SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                                   FORM 10-KSB
                ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(D) OF
                       THE SECURITIES EXCHANGE ACT OF 1934
(Mark  One)
[  X  ]     Annual  report  pursuant  to  section  13 or 15(d) of the Securities
Exchange  Act  of  1934
     For  the  fiscal  year  ended  December  31,  2002

[   ]     Transition report under section 13 or 15(d) of the Securities Exchange
Act  of  1934
     For  the  transition  period  from  ___________________  to  ______________

                        Commission File Number 333-61424

                                CACH FOODS, INC.
                 (Name of small business issuer in its charter)

                      NEVADA                         82-0505220
         (State or other jurisdiction of     (I.R.S. Employer I.D. No.)
          incorporation or organization)

                   5555 NORTH STAR RIDGE ROAD, STAR, ID  83669
              (Address and Zip Code of principal executive offices)

Issuer's  telephone  number,  including  area  code:  866-922-8073

Securities  registered  pursuant  to  Section  12(b)  of  the Exchange Act: None

Securities  registered  under  Section  12(g)  of  the  Exchange  Act:

                      $.001 par value, common voting shares
                                (Title of class)

Check  whether  the Issuer (1) filed all reports required to be filed by section
13  or  15(d) of the Exchange Act during the past 12 months (or for such shorter
period that the registrant was required to file such report(s), 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 contained in this form, and no disclosure will be contained,
to  the  best  of the 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.  [    ]

The  issuer's  revenue  for  its  most  recent  fiscal  year  was:  $-0-

The issuer's common stock is listed on the Over the Counter Bulletin Board under
the  symbol  CACF.  There  was no active trading market during fiscal year 2002,
therefore  the  aggregate  market  value  of  the  issuer's common stock held by
non-affiliates  at  December  31,  2002  is  deemed  to  be  $-0-.

At  December  31,  2002, the issuer had 12,152,000 shares of its $.001 par value
common  stock  issued  and  outstanding.

Transitional  Small  Business  Format:   Yes  [   ]   No  [  X  ]
Documents  incorporated  by  reference:  none


<PAGE>

<TABLE>
<CAPTION>

                                             FORM 10-KSB
                                          CACH FOODS, INC.
                                                INDEX

                                                                                             Page
<S>       <C>                                                                                 <C>
PART I .  Item 1.  Description of Business                                                      3

          Item 2.  Description of Property                                                      6

          Item 3.  Legal Proceedings                                                            6

          Item 4.  Submission of Matters to a Vote of Security Holders                          6

PART II.  Item 5.  Market for Common Equity and Related Stockholder Matters                     6

          Item 6.  Management's Discussion and Analysis or Plan of Operation                    7

          Item 7.  Financial Statements                                                         9

          Item 8.  Changes In and Disagreements with Accountants on Accounting and
          Financial Disclosure                                                                  9

PART III  Item 9.  Directors, Executive Officers, Promoters and Control Persons; Compliance
          with Section 16(a) of the Exchange Act                                                9

          Item 10.  Executive Compensation                                                     10

          Item 11.  Security Ownership of Certain Beneficial Owners and Management             11

          Item 12.  Certain Relationships and Related Transactions                             12

          Item 13.  Exhibits and Reports on Form 8-K                                           12

          Item 14.  Controls and Procedures                                                    12

          Signatures                                                                           13

          Certifications                                                                       14
</TABLE>

(Inapplicable  items  have  been  omitted)


                                        2
<PAGE>

                                     PART I

FORWARD-LOOKING  STATEMENT  NOTICE

When  used  in  this  report,  the  words "may," "will," "expect," "anticipate,"
"continue,"  "estimate,"  "project,"  "intend,"  and  similar  expressions  are
intended  to  identify  forward-looking statements within the meaning of Section
27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act
of  1934  regarding events, conditions, and financial trends that may affect our
future  plans of operations, business strategy, operating results, and financial
position.  Persons  reviewing this report are cautioned that any forward-looking
statements are not guarantees of future performance and are subject to risks and
uncertainties  and that actual results may differ materially from those included
within  the  forward-looking  statements  as  a  result  of  various  factors.

ITEM  1.  DESCRIPTION  OF  BUSINESS.

OUR  HISTORY  AND  BUSINESS

We  were  formed as a Nevada corporation under the name Llebpmac, Inc. on May 4,
1998.  We originally incorporated to establish and operate a restaurant.  We did
not  open  the  restaurant.  On October 2, 2000, our shareholders approved a two
for one forward split of our outstanding common stock.  We then changed our name
to Cach Foods, Inc. on November 1, 2000 and we changed our purpose to be a snack
food  wholesale  merchandiser.  Our  current  business  plan is to market potato
chips  in  Japan  under  the  Idaho  Chips  trademark.

We do not own the Idaho Chips trademark.  On October 30, 2000, we entered into a
license  agreement  with  the  owner  of the Idaho Chips trademark, Cornelius A.
Hofman,  our  president  and  director.  The  license  gives  us  the  exclusive
worldwide  use  of the brand name Idaho Chips(TM) for a 30-month period.  We are
currently  negotiating  an  extension of the agreement which is due to expire on
April  10,  2003.

