UNITED STATES
                    SECURITIES AND EXCHANGE COMMISSION
                         Washington, D.C.  20549

                               FORM 10-KSB
(Mark One)
[X]              ANNUAL REPORT UNDER SECTION 13 OR 15(d)
                 OF THE SECURITIES EXCHANGE ACT OF 1934

                        For the fiscal year ended
                             December 31, 2003
   OR
[  ]           TRANSITION REPORT PURSUANT TO SECTION 13 OR
               15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
                  For the transition period from        to

                      Commission file number 000-49914

                     Blackstocks Development Corporation
           ----------------------------------------------------
           (Exact name of small business issuer in its charter)

              Delaware                             03-0459617
       ---------------------                  ---------------------
        (State or other jurisdiction of         (I.R.S. Employer
        incorporation or organization)          Identification No.)

                       120 North Cedar St. Suite 3809
                     Charlotte, North Carolina         28202
           ---------------------------------------------------
           (Address of principal executive offices)  (zip code)

           Issuer's Telephone Number:     704-547-7090
          ----------------------------------------------------

Securities registered under Section 12(g) of the Exchange Act:
Common Stock, $.0001 par value per share

Check whether the issuer (1) filed all reports required to be filed by
Section 13 or 15(d) of the Exchange Act during the last 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.
[  ]

State issuer's revenues for its most recent fiscal year.    $ 281,473.

State the aggregate market value of the voting and non-voting common
equity held by non-affiliates computed by reference to the price at which
the common equity was sold, or the average bid and asked price of such
common equity, as of a specified date within the past 60 days.
          $ 0.

State the number of shares outstanding of each of the issuer's classes of
common equity, as of the latest practicable date.

          Class                    Outstanding at August 4, 2004

Common Stock, par value $0.0001             39,269,292

Documents incorporated by reference:    None


                         Blackstocks Development Corporation
                             2003 FORM 10-KSB REPORT

                                TABLE OF CONTENTS

PART I                                                                      Page
- ------                                                                    ----

Item 1             Description of the Business ...........................     2

Item 2.            Description of Property ...............................     9

Item 3.            Legal Proceedings .....................................     9

Item 4.            Submission of Matters to a Vote of Security Holders....    10

PART II
- -------

Item 5.            Market for Registrant's Common Equity and Related
                   Stockholder Matters....................................    10

Item 6.            Management's Discussion and Analysis of Financial
                   Condition and Results of Operations....................    13

Item 7.            Financial Statements...................................    18

Item 8             Changes in and Disagreements with Accountants on
                   Accounting and Financial Disclosure...................     18

Item 8a            Controls and Procedures...............................     18




PART III
- --------

Item 9.            Directors, Executive Officers, Promoters and Control
                   Persons of the Registrant; Compliance with Sect 16(a)
                   of the Exchange Act ...................................    19

Item 10.           Executive Compensation.................................    20

Item 11.           Security Ownership of Certain Beneficial Owners And
                   Management and Related Stockholder Matters.............    24

Item 12.           Certain Relationships and Related Transactions ........    25

Item 13.           Exhibits and Reports On Form 8-K.......................    26

Item 14.           Principal Accountant Fees and Services.................    28

                              --------------------


PART I
--------


ITEM 1.   DESCRIPTION OF THE BUSINESS

Overview

     Blackstocks Development Corporation (the 'Company') was incorporated
as a Delaware Corporation in June 2002. We commenced child care operations
on 30 January 2003, when we acquired Wee Lads and Lassie, Inc.

     Prior to acquiring Wee Lads and Lassie, our activities were primarily
devoted to business development, recruiting personnel and other start-up
activities.


General

     The mission of Blackstocks Development Corporation is to develop a
National Early Learning and Childhood Development Network focused on providing
Center-based early childhood education and educational services to children
primarily from six weeks to five years of age. The Company is committed to
providing:

     o       A Quality education

     o       A Quality environment

     o       At an affordable price.

The company's immediate objective is to develop or acquire on average 83 daycare
centers per year for the next ten years. As part of the Company's strategy,
we intend to either develop or acquire centers that we believe meet our long
term objects and will increase shareholder value.

Our Strategic Objective: Become One of the Top Two Companies in the
Public Market.

Industry Background

     The childcare industry is highly fragmented, with potential for
consolidation and growth. According to First Industry Research (FIR), in 2002,
Americans spent $41 billion on licensed childcare programs up from $38 billion
in 2001. Forecast by FIR indicates by year 2005, American expenditures will
exceed well over $50 billon. Though there is growth, FIR reports that the
industry practices few economies of scale and application of technology, and
have weak brand distinctions.

     We believe the demand for childcare is high, and is likely to remain
high for the foreseeable future. There are over 500,000 licensed facilities
in the United States. But the demand is even greater. According to a report
by the National Child Care Association, in 14 states alone there is a waiting
list for childcare services for over 484,050 children. On average, this
equates to 3,872 facilities required in these 14 states. According to FIR
within six years the United States is expected to add another 1.2 million
children 4 and under; a 6 percent increase. This equates to another 9,600
facilities required.  According to FIR, only 40 companies operate more than
10 facilities. Of these only four are publicly traded companies. These public
companies are growing at a rate of about 3% annually; while the rate of growth
for children is six percent.

     Blackstocks Development is one of five public companies in the childcare
business. The four other public companies combined have 2,759 licensed center
based childcare facilities in the United States. This represents less than
one-half of one percent of the licensed capacity of all licensed childcare
provider facilities, and less than 2.5 percent of all licensed center based
childcare facilities in the United States.

     For most families, after rent or mortgage payments childcare is the second
largest expense in the family budget. According to FIR, a clear and growing
demand exists for childcare chains that are safe, enjoyable, and provides
children a rich learning experience.  The challenge is to provide this service
at a reasonable price while making a profit and returning value to shareholders.
Using our strategy, management team, and resources, we are uniquely positioned
to take advantage of this growth opportunity.  We believe the public status
allows the Company a broader access to capital, and in turn greater
sustainability and growth potential.

     More important, we believe we can become one of the top two public
companies in the daycare industry. Access to capital, coupled with a strong
operating team that focuses on using technology to implement economies of
scale, a multi-million dollar marketing and advertising strategy to build a
distinctive brand, and a unique purchasing and asset acquisition system is the
key to our success. Within the next five years, we firmly believe and intend
to carve out market share allowing us to grow the business.

Strategy

The Company is focused on developing its brand in three primary areas:

1) Middle and upper middle income growth areas,
2) Subsidized market in urban areas (primarily targeting Hispanic
   and African American families); and
3) Employee based centers mainly in the health care area.

We believe this three prong approach provides the Company the greatest
flexibility and opportunity for long term growth, profitability and increased
shareholder value.

Acquisitions - Our acquisitions strategy is two fold:

1) to acquire and to turn around underperforming centers principally in the
top 30 African American and Hispanic subsidized markets; and
2) to acquire private profitable or near profitable centers in middle
and upper middle income growth areas.

Development - Our strategy is to partner with employers primarily in the
health care area to provide educational back-up services; and develop centers
in growth and subsidized areas.

Approach - To fully use technology to bring economies of scale to operations,
including purchasing and procurement, security and child monitoring systems,
management, accounting, staff operations and development. Additionally, we
believe that bartered products and services can help the Company reduce cost,
improve efficiencies and economies of scale, and enhance cash flow from
operations.

The company has submitted offers on other Centers. Those offers are pending.
The Day Care centers, if acquired, will be selected on the basis of
complementary management, profitability, and location in growth areas.
In addition to the above requirements, the company will review for possible
acquisition centers that have at least 100 students, with annual gross sales
of approximately $500,000 or greater. The Company will consider other
opportunities on a case-by-case basis. The company may not be successful in
its efforts to acquire additional day care centers. Additionally, the company
may not be able to complete its development or acquisition plan or finance
these plans either through equity or debt.

Sales, Marketing and Advertising

    Our marketing efforts include developing a national advertising campaign
focusing on major print, radio, television, internet, and other mediums to
expand the Company's brand.

     We will focus on recruiting and retaining high quality center personnel.
We believe a high quality teaching and administrative staff is a key factor in
customer retention and increasing center occupancy.

    In August 2003, we completed an agreement with Media Funding Management,
Ltd. (MFM) in association with the The Allan R. Hackel Organization, Inc.
to provide the Company with national advertising and trade dollars. This
agreement is designed to provide Blackstocks Development Corp. with trade
account dollars and media advertising throughout the United States and Canada.


Competition

      Competition in the Child Care Segment of the Education Industry

     The childcare segment of the education industry is competitive
and highly fragmented, with the most important competitive factors
generally based upon reputation, location and price. Our competition
consists principally of the following:

     o  other for-profit, center-based child care providers

     o  preschool, kindergarten, and before- and after-school programs
        provided by public schools;

     o  local nursery schools and child care centers, including
        church-affiliated and other non-profit centers;

     o  providers of child care services that operate out of homes; and

     o  substitutes for organized child care, such as relatives,
        nannies and one parent caring full-time for a child.

 The Company's competition in additionally includes large national
and regional centers such as Kinder Care Learning Centers, La Petite Academy and
Child Time Learning Centers. Additional competition also comes from providers
who operate out of their home and their fees are normally lower than fees for
center-based care because providers for home-based care are not always required
to satisfy the same health, safety or operational regulations as larger centers.
Many religious and other non-profit child care centers have no or lower
rental costs than other centers, and may receive donations or other funding to
cover operating expenses and may utilize volunteers for staffing. Consequently,
tuition rates at these facilities are commonly lower than rates charged by
Companies that we will lease our facilities to. The large, national, for profit
child care companies that may have more aggressive tuition discounting and other
pricing policies than our Company.


Employees

As of the date of this Form 10KSB, we have 41 full and part time employees and
consultants. All employees are retained pursuant to agreements that can be
terminated by us at-will. As we continue to grow and execute our strategic
plan, we expect to hire additional personnel. None of our staff is represented
by a labor union. We believe that our relationship with our employees is good.
Competition for qualified personnel in our industry is intense.

Center Development

    In developing the Day Care Network, individual centers shall be
managed by a center director and, in most cases, an assistant director. All
center directors shall participate in periodic training programs or meetings
and must be familiar with applicable state and local licensing regulations.
Periodically we will conduct a center director retention survey. Additionally,
we will use the results to construct initiatives to increase our support of
the center directors, as well as improve business performance.

     We anticipate that employee turnover may be high, and we will emphasize
recruiting and retaining qualified personnel. The turnover of personnel expected
to be experienced by us and other providers in our industry results in part from
the fact that a significant portion of our employees may earn entry-level wages
and are part-time employees.

     Training Programs. We anticipate all center teachers and other
non-management staff will be required to attend an initial half-day training
session prior to being assigned full duties and to complete a six week
on-the-job basic training program. We will also encourage Center staff to
participate in ongoing in-service training as required by state licensing
authorities, most of which is focused on education and child health and safety
related issues.

    Though our strategy calls for enhanced training and coordination with
staff, there can be no guarantee that we will be able to fund or identify and
hire people to manage these systems.


COMMUNICATION AND INFORMATION SYSTEMS

     We plan on implementing an automated information, communication
and financial reporting system for our centers. This system will use personal
computers and will link every center and regional office to the corporate
headquarters. The system will be designed to provide timely information on
items such as net revenues, expenses, enrollments, attendance, payroll and
staff hours. Additionally, to enhance the economies of scale among centers we
plan on implementing a web-based purchase order system for our centers that
are integrated into our financial systems.

      We plan on implementing a nationwide network that includes the Internet
and company-wide intranet and email applications. Through the use of intranet
applications center directors will have immediate access to corporate
information and provides center directors with the ability to distribute
reports, update databases and revise center listings on a daily basis. Though
our strategy calls for enhance communications and information systems, there
can be no guarantee that we will be able to fund or identify and hire
people to manage these systems.


