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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C.

**FORM 10KSB**

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

For the fiscal year ended **September 30, 2002**

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







Securities registered pursuant to Section 12(b) of the Act: **NONE**Securities registered pursuant to Section 12(g) of the Act: **NONE**

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

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

Revenue for the year ended September 30, 2002:$0

As of July 1, 2003 it is unclear as to the aggregate market value of the voting stock held by
nonaffiliates of the
Registrant.  This is due to the low or almost nonexisting trading of the Registrant's Securities.

As of July 1, 2003 the number of shares outstanding of the Registrant's Common Stock was 9,820,544.

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**ITEM 1.  DESCRIPTION OF BUSINESS**

Cardiff Communications, Inc.,  ("the Company") was organized in December 1906 in the State of Utah under the
name Cardiff Mining & Milling Company.  During the 60's the Company changed its name to Cardiff Industries, Inc. and
sold its mining operations.  During the next decade the Company focused its operations on the television and radio industry.
Subsequently, the name was changed to Cardiff Communications in 1980 and later changed it's domicile to the state of
Nevada.  The Company has had no operations in the last 10 years.

`The board of directors feel that the Company does not meet the criteria of a development stage company (as
defined in SFAS 7 "Accounting and Reporting by Development Stage Enterprises") primarily because it is not currently
producing or marketing a product or service. However, the Company is currently seeking a business opportunity to merge
with or acquire, but to date has not located any such business opportunities.

	In seeking a business opportunity to merge with or acquire, management is reviewing various business plans.
Management has not limited their review of plans or exploration of acquisitions to any particular industry or service sector.
Though there appears to be a large number of companies seeking to merge with an existing public company, the management
has not yet identified a business to complete such a transaction with and the Company has not entered into any binding
agreements for an acquisition or merger. There is no assurance that the Company will be successful in finding any business
opportunity to merge with or acquire.`

**ITEM 2.  DESCRIPTION OF PROPERTY**

The Company currently maintains its corporate presence from the office of the Company's legal counsel and pays
no rent or expenses.

**ITEM 3.  LEGAL PROCEEDINGS**

None

**ITEM 4.  SUBMISSION OF MATTERS TO A VOTE OF SECURITIES HOLDERS**

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**ITEM 5.  MARKET PRICE FOR REGISTRANT'S COMMON EQUITY AND**
**RELATED STOCKHOLDER MATTERS**

The Company is not currently trading in any public markets and has not been able to obtain any reliable
trading history for the period reported.   As of July 1, 2003, the Company had approximately 1,165 shareholders
of record.

The Company has not declared any cash dividends on its Common Stock in the last thirty years and its
Board of Directors has no present intention of declaring any dividends.  For the foreseeable future, the Company
intends to retain all earnings, if any, for use in the development and expansion of its business.

**Item 6.  MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION**
**AND RESULTS OF OPERATIONS**

**Financial Condition**

The Company had no revenue during the year ended September 30, 2002.  The total accumulated deficit was
$43,998, as compared $21,461 at September 30, 2001. The Company has no operating capital for future operations.

**Liquidity and Capital Resources**

The Company has minimal liquid assets and is currently in the process of looking for business opportunities
to merge with or acquire.  At minimum, the Company will need to raise additional capital through private funding
to meet the financial needs of being a reporting company.  Historically, the Company has been successful in raising
operational capital.  There is no guarantee that the Company will be successful in obtaining necessary funding to
develop any business opportunities.

**Results of Operations**

The Company reported a net loss of $22,537 for the year ended September 30, 2002, compared to a net loss
of $16,895 for the previous year.  The Company anticipates very little or no overhead from future operations until
a successor business can be acquired or merged.

**ITEM 7.  FINANCIAL STATEMENTS**

(a)(1)	The following financial statements of the Company and its subsidiaries have been filed as part of this report.

Independent Auditors' Report

Balance Sheets as of September 30, 2002.

Statements of Operations for the years ended September 30, 2002 and September 30, 2001.

