UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549

                                  FORM 10-K SB

              ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
                         SECURITIES EXCHANGE ACT OF 1934

                   For the Fiscal Year Ended December 31, 2001

                          Commission File No. 0-4846-3

                             LUMALITE HOLDINGS, INC.
             (Exact name of Registrant as specified in its charter)

                 Nevada                                     82-0288840
     (State or other jurisdiction of                     (I.R.S. Employer
      incorporation or organization)                    Identification No.)

           4766 Holladay Blvd.
           Holladay, Utah 84117                             83815-8788
   (Address of principal executive offices)                 (Zip Code)

        Registrant's telephone number, including area code: 801-273-9300

                                  CONSIL CORP.
                               6500 Mineral Drive
                              Coeur d'Alene, Idaho
                            (Former name and address)

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

                                                    Name of Each Exchange on
        Title of Each Class                      Which Each Class is Registered
   Common stock, par value $.001                    Vancouver Stock Exchange
                                                       OTC Bulletin Board

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

         Indicate by check mark if disclosure of delinquent  filers  pursuant to
Item 405 of Regulation S-K is not contained  herein,  and will not be contained,
to the best of  registrant's  knowledge,  in  definitive  proxy  or  information
statements  incorporated  by  reference  in Part  III of this  Form  10-K or any
amendment to this Form 10-K.

         The aggregate market value of the registrant's voting common stock held
by nonaffiliates was $92,827 at April 4, 2002, based on the latest trade date on
the OTC Bulletin  Board  maintained by the NASD as of April 4, 2002. As of April
4,  2002,  there  were  21,949,707  shares  of  the  registrant's  common  stock
outstanding.

                                     PART I

Item 1.       Business

         Lumalite Holdings,  Inc. ("Lumalite Holdings," the "Company," "we," and
"us"),  formerly  Consil Corp.,  was originally  formed to hold certain  mineral
properties in Shoshone County, Idaho known as the "Silver Summit mine." In 1995,
our stockholders approved the sale of our interest in the Silver Summit mine and
adjacent mining properties to Sunshine Precious Metals,  Inc. for a cash payment
of $750,000 plus a variable  production  royalty tied to the price of silver. In
2000,  Sunshine filed for bankruptcy  under Title 11 Chapter 11 of the U.S. Code
and shut down operations at the Sunshine Mine.

         Following  the sale of the Silver Summit mine in 1995, we were actively
involved in mineral exploration and acquisition activities, primarily in Mexico.
These activities were unsuccessful and,  beginning in the fourth quarter of 1997
and continuing  through late 2001, we engaged in no active business  operations,
had no employees and maintained only minimal accounting,  management and officer
functions.

         Beginning in late 2001 and  continuing  through  early 2002, we entered
into a series of  transactions  that we  believe  will  result  in our  resuming
business  operations,  although in a significantly  different  industry than the
traditional industries in which we have operated. Those transactions,  which are
described in more detail below, include the following transactions:

          o    In  December  2001,  we  entered  into a  merger  agreement  with
               LumaLite, Inc. ("Lumalite"). LumaLite is a California corporation
               that develops and manufactures  dental  products.  The merger was
               completed immediately prior to the filing of this report.

          o    In early January 2002, we completed a private placement of shares
               with three accredited investors for $500,000.

          o    In March 2002, our  stockholders  approved,  and in April 2002 we
               effected,  a number  of  corporate  actions  that our  management
               believes  will  enhance our  business  operations  following  the
               merger  with  LumaLite.   Those  actions  included  changing  our
               corporate name from "ConSil Corp." to "LumaLite Holdings,  Inc.",
               effecting a 25 for 1 reverse split of our  outstanding  shares of
               common stock,  amending and restating our articles and bylaws and
               moving our state of incorporation from Idaho to Nevada.

          o    In  connection  with our merger  with  LumaLite,  we  converted a
               significant  amount of our debt into  shares of our common  stock
               and one of our principal shareholders contributed its holdings to
               our  capital.   Our  management  believes  these  actions  had  a
               beneficial effect on our financial position.

         We have reported some of these transactions before in our other filings
with the  Securities  and  Exchange  Commission,  and  some of the  transactions
described below occurred,  or are anticipated to occur, after December 31, 2001,
the  closing  date of the  period  covered  by  this  report.  We have  included
descriptions  of  these  matters  in this  report  to  provide  a more  balanced
description of our operations,  business and prospects on a going-forward basis.
We intend to timely file a current  report on Form 8-K which  complies  with the
requirements  of Rule 12g-3  promulgated  under the  Securities  Exchange Act of
1934, as amended, with respect to the completion of the merger.

The Year 2001 Operations

         During  the period  covered  by this  report,  we  conducted  no active
business  operations,  engaged  in no  mineral  research  activities  or related
development  and did not expend any amounts on mineral  research or exploration.
During that same period, we had no employees.  Certain  administrative  services
relating to our minimal  maintenance  operations  were  provided by employees of
Hecla Mining Company, formerly our majority stockholder.

         Since we did not  conduct  any  active  operations  during  the  period
covered by this report,  we are not including in this report any  information as
to industry  segments or any  descriptions of our properties,  which are minimal
and relate  solely to  maintaining  our  administrative  functions and corporate
existence.  During  the  period  covered  by  this  report,  we had no  patents,
licenses,  franchises, or concessions which we consider to be of importance. Our
sole  business  asset  consisted of our rights under our contract  with Sunshine
Precious  Metals,  Inc. for a variable  production  royalty tied to the price of
silver but, as noted above,  Sunshine Precious Metals, Inc. filed for bankruptcy
under Title 11 Chapter 11 of the U.S.  Code in 2000 and  subsequently  shut down
all  operations  at the Sunshine  mine.  Information  regarding  our  geographic
segments is set forth in note 6 to the Financial  Statements included as part of
this report.

The Recent Transactions

         Immediately before, and subsequent to, the end of the period covered by
this  report,  we  effected  a number of changes  to our  business,  operations,
financial structure and organizational documents, as follows:

The Merger

         In January  2002,  we entered into an Agreement and Plan of Merger with
LumaLite,  ConSil  Merger  Corp.,  a  Nevada  corporation  that we  formed  as a
wholly-owned  subsidiary  to effect the  merger,  and  certain  shareholders  of
LumaLite.  Under the terms of the merger  agreement,  ConSil  Merger Corp.  will
merge with and into  LumaLite,  with LumaLite  surviving the merger and becoming
our wholly-owned  subsidiary.  The merger was completed immediately prior to the
filing of this report.

         Upon completion of the merger, all of the issued and outstanding shares
of common stock of LumaLite were cancelled and converted into and became a right
to receive, in the aggregate, 17,800,000 post-reverse split shares (as described
below) of our common stock. In connection with the merger, we assumed all of the
then  outstanding  options  (whether vested or unvested) to purchase  LumaLite's
common  stock and we have  reserved an aggregate  of 98,298  post-reverse  split
shares of our  common  stock for  issuance  under the  options.  The  17,800,000
post-reverse split shares of common stock issued to the LumaLite stockholders in
the merger collectively represent approximately 62.46% of our voting stock. As a
result, if the LumaLite  stockholders act in concert, they will have significant
control over our business and operations, including the right to elect our Board
of Directors.

         In connection with the merger,  and upon the filing of this report, our
sole director appointed four nominees of LumaLite to fill the existing vacancies
on our Board of Directors and then  resigned as a member of our board.  The four
new directors are named,  and their  backgrounds  are described,  in the section
entitled  "Directors,   Executive  Officers,   Promoters  and  Control  Persons;
Compliance with Section 16(a) of the Exchange Act," below.