FORWARD-LOOKING STATEMENTS

     We have made statements in this report that constitute forward-looking
statements as that term is defined in the federal securities laws. These
forward-looking statements concern our operations, economic performance and
financial condition and include statements regarding: opportunities for
growth; the number of early childhood education and care centers expected to
be added in future years; the profitability of newly opened centers; capital
expenditure levels; the ability to refinance or incur additional indebtedness;
strategic acquisitions, investments, alliances and other transactions; changes
in operating systems and policies and their intended results; our expectations
and goals for increasing center revenue and improving our operational
efficiencies; changes in the regulatory environment; the potential benefit
of tax incentives for child care programs; and our projected cash flow.
The forward-looking statements are subject to various known and unknown risks,
uncertainties and other factors. When we use words such as "believes,"
"expects," "anticipates," "plans," "estimates" or similar expressions we are
making forward-looking statements.

     Although we believe that our forward-looking statements are based on
reasonable assumptions, our expected results may not be achieved. Actual
results may differ materially from our expectations. Important factors that
could cause actual results to differ from expectations include, among
others:

     o    the effects of general economic conditions;

     o    competitive conditions in the childcare and early education
          industries;

     o    various factors affecting occupancy levels, including, but not
          limited to, the reduction in or changes to the general labor
          force that would reduce the need for child care services;

     o    the availability of a qualified labor pool, the impact of labor
          organization efforts and the impact of government regulations
          concerning labor and employment issues;

     o    federal and state regulations regarding changes in childcare
          assistance programs, welfare reform, transportation safety,
          minimum wage increases and licensing standards;

     o    the loss of government funding for childcare assistance programs;

     o    our inability to successfully execute our growth strategy;

     o    the availability of financing or additional capital;

     o    the availability of sites and/or licensing or zoning requirements
          that may make us unable to open new centers;

     o    our inability to integrate acquisitions;

     o    our inability to successfully defend against or counter negative
          publicity associated with claims involving alleged incidents at
          our centers;

     o    our inability to obtain insurance at the same levels, or at costs
          comparable to those incurred historically;

     o    wage increase that may impact the ability to hire and retain
          adequate and qualified staff;

     o    the effects of potential environmental contamination existing on
          any real property owned or leased by us; and

     o    other risk factors that are discussed in this report and, from
          time to time, in our other Securities and Exchange Commission
          reports and filings.

     We caution you that these risks may not be exhaustive. We operate in a
continually changing business environment and new risks emerge from time to
time.

     You should not rely upon forward-looking statements except as
statements of our present intentions and of our present expectations that
may or may not occur. You should read these cautionary statements as being
applicable to all forward-looking statements wherever they appear. We
assume no obligation to update or revise the forward-looking statements
or to update the reasons why actual results could differ from those
projected in the forward-looking statements.


RISK FACTORS

Company Related Risks

      WE HAVE LITTLE OPERATING HISTORY AND AN ACCUMULATED DEFICIT ON
WHICH TO BASE AN INVESTMENT DECISION IN OUR BUSINESS

      We were formed in June 20, 2002.  Since then we have raised initial
capital, developed a business plan and commenced operations.  As a result,
we have little operating history on which to evaluate our proposed
business and our prospects.  Our prospects must be considered in light of
the risks, uncertainties, expenses and difficulties frequently encountered
by companies in their early stages of development. We cannot guarantee that
we will be successful in accomplishing our objectives.

      THE COMPANY REALIZED A NET LOSS FOR THE FISCAL YEAR, WE EXPECT
TO CONTINUE TO HAVE BOTH OPERATING AND NET LOSSES FOR THE FORESEEABLE FUTURE

      Because of our acquisition strategy we expect losses to continue in the
future. We cannot estimate when revenues from business operations will exceed
cumulative losses or whether we will be able to acquire designated property
at all.

      WE HAVE RAISED LIMITED CAPITAL AND WILL NEED ADDITIONAL CAPITAL TO
IMPLEMENT OUR BUSINESS PLAN

    To date, we have raised limited for working capital by selling common
stock in exchange for barter product and services. We used and are using these
funds to develop our business plan, identify development and acquisition
opportunities, and pay expenses to prepare our required filings with the SEC.
We will need to raise additional funds, both in the form of equity and debt,
to acquire properties to house daycare centers. At present, we expect that we
will require approximately $56,000,000 for such purposes.  This amount could
change as we refine and implement our business plan.  We believe we can borrow
a large portion of the funds needed to acquire the proposed properties, and
plan to raise the balance through the sale of common stock; however, we do
not have firm commitments for any additional financing.

    As a result, we may not be able to raise this capital when needed or, if
we are able to raise additional capital, it may not be on favorable terms.
If this should occur, we would not be able to meet our business objectives.
In addition, if we raise additional funds through the issuance of common stock,
or other equity or debt securities, the securities may have rights, preferences
or privileges senior to those of the rights of our current shareholders and
our shareholders may experience dilution.


    OWNERSHIP OF OUR COMMON STOCK IS CONCENTRATED AMONG OUR PRINCIPAL
SHAREHOLDERS, OFFICERS AND DIRECTORS WHO CAN CONTROL ALL SIGNIFICANT CORPORATE
TRANSACTIONS

    Our directors, executive officers and principal shareholders, and their
affiliates, beneficially own approximately 93% of our outstanding common stock.
As a result, these shareholders can exercise control over all matters requiring
shareholder approval, including the election of directors and approval of
significant corporate transactions.  This concentration of ownership may have
the effect of delaying or preventing a change in control of the Company.

    OUR ABILITY TO IMPLEMENT OUR BUSINESS PLAN DEPENDS ON OUR ABILITY TO
ATTRACT AND RETAIN KEY PERSONNEL WHICH WE MAY NOT BE ABLE TO DO

    Our future success will depend to a significant extent on the continued
services of our Chief Executive Officer.  The loss of this officer would likely
have a significantly detrimental effect on our business.  We do not have
employment contracts with this officer and do not maintain "key man" life
insurance policies for any of our officers or directors.

    Our prospects will also depend on our ability to attract and retain highly
qualified teachers, sales and marketing, and managerial personnel.  Competition
for such personnel is intense, and there can be no assurance that we will be
able to employ or retain such personnel.

    WE MAY NOT BE ABLE TO PAY DIVIDENDS TO OUR SHAREHOLDERS FOR THE
FORESEEABLE FUTURE

    We have never declared or paid any cash dividends on our common stock.
For the foreseeable future, we intend to retain any earnings to finance the
development and expansion of our business, and we do not anticipate paying
any cash dividends on our common stock. Any future determination to pay
dividends will be at the discretion of the Board of Directors and will be
dependent upon then existing conditions, including our financial condition and
results of operations, capital requirements, contractual restrictions, business
prospects, and other factors that the Board of Directors consider relevant.

    CURRENTLY THERE IS NO ACTIVE TRADING MARKET FOR OUR COMMON STOCK MAKING
IT DIFFICULT FOR SHAREHOLDERS TO SELL OUR COMMON STOCK

    As of the date of this report, our common stock is not listed on the
OTC Exchange and there is no active trading market for our common stock.
We have applied to NASD for a symbol for our securities thru a market maker
or trading on the OTC. However, there can be no assurance that we will be
successful or that even if so, a meaningful trading market will develop.
Because we lack an active market for shares of our common stock, the sale
prices of our common stock, if any, could vary widely and shareholders may
have difficulty selling their stock at all.

    THE AVAILABILITY OF ADDITIONAL SHARES FOR SALE COULD ADVERSELY AFFECT
OUR SHARE PRICE

    We plan on securing public relations companies and affiliates to assist in
developing a market for our stock. These companies and individuals could sell
a sufficient volume of shares of common stock to lower the share price. These
individuals and companies may hold "restricted securities," as that term is
defined  under the Securities Act, and in the future may be sold pursuant to
a registration statement filed under the Securities Act.  Some of these shares
may not be sold by these companies or affiliates, or their transferees,
pursuant to Rule 144 of the Securities Act. This conclusion is based on the
position of the staff of the Division of Corporation Finance of the SEC that
any such resale transaction under Rule 144 would appear to be designed to
distribute or redistribute the shares to the public without coming within the
registration requirements of the Securities Act.  Therefore, certain of these
promoters or affiliates, or their transferees, can only resell their shares
through an effective registration statement.  Prospective investors should be
aware that there is a risk that such sales would have a depressive effect on
the market price of our securities in any market which may develop for our
securities.  If our promoters or affiliates did not hold these shares, there
would not be the same risk of a depressive effect on the price of the shares
you hold.


Industry Related Risks

Insurance

     Our insurance program currently includes the following types of policies:
workers' compensation, comprehensive general liability, automobile liability,
property. We expect to acquire excess "umbrella" liability, directors' and
officers' liability and employment practices liability. These policies provide
for a variety of coverages, are subject to various limits, and include
substantial deductibles or self-insured retentions. Special insurance is
sometimes obtained with respect to specific hazards, if deemed appropriate
and available at reasonable cost.

     Claims in excess of, or not included within, our coverage may be asserted.
The effects of these claims could have an adverse effect on us. We expect our
insurance costs to continue to increase in fiscal year 2004, due partially to
higher premiums.

Governmental Laws and Regulations Affecting Us

     Center Licensing Requirements. Our centers will be subject to numerous
state and local regulations and licensing requirements. We must develop
policies and procedures to assist in complying with such regulations and
requirements. Although these regulations vary from jurisdiction to
jurisdiction, government agencies generally review the fitness and adequacy
of buildings and equipment, the ratio of staff personnel to enrolled
children, staff training, record keeping, children's dietary program, the
daily curriculum and compliance with health and safety standards. In most
jurisdictions, these agencies conduct scheduled and unscheduled inspections
of the centers and licenses must be renewed periodically. Most jurisdictions
establish requirements for background checks or other clearance procedures
for new employees of child care centers. Repeated failures of a center to
comply with applicable regulations can subject it to sanctions, which might
include probation or, in more serious cases, suspension or revocation of
the center's license to operate and could also lead to sanctions against
our other centers located in the same jurisdiction. In addition, this type
of action could lead to negative publicity extending beyond that
jurisdiction.

     We believe that our center is in substantial compliance with all material
regulations applicable to our business. However, there is no assurance that a
licensing authority will not determine our center or a particular center to be
in violation of applicable regulations and take action against that center
and possibly other centers in the same jurisdiction. In addition, there may
be unforeseen changes in regulations and licensing requirements, such as
changes in the required ratio of child center staff personnel to enrolled
children, that could have a material adverse effect on our operations. States
in which we plan to operate routinely review the adequacy of regulatory and
licensing requirements and implement changes which may significantly increase
our costs to operate in those states.

     Child Care Tax Incentives. Tax incentives for child care programs can
potentially benefit us. Section 21 of the Internal Revenue Code of 1986,
referred to as the Code, provides a federal income tax credit ranging
from 20% to 30% of specified child care expenses. For eligible taxpayers
with one child, credit can be claimed on a maximum of $2,400 of eligible
expenses. For eligible taxpayers with two or more children, a credit can
be claimed on a maximum of $4,800 of eligible expenses. The maximum credit
rises to 35% and the maximum eligible expenses increase to $3,000 for one
child and $6,000 for two or more children in 2003. The fees paid to us
by eligible taxpayers for child care services qualify for these tax
credits, subject to the limitations of Section 21 of the Code. However,
these tax incentives are subject to change.

     The Economic Growth and Tax Relief Reconciliation Act of 2001 created
new Code Section 45F. This section provides incentives to employers to offset
costs related to employer-provided childcare facilities. Costs related to (a)
acquiring or constructing property used as a qualified childcare center, (b)
operating an existing childcare center, or (c) contracting with an independent
childcare operator to care for the children of the taxpayer's employees will
qualify for the credit. An additional credit of 10% of qualified expenses for
childcare resource and referral services have also been enacted. The maximum
credit available, beginning in 2002, for any taxpayer is $150,000 per tax
year.

     Many states offer tax credits in addition to the federal credits
discussed above. Credit programs vary by state and may apply to both the
individual taxpayer and the employer.

