SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                                   FORM 10-KSB

(Mark One)

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

                    For the Fiscal Year Ended March 31, 2004

[X]  TRANSITION  REPORT  PURSUANT  TO SECTION  13 OR 15(d) OF THE  SECURITIES
     EXCHANGE ACT OF 1934 [No Fee Required]

        For the transition period from April 1, 2003 to March 31, 2004.

                           Commission File No. 0-22236

                        Skreem Entertainment Corporation
                    (formerly Stanford Capital Corporation)
                  ---------------------------------------------
                 (Name of small business issuer in its charter)

          Delaware                                     33-0565710
--------------------------------         ---------------------------------------
(State or other jurisdiction of          (I.R.S. Employer Identification Number)
 incorporation or organization)

                 11637 Orpington Street, Orlando, Florida 32817
           ------------------------------------------------------------
               (Address of Principal Executive Offices) (Zip Code)

Registrant's Telephone Number, Include Area Code: (407) 207-0400

Securities Registered Pursuant to Section 12(b) of the Act:

         Title of Each Class         Name of Each Exchange on Which Registered
               None                                     None


Securities Registered Pursuant to Section 15(d) of the Act:

                         Common Stock, $0.001 par value
                                (Title of Class)

     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 twelve (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 ninety (90)
days. Yes xT No

     Check  if  disclosure  of  delinquent  filers  in  response  to Item 405 of
Regulation S-B is not contained in this form, 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-KSB or any  amendment to
this Form 10-KSB. [x]

     State issuer's revenues for its most recent fiscal year were $376.

     State the aggregate  market value of the voting stock held by nonaffiliates
computed by reference  to the price at which the stock was sold,  or the average
bid and ask prices of such  stock,  as of a  specified  date  within the past 60
days: The Company's common stock does not have a trading market.

     As of July 31, 2004, the Registrant had 26,006,925  shares of Common Stock
issued and outstanding.

                       DOCUMENTS INCORPORATED BY REFERENCE

     List hereunder the following documents if incorporated by reference and the
part of the form 10-KSB (e.g.  part I, part II, etc.) Into which the document is
incorporated:  (1) Any annual report to security holders; (2) Any proxy or other
information  statement;  and (3) Any prospectus filed pursuant to rule 424(b) or
(c) under the Securities Act of 1933: None.


<PAGE>


                               TABLE OF CONTENTS
                                                                    Page
                                                                   ------
PART I

         ITEM 1.  DESCRIPTION OF BUSINESS                             3
         ITEM 2.  DESCRIPTION OF PROPERTY                             3
         ITEM 3.  LEGAL PROCEEDINGS                                   3
         ITEM 4.  SUBMISSION OF MATTERS TO A VOTE
                  OF SECURITY HOLDERS                                 4

PART II

         ITEM 5.  MARKET FOR COMMON EQUITY,
                  RELATED STOCKHOLDER MATTERS AND SMALL BUSINESS
                  ISSUER PURCHASES OF EQUITY SECURITIES               4
         ITEM 6.  MANAGEMENT'S DISCUSSION AND ANALYSIS
                  OR PLAN OF OPERATION                                4
         ITEM 7.  FINANCIAL STATEMENTS                                5
         ITEM 8.  CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS
                  ON ACCOUNTING AND FINANCIAL DISCLOSURE             19
         ITEM 8A. CONTROLS AND PROCEDURES
         ITEM 8B. OTHER INFORMATION

PART III

         ITEM 9.  DIRECTORS AND EXECUTIVE OFFICERS OF THE REGISTRANT
         ITEM 10. EXECUTIVE COMPENSATION
         ITEM 11. SECURITY OWNERSHIP OF CERTAIN BENEFICIAL
                  OWNERS AND MANAGEMENT AND RELATED STOCKHOLDER
                  MATTERS
         ITEM 12. CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS

         ITEM 13. EXHIBITS AND REPORTS OF FORM 8-K
         ITEM 14. PRINCIPAL ACCOUNTANT FEES AND SERVICES


SIGNATURES

CERTIFICATIONS

                                       2
<PAGE>

                                 PART I


ITEM 1.  DESCRIPTION OF BUSINESS

SPECIAL NOTE REGARDING FORWARD-LOOKING STATEMENTS

     This periodic report contain forward-looking  statements within the meaning
of the  Private  Securities  Litigation  Reform Act of 1995 with  respect to the
financial  condition,  results of  operations,  business  strategies,  operating
efficiencies  or synergies,  competitive  positions,  growth  opportunities  for
existing  products,  plans and  objectives  of  management.  Statements  in this
periodic  report  that  are not  historical  facts  are  hereby  indentified  as
"forward-looking statements".

Business

     The Company was incorporated in Delaware on June 11, 1992. On May 28, 1998,
the Company  changed its name from  Plasmatic  Technologies,  Inc. to Ecological
Services,  Inc.  and on January 3, 2003  changed  its name to  Stanford  Capital
Corporation.  In  December  2002,  the  Company  acquired  all  the  issued  and
outstanding  shares of Stanford  Capital  International,  Ltd. a Hong Kong based
public  relations firm for 10,000 shares of its common stock.  This  transaction
was  subsequently  revoked.  On January 31, 2004, the Company aquired all of the
shares of Skreem Entertainment  Corporation in exchange for 22,000,000 shares of
its  one for  five  post  reverse  split  common  shares.  Skreem  Entertainment
Corporation promotes finances and manages artists in the entertainment industry.

Overview

Our business is to search for recording talent and promote and fund.

The making of a recording act

Signing and  promoting a recording act falls into two distinct  categories.  The
first is the  process  of signing  an  already  established  group or artist and
through  avenues not readily  available to the act, but  available to the record
company, promote the act to a level of widespread public recognition. The second
is a company, through auditions and referrals,  forms a group or hires an artist
with the goal of achieving  wide spread  recognition.  The principal  difference
financially  between these  alternatives  is that an established act will take a
larger  percentage  of the overall  revenues  because they  absorbed the initial
costs of getting  started and promoting  themselves  before the  recording  deal
happened, while normally all of the costs involved in developing the second type
of group are borne on by the company which will need to recoop such costs.  From
the  company's  vantage  the second  process  results in more  control  over the
product  and a  larger  percentage  of the  revenues.  Examples  of  the  second
categories  are the  signing  groups  "Menudo",  "New  Kids On The  Block",  and
"O-Town".  "Back Street Boys" and "N-Sync" are examples of established acts that
were signed after they were already in  existence.  These groups  mentioned  are
examples of the two  categories  and the  Company did not sign,  promote or fund
these groups.

For company  formed  acts,  the company  provides the  training  coordinate  and
consultation that it deems necessary to produce a hit record. This includes, but
is not limited to vocal coaching, choreography,  fitness training, clothes, hair
design,  transportation,  living  expenses,  as  well  as food  and  housing  if
necessary.  In addition,  the company  finds and  contracts  with  producers and
writers  to  record  songs  that  fit the  style of the act as  dictated  by the
company. The act records the songs, then performs them live to promote the sales
of the  records and  increase  radio  airplay.  A video is also made for further
promotion in the television  arena.  Revenue is generated  through record sales,
performance fees, management fees,  merchandising such as T-shirts,  hats, etc.,
and publishing  royalties.  This includes publishing  royalties that are paid in
the event  that the  recording(s)  are  included  on any  compilations  that are
released by any other entity.  From these  revenues the company's  investment is
repaid, after repayment,  the remainder is split between the company and the act
by percentages outline in the original recording  agreement.  All agreements are
different as to percentages; however, the repayment of all money invested by the
company before any payment is made to the act is standard practice.

In the case of established  acts, the process is the same. The main  differences
is the revenue split between the act and the company,  and creative control. The
established act will always demand a higher  percentage of the revenues and more
control over the musical  direction of the act and the selection of the material
to be recorded.  With new talent,  this can be controlled in the first  contract
but will undoubtedly be an issued in future negotiations.

Record Sales

Prior to 1997 the record industry enjoyed  tremendous success with record sales.
The past six years  however  have  presented  a new  problem  in the form of the
internet.  Downloading,  also referred to as file  sharing,  has hurt the record
industry  tremendously,  especially in the pop music market.  If someone wants a
copy of a new song by their  favorite  artist  they can simply sign on to one of
the free file sharing web sites,  type in the name of the song,  and download it
to their own computer. They can then make a compilation of their favorites,  put
the downloaded songs onto a CD and listen to them without the need of paying for
them.  This  completely  bypasses the record  company,  the  publisher,  and the
writer,  all of whom would normally have received royalties on the sale of those
recordings.  Steps  are  currently  being  taken by the major  record  companies
nationwide to stop this  practice.  In the meantime  everyone in the industry is
searching for alternative ways to generate revenue beyond the traditional  means
that are outlined.

