<PAGE>

              SECURITIES AND EXCHANGE COMMISSION
                    Washington, D.C.  20549

                          FORM 10KSB

[X] 	ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
         SECURITIES EXCHANGE ACT OF 1934
      For the fiscal year ended December 31, 1999

[ ]	TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF
      THE SECURITIES EXCHANGE ACT OF 1934
      For the transition period from _________ to ____________

Commission File No.  0-27507


               CORPORATE DEVELOPMENT CENTERS, INC.
               -----------------------------------
      (Exact name of Registrant as specified in its charter)

          Nevada                           88-0350448
(State or other jurisdiction of            (I.R.S.Employer
incorporation or organization)              Identification Number)

1332 E. Martha Dunyon Circle
Draper, Utah                                84020
-----------------------------               ----------
(Address of principal executive offices)    (Zip Code)

Registrant's telephone number, including area code:(801)576-0814
                                                   -------------
Securities registered pursuant to Section 12(b) of the Act: NONE

Securities registered pursuant to Section 12 (g) of the Act:
25,000,000 shares of common stock, par value $0.001

Check whether the issuer (l) has filed all reports required to be
filed by Section 13 or 15(d) of the Exchange Act during the past
12 months (or for such shorter period that the registrant was
required to file such reports), and (2) has been subject to such
filing requirements for the past 90 days. [   ] Yes [ X  ] No

Check if there is no disclosure of delinquent filers in response
to Item 405 of Regulation S-B is not contained in this form, and
no disclosure will be contained, to the best of registrant's
knowledge, in definitive proxy or information statements
incorporated by reference in Part III of this Form 10-KSB or any
amendment to this Form 10-KSB. [   ]

Revenues for 1999 were $0.

The aggregate market value of the voting stock held by non-
affiliates computed by reference to the last reported sale price
of such stock as of January 29, 2001 is $47,963.

The number of shares of the issuer's Common Stock outstanding as
of January 29, 2001 is 1,234,250.

Transitional Small Business Disclosure Format (check one):
Yes [ ]  No [ X ]

<PAGE>

                             PART I

Item 1.    Description of Business

History

The Company was incorporated in the state of Nevada on
August 29, 1995.  The Company then sold shares pursuant to an
initial public offering conducted exclusively in the State of
Nevada (the "Offering").  The Offering was registered with the
State of Nevada (State File No. R96-19) and became effective on
March 1, 1996.   The Offering was sold pursuant to Rule 504
promulgated by the Securities and Exchange Commission under
Regulation D and pursuant to the Disclosure Document dated March
1, 1996.  The Offering was closed  after the sale of 534,250
shares.

At its inception, the Company was formed for the
purpose of offering full service executive office space combined
with other business services.  The initial business plan called
for the Company to lease up to 2,500 square feet of office space
and then sub-lease executive office space to companies or
individuals.  In addition to office space, the Company would
provide to executives reception desk services, photo copying
services, postal services and other services needed for a
business executive to operate a free standing office.

The Company initiated its business plan in 1996.  It
purchased office equipment, leased office space and set up
executive offices in the Las Vegas, Nevada area.  The business as
initiated did not prove profitable and the company did not have
sufficient capital to continue operations.  In its first year of
operations the Company collected rents totaling $17,061.00.  This
revenue was offset against expenses during the same time period
totaling $51,517.00.  The Company closed operations in 1997.
Since that time, the Company has been investigating ways to get
back into the executive office space business.  The Company has
also been investigating other products and/or services in which
it might engage that have potential for profit.

General

For the past two years the Company has had no active
business operations.  The Company currently has no commitment or
arrangement to participate in a business and cannot now predict
what type of business it may enter into or acquire.  It is
emphasized that the business objectives discussed herein are
extremely general and are not intended to be restrictive on the
discretion of the Company's management.

There are no plans or arrangements proposed or under
consideration for the issuance or sale of additional securities
by the Company prior to the identification of an acquisition
candidate.  Consequently, management anticipates that it may be
able to participate in only one potential business venture, due
primarily to the Company's limited capital.  This lack of
investing in the Company because it will not permit the Company
to offset potential losses from one venture against gains from
another.
                               2


<PAGE>


The Company has voluntarily filed this registration
statement on Form 10-SB to become subject to the reporting
requirements under the Securities Exchange Act of 1934, based on
management's belief that the Company's reporting status will
enhance its ability to locate and acquire a business opportunity.
It is management's experience that owners of products and other
business opportunities often desire to sell their product or
opportunity to a company having the ability to obtain a listing
on the NASDAQ stock market. Being subject to the reporting
requirements under the Securities Exchange Act of 1934 is
necessary in order to obtain such a listing.  It is the intention
of the Company to apply in the near future for inclusion in the
Over the Counter Bulletin Board and to apply for listing on the
NASDAQ stock market if and when the Company meets the asset and
other requirements for listing on that market.  The Company
intends to continue to voluntarily file reports under the
Securities Exchange Act of 1934, regardless of whether its
obligation to do so is suspended by rule of statute.

Selection of a Business

The Company anticipates that business for possible
acquisition will be referred by various sources, including its
officers and directors, professional advisors, securities broker-
dealers, venture capitalists, members of the financial community,
and others who may present unsolicited proposals.  The Company
will not engage in any general solicitation or advertising for a
business opportunity, and will rely on personal contacts of its
officers and directors and their affiliates, as well as indirect
associations between them and other business and professional
people.  By relying on "word of mouth", the Company may be
limited in the number of potential acquisitions it can identify.
While it is not presently anticipated that the Company will
engage unaffiliated professional firms specializing in business
acquisitions or reorganizations, such firms may be retained if
management deems it in the best interest of the Company.

Compensation to a finder or business acquisition firm may
take various forms, including one-time cash payments, payments
based on a percentage of revenues or product sales volume,
payments involving issuance of securities (including those of the
Company), or any combination of these or other compensation
arrangements.  Consequently, the Company is currently unable to
predict the cost of utilizing such services.  Management of the
Company will not receive a finder's fee for locating a business
opportunity.

The Company will not restrict its search to any particular
business, industry, or geographical location, and management
reserves the right to evaluate and enter into any type of
business in any location.  The Company may participate in a newly
organized business venture or a more established company entering
a new phase of growth or in need of additional capital to
overcome existing financial problems.  Participation in a new
business venture entails greater risks since in may instances
management of such a venture will not have proved its ability,
the eventual market of such venture's product or services will
likely not be established, and the profitability of the venture
will be unproved and cannot be predicted accurately.  If the
Company participates in a more established firm with existing
financial problems, it may be subjected to risk because the
financial resources of the Company may not be adequate to
eliminate or reverse the circumstances leading to such financial
problems.