     Child Care Assistance Programs. During fiscal year 2003, approximately
$27,000 of Wee lads and Lassie's net revenues was generated from federal
and state child care assistance programs, primarily the childcare and
Development Block Grant and At-Risk Programs. These programs are designed to
assist low-income families with child care expenses and are administered
through various state agencies. Although additional funding for child care
may be available for low income families as part of welfare reform and the
reauthorization of the Block Grant, there is no assurance that we will
benefit from any such additional funding.

     Americans with Disabilities Act. The federal Americans with Disabilities
Act, referred to as the ADA, and similar state laws prohibit discrimination on
the basis of disability in public accommodations and employment. Compliance
with the ADA requires that public accommodations reasonably accommodate
individuals with disabilities and that new construction or alterations made
to commercial facilities conform to accessibility guidelines unless
structurally impracticable for new construction or technically infeasible
for alterations. Non-compliance with the ADA could result in the imposition
of injunctive relief, fines, an award of damages to private litigants and
additional capital expenditures to remedy such noncompliance. We have not
experienced any material adverse impact as a result of these laws.

     Federal Transportation Regulations. In August and September of 1998, the
National Highway Transportation Safety Administration, referred to as
NHTSA, issued interpretive letters that appear to modify its interpretation
of regulations governing the sale by automobile dealers of vehicles intended
to be used for the transportation of children to and from school by childcare
providers. These letters indicate that dealers may no longer sell 15-passenger
vans for this use, and that any vehicle designed to transport eleven persons
or more must meet federal school bus standards if it is likely to be used
significantly to transport children to and from school or school-related
events. These interpretations have affected the type of vehicle that may be
purchased by us for use in transporting children between schools and our
centers. NHTSA's interpretation and potential related changes in state and
federal transportation regulations have increased our costs to transport
children because school buses are more expensive to purchase and maintain
and, in some jurisdictions, require drivers with commercial licenses.

ITEM 2.   DESCRIPTION OF PROPERTY

     The Company currently has its Corporate office in the offices of
Mr. Perkins, an officer and director of the Company and is charged $1,000.00
per month for rent, beginning on 1 Aug 2003.

FACILITIES

     Wee Lads and Lassies, Inc. is located in a 7,200 square foot facility on
1.5 acres at 144 Bevan Drive, Mooresville, NC, 28115, which is leased under a
non-cancelable operating lease from its shareholder that expires in June 2013.
The Company pays a base monthly rent of approximately $8,700. As the Company
implements its acquisition strategy, it is expected that it will acquire
additional facilities around the United States. However, there is no guarantee
that the Company will be able to implement its strategy or receive the
financing required to carry out its acquisition strategy.


Item 3.   Legal Proceedings

    We do not believe that there are any pending or threatened legal
proceedings that, if adversely determined, would have a material adverse
effect on our business or operations. However, we may be subject to claims and
litigation arising in the ordinary course of business. Although we cannot be
assured of the ultimate outcome of allegations, claims or lawsuits, we believe
that none of these allegations, claims or lawsuits, will have a material
adverse effect on our financial position, operating results or cash flows. In
addition, we cannot predict the negative impact of publicity that may be
associated with any such allegation, claim or lawsuit.


Item 4.   Submission Of Matters To A Vote Of Security Holders

    During the fourth quarter of the year ended December 31, 2003, no matters
were submitted by the Company to a vote of its stockholders.


                                     PART II
                                     -------

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

    There is currently no public market for the Company's securities.

    The Company has applied for quotation of its securities on the NASD OTC
Bulletin Board. However, there can be no assurance that the Company's
application will be approved and or accepted.

    The NASD OTC Bulletin Board is a dealer-driven quotation service. Unlike
the NASDAQ Stock Market, companies cannot directly apply to be quoted on the
NASD OTC Bulletin Board, only market makers can initiate quotes, and quoted
companies do not have to meet any quantitative financial requirements.  Any
equity security of a reporting company not listed on the NASDAQ Stock Market
or on a national securities exchange is eligible.

     As such time as it qualifies, the Company may choose to apply for
quotation of its securities on the NASDAQ Small Cap Market.

     In order to qualify for listing on the NASDAQ Small Cap Market, a company
must have at least (i) net tangible assets of $4,000,000 or market
capitalization of $50,000,000 or net income for two of the last three years
of $750,000; (ii) a public float of 1,000,000 shares with a market value
of $5,000,000; (iii) a bid price of $4.00; (iv) three market makers;
(v) 300 shareholders and (vi) an operating history of one year or, if less
than one year, $50,000,000 in market capitalization.  For continued listing
on the NASDAQ Small Cap Market, a company must have at least (i) net tangible
assets of $2,000,000 or market capitalization of $35,000,000 or net income
for two of the last three years of $500,000; (ii) a public float of 500,000
shares with a market value of $1,000,000;(iii) a bid price of $1.00; (iv)
two market makers; and (v) 300 shareholders.

     In general there is greatest liquidity for traded securities on the
NASDAQ Small Cap Market and less on the NASD OTC Bulletin Board.  It is
not possible to predict where, if at all, the securities of the Company
will be traded in the future.


    The Company's stock transfer agent is:
    Florida Atlantic Stock Transfer, Inc.
    7130 Nob Hill Road
    Tamarac, FL, 33321

    The Company's CUSIP number is: 092488 10 5


Recent Sales of Unregistered Securities

A.  Preferred Stock

     The Company is authorized to issue 20,000,000 shares of preferred stock
at $.0001 par value, with such designations, voting and other rights and
preferences as may be determined from time to time by the Board of
Directors. No shares of Preferred stock have been issued.

 B.  Common Stock

     The Company is authorized to issue 80,000,000 shares of common stock at
$.0001 par value.  At inception, 20 June 2002, the Company issued 1,000,000
shares of its common stock to Alton Perkins pursuant to Section 4(2) of the
Securities Act of 1933. The stock was valued at $.0001 per share and was
purchased by subscription.


The following transactions occurred during the year:

a)   At inception, June 20, 2002, the Company issued 1,000,000 shares of its
common stock to Alton Perkins pursuant to Section 4(2) of the Securities Act
of 1933. The stock was valued at $.0001 per share and was purchased by
subscription.

b)   On 10 February 2003, the Company had a 26 to 1 forward stock split of its
common shares in the form of a stock dividend for stockholders of record as of
December 31, 2002. The Perkins Family Trust was assigned 26,000,000 restricted
common shares in accordance withthe stock split.

c)   On March 13, 2003, the Company filed Form S-8 with the Securities and
Exchange Commission, registering 6,500,000 shares of its common stock pursuant
to the 2003 Non-Qualified Stock Compensation Plan. The purpose of the Plan is
to provide incentive to attract, retain and motivate highly qualified and
competent key employees, consultants, independent contractors, officers and
directors.

d)   On March 21, 2003, the Company issued 2,863,302 common shares under its
2003 Non-Qualified Stock Compensation Plan to 40 shareholders for consulting
and or other advisoryservices to the Company. Included in the shares issued
were shared issued to Loretta E.Perkins (wife of Alton Perkins) in the amount
of 500,000 to serve as a Company Directorand CEO of Kid's. These transactions
were recorded in accordance with SFAS No. 123,"Accounting for Stock-Based
Compensation". See note 15.

e)   On March 21, 2003 the Company allocated 14,500,000 common shares of
restricted stock to Kid's to help further develop the Company's day care
network, and 450,000 Shares to Wee Lads shareholder's. See note 2. The stock
was issued pursuant to an exemption from registration under Section 4(2) of
the Securities Act.

f)   On April 4, 2003, the Company issued 1,585,034 common shares of
restricted to stock to shareholders for barter services and trade provided to
the company. The stock was issued pursuant to an exemption from registration
under Section 4(2) of the Securities Act. Thesetransactions were recorded in
accordance with APB-29, "Accounting for Non-Monetary Transactions" while
considering the guidance of EITF Issue 93-11, "Accounting for Barter
Transactions Involving Barter Credits". See note 3.

g)   On June 2, 2003, the Company issued 10,000,000 common shares of restricted
stock to the Perkins Family Trust for cash consideration of $2,500. The stock
was issued pursuant to an exemption from registration under Section 4(2) of
the Securities Act. The Trust had loaned $2,500 to the Company to fund the
retirement of shares issued to Greentree Financial who they had terminated a
contract with.

h)   On June 16, 2003, the Company issued 621,450 common shares of restricted
stock to shareholders for barter services and trade provided to the company.
The stock was issued pursuant to an exemption from registration under
Section 4(2) of the Securities Act. These transactions were recorded in
accordance with APB-29, "Accounting for Non-Monetary Transactions" while
considering the guidance of EITF Issue 93-11, "Accounting for Barter
Transactions Involving Barter Credits". See note 3.

i)   On June 16, 2003, the Company issued 3,000,000 common shares of restricted
stock to Page Properties, LLC for various consulting, management and advisory
services. The stock was issued pursuant to an exemption from registration under
Section 4(2) of the Securities Act.

j)   On September 25, 2003, the Company allocated 280,000 common shares to a
reserve to be issued in accordance with its media and trade account funding
agreement.

k)   On October 3, 2003, the Company issued 50,000 common shares under its
2003 Non-Qualified Stock Compensation Plan to a shareholder for consultant
and or other advisory services to the Company. These transactions were recorded
in accordance with SFAS No.123, "Accounting for Stock-Based Compensation". See
note 15.

l)   On October 13, 2003, the Company returned to the Treasury 2,183,280 common
sharespreviously issued to R. Chris Cottone and Green Tree Financial. This
action was part of the termination agreement of May 12, 2003.

m)   From October 17 thru December 3, 2003, the Company issued 331,786 common
shares of restricted stock to shareholders for barter services and trade
provided to the company. The stock was issued pursuant to an exemption from
registration under Section 4(2) of the Securities Act. These transactions
were recorded in accordance with APB-29, "Accounting for Non-Monetary
Transactions" while considering the guidance of EITF Issue 93-11,"Accounting
for Barter Transactions Involving Barter Credits". See note 3.

n)   Effective December 31, 2003, 3,000,000 shares of the Company's restricted
stock was returned to the Company's Treasury. The Company signed Novation
Agreements with Page Properties, LLC. This action served to terminate agreements
between the Company and Page Properties and return the restricted common shares
to the Company's Treasury.

o)   Effective December 31, 2003, the Company returned to Treasury 14,500,000
common shares previously issued to Kid's. The stock was issued to help develop
Kid's business plan.However, as part of the Board's efforts to streamline
management and control the Boardreturned the stock to Treasury.At
December 31, 2003 there were 84 stockholders holding 39,268,292 common shares
of which 37,847,242 are restricted shares with the appropriate restricted
markings and 1,421,050 are registered 'free trading' common shares issued
under the Company's Employees Benefits Plan dated March 13, 2003.

The following transactions occurred subsequent to year end:

a)   From March 16 to May 7, 2004, the Company issued 22,500 common shares of
restricted stock to shareholders for barter services and trade provided to the
company. The stock was issued pursuant to an exemption from registration under
Section 4(2) of the Securities Act.

b)    On April 1, 2004, the Company issued 10,000 common shares under its
2003 Non-Qualified Stock Compensation Plan to a shareholder for consulting
and or other advisory services to the Company.


Item 6    Management's Discussion and Analysis of Financial Condition and
          Results of Operation

     The following discussion should be read in conjunction with the
financial statements contained in Item 8 of Part IV of this Form 10-KSB.

Introduction and Nature of Business

     The mission of Blackstocks Development Corporation is to develop a
National Early Learning and Childhood Development Network focused on
providing Center-based early childhood education and educational services
to children primarily from six weeks to five years of age. The company's
immediate objective is to develop and acquire on average 83 daycare centers
per year for the next ten years. As part of the Company's strategy, we intend
to either develop or acquire centers that we believe meet our long term
objects and will increase shareholder value.


