U.S. Securities and Exchange Commission
                             Washington, D.C. 20549

                                  FORM 10-KSB


[X]  ANNUAL  REPORT  UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF
     1934  for  the  year  ended  December  31,  2003

[ ]  TRANSITION  REPORT  UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE
     ACT  OF  1934  for  the  transition  period  from  _______  to  _______

COMMISSION  FILE  NUMBER:  333-87992
------------------------------------

                            DIAMOND POWERSPORTS, INC.
                          ---------------------------
        (Exact name of small business issuer as specified in its charter)


          Florida                                 65-0419601
          -------                                 ----------
(State or other jurisdiction of          IRS Employer identification No.)
incorporation  or  organization)


              5150 NW 109th Ave., Suite 4, Sunrise, Florida 33351
              ---------------------------------------------------
                    (Address of principal executive offices)

                                 (954) 749-8606
                                ---------------
                          (Issuer's telephone number)

Securities  registered  under  Section  12(b)  of  the  Exchange  Act:

None.

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

Common  Stock,  $.001  par  value

Check  whether  the issuer (1) filed all reports required to be filed by Section
13  or  15(d) of the Exchange Act during the past 12 months (or 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. Yes [x] No [  ]

Check  if there is no disclosure of delinquent filers in response to Item 405 of
Regulation  S-B  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 an
amendment  to  this  Form  10-KSB.  [x]
State  issuer's  revenues  for  its  most  recent  fiscal  year:  $888,047.

As  of  April  14, 2004, there were 14,264,092 common shares outstanding and the
aggregate  market value of the common shares (based upon the close price of $.66
reported  by  brokers)  held  by  non-affiliates  was  approximately $9,414,301.

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

Number of shares of common stock outstanding as of April 14, 2004:    14,264,092
Number of shares of preferred stock outstanding as of April 14, 2004:        -0-



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PART  I
-------

ITEM  1.  DESCRIPTION  OF  BUSINESS

     Our  operations  primarily  involve  motorcycle  accessory  and  apparel
manufacturing  and  distributing,  specializing  in  affordable  brand  name and
after-market  products.  Through our emphasis on budget pricing and high quality
products,  we  have  developed  a market in the motorcycle accessory and apparel
industry.  We  currently  operate  one office that is maintained by a management
team  of  three  individuals.  The  present  geographic area we operate includes
primarily  the Dade County, Broward County, and South Palm Beach County areas of
South  Florida. Additional markets have also developed in the Caribbean islands.

     Marketing  for our products is accomplished through print ads in newspapers
and  magazines as well as wholesale referral. Additionally, we utilize a network
of  industry  wholesale  buyers  to  sell  large  product  quantities.

     The  motorcycle  accessory  and apparel industry is highly competitive with
respect to price, service, quality, and location. There are numerous competitors
in  the motorcycle accessory and apparel industry such as Dennis Kirk, Chaparral
and  Motorcycle  Stuff  that possess substantially greater financial, marketing,
personnel  and  other  resources  than  Diamond  Powersports.  There  can  be no
assurance  that  we  will  be  able  to  respond  to various competitive factors
affecting  the  business.  We  plan  to  gain  a  competitive advantage over our
competitors  in  the  motorcycle  accessories  and  apparel industry by offering
quality  products  and  services  at  a  low  price.

     Our services include international shipping and a thirty day refund policy,
which  many industry distributors do not currently offer. We believe our product
prices,  product  quality  and  good  customer  service  will  differentiate our
products  from our competitors. For example, many of our listed prices currently
match  or  are  lower  than  the  advertised prices of our major competitors. In
addition,  the aluminum metal alloy used in our lowering links and top clamps is
a  7075  alloy  that  has been tested by Kaiser Aluminum, a non-affiliate, to be
stronger than most traditional metal alloys. Our other products use a 6061 alloy
that  is slightly less in strength than the 7075 alloy but remains stronger than
most of our competitors products. There are some competitors currently using the
6061  alloy  in  their  products  but  we  are  not currently aware of any other
companies  using  7075  aluminum alloy in lowering links or top clamps. Also, we
offer  next  day shipping on our products and our customer service professionals
have  an  average  of five years in the motorcycle industry which allows them to
better  serve our customers. However, since many of our competitors have greater
brand  loyalty  and more capital resources than we do, there can be no assurance
we  will be successful in gaining that competitive advantage in our marketplace.

     The  main  markets  for Diamond Powersports are individual retail customers
and  wholesale  buyers  and no single customer makes up more than ten percent of
the  total revenues of Diamond Powersports, Inc. We do not expect that this will
change  in  the  future.

     We  have  six  full-time employees and one part-time employee. We also have
two  management  consultants  that  are  each  independently  contracted with by
Diamond  Powersports,  Inc.  to  service  and  provide  financial consulting and
services relating to our filings and compliance with the Securities and Exchange
Commission.

Our  product  line  consists  primarily  of  the  following:

-     Air  filters          Fuel  valves          Throttle  assemblies
-     Air  shifters         Gaskets               Tires
-     Carburetors           Ignitions             Transmission and clutch parts
-     Chains                Piston  kits          Valves
-     Cylinders             Race engine valves    Velocity  stacks
-     Exhaust  systems      RPM  limiters         Wheels
-     Frame  sliders        Sprockets             Other  racing  components

     We  currently  manufacture and assemble the frame sliders, wheels, lowering
links,  adjustable kick stands and top clamps. Other products are purchased on a
wholesale  basis  from  manufacturers. We accomplish our manufacturing either in
our  warehouse  facility  or  through  our arrangement with Henderson Industrial
Technology  with whom we have an oral agreement to outsource certain alloy metal
product  manufacturing  at fixed prices. Our agreement with Henderson Industrial
technologies  is  non-exclusive  and  other  companies  may  utilize  their
manufacturing  services as well. This agreement can be cancelled by either party
at any time. We do not typically provide installation services for our products.

     Diamond  Powersports  does not expect that any single customer will account
for  more than ten percent of our business. At the present time there is no need
for  governmental  approvals,  though  this  may  change  in  the  future.

     The  Diamond  Powersports, Inc. staff is projected at 4-5 new employees for
the  next  twelve  months.  The  three managers that are presently on staff will
supervise  these  new  employees.

MANUFACTURING  AND  DISTRIBUTING

     Our  inventory  consists  of  products  which  we  either  purchase  from
wholesalers  or  manufacture  under  our  brand name Diamond Powersports. Of our
4,500  total  square  feet  of  facility,  4,000  square  feet  is  dedicated to
manufacturing,  assembly  and  packaging  of  our  products. We also subcontract
approximately  fifty  percent  of  our  manufacturing  to  a local machine shop.
Currently,  we use Henderson Industrial Technology in Ft. Lauderdale, Florida to
manufacture  the  majority  of our racing components. We do not have any written
agreements  with  respect  to  our  manufacturing  arrangements  with  Henderson
Industrial  Technology.  Our  oral agreement can be cancelled by either party at
any  time.  Henderson  Industrial  Technology  assists  us with manufacturing of
certain  alloy  metal  products  at  fixed  prices  per  unit. However, we still
assemble,  package  and  ship  the products manufactured from their location. If
Henderson Industrial Technology was unable to fulfill our product manufacturing,
we  could  use  other  local  machine  shops  with approximately the same terms.

ENVIRONMENTAL  LAW  COMPLIANCE

     There  are no current existing environmental concerns for our manufacturing
or  our  products  and  services.  If  this changes in the future, we make every
effort  to  comply  with  all  such  applicable  regulations.

Additional  Financing

     The  Company  may  need  to  raise  additional  funds  to  meet  operating
requirements  in  the  future.  If  the  Company raises additional funds through
issuance  of  equity related or debt securities, such securities may have rights
to  the  Company's  common  stock, such as warrants or options. Shareholders may
experience  additional  dilution  from exercise of these equity instruments. The
Company  cannot  be  certain  that  additional  financing will be available when
required  or  at  all.  (See  'Liquidity  and  Capital  Resources'  for  further
discussion).

ITEM  2.  PROPERTIES

     Our executive offices are located at 5150 Northwest 109th Avenue, Suite 4 -
Sunrise,  Florida  33351.  These  offices  consist of 4,500 square feet which we
lease  beginning  in  May  2003  pursuant to an operating lease. Pursuant to the
terms  of  our  lease,  we  currently  pay $3,660 per month. Rental payments and
related expense for the years ending December 31, 2002 and 2001 were $19,995 and
$18,188,  respectively,  which  was  approximately  $1,650  per  month.  We also
maintain  a  standard general comprehensive public liability insurance policy as
part  of  our  lease agreement. In addition, we have recently signed a new lease
for  neighboring warehouse bays, which will add an additional 3,500 square feet,
for an additional $3,205 per month. This space will be used for manufacturing of
new  products.  The  new  lease  carries  a  one-year  lease  term.

ITEM  3.  LEGAL  PROCEEDINGS

We  are not a party to any legal proceedings, nor, to the best of our knowledge,
are  any  such  proceedings  threatened  or  contemplated.

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

None.


PART  II
--------

ITEM  5.  MARKET  FOR  THE REGISTRANT'S COMMON STOCK AND RELATED SECURITY HOLDER
          MATTERS

(a)  The  principal  market  in  which  our  common  stock  is  traded  is  the
     Over-the-Counter  Bulletin Board. The table below presents the high and low
     bid  price for our common stock each quarter since its initial quotation in
     2003  and reflects inter-dealer prices, without retail markup, markdown, or
     commission,  and  may  not  represent  actual transactions. We obtained the
     following  information  from  brokers  who make a market in our securities.

                            Bid
                            ---
Quarter  Ended        Low        High
--------------        ---        ----

  3/31/03             .25         .50
  6/30/03             .18         .44
  9/30/03             .25         .55
 12/31/03             .23         .45

(b)  Holders.  The  approximate  number of holders of record of the Registrant's
     Common  Stock  as  of  April  14,  2004  was  250.

(c)  The  Registrant  has not paid dividends from inception to date and does not
     currently  intend  to  do  so.


Penny  Stock  Characterization

     Our  Shares  are  "penny  stocks"  within  the  definition  of that term as
contained  in  the  Securities  Exchange Act of 1934, which are generally equity
securities  with  a price of less than $5.00. Our shares will then be subject to
rules  that  impose  sales  practice  and  disclosure  requirements  on  certain
broker-dealers who engage in certain transactions involving a penny stock. These
will  impose  restrictions  on  the  marketability  of  the  common  stock.

     Under  the  penny stock regulations, a broker-dealer selling penny stock to
anyone  other  than an established customer or "accredited investor" must make a
special  suitability  determination  for  the  purchaser  and  must  receive the
purchaser's  written  consent  to  the transaction prior to the sale, unless the
broker-dealer is otherwise exempt.  Generally, an individual with a net worth in
excess  of  $1,000,000  or  annual  income  exceeding  $200,000  individually or
$300,000  together  with his or her spouse is considered an accredited investor.
In  addition,  unless  the broker-dealer or the transaction is otherwise exempt,
the  penny  stock regulations require the broker-dealer to deliver, prior to any
transaction  involving  a  penny  stock,  a  disclosure schedule prepared by the
Securities  and  Exchange  Commission  relating  to  the  penny stock market.  A
broker-dealer  is  also  required  to  disclose  commissions  payable  to  the
broker-dealer  and  the  Registered  Representative  and  current  bid and offer
quotations  for  the securities. In addition a broker-dealer is required to send
monthly statements disclosing recent price information with respect to the penny
stock  held  in  a  customer's  account,  the  account's  value  and information
regarding the limited market in penny stocks.  As a result of these regulations,
the  ability  of  broker-dealers  to  sell  our  stock may affect the ability of
selling  security holders or other holders to sell their shares in the secondary
market.  In  addition,  the  penny stock rules generally require that prior to a
transaction  in  a  penny  stock,  the  broker-dealer  make  a  special  written
determination  that  the  penny stock is a suitable investment for the purchaser
and  receive  the  purchaser's  written  agreement  to  the  transaction.