                               3

<PAGE>

In seeking a business venture, the decision of management
will not be controlled by an attempt to take advantage of any
anticipated or perceived appeal of a specific industry,
management group, product, or industry, but will be based on the
business objective of seeking long-term capital appreciation in
the real value of the Company.  The Company will not acquire or
merge with a business or corporation in which the Company's
officers, directors, or promoters, or their affiliates or
associates, have any direct or indirect ownership interest.

The analysis of new businesses will be undertaken by or
under the supervision of the officers and directors.  In
analyzing prospective business, management will consider, to the
extent applicable, the available technical, financial, and
managerial resources; working capital and other prospects for the
future; the nature of present and expected competition; the
quality and experience of management services which may be
available and the depth of that management; the potential for
further research, development, or exploration; the potential for
profit; the perceived public recognition or acceptance of
products, services, or trade or service marks; name
identification; and other relevant factors.

The decision to participate in a specific business may be based
on management's analysis of the quality of the other firm's
management and personnel, the anticipated acceptability of new
products or marketing concepts, the merit of technological
changes, and other factors which are difficult, if not
impossible, to analyze through any objective criteria.  It is
anticipated that the results of operations of a specific firm may
not necessarily be indicative of the potential for the future
because of the requirement to substantially shift marketing
approaches, expand significantly, change product emphasis, change
or substantially augment management, and other factors.

The Company will analyze all available factors and make a
determination based on a composite of available facts, without
reliance on any single factor.  The period within which the
Company may participate in a business cannot be predicted and
will depend on circumstances beyond the Company's control,
including the availability of businesses, the time required for
the Company to complete its investigation and analysis of
prospective business, the time required to prepare appropriate
documents and agreements provided for the Company's
participation, and other circumstances.

Acquisition of a Business

In implementing a structure for a particular business
acquisition, the Company may become a party to a merger,
consolidation, or other reorganization with another corporation
or entity; joint venture; license; purchase and sale of assets;
or purchase and sale of stock, the exact nature of which cannot
not be predicted.  Notwithstanding the above, the Company does
not intend to participate in a business through the purchase of
minority stock positions.  Further, the Company does not have the
assets necessary to make a business acquisition with cash.
Therefore, any acquisition would have to be in exchange for
Company stock.  On the consummation of a transaction, it is
likely that the present management and shareholders of the
Company will not be in control of the Company.  In addition, a
majority or all of the Company's directors may, as part of the
terms of the acquisition transaction, resign and be replaced by
new directors without a vote of the Company's shareholders.

                               4

<PAGE>

In connection with the Company's acquisition of a business, the
present shareholders of the Company, including officers and
directors may, as a negotiated element of the acquisition, sell a
portion of all of the Company's Common Stock held by them at a
significant premium over their original investment in the
Company.  As a result of such sales, affiliates of the entity
participating in the business reorganization with the Company
would acquire a higher percentage of equity ownership in the
Company.  Management does not intend to actively negotiate for or
otherwise require the purchase of all or any portion of its stock
as a condition to or in connection with any proposed merger or
acquisition.  Although the Company's present shareholders did not
acquire their shares of Common Stock with a view towards any
subsequent sale in connection with a business reorganization, it
is not unusual for affiliates of the entity participating in the
reorganization to negotiate to purchase shares held by the
present shareholders in order to reduce the number of "restricted
securities" held by persons no longer affiliated with the Company
and thereby reduce the potential adverse impact on the public
market in the Company's Common Stock that could result from
substantial sales of such shares after the restrictions no longer
apply.  Public investors will not receive any portion of the
premium that may be paid in the foregoing circumstances.
Furthermore, the Company's shareholders may not be afforded an
opportunity to approve or consent to any particular stock buy-out
transaction.

In the event of sales of shares by present shareholders of the
Company, including officers and directors, is a negotiated
element of a future acquisition, a conflict of interest may arise
because directors will be negotiating for the acquisition on
behalf of the Company and for sales of their shares for their own
respective accounts.  Where a business opportunity is well suited
for acquisition by the Company, but affiliates of the business
opportunity impose a condition that management sell their shares
at a price which is unacceptable to them, management may not
sacrifice their financial interest for the Company to complete
the transaction.  Where the business opportunity is not well
suited, but the price offered management for their shares is
high, Management will be tempted to effect the acquisition to
realize a substantial gain on their shares in the Company.
Management has not adopted any policy for resolving the foregoing
potential conflicts, should they arise, and does not intend to
obtain an independent appraisal to determine whether any price
that may be offered for their shares is fair.  Stockholders must
rely, instead, on the obligation of management to fulfill its
fiduciary duty under sate law to act in the best interests of the
Company and its stockholders.

It is anticipated that any securities issued in any such
reorganization would be issued in reliance on exemptions from
registration under applicable federal and state securities laws.
In some circumstances, however, as a negotiated element of the
transaction, the Company may agree to register such securities
either at the time the transaction is consummated, under certain
conditions, or at specified times thereafter.  Although the terms
of such registration rights and the number of securities, if any,
which may be registered cannot be predicted, it may be expected
that registration of securities by the Company in these
circumstances would entail substantial expense to the Company.
The issuance of substantial additional securities and their
potential sale into any trading market which may develop in the
Company's securities may have a depressive effect on such market.

                               5

<PAGE>

While the actual terms of the transaction to which the Company
may be a party cannot be predicted, it may be expected that that
the parties to the business transaction will find it desirable to
structure the acquisition as a so-called "tax-free" event under
sections 351 or 368(a) of the Internal Revenue Code of 1986, (the
"Code").  In order to obtain tax-free treatment under section 351
of the Code, it would be necessary for the owners of the acquired
business to own 80% or more of the voting stock of the surviving
entity.  In such event, the shareholders of the Company would
retain less than 20% of the issued and outstanding shares of the
surviving entity.  Section 368(a) (1) of the Code provides for
tax-free treatment of certain business reorganizations between
corporate entities where one corporation is merged with or
acquires the securities or assets of another corporation.
Generally, the Company will be the acquiring corporation in such
a business reorganization, and the tax-free status of the
transaction will not depend on the issuance of any specific
amount of the Company's voting securities.  It is not uncommon,
however, that as a negotiated element of a transaction completed
in reliance on Section 368, the acquiring corporation issue
securities in such an amount that the shareholders of the
acquired corporation will hold 50% or more of the voting stock of
the surviving entity.  Consequently, there is a substantial
possibility that the shareholders of the Company immediately
prior to the transaction would retain less than 50% of the issued
and outstanding shares of the surviving entity.  Therefore,
regardless of the form of the business acquisition, it may be
anticipated that stockholders immediately prior to the
transaction will experience a significant reduction in their
percentage of ownership in the Company.

Notwithstanding the fact that the Company is technically the
acquiring entity in the foregoing circumstances, generally
accepted accounting principals will ordinarily require that such
transaction be accounted for as if the Company had been acquired
by the other entity owning the business and, therefore, will not
permit a write-up in the carrying value of the assets of the
other company.

