UNITED STATES

SECURITIES AND
EXCHANGE COMMISSION

Washington, DC 20549



FORM 10-QSB

QUARTERLY REPORT UNDER SECTION 13 OR 15(f) OF THE SECURITIE
SEXCHANGE ACT OF 1934 FOR THE QUARTERLY PERIOD ENDED SEPTEMBER 30, 2003



Commission file number 333-62588



Capstone International
Corporation

4970 Teskey Road

Chilliwack, BC

Canada V2R 5R2

(604) 858-0890



IRS TAX ID # 66-0349372



PART I: FINANCIAL INFORMATION



Item 1. Financial Statements:







CAPSTONE INTERNATIONAL CORPORATION



(A DEVELOPMENT STAGE COMPANY)



FINANCIAL STATEMENTS



SEPTEMBER 30, 2003 AND SEPTEMBER 30, 2002



TABLE OF CONTENTS

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Page Number

|INDEPENDENT
    ACCOUNTANT'S REPORT . . . . . . . . . . . . . . . . . . . . . . . . . . . | 1                                                                         
|----------------------------------------------------------------------------------------- | --------------------------------------------------------------------------
|                                                                                          |                                                                           
|FINANCIAL STAEMENT                                                                        |                                                                           
|                                                                                          |                                                                           
|                                                                                          | Balance Sheets . . .
    . . . . . . . . . . . . . . . . . . . . . . . . .
|                                                                                          |                                                                           
|                                                                                          | Statements of
    Operations and Deficit                                  
|                                                                                          |                                                                           
|                                                                                          |                                                                           
|                                                                                          | Statement of Changes
    in Stockholders' Equity . . . .                  
|                                                                                          |                                                                           
|                                                                                          | Statements of Cash
    Flows . . . . . . . . . . . . . . . . . . . .      
|                                                                                          |                                                                           
|                                                                                          | Notes to the
    Financial Statements . . . . . . . . . . . . . .         





---



|David E. Coffey             | 6767 W. Tropicana Ave. Suite 216, Las Vegas, NV 89103
|--------------------------- | -----------------------------------------------------
|Certified Public Accountant |                                                      





INDEPENDENT AUDITOR'S REPORT





To the Board of
Directors and Stockholders

of Capstone
International Corporation

Surrey, BC. Canada



I have audited the accompanying balance sheets of Capstone
International Corporation (a development stage company) as of September 30, 2003
and September 30, 2002 and the related statements of operations, cash flows, and
changes in stockholders' equity for the periods then ended, as well as the
cumulative period from November 16, 2000 (date of inception) to September 30,
2003. These statements are the responsibility of Capstone International
Corporation's management. My responsibility is to express an opinion on these
financial statements based on my audit.



I conducted my audit in accordance with auditing standards
generally accepted in the United States of America. Those standards require that
I 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. I believe that my audit
provides a reasonable basis for my opinion.



In my opinion, the accompanying financial statements present
fairly, in all material respects, the financial position of Capstone
International Corporation as of September 30, 2003 and September 30, 2002 and
the results of operations, cash flows, and changes in stockholders' equity for
the periods then ended, as well as the cumulative period from November 16, 2000,
in conformity with accounting principles generally accepted in the United States
of America.



The accompanying financial statements have been prepared
assuming that the Company will continue as a going concern.  The Company
has not generated revenues from operations, which raises substantial doubt about
its ability to continue as a going concern.  The financial statements do
not include any adjustments that might result from the outcome of this
uncertainty.





David E. Coffey, C.P.A.

Las Vegas, Nevada

November 14, 2003



---



CAPSTONE INTERNATIONAL
CORPORATION

(A DEVELOPMENT STAGE
COMPANY)