Cach Foods, Inc. became a public company on October 17, 2001.  Since our initial
public  offering,  we  have conducted research and explored design possibilities
for  Idaho  Chips(TM).  We  have  also began the process of determining who will
manufacture  and package our products, what products will be offered, how prices
will  be set, which Japanese convenience stores to target and how to promote our
products  to  importers  and distributors.  Our initial focus will be on selling
Idaho  Chips(TM)  in  the Japanese market through convenience stores.  If demand
permits,  we  will  expand  production  and  sell  Idaho  Chips(TM)  to  larger
supermarkets  as  well  other  Asian countries.  We intend to act as a wholesale
merchandiser  by  subcontracting  the actual manufacturing, packaging, exporting
and  selling  of Idaho Chips(TM).  If successful in the Japanese market, we will
increase  the variety of snack foods we offer and expand to other Asian markets.

BUSINESS  STRATEGY

We  will  use  a  distribution  channel  comprised  of  intermediaries  such  as
suppliers,  manufacturers,  wholesalers, importers and distributors to bring our
products  to market.  We anticipate it will take at least six months to have the
distribution  network  in  place  to begin shipping product.  During the next 12
months,  our  officers  and  directors  will  continue to allocate a substantial
portion  of their time to developing contacts with the following intermediaries:


                                        3
<PAGE>

     Suppliers

The  principal  raw  materials used in our Idaho Chips(TM) are potatoes and oil.
We  will  not  supply  our own raw materials, but depend on our manufacturers to
acquire  raw materials from independent suppliers.  We believe that potatoes and
oil  will  be  readily available to our manufacturers from numerous suppliers on
commercially  reasonable terms.  Idaho potatoes are available year-round, either
freshly  harvested or from storage during the winter months.  Many manufacturers
use  sunflower  oil  to  produce  kettle  style  potato  chips.  We believe that
sunflower  oil  is widely available year-round and that alternative cooking oils
are  abundant  and  readily  available.  As  a  result,  we  do  not  foresee
manufacturers  experiencing substantial difficulties obtaining raw materials for
the  production  of  Idaho  Chips(TM).

     Manufacturers

We  intend  to subcontract with independent manufacturers to produce and package
kettle-fried  potato chips made from Idaho potatoes.  We will evaluate potential
candidates  thoroughly  in  our selection process.  To be considered, candidates
must be in compliance with all federal, state, and local government regulations.
The  candidate  must  also be well capitalized, possess the necessary production
and  packaging  capacity,  and  have a strong reputation for quality production.
The  candidate  must  be  able  to package in foil bags or canisters in order to
ensure long shelf life.  We will expect selected manufacturers to maintain a lab
staffed  with trained quality control personnel, capable of performing any tests
we  may  establish.  We  further intend for the manufacturer to assume all costs
and  risks associated with producing and packaging Idaho Chips(TM).  In turn, we
will  pay  a  fixed  amount  for  the  finished  product.

     Importers  and  Distributors

We  intend to sell Idaho Chips(TM) primarily in convenience stores in Japan.  We
plan  to distribute our products through independent international importers and
distributors  since  we believe it is the most efficient method for reaching our
target  market.  Importers  and  distributors  will be selected primarily on the
basis  of:

     -    quality  of  service;

     -    financial  capability;  and

     -    established  network  of  convenience  stores.

We intend to service both large convenience store chains and smaller independent
convenience  stores.  Assuming  Idaho  Chips(TM)  achieves  a  level  of  market
penetration and customer acceptance among Japanese convenience stores, we intend
to  use  our  established  distribution  networks and/or sub contract with other
international  distributors  to  distribute  Idaho  Chips(TM)  to  supermarkets,
delicatessens, and retailers in Japan as well as other Asian countries.  We will
consider  seeking  additional  outlets  for  our  products  at  such  time as we
determine  our  initial  target  markets  are  profitable and we have sufficient
revenue  or  profits  to  justify  expansion.

ROLE  OF  MANAGEMENT

Once  the  distribution channel of intermediaries is developed, our officers and
directors  will spend a majority of their time directing the production of Idaho
Chips(TM).  We anticipate these duties will include supervising quality control,
receiving  and  processing orders, and coordinating the manufacturing, packaging


                                        4
<PAGE>

and  delivery  of  Idaho  Chips(TM)  to Japanese importers and distributors.  We
intend to outsource each stage of production to intermediaries.  We believe that
this  will  enable  us  to  be  more efficient in delivering our goods to target
markets.

LICENSE

We do not own the Idaho Chips trademark.  On October 30, 2000, we entered into a
license  agreement  with  the  owner  of the Idaho Chips trademark, Cornelius A.
Hofman,  our  president  and  director.  The  license  gives  us  the  exclusive
worldwide  use  of  the  brand  name  Idaho Chips(TM) for a 30-month period.  In
return,  we  will  pay  five percent of our gross revenue to Mr. Hofman.  If, by
April  10,  2003,  we  do  not  generate a threshold amount of $500,000 in gross
revenue,  we  will  lose  exclusivity  under  the  license.  If  we generate the
threshold  amount,  the  agreement  is  automatically  renewed for an additional
12-month  period, and will be extended for each successive 12-month period if we
generate  gross  revenue  of  $300,000 in the prior 12-month period.  Because we
have  not  generated  any  revenues  to  date,  we  are currently negotiating an
extension  of  the  license  agreement.

