UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                              Washington, DC 20549

                                   FORM 10-QSB

[X]   Quarterly Report pursuant to Section 13 or 15(d)of the Securities Exchange
      Act of 1934

      For the quarterly period ended        June 30, 2003
                                            -------------

[ ]   Transition Report pursuant to 13 or 15(d) of the Securities Exchange
      Act of 1934

      For the transition period                       to
                                    ------------------   --------------------

      Commission File Number      001-31669
                                  ---------

                                    TARI INC.
        -----------------------------------------------------------------
        (Exact name of small Business Issuer as specified in its charter)

                 Nevada                                    98-0339560
  -----------------------------                   -----------------------------
  (State or other jurisdiction of              (IRS Employer Identification No.)
  incorporation or organization)


                        700 West Pender Street, Suite 802
                   Vancouver, British Columbia, Canada V6C 1G8
                   -------------------------------------------
                      (Address of principal executive offices)

                                 (604) 685-3317
               Registrant's telephone number, including area code


                                      None
     -----------------------------------------------------------------------
   (Former name, former address and former fiscal year, if changed since last
                                    report)

Check  whether the issuer (1) 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 issuer was  required to file such
reports),  and (2) has been subject to such filing  requirements for the past 90
days [ ] Yes [X] No

State the number of shares outstanding of each of the issuer's classes of common
stock, as of the latest  practicable date:  3,890,000 shares of $0.001 par value
common stock outstanding as of February 24, 2004.

<PAGE>

                                    TARI INC.

                        (A Pre-exploration Stage Company)

                          INTERIM FINANCIAL STATEMENTS

                        June 30, 2003 and March 31, 2003

                             (Stated in US Dollars)

                                   (Unaudited)
                                   ----------

<PAGE>


                                    TARI INC.
                        (A Pre-exploration Stage Company)
                             INTERIM BALANCE SHEETS
                        June 30, 2003 and March 31, 2003
                             (Stated in US Dollars)
                                   (Unaudited)
                                   -----------
<TABLE>
<CAPTION>

                                                                               (Unaudited)         (Audited)
                                                                                June 30,           March 31,
                                                     ASSETS                       2003                2003
                                                     ------                       ----                ----
<S>                                                                            <C>                <C>
Current
   Cash                                                                      $       27,001     $       30,773
                                                                                ==========          ==========

                                                   LIABILITIES
                                                   -----------
Current
   Accounts payable and accrued liabilities                                  $        2,467     $        1,467
   Due to related party - Note 4                                                      2,155              2,155
                                                                                -----------         ----------
                                                                                      4,622              3,622
                                                                                -----------         ----------

                                              STOCKHOLDERS' EQUITY
                                              --------------------
Preferred stock, $0.001 par value
     10,000,000 shares authorized, none outstanding
Common stock, $0.001 par value
    100,000,000 shares authorized
      3,890,000 (March 31, 2003:  3,890,000) shares issued                            3,890              3,890
Additional paid-in capital                                                           90,610             90,610
Deficit accumulated during the pre-exploration stage                            (    72,121)       (    67,349)
                                                                                -----------          ----------
                                                                                     22,379             27,151
                                                                                -----------          ----------
                                                                             $       27,001     $       30,773
                                                                                ===========          ==========
</TABLE>






                             SEE ACCOMPANYING NOTES

<PAGE>


                                    TARI INC.
                        (A Pre-exploration Stage Company)
                        INTERIM STATEMENTS OF OPERATIONS
                       for the three months ended June 30,
                  2003 and 2002 and for the period May 2, 2001
                    (Date of Incorporation) to June 30, 2003
                             (Stated in US Dollars)
                                   (Unaudited)
                                   -----------