BALANCE SHEETS





|                                                |                                                  |                            | September 30, 2003 | September 30, 2002
|----------------------------------------------- | ------------------------------------------------ | -------------------------- | ------------------ | ------------------
|ASSETS                                          |                                                  | ------------------         |                    | ----------------- 
|                                                |                                                  |                            |                    |                   
|Cash                                            | $                                                | 0                          | $                  | 0                 
|                                                |                                                  |                            |                    | ------------------
|                                                | Total Assets                                     | $                          | 0                  | $                 
|                                                |                                                  |                            |                    | ==========        
|LIABILITIES & STOCKHOLDERS' EQUITY              |                                                  |                            |                    |                   
|                                                |                                                  |                            |                    |                   
|Accounts payable                                | $                                                | 3,140                      | $                  | 16,372            
|Loans from Companies controlled by stockholders |                                                  | 41,176                     |                    | 0                 
|                                                |                                                  |                            |                    | ------------------
|                                                | Total Liabilities                                |                            | 44,316             |                   
|                                                |                                                  |                            |                    |                   
|Stockholders' Equity                            |                                                  |                            |                    |                   
|                                                | Common stock, authorized 100,000,000             |                            |                    |                   
|                                                | shares at $.001 par value, 10,567,680 shares     |                            |                    |                   
|                                                | and 2,113,536 shares, respectively, issued       |                            |                    |                   
|                                                | and outstanding after giving effect to a 5 for 1 |                            |                    |                   
|                                                | stock split effective April 25, 2003             |                            | 10,568             |                   
|                                                | Additional paid-in capital                       |                            | 16,386             |                   
|                                                | Deficit accumulated during the                   |                            |                    |                   
|                                                | development stage                                |                            | (71,270)           |                   
|                                                |                                                  |                            |                    | ------------------
|                                                |                                                  | Total Stockholders' Equity |                    | (44,316)          
|                                                |                                                  |                            |                    |                   
|                                                | Total Liabilities and Stockholders' Equity       | $                          | 0                  | $                 
|                                                |                                                  |                            | ==========         |                   





The accompanying notes
are an integral part of

these financial
staements



-2-

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CAPSTONE INTERNATIONAL
CORPORATION

(A DEVELOPMENT STAGE
COMPANY)

STATEMENTS OF OPERATIONS
AND DEFICIT

ACCUMULATED DURING THE
DEVELOPMENT STAGE

(With Cumulative Figures
From Inception)





|                                                                                                                         |                      |                    | Nine months ending September 30 |                 | From Inception, Nov. 16, 2000 to Sept 30, 2003
|------------------------------------------------------------------------------------------------------------------------ | -------------------- | ------------------ | ------------------------------- | --------------- | ----------------------------------------------
|                                                                                                                         |                      |                    | 2003                            |                 | 2002                                          
|                                                                                                                         |                      | ------------------ |                                 | --------------- |                                               
|Income                                                                                                                   | $                    | 0                  | $                               | 0               | $                                             
|                                                                                                                         |                      |                    |                                 |                 |                                               
|Expenses                                                                                                                 |                      |                    |                                 |                 |                                               
|                                                                                                                         | Organizational costs |                    | 0                               |                 | 0                                             
|                                                                                                                         | Professional fees    |                    | 19,632                          |                 | 17,376                                        
|                                                                                                                         | Fees                 |                    | 0                               |                 | 0                                             
|                                                                                                                         | Office expenses      |                    | 33                              |                 | 546                                           
|                                                                                                                         | Interest expense     |                    | 636                             |                 | 482                                           
|                                                                                                                         |                      |                    | ------------------              |                 | ---------------                               
|Total expenses                                                                                                           |                      | 20,301             |                                 | 18,404          |                                               
|                                                                                                                         |                      |                    |                                 |                 |                                               
|Net loss                                                                                                                 |                      | (20,301)           |                                 | (18,404)        | $                                             
|                                                                                                                         |                      |                    |                                 |                 |                                               
|Retained earnings, beginning of period                                                                                   |                      | (50,969)           |                                 | (24,922)        |                                               
|                                                                                                                         |                      |                    | ------------------              |                 | ---------------                               
|Deficit accumulated during the development stage                                                                         | $                    | (71,270)           |                                 | (43,326)        |                                               
|                                                                                                                         |                      |                    | ===========                     |                 | =========                                     
|Earnings (loss) per share, assuming dilution, after giving
    effect to a 5 for 1 stock split effective April 25, 2003: |                      |                    |                                 |                 |                                               
|Net Loss                                                                                                                 | $                    | 0.00               | $                               | (0.01)          | $                                             
|                                                                                                                         |                      |                    | ==========                      |                 | =========                                     
|Weighted average shares outstanding                                                                                      |                      | 10,567,680         |                                 | 10,567,680      |                                               
|                                                                                                                         |                      | ===========        |                                 | ==========      |                                               











The accompanying notes
are an integral part of

These financial
statements.