Solutions we have initiated to insulate us from the downloading problem

In the United States we have one federal  government that regulates  copyrights,
publishing,  licensing, patenting, and most intellectual rights' laws for all of
the states  collectively.  Therefore,  when a song is released  in the U.S.  all
states  have the right to airplay  and sale of that song as long as they pay the
predetermined  royalty  rates.  These  royalties are tracked by and then paid to
performance  organizations  such as ASCAP and BMI who in turn disburse the money
to their  respective  members who are listed as either writers or publishers (or
both) of each song.  Every writer and  publisher in the U.S. must be a member of
one of these  organizations to collect royalties on a commercial record release.
These royalties are paid every time a song is played or purchased. This includes
TV themes, Musak (elevator music),  night club performances,  juke boxes, radio,
etc..  There is a different rate for each type of venue,  but it applies equally
to all of the states.

In Europe,  however,  this is not the case.  Each country is a governing  entity
unto itself. Therefore, when a song is released in Germany, it cannot be played,
reproduced,  or sold in Spain unless the company  wishing to release it in Spain
pays the license  holder of the song a licensing  fee for the Spanish  rights to
the song. This is the case between all countries  except Germany,  Austria,  and
Switzerland,  also known as the "GAS  Territory".  Through an agreement  between
these three countries, recorded and copyrighted materials can be released in all
three without  special  licensing.  Outside of those three,  all other countries
must pay a licensing fee.

Because the European  countries  are small and easily  accessible by the general
public,  when a song is released in one country its  existence  becomes known in
other  countries  very  quickly  through  word of mouth and DJs that travel from
country  to country  to  perform,  sometimes  during  the same  weekend.  As the
popularity  of the song  grows it  attains a "chart  position".  A "chart"  is a
weekly  report  that lists  songs  currently  in market  order for sales,  radio
airplay,  and DJ club play.  These lists  usually  consist of the top selling or
played 200 songs.  There are DJ club charts,  national charts,  and radio charts
that report  publicly  each week.  The charts are posted on sites  available  to
everyone on the internet.  A song achieving the TOP 40 of any of these charts is
considered a success and is in position to create  future  revenues in the areas
of licensing and publishing. A good chart position creates a demand for the song
(and act) in each  marketplace.  Record  companies in each marketplace must then
acquire the license for their country in order to release the song. This is done
by paying the  original  license  holder a fee that is  negotiated  based on the
song's current popularity,  the highest chart position it has attained,  and its
predicted future  popularity.  The result is that the original license holder is
paid a licensing fee by each country that wishes to release the song.  Licensing
fees for each song can range from  $5,000.00  to  $25,000.00  and more from each
country  depending on the popularity of the song and the act and the size of the
country.

Why the European  marketplace  is ideal for  establishing  artists in our target
market

Our  target  market is kids  between 12 and 18 years of age,  especially  girls.
Teenage girls in Europe make up the majority of the record buying public for pop
music.  They love American acts and want  everything and anything the act has to
offer as far as pictures,  shirts, hats, CDs, autographs,  etc. Since N-Sync has
stopped  touring  there,  few acts have come out to fill that void. The kids are
hungry for new American talent with a fresh sound.

     When developing a recording act in the U.S., the basic process has been the
same for  decades.  Record a CD of songs  then shop the CD to  distributors  and
other larger record companies for distribution and promotional  support.  Next a
single is chosen out of the CD of songs;  it's  released,  and  followed  by the
release  of the full CD.  If the act  doesn't  have an  entire CD or close to it
completed,  they can almost be assured that no one will be interested.  Although
oversimplified,  it generally is how it works.  Producing a CD is expensive  and
time consuming. The cost of producing 12 or more songs that will stand up to the
quality  of  what's  currently  on the  market  by  established  artists  can be
astronomical.

The European  market is just the  opposite.  The first step in the process is to
record  and  release a single.  This  minimizes  cost and  time.  Since  this is
established practice,  there are limited problems with distribution companies or
record  companies  (as long as they like the act). It also allows the Company to
as far as  musical  direction  and style  before  you  commit to an entire CD of
material.  Then a second single is released. A video is produced for each single
that's simultaneously released.  Concurrently,  the act will be performing doing
both paid and promotional live  performances.  Based on the success of these two
releases,  the company can then determine  whether or not to take on the expense
of a full CD.

Our target market are net surfers.  By creative use of the internet  including a
web site,  online  promotions  such as  giveaways,  online  chats  with the act,
contests  with  prizes  such as a chance  to  spend a day  with  the  act,  free
downloads of unreleased songs, etc., interest and record sales grows. One of the
goals of all of this is to create  excitement that will result sufficient record
sales to attain a favorable position in the weekly charts because licensing fees
are  negotiated  according  to the  popularity  of the song,  the act, and their
position in the charts. While the act is working its live performances, internet
chats, and recording,  the company negotiates  licenses with other companies for
other countries.  It will always be the license holding company's prerogative to
release any song it owns the license  for in any  country  without any fees.  It
will however have to take on the expense of pressing  and  distribution  if that
avenue is  chosen,  but if the  record  is a success  this will be offset by not
having to split revenues.  The company can also enter into a limited partnership
with a different company in each country and share in the profits of the release
while sharing the expenses if it so chooses.

The key element in our strategy

A key element in  initiating  and  successfully  implementing  a  marketing  and
development plan such as has been described is someone who knows the marketplace
intimately  and is respected by the people who do business in that  marketplace.
Tony Harrison our Vice President fits those  requirements.  He has both American
and German citizenship and has lived in Germany for over 20 years. He's known in
the music industry as "Captain Hollywood".  As a performer, he's one of the most
respected in Europe.  He has had worldwide  hits and has been  performing  since
1985.  He's also worked as a  choreographer  and /or  producer  for such acts as
LaToya Jackson,  BackStreet Boys, Natural, and O-Town. He's known by everyone in
the record business in Europe and is highly respected for both his success as an
entertainer  and his  knowledge  of the  industry  since June 2003.  As "Captain
Hollywood"  he has since had two songs in the top 20 dance charts and in the top
40 national charts.  His years of experience in all aspects of the business have
proven invaluable in successfully introducing SKREEM Entertainment to the record
industry in Europe.

Coming to America after European success

The final step is to introduce the act to the  Americans.  This process has been
successfully  achieved several times in the past with Back Street Boys,  Britney
Spears,  N-Sync,  and Snap. The act will be polished and roadworthy from time to
time spent in Europe,  and will have already been making  money  through  record
sales,   publishing   revenues,   licensing   fees,   live   performances,   and
merchandising.  Also,  they'll have bragging rights with regards to having "Gold
Records" in Europe.  The catch there is that a gold record in the U.S.  requires
500,000 copies sold. In Europe,  depending on the country,  a gold record can be
earned with a few as 25,000  copies sold.  American  audiences do not  generally
realize  this and  assume  that the act has sold  many  more  records  than they
actually have sold.  This is helpful in the American  marketing  campaign.  They
also come to America with many record industry people,  promoters,  and managers
already aware of them through  industry  connections in Europe.  This is helpful
when arranging for the act to perform nationally or with an already  established
American act,  which is the most tried and true way of  introducing  the act and
their songs to the public.

All of this  leads to  launching  a  recording  act that  has the  potential  of
creating a greater return on a much lower  investment than would be necessary to
achieve the same results by starting out in the American market.

ITEM 2.DESCRIPTION OF PROPERTIES

     The  Company's  administrative  offices  are  located  in a  leased  office
facility located at 11637 Orpington Street, Orlando, Florida 32817. The facility
contains  approximately  2,000 square feet of office space. There is no lease on
the facility nor is there a rental fee as the property is owned by the principal
shareholder of the Company (post merger).

ITEM 3.LEGAL PROCEEDINGS

         None


<PAGE>

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

     No matters were submitted to a vote of the Company's  shareholders  through
the  solicitation of proxies,  during the fourth quarter of the Company's fiscal
year ended March 31, 2004.

                                     PART II

ITEM 5.MARKET FOR COMMON EQUITY,  RELATED STOCKHOLDER MATTERS AND SMALL BUSINESS
ISSUER PURCHASER OF EQUITY SECURITIES

     The Company's Common Stock is not listed for trading.  Since its inception,
the Company has not paid any dividends on its Common Stock, and the Company does
not anticipate that it will pay dividends in the forseeable future. At March 31,
2004, the Company had approximately 108 shareholders.