The manner in which the Company participates in a business will
depend on the nature of the business, the respective needs and
desires of the Company and other parties, the management of the
business, and the relative negotiating strength of the Company
and such other management.

The Company will participate in a business only after the
negotiation and execution of appropriate written agreements.
Although the terms of such agreements cannot be predicted,
generally such agreements will require specific representations
and warranties by all of the parties thereto, will specify
certain events of default, will detail the terms of closing and
the conditions which must be satisfied by each of the parties
prior to such closing, will outline the manner of bearing costs
if the transaction is not closed, will set forth remedies on
default, and will include miscellaneous other terms.

The Company will comply with all federal and state disclosure
laws in connection with the acquisition of any target company
including providing shareholders with audited financial
statements when required.  The Company also intends to provide
shareholders with information including audited financial
statements regarding a target company even if it is not required
when it is reasonably possible to do so.  If such disclosure is
not required, it may be necessary in some instances, such as when
time restraints will not permit disclosure, for the directors to
determine

                               6
<PAGE>

that it is in the best interest of the shareholders to
consummate an acquisition short of all possible disclosure.

While management believes that the fact that the Company is
subject to reporting obligations under the Securities Exchange
Act of 1934 will increase the number of companies that will be
interested in being acquired by the Company, the reporting
requirements will eliminate the possibility of acquiring some
companies.  For example, within 15 days of an acquisition, the
Company must file a Form 8-K discussing the acquisition.  From
the date of the filing of the Form 8-K, the Company will then
have 60 days to file audited proforma financial information.
Accordingly, if the target company is not capable of being
audited within a short period of time, it is not a likely
candidate for acquisition.

It is not presently intended that any officer or director would
receive compensation from a target company as a condition to an
acquisition.  However, it is possible that a target company may
require that an officer or director sell his or her shares in the
Company to the target company, that an officer or director be
willing to enter into a consulting agreement, or it is possible
that an officer or director in a particular instance may be
compensated in the form of a finder's fee in connection with a
particular acquisition.

Operation of Business After Acquisition

The Company's operation following its acquisition of a business
will be dependent on the nature of the business and the interest
acquired.  It may be expected that the business will present
various risks, which cannot be predicted at the present time.


Government Regulation

It is impossible to predict the government regulation, if any, to
which the Company may be subject until it has acquired an
interest in business.  The use of assets and/or conduct of
business which the Company may acquire could subject it to
environmental, public health and safety, land use, trade, or
other governmental regulations and state or local taxation.  In
selecting a business in which to acquire an interest, management
will endeavor to ascertain, to the extent of the limited
resources of the Company, the effects of such government
regulation on the prospective business of the Company.  In
certain circumstances, however, such as the acquisition of an
interest in a new or start-up business activity, it may not be
possible to predict with any degree of accuracy the impact of
government regulation.  The inability to ascertain the effect of
government regulation on  prospective business activity will make
the acquisition of an interest in such business a higher risk.

Competition

The Company will be involved in intense competition with other
business entities, many of which will have a competitive edge
over the Company by virtue of their stronger financial resources
and prior experiences in business.  There is no assurance that
the Company will be successful in obtaining suitable investments.

                               7

<PAGE>

Employees

The Company is a development stage company and currently has no
employees.    Management of the Company expects to use
consultants, attorneys, and accountants as necessary, and does
not anticipate a need to engage any full-time employees so long
as it is seeking and evaluating businesses.  The need for
employees and their availability will be addressed in connection
with a decision whether or not to acquire or participate in a
specific business industry.

Item 2.  Description of Property

The Company utilizes office space at 1332 E. Martha Dunyon Cir.,
Draper, Utah  84020, provided by Richard M. Bench, an officer and
director of the Company.  Mr. Bench has provided this office
space during 1999.  The fair market value of this office rent is
$100 per month.  Mr. Bench has agreed to contribute this amount
to the Company as additional paid in capital.

Item 3.  Legal Proceedings

The Company is not a party to any material pending legal
proceedings, and to the best of its knowledge, no such
proceedings by or against the Company have been threatened.

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

There was no matter submitted during the fourth quarter of fiscal
year ended December 31, 1999, to a vote of security holders,
through the solicitation of proxies or otherwise.

                             PART II

Item 5. Market for Registrant's Common Equity and Related
Stockholders Matters.

Market Information

Although quotations for the Company's common stock did appear on
the OTC Bulletin Board, the Company lost its trading symbol in or
about September, 1999, and there is no established trading market
for the common stock at the present time.  Recent information
generated by the OTC Bulletin shows no trades in the Company's
shares since 1998.

There are no outstanding options or warrants to purchase shares
of common stock nor are there outstanding securities convertible
into common stock.  Under Rule 144(k) promulgated under the
Securities Act of 1933, in order for non-controlling shareholders
to sell their shares free of restrictions, a period of at least
two years must have elapsed since the shares were acquired from
the issuer or from an affiliate of the issuer.  At the present
time, all shares of common stock outstanding may be sold without
restrictions under Rule 144(k) except 275,000 shares which are
held by officers, directors, and controlling stockholders
("Control Shares").  Seventy-five thousand of the Control Shares
may be sold subject to complying with all of the terms and
conditions of Rule 144, except the one-year holding period which
has been satisfied.  The


                               8
<PAGE>

Company has not agreed to register any common shares and is not
planning a registered offering at the present time.

Since its inception, no dividends have been paid on the Company's
common stock.  The Company intends to retain any earnings for use
in its business activities, so it is not expected that any
dividends on the common stock will be declared and paid in the
foreseeable future.

At January 29, 2001, there was approximately 47 holders of record
of the Company's Common Stock.

Recent Sales of Unregistered Securities

The Company has not sold any equity securities during the fiscal
year ended December 31, 1999.

Item 6.  Management's Discussion and Analysis or Plan of
Operation

Results of Operations

Calendar Year Ended December 31, 1999

The Company had no revenue from continuing operations or from any
other source for the year ended December 31, 1999.

General and administrative expenses for the year ended December
31, 1999, consisted primarily of general corporate
administration, legal and professional expenses, and accounting
and auditing costs totaling $1,705.  These expenses were
necessary to support the legal existence of the Company until it
could locate another operating business in which to engage.  In
addition, the Company had rent expense of 1,200 and amortization
of capitalized organization costs totaling $960. Legal,
accounting and administrative expenses were higher in 1998 due to
the work necessary to obtain a symbol on the OTC Bulletin Board
which occurred that year.

Calendar Year Ended December 31, 1998

The Company had no revenue from continuing operations or from any
other source for the year ended December 31, 1998.

General and administrative expenses for the year ended December
31, 1998, consisted primarily of general corporate
administration, legal and professional expenses, and accounting
and auditing costs.  During that year  the Company had only
expenses necessary to support its legal existence until it could
locate an operating business in which to engage.  Legal,
accounting and administrative expenses were also incurred to
engage the work necessary to obtain a symbol on the OTC Bulletin
Board.