Statement of Stockholders' Equity for the period from October 1, 2000 to September 30, 2002.

Statement of Cash Flows for the years ended September 30, 2002 and September 30, 2001.

Notes to Financial Statements.

(2)	Schedules are omitted because of the absence of conditions under which they are required or because the
required information is given in the financial statements or notes thereto.

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Stockholders and Directors
Cardiff Communications, Inc.
Salt Lake City, Utah

We have audited the accompanying balance sheet of Cardiff Communications, Inc., as of September
30, 2002 and 2001, and the related statements of operations, stockholders' equity, and cash flows for
the years then ended.  These financial statements are the responsibility of the company's
management.  Our responsibility is to express and opinion on these financial statements based on
our audit.

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

In our opinion, the financial statements referred to above present fairly, in all material respects, the
financial position of Cardiff Communications, Inc., at September 30, 2002 and 2001, and the results
of its operations and cash flows for the years then ended in conformity with generally accepted
accounting principles, in the United States of America.

The accompanying financial statements have been prepared assuming that the Company will
continue as a going concern.  As discussed in Note 6, the Company's recurring operating losses and
lack of working capital raise substantial doubt about its ability to continue as a going concern.
Management's plans in regard to those matters are also described in Note 6.  The financial statements
do not include any adjustments that might result from the outcome of this uncertainty.

Salt Lake City, UT
January 13, 2003

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**Cardiff Communications, Inc.**Balance Sheet

|**Assets**                                                                                                                           
|-------------------------------------------------------------------------------------------------------------------------------------
|                                                                                                                                     
|Current Assets                                                                                                                       
|Cash                                                                                                                                 
|Interest receivable                                                                                                                  
|Total Current Assets                                                                                                                 
|                                                                                                                                     
|**Liabilities and Stockholders' Equity**                                                                                             
|Current Liabilities                                                                                                                  
|Accounts Payable                                                                                                                     
|Interest Payable                                                                                                                     
|Note Payable (Note 5)                                                                                                                
|Total Current Liabilities                                                                                                            
|Stockholders' Equity (Deficit)                                                                                                       
|Common Stock 10,000,000 Shares Authorized 

at $.001 Par Value; 9,820,544 and 6,800,544

Shares Issued  and Outstanding, Respectively
|Capital in Excess of Par Value                                                                                                       
|Retained Deficit                                                                                                                     
|Less Subscriptions Receivable (Note 7)                                                                                               
|Total Stockholders' Equity (Deficit)                                                                                                 
|Total Liabilities & Stockholders' Equity (Deficit)                                                                                   

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**Cardiff Communications, Inc.**Statements of Operations

|                                    | September 30,

2002 | September 30,2001
|----------------------------------- | ------------------- | -----------------
|Revenue                             | $                   | $                
|Expenses                            |                     |                  
|General & Administrative            | 18,894              | 17,645           
|Total Operating Expenses            | 18,894              | 17,645           
|Net (Loss)                          | **(18,894)**        | **(17,645)**     
|Other Income (Expenses)             |                     |                  
|Interest Income                     |                     | 3,800            
|Interest (Expense)                  | (3,643)             | 3,000            
|Total Other Income (Expenses)       | (3,643)             | 800              
|Net Income (Loss)  Before Taxes     | (22,537)            | (16,845)         
|Taxes (Note 3)                      |                     | 50               
|Net Income (Loss)                   | $       (22,537)    | $    (16,895)    
|Loss per Common Share (Note 7)      | $                   | $                
|Weighted Average Outstanding Shares | 6,833,969           | 6,800,544        