Selected Financial Data



                                                      Year Ended December 31,
                                                      -----------------------

RESULTS OF OPERATIONS:                                 2003             2002
                                                       ----              ----


Total revenues                                     $    281,473    $      -
Net Income/loss                                    $   (495,372)   $    (3,451)
Net Income/loss attributable
to common stockholders                             $   (495,372)   $    (3,451)

Basic and diluted income (loss) per common share   $    (0.02)     $     (0.00)

Weighted average common shares outstanding           30,585,412       1,000,000


YEAREND FINANCIAL POSITION:
Total assets                                       $  2,414,433
Total liabilities                                  $    734,136
Stockholders' equity                               $  1,680,297


Year Ended December 31, 2003, as compared to the year ended December 31, 2002

     Overall Financial Situation. The Company had revenues of $ 281,473  for the
year ended December 31, 2003, and no revenues for year end December 31, 2002.
Total expenses increased and were due to Employee health insurance and expense
for professional services.

Summary of Critical Accounting Policies; Significant Judgments and Estimates

Our discussion and analysis of our financial condition and results of operations
are based upon our Consolidated Financial Statements, which have been prepared
in accordance with accounting principles generally accepted in the United
States. The preparation of these financial statements requires us to make
significant estimates and judgments that affect the reported amounts of assets,
liabilities, revenues and expenses, and related disclosure of contingent assets
and liabilities. These items are regularly monitored and analyzed by management
for changes in facts and circumstances, and material changes in these estimates
could occur in the future. Changes in estimates are recorded in the period in
which they become known. We base our estimates on historical experience and
various other assumptions that we believe to be reasonable under the
circumstances. Actual results may differ from our estimates if past experience
or other assumptions do not turn out to be substantially accurate.

A summary of those accounting policies that we believe are most critical to
fully understanding and evaluating our financial results is set forth below.
This summary should be read in conjunction with our Consolidated Financial
Statements and the related Notes included elsewhere in this Annual Report.

Revenue Recognition and Allowance for Doubtful Accounts.

Revenue for daycare operations is recognized when daycare services are
performed.

If we do not accurately estimate the resources required or the scope of work to
be performed for a contract or we do not manage the project properly within the
planned time period, then we may recognize a loss on the contract. Provisions
for estimated losses on uncompleted contracts are made on a contract-by-contract
basis and are recognized in the period in which such losses are determined. We
have committed unanticipated additional resources to complete projects in the
past, which has resulted in lower than anticipated profitability or losses on
those contracts. We expect that we will experience similar situations in the
future. In addition, we may fix the price for some projects at an early stage of
the process, which could result in a fixed price that turns out to be too low
and, therefore, could adversely affect our business, financial condition and
results of operations.


Uncertainty

The accompanying financial statements have been prepared on a going concern
basis, which contemplates the realization of assets and the satisfaction of
liabilities in the normal course of business. The Company has a limited
operating history, and since inception in 2002 has incurred losses. These
matters raise substantial doubt about the Company's ability to continue as a
going concern. The Company's continued existence is dependent upon several
factors including the Company's ability to execute its business strategy
and/or its ability to raise additionally equity.

The Company's near term operating strategy focuses on the continued execution of
its business plan. The Company has increased revenues and is seeking to fund
its working capital requirements through revenues generated. The Company will
require additional capital raised through debt or equity to fully implement
its business plan. No assurance can be given that the Company will be
successful in raising additional capital or fully implement its business
plan.

The Company's ability to operate as a going concern is dependent on its ability
to execute its business plan and/or raise additionally equity. There can be no
assurance that the Company will be able to achieve or sustain any level of
profitability in the future. Future operating results will depend on a number of
factors, including demand for, and market acceptance of, the Company's services
and prevailing economic conditions. There can be no assurance that the Company
will generate sufficient revenues to ever achieve sustained profitability or
otherwise sustain its profitability in the future. However, although no
assurances can be given, the Company is confident that it will be able to
continue operating as a going concern.

Current and Future Financing Needs

We expect to spend, substantial amounts in connection with growing our
child care center network. We will need to raise additional funds, both
in the form of equity and debt, to acquire properties to house daycare
centers. At present, we expect that we will require approximately $56,000,000
for such purposes.  This amount could change as we refine and implement our
business plan.  We believe we can borrow a large portion of the funds needed
to acquire the proposed properties, and plan to raise the balance through
the sale of common stock; however, we do not have firm commitments for
any additional financing.

Additionally, as part of our growth strategy we expect to implement an
advertising camping in major media outlets. We expect to spend approximately
5 million dollars on advertising and marketing within the next two years.

Based on our current plans, we believe that our cash and cash equivalents and
cash flows will not be sufficient to enable us to meet our planned operating
needs and we will require additional capital. However, the actual amount of
funds we may need to operate is subject to many factors, some of which are
beyond our control.

These factors include the following:

     costs associated with any acquisitions targets;

     costs associated with marketing our services; and

     our ability to grow our customer base and retain our current customers.

We have based our belief of requiring additional funds on assumptions that may
prove to be wrong.

Inflation

Since the inception of the Company in June 2002, the rate of inflation has
remained low and the cost of the Company's operations has not been significantly
affected by inflationary trends in the economy.


Item 7.   Financial Statements

The report of the Company's Independent Auditors, the Company's financial
statements and notes to financial statements appear herein commencing on Page
F-1.


Item 8.   Changes In and Disagreements with Accountants on Accounting and
          Financial

There have been no disagreements with accountants concerning any material
matter of the Company's financial statements and or operations.

The Company changed accountants from Grassano Accounting to
SF Partnership LLP.

Item 8a.  CONTROLS AND PROCEDURES

The Company maintains disclosure controls and procedures that are designed
to ensure that information required to be disclosed in its reports pursuant
to the Securities Exchange Act of 1934, as amended, is recorded, processed,
summarized and reported within the time periods specified in the SEC's rules
and forms, and that such information is accumulated and communicated to the
Company's management, including its Chief Executive Officer and Principal
Financial Officer, as appropriate, to allow timely decisions regarding
required disclosure. In designing and evaluating the disclosure controls
and procedures, management recognized that any controls and procedures, no
matter how well designed and operated, can provide only reasonable assurance
of achieving the desired control objectives, and management necessarily was
required to apply its judgment in evaluating the cost-benefit relationship
of possible controls and procedures.

In connection with the completion of its audit of, and the issuance of an
unqualified report on, the Company's consolidated financial statements for
the year ended December 31, 2003, SF Partnership, LLP identified deficiencies
that existed in the design or operation of the Company's internal controls
that it considers to be material weaknesses in the effectiveness of the
Company's internal controls pursuant to standards established by the
American Institute of Certified Public Accountants. A "material weakness"
is a reportable condition in which the design or operation of one or more
of the specific internal control components does not reduce to a relatively
low level the risk that errors or fraud in amounts that would be material
in relation to the consolidated financial statements being audited may occur
and not be detected within a timely period by employees in the normal course
 of performing their assigned functions. SF Partnership, LLP advised the
Audit Committee of the Company's Board of Directors of the following
material weaknesses:


	o 	Inappropriate revenue recognition for barter transactions;

	o 	Inadequate segregation of duties;


Based on these findings management initiated a comprehensive review of
financial controls and procedures to address the issues identified by SF
Partnership, LLP and to bring the Company into compliance with the
requirements of the Sarbanes-Oxley act with respect to internal controls
and procedures.

In addition, the Company has a concern about the segregation of duties and
as such in the future, as apart of its growth strategy, and  funding permits
will hire a CPA fulltime for its staff to handle internal matters and
enhance this area.

Additionally, management will engage the services of an independent
internal controls consultant to document, test and develop current
and expanded internal controls and procedures.

Management believes that the measures noted above will address the
conditions identified by SF Partnership, LLP as material weaknesses, and
that which management sees as material weaknesses and or concerns. The
Company plans to continue to monitor the effectiveness of its internal
controls and procedures on an ongoing basis and will take further action,
as appropriate.

As required by SEC Rule 13a-15(b), the Company carried out an evaluation,
under the supervision and with the participation of its management,
including its Chief Executive Officer, of the effectiveness of the design
and operation of the Company's disclosure controls and procedures as of
the end of the year covered by this report. Based on the foregoing, its
Chief Executive Officer determined that deficiencies identified by
SF Partnership, LLP caused its disclosure controls and procedures not to
be effective at a reasonable assurance level. However, the Chief
Executive Officer noted that the Company is actively seeking to remedy
the deficiencies identified herein and did not note any other material
weaknesses or significant deficiencies in the Company's disclosure
controls and procedures during their evaluation.



                                    PART III
                                    --------

Item 9.   Directors, Executive Officers, Promoters and Control Persons of the
          Registrant; and Management and Related Stockholder Matters

The following table sets forth information, as of December 31, 2003,
concerning each director and executive officer of the Company.

                                        Positions with               Position
Name                            Age     the Company                  Held Since
------                          ---     -----------                  ----------

Alton Perkins                   53      Chairman of the Board of        2002
                                        Directors, Chief Executive
                                        Officer and President

Loretta Perkins                 51      Director, Secretary, and
                                        Vice President                  2003



     The business address for each of our officers and directors is
120 North Cedar St., Suite 3809, Charlotte, NC, 28202.

     The following sets forth the business experience of each director,
executive officer, including principal occupations, at present and for
at least the past five years.

     Set forth below is the name of the director and officer of the
Company, all positions and offices with the Company held, the period
during which he has served as such, and the business experience during at
least the last five years:

Al Perkins has served as the Company's Chief Executive Officer,
President, Secretary, and Director since its inception. Mr. Perkins is a
former decorated Air Force Officer and Missile Launch Officer who
graduated from the University of Southern Illinois with a B.S. in Business
Administration and an M.B.A. from the University of North Dakota.
From 1988 through 1997 he has held CEO positions with start-up companies in
the Jet Fuels, Defense Contracting, construction, business consulting and
development, and real estate industries. Since 1997 Mr. Perkins has served
as the CEO and Chief Technology Officer for Blackstocks.com, Inc.
Since 2001 Al has served as CEO Blackstocks Investment Inc. and as of
1 August 2002, CEO of Urban Media Development Corp. Additionally,
Mr. Perkins is the CEO for New Media, Inc. and Realty Development Corporation,
and an Officer of Kid's Connection Corp. a subsidiary of the Company.

Loretta E. Perkins, effective 2003 served as the Company's Director, Secretary,
and Chief Operating Officer. Mrs. Perkins graduated from Minot State
University with B.S. in Elementary/Special Education. She has a M.S.
in Education Administration from the University of Nebraska. From 1981
through 1998 she taught Language Arts within the Public School System.
From 1997 to 2000 Mrs. Perkins served as Vice President and Director of
Marketing for Blackstocks.com. From 2001 to 2003 she served as the CEO
of Strategic Interaction Media, Inc. a privately held company and as
of 1 August 2002, Executive Vice President of Urban Media Development Corp.
Additionally, Mrs. Perkins is an officer and Director of New Media, Inc.
and Realty Development Corporation, and an the CEO and Director of Kid's
Connection Corp. a subsidiary of the Company.

The Company's directors are elected for a period of one year and until their
successors are duly elected and qualified. There are currently two members of
the Board of Directors.

Except as set forth above, no director of the Company holds any directorship
in any other company with a class of securities registered pursuant to
Section 12, or subject to the requirements of Section 15(d), of the
Securities Exchange Act of 1934 or in any company registered as an investment
company under the Investment Company Act of 1940.

Compliance with Section 16(a) of the Securities Exchange Act of 1934

Section 16(a) of the Securities Exchange Act of 1934, as amended, requires the
Company's executive officers, directors and persons who own more than ten
percent of a registered class of the Company's equity securities to file certain
reports regarding ownership of, and transactions in, the Company's securities
with the Securities and Exchange Commission (the "SEC"). These officers,
directors and stockholders are also required by SEC rules to furnish the Company
with copies of all Section 16(a) reports that are filed with the SEC. Based
solely on a review of copies of such forms received by the Company, and written
representations received by the Company from certain reporting persons, the
Company believes that for the year ended December 31, 2003 all Section 16(a)
reports required to be filed by the Company's executive officers, directors and
10% stockholders were filed on a timely basis.

Item 10.  Executive Compensation

The following table summarizes all compensation earned by or paid to the
Company's Chief Executive Officer for services rendered in all capacities to
the Company for the period beginning on June, 2002 (Inception) to December
31, 2003 and all officers who earned over $100,000 (the "Named Executive
Officers").

