004 AND 2003


                                                                     December 31,        December 31,
                                                                         2004                2003
                                                                   ----------------    ----------------
<S>                                                                <C>                 <C>
CASH FLOWS FROM OPERATING ACTIVITIES:
  Net loss                                                         $        (4,159)    $       (31,771)
  Changes in operating assets and liabilities:
  Accounts receivable:
     Trade                                                                (101,596)                  -
     Related party                                                        (108,263)             44,699
  Accounts payable                                                         208,395              15,630
  Deposit payable, related party                                            (9,286)              9,286
                                                                   ----------------    ----------------
     Net cash (used in) provided by operating activities                   (14,909)             37,844
                                                                   ----------------    ----------------

CASH FLOWS FROM FINANCING ACTIVITIES:
  Due to stockholder                                                        15,336                   -
  Repayments to former stockholders for cancellation of shares                   -             (62,200)
  Issuance of common shares                                                      -              13,200
                                                                   ----------------    ----------------
     Net cash provided by (used in) financing activities                    15,336             (49,000)
                                                                   ----------------    ----------------

     Effect of exchange rate changes                                          (770)             10,550
                                                                   ----------------    ----------------

NET DECREASE IN CASH                                                          (343)               (606)

CASH AND CASH EQUIVALENTS, BEGINNING OF YEAR                                 1,140               1,746
                                                                   ----------------    ----------------

CASH AND CASH EQUIVALENT, END OF YEAR                              $           797     $         1,140
                                                                   ================    ================
</TABLE>
























          See accompanying notes to consolidated financial statements.
                                       F-5
<PAGE>



                         VITA EQUITY INC. AND SUBSIDIARY
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                        AS OF DECEMBER 31, 2004 AND 2003


NOTE 1 SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
------ ------------------------------------------

       Organization
       ------------

       Vita  Equity  Inc.  and  subsidiary  (the"Company")  is  involved  in the
       manufacture of custom ordered  jewelry from precious  metals and precious
       stones.  The Company  currently  has one full time  employee and utilizes
       third party  contractors for the purchase of raw jewelry  materials,  the
       design of product and manufacture of product.

       Vita  Equity  Inc.  was  incorporated  in the state of Nevada on July 25,
       2000.  Vita Equity Inc acquired all of the  outstanding  common shares of
       Vita Equity Inc. (Canada) on September 20, 2000. The Company's operations
       are conducted through Vita Equity Inc. (Canada).

       Going concern
       -------------

       The accompanying  consolidated financial statements have been prepared in
       conformity with generally  accepted  accounting  principles in the United
       States of America,  which  contemplates  continuation of the Company as a
       going  concern.  The Company had a net loss of $4,159 and a negative cash
       flow from  operations of $14,909 for the year ended December 31, 2004 and
       had a working capital deficiency and stockholders'  deficiency of $37,901
       as of December 31, 2004. These matters raise  substantial doubt about the
       Company's ability to continue as a going concern. Management's plan is to
       attempt to raise  additional  capital until such time the Company is able
       to  generate  sufficient  operating  revenue.  In view of these  matters,
       realization  of certain of the  assets in the  accompanying  consolidated
       financial  statements  is  dependent  upon  continued  operation  of  the
       Company,  which in turn is dependent  upon the Company's  ability to meet
       its financial requirements,  raise additional capital, and the success of
       its future  operations.  Management  believes  that its  ability to raise
       additional  capital  provides the opportunity for the Company to continue
       as a going concern.

       Principles of consolidation
       ---------------------------

       The consolidated financial statements include the accounts and operations
       of Vita  Equity Inc and its wholly  owned  subsidiary  Vita  Equity  Inc.
       (Canada ). Intercompany accounts and transactions have been eliminated in
       consolidation.

       Use of estimates
       ----------------

       The preparation of consolidated  financial  statements in conformity with
       accounting  principles generally accepted in the United States of America
       requires  management to make  estimates and  assumptions  that affect the
       reported  amounts  of  assets  and  liabilities  and  the  disclosure  of
       contingent  assets  and  liabilities  at the  dates  of the  consolidated
       financial  statements  and the reported  amounts of revenues and expenses
       during the  reporting  periods.  Actual  results  could differ from those
       estimates.