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**Cardiff Communications, Inc.**Statements of Stockholders' Equity
October 1, 2000 through September 30, 2002

|                                           | Common

Shares | Common    Stock | Capital In
Excess ofPar Value | RetainedDeficit
|------------------------------------------ | -------------- | --------------- | ----------------------------- | ---------------
|Balance, October 1, 2000                   | 6,800,544      | 6,801           | 9,199                         | (4,566)        
|Loss for the Year Ended
September 30, 2001 |                |                 |                               | (16,895)       
|Balance, September 30, 2001                | 6,800,544      | 6,801           | 9,199                         | (21,461)       
|Shares Issued for Cash

at $.001 Per Share | 20,000         | 20              | 180                           |                

|Shares Canceled                                | (1,900,000) | (1,900) | (74,100)   |          
|---------------------------------------------- | ----------- | ------- | ---------- | ---------
|Shares Issued for Services

at $.001 Per Share | 4,900,000   | 4,900   |            |          
|Loss for the Year Ended
September 30, 2002     |             |         |            | (22,537) 
|Balance, September 30, 2002                    | 9,820,544   | $9,821  | $ (64,721) | $(43,998)

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**Cardiff Communications, Inc.**

|                                           | September 30,2002 | September 30,2001
|------------------------------------------ | ----------------- | -----------------
|Cash Flows from Operating Activities       |                   |                  
|Net Income (Loss)                          | $       (22,537)  | $       (16,895) 
|Changes in Operating Assets & Liabilities; |                   |                  
|Stock Issued for Services                  | 4,900             |                  
|(Increase) Decrease in Interest Receivable | 8,234             | (3,800)          
|Increase in Accounts Payable               | (11,314)          | 17,695           
|Increase in Interest Payable               | 3,643             | 3,000            
|                                           |                   |                  
|Net Cash (Used) by Operating Activities    | (17,074)          |                  
|                                           |                   |                  
|Cash Flows from Investing Activities       |                   |                  
|                                           |                   |                  
|Cash Flows from Financing Activities       |                   |                  
|                                           |                   |                  
|Issuance of Stock for Cash                 | 200               |                  
|Proceeds from Notes Payable                | 17,074            |                  
|                                           |                   |                  
|Net Cash Provided by Financing Activities  | 17,274            |                  
|Increase (Decrease) in Cash                | 200               |                  
|Cash, Beginning of Year                    |                   |                  
|Cash, End of Year                          | $             200 | $                
|Supplemental Cash Disclosure               |                   |                  
|Interest                                   | $                 | $                
|Taxes                                      |                   |                  

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**Cardiff Communications, Inc.**Notes to the Financial Statements
September 30, 2002

The Company was organized on December 8, 1906 in the State of Utah under the name of "Cardiff
Industries."  Subsequently, the name was changed to "Cardiff Communications, Inc.".   During 2001,
the Company changed its domicile to the State of Nevada.  The Company's management anticipates
merging with an as yet unidentified ongoing business in the future.

**NOTE 2  Significant Accounting Policies**

A.	The Company uses the accrual method of accounting.

B.	Revenues and directly related expenses are recognized in the period when the goods are
shipped to the customer.

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

D. Basic Earnings Per Shares are computed by dividing income available to common
stockholders by the weighted average number of common shares outstanding during the
period.  Diluted Earnings Per Share shall be computed by including contingently issuable
shares with the weighted average shares outstanding during the period.  When inclusion of
the contingently issuable shares would have an antidilutive effect upon earnings per share no
diluted earnings per share shall be presented.

E. Estimates:   The preparation of the financial statements in conformity with generally accepted
accounting principles requires management to make estimates and assumptions that affect
the amounts reported in the financial statements and accompanying notes.  Actual results
could differ from those estimates.

The Company adopted Statement of Financial Standards No. 109 "Accounting for Income taxes"
in the fiscal year ended September 30, 1999.

Statement of Financial Accounting Standards No. 109 "Accounting for Income Taxes" requires an
asset and liability approach for financial accounting and reporting for income tax purposes.  This
statement recognizes (a) the amount of taxes payable or refundable for the current year and (b)
deferred tax liabilities and assets for future tax consequences of events that have been recognized in
the financial statements or tax returns.

Deferred income taxes result from temporary differences in the recognition of accounting
transactions for tax and financial reporting purposes.  There were no temporary differences for the
current year accordingly, no deferred tax liabilities have been recognized.