Shares in the Company were sold on October 1, 1998, for total
sales proceeds of $5,000 in order to obtain capital to help pay
these expenses.

                               9
<PAGE>

Liquidity and Capital Resources

At December 31, 1999, the Company had working capital of $1,807,
enough to meet the cash requirements of the Company for
approximately three months.  We believe the Company will need to
raise an additional $7,000 by selling additional shares or by
borrowing in order to have sufficient capital to meet its needs
for the next 12 months.  Since the cease of operations in 1997,
the Company has had extremely limited working capital which it
has obtained through additional investment in the Company by
principal shareholders.  The Company can only continue to exist
by the continued willingness of principal shareholders to fund
the maintaining of the Company.

Management believes that funding sources will continue to be
available to meet the anticipated needs of the Company's
operations through at least the next 12 months.  Even though the
Company does not at the present time have any understandings or
agreements with any persons or entities to provide such funding,
shareholders having an interest in seeing that the Company
remains a viable business entity have been willing to provide
funds to the Company in the past either through purchasing
additional stock or by loaning money to the Company.  However,
there can be no assurances to that effect, as the Company has no
revenues and the Company's need for capital may change
dramatically if it acquires an interest in a business opportunity
during that period.  It should also be noted that the Company is
now obligated to satisfy the costs associated with filing the
required reports under the Exchange Act of 1934.  It appears at
the present time that these costs will also have to be met
through the continued sale of stock or by borrowing additional
funds.  The Company's current operating plan is to (i) handle the
administrative and reporting requirements of a public company;
and (ii) search for potential business, products, technologies
and companies for acquisition.  At present, the Company has no
understandings, commitments or agreements with respect to the
acquisition of any business, product, technology or company and
there can be no assurance that the Company will identify any such
business, product, technology or company and there can be no
assurance that the Company will identify any such business,
product, technology or company suitable for acquisition in the
future.  Further, there can be no assurance that the Company
would be successful in consummating any acquisition on favorable
terms or that it will be able to profitably manage the business,
product, technology or company it acquires.

Item 7.  Financial Statements

                               10

<PAGE>


Ted A. Madsen
                 CERTIFIED PUBLIC ACCOUNTANT
                    684 EAST VINE STREET #3
                      MURRAY, UTAH 84107
                  TELEPHONE (801) 268-2632
                     FAX (801) 262-3978

TED A. MADSEN, CPA        MEMBER:  AMERICAN INSTIUTE OF
                                   CERTIFIED PUBLIC ACCOUNTANTS

                                   UTAH ASSOCIATION OF
                                   CERTIFIED PUBLIC ACCOUNTANTS

                                   CERTIFIED PUBLIC ACCOUNTANT


Board of Directors
Corporate Development Centers, Inc.
Salt Lake City, Utah

I have audited the accompanying balance sheet of Corporate
Development Centers, Inc. (a development stage company) as of
December 31, 1999 and the related statements of operations, cash
flows and changes in stockholders' equity for the year then ended
and for the period from August 29, 1995 (date of inception) to
December 31, 1999.  These financial statements are the
responsibility of Corporate Development Centers, Inc.'s
management.  My responsibility is to express an opinion on these
financial statements based on my audit.

I conducted my audit in accordance with generally accepted
auditing standards.  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 principals used and
significant estimates made by management, as well as evaluating
the overall financial statement presentation.  I believe that my
audit of the financial statements provides a reasonable basis for
my opinion.

In my opinion, the accompanying financial statements present
fairly, in all material respects, the financial position of
Corporate Development Centers, Inc. as of December 31, 1999 and
the results of operations, cash flows and changes in
stockholders' equity for the year then ended and for the period
from August 29, 1995 (date of inception) to December 31, 1999, in
conformity with generally accepted accounting principles.



Salt Lake City, Utah
                                             /s/ Ted A. Madsen, CPA
January 25, 2000                             Ted A. Madsen, CPA


                                11

<PAGE>

                CORPORATE DEVELOPMENT CENTERS, INC.
                   (A DEVELOPMENT STAGE COMPANY)
                           BALANCE SHEET
                         DECEMBER 31, 1999


ASSETS

   Cash in bank                                              $    1,807

         TOTAL ASSETS                                        $    1,807
                                                             ==========

LIABILITIES & STOCKHOLDERS' EQUITY

   Liabilities
      Accounts Payable                                       $        -
         Total Liabilities                                            -

   Stockholders' Equity

     Common stock, authorized 25,000,000 shares
     At $.001 par value, issued and outstanding
     1,234,250 shares                                             1,234

     Additional paid-in capital                                  50,559

  (Deficit) accumulated during the development stage            (49,986)
                                                             ----------
         Total Stockholders' Equity                               1,807
                                                             ==========
         TOTAL LIABILITES & STOCKHOLDER'S EQUITY             $    1,807
                                                             ==========

 The accompanying notes are an integral part of these financial statements

                                12

<PAGE>

                CORPORATE DEVELOPMENT CENTERS, INC.
                   (A DEVELOPMENT STAGE COMPANY)
    STATEMENT OF OPERATIONS FOR THE YEAR ENDED DECEMBER 31, 1999
              (With Cumulative Figures From Inception)

                                                         From Inception,
                                      Year ended        August 29, 1995
                               December 31, 1999   to December 31, 1999
                               -----------------   --------------------
RENTAL INCOME                  $               -   $             17,061

Expenses

      Advertising                              -                  1,657
      Amortization                                                3,170
      Cleaning                                 -                  1,803
      Consulting                               -                  3,605
      Depreciation                             -                  2,477
      Fees                                     -                  1,083
      Insurance                                -                    414
      Office Expenses                         60                  3,124
      Rent                                 1,200                 28,309
      Professional Fees                    1,645                  7,753
      Telephone                                -                  5,731
      Utilities                                -                  1,200
                               -----------------   --------------------
          Total Expenses       $           2,905   $             60,326

Other Income (Expense)

     Loss on sale of office
       Furniture                               -                 (5,091)
                               -----------------   --------------------
        Total Other Income
          (Expense)                            -                 (5,091)
                               -----------------   --------------------

Net (loss) before cumulative
  effect of change
  In accounting principle                 (2,905)               (48,356)
Cumulative effect on prior
  years (to December 31,
  1998) of expensing
  unamortized organization
  costs - Note B                          (1,630)                (1,630)

Net (Loss) before income taxes            (4,535)               (49,986)

Provisions for income taxes
  - Note E                                     -                      -
                               -----------------   --------------------
Net (loss)                     $          (4,535)  $            (49,986)
                               =================   ====================
Net (loss) per common share:

  (Loss) before cumulative
    effect of change in
    accounting principle       $           (0.01)

  Cumulative effect on prior
    years (to December 31,
    1998) of expensing
    unamortized
    organizational costs                    0.00
                               -----------------
Net (loss)                     $           (0.01)
                               =================
Weighted average shares
  Outstanding                          1,234,250
                               =================

