FORM 10-KSB/A

                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

               [X]  ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(D)
                     OF THE SECURITIES EXCHANGE ACT OF 1934

                       Commission File Number:  000-30891


                      For the Year ended December 31, 2002

                               NETPARTS.COM, INC.

Nevada                                                                91-1980526
(Jurisdiction  of  Incorporation)        (I.R.S.  Employer  Identification  No.)


3131  Southwest  Freeway  #36,  Houston  TX                                77098
(Address of principal executive offices)                              (Zip Code)


Registrant's  telephone  number,  including  area  code:     (713)  522-7550


Securities registered pursuant to Section 12(g) of the Act: Common Voting Equity
Stock

Yes  [X]   No  [ ]  (Indicate by check mark whether the Registrant (1) has filed
all  reports  required  to  be  filed  by  Section 13 or 15(d) of the Securities
Exchange  Act of 1934 during the preceding 12 months (or for such shorter period
that  the Registrant was required to file such reports) and (2) has been subject
to  such  filing  requirements  for  the  past  90  days.)

[]  (Indicate by check mark whether if disclosure of delinquent filers (229.405)
is  not  and will not to the best of Registrant's knowledge be contained herein,
in  definitive  proxy or information statements incorporated herein by reference
or  any  amendment  hereto.)

Issuer's  Revenues  most  recent  fiscal  year:  None

As of 12/31/02, the number of shares of common stock outstanding was 22,552,300.

As of 3/31/02, the number of shares of common stock outstanding was 37,552,300.

As  of  12/31/02,  the number of shares held by non-affiliates was approximately
2,536,300  shares.

This amendment is being made to include Section 906 of the Sarbanes Oxley Act.

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                  CERTIFICATIONS  PURSUANT  TO  SECTION  906

I,  Joseph  Kane,  certify  that:

1.  I  have  reviewed  this  annual report on Form 10-KSB of NetParts.com, Inc.;

2.  Based  on  my  knowledge,  this  annual  report  does not contain any untrue
statement  of a material fact or omit to state a material fact necessary to make
the  statements  made, in light of the circumstances under which such statements
were  made,  not  misleading  with  respect to the period covered by this annual
report;

3.  Based  on  my  knowledge,  the  financial  statements,  and  other financial
information  included  in  this  annual  report,  fairly present in all material
respects  the  financial  condition, results of operations and cash flows of the
registrant  as  of,  and  for,  the  periods  presented  in  this annual report;

4.  The  registrant's  other  certifying  officers  and  I  are  responsible for
establishing  and  maintaining disclosure controls and procedures (as defined in
Exchange  Act  Rules  13a-14  and  15d-14)  for  the  registrant  and  have:

a)  designed  such  disclosure  controls  and procedures to ensure that material
information relating to the registrant, including its consolidated subsidiaries,
is  made  known  to  us by others within those entities, particularly during the
period  in  which  this  annual  report  is  being  prepared;

b)  evaluated  the  effectiveness  of  the  registrant's disclosure controls and
procedures  as  of a date within 90 days prior to the filing date of this annual
report  (the  "Evaluation  Date");  and

c)  presented  in  this annual report our conclusions about the effectiveness of
the  disclosure  controls  and  procedures  based  on  our  evaluation as of the
Evaluation  Date;

5. The registrant's other certifying officers and I have disclosed, based on our
most  recent evaluation, to the registrant's auditors and the audit committee of
registrant's  board  of  directors  (or  persons  performing  the  equivalent
functions):

a)  all significant deficiencies in the design or operation of internal controls
which  could  adversely  affect  the  registrant's  ability  to record, process,
summarize  and  report  financial  data and have identified for the registrant's
auditors  any  material  weaknesses  in  internal  controls;  and

b)  any  fraud,  whether  or  not  material,  that  involves management or other
employees who have a significant role in the registrant's internal controls; and

6.  The  registrant's  other  certifying  officers  and I have indicated in this
annual  report whether there were significant changes in internal controls or in
other  factors  that  could significantly affect internal controls subsequent to
the  date  of  our most recent evaluation, including any corrective actions with
regard  to  significant  deficiencies  and  material  weaknesses.

Date:  April  24,  2003

                                 /s/Joseph Kane
                                   Joseph Kane
                              President / Director

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CERTIFICATIONS  PURSUANT  TO  SECTION  906

I,  Donald  Jackson  Wells,  certify  that:

1.  I  have  reviewed  this  annual report on Form 10-KSB of NetParts.com, Inc.;

2.  Based  on  my  knowledge,  this  annual  report  does not contain any untrue
statement  of a material fact or omit to state a material fact necessary to make
the  statements  made, in light of the circumstances under which such statements
were  made,  not  misleading  with  respect to the period covered by this annual
report;

3.  Based  on  my  knowledge,  the  financial  statements,  and  other financial
information  included  in  this  annual  report,  fairly present in all material
respects  the  financial  condition, results of operations and cash flows of the
registrant  as  of,  and  for,  the  periods  presented  in  this annual report;