         LumaLite  was  incorporated  in  California  in June  1999 to  develop,
manufacture  and sell advanced  medical devices for the dental industry that use
its proprietary  technology.  LumaLite's  current  business  consists of selling
teeth-whitening systems and whitening gels to dentists through a nation-wide and
international  system of distributors.  LumaLite's  business will constitute our
primary business operations for the foreseeable future.

         Dental  patients  interested  in  whitening  their  teeth have  several
options,  including  home-bleaching  techniques and "power bleaching" techniques
provided in dentists' offices.  For at-home bleaching,  the dentist provides the
patient with a special custom-fitted bleaching tray and a bleaching or whitening
gel.  The  patient  then  wears the gel for a few  hours  each day for up to two
weeks. Power bleaching, which is considered to be superior to at-home bleaching,
is  generally  done at a dentist's  office  using a system  that allows  maximum
contact for the bleaching gel with the teeth, while minimizing the gel's contact
with  the  mouth's  soft  tissue.   Power   bleaching  is  often  combined  with
applications  of heat and/or  light,  which  activates the solution used for the
whitening  process.  LumaLite's  products are primarily power bleaching products
marketed to dentists and, under normal office conditions,  provide what LumaLite
considers to be a significant whitening effect during each office visit.

         In the fourth quarter of 2000,  LumaLite  introduced the LumaArchTM,  a
tooth  whitening   system  that  takes   approximately   30  to  40  minutes  to
simultaneously  whiten  both  upper  and  lower  teeth,  which is  approximately
one-half the time that its primary  competitor's  technology takes. The LumaArch
uses LumaLite's  patented liquid light  technology and special optics to provide
what LumaLite believes is a highly reliable  in-office teeth whitening system at
a relatively  low cost.  LumaLite's  principal  competitors  include  BriteSmile
(which markets in-office teeth whitening products through a system of affiliated
dental offices),  Discus Dental (which markets both in-office and home whitening
products)  and Den-Mat,  Inc.  (which  offers teeth  whitening  and other dental
products for dentists).

         LumaLite's current business strategy is comprised of four elements: (i)
an internal  effort to develop  product  line  extensions  to take  advantage of
existing distribution channels; (ii) potential acquisition of targeted companies
and/or assets to enhance its existing  products and technology;  (iii) accessing
public capital  markets with a view to more  effectively  expanding its business
and  providing  greater  liquidity  for its present  shareholders  and potential
investors; and (iv) seeking new business opportunities in the dental and medical
device and instrumentation industries.

         LumaLite's  audited  financials  for the period ended December 31, 2001
show  revenues of $4,020,359  for the year ended  December 31, 2001 and $585,385
for the year ended  December 31, 2000.  Pre-tax net income  (loss) for the years
ended  December 31, 2001 and 2000 were  $688,013 and  ($237,462),  respectively.
Despite  having  commenced  operations  and  having  revenue,  LumaLite  may  be
considered to be in an early operational stage and,  therefore,  subject to risk
factors that affect any start-up or newly-emerging business.  Accordingly, there
is no assurance that LumaLite will achieve its business strategy.

The Private Placement

         In January 2002, we completed a private  placement of 12,500,000 shares
of our common stock with three  accredited  investors for an aggregate  purchase
price of $500,000. Following the reverse split of our common stock, as described
below, the three accredited investors hold a total of 500,000 post-reverse split
shares of our common stock. We believe the placement qualified for the exemption
from  registration  provided  under ss. 4(2) of the  Securities  Act of 1933, as
amended.

         The  proceeds  from the  placement of the  12,500,000  shares of common
stock  were  placed  in  escrow.  Under the terms of the  escrow,  $100,000  was
released  to us on the  execution  of the escrow  agreement,  which  occurred on
January 7, 2002,  and the  balance of the escrow  funds were  released  to us in
March and April 2002. The escrowed  amounts were used primarily to pay costs and
expenses  associated  with our merger with  LumaLite  and for general  corporate
expenses and working capital.

Our Name Change and the Reverse Split

         On April 11, 2002, we amended our Articles of  Incorporation  to change
our name from  "ConSil  Corp." to "LumaLite  Holdings  Inc." The purpose of this
amendment was to reflect the scope and type of our business activities following
the  completion of the merger.  At the same time, we effected a reduction in our
outstanding  capitalization  by effecting a "reverse split" pursuant to which we
issued one share of our common  stock in  exchange  for every  twenty-five  (25)
outstanding  shares of our common stock. As a result of the  reverse-split,  the
pre-merger  number of issued  and  outstanding  shares of our  common  stock was
reduced from 21,949,707 shares to approximately  877,988 shares.  The rights and
preferences of our common stock were not modified or amended in connection  with
the reverse split.

The Amendment and Restatement of Our Articles of Incorporation and Bylaws

         In connection with the merger with LumaLite, we adopted new Articles of
Incorporation  and  Bylaws  with the intent of  "modernizing"  our  Articles  of
Incorporation and Bylaws, and providing  provisions in those documents which are
normally  found in charter  documents for public  corporations  (including  such
matters as the use of  teleconferencing,  facsimile  and  telephone  devices and
public trading securities procedures).

Our Change of Domicile

         On April 11, 2002, we changed our state of incorporation  from Idaho to
Nevada. In connection with the change of domicile,  we adopted a new certificate
of incorporation and bylaws essentially identical (except for required state-law
imposed changes) to the amended  Articles of Incorporation  and Bylaws described
above.

         The change in domicile effected a change only in our legal domicile. It
did not result in any change in our business,  our  management,  the location of
our  principal  facilities,  our fiscal year, or our assets or  liabilities  or,
except to the extent of any difference between Idaho and Nevada law, the general
legal  principles  under  which  we  will  operate.  For  a  comparison  of  the
differences  between Idaho and Nevada corporate law provisions,  see the summary
of those changes set forth in our proxy statement on Schedule 14A filed with the
Securities and Exchange Commission on February 21, 2002.

The Debt Conversion

         In June  1996,  we entered  into a loan  agreement  with  Hecla  Mining
Company, our former principal shareholder.  The original principal amount of the
loan was $725,000 and we amended the  agreement  several times to extend the due
date of the loan. In July 2001,  Hecla  assigned its interest in the loan.  Upon
the  effectiveness of the merger,  the current holders of the debt converted the
principal   amount  of  the  debt,  plus  accrued   interest,   into  10,118,744
post-reverse   split  shares  of  our  common  stock.   Those  shares  represent
approximately  35.5% of our outstanding common stock on a post-reverse split and
post-merger  basis,  although none of the holders will  individually hold 10% or
more of our common stock.

Contribution of Shares

         In connection with the merger,  Lincoln Properties Ltd L.C., one of our
principal stockholders prior to the private placement, the reverse split and the
merger,  contributed  its shares of common stock back to us. Lincoln  Properties
held and contributed a total of 296,732  post-reverse split shares of our common
stock.

Our Corporate Structure

         We will conduct our  business  operations though a parent  corporation,
LumaLite   Holdings,   Inc.   (formerly  Consil  Corp.),  and  our  wholly-owned
subsidiaries,  LumaLite,  Inc.  and Minera  ConSil,  S.A. de C.V.  Minera has no
assets and conducts no operations.  Our parent  corporation's  assets  primarily
consist of its direct interest in our wholly-owned subsidiaries.  Our operations
will be primarily conducted through our LumaLite, Inc. subsidiary.

         When we discuss our  operations  in this report,  you should assume the
completion  of  the  merger  and  that  we  are   describing  our  own  and  our
subsidiaries'  operations.  We are structuring our corporate ownership interests
in our  subsidiaries  to provide  our  parent  corporation  with the  ability to
consolidate their operations in our parent  corporation's  financial  statements
under United States generally accepted accounting principles.