COMPETITION

Idaho  Chips(TM) will compete against other salty snack foods, including regular
and  kettle  style  potato  chips,  tortilla  chips,  popcorn and pretzels.  The
industry  of exporting salty U.S. snack foods to Japan is highly competitive and
dominated  primarily  by  Calbee, Proctor & Gamble, and Frito-Lay, Inc.  Calbee,
Proctor  &  Gamble,  and  Frito-Lay  possess  substantially  greater  financial,
production,  marketing,  distribution  and  other  resources  than  many  other
companies.  Calbee,  Proctor  &  Gamble,  and  Frito-Lay  brands are more widely
recognized  than  the  brands of other companies.  Numerous other companies that
are  our  actual  or  potential  competitors  have  greater  financial and other
resources,  including  more employees and more extensive facilities, than we do.
In  addition, local or regional Japanese markets often have a significant number
of smaller competitors, many of whom may offer kettle style potato chips similar
to  our  Idaho  Chips(TM).

GOVERNMENTAL  REGULATION

The  United  States  Food  and  Drug Administration may regulate and inspect our
products,  manufacturers  and  their  suppliers.  Every food manufacturer in the
United  States must meet the FDA's minimum standards relating to the preparation
and  packaging  of  food.  Food manufacturers must also comply with state, local
and  federal laws regarding the disposition of property and leftover foodstuffs.
We cannot assure that our manufacturers or their suppliers will be in compliance
with  all  applicable  laws  and regulations or that they will be able to comply
with  any  future  laws  and  regulations.  Furthermore,  additional  or amended
regulations  by the FDA may inhibit or prevent the development, distribution and
sale  of  Idaho  Chips(TM)  in  the  Japanese  market.

EMPLOYEES

We have no employees and no formal employment agreements with our officers.  Nor
do  we  intend  to  hire  employees until our operations require expansion.  Our
officers have agreed to devote such time as necessary for the development of our
business.  Kelly  McBride currently devotes approximately 20 hours per week as a
part-time  employee  while  maintaining  outside  employment.  It  is  further
anticipated  that all other officers will maintain outside employment and devote
a  portion  of  their time to our business as needed.  None of our officers will
receive a regular salary or wage until operations have been developed to a point
where  such  can  be  paid.  However,  officers  and  directors  are entitled to
reimbursement  for  reasonable  out  of  pocket expenses incurred on our behalf.


                                        5
<PAGE>

ITEM  2.  DESCRIPTION  OF  PROPERTY

In  January of 2002, we began leasing office space from our President, Cornelius
A. Hofman for $200 per month on a month-to-month basis.  Total rents paid during
2002  were  $2,400.  We  intend to maintain our current office situation for the
next  twelve  months,  unless  our  operations  expand to a degree necessitating
relocation.

ITEM  3.  LEGAL  PROCEEDINGS

We  are  not  a party to any bankruptcy, receivership or other legal proceeding,
and to the best of our knowledge, no such proceedings by or against us have been
threatened.

ITEM  4.  SUBMISSION  OF  MATTERS  TO  A  VOTE  OF  SECURITIES  HOLDERS.

No  matters  were  submitted  to  a  vote  of security holders during the fourth
quarter  of  the  fiscal  year  covered  by  this  report.


                                     PART II

ITEM  5.  MARKET  FOR  COMMON  EQUITY  AND  RELATED  STOCKHOLDER  MATTERS.

Our  common  stock  is  listed  on the Over the Counter Bulletin Board under the
symbol  CACF.  As of December 31, 2002, there were approximately 34 shareholders
holding  12,152,000  shares  of our common stock.  Of the issued and outstanding
common  stock, 144,000 shares are free trading, the balance are restricted stock
as  that  term  is used in Rule 144.  A table detailing the high and low bid and
ask  prices  for  our  common  stock during the previous year is provided below:

<TABLE>
<CAPTION>

                                CLOSING BID      CLOSING ASK
2002                            HIGH    LOW      HIGH     LOW
<S>                            <C>     <C>      <C>      <C>

May 31 (first available)
through June 28. . . . . . . .  None    None      None     None

July 1 through September 30     .65     .40       .80      .75

October 1 through December 31   .55     .35       .90      .51
</TABLE>

The  above  quotations,  as  provided  by  the  National  Quotation Bureau, LLC,
represent  prices  between dealers and do not include retail markup, markdown or
commission.  In addition, these quotations do not represent actual transactions.

We  have  not  paid,  nor declared, any dividends since our inception and do not
intend  to  declare any such dividends in the foreseeable future. Our ability to
pay dividends is subject to limitations imposed by Nevada law. Under Nevada law,
dividends  may  be  paid  to  the  extent that a corporation's assets exceed its
liabilities  and  it  is  able  to pay its debts as they become due in the usual
course  of  business.