The accompanying notes are an integral part of these financial statements

                                13

<PAGE>

                CORPORATE DEVELOPMENT CENTERS, INC.
                  (A DEVELOPMENT STAGE COMPANY)
            STATEMENT OF CHANGES IN STOCKHOLDERS' EQUITY
               FOR THE YEAR ENDED DECEMBER 31, 1999
             (with cumulative figures from inception)

                                          Additional    Accum-
                        Common    Stock      Paid-in    ulated
                        Shares   Amount      Capital  (Deficit)       Total
                                                       -------
Balance
August 29, 1995              -  $     -  $         -  $      -     $      -

Issuance of common
stock for cash @ .01
per share on August
9, 1995                800,000      800        7,200                  8,000

Issuance of common
stock for consulting
services rendered
valued at $2,000
@ .01 per share
on August 9, 1995      200,000      200        1,800                  2,000

Net (loss)
for period                   -        -            -    (1,920)      (1,920)
                     ---------   ------   ----------   -------       ------
Balance
December 31, 1995    1,000,000    1,000        9,000    (1,920)       8,080

Issuance of
common stock for
cash @.08 per
share on March 26,
1996                   534,250      534       42,206                 42,740

(Less) offering
costs                                        (12,147)               (12,147)

Net (loss) for
period                       -        -            -   (21,567)     (21,567)
                     ---------   ------   ----------   -------       ------
Balance,
December 31, 1996    1,534,250    1,534       39,059   (23,487)      17,106

Net (loss) for
period                       -        -            -   (15,228)     (15,228)
                     ---------   ------   ----------   -------       ------
Balance
December 31, 1997    1,534,250    1,534       39,059   (38,715)       1,878

Issuance of
common Stock for
cash @.05 per share
on November 11, 1998   200,000      200        9,800                 10,000

Cancellation of
Common shares on
November 11, 1998     (500,000)    (500)         500

Net (loss) for
period                       -        -            -    (6,736)      (6,736)
                     ---------   ------   ----------   -------       ------
Balance
December 31, 1998    1,234,250    1,234       49,359   (45,451)       5,142

Additional paid
in capital
contributed by
shareholder                  -        -        1,200         -        1,200

Net (loss) for
period                       -        -            -    (4,535)       (4535)
                     ---------   ------   ----------   -------       ------
Balance,
December 31, 1999    1,234,250  $ 1,234   $   50,559  $(49,986)   $   1,807
                     =========   ======   ==========   =======       ======

The accompanying notes are an integral part of these financial statements

                                14

<PAGE>

                     CORPORATE DEVELOPMENT CENTERS, INC.
                       (A DEVELOPMENT STAGE COMPANY)
                          STATEMENT OF CASH FLOWS
                    FOR THE YEAR ENDED DECEMBER 31, 1999
                  (With Cumulative Figures From Inception)


                                                            From Inception,
                                           Year ended      August 29, 1995
                                          December 31,      to December 31,
                                                 1999                 1999
                                        -------------      ---------------
CASH FLOWS FROM OPERATING ACTIVITIES

Net Loss                                $      (4,535)     $       (49,986)
Non-cash items included in net loss
  Loss of sale of equipment                         -                5,091
  Amortization                                  1,630                4,800
  Depreciation                                      -                2,477
  Rent                                          1,200                1,200
  Decrease in stock subscription
    Receivable                                  3,500                    -
                                        -------------      ---------------
NET CASH FROM (USED) BY OPERATING
ACTIVITIES                                      1,795              (36,418)

CASH FLOWS FROM INVESTING ACTIVITIES
  Organizational costs                              -               (2,800)
  Purchase of equipment                             -              (13,668)
  Proceeds from sale of equipment                   -                6,100
                                        -------------      ---------------
     NET CASH (USED) BY
     INVESTING ACTIVITIES                           -              (10,368)

CASH FLOWS FROM FINANCING ACTIVITIES
  Proceeds from sale of common stock                -               48,593
                                        -------------      ---------------
     NET CASH FROM FINANCING ACTIVITIES             -               48,593

     NET INCREASE IN CASH                       1,795      $         1,807
                                                           ===============
CASH AT BEGINNING OF PERIOD                        12
                                        -------------
CASH AT END OF PERIOD                   $       1,807
                                        =============

The accompanying notes are an integral part of these financial statements

                                15

<PAGE>

                 CORPORATE DEVELOPMENT CENTERS, INC.
                   (A DEVELOPMENT STAGE COMPANY)
                 NOTES TO THE FINANCIAL STATEMENTS
                         DECEMBER 31, 1999


NOTE A:    SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

           The Company was incorporated on August 29, 1995
           under the laws of the state of Nevada.  The
           business purpose of the Company is to provide
           executive office facilities and services and
           provide corporate registered agent service to
           Nevada corporations.

           The Company will adopt accounting policies and
           procedures based upon the nature of future
           transactions.

NOTE B:    ORGANIZATION COSTS

           Organization costs were originally capitalized and
           were being amortized over 60 months.  In January
           of 1999, the Company adopted a change in
           accounting principle and elected to charge the
           previously unamortized amount of reorganization
           costs to operations in the current period.  The
           effect of this change has been reflected as a
           separate line item in the statement of operations.

NOTE C:    OFFERING COSTS

           The offering costs which were incurred by the
           Company in connection with a public stock offering
           were offset against the net offering proceeds of
           the stock offering.

NOTE D:    PUBLIC STOCK OFFERING

           In March of 1996, the Company completed the stock
           offering and sold 534,250 shares of its common
           stock at $.08 per share and received net proceeds
           of $30,593 from that offering.  The net proceeds
           will be used to provide executive office
           facilities and services and provide corporate
           registered agent service to Nevada corporations.

NOTE E:    INCOME TAXES

           No provision for income taxes has been recorded in
           the financial statements as the Company has
           incurred net operating losses from the date of
           inception through the current year.  The Company
           has net operating losses totaling $49,986 that may
           be used to offset future taxable income.

                                16

<PAGE>

                 CORPORATE DEVELOPMENT CENTERS, INC.
                   (A DEVELOPMENT STAGE COMPANY)
                 NOTES TO THE FINANCIAL STATEMENTS
                         DECEMBER 31, 1999

NOTE F:     OFFICE EQUIPMENT AND DEPRECIATION

            Office equipment is carried at cost.  Expenditures
            for the maintenance and repair are charged against
            operations.  Renewals and betterments that
            materially extend the life of the asset are
            capitalized.

            Depreciation of the equipment is provided for
            using the straight-line method over the estimated
            useful lives for both federal income tax and
            financing reporting.

            All of the office equipment was sold and the
            existing operations were discontinued in 1997.
            The sale of the equipment resulted in a loss of
            $5,091.

