UNITED STATES

SECURITIES AND
EXCHANGE COMMISSION

Washington, DC 20549



FORM 10-QSB

QUARTERLY REPORT UNDER
SECTION 13 OR 15(f) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE QUARTERLY
PERIOD ENDED JUNE 30, 2003



Commission file number
333-62588

Capstone International
Corporation

6966 Coach Lamp Drive

Chilliwack, B.C.

Canada V2R 2X6

604-791-1979



IRS TAX ID #
66-0349372



PART I: FINANCIAL
INFORMATION



Item 1. Financial
Statements:







CAPSTONE INTERNATIONAL
CORPORATION



(A DEVELOPMENT STAGE
COMPANY)



FINANCIAL STATEMENTS



JUNE 30, 2003 AND JUNE
30, 2002



TABLE OF CONTENTS



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 ACCOUNTANT'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 June 30, 2003 and June 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, 2002 (date of
inception) to June 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
managmene4t, 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 June 30, 2003 and
June 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

August 19, 2003





CAPSTONE INTERNATIONAL
CORPORATION

(A DEVELOPMENT STAGE
COMPANY)

BALANCE SHEETS





|                                                      |                                                        |                                  | June 30, 2003 | June 30, 2002     
|----------------------------------------------------- | ------------------------------------------------------ | -------------------------------- | ------------- | ------------------
|ASSETS                                                |                                                        | ------------------               |               | ----------------- 
|                                                      |                                                        |                                  |               |                   
|Cash                                                  | $                                                      | 0                                | $             | 0                 
|                                                      |                                                        |                                  |               | ------------------
|                                                      | Total Assets                                           | $                                | 0             | $                 
|                                                      |                                                        |                                  |               | ==========        
|LIABILITIES &
      STOCKHOLDERS' EQUITY              |                                                        |                                  |               |                   
|                                                      |                                                        |                                  |               |                   
|Accounts payable                                      | $                                                      | 4,308                            | $             | 11,852            
|Loans from
      stockholders                         |                                                        | 33,808                           |               |                   
|Common stock sold
      subject to a rescission offer |                                                        | 0                                |               | 6,354             
|                                                      |                                                        |                                  |               | ------------------
|                                                      | Total Liabilities                                      |                                  | 38,114        |                   
|                                                      |                                                        |                                  |               |                   
|Stockholders'
      Equity                            |                                                        |                                  |               |                   
|                                                      | Common stock,
      authorized 100,000,000             |                                  |               |                   
|                                                      | shares at $.001
      par value, 10,567,680 shares     |                                  |               |                   
|                                                      | 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                                      |                                  | (65,068)      |                   
|                                                      |                                                        |                                  |               | ------------------
|                                                      |                                                        | Total Stockholders'
      Equity |               | (38,114)          
|                                                      |                                                        |                                  |               |                   
|                                                      | Total Liabilities
      and Stockholders' Equity       | $                                | 0             | $                 
|                                                      |                                                        |                                  | ==========    |                   





































The accompanying notes
are an integral part of

These financial
statements



-2-



CAPSTONE INTERNATIONAL
CORPORATION

(A DEVELOPMENT STAGE
COMPANY)

STATEMENTS OF OPERATIONS
AND DEFICIT

ACCUMULATED DURING THE
DEVELOPMENT STAGE

(With Cumulative Figures
From Inception)