-3-

---





CAPSTONE INTERNATIONAL
CORPORATION

(A DEVELOPMENT STAGE
COMPANY)

STATEMENT OF CHANGES IN
STOCKHOLDERS' EQUITY

FROM NOVEMBER 16, 2000
(Date of Inception) TO SEPTEMBER 30, 2003





|                                                                                 | Common Stock  |   | Additional Paid-in Capital |   | Deficit accumul- ated during the development stage |   | Total                 
|-------------------------------------------------------------------------------- | ------------- | - | -------------------------- | - | -------------------------------------------------- | - | ----------------------
|                                                                                 | Shares        |   | Amount                     |   |                                                    |  
|                                                                                 | ------------- |   | ----------                 |   | -------------                                      |   | ----------------------
|Balance, November 16, 2000                                                       | --            | $ | --                         | $ | --                                                 | $ | --                    
|Issuance of common stock for cash                                                |               |   |                            |   |                                                    |   |                       
|November 20, 2000                                                                | 100,000       |   | 100                        |   | 900                                                |   | 0                     
|Less net loss                                                                    | 0             |   | 0                          |   | 0                                                  |   | (968)                 
|                                                                                 | -----------   |   | ----------                 |   | -----------                                        |   | ----------------------
|Balance, December 31, 2000                                                       | 100,000       |   | 100                        |   | 900                                                |   | (968)                 
|                                                                                 |               |   |                            |   |                                                    |   |                       
|Issuance of common stock for cash                                                |               |   |                            |   |                                                    |   |                       
|May 9, 2001                                                                      | 400,000       |   | 400                        |   | 3,600                                              |   | 0                     
|May 14, 2001                                                                     | 700,000       |   | 700                        |   | 6,300                                              |   | 0                     
|June 14, 2001                                                                    | 850,000       |   | 850                        |   | 7,650                                              |   | 0                     
|Currency translation adjustment                                                  | 0             |   | 0                          |   | 100                                                |   | 0                     
|Less net loss                                                                    | 0             |   | 0                          |   | 0                                                  |   | (23,954)              
|                                                                                 | -----------   |   | ----------                 |   | -----------                                        |   | ----------------------
|Balance, December 31, 2001                                                       | 2,050,000     |   | 2,050                      |   | 18,550                                             |   | (24,922)              
|                                                                                 |               |   |                            |   |                                                    |   |                       
|July 15, 2002 Expiration of rescission offer for Nov. 14,
    2001 sale of stock | 63,536        |   | 64                         |   | 6,290                                              |   | 0                     
|Less net loss                                                                    | 0             |   | 0                          |   | 0                                                  |   | (26,047)              
|                                                                                 | -----------   |   | ----------                 |   | -----------                                        |   | ----------------------
|Balance, December 31, 2002                                                       | 2,113,536     | $ | 2,114                      | $ | 24,840                                             | $ | (50,969)              
|                                                                                 |               |   |                            |   |                                                    |   |                       
|Stock split 5 for 1 effective                                                    |               |   |                            |   |                                                    |   |                       
|April 25, 2003                                                                   | 8,454,144     |   | 8,454                      |   | (8,454)                                            |   | 0                     
|Less net loss                                                                    | 0             |   | 0                          |   | 0                                                  |   | (20,301)              
|                                                                                 | ------------  |   | ----------                 |   | ------------                                       |   | --------------------  
|Balance, September 30, 2003                                                      | 10,567,680    | $ | 10,568                     | $ | 16,386                                             | $ | (71,270,)             
|                                                                                 | =======       |   | =====                      |   | =======                                            |   | ============          







The accompanying notes
are an integral part of

these financial
statements.



-4-

---









CAPSTONE INTERNATIONAL
CORPORATION

(A DEVELOPMENT STAGE
COMPANY)

STATEMENTS OF CASH FLOWS
(With Cumulative Figures From Inception)