     These  disclosure requirements may have the effect of reducing the level of
trading activity in the secondary market for a stock that becomes subject to the
penny  stock  rules. These additional sales practice and disclosure requirements
could  impede  the  sale  of  our  securities, if our securities become publicly
traded. In addition, the liquidity for our securities may be adversely affected,
with  concomitant adverse affects on the price of our securities. Our shares may
someday  be  subject to such penny stock rules and our shareholders will, in all
likelihood,  find  it  difficult  to  sell  their  securities.

     We  have  no  outstanding  options  and  no  outstanding  warrants.

ITEM  6.  MANAGEMENT'S  DISCUSSION  AND  ANALYSIS

Introduction

     The  discussion  contained  in  this  prospectus  contains "forward-looking
statements"  that  involve  risk  and  uncertainties.  These  statements  may be
identified  by  the  use  of  terminology such as "believes", "expects",  "may",
"will", or "should", or "anticipates", or expressing this terminology negatively
or similar expressions or by discussions of strategy.  The cautionary statements
made  in  this  prospectus  should  be  read  as being applicable to all related
forward-looking  statements  wherever they appear in this prospectus. Our actual
results  could  differ  materially  from  those  discussed  in  this prospectus.
Important  factors  that  could  cause or contribute to such differences include
those  discussed  under  the  caption  entitled "risk factors," as well as those
discussed  elsewhere  in  this  prospectus.

     We  were  incorporated in Florida on May 13, 1992 to engage in the business
of  distributing motorcycle parts and accessories primarily in the South Florida
area.  Our  products  and  services  are  offered  to  both retail consumers and
wholesale  buyers. Orders for our products are typically shipped in one to three
days  from the time of order. All retail and wholesale orders are fulfilled from
our  warehouse  location  in Sunrise, Florida. We do not have a retail showroom.
Our  retail  customers  typically  locate Diamond Powersports through either our
product  catalog  or  print advertisements in industry publications. Our current
plans include opening a traveling showroom contained in a semi truck and tractor
trailer that will profile and deliver our products throughout the United States.

     We  have  developed  a  strategy  to expand our operations. Currently, this
business  plan  includes:

-    Growing  our  revenues through new product offerings. Started from 2001, we
     released  several  new  products  including frame sliders, wheels, lowering
     links,  adjustable  kick  stands  and  top  clamps.
-    Increase  the  marketing  of our products to additional geographical areas.
     Although  we currently deliver our products on a national and international
     basis, we focus the majority of our marketing efforts domestically. We plan
     to  increase  our  marketing efforts to other markets. For example, we have
     looked  into  marketing  such  areas  as  Canada  and  Japan.
-    Reducing costs of sales through strategic vendor relationships. Many of our
     vendors  have orally agreed to provide discounts or additional credit terms
     if our volume of buying increases. We believe an increase in our purchasing
     will  reduce  our  cost  of  sales  as  a  percentage  of  sales.
-    Obtain  additional  funding.  Currently,  our  assets  and  income  are
     insufficient  to  fund  our  business  plan.  We  may need to raise capital
     through  debt  or  a  follow  on  stock  offering.  We  presently  have  no
     commitments  for  either of these sources of funding. Our business plan may
     be  adversely  affected  if  we  are  unable  to  raise additional capital.


Selected  financial  data
-------------------------
                                  Year  Ended  December 31
                                 --------------------------
                                    2003            2002
                                 ----------      ----------
Net  Sales                       $  888,047      $  585,197
Net  Loss                          (387,360)       (482,596)
Net Loss per Common  Share             (.02)           (.05)
Weighted Average Common           9,904,700       9,050,500
Shares Outstanding

                                    As  of  December  31,
                                 --------------------------
                                    2003            2002
                                 ----------      ----------
Total  Assets                    $  169,214      $   70,748
Working  Capital  Deficit          (157,798)       (493,733)
Shareholders'  Deficit             (129,584)       (489,680)


No  dividends  have  been  declared  or  paid  for any of the periods presented.

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

Year  Ended  December  31,  2003  Compared  to  Year  Ended  December  31,  2002

Sales.

     Sales  for  the  year ended December 31, 2003 were $888,047 versus sales of
$585,197  for the year ended December 31, 2002, an increase of 52%. We attribute
the  increase  in sales to new and improved parts as well as a growing awareness
of  our  products.  Product  sales  consisted  primarily  of  the  following:

-   Bar  end  sliders       Ignitions              Sprockets
-   Clutch  cable  kits     Lowering  links        Tires
-   Chains Master cylinder  Mirror block-off caps  Transmission and clutch parts
-   Flame sliders           Oil pans               Valves
-   Frame sliders           Piston kits            Wheels
-   Fuel valves             R1 swing arm sliders   Other motorcycle components
-   Foot  peg  sliders      RPM  limiters


     All  revenues  were  from  unrelated  third parties and were made to retail
consumers  and  wholesale  buyers.

Cost  of  Goods  Sold.

     The  cost  of  goods  sold  includes  the  purchase price for our parts and
accessories  plus  other  direct  costs  associated  with  making  the  products
available  for  resale.  It is customary to experience variations in the cost of
sales  as  a  percentage  of net sales based on the types of products sold.  Our
gross  margins  typically  range  between  30-60%.

     The  cost  of  goods sold for the year ended December 31, 2003 was $446,680
versus  $406,715  in  the  same period in 2002. Cost of sales as a percentage of
sales  was  50% for 2003 and was 70% in 2002. The decrease in cost of sales as a
percentage of sales was due to better gross margins in 2003 from newer products.

     We  expect cost of sales as a percentage of sales to decrease to around 40%
of  total  sales  for  fiscal year 2004 as new products with better margins have
been  developed.  For  example,  our  frame  sliders,  wheels,  lowering  links,
adjustable  kick  stands  and  top  clamps  were introduced last year which have
between  a  90-300  percent  price  markup,  depending  on whether they are sold
wholesale  or  retail. If we can successfully grow our revenues through sales of
these  higher margin products, our cost of sales as a percentage of sales should
be  lower  in future periods. In addition, volume discounts will be available to
us  if  we  are  successful  in achieving sales growth in the future, which will
further  reduce  our  cost  of  sales  as  a  percentage  of  sales.

Expenses.

     Selling,  general  and administrative expenses for the years ended December
31,  2003  and  2002  were  $801,987  and $631,944, respectively, an increase of
$170,043.  The  increase  in expenses was primarily attributable to expensing of
options  issued  in  2003,  stock  grants at discounts of the closing bid price,
minimal  fixed  cost  increases  incurred  in  our new warehouse factory and the
addition  of  part-time  labor.

     Our  other  selling,  general  and  administrative expenses remained either
fixed  or  relatively  constant  during  2003.

     We  expect  increases  in expenses through the year 2004 as we move towards
developing  our  business  plan. We expect the increase to be primarily in sales
related  expenses  such  as  advertising  and  salespersons'  salaries.

Income/  Losses.

     Net  loss for the year ended December 31, 2003 was $378,360 versus $482,596
in  2002,  a decrease of $104,236. The decrease was primarily attributable to an
increase  in  sales  and decrease on total expenses for the period. We expect to
continue  to  incur  losses at least through the first half of the year 2004. In
addition,  there  can  be  no  assurance  that  we  will  achieve  or  maintain
profitability  or  that  our  revenue  growth  can  be  sustained in the future.

Impact  of  Inflation.

     We  believe  that inflation has had a negligible effect on operations since
inception.  We  believe that we can offset inflationary increases in the cost of
labor  by  increasing  sales  and  improving  operating  efficiencies.

Liquidity  and  Capital  Resources.

     Cash  flows  used  in  operating activities were $13,759 for the year ended
December  31,  2003  versus  cash provided by operating activities of $21,309 in
2002.  Cash flows for 2003 were primarily from the issuances of common stock for
services  and  an  increase in accounts payable and accrued expenses of $215,187
and  $65,345,  respectively,  partially offset by the net loss for the period of
$378,360.  Cash flows for 2002 were primarily from the issuances of common stock
for  services  and  an  increase  in  accounts  payable  and accrued expenses of
$389,000  and  $64,625,  respectively,  partially offset by the net loss for the
period  of  $482,596.

     Cash  flows  provided  by  financing  activities were $33,939 for the years
ended December 31, 2003 versus a negative $27,173 during the year ended in 2002.
Cash  flows  for  the  2003  included  $17,679  in shareholder loan payable, and
$48,574  in  proceeds  from  common  stock  that  was sold pursuant to a private
offering.  Cash  flows  for  the  2002  included  $40,333  in  shareholder  loan
repayments,  partially  offset by $19,150 in proceeds from common stock that was
sold.  Stockholder  loans  bore  interest  at  8% per annum and are unsecured by
Diamond Powersports' assets. The stockholder loan was repaid in full during 2003
through  the  issuance  of  common  shares  as described herein. Cash flows from
financing activities for both years also included bank borrowings and repayments
pursuant  to  two  bank  lines  of  credit which bear interest between 10.25 and
17.9%.  The  credit  lines  are  unsecured  and  are  due  on  demand.

     Going  concern  opinion. As shown in our accompanying financial statements,
our  independent  auditors  have  raised  substantial doubt about its ability to
continue as a going concern. The ability of Diamond Powersports to continue as a
going  concern  is  dependent  on developing operations, increasing revenues and
obtaining  new  capital.  Management  has  enacted the following plan to address
these  issues:  (1)  obtain  funding from new investors to alleviate the Diamond
Powersports' capital deficiency, (2) refinance existing debt on existing assets,
and  (2)  seek  additional distribution affiliates to increase sales and improve
cash  flows  for  Diamond  Powersports.

     Bank  Line  of  Credit. Diamond Powersports has two unsecured bank lines of
credit  bearing interest between 10.25% and 17.9% at December 31, 2003 which are
due  on  demand. The lines of credit have a maximum credit available of $60,000.
The  principal  balance outstanding at December 31, 2002 was $27,829.  The lines
of  credit  are  guaranteed  by our President, Mr. Pierre Elliott.  The lines of
credit  have a revolving feature, similar to a credit card where minimum monthly
payments  are  due.  These minimum payments are currently approximately $350 per
month.  There  is not a formal written agreement in connection with these credit
lines.

     We estimate we will need approximately $50,000 in additional capital during
2004.  We  recently  filed a registration statement on Form SB-2 to address this
problem. If revenues increase during 2004, we may have sufficient cash flow from
operations.  During  2003,  we  had  a  negative  $13,759  from  operations.