         As of the end of the reporting  period covered by this report (December
31, 2001),  our principal  executive  office was located at 4766 Holladay Blvd.,
Holladay,  Utah, where our telephone  number was (801) 273-9300.  As a result of
our merger with LumaLite, our principal operating office will be located at 2810
Via Orange Way, Suite B, Spring  Valley,  California,  and our telephone  number
there is (800) 400-2262.

         Our worldwide website is located at www.luma-lite.com.  The information
on that site is not part of this report.  Our logo and certain  titles and logos
for our services are our property. Each trademark,  tradename or service mark of
any other  company  appearing  in this  report  belongs to its  holder.  We have
previously  reported  some of the  information  regarding the  transactions  and
operations  set forth in this report in greater  detail in other reports we have
filed  with  the  Securities  and  Exchange  Commission,  including  in  reports
described  below in the  section  entitled  "Reports  on Form 8-K" and our proxy
statement  on  Schedule  14(a)  filed  February  21,  2002.  You should read the
information  in this report in connection  with those other reports and filings,
which are incorporated herein by this reference.

Item 2.       Property

         Prior to the  completion of the merger with  LumaLite,  our  properties
consist primarily of minimal office equipment,  the right to use office space at
our principal  executive location at 4766 Holladay Boulevard in Holladay,  Utah,
and the rights under our agreement with Sunshine  Precious Metals,  Inc., which,
as noted above, filed for reorganization under Chapter 11 of the bankruptcy code
in 2000 and has shut down operations in its Sunshine mine.

         Upon the consummation of our merger with LumaLite,  we now will conduct
our principal business  operations through LumaLite's  properties and equipment.
LumaLite's  principal  business  operations are conducted from a leased 4500 sq.
ft.  combination  administrative,  research,  manufacturing  and warehouse space
located in Spring  Valley,  California.  The lease for the  property  expires in
November 2004. We believe the lease is on commercially reasonable terms and that
it is  adequate  for  LumaLite's  current  needs.  LumaLite  believes  there  is
additional  lease space available on commercially  reasonable  terms in the same
general area if it requires additional space for its operations.

         LumaLite maintains  administrative and manufacturing equipment, as well
as supplies and inventory, at its principal business location. Its manufacturing
equipment  consists  primarily  of  assembly  and  final-testing   machines  and
equipment.  LumaLite has the ability to source its  manufacturing  equipment and
components from a number of equipment vendors. LumaLite believes that all of its
manufacturing equipment is in good condition, normal wear and tear excepted.

         In connection with our business  activities,  we have not  historically
engaged,  and  do not  intend  in  the  future  to  engage,  in any  significant
investment activities, including investments in real estate or interests in real
estate,  investments  in real estate  mortgages or in securities or interests of
persons primarily engaged in real estate activities.

Item 3.       Legal Proceedings

         We are not subject to any material actual or pending legal proceedings.

Item 4.       Matters Voted on by Security Holders

         During the fourth quarter of the fiscal year covered by this report, we
did not  submit  any  matter  to a vote of our  security  holders,  through  the
solicitation of proxies or otherwise.

                                     PART II

         Item  5.  Market  for  the  Registrant's   Common  Equity  and  Related
Stockholder Matters

         Our common stock is traded on the over-the-counter  market.  Quotations
have been  published  on the OTC Bulletin  Board and in the  National  Quotation
Bureau  "pink  sheets"  under the symbol  CSLV.  Our common stock was listed for
trading on the CDNX in Vancouver,  British  Columbia,  Canada,  on April 2, 1996
under the  symbol CS. In  connection  with our name  change and our merger  with
LumaLite,  our symbol was changed to "LMIT." There has not been an active market
for the common stock and the below-described  quotations, when available, do not
constitute a reliable  indication of the price that a holder of the common stock
could expect to receive upon sale of any particular quantity thereof.

         The  following  table  sets  forth the high and low bid  prices for our
common  stock as  reported by the Spokane  Quotation  Service for the  quarterly
periods  indicated.  The  prices  reported  by  the  Spokane  Quotation  Service
represent  pre-reverse  split prices between dealers which do not include retail
markups,  markdowns  or  commissions  and do not  necessarily  represent  actual
transactions.

                                                                Bid
                                                 High                      Low
2001
             First Quarter                      $.03                      $.02
             Second Quarter                      .03                       .02
             Third Quarter                       .03                       .03
             Fourth Quarter                      .08                       .08
2000
             First Quarter                      $.03                      $.03
             Second Quarter                      .03                       .03
             Third Quarter                       .03                       .03
             Fourth Quarter                      .03                       .03

         We had 3,223  holders of record of our common  stock as of December 31,
2001.

         We have not declared or paid dividends  since our inception in 1969 and
we do not expect to declare or pay dividends in the foreseeable future.

Item 6.       Management's Discussion and Analysis of Financial Condition and
              Results of Operations

Introduction

         The  following  information  should  be read in  conjunction  with  the
information in Item 7, Financial Statements, and other information regarding our
financial  performance for the period covered by this report included  elsewhere
in this report.  The  following  discussions  and other parts of this report may
contain  forward-looking  statements that involve risks and  uncertainties.  Our
actual  results may differ  significantly  from the results  discussed  in those
forward-looking  statements.  Factors that might cause such differences include,
but are not limited to, our history of  unprofitability  and the  uncertainty of
our  profitability,  our  ability to develop  and  introduce  new  services  and
products,  the  uncertainty of market  acceptance of those services or products,
our  potential  reliance  on  collaborative  partners,  our  limited  sales  and
marketing experience,  the highly competitive industries in which we operate and
general economic and business conditions, some or all of which may be beyond our
ability to control.

Overview

         We have historically engaged in mining or mining-related activities. We
were  initially  formed to hold certain  mining  properties  known as the Silver
Summit  Mine,  but in 1995 we sold that  property to Sunshine  Precious  Metals,
Inc.,  which  filed  for  Chapter  11  reorganization  in  2000  and  which  has
subsequently shut down its operations.

         Following  the sale of the Silver  Summit  mine in 1995,  we engaged in
mineral  exploration  and  acquisition  activities,  primarily in Mexico.  Those
efforts were  unsuccessful  and during the fourth quarter of 1997 we essentially
discontinued all active business operations.

         In late 2001,  we initiated a number of actions  which were intended to
(i) modernize our organizational  documents,  (ii) improve our financial status,
and (iii) provide us with active ongoing  operations,  including the merger with
LumaLite.  As noted above in the section entitled "Business," those actions were
completed in April 2002,  after the closing date for the period  covered by this
report. As a result, the financial information set forth in this section relates
primarily to our financial  condition during a portion of the period that we did
not have any active or ongoing business operations.

Results of Operations

2001 vs. 2000

         We  reported  a net loss of  $97,744,  or $0.01 per  pre-reverse  split
share,  for the year ended  December 31, 2001 compared to a net loss of $99,838,
or $0.01 per pre-reverse  split share, in 2000. The increase in the net loss was
due to decreased interest expenses on our notes payable.

2000 vs. 1999

         We reported a net loss of $99,838, or $.01 per pre-reverse split share,
for the year ended December 31, 2000, compared to a net loss of $89,721, or $.01
per  pre-reverse  share,  in 1999.  The  increase  in the net loss was due to an
increase in interest expense of $10,557 on the note payable to Hecla (see Note 3
of the Notes to  Consolidated  Financial  Statements) and a decrease in interest
and other revenue of $157.  The  unfavorable  variances  were partly offset by a
decrease in general and administrative expenses of $597.