       Accounts receivable
       -------------------

       The Company  grants credit to its customers and performs  ongoing  credit
       evaluation.  The Company generally does not require  collateral or charge
       interest.

       The  Company   establishes  an  allowance  for  doubtful  accounts  on  a
       case-by-case  basis when it  believes  the  required  payment of specific
       amounts owed is unlikely to occur after a review of historical collection
       experience,   subsequent  collections  and  management's   evaluation  of
       existing economic conditions.



                                       F-6
<PAGE>



                         VITA EQUITY INC. AND SUBSIDIARY
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                        AS OF DECEMBER 31, 2004 AND 2003


       Revenue recognition
       -------------------

       Sales of completed products are recognized when accepted by the customer,
       which occurs at delivery.  The Company also provides  design  services of
       jewelry  pieces.  Design services are billed to customers when the design
       services  are  complete  and  delivered  to  the  customer.   Allowances,
       including  cash discounts and customer  returns,  are provided for at the
       time the revenue is recognized based upon historical experience,  current
       trends  in the  retail  industry  and  individual  customer  and  product
       experience.  Funds  collected  from  customers in advance of delivery and
       acceptance are reflected as deposits until such time as customer  accepts
       delivery of goods.

       Income taxes
       ------------

       The  Company  accounts  for income  taxes  under the asset and  liability
       method.  Under this  method,  deferred  tax assets  and  liabilities  are
       recognized  and  measured  using  enacted tax rates at the balance  sheet
       date.  Deferred  tax  expense  or  benefit  is the  result of  changes in
       deferred tax assets and liabilities. Valuation allowances are established
       when  necessary  to reduce net  deferred  taxes to amounts  that are more
       likely than not to be realized.

       Financial instruments and certain concentrations
       ------------------------------------------------

       The carrying amounts of the Company's  financial  instruments,  including
       cash,  accounts  receivable,  and  accounts  payable at December 31, 2004
       approximates  their  fair  values due to the  short-term  nature of these
       instruments.

       Credit  is  extended  to  customers  based  on the  evaluation  of  their
       financial condition and collateral is not required.  The Company performs
       ongoing  credit  assessments  of its customers and maintains an allowance
       for doubtful  accounts.  Sales to two customers  represented  100% of the
       Company's total sales for the years ended December 31, 2004 and 2003. For
       the years ended December 31, 2004 and 2003, sales to Montecristo Jewelers
       Ltd.,  a  related  party,  accounted  for  76%  and  82%  of  the  sales,
       respectively.

       The Company  purchases all of its precious metals from one vendor and its
       precious  stones  from  various   suppliers.   Material  precious  metals
       purchased  from one vendor  aggregated 9% and 20% of the Company's  total
       merchandise  purchases  for the years ended  December  31, 2004 and 2003,
       respectively.

       Earnings (loss) per common share
       --------------------------------

       Net income  (loss) per common  share  (basic and diluted) is based on the
       net  loss  divided  by the  weighted  average  number  of  common  shares
       outstanding  during each  period.  The  Company  does not have any common
       stock equivalents.

       Foreign currency translation
       ----------------------------

       Assets and liabilities of the foreign subsidiary are translated into U.S.
       dollars at period end exchange  rates.  Capital  accounts are  translated
       into U.S. dollars at the acquisition date rates. Income and expense items
       are translated at the weighted average exchange rates for the period. Net
       exchange gains or losses  resulting from such  translations  are excluded
       from net loss but are included in comprehensive loss and accumulated in a
       separate component of stockholders' equity.



                                       F-7
<PAGE>



                         VITA EQUITY INC. AND SUBSIDIARY
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                        AS OF DECEMBER 31, 2004 AND 2003


       Comprehensive income (loss)
       ---------------------------

       The foreign  currency  translation  gains and losses  resulting  from the
       translation of the consolidated  financial  statements of the Company and
       its subsidiary expressed in Canadian dollars to United States dollars are
       reported  as  Accumulated  Other  Comprehensive   Income  (Loss)  in  the
       accompanying Consolidated Statements of Stockholders' Deficiency.