     The Company issued 10,000 shares of its common stock for the acquisition of
Stanford Capital  Corporation.  When this  transaction was recinded,  the shares
were cancelled. However, pursuant to the terms of the Termination Agreement with
the shareholders of Stanford Capital  Corporation,  the shareholders  were to be
issued 10,000 post reverse split common shares.

The Company  also issued  22,000,000  post reverse  split common  shares for the
acquisition of Skreem Entertainment Corporation.

ITEM 6.MANAGEMENT'S DISCUSSION AND ANALYSIS OR PLAN OF OPERATION

Three Months  Ended March 31, 2004  Compared to the Three Months Ended March 31,
2003

Revenues.  The Company had no revenue for the three  months ended March 31, 2004
as it prepared for its first recording and record release in the summer. For the
three months ended March 31, 2003, Company had revenue of $200.

Operating Expense. Operating expenses for the three months ended March 31, 2004,
were  $149,470,  an  increase  of  $65,817  or 78.7%  from the  $83,653  for the
corresponding  period of the prior year. This increase  primarily  resulted from
travel,  housing, and transportation  expenses of approximately $89,000 incurred
by "Third Wish"  Artists and Manager  while on tour in Germany  during the three
months ended March 31, 2004. In addition, there was an increase in promotion and
advertising  of  approximately  $17,000.  The  overall  increase  is offset by a
decrease in music production costs of approximately $36,000.

General  and  Administrative  Expenses.   General  and  administrative  expenses
increased  by $21,882 or 508% to $26,186  for the three  months  ended March 31,
2004 from $4,304 for the  corresponding  period of the prior year. This increase
is  primarily   attributable   to  increased   legal  and  accounting   fees  of
approximately $19,000.

Salaries and  Benefits.  Salaries  and benefits  decreased by $6,997 or 25.1% to
$20,885  for the  three  months  ended  March  31,  2004  from  $27,882  for the
corresponding  period of the prior year. This decrease is attributable to having
less employees during the three months ended March 31, 2004.

Interest  Expense.  Interest expense decreased by $13,293 or 58.4% to $9,453 for
the three months ended March 31, 2004 from $22,746 for the corresponding  period
of the prior year. This decrease is attributable to having more debt outstanding
for the three months ended March 31, 2003.

As a result of the foregoing, the net operating loss of the company increased by
$67,609 to $205,994 for the three months ended March 31, 2004.


<PAGE>
Year Ended December 31, 2003 Compared to Year Ended December 31, 2002

Revenue.  Revenue for the year ended  December  31, 2003  decreased by $2,174 or
85.3% to 376 from $2550 for the year ended  December 31, 2002.  This decrease in
revenues is attributable to a decrease in show income.

Operating Expenses.  Operating expenses increased by $281,756 or 149% to 470,331
for the  year-ended  December 31, 2003 from $188,575 for the year ended December
31, 2002. This increase is primarily  attributable to expenses of  approximately
$121,000  incurred by "Third Wish"  Artists and Manager while on tour in Germany
and promotion and Advertising expenses of approximately $160,000 incurred during
2003.

General  and  Administrative  Expenses.   General  and  administrative  expenses
increased  by $52,493 or 138% to $90,455  for the year ended  December  31, 2003
from $37,962 for the year ended  December 31, 2002.  This  increase is primarily
attributable to an increase in travel expenses of  approximately  $37,000 and an
increase in professional fees of approximately $17,000.

Salaries and  Benefits.  Salaries and benefits  increased by $16,670 or 18.9% to
$104,825  for the year ended  December  31, 2003 from $88,155 for the year ended
December  31,  2002.  This  increase is  primarily  attributable  to a bonus and
medical insurance coverage of approximately $12,000 and $13,500 respectively for
an officer of the Company.  This  increase is partially  offset by a decrease in
salaries as there were less employees during 2003.

Interest  Expense.  Interest expense  decreased by $1,319 or 1.8% to $71,129 for
the year ended  December 31, 2003 from  $72,448 for the year ended  December 31,
2002. This decrease is attributable to having less debt throughout 2003.


As a result of the foregoing, the net operating loss of the Company increased by
$351,774 to $736,364 for the year ended  December 31, 2003 from $384,590 for the
year ended December 31, 2002.

Liquidity and Capital Resources

As of March 31, 2004, the Company had cash of $2,914 and a deficit in working
capital of  $581,477.

For the three  months  ended  March 31,  2004,  the  Company  used  $168,280  in
operating activities which is primarily due to a net loss of $205,994 offset by
an increase in liabilities of $32,033.

For the  year-ended  December 31, 2003,  the Company used  $672,070 in operating
activities,  or $365,286 more than the $306,784 used in operating activities for
the year ended December 31, 2002. The principal  reasons for the increase in the
cash used in operating  activities was the increase in the net operating loss of
$351,774  which  was  partially  offset  by  changes  in  operating  assets  and
liabilities.

There were no cash flows from  investing  activities  for the three months ended
March 31, 2004.

Cash used by  investing  activities  increased  by $1,132 to $3,497 for the year
ended December 31, 2003 from $2,365 for the year ended December 31, 2002. All of
the cash used by  investing  activities  in both years was for the  purchase  of
equipment.

Cash  provided by financing  activities  was $156,591 for the three months ended
March 31,2004.  Cash provided by financing  activities  increased by $381,500 to
$687,000 for the year ended  December 31, 2003 from  $305,500 for the year ended
December  31, 2002.  All of the cash  provided by  financing  activities  in all
periods was from proceeds of notes payable to affiliates.

Because of the continued net operating  losses of the Company,  the Company will
not be able to continue as a going concern  unless it is able to sell its shares
or obtain third and/or related party loans.  Although the principal  shareholder
of the Company  has been willig to lend funds to the Company in the past,  there
is no obligation for them to do so in the future.  Without such funding,  or the
sale of its shares,  the  Company  will have  insufficient  funds to execute its
business plans for the next twelve months.


                                       4
<PAGE>


ITEM 7.FINANCIAL STATEMENTS

                        SKREEM ENTERTAINMENT CORPORATION

                   INDEX TO CONSOLIDATED FINANCIAL STATEMENTS


                                                                       Pages

Report of Independent Auditors                                          F-1

Consolidated Balance Sheet as of March 31, 2004                         F-2

Consolidated Statements of Operations for the three months ended
March 31, 2004,years ended December 31, 2003 and 2002 and the
period from inception (August 19, 1999) to March 31, 2004               F-3

Consolidated Statements of Changes in Shareholders' Deficit
From inception (August 19, 1999) to March 31, 2004                      F-4

Consolidated Statements of Cash Flows for the three months ended
March 31, 2004,years ended December 31, 2003 and 2002 and the
period from inception (August 19, 1999) to March 31, 2004               F-5

Notes to Consolidated Financial Statements                              F-6



<PAGE>


                          INDEPENDENT AUDITOR'S REPORT


The Board of Directors and Shareholders
Skreem Entertainment Corporation

We  have  audited  the  accompanying   consolidated   balance  sheet  of  Skreem
Entertainment  Corporation  and  subsidiary (a  development  stage company) (the
"Company"),  as of March 31, 2004,  and the related  consolidated  statements of
operations,  shareholders'  deficit  and cash flows for the three  months  ended
March 31, 2004 and the years ended December 31, 2003 and 2002 and for the period
from  August  19,  1999  (date of  inception)  through  March  31,  2004.  These
consolidated  financial  statements  are  the  responsibility  of the  Company's
management.  Our  responsibility is to express an opinion on these  consolidated
financial statements based on our audit.

We conducted  our audit in accordance  with the standards of the Public  Company
Accounting Oversight Board (United States). Those standards require that we plan
and  perform  the  audit  to  obtain  reasonable  assurance  about  whether  the
consolidated  financial statements are free of material  misstatement.  An audit
includes  examining,  on a test  basis,  evidence  supporting  the  amounts  and
disclosures in the  consolidated  financial  statements.  An audit also includes
assessing the  accounting  principles  used and  significant  estimates  made by
management,  as well as evaluating the overall consolidated  financial statement
presentation.  We believe  that our audit  provides a  reasonable  basis for our
opinion.

In our opinion, the consolidated  financial statements referred to above present
fairly, in all material respects, the financial position of Skreem Entertainment
Corporation  and  subsidiary  as of  March  31,  2004  and  the  results  of its
operations, and its cash flows for the three months ended March 31, 2004 and the
years ended  December 31, 2003 and 2002 and for the period August 19, 1999 (date
of inception)  through March 31, 2004 in conformity with  accounting  principles
generally accepted in the United States of America.