Financial Condition and Liquidity

         For the past several years, we have funded our cash requirements at the
parent  company  level through debt and equity  transactions.  The proceeds from
these  transactions were primarily used to fund our exploration  activities and,
once we ceased  active  operations,  to maintain our limited  assets and minimal
accounting,  management and reporting functions. Our foreign subsidiary interest
has been financed by a combination of equity  investments and shareholder loans,
but since  1997 that  funding  has been  limited  to the  amounts  necessary  to
maintain that entity's corporate existence and minimal administrative functions.

         Our  principal  source of  funding  during  the past few years has been
advances from Hecla Mining  Company,  which was, until  mid-2001,  our principal
shareholder.  In July 2001, Hecla  transferred to REA, LLC, all outstanding debt
owed to them.  As of  December  31,  2001,  our  obligations  to REA  (including
interest)  totaled $971,163.  As part of the transactions  related to the merger
with  LumaLite,  REA agreed to convert the  outstanding  debt into equity.  See
"Business above.

         As of December 31, 2001, we had current assets of $793,000, compared to
$1,503.00 of current liabilities.  Our operations did not generate any cash flow
(other than minimal interest income from investments of our cash), and that cash
flow was not sufficient to cover our operational expenses, which used $34,306 of
cash  during the year ended  December  31,  2001.  The  primary  use of cash for
operating  activities  was for funding our  limited  general and  administrative
expenses. At December 31, 2001, we had a stockholders deficit totaling $989,682.

         In late  2001,  our  management  began  actively  pursuing  a number of
strategies  to  either  increase  our cash flow from  operations  or to  provide
working capital for our ongoing operations. These strategies included:

               o    The sale of equity securities;

               o    Extending  or  modifying   repayment   terms  of  the  Hecla
                    indebtedness;

               o    Incurring additional debt;

               o    Reduction in capital  expenditures  and control of operating
                    expenses;

               o    A merger, strategic relationship or other transaction.

         Absent the  infusion  of either debt or equity  financing,  substantial
reductions in our operating  expenses and/or a merger or strategic  relationship
with a third party,  management  believes we would not have continued as a going
concern.

         In late 2001, our management began negotiations with LumaLite regarding
a potential merger or other transaction.  As noted above in the section entitled
"Business"  in late  December  2001,  we entered  into a merger  agreement  with
LumaLite and closed that  transaction the week of April 15, 2002. As a result of
the  consummation  of the  merger  and the  acquisition  of  LumaLite's  ongoing
business  operations,  we believe that our options to acquire additional debt or
equity financing will be enhanced.

         To the extent we acquire  the  amounts  necessary  to fund our  ongoing
business plan through the issuance of equity  securities,  our  shareholders may
experience  dilution  in the  value per share of their  equity  securities.  The
acquisition  of  funding  through  the  issuance  of  debt  could  result  in  a
substantial  portion of our cash flow from  operations  being  dedicated  to the
payment of principal and interest on that indebtedness, and could render us more
vulnerable to competitive  pressures and economic  downturns.  Our  subsidiaries
could also obtain  financing from third  parties,  but there can be no assurance
our subsidiaries  will be able to obtain the financing  required to make planned
capital expenditures,  provide working capital or meet other cash needs on terms
which are economically acceptable to us.

Critical Accounting Policies

         Our critical  accounting  policies  are those which we believe  require
significant judgments, often as a result of the need to make estimates about the
effect of matters that are  inherently  uncertain.  A discussion of our critical
accounting  policies  is set  forth  in the  Notes to our  Financial  Statements
included as part of this Report.

Recently Issued Financial Accounting Standards

         From time to time, the Financial  Accounting  Standards  Board ("FASB")
issues  pronouncements  regarding  financial  accounting  standards,   including
standards regarding accounting and reporting standards for business combinations
and other matters.  For more  information  regarding the significant  accounting
policies  and  standards  applicable  to our  operations,  see the  Notes to the
Financial Statements.

Item 7.       Financial Statements and Supplementary Data

         The following financial  information is provided in accordance with the
requirements  of Item 310 of Regulation  S-B. See Item 14 for index of Financial
Statements and Supplemental Data filed herewith:

<PAGE>

                                  CONSIL CORP.
                        Consolidated Financial Statements

                           December 31, 2001 and 2000
                                (In U.S. Dollars)


<PAGE>



/Letterhead/





                          Independent Auditor's Report

To the Board of Directors of:
ConSil Corp.

We have audited the  accompanying  balance sheet of ConSil Corp., as of December
31, 2001,  and the related  statements of income,  retained  earnings,  and cash
flows for the year then ended. 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 audit.  The  financial  statements of
ConSil  Corp.,  as of December 31, 2000,  were audited by other  auditors  whose
report  dated  February  16, 2002,  expressed  an  unqualified  opinion on those
statements.

We conducted our audit in accordance with generally accepted auditing standards,
in the  United  States of  America.  Those  standards  require  that we plan and
perform the audit to obtain  reasonable  assurance  about  whether the financial
statements are free of material misstatements. 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
the significant estimates made by management,  as well as evaluating the overall
financial  statements  presentation.  We  believe  that  our  audit  provides  a
reasonable basis for my opinion.

In our opinion,  the aforementioned  financial statements present fairly, in all
material  respects,  the financial  position of ConSil Corp., as of December 31,
2001,  and the  results of its  operations  and its cash flows for the year then
ended,  in conformity  with generally  accepted  accounting  principles,  in the
United States of America.

The accompanying  financial  statements have been prepared  assuming the Company
will  continue as a going  concern.  As  discussed  in Note #7 to the  financial
statements,  the Company has an accumulated  deficit and a negative net worth at
December 31, 2001.  These  factors raise  substantial  doubt about the Company's
ability to continue as a going  concern.  Management's  plans in regard to these
matters are also  discussed in Note #7. The financial  statements do not include
any adjustments that might result from the outcome of this uncertainty.

/S/ Bierwolf, Nilson & Associates

Bierwolf, Nilson & Associates
April 22, 2002



<PAGE>
<TABLE>
<CAPTION>


                                                    CONSIL CORP.
                                                   Balance Sheet
                                                    December 31

                                                                                    2001                2000
                                                                             ------------------  ------------------

                                                       Assets

Current Assets
     <S>                                                                             <C>                 <C>

     Cash and Cash Equivalents                                               $             793   $           1,419
     Other Receivables                                                                       -                  84
                                                                             ------------------  ------------------

              Total Assets                                                   $             793   $           1,503
                                                                             ==================  ==================

                                         Liabilities & Stockholders' Equity

Current Liabilities

     Accounts Payable and Accrued Expenses                                   $          19,312   $           2,096
     Accrued Interest Payable (Note 4)                                                 246,163             282,725
     Notes Payable (Note 4)                                                            725,000             725,000
                                                                             ------------------  ------------------

              Total Current Liabilities                                                990,475           1,009,821
                                                                             ------------------  -------------------

Stockholders' Equity

     Preferred Stock; 10,000,000 Shares Authorized;
         $0.25 Par Value; None Issued & Outstanding                                          -                    -
     Common Stock, 20,000,000 Shares Authorized
         $0.10 Par Value, 9,455,689 Shares Issued and
         Outstanding                                                                 2,360,572           2,360,572
     Paid In Capital                                                                   116,380                   -
     Accumulated Deficit                                                            (3,463,173)         (3,365,429)
     Less: Treasury Stock                                                               (3,461)             (3,461)
                                                                             ------------------  ------------------
              Total Stockholders' Equity                                              (989,682)         (1,008,318)
                                                                             ------------------  -------------------

              Total Liabilities & Stockholders' Equity                       $             793   $           1,503
                                                                             ==================  ===================
</TABLE>