<TABLE>
<CAPTION>
                                                                                                    May 2, 2001
                                                                                                  (Date of Incor-
                                                               Three months ended June 30,         -poration) to
                                                                 2003               2002           June 30, 2003
                                                                 ----               ----           -------------
<S>                                                          <C>                <C>                <C>
Expenses
   Audit and accounting fees                                 $     1,000       $      1,000       $     13,344
   Bank charges                                                       55                 75                473
   Consulting fees                                                     -                  -             15,500
   Incorporation costs                                                 -                  -                900
   Legal fees                                                          -                  -             26,460
   Office expenses                                                     -                  -                386
   Resource property - Note 3                                      1,500              1,556              9,756
   Transfer agent and filing fees                                  2,217                205              5,302
                                                               ---------         ----------        -----------
Net loss for the period                                      $  (  4,772)      $  (   2,836)      $     72,121
                                                               =========         ==========         ==========
Basic loss per share                                         $  (   0.00)      $  (    0.00)
                                                               =========         ==========
Weighted average number of shares outstanding                  3,890,000          2,500,000
                                                               =========         ==========
</TABLE>



                            SEE ACCOMPANYING NOTES


<PAGE>


                                    TARI INC.
                        (A Pre-exploration Stage Company)
                        INTERIM STATEMENTS OF CASH FLOWS
                       for the three months ended June 30,
                  2003 and 2002 and for the period May 2, 2001
                    (Date of Incorporation) to June 30, 2003
                             (Stated in US Dollars)
                                   (Unaudited)
                                   -----------


<TABLE>
<CAPTION>
                                                                                                    May 2, 2001
                                                                                                  (Date of Incor-
                                                               Three months ended June 30,         poration) to
                                                                 2003               2002           June 30, 2003
                                                                 ----               ----           -------------
<S>                                                            <C>               <C>                <C>
Cash Flows from Operating Activities
   Net loss for the period                                 $  (       4,772)  $  (       2,836)  $  (      72,121)
   Change in non-cash working capital items
    related to operations:
     Accounts payable and accrued liabilities                         1,000              1,085              2,467
                                                                 ----------       ------------        -----------
                                                              (       3,772)     (       1,751)     (      69,654)
                                                                 ----------       ------------        -----------
Cash Flows provided by Financing Activities
   Bank indebtedness                                                      -      (          39)                 -
   Due to related party                                                   -              2,825              2,155
   Proceeds from shares issued                                            -                  -             94,500
                                                                 ----------       ------------        -----------
                                                                          -              2,786             96,655
                                                                 ----------       ------------        -----------
Increase (decrease) in cash during the period                 (       3,772)             1,035             27,001

Cash, beginning of the period                                        30,773                  -                  -
                                                                 ----------       ------------        -----------
Cash, end of the period                                    $         27,001   $          1,035   $         27,001
                                                                 ==========       ============        ===========
Supplementary disclosure of cash flow information Cash paid for:
     Interest                                               $             -    $             -    $             -
                                                                 ==========       ============        ===========
     Income taxes                                           $             -   $              -    $             -
                                                                 ==========       ============        ===========
</TABLE>




                            SEE ACCOMPANYING NOTES

<PAGE>

                                    TARI INC.
                        (A Pre-exploration Stage Company)
                       INTERIM STATEMENTS OF STOCKHOLDERS'
                 EQUITY (DEFICIENCY) for the period May 2, 2001
                    (Date of Incorporation) to June 30, 2003
                             (Stated in US Dollars)
                                   (Unaudited)
                                    ----------

<TABLE>
<CAPTION>
                                                                                               Deficit
                                                                                             Accumulated
                                                                           Additional        During the
                                               Common Shares                Paid-in        Pre-exploration
                                       ---------------------------
                                          Number          Par Value         Capital             Stage             Total
                                          ------          ---------         -------             -----            ------
<S>                                       <C>           <C>               <C>               <C>                 <C>
Capital stock issued for cash
                      - at $0.01        2,500,000     $     2,500      $     22,500     $              -      $      25,000
Net loss for the period ended
 March 31, 2002                                 -               -                 -        (      39,696)       (    39,696)
                                        ---------       ---------         ---------         ------------         -----------
Balance, March 31, 2002                 2,500,000           2,500            22,500        (      39,696)       (    14,696)
Capital stock subscribed  pursuant
to an offering  memorandum for cash
                      - at $0.05
                                        1,390,000           1,390            68,110                   -              69,500
Net loss for the year  ended   March
31, 2003                                        -               -                 -        (      27,653)       (    27,653)
                                        ---------       ---------         ---------         ------------         ----------
Balance, March 31, 2003                 3,890,000           3,890            90,610        (      67,349)            27,151