                                        6
<PAGE>

ITEM  6.  MANAGEMENT'S  DISCUSSION  AND  ANALYSIS.

Since  our  initial public offering, we have taken specific steps to achieve our
goals.  During  the  past  year  we  have  accomplished  the  following:

     -    Explored  design packaging and pricing for Idaho Chips(TM), including:

          o    Purchased samples of kettle style potato chips sold in the United
               States  to  determine  packaging  design  and  manufacturing
               possibilities

          o    Purchased  a variety of packaging ideas and samples of chips sold
               in  Japan

          o    Researched  packaging  color  and design to capitalize in impulse
               buying

          o    Attended the SnaxPo Convention in Chicago, IL to research product
               samples,  varieties  of  packaging  and  potato  chip  styles

          o    Researched  potential shelf life of canisters and foil containers

          o    Investigated retail prices of potato chips in Japan's convenience
               stores.

     -    Explored  relations  with manufacturers to produce kettle style potato
          chips  using  Idaho  Chips(TM)  customized  packaging,  including:

          o    Researching  possible  kettle  style  chip  manufacturers

          o    Attending  the  SnaxPo  Convention  in  Chicago,  IL  and meeting
               potential  manufacturing  clients  and  canister  suppliers

          o    Researching  co-packing  opportunities and packaging alternatives

          o    Researching  production  costs  and  alternatives  in  product
               packaging

          o    Researching  nitrogen  flushing  capabilities  with manufacturers

     -    Explored  relations  with  Japanese  importers,  distributors  and
          convenience  stores,  including:

          o    Traveling  to Japan to meet with potential Japanese importers and
               snack  food  distributors

          o    Establishing  contact  opportunities  with Japanese importers and
               distributors

          o    Attending  a  national  food  trade  show  in  Japan.

During  the  past  90  days,  we  have:

     -    Performed additional research on popcorn and potato chip manufacturing
          opportunities  in  the  United  States.


                                        7
<PAGE>

     -    Explored  the  possibility  of  developing  a  market  in China. These
          efforts  included:

          o    Working  with  Wise  Foods and Stonehedge Farms to secure product
               samples.

          o    Developing  a  marketing  brochure  for  use  in  China.

          o    Sending  a  marketing  representative  to  China  to  explore
               opportunities  with  Chinese  companies.

          o    Attending  trade shows in China where our representative promoted
               our  proposed  line  of  products.

          o    Gathering  market  data  and  arranging  to  have sample products
               available  to  potential  Chinese  clients during the Chinese New
               Year  holiday.

TWELVE  MONTH  PERIODS  ENDED  DECEMBER  31,  2002  AND  DECEMBER  31,  2001.

We  have  not  generated any revenue to date although we hope to begin marketing
our proposed products in the coming year.  Expenses for the year ending December
31,  2002  were  $43,258 consisting of $2,905 in selling expenses and $40,353 in
general  and  administrative  expenses.  We  also  had  $16  in interest expense
resulting  in a net loss of $43,274.  By comparison, expenses for the year ended
December  31,  2001  consisted of $6,458 in general and administrative costs and
interest  expense  of  $165  resulting  in  a  net  loss  of  $6,623.

Increased  general  and  administrative expenses during 2002 were largely due to
costs  for  consulting  and management services.  These expenses were $19,217 in
2002  compared  to  $100  in 2001.  We also had rental expense of $2,400 in 2002
compared  to no rental expenses during 2001.  Legal and accounting fees relating
to  preparing  and filing our public reports also increased from  $4,808 in 2001
to  $9,486  in  2002.  Other unprecedented costs in 2002 included $3,404 in debt
repayment  and  $5,758  in  travel expenses related to implementing our business
plan.

LIQUIDITY  AND  CAPITAL  RESOURCES

At  December  31,  2002,  our  total  assets  consisted  of  $14,137  in  cash.
Liabilities  at  December  31, 2002 consisted of $1,855 in accounts payable.  At
December  31,  2001  our  assets  consisted  of  $1,749  in  cash and $17,987 in
deferred  stock offering costs.  We have no significant material commitments for
capital  expenditures  during  the next twelve months.  We estimate that general
and  administrative expenses for the next year will be approximately $10,000 and
we  believe  that  we  have  sufficient  cash  on hand to meet these anticipated
expenses.  Since  we  have  not  yet  commenced operations and have a history of
losses,  our  auditors  have  expressed  substantial  doubt about our ability to
continue  as  a  going concern.  We intend to continue implementing our business
plan,  however,  we  cannot  guarantee  that  we  will  be  able  to produce and
distribute  any  products or generate any revenue during the next twelve months.
If  we  require  additional  capital,  we  may  seek  advances  from officers or
shareholders,  sell  additional  common  stock  or  explore other debt financing
strategies.