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


<PAGE>

<TABLE>
<CAPTION>


                                                    CONSIL CORP.
                                               Statement of Operations
                                          For the Years Ended December 31,

                                                                2001                2000                1999
                                                          -----------------  ------------------  -----------------
<S>                                                       <C>                 <C>               <C>
Revenue

     Interest $                                           $               -   $            879  $            1,036
                                                          -----------------  -----------------  ------------------

              Total Revenues                                              -                879               1,036
                                                          -----------------  -----------------  ------------------

Expenses

     General & Administrative                                        34,306             23,201              23,798
     Interest Expense on Note Payable                                63,438             77,516              66,959
                                                          -----------------  ------------------  -----------------
              Total Expenses                                         97,744            100,717              90,757

              Loss Before Income Taxes                              (97,744)           (99,838)            (89,721)

              Income Tax Provision                                        -                  -                   -
                                                          -----------------  ------------------  ------------------

              Net Loss                                    $         (97,744)  $        (99,838)  $         (89,721)
                                                          =================  ==================  ==================

              Basic & Diluted Net Loss
              Per Share                                   $           (0.01)  $          (0.01)  $           (0.01)

              Weighted Average
              Shares Outstanding                                  9,455,689          9,449,707

The accompanying notes are an integral part of these financial statements.
</TABLE>


<PAGE>

<TABLE>
<CAPTION>

                                                    CONSIL CORP.
                                          Statement of Stockholders' Equity
                                      From January 1, 1998 to December 31, 2001

                               Preferred Stock           Common Stock
                         ------------------------  -----------------------------
                                                                                    Paid-In      Accumulated      Treasury
                           Shares       Amount         Shares         Amount        Capital         Deficit         Stock
                         -----------  -----------  -------------  --------------  -----------  ---------------  -----------
<S>                      <C>          <C>              <C>         <C>            <C>           <C>             <C>

Balance,
January 1, 1998                    -  $         -      9,455,689   $   2,111,675  $          -  $  (3,095,908)  $    (3,461)


Net Loss
Year Ended
December 31, 1998                  -            -              -               -             -        (79,962)            -
                         -----------  -----------  -------------  --------------   -----------  ---------------- ----------

Balance,
December 31, 1998                  -            -      9,455,689       2,111,675             -     (3,175,870)       (3,461)


Net Loss
Year Ended
December 31, 1999                  -            -              -               -             -        (89,721)            -
                         -----------  -----------  -------------  --------------   -----------  ---------------- ----------

Balance,
December 31, 1999                  -            -      9,455,689       2,111,675             -     (3,265,591)       (3,461)


Increase in Equity
Accounts Due to
Forgiveness of Debt                -            -              -         248,897             -              -             -

Net Loss
December 31, 2000                  -            -              -               -             -        (99,838)            -
                         -----------  -----------  -------------  --------------   -----------  ---------------- ----------

Balance,
December 31, 2000                  -            -      9,455,689       2,360,572             -     (3,365,429)       (3,461)


Forgiveness of Debt                -            -              -               -        16,380               -            -

Exchange for
Royalty Deed                       -            -              -               -       100,000               -            -

Net Loss
Year Ended
December 31, 2001                  -            -              -               -             -        (97,744)            -
                         -----------  ----------- --------------  --------------  ------------  ---------------  ----------

Balance,
December 31, 2001                  -  $         -      9,455,689  $    2,360,572  $    116,380   $ (3,463,173)   $   (3,461)
                         ===========  =========== ==============  ==============  ============  ===============  ==========

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

</TABLE>


<PAGE>

<TABLE>
<CAPTION>


                                                        CONSIL CORP.
                                                  Statements of Cash Flows
                                               For the Years Ended December 31

                                                                         2001                2000                1999
                                                                  -------------------  ------------------  -----------------
<S>                                                               <C>                 <C>                 <C>

Cash Flows Used by Operating Activities
---------------------------------------
     Net (Loss)                                                   $         (97,744)  $         (99,838)  $        (89,721)

     Non Cash Transactions                                                  116,380                   -                  -
     Adjustments to Reconcile Net Loss to Net Cash;
         Other Receivables                                                        -                  64                (28)
         Prepaid Expenses                                                         -                 300               (300)
         Income Tax Refund Receivable                                             -               8,000              8,000
         Accounts Payable and
           Accrued Expenses                                                 (36,562)               (832)             4,063
         Accrued Interest Payable on Note                                    17,300              68,516             66,959
                                                                  -------------------  ------------------  -----------------

              Net Cash Used by
              Operating Activities                                             (626)            (23,790)           (11,027)

Cash Flows Used by Investing Activities                                           -                   -                   -
---------------------------------------                           ------------------  ------------------  -----------------

              Net Cash Provided by
              Investing Activities                                                -                   -                   -

Cash Flows Used by Financing Activities
---------------------------------------

     Proceeds from Note Payable to
       Hecla Mining Company                                                       -               14,000            11,000
                                                                  ------------------  ------------------  -----------------

              Net Cash Provided by
              Financing Activities                                                -               14,000            11,000

              Net Decrease in Cash &
              Cash Equivalents                                                 (626)              (9,790)              (27)

              Cash & Cash Equivalents
              at Beginning of Year                                            1,419               11,209            11,236
                                                                  ------------------  ------------------  -----------------

              Cash & Cash Equivalents
              at End of Year                                      $             793   $           1,419   $         11,209
                                                                  ==================  ==================  =================

The accompanying notes are an integral part of these financial statements.
</TABLE>


<PAGE>


                                  CONSIL CORP.
                          Notes to Financial Statements
                                December 31, 2001

NOTE #1 - Organization

ConSil Corp. (ConSil), formerly Consolidated Silver Corporation,  and its wholly
owned  subsidiary,  Miera  ConSil,  S.A. de C.V.  (formed on December  20, 1995)
currently have no operating properties. ConSil is currently inactive.

The  accompanying  consolidated  financial  statements  include the  accounts of
ConSil  and  its  wholly  owned   subsidiary.   All   significant   intercompany
transactions  and accounts are eliminated in  consolidation.  The preparation of
consolidated  financial  statements in  conformity  with  accounting  principles
generally  accepted in the United States of America requires  management to make
estimates  and  assumptions  that  affect  the  reported  amounts  of assets and
liabilities and disclosure of contingent  assets and liabilities at the dates of
the  financial  statements  and the  reported  amounts of revenues  and expenses
during the reporting periods. Actual results could differ from those estimates.

At December 31, 2001, ConSil had 9,455,689 common shares outstanding of which
Lincoln Properties, Ltd., (Lincoln, the majority stockholder of ConSil) owned
7,418,300 shares or 78.503% of the outstanding shares.

NOTE #2 - Significant Accounting Policies

A.       The Company uses the accrual method of accounting.

B.       The Company  considers all short term,  highly liquid  investments that
         are readily convertible,  within three months, to known amounts as cash
         equivalents. The Company currently has no cash equivalents.

C.       Primary Earnings Per Share amounts are based on the weighted average
         number of shares outstanding at the dates of the financial statements.
         Fully Diluted Earnings Per Shares shall be shown on stock options and
         other convertible issues that may be exercised within ten years of the
         financial statement dates.

D.       Consolidation   Policies:   The  accompanying   consolidated  financial
         statements include the accounts of the company and its majority - owned
         subsidiaries.   Intercompany   transactions   and  balances  have  been
         eliminated in consolidation.

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

F.       Income Taxes:  ConSil records  deferred tax  liabilities and assets for
         the expected  future income tax  consequences  of events that have been
         recognized in its financial  statements.  Deferred tax  liabilities and
         assets are determined  based on the tax basis of assets and liabilities
         using  enacted tax rates in effect in the years in which the  temporary
         differences are expected to reverse.