NOTE G:     RELATED PARTY TRANSACTIONS

            The Company retained a shareholder to assist with
            the formation of the Company and issued 200,000
            shares of its common stock for these services.
            These services were valued at $2,000 or $.01 per
            share.

            The Company paid cash to a shareholder in the
            amount of $2,500 in connection with the formation
            of the Company and the preparation and
            implementation of the business plan.

            The Company has maintained an office at the office
            of a shareholder during the 1999 and 2000 fiscal
            year.  The fair market vale of this office rent
            has been reflected in the statement of operations
            at $100 per month.  The shareholder has agreed to
            contribute this amount to the Company as
            additional paid in capital.

NOTE H:     USE OF ESTIMATES

            The preparation of financial statements in
            conformity with generally accepted  accounting
            principals requires management to make estimates
            and assumptions that affect the reported amounts
            of assets and liabilities and disclosure of
            contingent assets and liabilities at the date of
            the financials statements and the reported amounts
            of revenue and expenses during the reporting
            period.  Actual results could differ from those
            estimates.

                                17

<PAGE>

                 CORPORATE DEVELOPMENT CENTERS, INC.
                   (A DEVELOPMENT STAGE COMPANY)
                 NOTES TO THE FINANCIAL STATEMENTS
                         DECEMBER 31, 1999

NOTE I:     CANCELLATION OF SHARES

            In November of 1998, in order to have a more
            favorable capital structure, certain
            shareholders/officers elected to cancel previously
            issued shares of common stock.  Of the 500,000
            shares that were cancelled, 400,000 shares were
            previously purchased by these
            shareholders/officers at $.01 per share and
            100,000 were issued to a shareholder/officer for
            services rendered and valued at $01 per share.


                                18

<PAGE>


                        Ted A. Madsen
                 CERTIFIED PUBLIC ACCOUNTANT
                    684 EAST VINE STREET #3
                      MURRAY, UTAH 84107
                  TELEPHONE (801) 268-2632
                     FAX (801) 262-3978

TED A. MADSEN, CPA        MEMBER:  AMERICAN INSTIUTE OF
                                   CERTIFIED PUBLIC ACCOUNTANTS

                                   UTAH ASSOCIATION OF
                                   CERTIFIED PUBLIC ACCOUNTANTS

                                   CERTIFIED PUBLIC ACCOUNTANT

Board of Directors
Corporate Development Centers, Inc.
Salt Lake City, Utah

I have audited the accompanying balance sheet of Corporate
Development Centers, Inc. (a development stage company) as of
December 31, 1998 and the related statements of operations, cash
flows and changes in stockholders' equity for the year then ended
and for the period from August 29, 1995 (date of inception) to
December 31, 1998.  These financial statements are the
responsibility of Corporate Development Centers, Inc.'s
management.  My responsibility is to express an opinion on these
financial statements based on my audit.

I conducted my audit in accordance with generally accepted
auditing standards.  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 principals used and
significant estimates made by management, as well as evaluating
the overall financial statement presentation.  I believe that my
audit of the financial statements provides a reasonable basis for
my opinion.

In my opinion, the accompanying financial statements present
fairly, in all material respects, the financial position of
Corporate Development Centers, Inc. as of December 31, 1998 and
the results of operations, cash flows and changes in
stockholders' equity for the year then ended and for the period
from August 29, 1995 (date of inception) to December 31, 1998, in
conformity with generally accepted accounting principles.


Salt Lake City, Utah
                                             /s/ Ted A. Madsen, CPA
January 25, 2000                             Ted A. Madsen, CPA

                                19

<PAGE>

                 CORPORATE DEVELOPMENT CENTERS, INC.
                    (A DEVELOPMENT STAGE COMPANY)
                           BALANCE SHEET
                         DECEMBER 31, 1998


ASSETS

Cash in bank                                         $       12
Organization costs less accumulated
Amortization of $3,170                                    1,630
Stock subscription receivable                             3,500
                                                     ----------
     TOTAL ASSETS                                    $    5,142
                                                     ==========

LIABILITIES & STOCKHOLDERS' EQUITY

     Liabilities                                     $        -

          Total Liabilities                                   -

     Stockholders' Equity

       Common stock, authorized 25,000,000 shares
       at $.001 par value, issued and outstanding
       1,234,250 shares                                   1,234

       Additional paid-in capital                        49,359

    (Deficit) accumulated during the development stage  (45,451)
                                                     ----------
          Total Stockholders' Equity                      5,142
                                                     ==========
          TOTAL LIABILITES & STOCKHOLDER'S EQUITY    $    5,142
                                                     ==========

The accompanying notes are an integral part of these financial statements

                                20

<PAGE>

                CORPORATE DEVELOPMENT CENTERS, INC.
                   (A DEVELOPMENT STAGE COMPANY)
    STATEMENT OF OPERATIONS FOR THE YEAR ENDED DECEMBER 31, 1998
             (With Cumulative Figures From Inception)

                                                         From Inception,
                                        Year Ended       August 29, 1995
                                    December 31, 1998  to December 31, 1998
                                    -----------------  --------------------
Rental Income                       $               -    $           17,061

Expenses

      Advertising                                   -                 1,657
      Amortization                                962                 3,170
      Cleaning                                      -                 1,803
      Consulting                                    -                 3,605
      Depreciation                                  -                 2,477
      Fees                                        178                 1,083
      Insurance                                     -                   414
      Office Expenses                               -                 3,064
      Rent                                          -                27,109
      Professional Fees                         5,596                 6,108
      Telephone                                     -                 5,731
      Utilities                                     -                 1,200
                                    -----------------  --------------------
           Total Expenses                       6,736                57,421

Other Income (Expense)

     Loss on sale of office furniture               -                (5,091)
                                    -----------------  --------------------
          Total Other Income (Expense)              -                (5,091)
                                    -----------------  --------------------

Net (Loss) before income taxes                 (6,736) $            (45,451)

Provision for income taxes - Note E                 -                     -
                                    -----------------  --------------------

Net (loss)                          $          (6,736) $            (45,451)
                                    =================  ====================

Net (loss) per share                $           (0.01)
                                    =================
Weighted average shares outstanding         1,234,250
                                    =================

The accompanying notes are an integral part of these financial statements

                                21

<PAGE>

                 CORPORATE DEVELOPMENT CENTERS, INC.
                    (A DEVELOPMENT STAGE COMPANY)
             STATEMENT OF CHANGES IN STOCKHOLDERS' EQUITY
                 FOR THE YEAR ENDED DECEMBER 31, 1998
                (with cumulative figures from inception)

                                          Additional    Accum-
                        Common    Stock      Paid-in    ulated
                        Shares   Amount      Capital  (Deficit)       Total
                                                       -------
Balance
August 29, 1995              - $      -   $        -  $      -     $      -

Issuance of
common stock for
cash @ .01 per
share in August
of 1995                800,000      800        7,200                  8,000