The accompanying  consolidated  financial statements have been prepared assuming
that the Company will continue as a going concern. As discussed in Note 1 to the
financial  statements,  the Company is in the development stage and has suffered
recurring  losses from  operations and had a net capital  deficit,  which raises
substantial  doubt about its ability to continue as a going concern.  Management
plans to continue  funding the operation  through an affiliate  owned by a major
shareholder  of  the  Company.  The  financial  statements  do not  include  any
adjustments that might result from the outcome of this uncertainty.




Thomas Leger & Co. L.L.P.


July 21, 2004
Houston, Texas



                                       F-1


<PAGE>

                        SKREEM ENTERTAINMENT CORPORATION
                          (A Development Stage Company)
                           CONSOLIDATED BALANCE SHEET
                                 MARCH 31, 2004

                                     ASSETS

CURRENT ASSETS
Cash and cash equivalents                                               $ 2,914
                                                                        --------
Total current assets                                                      2,914
                                                                        --------
PROPERTY AND EQUIPMENT, net                                               6,895
DEPOSITS                                                                 19,921
                                                                        --------
TOTAL ASSETS                                                           $ 29,730
                                                                        ========

                      LIABILITIES AND SHAREHOLDERS' DEFICIT

CURRENT LIABILITIES

Accounts payable and accrued liabilities                               $ 43,141
Accrued interest payable to affiliates                                   15,658
Notes payable to affiliates                                             525,592
                                                                        --------
   Total current liabilities                                            584,391
                                                                        --------
SHAREHOLDERS' DEFICIT
Preferred stock, par value $0.001, 1,000,000
shares authorized, no shares issued and outstanding                           -
Common stock, par value $0.001, 50,000,000
shares authorized, 26,006,925 shares issued
and outstanding                                                          26,007
Paid-in capital                                                       1,555,996
Deficit accumulated during the development stage                     (2,136,664)
                                                                      ----------
Total shareholders' deficit                                            (554,661)
                                                                      ----------
TOTAL LIABILITIES AND SHAREHOLDERS' DEFICIT                            $ 29,730
                                                                      ----------

                                      F-2

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

<PAGE>

                        SKREEM ENTERTAINMENT CORPORATION
                          (A Development Stage Company)
                      CONSOLIDATED STATEMENTS OF OPERATIONS
<TABLE>

                                                                                              August 19, 1999
                                          Three                                              (Date of Inception)
                                       months ended      For the Years Ended December 31
                                       March 31,2004     2003                      2002         March 31, 2004
<S>                                   <C>               <C>                        <C>        <C>


REVENUES                                      $ -            $ 376             $ 2,550             $ 2,926

EXPENSES
Operating expenses                       (149,470)        (470,331)           (188,575)         (1,099,930)
General and administrative expenses       (26,186)         (90,455)            (37,962)           (257,962)
Salaries and benefits                     (20,885)        (104,825)            (88,155)           (422,709)
Impairment of loan receivable                   -                -                   -            (130,000)
                                         ---------       ----------          ----------         -----------
Loss from operations                     (196,541)        (665,235)           (312,142)         (1,907,675)

OTHER INCOME (EXPENSE)
Interest expense                           (9,453)         (71,129)            (72,448)           (228,989)
                                         ---------       ----------          ----------         -----------
NET LOSS                               $ (205,994)      $ (736,364)         $ (384,590)       $ (2,136,664)
BASIC AND DILUTED                        =========       ==========          ==========         ===========
   LOSS PER SHARE                      $    (0.01)      $    (0.06)         $    (0.05)
BASIC AND DILUTED                        =========       ==========         ===========
   WEIGHTED AVERAGE
   SHARES OUTSTANDING                  24,733,180       12,054,795      (1)  7,000,000       (1)
                                       ===========       ==========         ===========
</TABLE>


(1)  Number of shares  outstanding to reflect  reverse merger and for comparison
     purposes only


        The accompanying notes are an integral part of these consolidated
                              financial statements
                                      F-3

<PAGE>

                        SKREEM ENTERTAINMENT CORPORATION
                          (A Development Stage Company)
           CONSOLIDATED STATEMENTS OF CHANGES IN SHAREHOLDERS' DEFICIT
           FROM AUGUST 19, 1999 (DATE OF INCEPTION) TO MARCH 31, 2004
<TABLE>


                                                                        Paid
                                                Common Stock             In           Retained
                                          Shares           Amount       Capital        Deficit        Total
                                          -------         --------     ---------      ---------      -------
<S>                                      <C>              <C>         <C>             <C>            <C>


Balance at inception, August 19, 1999          -         $      -          $ -               -       $    -

Issuance of common stock                  20,000               20            -               -           20

Net Loss                                       -                -            -         (84,021)     (84,021)
                                         ---------       ----------     -------       ---------   ---------
Balance at December 31, 1999              20,000               20            -         (84,021)     (84,001)

Net loss                                       -                -            -        (230,879)    (230,879)
                                         ---------       ----------     -------       ---------   ---------
Balance at December 31, 2000              20,000               20            -        (314,900)    (314,880)

Net loss                                       -                -            -        (494,816)    (494,816)
                                         ---------       ----------     -------       ---------   ---------
Balance at December 31, 2001              20,000               20            -        (809,716)    (809,696)

Net loss                                       -                -            -        (384,590)    (384,590)
                                         ---------       ----------     -------       ---------   ---------
Balance at December 31, 2002              20,000               20            -      (1,194,306)  (1,194,286)

Reclassification of debt to equity        43,000               43    1,581,940               -    1,581,983

Net loss                                       -                -            -        (736,364)    (736,364)
                                         ---------       ----------     -------       ---------   ---------
Balance at December 31, 2003              63,000               63    1,581,940      (1,930,670)    (348,667)

Effect of issuance of common stock
  and recapitilization in reverse
  acquisition transaction             25,943,925           25,944     (25,944)              -            -

Net loss                                       -                -            -        (205,994)    (205,994)
                                      ---------       ----------       --------       --------    ---------
Balance at March 31, 2004             26,006,925         $ 26,007  $ 1,555,996    $ (2,136,664)  $ (554,661)
                                      =========        =========     ==========       ========    =========
</TABLE>

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

                                      F-4
<PAGE>

                        SKREEM ENTERTAINMENT CORPORATION
                         (A Development Stage Company)
                      CONSOLIDATED STATEMENTS OF CASH FLOWS
<TABLE>


                                                          Three                                                August 19, 1999
                                                       months ended       For the years ended December 31,   (Date of Inception) to
                                                      March 31, 2004      2003                  2002            March 31, 2004
<S>                                                <C>                  <C>                 <C>               <C>


CASH FLOWS FROM OPERATING ACTIVITIES

Net loss                                             $ (205,994)       $ (736,364)         $ (384,590)        $(2,136,664)
Adjustments to reconcile net loss to net cash
used in operating activities:
Depreciation expense                                      1,273             6,220             5,359                32,415
Impairment of loan receivable                                 -                 -                 -               130,000
Changes in operating assets and liabilities:
Decrease (Increase) in prepaid expenses                   4,408            (4,408)                -                    20
Increase in other assets                                      -           (19,920)                -               (19,920)
Increase in accounts payable
and accrued liabilities                                  22,580            11,307                 -                43,141
Increase in interest payable to affiliates                9,453            71,095            72,447               224,042
                                                       ---------         ---------         ---------           ----------
Total adjustments                                        37,714            64,294            77,806               409,698
Net cash used in operating activities                  (168,280)         (672,070)         (306,784)           (1,726,966)
                                                       ---------         ---------         ---------           ----------
CASH FLOWS FROM INVESTING  ACTIVITIES
Purchase of property and equipment                            -            (3,497)           (2,365)              (39,311)
Loan receivable                                               -                 -                 -              (130,000)
                                                       ---------         ---------         ---------           ----------
Net cash used by investing activities                         -            (3,497)           (2,365)             (169,311)
                                                       ---------         ---------         ---------           ----------
CASH FLOWS FROM FINANCING ACTIVITIES
Proceeds from notes payable to affiliates               156,591           687,000           305,500             1,949,191
Principal payments on notes payable to affiliates             -                 -                 -               (50,000)
                                                       ---------         ---------         ---------           ----------
Net cash provided by financing activities               156,591           687,000           305,500             1,899,191
                                                       ---------         ---------         ---------           ----------
Net increase (decrease) in cash and cash equivalents    (11,689)           11,433            (3,649)                2,914