|                                     |                                                 |                                                 |                                           |                     | Nine months ending September 30, |                        | From Inception, Nov. 16, 2000 to Sept. 30, 2003
|------------------------------------ | ----------------------------------------------- | ----------------------------------------------- | ----------------------------------------- | ------------------- | -------------------------------- | ---------------------- | -----------------------------------------------
|                                     |                                                 |                                                 |                                           |                     | 2003                             |                        | 2002                                           
|                                     |                                                 | ----------------------                          |                                           | ------------------- |                                  | ----------------------
|CASH FLOWS PROVIDED BY OPERATING     |                                                 |                                                 |                                           |                     |                                  |                       
|ACTIVITIES                           |                                                 |                                                 |                                           |                     |                                  |                       
|Net Loss                             | $                                               | (20,301)                                        | $                                         | (18,404)            | $                                | (71,270)              
|Non-cash items included in net loss  |                                                 | 0                                               |                                           | 0                   |                                  | 0                     
|Adjustments to reconcile net loss to |                                                 |                                                 |                                           |                     |                                  |                       
|                                     | cash used by operating activity                 |                                                 |                                           |                     |                                  |                        |                                                
|                                     |                                                 | Accounts payable                                |                                           | (20,875)            |                                  | 15,643                 |                                                
|                                     |                                                 | Loans from Companies controlled by stockholders |                                           | 41,176              |                                  | 0                      |                                                
|                                     |                                                 |                                                 |                                           |                     | ----------------------           |                        | -------------------                            
|                                     |                                                 |                                                 | NET CASH PROVIDED BY OPERATING ACTIVITIES |                     | 0                                |                        | (2,761)                                        
|                                     |                                                 |                                                 |                                           |                     |                                  |                        |                                                
|CASH FLOWS FROM INVESTING ACTIVITIES |                                                 | 0                                               |                                           |                     |                                  | 0                     
|                                     |                                                 |                                                 |                                           |                     |                                  |                        |                                                
|CASH FLOWS FROM FINANCING ACTIVITIES |                                                 |                                                 |                                           |                     |                                  |                       
|                                     | Sale of common stock                            |                                                 | 0                                         |                     | 64                               |                        | 2,114                                          
|                                     | Paid-in capital                                 |                                                 | 0                                         |                     | 6,290                            |                        | 24,840                                         
|                                     | Common stock sold subject to a rescission offer |                                                 | 0                                         |                     | (6,354)                          |                        | 0                                              
|                                     |                                                 |                                                 |                                           |                     | ----------------------           |                        | -------------------                            
|                                     |                                                 |                                                 | NET CASH PROVIDED BY FINANCING ACTIVITIES |                     | 0                                |                        | 0                                              
|                                     |                                                 |                                                 |                                           |                     |                                  |                        |                                                
|                                     |                                                 |                                                 | NET INCREASE IN CASH                      |                     | 0                                |                        | (2,761)                                        
|                                     |                                                 |                                                 |                                           |                     |                                  |                        |                                                
|CASH AT BEGINNING OF PERIOD          |                                                 | 0                                               |                                           | 2,761               |                                  |                       
|                                     |                                                 |                                                 |                                           |                     | ----------------------           |                        | -------------------                            
|                                     |                                                 |                                                 | CASH AT END OF PERIOD                     | $                   | 0                                | $                      | 0                                              
|                                     |                                                 |                                                 |                                           |                     | ============                     |                        | ===========                                    













The accompanying notes
are an integral part of

These financial
statements



-5-

---





CAPSTONE INTERNATIONAL
CORPORATION

(A DEVELOPMENT STAGE
COMPANY)

NOTES TO THE FINANCIAL
STATEMENTS

SEPTEMBER 30, 2003 AND
SEPTEMBER 30, 2002





NOTE A SUMMARY OF
SIGNIFICANT ACCOUNTING POLICIES



> The Company was incorporated on November 16, 2000 under the
>     laws of the State of Delaware. The business purpose of the Company is to
>     acquire funeral facilities and the selling of prepaid funeral programs.
>     
>     The Company will adopt accounting policies and procedures
>     based upon the nature of future transactions.



NOTE B EARINGS (LOSS) PER SHARE



> Basic EPS is determined using net income divided by the
>     weighted average shares outstanding during the period. Diluted EPS is
>     computed by dividing net income by the weighted average shares outstanding,
>     assuming all dilutive potential common shares were issued. Since the Company
>     has no common shares that are potentially issuable, such as stock options,
>     convertible securities, or warrants, basic and diluted EPS are the same.



NOTE C COMMON STOCK ISSUANCE



> On November 20, 2000 the Company sold 100,000 shares of its
>     common stock at $.01 per share for $1,000. On May 9, 2001 the Company sold
>     400,000 shares of its common stock at $.01 per share for $4,000. On May 14,
>     2001 the Company sold 700,000 shares of its common stock at $.01 per share
>     for $7,000. On June 14, 2001 the Company sold 850,000 shares of its common
>     stock at $.01 per share for $8,500. On November 14, 2001 the Company sold
>     63,536 shares of its common stock at $.10 per share for $6,354.