Issuance of
common stock for
consulting
services rendered
valued at $2,000
@ .01 per share
in August of 1995      200,000      200        1,800                  2,000

Net (loss) for
period                       -        -            -    (1,920)      (1,920)
                     ---------   ------   ----------   -------       ------
Balance
December 31, 1995    1,000,000    1,000        9,000    (1,920)       8,080

Issuance of
common stock for
cash @.08 per
share in March of
1996                   534,250      534       42,206                 42,740

(Less) offering
costs                                        (12,147)               (12,147)

Net (loss) for
period                       -        -            -   (21,567)     (21,567)
                     ---------   ------   ----------   -------       ------
Balance,
December 31, 1996    1,534,250    1,534       39,059   (23,487)      17,106

Net (loss) for
Period                       -        -            -   (15,228)     (15,228)
                     ---------   ------   ----------   -------       ------
Balance
December 31, 1997    1,534,250    1,534       39,059   (38,715)       1,878

Issuance of
common Stock
for cash @.05 per
share in November
of 1998                200,000      200        9,800                 10,000

Cancellation of
Common shares in
November 1998         (500,000)    (500)         500

Net (loss) for
period                       -        -            -    (6,736)      (6,736)
                     ---------   ------   ----------   -------       ------
Balance
December 31, 1998    1,234,250 $  1,234   $   49,359  $(45,451)    $  5,142
                     =========   ======   ==========   =======       ======

The accompanying notes are an integral part of these financial statements

                                22

<PAGE>

                CORPORATE DEVELOPMENT CENTERS, INC.
                   (A DEVELOPMENT STAGE COMPANY)
                     STATEMENT OF CASH FLOWS
              FOR THE YEAR ENDED DECEMBER 31, 1998
            (With Cumulative Figures From Inception)


                                                         From inception,
                                        Year Ended       August 29, 1995
                                    December 31, 1998  to December 31, 1998
                                    -----------------  --------------------

CASH FLOWS FROM OPERATING ACTIVITIES

Net Loss                            $         (6,736)  $           (45,451)
Non-cash items included in net loss
  Loss of sale of equipment                        -                 5,091
  Amortization                                   962                 3,170
  Depreciation                                     -                 2,477
  Decrease in stock subscription
    receivable                                (3,500)               (3,500)
  Decrease in accounts payable                  (714)                    -
                                    -----------------  --------------------
NET CASH FROM (USED) BY
OPERATING ACTIVITIES                          (9,988)              (38,213)

CASH FLOWS FROM INVESTING ACTIVITIES
  Organizational costs                             -                (2,800)
  Purchase of equipment                            -               (13,668)
  Proceeds from sale of equipment                  -                 6,100

     NET CASH (USED) BY INVESTING
     ACTIVITIES                                    -               (10,368)

CASH FLOWS FROM FINANCING ACTIVITIES
     Proceeds from sale of
       common stock                           10,000                48,593

     NET CASH FROM
     FINANCING ACTIVITIES                     10,000                48,593
                                    -----------------  --------------------
     NET INCREASE IN CASH                         12   $                12

CASH AT BEGINNING OF PERIOD                        -
                                    ----------------
CASH AT END OF PERIOD               $             12
                                    ================


The accompanying notes are an integral part of these financial statements

                                23

<PAGE>

              CORPORATE DEVELOPMENT CENTERS, INC.
                (A DEVELOPMENT STAGE COMPANY)
              NOTES TO THE FINANCIAL STATEMENTS
                     DECEMBER 31, 1998

NOTE A:    SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

           The Company was incorporated on August 29, 1995 under
           the laws of the state of Nevada.  The business purpose
           of the Company is to provide executive office
           facilities and services and provide corporate
           registered agent service to Nevada corporations.

           The Company will adopt accounting policies and
           procedures based upon the nature of future transactions

NOTE B:    ORGANIZATION COSTS

           Organization costs were capitalized and amortized over 60 months.

NOTE C:    OFFERING COSTS

           The offering costs which were incurred by the Company
           in connection with a public stock offering were offset
           against the net offering proceeds of the stock offering.

NOTE D:    PUBLIC STOCK OFFERING

           In March of 1996, the Company completed the stock
           offering and sold 534,250 shares of its common stock at
           $.08 per share and received net proceeds of $30,593
           from that offering.  The net proceeds will be used to
           provide executive office facilities and services and
           provide corporate registered agent service to Nevada
           corporations.

NOTE E:    INCOME TAXES

           No provision for income taxes has been recorded in the
           financial statements as the Company has incurred net
           operating losses from the date of inception through the
           current year.  The Company has net operating losses
           totaling $45,451 that may be used to offset future
           taxable income.

NOTE F:    OFFICE EQUIPMENT

           Office equipment is carried at cost.  Expenditures for
           the maintenance and repair are charged against
           operations.  Renewals and betterments that materially
           extend the life of the assets are capitalized.

                                24

<PAGE>

                  CORPORATE DEVELOPMENT CENTERS, INC.
                     (A DEVELOPMENT STAGE COMPANY)
                   NOTES TO THE FINANCIAL STATEMENTS
                           DECEMBER 31, 1998


NOTE F:    OFFICE EQUIPMENT AND DECPRECIATION (CONTINUED)

           Depreciation of the equipment is provided for using the
           straight-line method over the estimated useful lives
           for both federal income tax and financing reporting.

           All of the office equipment was sold and the existing
           operations were discontinued in 1997.  The sale of the
           equipment resulted in a loss of $5,091.

NOTE G:    RELATED PARTY TRANSACTIONS

           The Company retained a shareholder to assist with the
           formation of the Company and issued 200,000 shares of
           its common stock for these services.  These services
           were valued at $200 or $.001 per share.

           The Company paid cash to a shareholder in the amount of
           $2,500 in connection with the formation of the Company
           and the preparation and implementation of the business
           plan.

NOTE H:    USE OF ESTIMATES

           The preparation of financial statements in conformity
           with generally accepted accounting principles requires
           management to make estimates and assumptions that
           affect the reported amounts of assets and liabilities
           and disclosure of contingent assets and liabilities at
           the date of the financial statements and the reported
           amounts of revenue and expenses during the reporting
           period.  Actual results could differ from those
           estimates.

NOTE I:    CANCELLATION OF SHARES

           In November of 1998, in order to have a more favorable
           capital structure, certain shareholders/officers
           elected to cancel previously issued shares of common
           stock.  Of the 500,000 shares that were cancelled,
           400,000 shares were previously purchased by these
           shareholders/officers at $.01 per share and 100,000
           were issued to a shareholder/officer for services
           rendered and valued at $01 per share.

                              25

<PAGE>

Item 8.  Changes in and Disagreements with Accountants on
Accounting and Financial Disclosure

We have had no changes in or disagreements with our
accountants on accounting or financial disclosures during
the fiscal year ended December 31, 1999.

                            PART III

Item 9. Directors and Executive Officers of the Registrant

The following table sets forth the names, ages, and
positions with the Company for each of the directors and
officers of the Company.