G.       Accounting for Stock Options:  ConSil  measures  compensation  cost for
         stock  option  plans using the  intrinsic  value  method of  accounting
         prescribed by Accounting  Principles Board Opinion No. 25,  "Accounting
         for Stock  Issued to  Employees".  ConSil also  provides  the  required
         disclosures  of Statement of Financial  Accounting  Standards  No. 123,
         "Accounting for Stock-Based Compensation" (SFAS 123).


<PAGE>

<TABLE>
<CAPTION>


                                  CONSIL CORP.
                          Notes to Financial Statements
                                December 31, 2001

NOTE #3 - Income Taxes

The components of ConSil's income tax provision (benefit) for the years ended
December 31, 2001 and 2000 are as follows:

                                                                                             2001                2000
                                                                                      ------------------  -----------------
<S>                                                                                   <C>                 <C>

         Current:
              Federal                                                                 $               -   $               -
              State                                                                                   -                   -
                                                                                      ------------------  -----------------
                  Total Current                                                                       -                   -
         Deferred:
              Federal                                                                 $               -   $               -
              State                                                                                   -                   -
                                                                                      ------------------  -----------------
                  Total Deferred                                                                      -                   -
                                                                                      ------------------  -----------------
                  Total                                                               $               -   $               -
                                                                                      ==================  =================

The income tax  provisions  (benefit) for the years ended  December 31, 2001 and
2000  differed  from the amounts  which would have been provided by applying the
statutory  federal income tax rate to the loss before income taxes.  The reasons
for the differences were as follows;

                                                                                             2001                2000
                                                                                      ------------------  -----------------
         Computed "statutory" benefit                                                 $         (33,233)  $         (33,945)

         Change in valuation allowance due to
              uncertainty of recovery of deferred
              tax assets                                                                         33,233              33,945
                                                                                      ------------------  -----------------
                  Total                                                               $               -   $               -
                                                                                      ==================  =================

At December 31, 2001 and 2000, ConSil had the following deferred tax assets;

                                                                                             2001                2000
                                                                                      ------------------  -----------------
         Net operating loss carryforwards and
              capitalized exploration costs and other                                 $         794,250   $         761,017

         Valuation Allowance                                                                   (794,250)           (761,017)
                                                                                      ------------------  ------------------
                  Net Deferred Tax Asset                                              $               -   $               -
                                                                                      ==================  =================

The change in the valuation allowance during the years ended December 31, 2001
and 2000 were as follows:
                                                                                             2001                2000
                                                                                      ------------------  -----------------
         Balance, Beginning of Year                                                   $         761,017   $         727,072
         Change due to non-utilization of net
              operating loss carryforwards                                                       33,233              33,945
                                                                                      ------------------  -----------------
         Balance, End of Year                                                         $         794,250   $         761,017
                                                                                      ==================  =================
</TABLE>


<PAGE>



                                                        CONSIL CORP.
                                                Notes to Financial Statements
                                                      December 31, 2001

NOTE #3 - Income Taxes -continued-
----------------------

ConSil recorded the above valuation allowance to reflect the estimated amount of
the deferred tax asset which may not be realized  principally  due to limitation
of the  refunds  available  during  the  carryback  period  and the  uncertainty
regarding  the  generation  of  future  taxable  income  to  utilize   reversing
deductible  items. The realization of ConSil's future  deductible items that are
not  recoverable  through the refund of prior  income  taxes is  dependent  upon
ConSil's  ability to generate future taxable  income.  If it becomes more likely
than  not that  ConSil  will  generate  future  taxable  income,  the  valuation
allowance could be adjusted in the near term.

At  December  31,  2001,  ConSil  had  federal  and  state  net  operating  loss
carryforwards of $809,744 and $712,000 at December 31, 2000.

NOTE #4 - Notes Payable

On June 28, 1996,  ConSil and Hecla entered into a loan agreement  whereby Hecla
agreed to make  available  to ConSil a loan not to  exceed  $500,000.  Under the
terms of the loan  agreement,  ConSil agreed to pay interest on the  outstanding
balance at the prime interest rate plus one and one-half  percent.  The loan was
payable upon demand by Hecla and was due in its  entirety on or before  December
31, 1996. The loan agreement  places certain  restrictions  on ConSil  including
restrictions  on  assets,  indebtedness,  increases  in  compensation,  loans or
advances to  shareholders,  directors or employees,  capital stock and hiring of
new  employees.  These  restrictions  can be altered  with the prior  consent of
Hecla. This loan agreement was subsequently amended on eight separate occasions,
increasing  the  amount  available  to  borrow to  $725,000  and  extending  the
repayment  date to March 31, 2002 with all other terms  remaining  substantially
identical to the original loan agreement. On July 10, 2001, Hecla transferred to
REA, LLC, all outstanding debt owed them at June 30, 2001. At December 31, 2001,
there was $725,000 outstanding under the loan agreement with REA, LLC, having an
interest rate of 8.75%, and accrued interest due to REA, LLC totaling  $246,163.
Interest  expense related to this note for the years ended December 31, 2001 and
2000, was $63,438 and $77,516, respectively.

NOTE #5 - Basic and Diluted Earnings Per Share

In accordance  with SFAS 128, the following table presents a  reconciliation  of
the numerators (net loss) and  denominators  (shares) used the basic and diluted
loss per common  share  computations  for the years ended  December 31, 2001 and
2000.

<TABLE>
<CAPTION>

                                         2001                                                 2000
                    -----------------------------------------------------  ----------------------------------------------------
                         Net Loss            Shares            Amount           Net Loss         Shares            Amount
                    ----------------    ---------------  ----------------  ---------------  ----------------  -----------------
<S>                 <C>                     <C>          <C>                 <C>               <C>                 <C>

Net Loss            $       (97,744)                -                  -     $     (99,838)         -                     -

Basic Loss                  (97,744)        9,455,689    $         (0.01)          (99,838)        9,449,707    $    (0.01)
                    ================  =================  ================  ================= ================ ==================


Diluted Loss                (97,744)        9,455,689    $         (0.01)          (99,838)        9,449,707    $    (0.01)
                    ================  =================  ================  ================= ================ ==================
</TABLE>



<PAGE>




                                  CONSIL CORP.
                          Notes to Financial Statements
                                December 31, 2001

NOTE #6 - Stock Option Plan

In 1997, the  shareholders of ConSil approved two stock option plans. The ConSil
Stock  Option  Plan  provides  for  stock-based  grants  to  selected  officers,
directors and other key employees. The ConSil Corp., Incentive Stock Option Plan
provides for stock-based grants to participating  employees. The option price of
stock options issued under the Incentive  Stock Option Plan may not be less than
the fair  market  value on the date of  grant.  The terms of the  options  under
either  plan shall be no longer  than five years from the date of grant.  During
2001, 2000, 1999, 1998 and 1997 there were no options granted under either plan.
At December 31, 2001 there were  885,000  shares  available  for grant under the
plans.

Transactions  concerning stock options  pursuant to both of the  above-described
plans are summarized as follows:

                                                                      Exercise
                                                      Shares            Price
                                                 ---------------  --------------
     Outstanding, December 31, 1997 and 1998            180,000   $         0.87
          Expired                                       (60,000)               -
                                                 ---------------  --------------
     Outstanding December 31, 1999                      120,000   $         0.87
          Expired                                       (60,000)               -
                                                 ---------------  --------------
     Outstanding, December 31, 2000                      60,000   $         0.87
          Expired                                       (60,000)               -
                                                 ---------------  --------------
     Outstanding, December 31, 2001                           -                -
                                                 ---------------  --------------
          Balance at December 31, 2001                        -   $            -
                                                 ===============  ==============

At December 31,  2001,  the life of the stock  options had  expired.  Therefore,
there were no options outstanding at the date of this report.