     Overall,  we have funded our cash needs from inception through December 31,
2003  with  a  series  of  debt  and equity transactions, primarily with related
parties.  If  we are unable to receive additional cash from our related parties,
we  may  need  to  rely on financing from outside sources through debt or equity
transactions.  Our  related  parties are under no legal obligation to provide us
with  capital  infusions. Failure to obtain such financing could have a material
adverse  effect  on  operations  and  financial  condition.

     We  had  no  cash  on  hand and a working capital deficit of $157,798 as of
December  31,  2003.  We  had  no  cash on hand and a working capital deficit of
$493,733  as  of December 31, 2002. Our working capital deficit is primarily due
to current obligations in accounts payable, accrued payroll for stockholders and
loans  from stockholders. We will substantially rely on the existence of revenue
from  our  business;  however,  we have no current or projected capital reserves
that will sustain our business for the next 12 months. Currently, we have enough
cash  to fund our operations for about six months. This is based on current cash
flows  from  operations  and projected revenues. Also, if the projected revenues
fall short of needed capital we may not be able to sustain our capital needs. We
will  then need to obtain additional capital through equity or debt financing to
sustain  operations  for  an  additional year. A lack of significant revenues in
2004  will significantly affect our cash position and move us towards a position
where  the  raising of additional funds through equity or debt financing will be
necessary.  Our  current  level  of  operations  would  require  capital  of
approximately  $50,000 to sustain operations through year 2004 and approximately
$50,000 per year thereafter. Modifications to our business plans or a new retail
location  may  require  additional capital for us to operate. For example, if we
are  unable to raise additional capital in the future we may need to curtail our
number  of  new  product  offers  or  limit  our  marketing  efforts to the most
profitable  geographical  areas.  This  may  result in lower revenues and market
share  for  Diamond  Powersports.  In  addition,  there can be no assurance that
additional  capital  will  be  available to us when needed or available on terms
favorable  to  Diamond  Powersports.

     On  a long-term basis, liquidity is dependent on continuation and expansion
of operations, receipt of revenues, and additional infusions of capital and debt
financing.  We  are  considering  opening  new  retail sales locations that have
showrooms  during  the second half of 2004. Our current capital and revenues are
insufficient  to  fund  such expansion. If we choose to launch such an expansion
campaign, we will require substantially more capital. The funds raised from this
offering will also be used to market our products and services as well as expand
operations and contribute to working capital. However, there can be no assurance
that  we  will  be  able  to  obtain  additional equity or debt financing in the
future,  if  at  all.  If  we are unable to raise additional capital, our growth
potential  will  be  adversely affected and we will have to significantly modify
our  plans. For example, if we unable to raise sufficient capital to develop our
business  plan,  we  may  need  to:

-    Curtail  new  product  launches
-    Forego  or  postpone  opening  new  traveling  showrooms,  or
-    Limit  our  future  marketing efforts to areas that we believe would be the
     most  profitable.

     Demand  for  the  products  and  services will be dependent on, among other
things,  market acceptance of our products, the motorcycle parts and accessories
market  in  general,  and  general  economic  conditions,  which are cyclical in
nature. Inasmuch as a major portion of our activities is the receipt of revenues
from  the  sales  of  our  products,  our  business  operations may be adversely
affected  by  our  competitors  and  prolonged  recession  periods.

     Our  success will be dependent upon implementing our plan of operations and
the  risks associated with our business plans. We operate a motorcycle parts and
accessories  distribution business to retail consumers and wholesale buyers.  We
plan  to  strengthen  our  position in these markets. We also plan to expand our
operations  through  aggressively  marketing  our  products and Company concept.

ITEM  7.  FINANCIAL  STATEMENTS


                REPORT OF INDEPENDENT CERTIFIED PUBLIC ACCOUNTS


To  the  Board  of  Directors  and  Shareholders  of
Diamond  Powersports,  Inc.

We  have  audited the accompanying balance sheet of Diamond Powersports, Inc. as
of  December  31,  2003  and the related statements of operations, stockholders'
deficit,  and  cash  flows for the years ended December 31, 2003 and 2002. These
financial  statements  are  the  responsibility of the Company's management. Our
responsibility  is  to express an opinion on these financial statements based on
our  audits.

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

In  our  opinion,  the financial statements referred to above present fairly, in
all material respects, the financial position of Diamond Powersports, Inc. as of
December  31,  2003 and the results of its operations and its cash flows for the
years  ended December 31, 2003 and 2002 in conformity with accounting principles
generally  accepted  in  the  United  States  of  America.

The  accompanying  financial  statements have been prepared assuming the Company
will continue as a going concern. The Company has suffered recurring losses from
operations,  has  negative  working  capital,  has  a  stockholders' deficit and
certain  debt  is in default which raises substantial doubt about its ability to
continue  as  a going concern. Management's plans in regard to these matters are
described  in  Note  B.  The financial statements do not include any adjustments
that  might  result  from  the  outcome  of  this  uncertainty.


/s/  Perrella  &  Associates,  P.  A.
-------------------------------------
Perrella  &  Associates,  P.  A.



Pompano  Beach,  Florida
April  1,  2004


<TABLE>
<CAPTION>


                            DIAMOND POWERSPORTS, INC.
                                  BALANCE SHEET
                                DECEMBER 31, 2003
================================================================================
<S>                                                               <C>

                                     ASSETS
                                     ------


CURRENT ASSETS
--------------
   Cash and cash equivalents                                      $          -0-
   Accounts receivable, net                                               25,721
   Inventory                                                             115,279
                                                                  --------------
      TOTAL CURRENT ASSETS                                               141,000
                                                                  --------------

PROPERTY AND EQUIPMENT
----------------------
   Machinery & equipment                                                  44,999
   Furniture & fixtures                                                   16,970
   Transportation equipment                                               18,000
   Accumulated depreciation                                              (59,170)
                                                                  --------------
      NET PROPERTY AND EQUIPMENT                                          20,799
                                                                  --------------

OTHER ASSETS
------------
   Prepaid expenses                                                        6,711
   Deposits                                                                  704
                                                                  --------------
                                                                           7,415
                                                                  --------------

      TOTAL ASSETS                                                $      169,214
                                                                  ==============



   The accompanying notes are an integral part of these financial statements.

</TABLE>


<TABLE>
<CAPTION>


                            DIAMOND POWERSPORTS, INC.
                                  BALANCE SHEET
                                DECEMBER 31, 2003
================================================================================
<S>                                                               <C>


                      LIABILITIES AND STOCKHOLDERS' DEFICIT
                      -------------------------------------


CURRENT LIABILITIES
-------------------
   Bank overdraft                                                 $        6,716
   Accounts payable and accrued expenses                                 253,652
   Shareholder loan                                                       38,430
                                                                  --------------
      TOTAL CURRENT LIABILITIES                                          298,798
                                                                  --------------

STOCKHOLDERS' DEFICIT
---------------------
   Preferred stock (no par value, 5,000,000 shares
     authorized; none issued and outstanding)                                -0-
   Common Stock ($.001 par value; 100,000,000 shares
     authorized; 10,245,057 shares issued and outstanding)                10,245
   Common stock to be delivered ($.001 par value; 1,630,117
     common shares)                                                        1,630
   Paid-in-Capital                                                     1,283,381
   Accumulated Deficit                                                (1,424,840)
                                                                  --------------


      TOTAL  STOCKHOLDERS'  DEFICIT                                     (129,584)
                                                                  --------------

      TOTAL LIABILITIES AND STOCKHOLDERS' DEFICIT                 $      169,214
                                                                  ==============



   The accompanying notes are an integral part of these financial statements.

</TABLE>

<TABLE>
<CAPTION>


                            DIAMOND POWERSPORTS, INC.
                            STATEMENTS OF OPERATIONS
                 FOR THE YEARS ENDED DECEMBER 31, 2003 AND 2002
================================================================================


                                                      2003               2002
                                                   ----------         ----------
<S>                                                <C>                <C>

REVENUE
-------
   Net sales                                       $  888,047         $  585,197
   Cost of goods sold                                (446,680)          (406,715)
                                                   ----------         ----------
      GROSS PROFIT                                    441,367            178,482

EXPENSES
--------
   Selling, general and administrative                801,987            631,944
                                                   ----------         ----------


      OPERATING INCOME (LOSS)                        (360,620)          (453,462)


OTHER EXPENSE
-------------
   Interest expense                                    17,740             29,134
                                                   ----------         ----------

      NET LOSS                                     $ (378,360)        $ (482,596)
                                                   ==========         ==========

Basic and fully diluted net loss per common share  $     (.04)        $     (.05)
                                                   ==========         ==========

Weighted average common shares                      9,904,700          9,050,500




   The accompanying notes are an integral part of these financial statements.

</TABLE>


<TABLE>
<CAPTION>

                                                DIAMOND POWERSPORTS, INC.
                                          STATEMENTS OF STOCKHOLDERS' DEFICIT
                             FOR THE YEARS ENDED DECEMBER 31, 2003 AND DECEMBER 31, 2002
================================================================================================================================

                                                                         Common  Stock to
                               Preferred Stock,       Common Stock,        be Delivered,
                                    no Par             $0.001 Par           $0.001 Par
                               ----------------   ---------------------  ----------------  Additional
                                  Number of            Number of          Number of        Paid-in      Accumulated
                               Shares    Amount     Shares      Amount    Shares   Amount  Capital      Deficit        Totals
                               ------    ------   ----------   --------  --------  ------  ----------   -----------   ---------
<S>                            <C>       <C>      <C>          <C>       <C>       <C>     <C>          <C>           <C>

Balances, January 1, 2002           -    $    -    8,609,400   $  8,609         -  $    -  $  122,541   $  (563,884)  $(432,734)

Issuances of common stock, sold     -         -       38,300         38         -       -      19,111             -      19,149

Issuances of common stock,
 for services                       -         -      778,000        778         -       -     388,222             -     389,000

Conversion of convertible debt      -         -       70,000         70         -       -      17,430             -      17,500

Net loss for year                   -         -            -          -         -       -           -      (482,596)   (482,596)
                               ------    ------   ----------   --------  --------  ------  ----------   -----------   ---------

Balances, December 31, 2002         -         -    9,495,700      9,496         -       -     547,304    (1,046,480)   (489,680)

Issuances of common stock, sold     -         -      190,277        190         -       -      48,384             -      48,574

Issuances of common stock,
 for services                       -         -      476,080        476   140,000     140     191,441             -     192,057

Issuances of common stock,
 for compensation                   -         -       83,000         83 1,104,531   1,104     264,940             -     266,127

Issuances of common stock,
 for debt                           -         -            -          -   385,586     386      84,443             -      84,829

Options issued                      -         -            -          -         -       -     146,869             -     146,869

Net loss for year                   -         -            -          -         -       -           -      (378,360)   (378,360)
                               ------    ------   ----------   --------  --------  ------  ----------   -----------   ---------

Balances, December 31, 2003         -         -   10,245,057   $ 10,245 1,630,117  $1,630  $1,283,381   $(1,424,840)  $(129,584)
                               ======    ======   ==========   ========  ========  ======  ==========   ===========   =========



    The accompanying notes are an integral part of these financial statements

</TABLE>


<TABLE>
<CAPTION>


                            DIAMOND POWERSPORTS, INC.
                            STATEMENTS OF CASH FLOWS
          FOR THE YEARS ENDED DECEMBER 31, 2003 AND DECEMBER 31, 2002
================================================================================


                                                      2003               2002
                                                   ----------         ----------
<S>                                                <C>                <C>


CASH FLOWS FROM OPERATING ACTIVITIES:
-------------------------------------

   Net Loss                                        $ (378,360)        $ (482,596)
   Adjustments to reconcile net loss to net cash
   provided by (used in) operating activities:
      Depreciation expense                              3,135              9,845
      Non-cash services and compensation expense      215,187            389,000
      Options  issued                                 146,869                  -
     (Increase) decrease in operating assets:
         Accounts receivable                          (16,591)             1,935
         Inventory                                    (57,714)           (30,565)
         Prepaid expenses                              (7,115)                 -
      Increase (decrease) in operating liabilities:
         Bank overdraft                                 5,622              1,094
         Interest accrued on note payable to bank       9,863             12,801
         Accrued compensation, shareholders           (16,700)            64,625
         Accounts payable and accrued expenses         82,045             55,170
                                                   ----------         ----------

         NET CASH PROVIDED BY (USED IN)
         OPERATING ACTIVITIES                         (13,759)            21,309
                                                   ----------         ----------

CASH FLOWS FROM INVESTING ACTIVITIES :
------------------------------------

   Purchase of property and equipment                 (20,180)                 -
                                                   ----------         ----------
         NET CASH PROVIDED BY (USED IN)
         INVESTING ACTIVITIES                         (20,180)                 -
                                                   ----------         ----------


   The accompanying notes are an integral part of these financial statements.