Name              Age   Position (1)                  Since

Richard M. Bench  58    President and Director         1998

Don L. Oborn      67    Secretary/treasurer            1999
                        and Director

All executive officers are elected by the Board and hold
office until the next Annual Meeting of stockholders and
until their successors are elected and qualify.

The following information on the business experience of each
director and officer.

Richard M. Bench is a licensed realtor and for the past five
years has been the operations and marketing manager for El
Ray Bench Real Estate Corp.  Mr. Bench's recent business
experience has also included being director of marketing,
director of skier services and ski instructor for Canyon Ski
Resort, location near Park City Utah.  Mr Bench has owned
and operated several small businesses and is the owner and
manager of several residential rental properties.

Don L. Oborn graduated from the University of Utah located
in Salt Lake City, Utah in 1956 with a B.S. degree in
business management.  For most of his professional career he
sold life insurance from which he retired in 1991.  In June,
1996, he came out of retirement to work with the Utah
Business Alliance, Custom Fit Training program through Dixie
College in St. George, Utah.  In that capacity, he teaches
business classes and seminars on management and leadership
principles.

                               26
<PAGE>

Section 16(a) Beneficial Ownership Reporting Compliance

The following persons have failed to file, on a timely
basis, the identified reports required by section 16(a) of
the Exchange Act during the most recent fiscal year.
-------------------------------------------------------------------

                             Number    Transactions  Known Failures
                            of Late     Not Timely     To File a
Name and principal position Reports      Reported     Required Form
--------------------------------------------------------------------

Richard M. Bench, Director,
President                   1 (Form 3)       0          1 (Form 3)
Don L. Oborn, Director,     1 (Form 3)       0          1 (Form 3)
Secretary and Treasurer
--------------------------------------------------------------------


Item 10.  Executive Compensation

The Company has no agreement or understanding, express or
implied, with any officer, director, or principal
stockholder, or their affiliates or associates, regarding
employment with the Company or compensation for services.
The Company has no plan, agreement, or understanding,
express or implied, with any officer, director, or principal
stockholder, or their affiliates or associates, regarding
the issuance to such persons of any shares of the Company's
authorized and unissued common stock.  There is no
understanding between the Company and any of its present
stockholders regarding the sale of a portion of all of the
common stock currently held by them in connection with any
future participation by the Company in a business. There are
no other plans, understandings, or arrangements whereby any
of the Company's officers, directors, or principal
stockholders, or any of their affiliates or associates,
would receive funds, stock, or other assets in connection
with the Company's participation in a business.  No advances
have been made or contemplated by the Company to any of its
officers, directors, or principal stockholders, or any of
their affiliates or associates.

There is no policy that prevents management from adopting a
plan or agreement in the future that would provide for cash
or stock based compensation for services rendered to the
Company.  Current management has served and continues to
serve without compensation in cash or otherwise because the
Company has no revenues.  Management is willing to serve for
purposes of protecting their investments in the Company.

                               27

<PAGE>

On acquisition of a business, it is possible that current
management will resign and be replaced by persons associated
with the business acquired, particularly if the Company
participates in a business by effecting a stock exchange,
merger, or consolidation as discussed under "BUSINESS." In
the event that any member of current management remains
after effecting a business acquisition, that member's time
commitment and compensation will likely be adjusted based on
the nature and location of such business and the services
required, which cannot now be foreseen.

Item 11.  SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS
AND MANAGEMENT

The following table sets forth as of January 29, 2001, the
number and percentage of the outstanding shares of common
stock which, according to the information supplied to the
Company, were beneficially owned by (i) each person who is
currently a director of the Company, (ii) each executive
officer, (iii) all current directors and executive officers
of the Company as a group and (iv) each person who, to the
knowledge of the Company, is the beneficial owner of more
than 5% of the outstanding common stock.  Except as
otherwise indicated, the persons named in the table have
sole voting and dispositive power with respect to all shares
beneficially owned, subject to community property laws where
applicable.

                                                   Common      Percent of
Name and Address                                   Shares        Class

Richard M. Bench (1)                              237,500        19%
1332 East Martha Dunyon Circle
Draper, Utah  84020

David Dorton                                      100,000         8%
111 E. Broadway
Salt Lake City, Utah  84111

Stephen J. Nicolatus                              100,000         8%
111 E. Broadway
Salt Lake City, Utah  84111

Don L. Oborn (1)                                   37,500         3%
385 W. Brigham Rd. #14
St. George, Utah  84790

Jim Rostad                                        100,000         8%
3172 North Rainbow
Las Vegas, Nevada  89108

Judy Rostad (2)                                   100,000         8%
3172 North Rainbow

                               28

<PAGE>

Las Vegas, Nevada  89108

Larry Snyder                                      100,000         8%
8011 Firebrand Court
Henderson, Nevada  89014

Stanley K. Stilwell                               100,000         8%
7604 Delaware Bay Drive
Las Vegas, NV  89128

All Executive officers and
   Directors of a Group (2)                       275,000        22%

(1)   Messrs. Bench and Oborn are all of the officers and
      directors of the Company.
(2)   Judy Rostad is listed only as beneficial owner of the
      100,000 shares held by her spouse, Jim Rostad.  She holds no
      shares in her own name.


Item 12.  Certain Relationships and Related Transactions.

None of the following parties within the last fiscal year
has had any material interest, direct or indirect, in any
transaction with the Company or in any presently proposed
transaction that, in either case, has or will materially
affect the Company.

     -    Director or officer of the Company
     -    Proposed nominee for election as a director of the
          Company
     -    Person who beneficially owns, directly or indirectly,
          shares carrying more than 10% of the voting rights
          attached to all outstanding shares of the Company
     -    Promoter of the Company
     -    Relative or spouse of any of the foregoing persons

                           PART IV

Item 13.  Exhibits and Reports on Form 8-K

Exhibits
--------

Exhibits                 Title of Document

3.1                      Articles of Incorporation (1)

3.2                      By-Laws (1)

23                       Consent of Auditor

27                       Financial Data Schedule

                               29

<PAGE>


(1)	Previously filed as an exhibit to the Company's
Form 10-SB on October 1, 1999.

Reports on Form 8-K

None

                              30
<PAGE>


                          SIGNATURES

In accordance with Section 13 or 15(d) of the Exchange Act,
the registrant caused this report to be signed on its behalf
by the undersigned, thereunto duly authorized.

Corporate Development Centers, Inc.


By:  /s/  Richard M. Bench
     Richard M. Bench, President

Date:	January 29, 2001

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


By:  /s/ Richard M. Bench
     Richard M. Bench, Principal Executive Officer,
	Principal Accounting Officer and Director

Date:	January 29, 2001


By:  /s/ Don L. Oborn
     Don L. Oborn, Principal Financial Officer,
	Director

Date:	January 29, 2001