       Other  comprehensive  income  (loss) was $(770) and $10,550 for the years
       ended December 31, 2004 and 2003, respectively.

       Recent accounting pronouncements
       --------------------------------

       In November  2004,  the FASB issued  Statement  of  Financial  Accounting
       Standards No. 151,  "Inventory Costs". This Statement amends the guidance
       in ARB No. 43 Chapter 4 Inventory Pricing,  to require items such as idle
       facility costs,  excessive spoilage,  double freight and rehandling costs
       to be expensed in the current  period,  regardless  if they are  abnormal
       amounts or not. This Statement will become  effective for us in the first
       quarter of 2006.  The adoption of SFAS No. 123R is not expected to have a
       material  impact on our financial  condition,  results of operations,  or
       cash flows.

       In  December  2004,  the  FASB  issued  SFAS  No.  123  (revised   2004),
       "Share-Based  Payment" (SFAS 123R), which revises SFAS No. 123. SFAS 123R
       also  supersedes  APB No. 25 and amends SFAS No. 95,  "Statement  of Cash
       Flows".  In general,  the accounting  required by SFAS 123R is similar to
       that of SFAS No. 123.  However,  SFAS No. 123 gave  companies a choice to
       either  recognize  the  fair  value  of stock  options  in  their  income
       statements or disclose the pro forma income  statement effect of the fair
       value of stock  options in the notes to the  financial  statements.  SFAS
       123R   eliminates  that  choice  and  requires  the  fair  value  of  all
       share-based payments to employees,  including the fair value of grants of
       employee stock options, be recognized in the income statement,  generally
       over the option vesting  period.  SFAS 123R must be adopted no later than
       July 1, 2005 by non small business  filers and December 31, 2005 by small
       business  filers.  Early adoption is permitted.  The adoption of SFAS No.
       123R  is  not  expected  to  have a  material  impact  on  our  financial
       condition, results of operations, or cash flows.


NOTE 2 RELATED PARTY TRANSACTIONS
------ --------------------------

       Related party transactions consist of the following:

                                             Year Ended         Year Ended
                                            December 31,       December 31,
                                                2004               2003
                                                ----               ----

       Sales                                $    284,930       $    132,719
       Consulting                           $          -       $      2,497
       Rent                                 $      6,931       $      6,422

       Related  party sales  represent  sales to  Montecristo  Jewelers  Ltd., a
       company owned by a beneficial stockholder of the Company. At December 31,
       2004, $108,263 was due from this related party for sales on account.

       Deposit  payable,  related  party,  of $9,286  as of  December  31,  2003
       reflects an advance  deposit  collected  from this customer for which the



                                       F-8
<PAGE>



                         VITA EQUITY INC. AND SUBSIDIARY
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                        AS OF DECEMBER 31, 2004 AND 2003


       goods were not  delivered  and  accepted by the customer  until 2004,  at
       which time the revenue was recognized. No such deposit exists at December
       31, 2004.

       For the year ended December 31, 2003, an officer of the Company performed
       financial consulting services for the Company amounting to $2,497.

       The  Company  leases  office  space  from CMMG  Finance  Inc.,  a company
       controlled and owned by Mr. Pasquale  Cusano,  who is also the beneficial
       owner of Montecristo  Jewelers Ltd., and Nuvo Magazine Ltd., a beneficial
       stockholder  of the Company.  In October  2003,  the Company  renewed the
       lease which now expires in  September  2005 and  requires  monthly  lease
       payments of $578.  Included in accounts  payable at December 31, 2004 and
       at December 31, 2003,  was $2,312 and $2,900,  respectively,  due to this
       related  party for  rent.  Remaining  minimum  lease  payments  under the
       renewed lease are $6,732 for 2005.

       Due to  stockholder  at December  31, 2004 and 2003  totaled  $16,624 and
       1,288,  respectively,  are non-interest  bearing,  with no fixed maturity
       date.