STOCK  OFFERING  - On January 25, 2002, we sold 150,000 shares of our previously
authorized, but unissued common stock for cash of $75,000 or $.50 per share in a
public  offering  registered  with  the Security and Exchange Commission on Form
SB-2.  As  of December 31, 2002 total proceeds of $75,000 have been allocated as
follows:


                                        8
<PAGE>

<TABLE>
<CAPTION>

<S>                              <C>
TOTAL PROCEEDS. . . . . . . . .  75,000
                                 ------
Offering Expenses (1) . . . . .  18,791
Travel. . . . . . . . . . . . .   5,706
Reduction of Accounts Payable .  10,084
Office Rental . . . . . . . . .   2,400
Supplies. . . . . . . . . . . .   2,826
Consulting and Management Fees.  19,217
Legal and Accounting Fees . . .   9,486
Payments to Related Party . . .   3,404
Selling and Marketing Expenses.   2,905
Interest Expense. . . . . . . .     181
PROCEEDS USED . . . . . . . . .  75,000

PROCEEDS REMAINING. . . . . . .     -0-
</TABLE>

     (1)  We  originally  estimated  our offering expenses to be $18,660. During
          the  third quarter of 2002 we restated our estimated offering expenses
          as  $16,910.  The  current  table  reflects  actual  offering costs of
          $18,791  based  on our audited financial statements for the year ended
          December  31,  2002.

ITEM  7.  FINANCIAL  STATEMENTS.

The  financial  statements  of  the  Company  appear  at  the end of this report
beginning  with  the  Index  to  Financial  Statements  on  page  16.

ITEM  8.  CHANGES  IN  AND  DISAGREEMENTS  WITH  ACCOUNTANTS  ON  ACCOUNTING AND
FINANCIAL  DISCLOSURE.

None.

                                    PART III

ITEM  9.  DIRECTORS,  EXECUTIVE  OFFICERS,  PROMOTERS  AND  CONTROL  PERSONS;
COMPLIANCE  WITH  SECTION  16(A)  OF  THE  EXCHANGE  ACT.

<TABLE>
<CAPTION>

NAME                 AGE                    POSITION                         SINCE
-------------------  ---  ---------------------------------------------  --------------
<S>                  <C>  <C>                                            <C>

Cornelius A. Hofman   34  Chief Executive Officer, President & Director  May 1998

Kelly O. McBride. .   27  Secretary/ Treasurer & Director                September 2000

Brian J. Kramer . .   33  Director                                       April 2001
</TABLE>


                                        9
<PAGE>

Directors  hold office until the next annual shareholders meeting or until their
successors  are  duly  elected  and  qualified.  Officers  hold  office  at  the
discretion of the Directors.  The following is a brief biography of our officers
and  directors.

CORNELIUS  A.  HOFMAN.  Mr. Hofman received a B.A. in Asian Studies from Cornell
University  in  1991,  a  Masters  in  Japanese  Studies  from the University of
Pennsylvania  in 1992, and a MBA in Economics and Finance from the University of
Chicago  in  1994.  Since  1995, Mr. Hofman has been president and economist for
General Economic Consulting, Inc., which provides economic valuation services to
governments,  businesses  and  individuals.  Mr.  Hofman  lived in Japan for two
years  and  speaks  fluent  Japanese.

KELLY  O.  MCBRIDE.  Mr. McBride received his B.A. in Marketing from Idaho State
University  in  1999.  Since  September  2000, Mr. McBride has been working as a
research  analyst for General Economic Consulting, Inc., which provides economic
valuation  services  to  governments,  businesses and individuals.  From 1996 to
2000,  Mr.  McBride  worked  as  a  marketing research analyst for Idaho Central
Credit  Union  where  he  researched,  designed  and  promoted  new products and
services.  Mr.  McBride lived in Taiwan for two years and speaks fluent Mandarin
Chinese.

BRIAN  J. KRAMER.  Mr. Kramer graduated magna cum laude with a major in Japanese
and East Asian Languages from the University of Kansas in 1991.  He was a Rotary
Scholar  in 1991 at the center for Japanese studies through Nanzan University in
Nagoya,  Japan.  Mr.  Kramer  also  graduated  cum  laude  with  a J.D. from the
University  of  Michigan  Law  School  in 1994.  Beginning 2001, Mr. Kramer is a
Managing  Partner  in  a  sports agency called Classic Sports Management.  Since
2000,  Mr.  Kramer  has  worked  as  an  attorney at O'Donnell & Shaeffer in Los
Angeles, California.  From 1997 to 2000, Mr. Kramer was an associate attorney at
Seyfarth, Shaw, Fairweather & Geraldson.  From 1995 to 1997, he was an associate
attorney  with  Latham  &  Watkins.  From  1993 to 2000, Mr. Kramer served as an
officer  of  Ace Foods, Inc., which exported American snack foods to Japan.  Mr.
Kramer  also  lived  in  Japan  as  a law clerk at the Wakabayashi Law Office in
Tokyo,  and  speaks  fluent  Japanese.

