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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549



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Form 10-KSB



(Mark One)

|x | ANNUAL REPORT UNDER SECTION 13 OR 15 (d) OF THE
|- | -----------------------------------------------

| | SECURITIES EXCHANGE ACT OF 1934
| | -------------------------------



For the fiscal year ended December 31, 2003.



| ̈ | TRANSITION REPORT UNDER SECTION 13 OR 15 (d) OF THE
|- | ---------------------------------------------------

| | SECURITIES EXCHANGE ACT OF 1934
| | -------------------------------



Commission File Number: 33-79320



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SUNNYLAND HOLDINGS CORPORATION

(Name of small business issuer in its charter)





|                                                               |  |                                     
|-------------------------------------------------------------- |  | ------------------------------------
|Delaware                                                       |  | 54-1706550                          
|(State or other jurisdiction of incorporation or organization) |  | (I.R.S. Employer Identification No.)



|                                           |  |           
|------------------------------------------ |  | ----------
|6231 Leesburg Pike, Falls Church, Virginia |  | 22044     
|(Address of principal executive offices)   |  | (Zip Code)



Issuers
telephone number (703) 237-8230



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



Common Stock

(Title of class)



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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 ̈



As of December 31, 2003, there were 2,090,000 shares of common stock
outstanding.



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|ITEM 1. | Description of Business
|------- | -----------------------



The Company was incorporated in the State of Delaware on November 5, 1993 to engage in the acquisition, construction and/or operation of income properties
and all business activities incidental thereof (income properties). Initially, the company expected to target properties in South Korea and the Pacific Rim. Managements revised strategy, now concentrates on properties in the United States.
Some acquisitions may be accomplished by mergers.



|ITEM 2. | Description of Property
|------- | -----------------------



The company does not presently own property. It leases office space from the S.D. Sunnyland Enterprises, Inc., (its parent company) and is physically
located in the same office.



|ITEM 3. | Legal Proceedings
|------- | -----------------



There are no legal proceedings affecting the company to date.



|ITEM 4. | Managements Discussion and Analysis (MD&A)
|------- | -------------------------------------------



Management recognizes that, as a result of its limited financial, managerial and other resources, the number of available or suitable income properties
from which to choose may be limited; future acquisitions could include small hotels, motels, casinos, office and apartment buildings and a mix of on-going businesses with growth potentials. In general, Management intends to finance acquisitions
through debt obligations such as mortgages at competitive market rates, debentures, and/or investors equity. Repayment of debt obligations will come from profit and investors equity interest in the company.



PART II



|ITEM 5. | Market of registrant Common Equity and Related Stockholders Matters
|------- | -------------------------------------------------------------------



The Companys stock is not currently traded. Management hopes to attract private placement or merger during the year 2004 and initiate a public
offering in 2006.



PART III



|ITEM 6. | Directors and Executive Officers of the Registrant
|------- | --------------------------------------------------



Syung D. Han, President/CEO, Board Chairman

Albert L. Stewart, Vice President, Secretary, Director

Sook, L. Byun, Treasurer, Director



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|ITEM 7. | Executive Compensation
|------- | ----------------------



The Company will continue to minimize its cash requirements by deferring salaries to its officers until such time as substantial income is realized from
acquired income properties. Incidental expenses of operation will be reviewed periodically and method of payment will be determined during such reviews.



|ITEM 8. | Security Ownership of Certain Beneficial Owners and Management
|------- | --------------------------------------------------------------



|                                 |  |                 
|-------------------------------- |  | ----------------
|Names                            |  | Number of Shares
|S.D. Sunnyland Enterprises, Inc. |  | 2,000,000       
|Syung D. Han                     |  | 30,000          
|Albert L. Stewart                |  | 30,000          
|Sook J. Byun                     |  | 30,000          



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



By:

/s/    Syung D. HanSyung D. Han, President, CEODate

March 12, 2004By:

/s/    Albert L. StewartAlbert L. Stewart, Vice President, SecretaryDate

March 12, 2004