                    SUMMARY COMPENSATION TABLE
                    --------------------------

                                                              Long-Term
                                    Annual Compensation       Compensation
                               --------------------------- ----------------
                                                             Securities
Name and Principal                            Other Annual
Position                 Year  Salary  Bonus  Compensation Options/SARs(#)
-----------------------  ----  ------- ----- ------------- ---------------
Al Perkins               2003  $--       --     $23,000        --
Chairman, President, &
Chief Executive Officer  2002  $--       --     $--            --



Loretta Perkins          2003  $--       --     $9,000      500,000
Chief Operating Officer  2002  $--       --      --            --
Secretary and
Director (1)

---------------------



(1) Loretta Perkins received 500,000 common shares under the Company's
Stock Compensation Plan to serve as CEO of Kid's Connection Corp. a wholly owned
subsidiary of the Company. None of our executive officers are employed pursuant
to employment agreements. However, both are negotiating employment contracts
which will include any compensation due the executives in arrears.

Director's Compensation

Directors who are not employees of the Company are compensated at a rate of
$1,000 for each meeting of the full Board of Directors which they attend in
person, up to a maximum of $5,000 in any one year, plus expenses for attending
such meetings. Officers are appointed annually by the Board of Directors and
serve at the discretion of the Board.

Compensation Committee Interlocks and Insider Participation

The Board of Directors of the Company has established Audit and Compensation
Committee Charters. The Company determines executive compensation, based
on these Charters which considers among other things corporate performance
and market conditions.


Employment Agreements

The Company has employment and or consultant agreements with each employee or
consultant of the Company that sets forth confidentiality obligations and
intellectual property ownership. Pursuant to each of the employment agreements,
each employee is an employee and or consultant at will which may be terminated
by the Company at any time for any reason.

Stock Compensation Plan

In March 2003, we adopted the 2003 Non-Qualified Stock Compensation
Plan (the "Stock Plan"). The Stock Plan may be abandoned or terminated at
any time by the Plan Administrators except with respect to any rights then
outstanding under the Stock Plan.  The Stock Plan shall otherwise terminate
on the earlier of the date that is five years from the date first appearing
in the Stock Plan or the date on which the 6,500,000th share is issued.

Purpose of Plan

The Plan is intended to aid the Company in maintaining and developing a
management team, attracting qualified officers and employees capable of
assuring the future success of the Company, and rewarding those individuals
who have contributed to the success of the Company.  The Company has designed
this Plan to aid it in retaining the services of executives and employees
and in attracting new personnel when needed for future operations and growth
and to provide such personnel with an incentive to remain employees of the
Company, to use their best efforts to promote the success of the Company's
business, and to provide them with an opportunity to obtain or increase a
proprietary interest in the Company. It is also designed to permit the Company
to reward those individuals who are not employees of the Company but who
management perceives to have contributed to the success of the Company or
who are important to the continued business and operations of the Company.
The above goals will be achieved through the granting of Shares.

Share Reserve. Initially, the Company authorized the issuance of 2,863,302
common shares under its 2003 Non-Qualified Stock Compensation Plan. Due to
the Company terminating agreements with some employees and consultants, the
Company returned to the Treasury some common shares granted under the plan.
As of 11 May, 2004, 1,431,050 shares of our common have been issued and
outstanding pursuant to the Stock Plan. We have not granted any options under
the Stock Plan.

Administration of the Plan.  Administration of this Plan is determined by the
Company's Board of Directors (the "Board").  Subject to compliance with
applicable provisions of the governing law, the Board may delegate
administration of this Plan or specific administrative duties with respect to
this Plan on such terms and to such committees of the Board as it deems proper
(hereinafter the Board or its authorized committee shall be referred to as
"Plan Administrators").  The interpretation and construction of the terms of
this Plan by the Plan Administrators thereof shall be final and binding on all
participants in this Plan absent a showing of demonstrable error.  No member of
the Plan Administrators shall be liable for any action taken or determination
made in good faith with respect to this Plan.  Any shares approved by a majority
vote of those Plan Administrators attending a duly and properly held meeting
shall be valid. Any shares approved by the Plan Administrators shall be
approved as specified by the Board at the time of delegation.

Shares of Stock Subject to the Stock Plan.   The total number of shares
issues pursuant to this Plan shall not exceed six million, five-hundred
thousand (6,500,000) shares.  If any right to acquire Stock granted under
the Plan is exercised by the delivery of shares of Stock or the relinquishment
of rights to shares of Stock, only the net shares of Stock issued (meaning
the shares of stock issued less the shares of Stock surrendered) shall count
against the total number of shares reserved for issuance under the terms
of the Plan.

Reservation of Stock on Granting of Rights.  At the time any right is
granted under the terms of this Plan, the Company will reserve for issuance
the number of shares of Stock subject to such right until that right is
exercised or expires.  The Company may reserve either authorized but unissued
shares or issued shares reacquired by the Company.

Eligibility.  The Plan Administrators may grant shares to employees,
officers, and directors of the Company and its subsidiaries, as may be
existing from time to time, and to other individuals who are not employees
of the Company or its subsidiaries, including consultants and advisors,
provided that such consultants and advisors render bona fide services to
the Company or its subsidiaries and such services are not rendered in
connection with the offer or sale of securities in a capital-raising
transaction.  In any case, the Plan Administrators shall determine, based on
the foregoing limitations and the Company's best interests, which employees,
officers, directors, consultants and advisors are eligible to participate in
this Plan.  Shares shall be in the amounts, and shall have the rights and be
subject to the restrictions, as may be determined by the Plan Administrators,
all as may be within the provisions of this Plan.


Item 11.  Security Ownership of Certain Beneficial Owners and Management and
          related stockholder matters

The following table sets forth certain information known to us with respect to
the beneficial ownership of our common stock as of 31 December, 2003 by:

All persons who are beneficial owners of five percent (5%) or more of our common
stock; each of our directors; each of our executive officers; and all current
directors and executive officers as a group.

Except as otherwise indicated, and subject to applicable community property
laws, the persons named in the table below have sole voting and investment power
with respect to all shares of common stock held by them.

Applicable percentage ownership in the following table is based on 39,152,792
shares of common stock outstanding as of 11 May, 2004.

Beneficial ownership is determined in accordance with the rules of the SEC. No
shares of common stock of the Company are subject to options held by any
persons.

Name and Address       Amount of             Percentage	    Title
of Beneficial Owner    Beneficial Ownership  of Class	    of Class
---------------------  --------------------  --------		--------
The Perkins Family Trust 36,500,000            93%	         Common
c/o Blackstocks
Development Corp.
120 North Cedar St.
Suite 3809
Charlotte, NC 28202 (1)(2)

Alton Perkins (1)(2)	 36,500,000            93%	         Common
c/o Blackstocks
Development Corp.
120 North Cedar St.
Suite 3809
Charlotte, NC 28202

Loretta E. Perkins       36,500,000            93%	         Common
c/o Blackstocks
Development Corp.
120 North Cedar St.
Suite 3809
Charlotte, NC 28202
(1)(2)

All Executive Officers
and Directors as         36,500,000            93%	         Common
a Group	(2 Persons)

--------------
(1)  Alton Perkins and Loretta E. Perkins are Trustees for Perkins Family
Trust of which the Alton Perkins shares were assigned and as such both are
considered beneficial owners of the shares.

(2)  Loretta E. Perkins is the wife of Alton Perkins and a Trustee for
Perkins Family Trust.

Item 12.      Certain Relationships and Related Transactions

On 20 June 2002, the Company issued a total of 1,000,000 shares of common
stock to Alton Perkins, purchased by a $100 subscription. See NOTE 2.
"STOCKHOLDERS' EQUITY - Common Stock."  Mr. Alton Perkins was the sole
officer and director of the Company.  Mr. Perkins was deemed to be the
beneficial owner of the 1,000,000 shares of Common Stock of the Company,
these shares having been assigned to the Perkins Family Trust.

On 10 February 2003, the Company had a 26 to 1 forward stock split of
its common shares in the form of a stock dividend for stockholders of
record as of December 31, 2002. The Perkins Family Trust was
assigned 26,000,000 restricted common shares in accordance with the
stock split.

On 21 March 2003, the Company issued 2,863,302 common shares under its
2003 Non-Qualified Stock Compensation Plan. Included in the shares issued
were shared issued to Loretta E. Perkins (wife of Alton Perkins) in the
amount of 500,000 to serve as a Company Director and CEO of Kid's Connection
Corp. As of 11 May, 2004, 1,431,050 shares of our common stock have been
issued and outstanding pursuant to the Stock Plan.

On 2 June 2003, the Company issued 10,000,000 common shares of restricted
stock to the Perkins Family Trust. The Trust agreed to loan the Company funds
to retire stock issued to Greentree Financial. The Company terminated its
contract with Greentree Financial. The stock was issued pursuant to an
exemption from registration under Section 4(2) of the Securities Act.
Alton Perkins to pay a note for the Company to retire a contract and
agreement with Greentree Financial Services to terminate a contract that
was not completed by the service provider.

The Company has a contract with a related entity to provide cleaning services
of the daycare facility on a daily basis.  The amounts paid under the terms
of the contract were $7,500 and $16,800, for 2003 and 2002, respectively.
The transaction is considered to be an arms-length transaction and is
properly reflected in the financial statements.

The Company currently has its Corporate office in the offices of
Alton Perkins, an officer and director of the Company and is charged
$1,000.00 per month for rent, beginning on 1 Aug 2003.

We believe that all of the transactions discussed above were made on terms no
less favorable to us than could have been obtained from unaffiliated third
parties.


Item 13. EXHIBITS AND REPORTS ON FORM 8-K
         --------------------------------

         Documents previously filed:

1. Form  8-K, dated 30 July, 2003, Resignation of Accounting Firm,
         Audit Committee, and Corporate Governance Standards, and
         Business Conduct, previously filed.

Exhibits
10.3     Audit Committee Charter

10.4	 Corporate Governance Standards

10.5	 Compensation Committee Charter

10.6	 Nominating Committee Charter

10.7	 Standards of Business Conduct

10.8	 Assignment of Interest Rights and Liabilities



2. Form  8-K, dated 30 July, 2003, Acquisition of Kid's Connection, Inc.
         of North Carolina, Assignment of interest rights and liabilities
         Kid's Connection, Inc. of North Carolina, Market Development and
         Investor, and Relations Agreement and Executive Management Agreement
         with Page Properties, previously filed.

Exhibits
10.9     Asset and Purchase Agreement Kids Connection, Inc. of
         North Carolina

10.10    Resignation of Accountants

10.11    Assignment of Interest Rights and Liabilities

10.12    Market Development and Investor Relations Agreement

10.13    Executive Management Agreement


3. Form  8-K, dated 31 July, 2003, Media Advertising and Personal Services
         Agreement with Media Funding Management, Ltd., previously filed.

Exhibits
10.15    Media Advertising Agreement - Media Funding Management, Ltd.

10.16    Personal Services Agreement - Media Funding Management, Ltd.


4. Form  8-K, dated 14 August, 2003, Audited Financial Statements,
         previously filed.

Exhibit
10.17    Consent of Independent Certified Public Accountants


5. Form  8-KA, dated 11 September, 2003, Accountants agreement with
         Form-8k,  previously filed.

Exhibit
10.18    Accountant's Consent To Revised Form 8k

---------------------------------


ITEM 14.  PRINCIPAL ACCOUNTANT FEES AND SERVICES

Aggregate fees for professional services rendered for us for fiscal years
ended December 31, 2003 and 2002, are set forth below. The aggregate fees
included in the Audit category are fees billed for the fiscal years for the
audit of our annual financial statements and review of financial statements
and statutory and regulatory filings or engagements. The aggregate fees
included in each of the other categories are billed in the fiscal years.