</TABLE>


<TABLE>
<CAPTION>


                            DIAMOND POWERSPORTS, INC.
                            STATEMENTS OF CASH FLOWS
          FOR THE YEARS ENDED DECEMBER 31, 2003 AND DECEMBER 31, 2002
================================================================================


                                                      2003               2002
                                                   ----------         ----------
<S>                                                <C>                <C>


CASH FLOWS FROM FINANCING ACTIVITIES:
-------------------------------------

   Proceeds (repayments) of shareholder
     loan payable                                  $   17,679         $  (40,333)
   Proceeds from sale of common stock                  48,574             19,150
   Repayments on bank line of credit                  (32,314)            (5,990)
                                                   ----------         ----------

         NET CASH PROVIDED BY (USED
         IN) FINANCING ACTIVITIES                      33,939            (27,173)
                                                   ----------         ----------

         NET INCREASE (DECREASE) IN
         CASH AND CASH EQUIVALENTS                 $      -0-         $   (5,864)
                                                   ----------         ----------

Cash and cash equivalents, beginning of year       $      -0-         $    5,864
                                                   ----------         ----------

         CASH AND CASH EQUIVALENTS,
         END OF YEAR                               $      -0-         $      -0-
                                                   ==========         ==========

SUPPLEMENTAL DISCLOSURES OF CASH FLOW INFORMATION:
------------

   Cash paid for income taxes during the year      $      -0-         $      -0-
   Cash paid for interest during the year          $   17,740         $   29,134
   Non-cash investing and financing activities:
   Increase in note payable bank due to interest
     accrued                                       $    9,863         $   12,801
   Common stock issued in exchange
       for services                                $  192,057         $  389,000
   Common stock issued for compensation            $   23,130         $      -0-
   Conversion of accrued compensation and debt
     Into common stock by officer                  $  327,826         $      -0-
   Options  issued                                 $  146,869         $      -0-
   Decrease in note payable bank due to repossessed
     transportation equipment at book value        $      -0-         $   44,254
   Issuance of common stock as satisfaction of
     convertible debt, related party               $      -0-         $   17,500


</TABLE>

The accompanying notes are an integral part of these financial statements.


                            DIAMOND POWERSPORTS, INC.
                          NOTES TO FINANCIAL STATEMENTS
          FOR THE YEARS ENDED DECEMBER 31, 2003 AND DECEMBER 31, 2002
================================================================================

NOTE  A  -  SUMMARY  OF  SIGNIFICANT  ACCOUNTING  POLICIES
----------------------------------------------------------

Business  Activity  -  Diamond  Powersports,  Inc. (the "Company") was organized
------------------
under  the  laws  of  the  State  of  Florida on May 13, 1992 to manufacture and
distribute  motorcycle  parts  and  accessories  to dealers and retail customers
worldwide.  Manufacturing  operations are conducted in Fort Lauderdale, Florida.

Cash  and  Cash  Equivalents - For purposes of the Statements of Cash Flows, the
----------------------------
Company  considers  liquid investments with an original maturity of three months
or  less  to be cash equivalents. There were no cash equivalents at December 31,
2003  or  2002.

Management's  Use  of  Estimates  -  The  preparation of financial statements in
--------------------------------
conformity  with generally accepted accounting principles requires management to
make  estimates  and  assumptions that affect the reported amounts of assets and
liabilities,  disclosures  of  contingent  assets and liabilities at the date of
financial  statements  and  the reported amounts of revenues and expenses during
the  reporting  period.  Actual  results  could  differ  from  those  estimates.

Accounts  Receivable  - The Company extends unsecured credit to its customers in
--------------------
the  ordinary  course  of  business  but mitigates the associated credit risk by
performing  credit  checks and actively pursuing past due accounts. An allowance
for  doubtful accounts has been established for estimated uncollectible accounts
in  the  amount  of  $5,000.  Bad debt expense is $2,000 for 2003 and $3,000 for
2002.

Inventory - Inventory, consisting of motorcycle parts and accessories, is valued
---------
at  the  lower  of  cost  or market using the first-in, first-out (FIFO) method.

Property and Equipment - Property and equipment are recorded at cost and include
----------------------
expenditures  that  substantially  increase the productive lives of the existing
assets.  Maintenance  and repair costs are expensed as incurred. Depreciation is
provided  using the straight-line method. Depreciation of property and equipment
is  calculated over the management prescribed recovery periods, which range from
5  years  for  equipment  to 10 years for transportation equipment. Depreciation
expense  is  $3,135  for  2003  and  $9,845  for  2002.

When a fixed asset is disposed of, its cost and related accumulated depreciation
are  removed  from  the  accounts. The difference between undepreciated cost and
proceeds  from  disposition  is  recorded  as  a  gain  or  loss.

Revenue  Recognition-  Revenue  is  recognized  when  goods are shipped provided
--------------------
collection  of  the  resulting  receivable  is  probable.  If  any  material
contingencies  are  present,  revenue  recognition is delayed until all material
contingencies  are  eliminated.  Further,  no  revenue  is  recognized  unless
collection  of  the  applicable  consideration  is  probable.


                            DIAMOND POWERSPORTS, INC.
                          NOTES TO FINANCIAL STATEMENTS
          FOR THE YEARS ENDED DECEMBER 31, 2003 AND DECEMBER 31, 2002
================================================================================

NOTE  A  -  SUMMARY  OF  SIGNIFICANT  ACCOUNTING  POLICIES  (CONTINUED)
-----------------------------------------------------------------------

Long-Lived  Assets -The Company evaluates the recoverability of its property and
------------------
equipment  and other assets in accordance with Statement of Financial Accounting
Standards  No.144,  "Accounting  for  the  Impairment  or Disposal of Long-Lived
Assets"("SFAS  144").  SFAS 144 requires recognition of impairment of long-lived
assets  in  the  event  the  net book value of such assets exceeds the estimated
future  undiscounted  cash  flows attributable to such assets or the business to
which  such  assets  relate.  SFAS  144 excludes goodwill and intangible assets.
When  an  asset exceeds its expected cash flows, it is considered to be impaired
and  is  written  down  to  fair  value,  which  is  determined  based on either
discounted  future  cash  flows or appraised values.  The provisions of SFAS 144
are  effective  for financial statements issued for fiscal years beginning after
December  15,  2001.  The  Company  adopted  the  statement  for the year ending
December  31,  2002.  No  impairments  were  recognized  during  the years ended
December  31,  2002  and  2003.

Income  Taxes
-------------
The  Company  accounts  for  income  taxes  under  the  Statement  of  Financial
Accounting  Standards  No. 109, "Accounting for Income Taxes" ("Statement 109").
Under  Statement 109, deferred tax assets and liabilities are recognized for the
future  tax  consequences  attributable  to  differences  between  the financial
statement  carrying  amounts  of  existing  assets  and  liabilities  and  their
respective  tax  bases.  Deferred  tax assets and liabilities are measured using
enacted  tax  rates  expected  to  apply to taxable income in the years in which
those  temporary  differences  are  expected  to  be recovered or settled. Under
Statement 109, the effect on defer tax assets and liabilities of a change in tax
rates  is  recognized  in income in the period that includes the enactment date.

Deferred tax assets are reduced by a valuation allowance when, in the opinion of
management,  it is more likely than not that some portion or the entire deferred
tax asset will not be realized. Deferred tax assets and liabilities are adjusted
for  the  effect  of  changes  in  tax  laws and rates on the date of enactment.

Advertising Costs - Advertising costs are expensed as incurred. The Company does
-----------------
not  incur any direct-response advertising costs. Advertising expense is $30,492
for  2003  and  $7,749  for  2002.

Earnings  (Loss)  per  share
----------------------------
Basic  earnings  (loss)  per share exclude dilution and are computed by dividing
loss  available  to common shareholders by the weighted average number of common
shares  outstanding  for  the  periods.

Diluted earnings per share are computed by dividing earnings available to common
shareholders  by  the  weighted  average  number  of  common  shares outstanding
adjusted  to  reflect  potentially  dilutive  securities.


                            DIAMOND POWERSPORTS, INC.
                          NOTES TO FINANCIAL STATEMENTS
          FOR THE YEARS ENDED DECEMBER 31, 2003 AND DECEMBER 31, 2002
================================================================================

NOTE  A  -  SUMMARY  OF  SIGNIFICANT  ACCOUNTING  POLICIES  (CONTINUED)
-----------------------------------------------------------------------

Recent  Accounting  Pronouncements
----------------------------------
In April of 2002, Statement of Financial Accounting Standards (SFAS) No. 145 was
issued,  which  rescinded  SFAS  Statements No. 4, 44 and 64, amended No. 13 and
contained technical corrections.  As a result of SFAS 145, gains and losses from
extinguishments  of  debt will be classified as extraordinary items only if they
meet  the  criteria  in APB Opinion No. 30, that they are unusual and infrequent
and  not  part of an entity's recurring operations.  The Company does not expect
SFAS No. 145 to have a material effect on its financial condition or cash flows.

In  June  2002,  the  FASB issued SFAS No. 146, "Accounting for Costs Associated
with  Exit  or  Disposal  Activities"  effective for exit or disposal activities
initiated  after December 31, 2002.  The standard addresses financial accounting
and  reporting  for  costs  associated  with  exit  or  disposal  activities and
nullifies  Emerging  Issues  Task  Force  No.  94-3.  SFAS  No.  146 essentially
requires  a  liability to be recognized and measured initially at its fair value
in  the  period in which the liability is incurred for a cost associated with an
exit or disposal activity.  The implementation of the pronouncement did not have
a  material  effect  on  our  financial  condition  and  cash  flows.