Net loss for the period  ended  June
30, 2003                                       -                -                 -        (       4,772)       (     4,772)
                                        ---------      ----------         ---------          ------------         ----------
Balance, June 30, 2003                  3,890,000     $     3,890      $     90,610     $  (      72,121)     $       22,379
                                       ==========      ==========         =========          ============         ==========
</TABLE>




                            SEE ACCOMPANYING NOTES

<PAGE>

                                    TARI INC.
                        (A Pre-exploration Stage Company)
                    NOTES TO THE INTERIM FINANCIAL STATEMENTS
                                  June 30, 2003
                             (Stated in US Dollars)
                                   (Unaudited)
                                   -----------


Note 1        Interim Reporting
              -----------------

              While information  presented in the accompanying interim financial
              statements is unaudited, it includes all adjustments which are, in
              the  opinion  of  management,  necessary  to  present  fairly  the
              financial  position,  results of operations and cash flows for the
              interim  period  presented.   All  adjustments  are  of  a  normal
              recurring  nature.  It is suggested  that these interim  financial
              statements be read in  conjunction  with the  Company's  March 31,
              2003 financial statements.

Note 2        Continuance of Operations
              -------------------------

              The  financial  statements  have  been  prepared  using  generally
              accepted  accounting  principles  in the United  States of America
              applicable for a going concern which assumes that the Company will
              realize its assets and discharge its  liabilities  in the ordinary
              course of business.  The Company has accumulated losses of $72,121
              since its commencement. Its ability to continue as a going concern
              is  dependent  upon the  ability  of the  Company  to  obtain  the
              necessary   financing  to  meet  its   obligations   and  pay  its
              liabilities arising from normal business operations when they come
              due.

Note 3        Commitments
              -----------

              Mining Lease

              By a lease  agreement  effective  May 15, 2001 and  amended  April
              2002,  November  2002 and April 2003 the  company  was granted the
              exclusive  right to  explore  and mine the SP  Project  located in
              Storey  County of the State of  Nevada.  The term of this lease is
              for 20 years,  renewable for an additional 20 years so long as the
              conditions of the lease are met.  Minimum payments and performance
              commitments are as follows:

<PAGE>


Note 3        Commitments - (cont'd)
              -----------

              Minimum Advance Royalty Payments:

              The owner shall be paid a royalty of 4% of the net smelter returns
              from all  production.  In respect to this royalty,  the company is
              required to pay minimum advance royalty payments of the following:
                  -    $5,000 upon execution (paid)
                  -    $1,250 on or before May 15, 2002 (paid)
                  -    $1,500 on or before November 30, 2002 (paid)
                  -    $1,500 on or before April 15, 2003 (paid)
                  -    $20,750 on or before October 15, 2003
                  -    $20,000 on May 15, 2004
                  -    $25,000 on May 15, 2005
                  -    $50,000 on May 15, 2006 and thereafter

                  The Company can reduce the net smelter  return royalty to 0.5%
                  by payment of a buy-out price of $5,000,000.  Advance  royalty
                  payments  made to the date of the  buy-out  will be applied to
                  reduce the buy-out price.

                  Performance Commitment:

                  In the event that the Company  terminates the lease after June
                  1, of any year it is  required  to pay all  federal  and state
                  mining claim  maintenance  fees for the next assessment  year.
                  The  Company is required  to perform  reclamation  work in the
                  property  as  required  by  federal  state  and  local law for
                  disturbances  resulting  from the Company's  activities on the
                  property.

Note 4        Due to Related Party
              --------------------

              The  amount  due to  related  party of  $2,155  is due to a former
              majority   shareholder   of  the   Company.   The  amount  due  is
              non-interest  bearing,  unsecured  and has no  specific  terms for
              repayment.