ITEM  10.  EXECUTIVE  COMPENSATION

In  2001 we agreed to pay Kelly McBride $15.00 an hour to manage our business on
an  as-needed  basis.  During  the  year ended December 31, 2002 we paid Verius,
Inc., a company controlled by Mr. McBride, a total of $14,335 for his management
and  consulting services.  All other officers will defer their salaries until we
achieve profitable operations.  Any future compensation for services rendered by
directors  has  not  been  determined.

<TABLE>
<CAPTION>

                           SUMMARY COMPENSATION TABLE


NAME AND PRINCIPAL POSITION       YEAR  SALARY ($)   BONUS ($)   OTHER ANNUAL
                                                                 COMPENSATION
<S>                               <C>   <C>          <C>        <C>
Cornelius Hofman . . . . . . . .  2002          -0-        -0-            -0-
  President & Director . . . . .  2001          -0-        -0-            -0-
                                  2000          -0-        -0-            -0-

Kelly McBride. . . . . . . . . .  2002  $    14,335        -0-            -0-
  Secretary/Treasurer & Director  2001          -0-        -0-  $      500 (1)
                                  2000          -0-        -0-            -0-

Brian J. Kramer. . . . . . . . .  2002          -0-        -0-            -0-
  Director . . . . . . . . . . .  2001          -0-        -0-  $      500 (1)
                                  2000          -0-        -0-            -0-
</TABLE>


                                       10
<PAGE>

(1)     On  April  20,  2001,  the  Company issued to two of its directors 2,000
shares  of  common stock, or 1,000 shares each, for services valued at $1,000 or
$.50  per  share.

ITEM  11.  SECURITY  OWNERSHIP  OF  CERTAIN  BENEFICIAL  OWNERS  AND MANAGEMENT.

The  following  table  sets  forth  as  of  December  31,  2002,  the number and
percentage of the 12,152,000 shares of outstanding common stock which, according
to  the information supplied to the Company, were beneficially owned by (i) each
person  who is currently a director of the Company, (ii) each executive officer,
(iii) all current directors and executive officers of the Company as a group and
(iv)  each  person who, to the knowledge of the Company, is the beneficial owner
of more than 5% of the outstanding common stock.  Except as otherwise indicated,
the  persons  named  in  the  table  have sole voting and dispositive power with
respect  to  all  shares  beneficially owned, subject to community property laws
where  applicable.

<TABLE>
<CAPTION>

NAME AND ADDRESS              AMOUNT    PERCENTAGE
<S>                         <C>         <C>

Cornelius A. Hofman (1). .  10,005,000       82.33
5555 North Star Ridge Way
Star, ID 83669

Laurilie Madsen. . . . . .   1,001,000         8.2
PO Box 338
West Jordan, UT 84084

Bateman Dynasty, LLC . . .   1,000,000         8.2
1065 W. 1150 S.
Provo, UT 84601

Kelly McBride (1). . . . .       1,000         0.0
115 West Ash Street
Caldwell, ID 83605

Brian Kramer (1) . . . . .       1,000         0.0
3439 Keystone Ave., # 5
Los Angeles, CA 90034

Officers and Directors . .  10,007,000       82.34
Nominees as a Group:
3 People
</TABLE>

(1)     Officer  and/or  director.

All  directors  serve  until the next annual stockholders meeting or until their
successors are duly elected and qualified.  All officers serve at the discretion
of  the  Board  of  Directors.


                                       11
<PAGE>

ITEM  12.  CERTAIN  RELATIONSHIPS  AND  RELATED  TRANSACTIONS.

Our  officer  and  director  Kelly O. McBride is an employee at General Economic
Consulting,  Inc.,  which  is  owned  and controlled by Cornelius A. Hofman, our
president,  director,  and  majority  shareholder.

During  the  year  ended  December  31, 2002 we paid $14,335 to Verius, Inc. for
management  and  consulting services.  Kelly McBride is the president of Verius,
Inc.

We  currently  lease  office space from Mr. Hofman on a month-to-month basis for
$200  per  month.

At December 31, 2001 we owed Mr. Hofman $1,404 for expenses he had paid directly
on  our  behalf.  We repaid these advances during January, February and March of
2002.  The  advances  did  not  bear  interest.

Mr.  Hofman  advanced the Company $2,000 as a note payable.  The note was due on
March  5, 2002 and accrued interest at 10% per annum.  We repaid the $2,000 note
and  accrued  interest  of  $181  in  January  of  2002.

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

<TABLE>
<CAPTION>

EXHIBIT NUMBER  TITLE                                     LOCATION
<C>             <S>                                       <C>

          99.1  Certification of Chief Executive Officer  Attached

          99.2  Certification of Chief Financial Officer  Attached

          99.3  Code of Ethics . . . . . . . . . . . . .  Attached
</TABLE>

REPORTS  ON  FORM  8-K

No  reports  on  Form 8-K were filed during the quarter ended December 31, 2002.