In  January  2003, the Financial Accounting Standards Board ("FASB") issued FASB
Interpretation  No. 46, ("FIN 46') "Consolidation of Variable Interest Entities"
which  changes  the criteria by which one company includes another entity in its
consolidated financial statements. FIN 46 requires a variable interest entity to
be  consolidated  by  a  company if that company is subject to a majority of the
risk  of  loss  from  the  variable  interest entity's activities or entitled to
receive  a  majority of the entity's residual returns or both. The consolidation
requirements  of  FIN 46 apply immediately to variable interest entities created
after  January  31,  2003,  and apply in the first fiscal period beginning after
June 15, 2003, for variable interest entities created prior to February 1, 2003.
The  implementation  of  the pronouncement did not have a material effect on our
financial  condition  and  cash  flows.

In May 2003, the FASE issued Statement of Financial Accounting Standard ("SFAS")
No.  150,  'Accounting for Certain Financial Instruments with Characteristics of
both  Liabilities  and  Equity'.  The  SFAS  No.150  improves the accounting for
certain  financial  instruments  that,  under  previous  guidance, issuers could
account  for  as  equity  and  requires  that those instruments be classified as
liabilities in statements of financial position. In addition to its requirements
for  the  classification  and measurement of financial instruments in its scope,
SFAS  No.  150  also requires disclosures about alternative ways of settling the
instruments  and  the  capital  structure  of  entities, all of whose shares are
mandatorily  redeemable.  Most  of the guidance in SFAS No. 150 is effective for
all  financial  instruments  entered  into  or  modified after May 31, 2003, and
otherwise  is  effective  at the beginning of the first interim period beginning
after September 15, 2003. The implementation of the pronouncement did not have a
material  effect  on  our  financial  condition  and  cash  flows.


                            DIAMOND POWERSPORTS, INC.
                          NOTES TO FINANCIAL STATEMENTS
          FOR THE YEARS ENDED DECEMBER 31, 2003 AND DECEMBER 31, 2002
================================================================================

NOTE  A  -  SUMMARY  OF  SIGNIFICANT  ACCOUNTING  POLICIES  (CONTINUED)
-----------------------------------------------------------------------

Business  Segments
------------------
The  Company  operates  in  one  segment and therefore segment disclosure is not
presented.

NOTE  B  -  GOING  CONCERN
--------------------------

As  shown  in  the  accompanying  financial statements, the Company has suffered
recurring  losses  from  operations,  has  negative  working  capital,  has  a
stockholders'  deficit  and  certain  debt is in default that raises substantial
doubt  about  its  ability  to  continue  as a going concern. The ability of the
Company  to  continue  as a going concern is dependent on developing operations,
increasing  revenues  and  obtaining  new  capital.  Management  has enacted the
following plan to address these issues: (1) obtain funding from new investors to
alleviate  the  Company's  capital  deficiency,  (2)  refinance existing debt on
existing  assets,  (3)  lease  larger facilities in order to manufacture certain
products  thereby  reducing  costs and (4) market motorcycle accessories through
significant,  proven  trade  shows  that  produce individual orders in excess of
$75,000.

NOTE  C  -  INVENTORIES
-----------------------

Inventories  consisted  of  the  following  at  December  31,  2003:

        Raw  materials             $       47,172
        Work-in-process                     5,400
        Finished  goods                    62,707
                                   --------------

                                   $      115,279
                                   ==============

NOTE  C  -  NOTE  PAYABLE  TO  BANK

In 2003, the note payable to Bank, that was originally collateralized by certain
transportation  equipment  and  guaranteed by one of the Company's officers, was
transferred to the Officer.  During 2002, the loan went into default whereby the
bank  repossessed  the equipment.  The amount transferred to the Officer in 2003
was  $64,381  in  exchange  for  common  stock  of  the  Company.

NOTE  D  -  BANK  LINE  OF  CREDIT
----------------------------------

At December 31, 2003, the Company's bank line of credit in the amount of $32,314
is  reclassified  as  short-term  credit  card  debt,  and  included in accounts
payable.  A separate line of credit was guaranteed by one of the Officers of the
Company,  and  in  2003,  the  balance  of  the  line  of  credit of $20,448 was
transferred  to  the  Officer  in  exchange  for  common  stock  of the Company.


                            DIAMOND POWERSPORTS, INC.
                          NOTES TO FINANCIAL STATEMENTS
          FOR THE YEARS ENDED DECEMBER 31, 2003 AND DECEMBER 31, 2002
================================================================================

NOTE  E  -  OPERATING  LEASE
----------------------------

As  of December 31, 2003, the Company has one long-term non-cancelable operating
lease  for warehouse and office space.  The lease expires in September 2008. The
amount  charged to rent expense is $41,231 in 2003 and $20,776 in 2002.  Minimum
future  lease  payments under this lease as of December 31, 2003 are as follows:


YEAR  ENDING  DECEMBER  31,                               AMOUNT
---------------------------                            ------------
            2004                                       $     41,280
            2005                                             43,344
            2006                                             45,511
            2007                                             47,787
            2008                                             37,167
                                                       ------------

Total  minimum  future  lease  payments                $    215,089
                                                       ============

NOTE  F  -  EQUITY
------------------

On  December  19,  2003,  the Company adopted a non-qualified stock compensation
plan  to register 500,000 shares of common stock and 250,000 options to purchase
shares  the common stock at $.30 per share for a total registration and issuance
of  750,000  shares  of  common  stock.  The 500,000 shares were issued, 480,000
shares  in  January  2004  for  compensation  to  employees and 20,000 shares in
January  2004  to  an  independent  consultant.

During  the  year ended December 31, 2002, the Company issued a total of 886,300
shares  of  its  common  stock.  The conversion of convertible debt (see Note H)
accounted  for the issuance of 70,000 shares.  The remaining 816,300 shares were
issued  as  follows:

1.   Services  rendered  by  an  independent  consultant in exchange for 400,000
     shares.  Consulting  expenses  of  $200,000  was charged as the fair value.

2.   Services  rendered  by  a  public relations company in exchange for 350,000
     shares.  Consulting  expenses  of  $175,000  was charged as the fair value.

3.   During  2002,  the  Company  issued  66,300  shares  to  several  unrelated
     investors under Regulation D private placement offerings. The proceeds were
     $19,150  in  cash  and  $14,000  in  consulting  services.


                            DIAMOND POWERSPORTS, INC.
                          NOTES TO FINANCIAL STATEMENTS
          FOR THE YEARS ENDED DECEMBER 31, 2003 AND DECEMBER 31, 2002
================================================================================

NOTE  F  -  EQUITY  (CONTINUED)
-------------------------------

During  the  year ended December 31, 2003, the Company issued a total of 749,357
shares  and  approved the issuance of 1,630,117 shares of its common stock for a
total  of  2,379,474  shares  as  follows:

1.   In  June,  August  and  December,  2003, bonus and compensation shares were
     issued  to  employees,  83,000 shares. Compensation expense of $ 23,130 was
     charged  as  the  fair  value.

2.   Services  rendered  by  an  independent  consultant  in exchange for 60,000
     shares.  Consulting  expenses of $18,000 was charged as fair value for 2003
     services.

3.   During  2003,  the  Company  issued  291,157  shares  to  several unrelated
     investors  under  private  placement offering. The proceeds were $27,000 in
     cash  and  $67,057  in  consulting  services.

4.   On  November 3, 2003, as amended on March 3, 2004, the Company entered into
     a  consulting agreement to promote the Company in the investment community.
     The  term  of  the agreement was initially for six months with an option to
     extend  but  was amended for the Company to have the right to terminate the
     contract  after  the first three months of the contract extension after the
     initial  contract  expires.  The  consultant  shall  be entitled to receive
     $25,000  cash  per  month, with adjustments (after the initial month of the
     agreement  at $40,000), or the equivalent in free trading stock. Based upon
     the  terms  of  the  agreement,  the  Company issued 247,780 shares in 2003
     having  a  fair  value  of  $  65,000  for  consulting  services.

     The  consultant  also  has  the  option  to purchase $240,000 worth of free
     trading  options  at  30%  discount  to  market, up to a maximum of 799,999
     shares  and  at  a  floor price of $.30 per share. The consultant exercised
     some  of  its  purchase option in 2003 and the Company received $21,574 for
     67,420  shares  sold,  $.32  per  share.  The  fair  value  of  the options
     aggregating  $146,869,  was  estimated  on  the  grant  date  using  the
     Black-Scholes option pricing method as required under SFAS No, 123 with the
     following  weighted  average  assumptions:  expected  dividend  yield  0%,
     volatility  166%,  risk-free  interest rate 0.93%, expected term, 6 months.
     The  $146,869  was  charged  to  consulting  expense  at  the  grant  date.

5.   On  September 30, 2003, the Company's chief executive officer and corporate
     secretary  agreed to take and accept as payment 1,104,531 common shares for
     their  accumulated  accrued  compensation  through  December  31,  2002 and
     amounted to $242,997 on September 30, 2003. In addition, on that date, they
     agreed  to take a bank note payable and line of credit amounting to $84,829
     that are personally guaranteed in exchange for 385,586 shares. These shares
     were  issued  January  20,  2004.


                            DIAMOND POWERSPORTS, INC.
                          NOTES TO FINANCIAL STATEMENTS
          FOR THE YEARS ENDED DECEMBER 31, 2003 AND DECEMBER 31, 2002
================================================================================

NOTE  F  -  EQUITY  (CONTINUED)
-------------------------------

6.   Services  rendered  by  an  independent  consultant in exchange for 140,000
     shares.  Consulting  expense of $42,000 was charged as fair value for 2003.
     These  shares  are  to  be  issued  in  2004.

NOTE  G  -  INCOME  TAXES
-------------------------

The Company has approximately $162,500 of federal and state net operating losses
that  expire  in  various  years  through  the  year  2023.

Deferred  income  taxes  reflect  the  net  tax effects of temporary differences
between  the  carrying amounts of assets and liabilities for financial reporting
purposes  and  the  amount  used  for  federal  and  state  income tax purposes.

The  Company's deferred tax asset at December 31, 2003 consists of net operating
loss  carry  forwards  calculated  using  federal and state effective tax rates.
Because  of  the  Company's lack of earnings history, the deferred tax asset has
been fully offset by a valuation allowance. The valuation allowance increased by
approximately  $12,000  and  $39,500  for  the years ended December 31, 2003 and
2002,  respectively.

The  Company's  net  deferred  tax  asset as of December 31, 2003 is as follows:

     Net operating loss carryforwards          $     162,500
     Valuation allowance                            (162,500)
                                               -------------

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

The reconciliation of income taxes computed at the federal statutory income tax
rate to total income taxes for the years ended December 31, 2003 and 2002 is as
follows:

                                                           2003          2002
                                                           ----          ----
     Income tax computed at the federal statutory rate      34%           34%
     State income taxes, net of federal tax benefit          4%            4%
                                                           ----          ----
Valuation allowance                                        (38%)         (38%)
                                                           ----          ----
Total deferred tax asset                                     0%            0%
                                                           ====          ====


                            DIAMOND POWERSPORTS, INC.
                          NOTES TO FINANCIAL STATEMENTS
          FOR THE YEARS ENDED DECEMBER 31, 2003 AND DECEMBER 31, 2002
================================================================================

NOTE  H  -  RELATED  PARTY  TRANSACTIONS
----------------------------------------

On  November  1,  1999,  the  Company  entered  into annual renewable employment
agreements  with  its  chief  executive  officer and president and its corporate
secretary.  The  agreements  provide  for  compensation to these two individuals
beginning  in  2000  with  10%  annual  increases at the combined annual rate of
$100,000,  $110,000  and  $121,000  respectively. At December 31, 2002, $259,697
remained  unpaid  and  was  recorded as accrued compensation, shareholders. This
accrued compensation was paid in common stock on September 30, 2003, See Note F.
The  agreements  provide  for  bonus  arrangements  on  profit  and other normal
benefits.  The  officers  waived  a  part  of  their  compensation  for  2003.