NOTE D STOCK SPLIT



> On April 25 the Company split its common stock 5 for 1. The
>     2,113,536 pre-split shares increased to 10,567,680 shares at $.001 par value
>     issued and outstanding.



NOTE E LOANS FROM COMPANIES CONTROLLED BY STOCKHOLDERS



> The Company has received loans from a Company controlled by
>     a stockholder. The loans are unsecured, payable on demand, and accrue no
>     interest. The total of such loans outstanding as of September 30, 2003 was
>     $41,176. The proceeds were used for working capital.



-6-

---





CAPSTONE INTERNATIONAL CORPORATION

(A DEVELOPMENT STAGE
COMPANY)

NOTES TO THE FINANCIAL
STATEMENTS

SEPTEMBER 30, 2003 AND
SEPTEMBER 30, 2002

(Continued)





NOTE F GOING CONCERN



> The Company's financial statements are prepared using
>     accounting principles generally accepted in the United States of America and
>     applicable to a going concern, which contemplates the realization of assets
>     and liquidation of liabilities in the normal course of business. However,
>     the Company has not generated any revenues from its planned principal
>     operations through September 30, 2003. Without realization of additional
>     capital, it would be unlikely for the Company to continue as a going
>     concern.











-6-

---





Item 2: Management's Discussion and Analysis:

On April 22, 2003 the Company announced a 5-1 forward stock
split effective for all shareholders of record on April 25, 2003. The trading
symbol was also changed and the Company now trades under the new symbol CITC.

At a meeting held Monday, May 5, 2003, management announced it
will expand the current Board of Directors from 2 to 5 members. The Board
appointed Darryl Mills to the position of Chairman and added Kevin M. Murphy as
a Director, effective May 7, 2003. Additional directors will be appointed as
soon as they have been approved by the current Board.

Capstone International Corporation plans to review and explore
opportunities in the power generation and utilities industry that have recently
become available. The Company has opened discussions to acquire First National
Power Corporation (FPOW) a private company located in Toronto Canada. The
primary focus of First National Power is the international market for energy
conservation and savings, both in remunerative and ecological resources.



Item 3. Effectiveness of the registrant's disclosure controls
and procedures



Within the 90-day period prior to the filing of this report, the
Company carried out an evaluation of the effectiveness of the Company's
disclosure controls and procedures (as defined by Rule 13a-14(c) under the
Securities Exchange Act of 1934) under the supervision and with the
participation of the Company's chief executive officer and chief financial
officer. Based on and as of the date of such evaluation, the aforementioned
officers have concluded that the Company's disclosure controls and procedures
were effective.



The Company also maintains a system of internal accounting
controls that is designed to provide assurance that assets are safeguarded and
that transactions are executed in accordance with management's authorization and
properly recorded. This system is continually reviewed and is augmented by
written policies and procedures, the careful selection and training of qualified
personnel and an internal audit program to monitor its effectiveness. During the
first quarter of fiscal year 2003, there were no significant changes to this
system of internal controls or in other factors that could significantly affect
those controls.



PART II - OTHER INFORMATION



Item 5: Other Information

Subsequent Events:

On July 27, 2003 the company announced further to its news
release of May 6th, 2003, that Capstone International Corporation has
completed the primary Due-Diligence for the Company's first acquisition in the
power generation and utilities industry. The Company has requested its Attorneys
to prepare final documents for the Merger/Acquisition of First National Power
Corporation (FPOW) a private company of Toronto Canada.

First National Power Corporation is a developer of renewable
energy to meet the growing demand for clean, renewable sources of power. First
National's focus is on wind power. Currently, First National Power is pursuing
talks with the objective of developing a production site with upwards of 15
megawatts in Ontario as a test market

On August 4, 2003 Capstone International Corporation announced
that in furtherance of its power generation and utilities industry business
development plan, Capstone has signed a definitive agreement with Alvin Snaper,
a leader in the International market for green powered energy conservation and
reduced electricity costs. Mr. Snaper will Chair the CITC Advisory Board and
lead the Capstones GREEN POWER ENERGY CONSERVATION program.

---



Capstone International Corporation has acquired exclusive
Ownership and Patent rights subject to a Royalty Agreement with Mr. Alvin Snaper
for the PROPLESS WIND POWER GENERATOR (PWPG), A WIND ENERGY TURBINE that does
not utilize a propeller.