ITEM  14.  CONTROLS  AND  PROCEDURES

Within  the  90-day  period  prior  to the date of this report, we evaluated the
effectiveness  and  operation of our disclosure controls and procedures pursuant
to  Rule  13a-14  of  the  Securities  Exchange  Act  of  1934.  Based  on  that
evaluation,  our  Chief  Executive  Officer  and  Chief  Financial  Officer have
concluded that our disclosure controls and procedures are effective.  There have
been  no  significant  changes  in internal controls or other factors that could
significantly affect internal controls subsequent to the date we carried out our
evaluation.

To  demonstrate  our commitment to maintaining effective disclosure controls and
procedures,  we have recently adopted a Code of Ethics and Business Conduct.  In
pertinent  part,  the Code authorizes the establishment of an audit committee to
oversee the effectiveness of our disclosure controls and procedures.   A copy of
the  Code  is  attached  as  an  exhibit  to  this  report.


                                       12
<PAGE>

                                   SIGNATURES

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

                                   CACH  FOODS,  INC.



Date:  3/27/03                     /s/Cornelius  A.  Hofman
                                   -------------------------
                                   Cornelius  A.  Hofman
                                   President


Date:  3/27/03                     /s/Kelly  McBride
                                   -------------------------
                                   Kelly  McBride
                                   Chief  Financial  Officer


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



Date:  3/27/03                     /s/Cornelius  A.  Hofman
                                   ------------------------
                                   Cornelius  A.  Hofman
                                   Director



Date:  3/27/03                     /s/Kelly  McBride
                                   ------------------
                                   Kelly  McBride
                                   Director


Date:  3/27/03                     /s/Brian  Kramer
                                   --------------------
                                   Brian  Kramer
                                   Director


                                       13
<PAGE>

          CERTIFICATION PURSUANT TO 18 U.S.C. SECTION 1350, AS ADOPTED
            PURSUANT TO SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002

I,  Cornelius  A.  Hofman,  the Chief Executive Officer of Cach Foods, Inc. (the
"Company"),  certify  that:

1.  I  have  reviewed  this  annual  report  on  Form  10-KSB  of  the  Company;

2.  Based  on  my  knowledge,  this  annual  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  annual  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 annual report;

4.  The  registrant's  other  certifying  officers  and  I  are  responsible for
establishing  and  maintaining disclosure controls and procedures (as defined in
Exchange  Act  Rules  13a-14  and  15d-14)  for  the  registrant  and  we  have:

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

     b)  evaluated the effectiveness of the registrant's disclosure controls and
     procedures  as  of  a  date within 90 days prior to the filing date of this
     annual  report  (the  "Evaluation  Date");  and

     c)  presented in this annual report our conclusions about the effectiveness
     of the disclosure controls and procedures based on our evaluation as of the
     Evaluation  Date;

5. The registrant's other certifying officers and I have disclosed, based on our
most  recent evaluation, to the registrant's auditors and the audit committee of
registrant's board of directors (or persons performing the equivalent function):

     a)  all  significant  deficiencies  in  the design or operation of internal
     controls  which  could adversely affect the registrant's ability to record,
     process,  summarize  and  report financial data and have identified for the
     registrant's  auditors  any  material  weaknesses in internal controls; and

     b)  any  fraud,  whether or not material, that involves management or other
     employees  who  have  a  significant  role  in  the  registrant's  internal
     controls;  and

6.  The  registrant's  other  certifying  officers  and I have indicated in this
annual report whether or not there were significant changes in internal controls
or in other factors that could significantly affect internal controls subsequent
to the date of our most recent evaluation, including any corrective actions with
regard  to  significant  deficiencies  and  material  weaknesses.

March  27,  2003                   /s/Cornelius  A.  Hofman
                                   -------------------------
                                   Chief  Executive  Officer


                                       14
<PAGE>

          CERTIFICATION PURSUANT TO 18 U.S.C. SECTION 1350, AS ADOPTED
            PURSUANT TO SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002

I,  Kelly  McBride,  the  Chief  Financial  Officer  of  Cach  Foods,  Inc. (the
"Company"),  certify  that:

1.  I  have  reviewed  this  annual  report  on  Form  10-KSB  of  the  Company;

2.  Based  on  my  knowledge,  this  annual  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  annual  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 annual report;

4.  The  registrant's  other  certifying  officers  and  I  are  responsible for
establishing  and  maintaining disclosure controls and procedures (as defined in
Exchange  Act  Rules  13a-14  and  15d-14)  for  the  registrant  and  we  have:

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

     b)  evaluated the effectiveness of the registrant's disclosure controls and
     procedures  as  of  a  date within 90 days prior to the filing date of this
     annual  report  (the  "Evaluation  Date");  and

     c)  presented in this annual report our conclusions about the effectiveness
     of the disclosure controls and procedures based on our evaluation as of the
     Evaluation  Date;

5. The registrant's other certifying officers and I have disclosed, based on our
most  recent evaluation, to the registrant's auditors and the audit committee of
registrant's board of directors (or persons performing the equivalent function):

     a)  all  significant  deficiencies  in  the design or operation of internal
     controls  which  could adversely affect the registrant's ability to record,
     process,  summarize  and  report financial data and have identified for the
     registrant's  auditors  any  material  weaknesses in internal controls; and

     b)  any  fraud,  whether or not material, that involves management or other
     employees  who  have  a  significant  role  in  the  registrant's  internal
     controls;  and

6.  The  registrant's  other  certifying  officers  and I have indicated in this
annual report whether or not there were significant changes in internal controls
or in other factors that could significantly affect internal controls subsequent
to the date of our most recent evaluation, including any corrective actions with
regard  to  significant  deficiencies  and  material  weaknesses.