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**Cardiff Communications, Inc.**

The Company has cumulative net operating loss carryforwards of approximately $27,000 at
September 30, 2002.  No effect has been shown in the financial statements for the net operating loss
carryforwards as the likelihood of future tax benefit from such net operating loss carryforwards is
highly improbable.  Accordingly, the potential tax benefits of the net operating loss carryforwards,
estimated based upon current tax rates at September 30, 2002 have been offset by valuation reserves
of the same amount.

**NOTE 4  Notes Payable**

In order to meet it's operating needs, the Company has issued several convertible promissory notes
totaling $77,074.  The notes bear interest between the rates of 5% and 8% per annum, which are
secured by the Company's common stock and are due on demand.  The notes are convertible to the
Company's common shares, provided, however, such conversion may be made in amounts that do
not result in the creation of new affiliate status or in the issuance of control to one person, or a group
of persons who are affiliates of each other.  At September 30, 2002, the total accrued interest totaled
$15,643.



September			September

The Company has the 
 following notes payable
obligations:              
2002        2001

Convertible notes 
 payable to investors 
 are due on demand plus 
 accrued interest at a 
 rate of 8% per annum.       17,074

Totals                  
$  77,074     $		60,000

Less Current Maturities    (77,074)   
(60,000)

Total LongTerm Notes 
 Payable                  
$            $

Following are maturities of
longterm debt for each of the next five years:

Year        
Amount

2003       $		77,074

2004

2005

2006

Thereafter

Total		$		77,074

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**Cardiff Communications, Inc.**

**NOTE 5  Going Concern**

The Company's financial statements are prepared using generally accepted accounting principles
applicable to a going concern, which contemplates the realization of assets and liquidation of
liabilities in the normal course of business.  Currently, the Company does not have significant cash
or other material assets, nor does it have an established source of revenues sufficient to cover its
operating costs and to allow it to continue as a going concern.  The Company does not currently
possess a financial institution source of financing and the Company cannot be certain that it's
existing sources of cash will be adequate to meet its liquidity requirements.  However, the Company
is undertaking the following approach to meet its liquidity requirements.

(a)	Seek additional equity funding through private placements to raise sufficient funds to
continue operations and fund its ongoing development, merger and acquisition activities.

(b)	The Company will seek to continue converting certain outstanding loans and payables into
common stock in order to reduce future cash obligations;

(c)	Management is identifying prospective acquisition targets with sufficient cash flow to fund
operations, as well as potentially generating operating cash flow that may sustain corporate
administrative expenses;

The Company's future capital requirements will depend on its ability to successfully implement these
initiatives.

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**NOTE 6  Net Earnings (Loss) Per Share**

Basic earnings (loss) per common share (BEPS) is based on the weightedaverage number of
common shares outstanding during each period.  Diluted earnings (loss) per common share is based
on shares outstanding (computed as under BEPS) and dilutive potential common shares.  Shares
from the exercise of the outstanding options were not included in the computation of diluted loss per
share, because their inclusion would have been antidilutive for the year ended September 30, 2002.

The following data shows the shares used in the computing loss per common share including
dilutive potential common stock;

Common shares outstanding during the entire period

Weightedaverage shares paid for, but not issued during the period.	6,825,749

Weightedaverage number of common shares used in basic EPS

dilutive effect of options	6,825,749

Weightedaverage number of common shares and dilutive potential

common shares used in diluted EPS		6,825,749

Shares from the exercise of the outstanding options were not included in the computation of diluted
loss per share because their inclusion would have been antidilutive for the year ended September 30,
2002.

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**Cardiff Communications, Inc.**

On September 30, 2002, a subscription receivable in the amount of $76,000 and 1,900,000
outstanding shares of common stock were canceled.  In addition to the note, the related interest
receivable was considered bad debt and charged to bad debt expense.

**NOTE 8  Stockholders' Equity**

On June 28, 2002 the board of directors approved the issuance of 20,000 shares of common stock.
The shares were issued for cash at par value.