                                    FISCAL YEAR 2003          FISCAL YEAR 2002
   AUDIT FEES                       $  8,455                  $6,650
   AUDIT-RELATED FEES               $   -                     $   -
   TAX FEES                         $   -                     $   -
   ALL OTHER FEES                   $142,941                  $3,000
                                    ---------                 ---------
         TOTAL                      $151,396                  $9,650

Audit fees for the fiscal years ended December 31, 2003 and 2002, were for
professional services rendered for the audits of the consolidated financial
statements of the Company, quarterly review of the financial statements included
in Quarterly Reports on Form 10-QSB, and other assistance required to complete
the year end audit of the consolidated financial statements.

We have a formal audit committee and that committee has reviewed and approved
expenditures for accounting fees and services.


                                   SIGNATURES
                                   ----------

         In accordance with Section 13 or 15(d) of the Securities Exchange Act
of 1934, the Registrant has duly caused this report to be signed on its behalf
by the undersigned, thereunto duly authorized, on August 4, 2004.

                                            BLACKSTOCKS DEVELOPMENT CORPORATION


                                            By:  /s/  Alton Perkins
                                               --------------------------------
                                                      Alton Perkins.
                                                      Chairman,
                                                      Chief Executive Officer
                                                      and President




In accordance with the requirements of the Securities Act of 1933, this
registration statement was signed by the following persons in the capacities
and on the dates stated.



/s/ Alton Perkins                  Chairman,      August 4, 2004.
--------------------------------   Chief Executive Officer
    Alton Perkins                  and President (Principal
                                   Executive Officer and
                                   Principal Accounting
                                   and Financial Officer)



                   Index to Consolidated Financial Statements


                                                                           Page

A.   Report of Independent Auditors                                         F-1

B.   Consolidated Balance Sheet for the year ended December 31, 2003        F-2

C.   Consolidated Statements of Operations for the years ended
     December 31, 2003 and 2002                                             F-3

D.   Consolidated Statement of Stockholders' Equity for the
     year ended December 31, 2003                                           F-4

E.   Consolidated Statements of Cash Flows for the years ended
     December 31, 2003 and 2002                                             F-5

F.   Notes to Consolidated Financial Statements                     F-6 to F-14

                                       i


                          Report of Independent Auditors

To the Board of Directors and Stockholders of
Blackstocks Development Corporation

   We have audited the accompanying consolidated balance sheets of Blackstocks
Development Corporation as at December 31, 2003 and 2002 and the related
consolidated statements of operations,changes in stockholders' equity and cash
flows for the years then ended. These financial statements are the
responsibility of the Company's management. Our responsibility is to express
an opinion on these consolidated financial statements based on our audit.


   We conducted our audit in accordance with the standards of the Public
Company Accounting Oversight Board (United States). Those standards require
that we plan and perform an audit to obtain reasonable assurance 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 consolidated financial statements. An audit also includes assessing the
accounting principles used and significant estimates made by management, as
well as evaluating the overall financial statement presentation. We believe
our audit provides a reasonable basis for our opinion.

   In our opinion, the consolidated financial statements referred to above
present fairly, in all material respects, the financial position of
Blackstocks Development Corporation, as at December 31, 2003 and 2002 and
the results of its operations, changes in stockholders' equity and cash
flows for the years then ended in accordance with accounting principles
generally accepted in the United States of America.

  The accompanying consolidated financial statements have been prepared
assuming that the Company will continue as a going concern. As discussed in
note 1 to the consolidated financial statements, the Company has suffered
recurring losses from inception which raises substantial doubt about its
ability to continue as a going concern. Management's plan in regard to these
matters are also described in note 1. The consolidated financial statements
do not include any adjustments that might result from the outcome of this
uncertainty. The comparative financial statements for December 31, 2002
were audited and reported on by another firm of Certified Public
Accountants to which they attached their unqualified auditor's report,
dated April 15, 2003.

                                "SF Partnership, LLP"
Toronto, Canada               	CHARTERED ACCOUNTANTS
August 4, 2004


------------------------------------------------------------------------------


                                      F-1

                             Blackstocks Development
                           Corporation and Subsidiaries
                                  Consolidated
                                  Balance Sheet
                             As of December 31, 2003
                            =========================

 	                                      2003  	     2002
                    ASSETS

Current

 Cash  	                                    $ 9,585  	    $ 100
 Book value of barter dollars (note 3)       43,461  	        -
 Accounts receivable  	                     12,090  	        -
 Inventories  	                          1,634,900  	        -
 Prepaids and sundry  	                    109,210  	        -
 Advances to related companies (note 4)      61,630  	        -
                                          ---------     ---------
                                          1,870,876  	      100

 Equipment (note 5)  	                     28,202  	        -

 Goodwill                                   515,355  	        -
                                          ---------     ---------
                                        $ 2,414,433  	    $ 100
                                          =========     =========
                    LIABILITIES

 Current

  Accounts payable and accrued charges     $ 24,440  	   $ 1,150
  Advances from shareholders (note 6)  	    101,836  	     2,100
  Deferred revenue (note 7)  	             90,860  	         -

                                            217,136  	     3,250

  Note Payable (note 8)                     517,000  	         -

                                       	    734,136  	     3,250

                    STOCKHOLDERS' EQUITY

  Capital Stock (note 9)                      3,927  	       100

  Additional Paid-In Capital  	          2,175,193  	       201

  Deficit                                  (498,823)  	    (3,451)

                                          ---------       ---------

                                       	  1,680,297  	    (3,150)
                                          ---------       ---------

                                        $ 2,414,433  	     $ 100
                                          =========       =========



The accompanying notes are an integral part of these financial
statements.


                                      F-2



                        Blackstocks Development Corporation
                                 and Subsidiaries
                              Statement of Operations
                                for the years ended
                            December 31, 2003 and 2002
                            ===========================


                                             2003             2002
                                         ---------     -----------

Sales                               	$      281,473 $         -

  Cost of Sales                              17,621              -
                                        -----------    ------------
  Gross Profit                              263,852              -

                                        -----------    ------------
Expenses

    General and administrative              731,397          3,451
    Loss on barter trades                    14,289              -
    Financial                                 3,704              -
    Amortization                              9,834              -
                                       -----------    ------------

                                            759,224           3,451
                                        -----------    ------------
  Net Loss                              $ (495,372)    $     (3,451)


Loss per weighted average number
of shares outstanding - basic
and diluted                            $    (0.02)          $ 0.00
                                       -----------     ------------

Weighted average number of
shares outstanding - basic
and diluted 	                       30,585,412        1,000,000

                                       -----------      ------------


   The accompanying notes are an integral part of these financial
statements.



                                      F-3



                       Blackstocks Development Corporation
                                  and Subsidiaries
                      Consolidated Stockholder's Equity
                          Year Ended 31 December 2003
                     ------------------------------------

                           Common Stock        Additional    Retained
                     ------------------------- Paid-in       Earnings
                      Shares       Amount      Capital       Deficit     Total

------------------------------------------------------------------------------

Common shares issued 	1,000,000       100     201            -        301

Net loss                     -           -       -         (3,451)   (3,451)

------------------------------------------------------------------------------

Balance,
December 31, 2002       1,000,000     $ 100 	$ 201    $ (3,451)   $ (3,150)
------------------------------------------------------------------------------

Balance,
December 31, 2002       1,000,000     $ 100 	$ 201    $ (3,451)   $ (3,150)


26 to 1 stock split 	25,000,000       -        -            -           -


Common shares issued 	13,268,292    3,827   2,174,992        -    2,178,819


Net loss                    -            -        -      (495,372)  (495,372)
------------------------------------------------------------------------------

Balance,
December 31, 2003       39,268,292   $3,927 $ 2,175,193 $ (498,823)$ 1,680,297


------------------------------------------------------------------------------

   The accompanying notes are an integral part of these financial
statements.


                                      F-4


                       Blackstocks Development Corporation
                                  and Subsidiaries
                      Consolidated Statement of Cash Flow
                           Year Ended 31 December 2003
                     ------------------------------------

                                         Years Ended
                                         December 31,
                                                2003           2002
                                        -------------  -------------

Cash Flows from Operating Activities

Net loss                            	$   (495,372)     $  (3,451)

                                        -------------    -------------

Adjustments to reconcile net income to
net cash provided by
operating activities:

Amortization of equipment                      9,834              -
Book value of barter dollars                 (43,461)             -
Accounts receivable                          (12,090)             -
Inventory                                 (1,634,900)             -
Prepaid and sundry                          (109,210)             -
Accounts payable and accrued charges          23,290          1,150
Deferred revenue                              90,860              -
                                        -------------    -------------

                                          (1,675,677)         1,150
                                        -------------    -------------

                                          (2,171,049)        (2,301)
                                        -------------    -------------

Cash Flows from Investing Activities

Acquisition of equipment       	             (38,036)             -
Acquisition of goodwill of subsidiary       (515,355)             -
                                        -------------    -------------
                                            (553,391)             -
                                        -------------    -------------

Cash Flows from Financing Activities
Proceeds from director advances               97,736           2,100
Payment of advances to related parties       (61,630)             -
Proceeds from note payable                   517,000              -
Proceeds from issuance of shares           2,178,819            301
                                        -------------    -------------

                                           2,733,925          2,401
                                        -------------    -------------

Net Increase in Cash 	                       9,485 	        100


Cash - beginning of year                         100              -

                                        -------------    -------------

Cash - end of year                      $ 	9,585      $      100
                                        =============    =============


Interest and Income Taxes Paid
During the year, the company had cash flows arising
from interest and income taxes paid as follows:

Interest paid                              $ 	3,704     $        -
Income taxes paid                          $        -	  $        -


   The accompanying notes are an integral part of these financial
statements.





                                       F-5


                   Blackstocks Development Corporation
                                 and Subsidiary
                             -----------------------

                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                   ------------------------------------------

                     YEARS ENDED DECEMBER 31, 2003 AND 2002
                     --------------------------------------



1. Going Concern

Blackstocks Development Corp. ("the Company")'s financial statements are
presented on a going concern basis, which contemplates the realization of
assets and satisfaction of liabilities in the normal course of business. The
Company has experienced recurring losses since inception that raise substantial
doubt as to its ability to continue as a going concern. For the years ended
December 31, 2003 and 2002, the Company experienced net losses of $498,823
and $3,451respectively.

The Company has recently entered a new industry where they have yet to reach
their operational goals. The accompanying financial statements reflect
management's current assessment of the impact to date of the economic situation
on the financial position of the Company. Actual results may differ materially
from management's current assessment.

The Company's ability to continue as a going concern is also contingent upon
its ability to secure additional financing and attain profitable operations.

Management is pursuing various sources of equity financing and has plans to
acquire additional daycare centers. Although the Company plans to pursue
additional financing, there can be no assurance that the Company will be able
to secure financing when needed or obtain such on terms satisfactory to the
Company, if at all.

The financial statements do not include any adjustments to reflect the possible
future effects on the recoverability and classification of assets or the
amounts and classification of liabilities that may result from the possible
inability of the Company to continue as a going concern.

2. Summary of Significant Accounting Policies

The accounting policies of the Company are in accordance with United States of
America generally accepted accounting principles and their basis of application
is consistent with that of the previous year. Outlined below are those policies
considered particularly significant:

a) Principal Activities

The Company was incorporated in Delaware in June 2002 and is engaged in
operating childcare centers and the development of a national daycare network
through its subsidiaries.

Kid's Connection Corp. ("Kid's") was incorporated in Delaware in November 2002
to facilitate the purchases of existing daycare centers.

Wee Lads and Lassies, Inc. ("Wee Lads") was incorporated in North Carolina in
June 1991 and operates a licensed daycare center in Mooresville, North Carolina.
Wee Lads sales are primarily for the daily care of children in this city and is
licensed for 170 children.

The Company has assets in the form of original artwork and numbered lithographs
which has been appraised for its insurance replacement value and is carried on
its books as such. The Company plans to sell such art to help finance its
business activities and future acquisitions. See note 9.