4.  The  registrant's  other  certifying  officers  and  I  are  responsible for
establishing  and  maintaining disclosure controls and procedures (as defined in
Exchange  Act  Rules  13a-14  and  15d-14)  for  the  registrant  and  have:

a)  designed  such  disclosure  controls  and procedures to ensure that material
information relating to the registrant, including its consolidated subsidiaries,
is  made  known  to  us by others within those entities, particularly during the
period  in  which  this  annual  report  is  being  prepared;

b)  evaluated  the  effectiveness  of  the  registrant's disclosure controls and
procedures  as  of a date within 90 days prior to the filing date of this annual
report  (the  "Evaluation  Date");  and

c)  presented  in  this annual report our conclusions about the effectiveness of
the  disclosure  controls  and  procedures  based  on  our  evaluation as of the
Evaluation  Date;

5. The registrant's other certifying officers and I have disclosed, based on our
most  recent evaluation, to the registrant's auditors and the audit committee of
registrant's  board  of  directors  (or  persons  performing  the  equivalent
functions):

a)  all significant deficiencies in the design or operation of internal controls
which  could  adversely  affect  the  registrant's  ability  to record, process,
summarize  and  report  financial  data and have identified for the registrant's
auditors  any  material  weaknesses  in  internal  controls;  and

b)  any  fraud,  whether  or  not  material,  that  involves management or other
employees who have a significant role in the registrant's internal controls; and

6.  The  registrant's  other  certifying  officers  and I have indicated in this
annual  report whether there were significant changes in internal controls or in
other  factors  that  could significantly affect internal controls subsequent to
the  date  of  our most recent evaluation, including any corrective actions with
regard  to  significant  deficiencies  and  material  weaknesses.

Date:  April  24,  2003

/s/Donald  Jackson  Wells
Donald  Jackson  Wells
Secretary  /  Director

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CERTIFICATION PURSUANT TO 18 U.S.C. SECTION 1350, AS ADOPTED PURSUANT TO SECTION
906  OF  THE  SARBANES-OXLEY  ACT  OF  2002

CERTIFICATION  OF  CHIEF  OPERATING  OFFICER

IN  CONNECTION  WITH  THE  ANNUAL  REPORT  OF  NETPARTS.COM,  INC,  A  NEVADA
CORPORATION
(THE  "COMPANY"),  ON FORM 10-KSB FOR THE YEAR ENDING DECEMBER 31, 2002 AS FILED
WITH  THE  SECURITIES  AND  EXCHANGE  COMMISSION (THE "REPORT"), I, JOSEPH KANE,
CHIEF  OPERATING  OFFICER  OF  THE  COMPANY,  CERTIFY,  PURSUANT  TO  906 OF THE
SARBANES-OXLEY  ACT  OF  2002  (18  U.S.C.  1350),  THAT  TO  MY  KNOWLEDGE:

(1) THE REPORT FULLY COMPLIES WITH THE REQUIREMENTS OF SECTION 13(A) OR 15(D) OF
THE  SECURITIES  EXCHANGE  ACT  OF  1934;  AND

(2)  THE  INFORMATION  CONTAINED  IN THE REPORT FAIRLY PRESENTS, IN ALL MATERIAL
RESPECTS,  THE  FINANCIAL  CONDITION  AND  RESULT  OF OPERATIONS OF THE COMPANY.

/S/  JOSEPH  KANE
JOSEPH  KANE  CHIEF  OPERATING  OFFICER
APRIL  24,  2003

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CERTIFICATION PURSUANT TO 18 U.S.C. SECTION 1350, AS ADOPTED PURSUANT TO SECTION
906  OF  THE  SARBANES-OXLEY  ACT  OF  2002

CERTIFICATION  OF  CHIEF  OPERATING  OFFICER

IN  CONNECTION  WITH  THE  ANNUAL  REPORT  OF  NETPARTS.COM,  INC,  A  NEVADA
CORPORATION
(THE  "COMPANY"),  ON FORM 10-KSB FOR THE YEAR ENDING DECEMBER 31, 2002 AS FILED
WITH  THE  SECURITIES  AND EXCHANGE COMMISSION (THE "REPORT"), I, DONALD JACKSON
WELLS,
CHIEF  FINANCIAL  OFFICER  OF  THE  COMPANY,  CERTIFY,  PURSUANT  TO  906 OF THE
SARBANES-OXLEY  ACT  OF  2002  (18  U.S.C.  1350),  THAT  TO  MY  KNOWLEDGE:

(1) THE REPORT FULLY COMPLIES WITH THE REQUIREMENTS OF SECTION 13(A) OR 15(D) OF
THE  SECURITIES  EXCHANGE  ACT  OF  1934;  AND

(2)  THE  INFORMATION  CONTAINED  IN THE REPORT FAIRLY PRESENTS, IN ALL MATERIAL
RESPECTS,  THE  FINANCIAL  CONDITION  AND  RESULT  OF OPERATIONS OF THE COMPANY.

/S/  DONALD  JACKSON  WELLS
DONALD  JACKSON  WELLS  CHIEF  FINANCIAL  OFFICER
APRIL  24,  2003

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