NOTE 3 STOCKHOLDERS' DEFICIENCY
------ ------------------------

       In July 2000,  upon  incorporation,  20,000  common  shares  were  issued
       pursuant  to Rule 506 of  Regulation  D at the cost of $0.001  per common
       share. This issuance of common shares was compensation for services which
       included  incorporating  the Company and acting as  Director,  President,
       Secretary and Treasurer. Between September 15, 2000 and January 31, 2001,
       pursuant to Rule 504 of Regulation D, the Company  received  subscription
       agreements from certain  investors to purchase an aggregate of 12,300,000
       of our common  shares,  at a purchase price of either $0.001 or $0.50 per
       common  share for total gross  proceeds of $62,200.  On or about March 1,
       2003,  the  Company  authorized  the  cancellation  of all shares  issued
       pursuant to this  offering and refunded all the money  received  pursuant
       thereto.

       This cancellation and refund resulted from misplaced source documents and
       records,  which prevented the Company from being able to confirm that all
       shares subscribed for were properly paid for. As a result, it was decided
       that it was in the best interests of the Company and the  shareholders to
       refund all the subscription proceeds and to start again. Between April 1,
       2003 and June 30, 2003,  pursuant to Regulation  S, the Company  received
       and accepted  subscription  agreements from certain investors to purchase
       an aggregate of 13,200,000 of our common  shares,  at a purchase price of
       $0.001 per common share for total gross proceeds to us of $13,200.


NOTE 4 INCOME TAXES
------ ------------

       Significant  components  of the Company's  deferred  income tax assets at
       December 31, 2004 and December 31, 2003 are as follows:

                                            December 31,       December 31,
                                                2004               2003
                                                ----               ----

       Deferred income tax asset:
       Net operating loss carry forward     $     13,704       $     11,817
            Valuation allowance                  (13,704)           (11,817)
                                            -------------      -------------

       Net deferred income tax asset        $          -       $          -
                                            =============      =============

       The Company, based upon its history of losses and management's assessment
       of when  operations  are  anticipated  to generate  taxable  income,  has
       concluded  that it is more likely than not that none of the net  deferred
       income tax assets will be realized  through future  taxable  earnings and
       has established a valuation allowance for them.

       Reconciliation  of the  effective  income tax rate to the U.S.  statutory
       rate is as follows:


                                       F-9
<PAGE>



                         VITA EQUITY INC. AND SUBSIDIARY
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                        AS OF DECEMBER 31, 2004 AND 2003


                                               Year Ended         Year Ended
                                              December 31,       December 31,
                                                  2004               2003
                                                  ----               ----

       Tax expense at the U.S. statutory          (34.0%)           (34.0%)
       income tax rate
       Increase in the valuation allowance
                                                   34.0              34.0
                                              -------------      -------------
       Effective income tax rate                      -                 -
                                              =============      =============

       Net  operating  loss carry  forwards from  Canadian  operations  totaling
       approximately  $6,014 at December 31, 2004 are being carried forward. The
       net operating  loss carry  forwards  expire at various dates through 2007
       for Canadian income tax purposes.

       Net  operating  loss  carry  forwards  from  U.S.   operations   totaling
       approximately  $40,307  federal at December  31,  2004 are being  carried
       forward.  The net operating loss carry  forwards  expire at various dates
       through 2024 for federal purposes.




































                                      F-10
<PAGE>






                                    PART III
                                    --------

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

Our executive  officers and directors and their  respective ages as of April 15,
2005 are as follows:

Directors:
----------

Name                           Age
----                           ---

Dwight Webb                    54
Michael Hu                     40

Executive Officers:
-------------------

Name                           Age         Title
----                           ---         -----

Dwight Webb                    54          President, Chief Executive Officer,
                                           Principal Financial Officer and Chair

Mauro Baessato                 51          Secretary and Treasurer

The following sets out certain biographical  information in respect of the above
named individuals.