CASH AND CASH EQUIVALENT AT BEGINING OF YEAR             14,603             3,170             6,819                     -
                                                       ---------         ---------         ---------           ----------
CASH AND CASH EQUIVALENT AT END OF YEAR                 $ 2,914          $ 14,603           $ 3,170               $ 2,914
                                                       =========         =========         =========           ==========

</TABLE>

                                      F-5
        The accompanying notes are an integral part of these consolidated
                              financial statements


<PAGE>
                        SKREEM ENTERTAINMENT CORPORATION
                          (A Development Stage Company)
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
--------------------------------------------------------------------------------


1.     NATURE OF OPERATIONS AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

Nature of the business and merger
Stanford Capital Corporation (Stanford) was incorporated under the laws of the
State of Delaware on June 11, 1992. During January 2004, Stanford acquired all
of the issued and outstanding shares of common stock of Skreem Entertainment
Corporation (Skreem) in exchange for 22,000,000 post reverse split shares of
common stock, par value $0.001 per share, to the holders of Skreem's common
stock. The transaction is considered a reverse merger and Skreem became a wholly
owned subsidiary of Stanford. Stanford and Skreem are collectively referred to
as "the Company". On March 16, 2004 the Company filed a Certificate of Amendment
with the Delaware Secretary of State changing the Company's name to Skreem
Entertainment Corporation and reverse splitting the Company's shares on a one
(1) for five (5) basis. The financial statements herein reflect the effect of
the reverse stock split. The proforma effects of the reverse merger are not
material to the consolidated financial statements.

Skreem is a development stage company that was incorporated in Nevada on August
19, 1999. Skreem was formed to promote, finance and manage artists and projects
in the music industry and is located in the State of Florida.

Basis of presentation and consolidation
The consolidated financial statements have been prepared in accordance with
accounting principles generally accepted in the United States of America. The
Company has elected to continue the fiscal year of the legal acquirer
(registrant). As the transaction is deemed a reverse merger, this gives rise to
the three month transition period ended March 31, 2004.

The consolidated financial statements include the financial statements of the
Company and its wholly owned subsidiary. All significant intercompany balances
and transactions, including intercompany profits and unrealized profits and
losses are eliminated on consolidation.

Cash and cash equivalents
Cash and cash equivalents consist of cash on hand and on deposit at a major
financial institution. The Company considers highly liquid investments with
original maturities of three months or less when purchased to be cash
equivalents.

Advances to Artists
The Company advances monies to artists upon the artist signing the "Exclusive
Recording Artist Agreement." An advance paid to an artist shall be reported as
an asset if the past performance and current popularity of the artist to whom
the advance is made provide a sound basis for estimating that the amount of the
advance will be recoverable from future royalties to be earned by the artist.
Any portion of advances that subsequently appear not to be fully recoverable
from future royalties to be earned by the artist shall be charged to expense
during the period in which the loss becomes evident.


                                   F-6
<PAGE>



1. NATURE OF OPERATIONS AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES -
Continued

Property and equipment
Property and equipment are stated at cost. Provisions for depreciation are
computed using the double-declining method based on the estimated useful lives
of the assets, generally five to seven years. Expenditures that increase the
value or extend the life of the asset are capitalized, while cost of maintenance
and repairs are expensed as incurred. Leasehold improvements are amortized on a
straight-line basis over the shorter of the useful life of the improvement or
the term of the lease. When assets are retired or otherwise disposed of, the
cost and related accumulated depreciation are removed from the accounts, and any
resulting gain or loss is recognized.

In accordance with Statement of Financial Accounting Standards (SFAS) No. 144,
"Accounting for the Impairment or Disposal of Long-lived Assets," the Company
examines the possibility of decrease in value of fixed assets when events or
changes in circumstances reflect the fact that their recorded value may not be
recoverable.

Record masters
A record master borne by the Company is reported as a cost of production when
the past performance and current popularity of the artist does not provide a
sound basis for estimating that the cost will be recovered from future sales.

Operating expenses
Operating expenses include music production costs, artist compensation costs,
and other operating expenses. The Company enters into production, promotion and
related consulting agreements in the ordinary course of business.

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

Income taxes
From inception of the Company through August 31, 2003, the Company had elected
to be taxed under Subchapter S of the Internal Revenue Code. As a result,
corporate income or loss passes through to the shareholder and therefore, no
provision for federal or state income taxes is recorded by the Company. On
August 31, 2003, the Company converted certain debt and accrued interest owed to
affiliates to equity. The affiliates were a corporation and a partnership which
made the Company ineligible to be taxed under subchapter S of the Internal
Revenue Code. Subsequent to August 31, 2003, the Company accounts for income tax
using Statements of Financial Accounting (SFAS) No. 109 "Accounting for Income
Taxes."

Recent accounting pronouncements
In January 2003, and as revised in December 2003, the Financial Accounting
Standards Board ("FASB") issued Interpretation No.46 ("FIN 46") "Consolidation
of Variable Interest Entities." Until this interpretation, a company generally
included another entity in its consolidated financial

                                      F-7

<PAGE>

1. NATURE OF OPERATIONS AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES -
Continued

statements only if it controlled the entity through voting interest. FIN 46
requires a variable interest entity, as defined, 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. Certain provisions of FIN 46 were deferred until the period
ending after March 15, 2004. The adoption of FIN 46 for provisions effective
during 2003 and 2004 did not have a material impact on the Company's financial
position, cash flows or results of operations.

In April 2003, the FASB issued SFAS No. 149, "Amendment of Statement 133 on
Derivative Instruments and Hedging Activities" ("SFAS 149"), which amends SFAS
133 for certain decisions made by the FASB Derivatives Implementation Group, In
Particular, SFAS 149: (1) clarifies under what circumstances a contract with an
initial net investment meets the characteristic of a derivative, (2) clarifies
when a derivative contains a financing component, (3) amends the definition of
an underlying to conform it to language used in FASB Interpretation No. 45
"Guarantor's Accounting and Disclosure Requirements for Guarantees, Including
Indirect Guarantees of Indebtedness of Others," and (4) amends certain other
existing pronouncements. This Statement is effective for contracts entered into
or modified after June 30, 2003, and for hedging relationships designated after
June 30, 2003. In addition, most provisions of SFAS 149 are to be applied
prospectively. The adoption of SFAS 149 did not have a material impact on the
Company's financial position, cash flows or results of operations.

In May 2003, the FASB issued SFAS No. 150, "Accounting for Certain Financial
Instruments with Characteristics of Both Liabilities and Equity" ("SFAS 150").
SFAS 150 changes the accounting for certain financial instruments that under
previous guidance issuers could account for as equity. It requires that those
instruments be classified as liabilities in balance sheets. The guidance in SFAS
150 is generally effective for all financial instruments entered into or
modified after May 31, 2003, and otherwise is effective on July 1, 2003. The
adoption of SFAS 150 did not have a material impact on the Company's financial
position, cash flows or results of operations.

Going Concern
The accompanying financial statements have been prepared on a going concern
basis, which contemplates the realization of assets and the satisfaction of
liabilities in the normal course of business. The Company sustained losses of
$205,994, $736,364, and $384,590 for the three months ended March 31, 2004, and
years ended December 31, 2003, and 2002 respectively. The Company had an
accumulated deficit of $2,136,664 at March 31, 2004. These factors raise
substantial doubt about the ability of the Company to continue as a going
concern for a reasonable period of time. The Company is highly dependent on its
ability to continue to obtain investment capital from an affiliate in order to
fund the current and planned operating levels. The financial statements do not
include any adjustments relating to the recoverability and classification of
recorded asset amounts or the amounts and classification of liabilities that
might be necessary should the Company be unable to continue as a going concern.
The Company's continuation as a going concern is dependent upon its ability to
continue receiving investment capital from an affiliate to complete promotion of
the Company's artists, continue production of music and achieve a level of
success that will enable it to sustain its operations. No assurance can be given
that the Company will be successful in these efforts.

                                      F-8
<PAGE>


2.     PROPERTY AND EQUIPMENT

Property and equipment is comprised of the following at March 31, 2004:

      Furniture                        $18,161
      Music equipment                   17,164
                                        --------
                                         35,325
     Less: accumulated depreciation     (28,430)
                                       $  6,895
                                        ========


Depreciation expense was $1,273, $6,220, and $5,359 for the three months ended
March 31, 2004 and for the years ended December 31, 2003 and 2002, respectively.


3.     DEPOSITS

At March 31, 2004, the Company had deposits of $15,366 for the rental of a
vehicle and $4,554 for the rental of housing for the Artists and Manager of "3rd
Wish" .