Prior to joining Capstone, Mr. Alvin Snaper has served as a
Senior Consultant to other major corporations, including IBM, General Foods,
NASA, Boeing, Gilette, Singer, Rocketdyne, General Motors, Lockheed Aircraft,
Sanyo, Philips, Gulf Western, etc. Inventor of over 600+ patents, inventions and
commercial products, including the IBM Selectric Type Ball, Tang, and the NASA
Apollo Photo-Pack to name a few.

First National Power Corporation is a developer of renewable
energy to meet the growing demand for clean, renewable sources of power. First
National's focus is on wind power. Currently, First National Power is pursuing
talks with the objective of developing a production site with upwards of 15
megawatts in Ontario as a test market. Such a site would make First National
Power the largest producer of wind power in the province, thus taking First
National Power on its way to becoming a leader in wind power generation in North
America."



Item 6. Exhibits and Reports on Form 8-K



Exhibits:

|Exhibit No. | Document                                                                                                                                                                     | Location        
|----------- | ---------------------------------------------------------------------------------------------------------------------------------------------------------------------------- | ----------------
|3.1         | Articles of Incorporation                                                                                                                                                    | Previously Filed
|3.2         | Bylaws                                                                                                                                                                       | Previously Filed
|99.1        | Certification of the Chief Executive Officer of the Company
    pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of
    the Sarbanes-Oxley Act of 2002 | Included        
|99.1        | Certification of the Chief Executive Officer of the Company
    pursuant to Section 906 of the Sarbanes-Oxley Act of 2002                                                    | Included        



Reports on Form 8-K



> None





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.



CAPSTONE INTERNATIONAL CORPORATION



DATE: November 17, 2003





/s/ Darryl Mills

Darryl Mills

President and duly
authorized officer





/s/ Rod Veremy

Rod Veremy

Chief Financial Officer

---







CERTIFICATION PURSUANT
TO SECTION 302

OF THE SARBANES-OXLEY
ACT OF 2002





I, Darryl Mills, certify that:



1. I have reviewed this quarterly report on Form 10-QSB of
Capstone International Corporation for the quarter ended September 30, 2003;



2. Based on my knowledge, this quarterly 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 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. The registrant's other certifying offering 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 quarterly 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 quarterly report (the
"Evaluation Date"); and c) presented in this quarterly 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 quarterly 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: November 17, 2003





/s/ Darryo Mills

Darryl Mills

Chief Executive Officer

---







CERTIFICATION PURSUANT
TO

SECTION 906 OF THE
SARBANES-OXLEY ACT OF 2002

(18 U.S.C. SECTION
1350)





In connection with
the Annual Report of Capstone International Corporation, a Delaware corporation
(the "Company"), on Form 10-QSB for the quarter ending September 30, 2003 as
filed with the Securities and Exchange Commission (the "Report"), I, Darryl
Mills, President of the Company, certify, pursuant to Section 906 of the
Sarbanes-Oxley Act of 2002 (18 U.S.C. Section 1350), that to my 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 result of operations of the Company.







/s/ Darryl Mills

Darryl Mills, President

Dated: November 17, 2003











---









CERTIFICATION PURSUANT
TO SECTION 302

OF THE SARBANES-OXLEY
ACT OF 2002





I, Darryl Mills, certify that:



1. I have reviewed this quarterly report on Form 10-QSB of
Capstone International Corporation for the quarter ended September 30, 2003;



2. Based on my knowledge, this quarterly 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 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. The registrant's other certifying offering 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 quarterly 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 quarterly report (the
"Evaluation Date"); and c) presented in this quarterly 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 quarterly 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: November 17, 2003





/s/ Rod Veremy

Rod Veremy

Chief Financial Officer





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CERTIFICATION PURSUANT
TO

SECTION 906 OF THE
SARBANES-OXLEY ACT OF 2002

(18 U.S.C. SECTION
1350)





In connection with
the Annual Report of Capstone International Corporation, a Delaware corporation
(the "Company"), on Form 10-QSB for the quarter ending September 30, 2003 as
filed with the Securities and Exchange Commission (the "Report"), I, Rod Veremy,
Chief Financial Officer of the Company, certify, pursuant to Section 906 of the
Sarbanes-Oxley Act of 2002 (18 U.S.C. Section 1350), that to my 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 result of operations of the Company.







/s/ Rod Veremy

Rod Veremy, Chief
Financial Officer

Dated: November 17, 2003