The  Company  has  a shareholder loan payable to these two individuals. The loan
bears  interest  at  7%, is due on demand and at December 31, 2003, the balance,
including  accrued  interest,  is  $38,430.

Two  officers  of the Company are guarantors of certain credit card debts of the
Company.

In  1999,  the Company entered into an unsecured convertible loan from a related
party  investor  bearing  interest at 8% and due on demand. At December 31, 2001
the  balance  due  to the investor, including accrued interest, was $17,500. The
Company  converted the note into 70,000 shares of common stock of the Company in
2002.

NOTE  I  -  SUBSEQUENT  EVENTS
------------------------------

In  January  2004, the Company issued 380,000 shares of common stock to officers
for  compensation,  100,000  shares  to  an employee for compensation and 20,000
shares  to  an  independent  consultant  for  services.

In  January 2004, the Company issued 23,000 shares of common stock to Members of
the  Board  for  attending  Company  board  meetings.

On  January  28,  2004  the Company registered 3,045,450 shares of common stock.
The  Company  is offering for sale 2,000,000 shares at an initial offering price
of  $.50  per  share  and 1,045,450 shares are being offered by selling security
holders.  The  consultant,  as  discussed in Note F 4, received 1,000,000 shares
for  investor and public relations services.  An independent consultant received
45,450  shares  for  services  rendered  for  assistance  in  preparing  this
registration  statement.

In  February  2004, an employee exercised an option to purchase 48,000 shares of
Company  common  stock  for  $.30  per  share.

On March 3, 2004, the Company agreed to provide the consultant (see Note F 4) an
additional  option  to  purchase  500,000 free trading shares at $.50 per share.


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

     None.

ITEM 8A.  CONTROLS  AND  PROCEDURES

Quarterly  Evaluation  of  Controls

     As  of  the end of the period covered by this annual report on Form 10-KSB,
We evaluated the effectiveness of the design and operation of (i) our disclosure
controls  and  procedures ("Disclosure Controls"), and (ii) our internal control
over  financial reporting ("Internal Controls").  This evaluation ("Evaluation")
was  performed  by  our  President  and  Chief Executive Officer, Pierre Elliott
("CEO").  Pierre  Elliott  is  also  acting  Chief  Financial  Officer.  In this
section,  we  present  the conclusions of our CEO based on and as of the date of
the  Evaluation,  (i)  with  respect  to  the  effectiveness  of  our Disclosure
Controls,  and  (ii)  with  respect  to any change in our Internal Controls that
occurred  during the most recent fiscal quarter that has materially affected, or
is  reasonably  likely  to  materially  affect  our  Internal  Controls.

CEO  and  CFO  Certifications

     Attached  to  this  annual  report,  as Exhibits 31.1 and 31.2, are certain
certifications  of  the  CEO  and CFO, which are required in accordance with the
Exchange  Act  and  the  Commission's rules implementing such section (the "Rule
13a-14(a)/15d-14(a)  Certifications").  This  section  of  the  annual  report
contains  the  information  concerning  the  Evaluation  referred to in the Rule
13a-14(a)/15d-14(a)  Certifications.  This  information  should  be  read  in
conjunction with the Rule 13a-14(a)/15d-14(a) Certifications for a more complete
understanding  of  the  topic  presented.

Disclosure  Controls  and  Internal  Controls

     Disclosure  Controls are procedures designed with the objective of ensuring
that  information  required  to  be  disclosed  in  our  reports  filed with the
Commission  under  the  Exchange  Act,  such as this annual report, is recorded,
processed,  summarized  and  reported  within  the  time period specified in the
Commission's  rules  and  forms.  Disclosure Controls are also designed with the
objective  of ensuring that material information relating to the Company is made
known  to the CEO and the CFO by others, particularly during the period in which
the  applicable report is being prepared.  Internal Controls, on the other hand,
are  procedures  which  are  designed with the objective of providing reasonable
assurance  that (i) our transactions are properly authorized, (ii) the Company's
assets  are  safeguarded  against  unauthorized  or  improper use, and (iii) our
transactions  are  properly recorded and reported, all to permit the preparation
of  complete  and  accurate  financial  statements in conformity with accounting
principals  generally  accepted  in  the  United  States.

Limitations  on  the  Effectiveness  of  Controls

     Our management does not expect that our Disclosure Controls or our Internal
Controls  will prevent all error and all fraud.  A control system, no matter how
well  developed  and  operated,  can  provide  only reasonable, but not absolute
assurance  that  the  objectives  of  the  control system are met.  Further, the
design  of  the  control  system  must  reflect the fact that there are resource
constraints,  and  the benefits of controls must be considered relative to their
costs.  Because  of  the  inherent  limitations  in  all  control  systems,  no
evaluation  of  controls  can provide absolute assurance that all control issues
and instances so of fraud, if any, within the Company have been detected.  These
inherent  limitations  include  the realities that judgments in decision -making
can be faulty, and that breakdowns can occur because of simple error or mistake.
Additionally,  controls  can  be  circumvented  by  the  individual acts of some
persons,  by  collusion  of two or more people, or by management override of the
control.  The  design of a system of controls also is based in part upon certain
assumptions about the likelihood of future events, and there can be no assurance
that  any  design  will  succeed  in  achieving  its stated objectives under all
potential  future  conditions.  Over time, control may become inadequate because
of  changes in conditions, or because the degree of compliance with the policies
or  procedures  may  deteriorate.  Because  of  the  inherent  limitations  in a
cost-effective control system, misstatements due to error or fraud may occur and
not  be  detected.

Scope  of  the  Evaluation

     The  CEO  and  CFO's  evaluation  of  our  Disclosure Controls and Internal
Controls  included  a review of the controls' (i) objectives, (ii) design, (iii)
implementation, and (iv) the effect of the controls on the information generated
for use in this annual report.  In the course of the Evaluation, the CEO and CFO
sought to identify data errors, control problems, acts of fraud, and they sought
to  confirm  that appropriate corrective action, including process improvements,
was  being  undertaken.  This type of evaluation is done on a quarterly basis so
that  the  conclusions  concerning  the  effectiveness  of  our  controls can be
reported  in  our  quarterly  reports  on Form 10-QSB and annual reports on Form
10-KSB.  The overall goals of these various evaluation activities are to monitor
our  Disclosure Controls and our Internal Controls, and to make modifications if
and  as  necessary.  Our  external  auditors  also  review  Internal Controls in
connection with their audit and review activities.  Our intent in this regard is
that  the  Disclosure  Controls  and the Internal Controls will be maintained as
dynamic  systems  that  change  (including  improvements  and  corrections)  as
conditions  warrant.

     Among other matters, we sought in our Evaluation to determine whether there
were  any  significant  deficiencies  or  material  weaknesses  in  our Internal
Controls, which are reasonably likely to adversely affect our ability to record,
process,  summarize  and  report  financial  information,  or  whether  we  had
identified  any  acts of fraud, whether or not material, involving management or
other  employees  who  have  a  significant role in our Internal Controls.  This
information  was  important  for both the Evaluation, generally, and because the
Rule  13a-14(a)/15d-14(a)  Certifications,  Item 5, require that the CEO and CFO
disclose that information to our Board (audit committee), and to our independent
auditors, and to report on related matters in this section of the annual report.
In the professional auditing literature, "significant deficiencies" are referred
to  as  "reportable  conditions".  These  are  control  issues  that  could have
significant  adverse  affect  on  the  ability to record, process, summarize and
report  financial  data  in  the financial statements.  A "material weakness" is
defined  in  the  auditing  literature  as  a  particularly  serious  reportable
condition where the internal control does not reduce, to a relatively low level,
the  risk  that  misstatement  cause by error or fraud may occur in amounts that
would  be  material  in relation to the financial statements and not be detected
within  a  timely  period  by  employee in the normal course of performing their
assigned  functions.  We  also sought to deal with other controls matters in the
Evaluation,  and  in  each case, if a problem was identified, we considered what
revisions,  improvements  and/or  corrections  to  make  in  accordance with our
ongoing  procedures.

Conclusions

     Based  upon  the Evaluation, the Company's CEO and CFO have concluded that,
subject to the limitations noted above, our Disclosure Controls are effective to
ensure  that  material  information  relating  to  the  Company is made known to
management,  including  the CEO and CFO, particularly during the period when our
periodic  reports  are  being  prepared,  and  that  our  Internal  Controls are
effective  to  provide  reasonable  assurance  that our financial statements are
fairly  presented  inconformity with accounting principals generally accepted in
the  United  States.  Additionally,  there  has  been  no change in our Internal
Controls that occurred during our most recent fiscal quarter that has materially
affected,  or  is  reasonably  likely  to  affect,  our  Internal  Controls.

ITEM  9.  DIRECTORS  AND  EXECUTIVE  OFFICERS  OF  THE  REGISTRANT

(a)  Identification  of  Directors

Directors  and  Executive  Officers.

     Our  Bylaws  provide that we shall have that number of directors determined
by  the  majority  vote  of  the  board  of  directors.  Currently  we have five
directors.  Each  director will serve until our next annual shareholder meeting.
Directors  are  elected  for  one-year  terms. Our Board of Directors elects our
officers  at  the regular annual meeting of the Board of Directors following the
annual  meeting  of  shareholders. Vacancies may be filled by a majority vote of
the remaining directors then in office. Our directors and executive officers are
as  follows:

NAME                    AGE          POSITION
----                    ---          --------
Pierre  Elliott          42          President and CEO for Diamond Powersports;
                                     Director

Lisa  Elliott            40          Controller;  Director

Alan  Lichtman           29          Operations  Manager;  Director

Margaret  Hurley         45          Director

David A. Lewis, PH.D     49          Director


     Pierre Elliott has been President & CEO and Chairman of Diamond Powersports
since its inception in 1992. Mr. Elliott has over 25 years experience in various
aspects  of  the  motorcycle  industry  including:  manufacturing,  wholesaling,
inventory  management, quality control, service and retail sales. During Diamond
Powersports'  history,  Mr. Elliott developed and implemented all operations and
developments  creating  a  company that started with less than 50 customers, and
today  retails  and wholesales products over 1,500 customers worldwide. Prior to
this,  Mr.  Elliott also owned several local ventures during a time span of five
years including a restaurant, a grocery store, and home cleaning service. During
this  time,  Mr. Elliott gained experience modifying racing bikes on a part-time
basis.  Prior  to this, Mr. Elliott had approximately 10 years of other industry
experience  in  employment  with  various  local  motorcycle  sales  and service
offices. Mr. Elliott is a member of the Diamond Racing team and the National Hot
Rod  Association.  Pierre  Elliott  is  married  to  Lisa  Elliott.