4.     INCOME TAXES

From inception of the Company through August 31, 2003, the Company had elected
to be taxed under Subchapter S of the Internal Revenue Code. As a result,
corporate income or loss passes through to the shareholder and therefore, no
provision for federal or state income taxes is recorded by the Company. On
August 31, 2003, the Company converted certain debt and accrued interest owed to
affiliates to equity. The affiliates were a corporation and a partnership which
made the Company ineligible to be taxed under subchapter S of the Internal
Revenue Code. Subsequent to August 31, 2003, the Company accounts for income tax
using Statements of Financial Accounting (SFAS) No. 109 "Accounting for Income
Taxes."

The following table sets forth a reconciliation of federal income tax for the
three months ended March 31, 2004:



        Loss before income taxes        $ (205,994)
                                         ==========
        Income tax benefit computed
        at statutory rates                 (70,038)
        Valuation allowance                 69,322
        Permanent differences, nondeductible
        expenses                               716
                                         ----------
        Tax benefit                     $        -
                                         ==========

                                      F-9

<PAGE>


4.     INCOME TAXES - Continued

As of March 31, 2004, the Company has net operating loss carryforwards of
approximately $448,623. The carryforwards begin to expire in the year 2023. The
Company's net operating loss carry forwards may be subject to annual
limitations, which could reduce or defer the utilization of the losses as a
result of an ownership change as defined in section 382 of the Internal Revenue
Code. The tax effects of the temporary differences between reportable financial
statement income and taxable income are recognized as a deferred tax asset and
liability.

Significant components of the deferred tax assets are set out below along with a
valuation allowance to reduce the net deferred tax asset to zero. In order to
comply with generally accepted accounting principles, management has decided to
establish the valuation allowance because of the potential that the tax benefits
underlying deferred tax asset may not be realized. Significant components of the
Company's deferred tax asset at March 31, 2004 are as follows:

Deferred tax assets                                  2003
                                                   -------
Net operating loss carry forwards               $ (152,531)
Less: valuation allowance                          152,531
                                                 -----------
Net deferred tax assets                         $         -
                                                 ===========

5.     NOTES PAYABLE TO AFFILIATES

Notes payable to affiliates consist of the following at March 31, 2004:


         Notes payable upon demand to Martin Consultants, Inc.,
             secured by the assets of the
             Company, interest at 8% per annum                       $ 486,000

         Note payable upon demand to JT Investments, Ltd.,
             unsecured, interest at 8% per annum                         39,592
                                                                      ---------

                                                                     $  525,592
                                                                      =========

The  Company's  Board  of  Directors  held a  meeting  on  August  30,  2003 and
unanimously  approved a proposal received from Martin  Consultants,  Inc. and JT
Investments,  Ltd.,  affiliates of the Company,  to convert the debt and accrued
interest  owed  by the  Company  to  equity.  Martin  Consultants,  Inc.  and JT
Investments, Ltd. are 100% and 50%, respectively owned by a major shareholder of
the Company.  The notes payable and related  accrued  interest of $1,373,600 and
$208,383, respectively were reclassified to equity on August 31, 2003 and Martin
Consultants, Inc. was issued 43,000 shares (pre-merger) of common stock.

                                      F-10

<PAGE>


6.     RELATED PARTY TRANSACTIONS

     Accounts payable due to an affiliate consisted of $9,254 for health
insurance as of March 31, 2004. Additionally, notes payable due to affiliates as
of March 31, 2004 are presented at Note 5.

The  Company  promotes  an  artist  who  is  the  son  of  the  Company's  major
shareholder.  Total advances to the son are  approximately  $141,000 as of March
31, 2004.


7.     OPERATING LEASES

The Company leases a vehicle and housing for the Artists and Manager of "3rd
Wish" in Germany. Total rent expense was $13,205 and $42,637 for the three
months ended March 31, 2004 and for the year ended December 31, 2003
respectively. There was no rent expense for the year ended December 31, 2002.

Future minimum noncancelable lease payments to be made in each of the years
indicated at March 31, 2004 are as follows:

                  2005                  $53,708
                  2006                   12,739
                                        ---------
                                        $66,447
                                        =========
8.     NU-SOL AGREEMENT AND IMPAIRMENT

During May 2000, the Company entered into a financing agreement with Nu-Sol
Productions, Inc. (N U-SOL). The purpose of the agreement shall be for NU-SOL to
produce, manufacture, market, and commercially exploit the first LP by Precious
Francis "Precious" entitled "Big Girls Don't Cry" and singles derived therefrom
(the Property) and the Company funding the costs and expenses of $130,000 with
respect to the production, manufacturing, marketing, and exploitation of the
Property. All net revenues shall be distributed first to the Company until the
Company recoups 100% of the $130,000 advanced plus an additional $39,000, and
thereafter 30% of all net revenues derived. The Company had originally recorded
the advance to NU-SOL as a loan receivable and during 2001, the Company deemed
the amount advanced uncollectible and recorded an impairment charge.


9.     COMMITMENTS

On July 26, 2002, the Company entered into a Music Publishing Agreement, a
Personal Management Agreement and an Exclusive Artist Recording Agreement with
the Artists of "3rd Wish."

Additionally, on July 14, 2003, the Company entered into an Exclusive Artist
Recording Agreement with Precious Dawn Francis.

                                      F-11


<PAGE>

10.    SUPPLEMENTAL DISCLOSURES OF CASH FLOW INFORMATION

No cash was paid during the three months ended March 31, 2004 and for the years
ended December 31, 2003 and 2002 for interest or income taxes.

Non-cash financing transactions:

       A reclassification of notes payable and accrued interest to equity of
       $1,581,983 was approved by the Board of Directors during 2003 and is
       presented at Note 5.


11.    CONCENTRATIONS OF RISK

The Company is economically dependent on an affiliate owned by the Company's
major shareholder.

The Company is dependent on the success of the Artists. The talent would be
difficult to replace.


12.    COMPARATIVE FINANCIAL INFORMATION

The  comparative  statements of operations  for the three months ended March 31,
2004 and 2003 are as follows:

                                           Three Months ended March
                                           2004                2003

Revenues                                $      -            $  200
Expenses
Operating expenses                      (149,470)           (83,653)
General and administrative expenses      (26,186)            (4,304)
Salaries and benefits                    (20,885)           (27,882)

Loss from operations                    (196,541)          (115,639)

Interest expense                          (9,453)           (22,746)

Net Loss                               $(205,994)         $(138,385)
                                       ==========        ==========

Basic and Diluted Loss
per share                                $ (0.01)          $ (0.02)
                                        ========          ========

Basic and Diluted Weighted Average
shares outstanding                    24,723,180         7,000,000 (1)
                                      ===========        =========

(1)  Number of shares  outstanding to reflect  reverse merger and for comparison
     purposes only.

                                      F-12

<PAGE>



                        SKREEM ENTERTAINMENT CORPORATION
                          (A Development Stage Company)
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
--------------------------------------------------------------------------------


13.    CAPITAL STOCK

The  authorized  capital  stock  of the  Company  consists  of  Preferred  Stock
(1,000,000  shares) and Common  Stock  (50,000,000  shares)  with a par value of
$0.001  each.  The Board of  Directors  is  authorized,  subject to  limitations
prescribed  by law, to provide  for the  issuance  of the  authorized  shares of
preferred  stock  in  series,  and  by  filing  a  certificate  pursuant  to the
applicable  law of the  State of  Delaware  to  establish  from time to time the
number of shares to be  included  in each such  series  and the  qualifications,
limitations or restrictions  thereof. At March 31, 2004, there were no preferred
shares issued and  outstanding,  and there were 26,006,925  common shares issued
and outstanding.


14.    SUBSEQUENT EVENTS

Private  Placement  Memorandum

The Company has offered a Private Placement  Memorandum ("PPM") which offers for
sale a maximum  of  3,000,000  and a minimum of  1,000,000  shares of its common
stock,  $.001 par value at $.50 per  share  ("the  Offering").  The  shares  are
offered on a "best efforts" basis. The Offering will be made in reliance upon an
exemption  from  registration  under the  federal  securities  laws  provided by
Regulation  D as  promulgated  by the  United  States  Securities  and  Exchange
Commission ("SEC"). The Offering will terminate upon the earlier of (i) the sale
of the 3,000,000  shares or (ii) May 31, 2004 unless extended by the Company for
sixty  days.  The Company has issued  553,656  shares with  proceeds of $276,828
through July 21,2004.

Distribution and Service Agreement

During May 2004, the Company  entered into a 5.5 year  Distribution  and Service
Agreement with Cheyenne Records GmbH  (Cheyenne).  The agreement grants Cheyenne
certain  exclusive  rights  to  distribute  and sell  recordings.  In  addition,
Cheyenne will perform certain services in accordance with the agreement.