Prior to January 30, 2003, all activity related to the formation of the Company.
This included the preparation and filing of Form 10-SB, a registration statement
with the Securities and Exchange Commission.

b) Basis of Presentation

The consolidated financial statements include the accounts of the Company and
its wholly owned subsidiaries, Kid's and Wee Lads. All material inter-company
accounts and transactions have been eliminated.

c) Business Combination

On January 30, 2003, the Company acquired Wee Lads in exchange for a promissory
note for $517,000 payable to the majority stockholder of Wee Lads, see note 8,
and 450,000 of the Company's outstanding common shares. The purchase agreement
transferred title of all the shares and assets of Wee Lads, Inc. to the Company.
The common shares were issued for a nominal amount, as a form of security over
the note payable. Once repayment of the loan has been made in accordance with
the terms of the purchase agreement, the Company will redeem the shares from
the seller at their issued price. The financial statements for Wee Lads for
the years ending December 31, 2002 and 2001 was audited by another accounting
firm to which they attached their unqualified audit report dated March 7, 2003.

In June 2001, the Financial Accounting Standards Board ("FASB") issued SFAS
No. 141, "Business Combinations" and SFAS No. 142, "Goodwill and Other
Intangible Assets". SFAS No. 141 requires all business combinations initiated
after June 30, 2001 to be accounted for under the purchase method. For all
business combinations for which the date of acquisition is after June 30, 2001,
SFAS No. 141 also establishes specific criteria for the recognition of
intangible assets separately from goodwill and requires unallocated negative
goodwill to be written off immediately as an extraordinary gain, rather than
deferred and amortized. SFAS No. 142 changes the accounting for goodwill and
other intangible assets after an acquisition. The most significant changes
made by SFAS No. 142 are: (1) goodwill and intangible assets with indefinite
lives will no longer be amortized; (2) goodwill and intangible assets with
indefinite lives must be tested for impairment at least annually; and (3) the
amortization period for intangible assets with finite lives will no longer be
limited to forty years.

The Company has accordingly adopted the purchase method to record the business
combination. Under this method the purchase price is first allocated to the
fair value of the acquired entities identifiable net assets. If the purchase
price exceeds the fair value, the excess is first recorded to any identifiable
intangible assets and any remaining amount to goodwill.

It was determined that the fair value of the net assets of Wee Lads
approximated their book value. The purchase price was therefore allocated
as follows:


       Cash                          $  48,640
       Accounts receivable              18,203
       Equipment                        34,278
       Accounts payable                (13,562)
       Advances to director            (85,914)
                                       --------

       Fair value of assets purchased    1,645
                                       --------

          Goodwill                     515,355
                                       --------

       Purchase price                $ 517,000
                                       ========

d) Cash and Cash Equivalents

Cash and cash equivalents includes cash on hand, amounts due from and to banks,
and any other highly liquid investments purchased with a maturity of three
months or less. The carrying amounts approximate fair values because of the
short maturity of those instruments.

e) Other Financial Instruments

The carrying amount of the Companies' accounts receivable and payable
approximates fair value because of the short maturity of these instruments. The
Company carries accounts receivable at the amounts it deems to be collectible.
Accordingly, the Company provides allowances for accounts receivable it deems
to be uncollectible based on management's best estimates. Recoveries are
recognized in the period they are received. The ultimate amount of accounts
receivable that become uncollectible could differ from those estimated. No
amounts were deemed to be uncollectible at December 31, 2003.

f) Long-term Financial Instruments

The fair value of each of the Companies' long-term financial assets and
debt instruments is based on the amount of future cash flows associated
with each instrument discounted using an estimate of what the companies'
current borrowing rate for similar instruments of comparable maturity would be.


g) Inventory

Inventory includes works of art purchased thought the issuance of common
shares. The Company accounted for these transactions in accordance with APB-29,
"Accounting for Non-Monetary Transactions". Under this accounting principle
the exchange is recorded at the fair value of the asset given or if more clearly
evident, the asset received. As the market value of the common shares issued
is not readily available, the fair value of the works of art was used. Fair
value of the works of art was determined first by receiving an independent
appraisal and then discounting this value to account for a reasonable mark-up
as evidenced in the marketplace for similar works of art.

h) Equipment and Amortization

Equipment is stated at cost less accumulated amortization. Amortization,
based on the estimated useful lives of the assets, is provided as follows:

       Furniture and fixtures   20% declining balance
       Equipment 				30% declining balance
       Automobile 				30% declining balance

i) Income Taxes

The Company accounts for income taxes pursuant to SFAS No. 109, "Accounting
for Income Taxes". Deferred tax assets and liabilities are recorded for
differences between the financial statement and tax basis of the assets and
liabilities that will result in taxable or deductible amounts in the future
based on enacted tax laws and rates. Valuation allowances are established
when necessary to reduce deferred tax assets to the amount expected to be
realized. Income tax expense is recorded for the amount of income tax payable or
refundable for the period increased or decreased by the change in deferred tax
assets and liabilities during the period.


j) Earnings or Loss Per Share

The Company accounts for earnings per share pursuant to SFAS No. 128, which
requires disclosure on the financial statements of "basic" and "diluted"
earnings (loss) per share. Basic earnings (loss) per share is computed by
dividing net income (loss) by the weighted average number of common shares
outstanding for the year. Diluted earnings (loss) per share is computed by
dividing net income (loss) by the weighted average number of common shares
outstanding plus common stock equivalents (if dilutive) related to stock
options and warrants for each year.

There were no dilutive financial instruments for the years ended
December 31, 2003 and 2002.

k) Revenue Recognition

Revenue for daycare operations is recognized when daycare services are
performed.

For financial reporting purposes, the Company records its barter
trade dollar transactions based on a measure of fair value of the goods or
services involved. The Company participates in numerous barter trade dollar
transactions, further described in note 3. The Company has adopted
accounting policies in accordance with EITF Issue 93-11,"Accounting
for Barter Transactions Involving Barter Credits". The Company does
not record revenue at the time of earning these trade credits because
there is no persuasive evidence that the value of the services provided
by the Company exceeds the amount of monetary consideration received.
Further, the Company does not record revenue at the time of receiving
the trade dollars because not all of the Company's performance
obligations have been completed. The Company recognizes revenue
as the related services are performed or when goods with an available fair
value are exchanged.

l) Use of Estimates

The preparation of financial statements in conformity with accounting
principles generally accepted in the United States requires management to make
estimates and assumptions that affect the reported amounts of assets and
liabilities and the disclosure of contingent assets and liabilities at the date
of the financial statements and the reported amounts of revenues and expenses
during the reporting period. Actual results could differ from those estimates.
These estimates are reviewed periodically, and, as adjustments become necessary,
they are reported in earnings in the period in which they become known.

m) Asset Impairments

In accordance with SFAS No. 144, "Accounting for the Impairment or Disposal
of Long-Lived Assets", the Company evaluates the propriety of the carrying
amounts of its long-lived assets at least annually, or when current events
and circumstances indicate a potential impairment. The Company believes that
there are no significant impairments of the carrying amounts of such assets
and no reduction in their estimated useful lives is warranted. SFAS No. 144
excludes goodwill and intangible assets.

n) Stock-Based Compensation

In December 1995, SFAS No. 123, "Accounting for Stock-Based Compensation", was
issued. It introduced the use of a fair value-based method of accounting for
stock-based compensation. It encourages, but does not require, companies to
recognize stock-based compensation expenses to employees based on the new
fair value accounting rules.Companies that choose not to adopt the new rules
will continue to apply the existing accounting rules in Accounting Principles
Board Option No.25, "Accounting for stock issued to employees". However,
SFAS No. 123 requires companies that choose not to adopt the new fair value
accounting rules to disclose pro forma net income and earnings per share
under the new method. The company has adopted the provisions of SFAS No. 123.

3. Book Value of Barter Dollars

The Company is active in purchase and sale of goods and services through
various barter networks. The Company receives trade dollars from members of
the trade exchange in exchange for assets or shares. These trade dollars are
utilized by the Company for either the acquisition of goods and services for
use by the Company in its operations or inventory for resale.

When trade dollars are exchanged by the Company for goods and services that are
used by the Company in its own operations, the Company records an expense or
asset equal to the fair value of the underlying goods or services received.
Fair value is determined by determining estimated cash prices for the sale of
similar goods and services. If the Company cannot determine a fair value, no
value is assigned to the transaction for financial reporting purposes.

These accounting policies have been adopted in accordance with APB-29,
"Accounting for Non-Monetary Transactions" while considering the guidance of
EITF Issue 93-11, "Accounting for Barter Transactions Involving Barter
Credits".The company has entered into several transactions during the year
from which they are holding barter dollars at December 31, 2003. These
transactions did not have fair value information readily available and as
such they have been recorded at a nominal amount.

4. Advances to Related Parties

The advances to companies, owned by shareholders of the Company, are
non-interest bearing and are expected to be repaid during 2004.


5. Equipment              2003                   2002
                   Accumulated            Accumulated
               Cost  Amortization   Cost  Amortization

Automobile     10,763     3,229       -           -
Furniture
and fixtures $ 13,527   $ 4,058    $  -         $ -
Equipment      13,746     2,547       -           -
             --------------------------------------------
             $ 38,036   $ 9,834    $  -         $ -

Net carrying
amount                 $ 28,202                 $  -

                       ------------          -----------

6. Advances From Shareholders

                           2003                 2002
Charles Neale,
unsecured bearing
interest at 4%
per annum and is due
on demand              $ 89,351                 $ -

Alton Perkins,
unsecured with no
specific terms
of repayment             12,485                 2,100
                       ------------          -----------
                       $ 101,836              $ 2,100


7. Deferred Revenue

The deferred revenue relates to the trade of vacation package credits in
exchange for barter dollars. As the vacation credits have not been used by
the purchaser as of December 31, 2003, performance has not been completed
and the Company has deferred recognition of the revenue on this transaction in
accordance with EITF 93-11. The purchase of the vacation credits has been
included in prepaids and sundry.


8. Note Payable

The note payable is due to the seller of Wee Lads as described in note 2. The
note is non-interest bearing and is payable in shares of the Company according
to the conversion calculation as agreed upon in the purchase agreement.

The sum is payable only upon such time that any one transaction, as stipulated
under the purchase agreement, are closed successfully. The seller has the
option to demand repayment after the occurrence of any one transaction. These
occurrences include market capitalization of the issued and outstanding shares
to at least $50,000,000, receipt by the Company of an investment of $1,375,000
or greater, or the passage of twelve months after the date of the first closing
under the agreement, being July 31, 2004.

As none of these transactions are anticipated to occur prior to
January 1, 2005 the note has accordingly been classified as long-term. The note
is secured by all of the assets of Wee Lads and the shares isued as described
in note 2. The fair value of the loan has been calculated to be $448,000, using
a discount rate of 10%.