Dwight Webb
-----------

Mr. Webb was  appointed  to the Board of Directors in August 2000 to serve for a
term of one year. Mr. Webb was  re-appointed  for  additional  one-year terms in
each of August 2001,  2002,  2003 and 2004.  Mr. Webb was also  appointed to the
positions of President, Chief Executive Officer, Principal Financial Officer and
Principal  Accounting  Officer  in  August  2000  and  continues  to hold  these
positions  to the  present.  Mr. Webb brings over  twenty-eight  years of direct
jewelry  experience to the Company.  From  approximately May, 1995 to January 1,
2003, Mr. Webb was employed by Montecristo Jewellers, Inc. in Vancouver, British
Columbia,  Canada as a salesperson,  primarily responsible for assisting clients
in designing custom jewelry items as well as assisting  clients in selecting the
appropriate  loose gems and metals  from which the custom  piece  would be made.
From approximately September of 1992 to April 2003, Mr. Webb was employed by Jem
Software Systems located in Surrey,  British Columbia,  Canada. Mr. Webb was the
Vertical  Sales  Marketer.  From 1972 to 1992,  Mr. Webb was employed by Peoples
Jewellers Ltd., as its British  Columbia Area Manager which placed him in charge
of  approximately  13 stores and over 100  employees  in the Province of British
Columbia.



<PAGE>






In  addition  to Mr.  Webb's  extensive  business  experience,  he  successfully
completed the Graduate Jeweller degree from the Canadian Jewellers Association.

Michael Hu
----------

Mr. Hu was  appointed  to the Board in  January  2001 to serve for a term of one
year. Mr. Hu was re-appointed  for additional  one-year terms in each of January
2002,  2003 and  2004.  Mr.  Hu  brings  over  twenty  years of  entrepreneurial
experience to the Company. Since approximately 1994, Mr. Hu has been employed by
Ballyhigh Holdings, Ltd., a British Columbia,  Canada corporation that is in the
business of operating, managing and consulting to restaurants.  During his years
with  Ballyhigh,  it has owned the  Imperial  Chinese  Restaurant,  the Meridian
restaurant  and the  Dynasty  restaurant,  all of which are  located  in British
Columbia, Canada. In addition,  Ballyhigh has provided management and consulting
services for two other local  restaurants.  Mr. Hu is the  beverage  manager for
Ballyhigh and his responsibilities  range from new restaurant/bar design to wine
list design and  selection to pricing  strategies  to  purchasing  and inventory
controls to  management of employees to staff  training to equipment  purchasing
and maintenance and to management of overall restaurant/bar operations. Mr. Hu's
overall   goal   is  to   increase   efficiency   and   profitability   for  the
restaurants/bars  with whom Ballyhigh is associated.  From February 1999, to May
2004, Mr. Hu was a Director of Tasker Capital Corp, a fully reporting company to
the  Securities  Exchange  Commission,  which was in the  business  of  resource
property  acquisition and exploration.  Recently,  Tasker Capital Corp. has been
transformed into a company distributing a breath refreshment drink.

Mauro Baessato
--------------

Mr. Baessato was appointed to the positions of Director, Secretary and Treasurer
in August 2000,  Mr.  Baessato  resigned  from the position of Director in April
2003 but remains the treasurer and secretary for the Company.  From January 2001
to the  present,  Mr.  Baessato  has been  employed  as the  secretary  for Tryx
Ventures Corp., a British  Columbia  corporation  involved in the exploration of
resource properties.  From November 1999 to March 2001, he was a Personal Banker
for the Canadian Imperial Bank of Commerce in Vancouver,  British Columbia. From
August 1997 to November 1999, Mr.  Baessato was the Internet  Consultant for the
Italian  Chamber of Commerce in  Vancouver,  British  Columbia  and from 1994 to
1996, he held the position of Assistant  Editor for L'Eco D'Italia  newspaper in
Vancouver, British Columbia.

Mr.  Baessato  received a certificate of completion for the Canadian  Securities
Course from the Canadian Securities Institute in 1999.

Term of Office
--------------

Our  Directors are appointed for terms of one year to hold office until the next
annual meeting of the holders of our common stock,  or until removed from office
in accordance with our bylaws.  Officers are appointed by our board of directors
and hold office until removed by the board.