Music Video Production Agreement

During May 2004,  the Company  entered into a Music Video  Production  Agreement
with 1171 Production Group (Production Company). Production Company will produce
a music video  embodying the  performance by "3rd Wish".  In  consideration  for
services rendered by Production Company, the Company agrees to pay $100,000 upon
the terms and  conditions  set forth in the  agreement.  In connection  with the
music  video,  the  Company  has agreed to pay  $40,000 to a third party for the
performance of "Baby Bash" in the music video.
<PAGE>

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

     The Company has had no disagreements  with its certified public  accoutants
with respect to accounting practices or procedures or financial disclosure.  The
Company did however change its certifying accountants from David T. Thomsom P.C.
to Thomas Leger & Co. LLP.

(i)  On March 3, 2004, the Registrant  dismissed  David T. Thomson,  PC from its
     position as the Company's independent accountants.

(ii) The audit report of David T. Thomson,  PC, on April 10, 2003,  for the year
     ended March 31, 2002 contained no adverse opinion, disclaimer of opinion or
     modification of the opinion.

(iii)The  Registrant's  Board of  Directors  participated  in and  approved  the
     decision to change independent accountants.

(iv) In  connection  with its  audit  for the most  recent  fiscal  year and the
     interim   period  until  the  date  of  dismissal  ,  there  have  been  no
     disagreements  with  David  T.  Thomson,  PC on any  matter  of  accounting
     principle or practice, financial statement disclosure, or auditing scope or
     procedure,  which disagreement if not resolved to the satisfaction of David
     T. Thomson,  PC would have caused them to make  reference  thereto in their
     report on the financial statements.

(v)  During the most recent fiscal year and the interim period until the date of
     dismissal , there have been no reportable  events (as defined in Regulation
     S-K Item 304 (a)(1)(v)).

(vi) The Registrant requested that David T. Thomson, PC furnish it with a letter
     addressed  to the SEC  stating  whether  or not it  agrees  with the  above
     statements.

(b)  New independent accountants

     On May 3, 2004,  the  Registrant  engaged Thomas Leger & Co. LLP to
audit its financial statements for the year ended March 31, 2003. During the two
most recent  fiscal years and through  March31,  2003,  the  Registrant  has not
consulted  with  Thomas  Leger  & Co.  LLP  regarding  (i)  the  application  of
accounting principles to a specified  transaction,  either completed or proposed
or the  type of  audit  opinion  that  might  be  rendered  on the  Registrant's
financial  statements,  and no written report or oral advise was provided to the
Registrant by concluding  there was an important  factor to be considered by the
Registrant  in reaching a decision as to an  accounting,  auditing or  financial
reporting  issue;  or  (ii)  any  matter  that  was  either  the  subject  of  a
disagreement,  as that term is defined in item 304  (a)(1)(iv) of Regulation S-K
and the related  instructions  to Item 304 of  Regulation  S-K, or a  reportable
event, as that term is defined in Item 304 (a)(1)(v) of Regulation S-K.

                                       15
<PAGE>

Item 8A.    Controls and Procedures

(a) Evaluation of disclosure controls and procedures. Our chief executive
officer and our chief financial officer, after evaluating the effectiveness of
the Company's "disclosure controls and procedures" (as defined in the Securiteis
Exchange Act of 1934 Rule 13a-14(c) and 15-d-14(c) as of a date (the "Evaluation
Date") within 90 days before the filling date of this quarterly report, have
concluded that as of the Evaluation Date, our disclosure controls and procedures
were adequate and designed to ensure that material information relating to us
and our consolidated subsidiaries would be made known to them by others within
those entities.

(c) Changes in internal controls. There were no significant changes in our
internal controls or to our knowlege, in other factors that could significantly
affect our disclosure controls and procedures subsequent to the Evaluation Date.

Item 8B.    Other Information

None
                                       16
<PAGE>

                                    PART III

ITEM 9.DIRECTORS AND EXECUTIVE OFFICERS OF THE REGISTRANT

Information Regarding Present Directors and Executive Officers

     The  following  table sets forth as of June 30, 2004,  the name,  age, and
position of each  executive  officer and director and the term of office of each
director of the Company.

     Name               Age         Title             Director or Officer Since
    ------             -----       -------            -------------------------
Charles Camorata        50      President, Chief Executive
                                Officer and Director            01-31-04
Tony Harrison           41      Vice President and Director     01-31-04
Karen Pollino           53      Secretary / Treasurer
                                and Director                    01-31-04

        The following is the business background of each officer and director.

     Charles  Camorata.  Mr.  Camorata was a founder of and has been employed by
Skreem  Entertainment  Corporation  since  August 1999 and was  appointed  Chief
Executive  Officer  and  director  of the  Company on  January  31,  2004.  From
1980-1999 he was the owner and president of Camorata Productions, Inc. an entity
which composed, arranged and produced music as well as designed audio and visual
systems for theme parks and recording studios.  He has composed and published 35
musical arrangements.

     Tony Harrison.  Mr.  Harrison  joined Skreem  Entertainment  Corporation in
August 2003 and was  appointed  Vice  President  and  director of the Company on
January 31,  2004.  Since 1996 he has  operated a recording  studio just outside
Cologne  Germany and produces  records in Europe  under the "Captain  Hollywood"
label.

     Karen  Pollino.  Ms.  Pollino  joined Skreem  Entertainment  Corporation in
August 1999 and was  appointed  Secretary/Treasurer  and director of the Company
January  31,  2004.  From  1997 to 1999,  Ms.  Pollino  was  employed  by Martin
Consultants, Inc. as Secretary/Treasurer.  From 1990 to 1997 she was employed by
Sorex  Medical  of Salt Lake  City  where she had  oversight  responsibility  of
purchasing and customer service.

     Except as indicated below, to the knowledge of management,  during the past
five years, no present or former director, or executive officer of the Company:

(1)  filed a petition under the federal  bankruptcy laws or any state insolvency
     law,  nor had a receiver,  fiscal agent or similar  officer  appointed by a
     court for the business or property of such person,  or any  partnership  in
     which he was a general  partner at or within  two years  before the time of
     such filing, or any corporation or business  association of which he was an
     executive officer at or within two years before the time of such filing;

(2)  was  convicted  in a  criminal  proceedinig  or named  subject of a pending
     criminal   proceeding   (excluding   traffic  violations  and  other  minor
     defenses);

(3)  was the  subject  of any  order,  judgement  or  decree,  not  subsequently
     reversed,  suspended or vacated,  of any court of  competent  jurisdiction,
     permanently or temporarily  enjoining him from or otherwise  limiting,  the
     following activities:

     (i)  acting as a future commission merchant,  introducing broker, commodity
          trading  advisor,  commodity  pool  operator,  floor broker,  leverage
          transaction merchant, associated person of any of the foregoing, or as
          an investment advisor, underwriter, broker or dealer in securities, or
          as an affilate person,  director or employee of any investment company
          or engaging  in or  continuing  any conduct or practice in  connection
          with such activity;

                                       17
<PAGE>

     (ii) engaging in any type of business practice; or

     (iii)engaging in any activity in  connection  with the purchased or sale of
          any  security or  commodity  or in  connection  with any  violation of
          federal or state securities laws or federal commodities laws;

(4)  was the  subject  of any order,  judgement,  or  decree,  not  subsequently
     reversed, suspended, or vacated, of any federal or state authority barring,
     suspending,  or other wise limiting for more than 60 days the right of such
     person to engage in any activity  described above under this Item, or to be
     associated with persons engaged in any such activity;

(5)  was found by a court of competent  jurisdiction in a civil action or by the
     Securities  and Exchange  Commission  to have violated any federal or state
     securities  law,  and the  judgement in such civil action or finding by the
     Securities  and Exchange  Commission  has not been  subsequently  reversed,
     suspended, or vacated.

(6)  was found by a court of competent  jurisdiction in a civil action or by the
     Commodity   Futures  Trading   Commission  to  have  violated  any  federal
     commodities  law,  and the  judgemet in such civil action or finding by the
     Commodity Futures Trading  Commission has not been  subsequently  reversed,
     suspended or vacated.