On September 30, 2002, the Company issued 4,900,000 shares of common stock for services
rendered.  The shares were issued at a par value of $.001 per share.

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

None.



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The following information is furnished with respect to the Company's Board of Directors and
executive officers.  There are no family relationship between or among any of the Company's
directors or executive officers.

**Directors and Executive Officers**

Age      Director	Position with
Name            
(2002)     Since        Company

Robert Wallace      67      
1999      President, CEO and Director
4766 South Holladay
Boulevard
Holladay, Utah 84117

Robert Wallace, President and Director, has been a teacher, counselor and school administrator in
the Southern California for the last 30 years.  Since his retirement from the school system, Mr.
Wallace has been involved in several mergers and acquisitions during the past several years.

Mr. Wallace has a bachelors degree in animal husbandry from Brigham Young University, a masters
degree in counseling psychology from Arizona State University, and a PHD in Counseling
Psychology from USC.

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**ITEM 10.  EXECUTIVE COMPENSATION**

**Compensation of Executive Officers and Directors**

None.

**Employment Agreements and Other Compensation Arrangements**

**Compensation of NonEmployee Directors**

None.

**ITEM 11.  SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND
MANAGEMENT**

`Name and Address                     	Percent of
       of Beneficial Owner                     Ownership Class`

Nathan W. Drage P.C.                  
4,900,000 		50%
4766 Holladay Boulevard
Holladay, UT 84117

Stanley Searle                        
1,165,219 		12%
P.O. Box 39Monument, CO 80132

**ITEM 12.  CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS**

**ITEM 13.  EXHIBITS, AND REPORTS ON FORM 8K**

(a)	Exhibits.  No exhibits were filed with this report.

(b)	The Registrant filed no current reports on Form
8K during the last year of the fiscal year
ended September 30, 2002.

(a) Evaluation of disclosure controls and procedures.  The Company's principal executive officer
and its principal financial officer, based on their evaluation of the Company's disclosure controls and
procedures (as defined in Exchange Act Rules 13a14 (c) as of a date within 90 days prior to the filing of
this Annual Report on Form 10KSB, have concluded that the Company's disclosure controls and procedures
are adequate and effective for the purposes set forth in the definition in Exchange Act rules.

(b) Changes in internal controls.  There were no significant changes in the Company's internal
controls or in other factors that could significantly affect the Company's internal controls subsequent to the
date of their evaluation.

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

Cardiff Communications, Inc.

By:	 Robert Wallace

Dated:  July 1, 2003

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

/s/ Robert Wallace	President and Director
(Principal Executive and
Financial Officer	July 1, 2003

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**SECTION 302 CERTIFICATION**

I, Robert Wallace, certify that:

1. I have reviewed this annual report on Form 10KSB of Cardiff Communications, Inc.;

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

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

4. I am responsible for establishing and maintaining disclosure controls and procedures (as defined in
Exchange Act Rules 13a14 and 15d14) for the registrant and have:

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

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

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

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

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

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

6.  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.

Date: July 1, 2003                                                      /s/Robert Wallace
Chief Executive Officer
                                                                                    And Principal Accounting Officer

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In connection with the Annual Report of Cardiff Communications, Inc., on Form
10KSB for the
period ending September 30, 2002 as filed with the Securities and Exchange Commission on the date hereof
(the *"Report"*), the undersigned, Robert Wallace, Chief Executive Officer and Principal Accounting Officer
of the Company, certify, pursuant to 18 U.S.C. 1350, as adopted pursuant to ss. 906 of the
SarbanesOxley
Act of 2002, that:

(1) The Report fully complies with the requirements of section 13 (a) or 15 (d) of the Securities Exchange
Act of 1934; and

(2) The information contained in the Report fairly presents, in all material respects, the financial condition
and result of operations of the Company.

Date:  July 1, 2003
Robert Wallace, Chief Executive Officer
And Principal Accounting Officer

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