|                                                                                                                                  |                            |                    | Six months
      ending June 30 |                 | From Inception,
      Nov. 16, 2000 to June 30, 2003
|--------------------------------------------------------------------------------------------------------------------------------- | -------------------------- | ------------------ | ------------------------------- | --------------- | ----------------------------------------------------
|                                                                                                                                  |                            |                    | 2003                            |                 | 2002                                                
|                                                                                                                                  |                            | ------------------ |                                 | --------------- |                                                     
|Income                                                                                                                            | $                          | 0                  | $                               | 0               | $                                                   
|                                                                                                                                  |                            |                    |                                 |                 |                                                     
|Expenses                                                                                                                          |                            |                    |                                 |                 |                                                     
|                                                                                                                                  | Organizational
      costs |                    | 0                               |                 | 0                                                   
|                                                                                                                                  | Professional fees          |                    | 13,492                          |                 | 13,366                                              
|                                                                                                                                  | Fees                       |                    | 0                               |                 | 0                                                   
|                                                                                                                                  | Office expenses            |                    | 33                              |                 | 351                                                 
|                                                                                                                                  | Interest expense           |                    | 574                             |                 | 167                                                 
|                                                                                                                                  |                            |                    | ------------------              |                 | ---------------                                     
|Total expenses                                                                                                                    |                            | 14,099             |                                 | 13,884          |                                                     
|                                                                                                                                  |                            |                    |                                 |                 |                                                     
|Net loss                                                                                                                          |                            | (14,099)           |                                 | (13,884)        | $                                                   
|                                                                                                                                  |                            |                    |                                 |                 |                                                     
|Retained earnings,
      beginning of period                                                                                      |                            | (50,969)           |                                 | (24,922)        |                                                     
|                                                                                                                                  |                            |                    | ------------------              |                 | ---------------                                     
|Deficit
      accumulated during the development stage                                                                            | $                          | (65,068)           |                                 | (38,806)        |                                                     
|                                                                                                                                  |                            |                    | ===========                     |                 | =========                                           
|Earnings (loss)
      per share, assuming dilution, after giving effect to a 50 for 1 stock
      split effective April 25, 2003: |                            |                    |                                 |                 |                                                     
|Net Loss                                                                                                                          | $                          | 0.00               | $                               | 0.00            | $                                                   
|                                                                                                                                  |                            |                    | ==========                      |                 | =========                                           
|Weighted average
      shares outstanding                                                                                         |                            | 10,567,680         |                                 | 10,250,000      |                                                     
|                                                                                                                                  |                            | ===========        |                                 | ==========      |                                                     







































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 JUNE 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 common 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                                                        |   | (14,099)              
|                                                                                          | ------------  |   | ----------                       |   | ------------                                             |   | --------------------  
|Balance, June 30,
      2003                                                              | 10,567,680    | $ | 10,568                           | $ | 16,386                                                   | $ | (65,068)              
|                                                                                          | =======       |   | =====                            |   | =======                                                  |   | ============          



























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)





|                                           |                                                       |                               |                                                 |                     | Six months
      ending June 30, |                        | From Inception,
      Nov. 16, 2000 to June 30, 2003
|------------------------------------------ | ----------------------------------------------------- | ----------------------------- | ----------------------------------------------- | ------------------- | -------------------------------- | ---------------------- | ----------------------------------------------------
|                                           |                                                       |                               |                                                 |                     | 2003                             |                        | 2002                                                
|                                           |                                                       | ----------------------        |                                                 | ------------------- |                                  | ----------------------
|CASH FLOWS
      PROVIDED BY OPERATING     |                                                       |                               |                                                 |                     |                                  |                       
|ACTIVITIES                                 |                                                       |                               |                                                 |                     |                                  |                       
|Net Loss                                   | $                                                     | (14,099)                      | $                                               | (13,884)(           | $                                | (65,068)              
|Non-cash items
      included in net loss  |                                                       | 0                             |                                                 | 0                   |                                  | 0                     
|Adjustments to
      reconcile net loss to |                                                       |                               |                                                 |                     |                                  |                       
|                                           | cash used by
      operating activity                 |                               |                                                 |                     |                                  |                        |                                                     
|                                           |                                                       | Accounts payable              |                                                 | (19,707)            |                                  | 11,123                 |                                                     
|                                           |                                                       | Loans from
      stockholders |                                                 | 33,806              |                                  | 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                                               |                     | 0                                |                        | 2,114                                               
|                                           | Paid-in capital                                       |                               | 0                                               |                     | 0                                |                        | 24,840                                              
|                                           | Common stock sold
      subject to a rescission offer |                               | 0                                               |                     | 0                                |                        | 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

JUNE 30, 2003AND JUNE
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 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 June 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 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: August 19, 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 June 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: August 19, 2003





/s/ Darryl 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 June 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: August 19, 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 June 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: August 19, 2003





/s/ Rod Veremy

Rod Veremy

Chief Financial 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 June 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: August 19, 2003