9. Capital Stock

Authorized
           80,000,000 common shares, par value $0.0001

           20,000,000 preference shares, par value $0.0001,
                      voting and other rights determined from time
                      to time by the Board of Directors


                                                        2003         2002
Issued
           39,268,292 common shares (2002 - 1,000,000) $ 3,927      $ 100
                                                      ----------  ----------

The following transactions occurred during the year:

a) At inception, June 20, 2002, the Company issued 1,000,000 shares of its
common stock to Alton Perkins pursuant to Section 4(2) of the Securities Act
of 1933. The stock was valued at $.0001 per share and was purchased by
subscription.

b) On 10 February 2003, the Company had a 26 to 1 forward stock split of its
common shares in the form of a stock dividend for stockholders of record as
of December 31, 2002. The Perkins Family Trust was assigned 26,000,000
restricted common shares in accordance with the stock split.

c) On March 13, 2003, the Company filed Form S-8 with the Securities and
Exchange Commission, registering 6,500,000 shares of its common stock pursuant
to the 2003 Non-Qualified Stock Compensation Plan. The purpose of the Plan
is to provide incentive to attract, retain and motivate highly qualified and
competent key employees, consultants, independent contractors, officers and
directors.

d) On March 21, 2003, the Company issued 2,863,302 common shares under its
2003 Non-Qualified Stock Compensation Plan to 40 shareholders for consulting
and or other advisory services to the Company. Included in the shares issued
were shared issued to Loretta E. Perkins (wife of Alton Perkins) in the
amount of 500,000 to serve as a Company Director and CEO of Kid's. These
transactions were recorded in accordance with SFAS No. 123, "Accounting for
Stock-Based Compensation". See note 15.

e) On March 21, 2003 the Company allocated 14,500,000 common shares of
restricted stock to Kid's to help further develop the Company's day care
network, and 450,000 Shares to Wee Lads shareholder's. See note 2. The stock
was issued pursuant to an exemption from registration under Section 4(2) of
the Securities Act.

f) On April 4, 2003, the Company issued 1,585,034 common shares of restricted
to stock to shareholders for barter services and trade provided to the company.
The stock was issued pursuant to an exemption from registration under
Section 4(2) of the Securities Act. These transactions were recorded in
accordance with APB-29, "Accounting for Non-Monetary Transactions" while
considering the guidance of EITF Issue 93-11, "Accounting for Barter
Transactions Involving Barter Credits". See note 3.

g) On June 2, 2003, the Company issued 10,000,000 common shares of restricted
stock to the Perkins Family Trust for cash consideration of $2,500. The stock
was issued pursuant to an exemption from registration under Section 4(2) of
the Securities Act. The Trust had loaned $2,500 to the Company to fund the
retirement of shares issued to Greentree Financial who they had terminated a
contract with.

h) On June 16, 2003, the Company issued 621,450 common shares of restricted
stock to shareholders for barter services and trade provided to the company.
The stock was issued pursuant to an exemption from registration under Section
4(2) of the Securities Act. These transactions were recorded in accordance
with APB-29, "Accounting for Non-Monetary Transactions" while considering the
guidance of EITF Issue 93-11, "Accounting for Barter Transactions Involving
Barter Credits". See note 3.

i) On June 16, 2003, the Company issued 3,000,000 common shares of restricted
stock to Page Properties, LLC for various consulting, management and advisory
services. The stock was issued pursuant to an exemption from registration
under Section 4(2) of the Securities Act.

j) On September 25, 2003, the Company allocated 280,000 common shares to a
reserve to be issued in accordance with its media and trade account funding
agreement.

k) On October 3, 2003, the Company issued 50,000 common shares under its 2003
Non-Qualified Stock Compensation Plan to a shareholder for consultant and or
other advisory services to the Company. These transactions were recorded in
accordance with SFAS No. 123, "Accounting for Stock-Based Compensation".
See note 15.

l) On October 13, 2003, the Company returned to the Treasury 2,183,280 common
shares previously issued to R. Chris Cottone and Green Tree Financial. This
action was part of the termination agreement of May 12, 2003.

m) From October 17 thru December 3, 2003, the Company issued 331,786 common
shares of restricted stock to shareholders for barter services and trade
provided to the company. The stock was issued pursuant to an exemption from
registration under Section 4(2) of the Securities Act. These transactions were
recorded in accordance with APB-29, "Accounting for Non-Monetary Transactions"
while considering the guidance of EITF Issue 93-11, "Accounting for Barter
Transactions Involving Barter Credits". See note 3.

n) Effective December 31, 2003, 3,000,000 shares of the Company's restricted
stock was returned to the Company's Treasury. The Company signed Novation
Agreements with Page Properties, LLC. This action served to terminate
agreements between the Company and Page Properties and return the restricted
common shares to the Company's Treasury.

o) Effective December 31, 2003, the Company returned to Treasury 14,500,000
common shares previously issued to Kid's. The stock was issued to help develop
Kid's business plan. However, as part of the Board's efforts to streamline
management and control the Board returned the stock to Treasury.

At December 31, 2003 there were 84 stockholders holding 39,268,292 common
shares of which 37,847,242 are restricted shares with the appropriate
restricted markings and 1,421,050 are registered 'free trading' common
shares issued under the Company's Employees Benefits Plan dated March 13, 2003.

10. Subsequent Events

The following transactions occurred subsequent to year end:

a) From March 16 to May 7, 2004, the Company issued 22,500 common shares of
restricted stock to shareholders for barter services and trade provided to
the company. The stock was issued pursuant to an exemption from registration
under Section 4(2) of the Securities Act.

b) On April 1, 2004, the Company issued 10,000 common shares under its
2003 Non-Qualified Stock Compensation Plan to a shareholder for consulting
and or other advisory services to the Company.


11. Income Taxes

The Company accounts for income taxes in accordance with SFAS No. 109,
"Accounting for Income Taxes". This Standard prescribes the use of the
liability method whereby deferred tax asset and liability account balances
are determined based on differences between financial reporting and tax
bases of assets and liabilities and are measured using the enacted tax rates.
The effects of future changes in tax laws or rates are not anticipated.

Under SFAS No. 109 income taxes are recognized for the following: a) amount of
tax payable for the current year, and b) deferred tax liabilities and assets
for future tax consequences of events that have been recognized differently
in the financial statements than for tax purposes. Management determined
that accounting values of its assets and liabilities recorded are not
materially different from their tax values and therefore no deferred tax
assets/liabilities have been setup to account for the temporary differences.

The company and it's subsidiaries have tax losses available to be applied
against future years income. Due to the losses incurred in the current year,
the deferred tax asset resulting from the tax losses available for carryforward
do not meet the criteria that the realization of such assets is 'more
likely than not'. Accordingly a 100% valuation allowance has been recorded for
deferred income tax assets.

Related Party Transactions

On June 20, 2002, the Company issued a total of 1,000,000 shares of common
stock to Alton Perkins, purchased by a $100 subscription. See note 9.
Mr. Alton Perkins is the sole officer and director of the Company.
Mr. Perkins is deemed to be the beneficial owner of the 1,000,000 shares
of common stock of the Company, these shares having been assigned to the
Perkins Family Trust.

On February 10, 2003, the Company had a 26 to 1 forward stock split of its
common shares in the form of a stock dividend for stockholders of record as
of December 31, 2002. The Perkins Family Trust was assigned 26,000,000
restricted common shares in accordance with the stock split.

On March 21, 2003, the Company issued 2,863,302 common shares under its 2003
Non-Qualified Stock Compensation Plan to 40 shareholders for consultant and
or other advisory services to the Company. Included in the shares issued
were shared issued to Loretta E. Perkins (wife of Alton Perkins) in the amount
of 500,000 to serve as a Company Director and CEO of Kid's. These transactions
were recorded in accordance with SFAS No. 123, "Accounting for Stock-Based
Compensation". See note 15.

On June 2, 2003, the Company issued 10,000,000 common shares of restricted
stock to the Perkins Family Trust for cash consideration of $2,500. The stock
was issued pursuant to an exemption from registration under Section 4(2) of
the Securities Act. The Trust had loaned $2,500 to the Company to fund the
retirement of shares issued to Greentree Financial who they had terminated a
contract with.

The Company has a contract with a company controlled by a
shareholder to provide cleaning services of the daycare facility on a daily
basis. The amounts paid under the terms of the contract were $7,500 and $16,800,
for 2003 and 2002, respectively. The Company currently has its Corporate
office in the offices of Alton Perkins, an officer and director of the
Company and is charged $1,000.00 per month for rent, beginning on
August 1, 2003. These transactions are in the normal course of operations
and are measured at the exchange amount, which is the amount of
consideration established and agreed to by the related parties.


13. Segmented Information

The company has adopted SFAS No. 131 - "Disclosures About Segments of
Enterprise and Related Information". Wee Lads is engaged primarily in the daily
care of children while the Blackstocks Development Corporation engages in the
purchase and sale of assets through barter networks. These operations are
regarded as two segments by the Company. As the Company's reportable segment
is situated entirely in America, geographical disclosure of revenue is not
required.

The breakdown of relevant financial information relating to each reportable
segment is as follows:

                                    Daycare          Barter
                                    Services         Transactions      Total

2003

          Assets                    $ 48,747       $ 2,365,686   $ 2,414,433

          Sales, net                 281,473               -         281,473

          Net loss                  (54,338)         (441,033)     (495,371)

2002

          Assets                   $    -         $       100   $       100

          Net loss                      -              (3,451)       (3,451)


14. Lease Commitments

The Company is committed to lease obligations for premises. Future minimum
annual payments (exclusive of taxes, insurance and maintenance costs) under
these leases are as follows:

                      2004                 $ 104,400
                      2005                   104,400
                      2006                   104,400
                      2007                   104,400
                      2008 and thereafter    574,200
                                           ----------
                                           $ 991,800


Rent expense for the year ended December 31, 2003 was $92,197 (2002 - Nil).

15. Stock-Based Compensation

The Company has adopted the fair value of accounting for stock compensation
plans of SFAS No. 123, "Accounting for Stock-Based Compensation". See note 2.
In accordance with this policy the Company has assessed fair values for each
transaction where common stock was issued in exchange for services provided
or to be provided to the Company. As the fair value of the services received
are more readily measurable then the shares issued, this is the basis for
measurement. Fair value of the services provided have been valued based upon
the skill, education, background, certification, and experience level of
the employees and which is appropriate to the private and public market and
USD labor standards.

16. Significant Contractual Agreements

The Company participates in a tuition subsidy program funded by the Iredell
County Department of Social Services. The daycare center and the parents of
the children eligible for the program enter into an annual contract. The
County determines eligibility and requires the daycare center to submit
monthly attendance reports to receive partial tuition payments.

The Company also participates in a subsidized food program that provides
nutritionally balanced hot meals for all of the students. The program is
available and administered through the North Carolina Department of Health
and Human Services division. The program reimburses the daycare center for
all direct expenses relating to preparing the meals for the students.

On July 21, 2003, the Company entered into a personal services agreement
with Media Funding Management, Ltd. (MFM) who will provide marketing,
consultant and media buying services for the Company. The parties agreed that
the personal services agreement is valued at $1,000,000 and covers a two year
period. Also on this date, the Company entered into a media advertising
agreement with MFM to provide media advertising for the Company throughout
the United States and Canada. The parties agreed that the media advertising
agreement is valued at $4,000,000 and covers a two year period. In exchange
for each of these services the Company has agreed to issue common stock to
MFM valued at the agreed upon contract price.






                    CERTIFICATION OF CHIEF EXECUTIVE OFFICER
                    ----------------------------------------

I, Alton Perkins, certify that:

1. I have reviewed this report on Form 10-KSB of Blackstocks Development
Corporation, for the period ended 31 December, 2003;

2. Based on my knowledge, this 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 report;

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

4. I am responsible for establishing and maintaining disclosure controls and
procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15)) and
internal control over financial reporting (as defined in Exchange Act
Rules 13-a15(f) and 15d-15 (f)) for the small business issuer and have:

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

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

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

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

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

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

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

Date:  August 4, 2004

/s/  Alton Perkins.
------------------------------------
     Alton Perkins
     Chief Executive Officer



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

In connection with the Annual Report of Blackstocks Development Corporation
(the "Company") on Form 10-KSB for the fiscal year ended December 31, 2003
as filed with the Securities and Exchange Commission on the date hereof
(the "Report"), I, Alton Perkins, Chairman, Chief Executive Officer and
President (Principal Executive Officer and Principal Accounting and Financial
Officer) of the Company, certify, pursuant to 18 U.S.C. ss. 1350, as adopted
pursuant to ss. 906 of the Sarbanes-Oxley Act of 2002, that:

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

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


/s/  Alton Perkins
------------------------------------
     Alton Perkins
     Chief Executive Officer

August 4, 2004

-----------------------------------------

SF Partnership, LLP
Chartered Accountants

November 10, 2004

CONSENT OF INDEPENDENT PUBLIC ACCOUNTANTS

To the Board of Directors of Blackstocks Development Corporation
120 North Cedar St, Suite 3809
Charlotte, North Carolina
28202

We hereby consent to the inclusion of our audit report dated
August 4, 2004 related to the consolidated financial statements of
Blackstocks Development Corporation for the years ended
December 31 2003 and 2002, which appear in Form 10-KSB.

SF Partnership, LLP

SF Partnership, LLP Chartered Accountants

The Madison Centre, 4950 Yonge Street, Suite 400, Toronto,
Ontario Canada M2N 6Kl