Significant Employees
---------------------

We have no employees other than Dwight Webb.



<PAGE>






Section 16(a) Beneficial Ownership Reporting Compliance
-------------------------------------------------------

There were no reports  required by  section16(a)  of the Exchange Act during the
most  recent  fiscal  year that were  either  not filed or not filed on a timely
basis.  Also, the Company has no knowledge of any transactions that are required
to be reported that were not reported on a timely basis.

The Company adopted an ethics code in the form attached hereto as exhibit 14.1.

Item 10.   Executive Compensation
---------------------------------

The following  table sets forth  compensation  information  for our officers and
directors.

<TABLE>
<CAPTION>
                            Annual Compensation Table
                            -------------------------


                                  Annual Compensation                 Long Term Compensation
                               -------------------------   ---------------------------------------------
                                                  Other                                         All
                                                  Annual                                        Other
                                                  Com-                                          Com-
                                                  pen-     Restricted                           pen-
                    Fiscal                        sa-       Stock       Options/     LTIP       sa-
Name       Title     Year       Salary    Bonus   tion      Awarded     SARs*(#)   payouts($)   tion
----       -----   ---------   --------   -----   ------   ----------   --------   ----------   -----------
<S>        <C>     <C>         <C>          <C>     <C>         <C>         <C>         <C>     <C>
Dwight     Pres,   2002-2003   $ 7,135      0       0           0           0           0             0
Webb(1)    and     2003-2004   $ 9,241      0       0           0           0           0             0
           Dir.

Michael    Dir     2002-2003         0      0       0           0           0           0             0
Hu  (1)            2003-2004         0      0       0           0           0           0             0

Mauro      Sec     2002-2003         0      0       0           0           0           0       $ 2,497 (2)
Baessato   (1)     2003-2004         0      0       0           0           0           0             0

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

<FN>
     (1)  We have not entered into any employment  agreements with Mr. Webb, Mr.
     Baessato  or Mr.  Hu. We intend on  compensating  Mr.  Webb as an  employee
     and/or as a director in the future at market rates once the company becomes
     profitable.

     (2)  There are no standard  arrangements  for the compensation of directors
     and no payments have been made to our  Directors for services  performed by
     them in that regard.  Mr. Webb was compensated as stated above for services
     rendered to the company in his  capacity as an officer.  Mr.  Baessato  was
     compensated as stated above on a one-time  basis for services  performed by
     him on a one-time basis.
</FN>
</TABLE>

We do not have an audit committee,  nor do we have a compensation  committee. We
anticipate forming these committees at our next Board of Directors' meeting.



<PAGE>






Item 11.   Security Ownership of Certain Beneficial Owners and Management
-------------------------------------------------------------------------

The following table sets forth, as of April 14, 2005, certain  information as to
shares of our common stock owned by (i) each person known by us to  beneficially
own more than 5% of our  outstanding  common stock,  (ii) each of our directors,
and (iii) all of our executive officers and directors as a group:

                                    AMOUNT AND NATURE         PERCENT OF
                                    OF BENEFICIAL SHARES      OUTSTANDING
         NAME                       OWNED(1)                  OWNERSHIP(2)
----------------------              -----------------------   ------------------

Dwight Webb                         1,500,000 common shares        11.3%
Michael Hu                          -----                           0.0%
Mauro Baessato                      -----                           0.0%
Stuart McPherson                    2,165,000 common shares        16.4%
Officers and Directors as a Group   1,500,000 common shares        11.3%
----------------------

     (1)  Based on 13,220,000  shares of common stock issued and  outstanding as
          of April 14, 2005.

Item 12.   Certain Relationships and Related Transactions.
----------------------------------------------------------

Related party transactions consist of the following:

                                    Year Ended         Year Ended
                                    December 31,       December 31,
                                    2004               2003
                                    ----               ----

     Sales                          $    284,930       $    132,719
     Consulting                     $    -             $    2,497
     Rent                           $    6,931         $    6,422

Related party sales  represent  sales to  Montecristo  Jewelers  Ltd., a company
owned by a beneficial stockholder of the Company. At December 31, 2004, $108,263
was due from this related party for sales on account.