     Lisa  Elliott  has  served as Secretary and Director of Diamond Powersports
since  its  inception  in  1992.  During  her  tenure  she has been in charge of
staffing,  customer  relations,  and  assists  the  accounting  department. Mrs.
Elliott served previously as a financial accountant for Colorfilm Video and Mobo
Enterprises.  During  her tenure there, Mrs. Elliott was responsible for Diamond
Powersports'  daily  accounting  transactions  including accounts receivable and
accounts  payable.  Lisa  Elliott  is  married  to  Pierre  Elliott.

     Alan  Lichtman  serves  as  Diamond  Powersports'  Operations  Manager  and
Director since August 1999. Mr. Lichtman has been directing retail and marketing
operations  for  the  last  8  years.  Prior to joining Diamond Powersports, Mr.
Lichtman was a licensed Financial Service Professional with First Union National
Bank  for  five  years.  Mr.  Lichtman's background also includes three years of
retail  operations work with Atlantic Records where he assisted in the marketing
and  distribution of new audio products. Mr. Lichtman will co-assist Mr. Elliott
in  Diamond  Powersports'  national  operations.

     Margaret Hurley serves in the capacity as a Marketing Director and Director
of  Diamond  Powersports  since  September  of  1999.  Prior  to joining Diamond
Powersports,  Mrs.  Hurley  was  a team manager for State Farm Insurance Co. for
over  19  years.  Mrs.  Hurley's  background  experience  consists of defining a
market  and  managing  the  marketing  process.  Mrs.  Hurley's responsibilities
include  managing  market  penetration  and product quality control. Mrs. Hurley
holds  a  bachelor's  degree  in Criminal Justice from the University of Central
Florida.

     Dr.  David  A.  Lewis  serves  in  the  capacity  as  Director  of  Diamond
Powersports  since  September  of  1999.  Dr. Lewis is currently the Director of
Pastoral care at Covenant Life Christian Church in Ft. Lauderdale, Florida where
he  has  been  employed  for  the  last 12 years. Prior to this, Dr. Lewis owned
Tropical  Clima-Coat,  Inc.,  which provided construction services to commercial
and  residential  buildings.  As  the  Owner/  President,  Dr. Lewis managed all
aspects  of  the  business  including  construction  operations,  marketing, and
accounting.  Dr.  Lewis  has  traveled  to  several  countries outside the U.S.,
including  Mexico,  Kenya,  Ecuador,  Belize,  and  Haiti,  to  give seminars on
organizational  and  corporate  structure  and  provide  corporate assistance to
charitable  organizations.  Dr. Lewis holds his PH.D from So. Fla. Bible College
and  is  licensed  in  the  State  of  Florida  as  a  counselor.

Promoters.

     We  have  engaged Big Apple Consulting USA, Inc. for investor relations and
public  relations  services  for  our Company. Our engagement with them provides
that  they  will  profile  our Company to the investment community via telephone
conference  calls  and  internet  news  dissemination.  We  have  paid Big Apple
Consulting  USA, Inc. 1,000,000 shares of our common stock for their services. A
copy  of  our  agreement  with  Big Apple Consulting USA, Inc. is attached as an
exhibit  to  this  registration  statement.

Audit  Committee  Financial  Expert

     The Company does not have a separately designated standing audit committee.
Pursuant  to  Section  3(a)(58)(B)  of  the  Exchange  Act,  the entire Board of
Directors  acts  as  an  audit  committee  for  the  purpose  of  overseeing the
accounting  and  financial  reporting  processes,  and  audits  of the financial
statements  of  the  Company.  The  Commission  recently adopted new regulations
relating  to  audit  committee  composition  and functions, including disclosure
requirements  relating  to the presence of an "audit committee financial expert"
serving  on its audit committee.  In connection with these new requirements, the
Company's  Board  of  Directors  examined  the Commission's definition of "audit
committee  financial  expert"  and concluded that the Company does not currently
have  a  person  that  qualifies as such an expert.  The Company has had minimal
operations  for  the  past  two  (2)  years.  Presently, there are only four (4)
directors  serving  on the Company's Board, and the Company is not in a position
at  this time to attract, retain and compensate additional directors in order to
acquire  a  director who qualifies as an "audit committee financial expert", but
the Company intends to retain an additional director who will qualify as such an
expert,  as  soon  as  reasonably  practicable.  While  neither  of  our current
directors  meets  the  qualifications  of an "audit committee financial expert",
each  of  the  Company's directors, by virtue of his past employment experience,
has considerable knowledge of financial statements, finance, and accounting, and
has  significant  employment  experience  involving  financial  oversight
responsibilities.  Accordingly,  the Company believes that its current directors
capably  fulfill  the  duties  and responsibilities of an audit committee in the
absence  of  such  an  expert.

Code  of  Ethics

     The  Company  is  presently  working  with its legal counsel to prepare and
adopt  a  code of ethics that applies to the Company's principal chief executive
officer,  principal  financial  officer,  principal  accounting  officer  or
controller,  or  persons performing similar functions (the "Code of Ethics").  A
draft  of  the  Code  of Ethics is attached hereto as Exhibit 14.1.  The Code of
                                                      ------------
Ethics is being designed with the intent to deter wrongdoing, and to promote the
following:

-    Honest  and  ethical  conduct,  including the ethical handling of actual or
     apparent  conflicts  of  interest  between  personal  and  professional
     relationships
-    Full,  fair,  accurate, timely and understandable disclosure in reports and
     documents  that  a  small  business  issuer  files with, or submits to, the
     Commission  and  in  other public communications made by the small business
     issuer
-    Compliance  with  applicable  governmental  laws,  rules  and  regulations
-    The  prompt  internal reporting of violations of the code to an appropriate
     person  or  persons  identified  in  the  code
-    Accountability  for  adherence  to  the  code

Section  16(a)  Beneficial  Ownership  Reporting  Compliance

     Under Section 16(a) of the Exchange Act, all executive officers, directors,
and each person who is the beneficial owner of more than 10% of the common stock
of  a company that files reports pursuant to Section 12 of the Exchange Act, are
required  to  report  the  ownership  of  such  common stock, options, and stock
appreciation  rights  (other  than  certain cash-only rights) and any changes in
that  ownership  with the Commission.  Specific due dates for these reports have
been  established,  and  the Company is required to report, in this Form 10-KSB,
any failure to comply therewith during the fiscal year ended December 2003.  The
Company  believes  that  all  of these filing requirements were satisfied by its
executive  officers,  directors and by the beneficial owners of more than 10% of
the  Company's  common  stock.  In making this statement, the Company has relied
solely  on  copies  of  any reporting forms received by it, and upon any written
representations received from reporting persons that no Form 5 (Annual Statement
of  Changes  in  Beneficial Ownership) was required to be filed under applicable
rules  of  the  Commission.

ITEM 10.  EXECUTIVE  COMPENSATION

Summary  Compensation  Table

No  compensation in excess of $150,000 was awarded to, earned by, or paid to any
executive  officer  of Diamond Powersports during the years 2003, 2002 and 2001.
The  following  table and the accompanying notes provide summary information for
each  of  the  last three fiscal years concerning cash and non-cash compensation
paid  or  accrued by Pierre Elliott and Lisa Elliott, Diamond Powersports' chief
executive  officer  and  secretary  for  the  past  three  years.


<TABLE>
<CAPTION>


                                   Summary Compensation Table
                                   --------------------------

                     Annual Compensation               Awards                   Payouts
                  --------------------------   ----------------------    ----------------------
Name and                        Other Annual   Restricted  Securities    LTIP      All Other
Principal  Year   Salary  Bonus Compensation   Stock Award Underlying    Payouts   Compensation
Position            ($)    ($)       ($)       (s) ($)     Options(#)    ($)       ($)
                                                           SARs (#)
---------- ----  -------  ----- ------------   ----------- ----------    -------   ------------
<S>        <C>   <C>      <C>   <C>            <C>         <C>           <C>       <C>

Pierre     2003  110,000      -            -   $98,000 (1)          -          -              -
Elliott    2002  100,000      -            -         -              -          -              -
CEO        2001   91,000      -            -         -              -          -              -


Lisa       2003   59,290      -            -         -              -          -              -
Elliott    2002   38,500      -            -         -              -          -              -
Secretary  2001   35,000      -            -         -              -          -              -


</TABLE>


     Diamond  Powersports  has  entered into an employment agreement with Pierre
Elliott.  Pursuant  to  the agreement, Mr. Elliott serves as President, Director
and  General  Manager  for  a  term  of 1 year, ending on December 31, 2004. Mr.
Elliott  shall  receive an annualized base salary of $121,000 and is entitled to
an  incentive bonus of .5% of the gross profits. Mr. Elliott is also entitled to
receive  200,000  shares  of  restricted  common  stock  for  2004.

     Diamond Powersports has also entered into an employment agreement with Lisa
Elliott  for  a  term  of  1  year, ending on December 31, 2004. Pursuant to the
agreement,  Mrs.  Elliott  serves  as  Secretary,  Controller and Director. Mrs.
Elliott  shall  receive an annualized salary of $65,219, payable in installments
according  to  the  Employer's  regular  payroll  schedule. Mrs. Elliott is also
entitled to an incentive bonus of .5% of the gross profits. Mrs. Elliott is also
entitled  to  receive  200,000  shares  of  restricted  common  stock  for 2004.

     Both  agreements provide for reimbursement of Diamond Powersports' expenses
and  may  be  terminated  with  30  days  written  notice  by  the employee. The
agreements  carry  a  two-year  non-competition  agreement  from  the  time  of
termination.

(1)  Includes 380,000 shares of common stock issued under our non-qualified 2003
     compensatory  plan  (see  below).

COMPENSATION  OF  DIRECTORSCOMPENSATION  OF  DIRECTORS

     In  2001,  Diamond  Powersports  committed itself to compensate each of its
Board  of  Directors  with  2,000  shares  of  its common stock per annum. Board
members  typically  meet  on  a  bi-monthly  basis.
2003  NON-QUALIFIED  STOCK  COMPENSATION  PLAN

     The  following  table  sets  forth information about our 2003 Non-Qualified
Stock  Compensation  Plan adopted by our Board of Directors on December 19, 2003
and  filed  with the Commission as Exhibit 10.1 to our Registration Statement on
Form  S-8  on  December  22,  2003.

Shares  remaining        Shares  issuable  upon       Weighted  average exercise
available                exercise of options to be    price  of  outstanding
for future issuance      granted  in  the  future     options
-------------------      -------------------------    --------------------------

      -0-                          250,000                      none

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

     Pursuant to the 2003 plan, we registered 500,000 shares of common stock and
250,000  options  to  purchase  shares  of common stock at $.27 per share, for a
total  registration  for  issuance  of  750,000  shares  of  common  stock.  The
Compensation  Committee  of  the  Board of Directors will issue common stock and
award options to employees, directors, officers, consultants, advisors and other
persons  associated  with  our  company.  The 2003 plan is intended to provide a
method  whereby our company may be stimulated by the personal involvement of our
employees,  directors,  officers, consultants, advisors and other persons in our
business  and  reward  such  involvement, thereby advancing the interests of our
company  and all of its shareholders.  A copy of the 2003 plan has been filed as
an  exhibit  to  this  registration  statement.

     As  of  the  date of this report, a total of 500,000 shares of common stock
and  48,000  options  have  been issued pursuant to our 2003 Non-Qualified Stock
Compensation  Plan.  Of  this  amount  480,000 were issued to our management and
20,000  were  issued  to  a  consultant.