ITEM 10. EXECUTIVE COMPENSATION

     The following tables set forth certain summary  information  concerning the
compensation  paid or accrued  for each of the  Company's  last three  completed
fiscal years to the  Company's or its  principal  subsidiaries  chief  executive
officer and each of its other executive  officers that received  compensation in
excess of $100,000  during such period (as determined at March 31, 2003, the end
of the Company's last completed fiscal year):

 Name                   Year          Compensation
-------                -------       --------------
Kevin Monson             2001             None
Kevin Monson             2002             None
Kevin Monson *           2003             None

*  Resigned on January 31, 2004

Cash Compensation

     There was no cash compensation paid to any director or executive officer of
the Company during the fiscal years ended March 31, 2003, 2002, and 2001.
                                       18
<PAGE>


Bonuses and Deferred Compensation

None.

Compensation Pursuant to Plans.

None.

Pension Table

None.

Other Compensation

None.

Compensation of Directors.

None.

Termination of Employment and Change of Control Arrangement

     There are no compensatory  plans or arrangements,  including payments to be
received from the Company, with respect to any person named in Cash Compensation
set out above which in any way result in payments to any such person  because of
his resignation,  retirement,  or other terminatioon of such person's employment
with the Company or its  subsidiaries,  or any change in control of the Company,
or change in the  person's  responsibilities  following a changing in control of
the Company.

ITEM 11. SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT

     The following table sets forth, as of July 31, 2004 the name and the number
of shares of the  Company's  Common  Stock,  par value $.001 per share,  held of
record or  beneficially  by each person who held of record,  or was known by the
Company  to own  beneficially  ,  more  than  5% of the  26,006,925  issued  and
outstanding shares of the Company's Common Stock, and the name and shareholdings
of each director and of all officers and directors as a group.

Title of          Name of                   Amount and Nature         Percentage
Class          Beneficial Owner         of Beneficial Ownership (1)    of Class
---------     ------------------        ----------------------------  ----------


OFFICERS, DIRECTORS AND FIVE PERCENT SHAREHOLDERS

Common          Charles Camorata        200,000                          0.8%

Common          Tony Harrison           200,000                          0.8%

Common          Karen Pollino           100,000                          0.4%

Common          Jeffrey Martin (1)      21,350,000                      82.1%

Common          Kevin Monson            3,505,925                       13.5%

                All officers and
                Directors as a Group
                (3) persons             500,000                          1.9%

(1) Includes shares
owned by Martin Consultants, Inc.

<PAGE>


ITEM 12.CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS

Notes payable to affiliates consist of the following at March 31, 2004:


         Notes payable upon demand to Martin Consultants, Inc.,
             secured by the assets of the
             Company, interest at 8% per annum                       $ 486,000

         Note payable upon demand to JT Investments, Ltd.,
             unsecured, interest at 8% per annum                         39,592
                                                                      ---------

                                                                     $  525,592


The  Company's  Board  of  Directors  held a  meeting  on  August  30,  2003 and
unanimously  approved a proposal received from Martin  Consultants,  Inc. and JT
Investments,  Ltd.,  affiliates of the Company,  to convert the debt and accrued
interest  owed  by the  Company  to  equity.  Martin  Consultants,  Inc.  and JT
Investments, Ltd. are 100% and 50%, respectively owned by a major shareholder of
the Company.  The notes payable and related  accrued  interest of $1,373,600 and
$208,383, respectively were reclassified to equity on August 31, 2003 and Martin
Consultants, Inc. was issued 43,000 shares (pre-merger) of common stock.

Accounts payable due to an affiliate consisted of $9,254 for health
insurance as of March 31, 2004. Additionally, notes payable due to affiliates as
of March 31, 2004 are presented at Note 5.

The  Company  promotes  an  artist  who  is  the  son  of  the  Company's  major
shareholder.  Total advances to the son are  approximately  $141,000 as of March
31, 2004.


TRANSACTIONS WITH PROMOTERS

     There have been no  transactions  between the Company and promoters  during
the last fiscal year.

ITEM 13. EXHIBITS AND REPORTS ON FORM 8-K

     None

ITEM 14.  PRINCIPAL ACCOUNTANTS FEES AND SERVICES

                                          2004           2003
Audit Fees (1)                          $17,792       $ 5,562

Audit Related Fees(2)                    36,668             -

Tax Fees                                      -             -

All Other Fees                          ----------  ---------

Total                                  $ 54,460      $  5,562
                                        ==========  =========

(1)  Audit  fees  consist  of  fees  billed  for  the  audit  of  the  Company's
     consolidated  financial  statements and review of the interim  consolidated
     financial statements.

(2)  Audit  related  fees  consist  of fees  billed  for  the  audit  of  Skreem
     Entertainment   Corporation's   prior  years  financial   statements  since
     inception  and  related   business   acquisition  and  review  of  proforma
     information on Form 8-K and accounting research.

<PAGE>

                                   SIGNATURES

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

                                  SKREEM ENTERTAINMENT CORPORATION



Date: August 12, 2004              By /s/ Charles Camorata
                                    ----------------------------------
                                  Charles Camorata, Principal Executive Officer

Date: August 12, 2004              By /s/ Karen Pollino
                                  ----------------------------------
                                  Karen Pollino, Chief Financial Officer

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


       Name                           Title                          Date
      -------                        --------                      --------

/s/ Charles Camorata
 Charles Camorata               Principal Executive Officer     June 2, 2004

/s/ Karen Pollino
 Karen Pollino                  Chief Financial Officer         June 2, 2004

/s/ Tony Harrison
 Tony Harrison                  Vice President & Director       June 2, 2004



<PAGE>

                                 CERTIFICATIONS

I, Charles Camorata, certify that:

1. I have reviewed this annual report on Form 10-KSB of Skreem Entertainment
Corporation;

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

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

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

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

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

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

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

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

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

6. The registrant's other certifying officers and I have indicated in this
annual report whether or not there were significant changes in internal controls
or in other factors that could significantly affect internal controls subsequent
to the date of our most recent evaluation, including any corrective actions with
regard to significant deficiencies and material weaknesses.





Dated: August 12, 2004

By: /s/ Charles Camorata
------------------------
Charles Camorata
Chief Executive Officer

                                       22
<PAGE>

I, Karen Pollino , certify that:


1. I have reviewed this annual report on Form 10-KSB of Skreem Entertainment
Corporation;

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

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

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

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

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

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

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

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

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

6. The registrant's other certifying officers and I have indicated in this
annual report whether or not there were significant changes in internal controls
or in other factors that could significantly affect internal controls subsequent
to the date of our most recent evaluation, including any corrective actions with
regard to significant deficiencies and material weaknesses.

Dated: August 12, 2004

By: /s/ Karen Pollino
-----------------------
Karen Pollino
Chief Financial Officer

                                       23
<PAGE>

 CERTIFICATION OF CHIEF EXECUTIVE OFFICER AND CHIEF FINANCIAL OFFICER PURSUANT
               TO 18 U.S.C. SECTION 1350, AS ADOPTED PURSUANT TO
                 SECTION 906 OF TEHE SARBANES-OXLEY ACT OF 2002



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

I, Charles  Camorata,  certify,  pursuant to 18 U.S.C.  Section 1350, as adopted
pursuant  to  Section  906 of the  Sarbanes-Oxley  Act of 2002,  that the Annual
Report of Skreem Entertainment  Corporation;  on Form 10-KSB for the fiscal year
ended March 31, 2004 fully  complies with the  requirements  of Section 13(a) or
15(d) of the Securities  Exchange Act of 1934 and that information  contained in
such  Form  10-KSB  fairly  presents  in all  material  respects  the  financial
condition and results of operations of Skreem Entertainment Corporation.



By: /s/ Charles Camorata
----------------------------

Name: Charles Camorata

Title: Chief Executive Officer

August 12, 2004

                                       24

<PAGE>


 CERTIFICATION OF CHIEF EXECUTIVE OFFICER AND CHIEF FINANCIAL OFFICER PURSUANT
               TO 18 U.S.C. SECTION 1350, AS ADOPTED PURSUANT TO
                 SECTION 906 OF TEHE SARBANES-OXLEY ACT OF 2002


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

I,  Karen  Polino,  certify,  pursuant  to 18 U.S.C.  Section  1350,  as adopted
pursuant  to  Section  906 of the  Sarbanes-Oxley  Act of 2002,  that the Annual
Report of Skreem Entertainment  Corporation;  on Form 10-KSB for the fiscal year
ended March 31, 2004 fully  complies with the  requirements  of Section 13(a) or
15(d) of the Securities  Exchange Act of 1934 and that information  contained in
such  Form  10-KSB  fairly  presents  in all  material  respects  the  financial
condition and results of operations of Skreem Entertainment Corporation.



By: /s/ Karen Pollino
------------------------------
Name: Karen Pollino

Title: Chief Financial Officer

August 12,  2004


                                       25