NOTE #7 - Going Concern

The  Company's  financial  statements  are  prepared  using  generally  accepted
accounting  principles  applicable  to a going concern  which  contemplates  the
realization  of assets and  liquidation  of  liabilities in the normal course of
business.  Currently,  the  Company  does  not  have  significant  cash or other
material assets, nor does it have an established  source of revenues  sufficient
to cover its operating costs and to allow it to continue as a going concern.

Item 7A.      Quantitative and Qualitative Disclosures About Market Risk

         We are not generally  subject to any foreign currency risk, and we are,
in  management's  opinion,  subject to only  minimum  interest  rate  risk.  Our
interest  rate risk  generally  arises from our  variable  interest  rate loans,
including  our loan from Hecla Mining  Company,  as  described in our  Financial
Statements  below and from  fluctuations in interest  earnings  arising from our
limited investment portfolio. As noted above in the section entitled "Business",
our debt with Hecla was assigned to third  parties and, in  connection  with the
consummation  of our merger  with  LumaLite,  was  converted  into shares of our
common stock. With respect to market risk arising from our investment portfolio,
we have taken measures which we believe minimize  fluctuations in those interest
rates.  We  do  not  use  derivative  financial  investments  in  our  financial
portfolio.  Based on the  recent  actions of the  Federal  Research  Board,  our
management  believes that both interest  rates and inflation  will be stable for
the remainder of 2002. As a result, our management  believes that we will suffer
minimal market risk from our operations.

Item 8.       Changes in and Disagreements with Accountants on Accounting and
              Financial Disclosures

         None.

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

         During the period covered by this report, our sole officer and director
was James Anderson.  Mr. Anderson, who is 49, was, most recently involved in the
sale of golfing simulator systems,  prior to that, he was the owner and operator
of a restaurant and gaming club in Salt Lake City,  Utah. Mr.  Anderson also has
over 7 years experience in the computer industry.

         Effective immediately upon the filing of this report and the completion
of the merger, Mr. Anderson appointed four new members of the Board of Directors
(all of whom were  designees of LumaLite)  and new  officers,  and then resigned
from our Board of Directors  and as an officer.  The new directors and officers,
and their  respective  ages and  biographical  information  for each of them are
presented below. There are no family  relationships  between or among any of our
directors:

Name                         Age         Position

Dr. Dale Rorabaugh           58          Chairman of the Board
Michael Jackson              55          Director and President
Hank Schumer                 74          Director, Secretary-Treasurer and
                                         Chief Financial Officer
Joseph Forehand              46          Director, Vice President of Operations

         Dr.Dale  Rorabaugh.  Dr.  Rorabaugh will join us in connection with the
merger  with  LumaLite  and will act as a Chairman  of our parent  corporation's
Board of Directors and as its Chief Executive  Officer.  He currently  serves as
C.E.O.  and as a director of LumaLite and shall continue to do so. Dr. Rorabaugh
was one of the  founders of  LumaLite.  He was most  recently  President  of the
AuRora Group a company  specializing  in Research & Development  of new products
for the medical  profession.  Prior to that he was President of Eclipse Ventures
from 1994-2000,  which developed a Corneal  Topographer used in Lasik surgery in
the ophthalmic field for measuring curvature of the cornea.

         Prior to that,  he was the founder and  President  of Dicon Corp.  from
1992-1998 a company that first  introduced  micro-processors  to the  ophthalmic
industry in the form of an automated  visual field device.  The company was sold
to Cooper-Vision

         Dr Rorabaugh  holds a degree in Physics from the University of Virginia
and a Doctor of Optometry degree from the University of California at Berkeley.

         Michael Jackson. Michael Jackson will join us in
connection  with the merger  with  LumaLite  and act as a member of our Board of
Directors and as our President.  He also serves,  and shall serve,  as President
and as a director of LumaLite.  Before  joining  LumaLite,  Mr. Jackson was most
recently Vice President of Marketing and Sales with HGM Medical Laser, a medical
sales business. Before that, Mr. Jackson was the Vice President of Sales for the
Western  Region for  Kreativ,  Inc., a dental sales  organization.  Mr.  Jackson
attended Virginia Polytechnic Institution, where he studied engineering.

         Hank Schumer. Hank Schumer will join us upon consummation of the merger
as our  Secretary-Treasurer,  Chief  Financial  Officer,  and as a member of its
Board of  Directors.  Mr.  Schumer will also act as LumaLite's  Vice  President,
Secretary,  Chief  Financial  Officer and member of its Board of Directors.  Mr.
Schumer  currently also acts as a consultant for Western Wholesale in San Diego,
California,  which is a wholesaler of  appliances,  and as the President of Cafe
Cartes, of San Diego, California,  which offers consulting services. Mr. Schumer
has a Bachelor of Electrical  Engineering degree from C.C.N.Y.  and a Masters in
Business Administration from Drexel Institute of Technology.

         Joseph  Forehand.  In connection with the merger,  Joseph Forehand will
join  us as a  member  of our  Board  of  Directors,  and as Vice  President  of
Operations.  Before  joining  LumaLite,  he was Vice  President of Operations at
Kreativ,  Inc., a dental equipment  manufacturing concern. Mr. Forehand attended
the University of Alabama, where he studied engineering.

Structure of Our Board of Directors

         At each annual meeting of our  shareholders,  the directors are elected
and hold office for a term  expiring at the annual  meeting of our  shareholders
held the next  succeeding  year, or until their earlier  resignation or removal.
Our Certificate of Incorporation provides that our directors may be removed only
for cause,  and only by the affirmative vote of the holders of two-thirds of the
common shares entitled to vote at a meeting of our shareholders.

         During 2001, our Board of Directors consisted of only one person, James
Anderson. We did not have any standing committees. Our directors did not receive
cash  compensation for serving on our Board (or any committee of our Board),  or
for any other services they provide to us in their  capacity as directors.  They
are,  however,  entitled to reimbursement  for expenses they incur in connection
with attending Board of committee meetings.

Limitations of Liability and Indemnification

         Our certificate of incorporation  limits the personal  liability of our
directors and officers for monetary  damages to the maximum extent  permitted by
Nevada law. Under Nevada law, those limitations  include limitations on monetary
damages  for any action  taken or failed to be taken as an officer or  director,
except for an act or omission that involves intentional  misconduct or a knowing
violation  of the law,  or  payment  of proper  distributions.  Nevada  law also
permits a  corporation  to indemnify  any current or former  director,  officer,
employee  or agent if the  person  acted in good  faith in a manner  in which he
reasonably  believed  to be in, or not  opposed  to, the best  interests  of the
corporation.  In the case of a criminal proceeding,  the indemnified person must
also have had no reasonable cause to believe that his conduct was unlawful.

         Our  bylaws  provide  that,  to  the  full  extent   permitted  by  our
certificate of  incorporation  and the Nevada Business  Corporation Act, we will
indemnify,  and advance  expenses to, our  officers,  directors and employees in
connection  with any action,  suit or  proceeding,  civil or criminal,  to which
those  persons are made a party by reason of their being a director,  officer or
employee. That indemnification is in addition to the advancement of expenses.

         At  present,  we are  not  involved  in any  litigation  or  proceeding
involving any director of officer where  indemnification by us would be required
or permitted.

Compliance with Section 16(a) of the Exchange Act.