<PAGE>

Item 2.       Management's Discussion and Analysis or Plan of Operation


Forward Looking Statements

This quarterly report contains forward-looking statements that involve risks and
uncertainties.  We use words such as anticipate,  believe, plan, expect, future,
intend and similar expressions to identify such forward-looking  statements. You
should not place too much  reliance  on these  forward-looking  statements.  Our
actual results are likely to differ  materially from those  anticipated in these
forward-looking  statements  for many  reasons,  including the risks faced by us
described in this Risk Factors section and elsewhere in this quarterly report.


Plan of Operation

Our plan of operation for the twelve months following the date of this report is
to complete the recommended  phase one exploration  program on the SP project in
which we hold a leasehold interest. We anticipate that this program will cost us
$89,000.

In January  2004,  we amended  our mineral  claims  agreement  regarding  the SP
Project  located in Storey  County  Nevada.  We paid the lessor of the  property
$2,000  upon  execution  of the  agreement.  In order to keep the  lease in good
standing,  we must pay the lessor $5,000 by July 9, 2004,  $10,000 by January 9,
2005, and $50,000 per year thereafter.

In addition,  we anticipate spending $10,000 on professional fees and $12,000 on
administrative expenses.

Total  expenditures  over  the  next 12  months  are  therefore  expected  to be
$126,000.  Our cash on hand at June 30, 2003 was $27,001.  Accordingly,  we will
need to raise additional funds in order to complete the recommended  exploration
program  on the SP  project  and meet our  other  expected  expenses.  We do not
currently have any arrangements for raising additional funding.

Results of Operations for the first quarter-ended June 30, 2003

We incurred a net loss of $4,772 for the first  quarter-ended  June 30, 2003, as
compared to a loss of $2,836 in the same period in 2002.  The  difference in net
loss was primarily due to an increase in the fees related to the transfer  agent
and  regulatory  filings.  During  the first  quarter-ended  June 30,  2003,  we
incurred  transfer  agent and filing fees of $2,217 ($205- 2002).  At the end of
the first quarter,  we had cash on hand of $27,001.  Our liabilities at the same
date totalled $4,622 and consisted of accounts  payable of $2,467 and $2,155 due
to our president.


Item 3.           Controls and Procedures


As required by Rule 13a-15 under the Exchange  Act,  within the 90 days prior to
the filing date of this report,  the Company  carried out an  evaluation  of the
effectiveness of the design and operation of the Company's  disclosure  controls
and  procedures.  This evaluation was carried out under the supervision and with
the  participation  of  the  Company's   management,   including  the  Company's
President, the Chief Executive Officer, and the Chief Financial Officer.

<PAGE>

Based upon that evaluation,  the Company concluded that the disclosure  controls
and  procedures are  effective.  There have been no  significant  changes in the
Company's  internal  controls or in other  factors,  which  could  significantly
affect  internal  controls  subsequent  to the date the Company  carried out its
evaluation.

PART II  OTHER INFORMATION

Item 1.           Legal Proceedings

The Company is not a party to any pending  legal  proceeding.  Management is not
aware of any threatened litigation, claims or assessments.

Item 2.           Changes in Securities

None.

Item 3.           Defaults upon Senior Securities

None.

Item 4.           Submission of Matters to a Vote of Security Holders

None.

Item 5.           Other Information

None.

Item 6.            Exhibits and Report on Form 8-K

 31.1        Certification pursuant to 18 U.S.C. Section 1350, as adopted
             pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
 31.2        Certification pursuant to 18 U.S.C. Section 1350, as adopted
             pursuant to Section 906 of the Sarbanes-Oxley Act of 2002
 32.1        Certification pursuant to 18 U.S.C. Section 1350, as adopted
             pursuant to Section 906 of the Sarbanes-Oxley Act of 2002
 32.2        Certification pursuant to 18 U.S.C. Section 1350, as adopted
             pursuant to Section 906 of the Sarbanes-Oxley Act of 2002

<PAGE>


There were no reports  filed on Form 8-K during the first quarter ended June 30,
2003.