ITEM 11.  SECURITY  OWNERSHIP  OF  CERTAIN  BENEFICIAL  OWNERS  AND  MANAGEMENT

     The following table sets forth certain information concerning the ownership
of  Diamond  Powersports' Common Stock as of December 31, 2003, with respect to:
(i)  each person known to Diamond Powersports to be the beneficial owner of more
than  five percent of Diamond Powersports' Common Stock, (ii) all directors; and
(iii)  directors  and executive officers of Diamond Powersports as a group.  The
notes  accompanying  the  information  in  the  table  below are necessary for a
complete  understanding  of  the  figures  provided below.  As of April 5, 2004,
there  were  14,264,092 shares of common stock outstanding. As of April 5, 2004,
there  were  no  preferred  shares  outstanding.


<TABLE>
<CAPTION>
Beneficial  Owners  of  5%  or  more  of  our  Common  Stock

     (1)                  (2)                     (3)                     (4)
Title of Class     Name and Address of     Amount and Nature of     Percent of class
                   Beneficial Owner(s)     Beneficial Ownership
-----------------  -------------------     --------------------     ----------------
<S>                <C>                     <C>                      <C>

Common Stock       Pierre Elliott               10,708,735  (1)           75.1%
($.001 par value)  Lisa Elliott
                   5150 NW 109th Ave.,
                   Suite 4
                   Sunrise, FL 33351

</TABLE>


     The  following  table sets forth the number of shares owned beneficially on
April  5,  2004,  by each Director and by all Officers and Directors as a group.
Information as to the beneficial ownership is based upon statements furnished to
the  Company  by  such  persons.


<TABLE>
<CAPTION>
Ownership  of  Directors  and  Officers


     (1)                  (2)                     (3)                     (4)
Title of Class     Name and Address of     Amount and Nature of     Percent of class
                   Beneficial Owner(s)     Beneficial Ownership
-----------------  -------------------     --------------------     ----------------
<S>                <C>                     <C>                      <C>

Common Stock       Pierre Elliott               10,708,735  (1)           75.1%
($.001 par value)  Lisa Elliott
                   5150 NW 109th Ave.,
                   Suite 4
                   Sunrise, FL 33351

Common Stock       Alan Lichtman, Director          34,000                  **%
($.001 par value)  5150 NW 109th Ave.,
                   Suite 4
                   Sunrise, FL 33351

Common Stock       Margaret  Hurley                  4,000                  **%
($.001 par value)  5150 NW 109th Ave.,
                   Suite 4
                   Sunrise, FL 33351

Common Stock       Dr. David A. Lewis               54,000                  **%
($.001 par value)  5150 NW 109th Ave.,
                   Suite 4
                   Sunrise, FL 33351

Common Stock       All Directors &              10,800,735                75.1%
($.001 par value)  Officers
-----------------  -------------------     --------------------     ----------------

</TABLE>


(1)  Pierre  and  Lisa Elliott are the beneficial owners of the above securities
     and  hold  them  as  Joint  Tenancy  with  Rights  of  Survivorship.

**   Less  than  1%

(a)  Changes  in  Control

The  Company  knows of no arrangements that may at a subsequent date result in a
change  of  control  in  the  Company.

ITEM 12.  CERTAIN  RELATIONSHIPS  AND  RELATED  TRANSACTIONS

     We  had  a  shareholder  loan  payable  to our President, Pierre Elliott at
December  31,  2002  which bore interest at 8% and was due on demand. During the
fourth  quarter  of 2003, we converted the loan into 80,000 shares of our common
stock,  which  included  accrued  interest.

     We  had  an unsecured convertible loan from Rosemary Elliott, mother of our
President, bearing interest at 8% per annum due on demand. At December 31, 2001,
the  balance due the investor was $17,500, which also included accrued interest.
During  the  first  quarter of 2002, we converted the note into 70,000 shares of
our  common  stock.

     We  had  accrued  but unpaid payroll obligations owing to the President and
Secretary  of  Diamond  Powersports  as  of September 30, 2003, in the amount of
$16,711. The amounts were unsecured, bore interest at 8% and were due on demand.
During  the fourth quarter of 2003, we converted the accrued payroll into 70,000
shares  of  our  common  stock.

     In  addition  to  the  above issuances of common stock, we issued 1,340,110
shares  of  our  common  stock  to  Pierre and Lisa Elliott in exchange for them
paying off the $77,481 related to an equipment loan for which we were in default
to  Bank  of  America.

ITEM 13.  EXHIBITS  AND  REPORTS  ON  FORM  8-K

(a)  Financial  Statements
1.   The  following  financial  statements  of  Diamond  Powersports,  Inc.  are
     included  in  Part  II,  Item  7:

Independent  Auditors'  Report                                  14
Balance  Sheet-December  31,  2003                           15-16
Statements  of  Operations  -  years  ended
     December  31,  2003  and  2002          .               17-18
Statements  of  Cash  Flows  -  years  ended
     December  31,  2003  and  2002       .                  19-20
Statements  of  Stockholders'  Equity  -  years  ended
     December  31,  2003  and  2002                             21
Notes  to  Financial  Statements                             22-28

2.   Exhibits
     3.     Articles  of  incorporation,  bylaws  and  related  amendments  are
            incorporated  by  reference  to  Exhibit  No.  1  of  Form 10-SB
            filed  November  1999.
     14.1.  Code  of  Ethics
     31.1.  Rule  13a-14(a)/15d-14(a)  Certifications of Chief Executive Officer
     31.2.  Rule  13a-14(a)/15d-14(a)  Certifications of Chief Financial Officer
     32.1.  Section  1350  Certifications  of  Chief  Executive  Officer
     32.1.  Section  1350  Certifications  of  Chief  Financial  Officer

(b)  Reports  on  Form  8-K

There  were no reports on Form 8-K for the three months ended December 31, 2003.

ITEM 14.  CONTROLS  AND  PROCEDURES

FEES  BILLED  FOR  AUDIT  AND  NON-AUDIT  SERVICES

     The  following  table represents the aggregate fees billed for professional
audit  services rendered to Perrella & Associates, P.A., our current independent
auditor  ("Perrella") for the audit of the Company's annual financial statements
for  the  years  ended  December  31,  2003.


Year Ended December 31                      2003
----------------------                  ------------

Audit  Fees  (1)                        $ 15,000 (2)
Audit-Related  Fees  (3)                      --
Tax  Fees  (4)                                --
All  Other  Fees  (5)                         --

Total Accounting Fees and Services      $ 15,000


___________
(1)  Audit  Fees.  These are fees for professional services for the audit of the
     Company's  annual financial statements, and for the review of the financial
     statements  included  in  the  Company's  filings  on  Form 10-QSB, and for
     services  that  are  normally  provided  in  connection  with statutory and
     regulatory  filings  or  engagements.
(2)  The  amounts  shown  for  Perrella  in  2003 relate to (i) the audit of the
     Company's  annual  financial  statements for the fiscal year ended December
     31,  2002,  and (ii) the review of the financial statements included in the
     Company's  filings  on Form 10-QSB for the first, second and third quarters
     of  2003.
(3)  Audit-Related  Fees.  These are fees for the assurance and related services
     reasonably  related  to  the  performance of the audit or the review of the
     Company's  financial  statements.
(4)  Tax  Fees.  These  are  fees  for professional services with respect to tax
     compliance,  tax  advice,  and  tax  planning.
(5)  All  Other  Fees.  These  are  fees for permissible work that does not fall
     within  any  of  the  other fee categories, i.e., Audit Fees, Audit-Related
     Fees,  or  Tax  Fees.

PRE-APPROVAL  POLICY  FOR  AUDIT  AND  NON-AUDIT  SERVICES

     The  Company  does  not have a standing audit committee, and the full Board
performs  all functions of an audit committee, including the pre-approval of all
audit  and  non-audit services before the Company engages an accountant.  All of
the  services  rendered  to  the Company by Perrella & Associates after December
2003  were  pre-approved  by  the  Board  of  Directors  of  the  Company.

     The Company is presently working with its legal counsel to establish formal
pre-approval  policies  and  procedures  for future engagements of the Company's
accountants.  The  new  policies  and  procedures  will  be  detailed  as to the
particular service, will require that the Board or an audit committee thereof be
informed  of  each  service,  and  will  prohibit the delegation of pre-approval
responsibilities  to management.  It is currently anticipated that the Company's
new  policy  will  provide (i) for an annual pre-approval, by the Board or audit
committee,  of  all  audit,  audit-related and non-audit services proposed to be
rendered  by  the  independent  auditor  for  the  fiscal  year, as specifically
described  in  the  auditor's  engagement  letter,  and  (ii)  that  additional
engagements  of  the auditor, which were not approved in the annual pre-approval
process,  and  engagements  that  are  anticipated to exceed previously approved
thresholds,  will  be  presented  on  a  case-by-case basis, by the President or
Controller,  for pre-approval by the Board or audit committee, before management
engages  the  auditors for any such purposes.  The new policy and procedures may
authorize  the  Board  or  audit  committee  to  delegate, to one or more of its
members,  the authority to pre-approve certain permitted services, provided that
the estimated fee for any such service does not exceed a specified dollar amount
(to  be determined).  All pre-approvals shall be contingent on a finding, by the
Board,  audit  committee, or delegate, as the case may be, that the provision of
the  proposed  services  is  compatible  with  the  maintenance of the auditor's
independence  in  the  conduct of its auditing functions.  In no event shall any
non-audit  related  service  be  approved  that  would result in the independent
auditor  no  longer  being considered independent under the applicable rules and
regulations  of  the  Securities  and  Exchange  Commission.


(a)  On  December  31,  2002,  our  Chief  Executive Officer and Chief Financial
     Officer  made  an  evaluation of our disclosure controls and procedures. In
     our  opinion,  the  disclosure controls and procedures are adequate because
     the  systems of controls and procedures are designed to assure, among other
     items,  that  1) recorded transactions are valid; 2) valid transactions are
     recorded; and 3) transactions are recorded in the proper period in a timely
     manner  to  produce financial statements which present fairly the financial
     condition,  results of operations and cash flows for the respective periods
     being  presented.  Moreover,  the evaluation did not reveal any significant
     deficiencies  or  material  weaknesses  in  our  disclosure  controls  and
     procedures.

(b)  There have been no significant changes in our internal controls or in other
     factors  that  could  significantly  affect  these  controls since the last
     evaluation.



                           --Signature Page Follows--


                                   SIGNATURES
                                   ----------

Pursuant  to  the  requirements  of  the  Securities  Exchange  Act of 1934, the
registrant  has  duly  caused  this  report  to  be  signed on its behalf by the
undersigned,  thereunto  duly  authorized.


                                         DIAMOND  POWERSPORTS,  INC
                                         --------------------------
                                        (Registrant)


                                         /s/  Pierre  Elliott
                                         --------------------
Date:  April  14,  2004                  Pierre  Elliott
                                         Chief  Executive  Officer


/s/  Pierre  Elliott
--------------------
Pierre  Elliott
Chief  Executive  Officer
Director


/s/  Lisa  Elliott
------------------
Lisa  Elliott
Secretary,  Treasurer,
Director


/s/  David  Lewis
-----------------
David  Lewis
Director