         Section 16(a) of the Securities  Exchange Act of 1934, or the "Exchange
Act," requires our executive officers and directors,  and persons who own 10% or
more of a  registered  class of our equity  securities  (all of whom we refer to
collectively as "reporting persons") to file reports of ownership and changes in
ownership  with the  Securities  and  Exchange  Commission  if we and our equity
securities meet certain requirements.  We have not received copies of filings on
forms 3, 4 or 5 for any such  reporting  person for the year ended  December 31,
2001.

                                    PART III

Item 10.      Executive Compensation

         During  1999,  2000 and 2001,  we did not pay any  compensation  to our
executive  officers  or  directors.  Accordingly,  we have  omitted  all  tables
regarding the payment of compensation to executive officers from this report.

         Prior  to  the  merger,   LumaLite  entered  into  written   employment
agreements with the four persons named in Item 9 above.  Those persons served as
LumaLite's  executive  officers and directors  prior to the merger and, with the
completion of the merger, will also serve as executive officers and directors of
our parent corporation.

         The employment  agreements are all dated effective  January 1, 2002 and
have initial terms of five years. The agreements are automatically renewable for
one-year extension terms, subject to notice by either party of his or its intent
to  terminate  the  agreement.  The  agreements  provide  for stated base salary
amounts ($120,000 per year in the case of Mr. Jackson,  $130,000 per year in the
case of Mr. Rorabaugh,  $120,000 in the case of Mr. Forehand, and $80,000 in the
case of Mr.  Schumer),  payable in monthly  installments.  Compensation  for any
extension terms will be as mutually agreed to by the parties at the beginning of
the extension  period.  The contract may be terminated upon the mutual agreement
of the parties,  upon the death of the employee or upon LumaLite's  dissolution,
bankruptcy or receivership.

         The  contracts  do not provide  for any  "change of control"  payments,
severance  payments or other provisions  relating to payments to the employee in
the  event of any  fundamental  change in  LumaLite's  business,  operations  or
ownership.   The   agreements   also  do  not   contain   any   non-competition,
non-solicitation  or  assignment  of  inventions  provisions,  although  they do
require the  employee and  LumaLite,  during the term of the  agreement,  to use
their best  efforts to avoid  areas  which may  involve  conflicts  of  interest
between  LumaLite and the employee with respect to activities  engaged in by the
employee.

         Since 1997, we have maintained two stock option plans. The ConSil Stock
Option Plan provides for stock-based grants to selected officers,  directors and
other key employees.  The ConSil Corp.  Incentive Stock Option Plan provides for
grants to participating  employees of incentive stock options.  The terms of the
options granted under either plan cannot be longer than five years from the date
of grant.  During 2001, 2000 and 1999, we did not grant any options under either
plan.  As of December 31, 2001,  there were 885,000  shares  available for grant
under the plans.

Item 11.      Security Ownership of Certain Beneficial Owners and Management

         The following table sets forth certain information regarding beneficial
ownership  of shares of our common  stock by (i) each person  known by us to own
more than 5% of our  outstanding  common stock,  (ii) each of our directors and,
(iii) all of our executive  officers and directors as a group.  Except as noted,
each  person  has sole  voting and sole  investment  or  dispositive  power with
respect to the shares shown.  The information  presented is based on information
as of March 1, 2002,  which is before the reverse split and the  consummation of
the merger with  LumaLite,  but after the  completion  of the private  placement
pursuant  to which we sold  12.5  million  shares of our  common  stock to three
accredited  investors  (see  "Business"  above),  and  is  based  on  21,949,707
outstanding  shares of common stock. The inclusion of any shares of common stock
as "beneficially owned" in this chart does not constitute an admission of actual
beneficial  ownership (which is a broad definition under the securities laws) of
those shares. Unless otherwise indicated,  each person is deemed to beneficially
own any shares  issuable on exercise of stock  options or warrants  held by that
person that are currently exercisable or become exercisable within 60 days after
the record date:

<TABLE>
<CAPTION>


                                                                                    Total             Percent of
Name and Address of                         Number    of          Number of         Beneficial        Shares
Beneficial Owner                            Shares Owned          Options           Ownership         Outstanding
--------------------                        -----------------     ---------         ----------        ------
<S>                                         <C>                   <C>               <C>               <C>
Lincoln Properties LTD LC                   7,418,300                  - 0 -        7,418,300         33.8%
1380 Devonshire Drive
Salt Lake City, UT  84108

Brighton Opportunity Fund*                  6,250,000                  - 0 -        6,250,000         28.5%
1801 Century Park East, Suite 1235
Los Angeles, CA  90067

Trevor Crow*                                3,125,000                  - 0 -        3,125,000         14.2%
3467 Western Springs Road
Olivenhain, CA  92024

Richard Keys*                               3,125,000                  - 0 -        3,125,000         14.2%
1136 Loma Avenue, Suite 203
Coranado, CA  92118

James Anderson                              - 0 -                 - 0 -             - 0 -             - 0 -
President and Director
6975 South Union Park Center,
Suite 600,
Salt Lake City, Utah

All of the directors and executive          - 0 -                 - 0 -             - 0 -             - 0 -
officers as a group (1 person)
-------------------------------------------
*Private placement investor.

</TABLE>

Item 12.      Certain Relationships and Related Transactions

         During  the  third  quarter  of 2000,  Hecla  forgave  $248,897  of our
accounts payable to Hecla Mining Company and Minera Hecla, S.A. de C.V. (Hecla's
wholly owned subsidiary). We recorded the forgiveness of the accounts payable as
an equity contribution.

                                     PART IV

Item 13.      Exhibits, Financial Statement Schedules, and Reports on Form 8-K

         (a)      (1)      Index to Consolidated Financial Statements:

                                                                         Page
Report of Independent Accountants                                         13
Consolidated Balance Sheets at December 31, 2001 and 2000                 14
Consolidated Statements of Operations for the Years Ended                 15
December 31, 2001, 2000 and 1999
Consolidated Statements of Changes in Stockholders' Deficit
for the Years Ended December 31, 2001, 2000 and 1999                      16
Consolidated Statements of  Cash Flows                                    17
for the Years Ended December 31, 2001, 2000 and 1999
Notes to Consolidated Financial Statements                                18

         (b)      Reports on Form 8-K

         Current Report on Form 8-K dated April 1, 2002

         (c)      Exhibits

         The exhibit  numbers in the  following  list  correspond to the numbers
assigned to such Exhibits in Item 601 of Regulation S-K.

Number          Description of Exhibits

10.2            Agreement and Plan of Merger

                                   SIGNATURES

         Pursuant to the  requirements  of Section 13 or 15(d) of the Securities
Exchange Act of 1934,  the  Registrant  has duly caused this annual report to be
signed on its behalf by the undersigned, thereunto duly authorized, on April 17,
2001.

                          LUMALITE HOLDINGS, INC. (formerly ConSil Corp.)

                          By: /s/ James Anderson
                              -------------------------------------------
                                  James Anderson, President


         Pursuant to the  requirements  of the Securities  Exchange Act of 1934,
this  report has been  signed  below by the  following  persons on behalf of the
Registrant and in the capacities and on the dates indicated.

                              /s/  James Anderson
                              -------------------------------------------
                                   James Anderson, President


                              /s/  James Anderson
                              -------------------------------------------
                                   James Anderson, President



<PAGE>


                   LIST OF EXHIBITS TO BE FILED WITH THIS 10-K

------------------------- ------------------------------------------------------
Number                    Description of Exhibits
------------------------- ------------------------------------------------------

10.2(1)                      Agreement and Plan of Merger

(1)      This  registrant  has  previously  filed  with  the  Commission  other
         exhibits, as set forth in the Registrants reports.