SIGNATURES

In accordance with the  requirements of the Exchange Act, the registrant  caused
this  report to be  signed on its  behalf  by the  undersigned,  thereunto  duly
authorized.

                                           Tari Inc.

                                           /s/ Theodore Tsagkaris
                                           ------------------------------------
                                           Theodore Tsagkaris
                                           President, Secretary, Treasurer
                                           Chief Executive Officer and Director
                                           (Principal Executive Officer,
                                           Principal Financial Officer and
                                           Principal Accounting Officer)
                                           Dated: February 24, 2004

<PAGE>


                                  Exhibit 31.1

                                  CERTIFICATION


I, Theodore Tsagkaris, President and Chief Executive Officer of Tari Inc.,
   certify that:

    1.   I have reviewed this quarterly report on Form 10-QSB of Tari Inc.;

    2.   Based   on  my   knowledge,  this quarterly  report   does  not contain
         any untrue  statement of 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 quarterly report;

    3.   Based   on   my    knowledge,  the  financial   statements,  and  other
         financial information included in this quarterly 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 quarterly report;

    4.   I  am  responsible  for  establishing  and    maintaining    disclosure
         controls and procedures (as defined in Exchange Act Rules 13a-15(e) and
         15d-15(e)) and internal control over financial reporting (as defined in
         Exchange Act Rules  13a-15(f)  and  15d-15(f))  for the small  business
         issuer and I have:

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

              b)  designed such internal control  over  financial  reporting, or
                  caused   such    disclosure    control    and   procedures  to
                  be  designed  under our  supervision,  to  provide  reasonable
                  assurance regarding the reliability of financial reporting and
                  the preparation of financial  statements for external purposes
                  in accordance with generally accepted accounting principles;

              c)  evaluated    the    effectiveness  of  the    small   business
                  issuer's  disclosure  controls and procedures and presented in
                  this report our  conclusions  about the  effectiveness  of the
                  disclosure  controls  and  procedures,  as of  the  end of the
                  period  covered  by  this  quarterly   report  based  on  such
                  evaluation; and

              d)  disclosed  in   this  quarterly   report  any  change  in  the
                  small  business   issuer's  internal  control  over  financial
                  reporting  that occurred  during the small  business  issuer's
                  most recent fiscal quarter that has materially affected, or is
                  reasonably  likely to materially  affect,  the small  business
                  issuer's internal control over financial reporting; and

<PAGE>

    5.   I have  disclosed,  based  on my  most  recent  evaluation  of internal
         controls   over   financial   reporting,  to   the    small    business
         issuer's  auditors  and  the  audit  committee  of the  small  business
         issuer's  board of  directors  (or persons  performing  the  equivalent
         functions):

              a)  all   significant    deficiencies   and   material  weaknesses
                  in the design or operation of internal  control over financial
                  reporting which are reasonably  likely to adversely affect the
                  small business issuer's ability to record, process,  summarize
                  and reporting financial information; and

              b)  any  fraud,   whether  or    not    material,   that  involves
                  management or other  employees who have a significant  role in
                  the small business  issuer's  internal  control over financial
                  reporting.


Date: March 31, 2004

                                                 /s/ Theodore Tsagkaris
                                                 -------------------------------
                                                 Theodore Tsagkaris
                                                 President, C.E.O. and Director
                                                 (Principal Executive Officer)

<PAGE>

                                  Exhibit 31.2

                                  CERTIFICATION



I, Theodore Tsagkaris, Secretary, Treasurer and Chief Financial Officer of Tari
   Inc., certify that:

    1.   I have reviewed this quarterly report on Form 10-QSB of Tari Inc.;

    2.   Based   on   my   knowledge,  this  quarterly  report does  not contain
         any untrue  statement of 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 quarterly report;

    3.   Based on my  knowledge, the financial statements, and other   financial
         information  included  in   this   quarterly   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 quarterly report;

    4.   I am responsible for  establishing  and maintaining disclosure controls
         and   procedures  (as  defined  in  Exchange  Act  Rules  13a-15(e) and
         15d-15(e)) and internal control over financial reporting (as defined in
         Exchange Act Rules  13a-15(f)  and  15d-15(f))  for the small  business
         issuer and I have:

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

              b)  designed  such  internal  control over  financial   reporting,
                  or caused   such   disclosure   control   and   procedures  to
                  be  designed  under our  supervision,  to  provide  reasonable
                  assurance regarding the reliability of financial reporting and
                  the preparation of financial  statements for external purposes
                  in accordance with generally accepted accounting principles;

              c)  evaluated the effectiveness  of the small  business   issuer's
                  disclosure  controls   and   procedures   and   presented   in
                  this report our  conclusions  about the  effectiveness  of the
                  disclosure  controls  and  procedures,  as of  the  end of the
                  period  covered  by  this  quarterly   report  based  on  such
                  evaluation; and

              d)  disclosed in  this   quarterly  report   any   change  in  the
                  small  business   issuer's  internal  control  over  financial
                  reporting  that occurred  during the small  business  issuer's
                  most recent fiscal quarter that has materially affected, or is
                  reasonably  likely to materially  affect,  the small  business
                  issuer's internal control over financial reporting; and

<PAGE>

    5.   I have  disclosed,  based  on my  most  recent evaluation of   internal
         controls   over   financial    reporting,  to   the   small    business
         issuer's  auditors  and  the  audit  committee  of the  small  business
         issuer's  board of  directors  (or persons  performing  the  equivalent
         functions):

              a)  all  significant    deficiencies   and    material  weaknesses
                  in the design or operation of internal  control over financial
                  reporting which are reasonably  likely to adversely affect the
                  small business issuer's ability to record, process,  summarize
                  and reporting financial information; and

              b)  any fraud, whether or not material, that involves   management
                  or other  employees  who   have   a   significant    role   in
                  the small business  issuer's  internal  control over financial
                  reporting.



Date: March 31, 2004                            /s/  Theodore Tsagkaris
                                                -------------------------------
                                                Theodore Tsagkaris
                                                Secretary, Treasurer & C.F.O.
                                                (Principal Financial Officer and
                                                Principal Accounting Officer)





<PAGE>

                                  Exhibit 32.1
                            CERTIFICATION PURSUANT TO

                             18 U.S.C. SECTION 1350
                             AS ADOPTED PURSUANT TO
                  SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002




In  connection  with the Quarterly  Report of Tari Inc. (the  "Company") on Form
10-QSB for the  period  ended June 30,  2003 as filed  with the  Securities  and
Exchange Commission on the date hereof (the "Report"),  the undersigned,  in the
capacities and on the dates indicated  below,  hereby  certifies  pursuant to 18
U.S.C.  Section 1350, as adopted  pursuant to Section 906 of the  Sarbanes-Oxley
Act of 2002, that to his knowledge:



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 results of  operations
         of the Company.



Date:  March 31, 2004

                                                 /s/ Theodore Tsagkaris
                                                 -------------------------------
                                                 Theodore Tsagkaris
                                                 President, C.E.O. and Director
                                                 (Principal Executive Officer)

<PAGE>


                                  Exhibit 32.2

                            CERTIFICATION PURSUANT TO

                             18 U.S.C. SECTION 1350
                             AS ADOPTED PURSUANT TO
                  SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002




In  connection  with the Quarterly  Report of Tari Inc. (the  "Company") on Form
10-QSB for the  period  ended June 30,  2003 as filed  with the  Securities  and
Exchange Commission on the date hereof (the "Report"),  the undersigned,  in the
capacities and on the dates indicated  below,  hereby  certifies  pursuant to 18
U.S.C.  Section 1350, as adopted  pursuant to Section 906 of the  Sarbanes-Oxley
Act of 2002, that to his knowledge:



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 results of operations
         of the Company.



Date:  March 31, 2004


                                                /s/  Theodore Tsagkaris
                                                ------------------------------
                                                Theodore Tsagkaris
                                                Secretary, Treasurer & C.F.O.
                                               (Principal Financial Officer and
                                                Principal Accounting Officer)