Deposit  payable,  related party,  of $9,286 as of December 31, 2003 reflects an
advance  deposit  collected  from this  customer  for  which the goods  were not
delivered and accepted by the customer until 2004, at which time the revenue was
recognized.

For the year ended  December  31,  2003,  an officer  of the  Company  performed
financial consulting services for the Company amounting to $2,497.



<PAGE>






The Company leases office space from CMMG Finance Inc., a company controlled and
owned by Mr. Pasquale  Cusano,  who is also the beneficial  owner of Montecristo
Jewelers  Ltd.,  a  customer  of ours  and  Nuvo  Magazine  Ltd.,  a  beneficial
stockholder of the Company. In October 2003, the Company renewed the lease which
now expires in  September  2005 and  requires  monthly  lease  payments of $578.
Included in accounts  payable at December 31, 2004 and at December 31, 2003, was
$2,312 and $2,900,  respectively,  due to this  related  party for rent.  Future
minimum lease payments under the renewed lease are $6,732 for 2005.


                                     PART IV
                                     -------

Item 13.   Exhibits and Reports on Form 8-K
-------------------------------------------

Exhibits
--------

EXHIBIT
NUMBER         DESCRIPTION
-------        -----------

3.1            Articles of Incorporation (1)
3.2            By-Laws(1)
10.1           Assignment and Assumption Agreement  (1)
10.2           Declaration of Trust  (1)
14.1           Code of Ethics
31.1           Certification of CEO and CFO pursuant to Securities  Exchange Act
               rules 13a- 15 and 15d-15(c) as adopted pursuant to section 302 of
               the Sarbanes-Oxley act of 2002.
32.1           Certification  of CEO  pursuant  to 18 U.S.C.  section  1350,  as
               adopted  pursuant  to section  906 of the  Sarbanes-Oxley  act of
               2002.
--------------------------------------------------------
(1)  Previously  filed as an exhibit to the Company's Form SB-2, as amended,  on
     September 21, 2004.

Reports on Form 8-K
-------------------

None

Item 14.   Principal Accountant Fees and Services
-------------------------------------------------

AUDIT FEES

The aggregate fees billed by our auditors for professional  services rendered in
connection with the audit of our annual financial statements for the fiscal year



<PAGE>






ended  December 31, 2003 was $12,077 and for the fiscal year ended  December 31,
2004 was $25,992.

AUDIT-RELATED FEES

Our auditors did not bill any additional fees for assurance and related services
that are  reasonably  related to the  performance  of the audit or review of our
financial statements.

TAX FEES

The  aggregate  fees billed by our  auditors for  professional  services for tax
compliance,  tax advice,  and tax  planning  were $0 and $0 for the fiscal years
ended December 31, 2003 and 2004.

ALL OTHER FEES

The aggregate fees billed by our auditors for all other non-audit services, such
as attending  meetings and other  miscellaneous  financial  consulting,  for the
fiscal  years  ended  December  31,  2003  and 2004  were  $12,077  and  $25,992
respectively.


                                   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.



                                        VITA EQUITY, INC.
                                        -----------------


                                        By:  /s/ Dwight Webb
                                             ------------------------
                                             Dwight Webb, President

                                        Date:  April 14, 2005


In  accordance  with the Exchange  Act, this report has been signed below by the
following  persons on behalf of the  registrant and in the capacities and on the
dates indicated.

                                        /s/ Dwight Webb
                                        -----------------------------
                                        Dwight Webb
                                        Director
                                        Principal Executive Officer
                                        Principal Financial Officer
                                        Principal Accounting Officer
                                        April 14, 2004



<PAGE>






                                        /s/ Michael Hu
                                        -----------------------------
                                        Michael Hu
                                        Director
                                        April 14, 2004

                                        /s/ Mauro Baessato
                                        -----------------------------
                                        Mauro Baessato
                                        Secretary
                                        April 14, 2004