March  27,  2003                   /s/Kelly  McBride
                                   -------------------------
                                   Chief  Financial  Officer


                                       15
<PAGE>

<TABLE>
<CAPTION>

                 CACH FOODS, INC.
          [A Development Stage Company]

              FINANCIAL STATEMENTS

                DECEMBER 31, 2002


                    CONTENTS

                                                 PAGE
                                                 -----
<S>                                              <C>
  -    Independent Auditors' Report. . . . . .    17


  -    Balance Sheet, December 31, 2002. . . .    18


  -    Statements of Operations, for the years
     ended December 31, 2002 and 2001
     and for the period from inception on
     May 4, 1998 through December 31, 2002 . .    19


  -    Statement of Stockholders' Equity from
     inception on May 4, 1998 through
       December 31, 2002 . . . . . . . . . . .    20


  -    Statements of Cash Flows, for the years
     ended December 31, 2002 and 2001
     and for the period from inception on
     May 4, 1998 through December 31, 2002 . .    21


  -    Notes to Financial Statements . . . . .    22

</TABLE>


                                       16
<PAGE>

                          INDEPENDENT AUDITORS' REPORT


Board  of  Directors
CACH  FOODS,  INC.
Star,  Idaho

We  have  audited  the  accompanying  balance  sheet  of  Cach  Foods,  Inc.  [a
development  stage  company] at December 31, 2002, and the related statements of
operations, stockholders' equity and cash flows for the years ended December 31,
2002  and 2001 and for the period from inception on May 4, 1998 through December
31,  2002.  These  financial  statements are the responsibility of the Company's
management.  Our  responsibility  is  to  express  an opinion on these financial
statements  based  on  our  audit.

We  conducted our audit in accordance with generally accepted auditing standards
in  the  United  States  of  America.  Those  standards require that we plan and
perform  the  audits  to obtain reasonable assurance about whether the financial
statements are free of material misstatement.  An audit includes examining, on a
test  basis,  evidence  supporting  the amounts and disclosures in the financial
statements.  An audit also includes assessing the accounting principles used and
significant  estimates  made  by  management,  as well as evaluating the overall
financial  statement  presentation.  We  believe  that  our  audit  provides  a
reasonable  basis  for  our  opinion.

In  our  opinion,  the financial statements audited by us present fairly, in all
material  respects,  the  financial  position of Cach Foods, Inc. [a development
stage company] as of December 31, 2002 and the results of its operations and its
cash  flows  for  the  years ended December 31, 2002 and 2001 and for the period
from  inception  on  May  4,  1998 through December 31, 2002, in conformity with
generally  accepted  accounting  principles  in  the  United  States of America.

The  accompanying  financial  statements have been prepared assuming the Company
will  continue  as  a  going  concern.  As  discussed in Note 5 to the financial
statements,  the Company has incurred losses since its inception and has not yet
commenced  planned  principal operations.  These factors raise substantial doubt
about  the Company's ability to continue as a going concern.  Management's plans
in  regards  to  these  matters  are  also  described  in Note 5.  The financial
statements  do not include any adjustments that might result from the outcome of
these  uncertainties.




PRITCHETT,  SILER  &  HARDY,  P.C.
-----------------------------------

February  21,  2003
Salt  Lake  City,  Utah


                                       17
<PAGE>

<TABLE>
<CAPTION>

                    CACH FOODS, INC.
           [A  Development  Stage  Company]

                      BALANCE SHEET

                          ASSETS

                                       December 31,
                                           2002
                                      --------------
<S>                                   <C>
CURRENT ASSETS:
  Cash . . . . . . . . . . . . . . .  $      14,137
                                      --------------
    Total Current Assets . . . . . .         14,137
                                      --------------
                                      $      14,137
                                      --------------


        LIABILITIES AND STOCKHOLDERS' EQUITY


CURRENT LIABILITIES:
  Accounts payable . . . . . . . . .  $       1,855
                                      --------------
      Total Current Liabilities. . .          1,855
                                      --------------

STOCKHOLDERS' EQUITY:
  Preferred stock, $.001 par value,
    5,000,000 shares authorized,
    no shares issued and outstanding              -
  Common stock, $.001 par value,
    100,000,000 shares authorized,
    12,152,000 shares issued and
    outstanding. . . . . . . . . . .         12,152
  Capital in excess of par value . .         51,057
  Deficit accumulated during the
    development stage. . . . . . . .        (50,927)
                                      --------------
    Total Stockholders' Equity . . .         12,282
                                      --------------
                                      $      14,137
                                      --------------
</TABLE>

    The accompanying notes are an integral part of this financial statement.


                                       18
<PAGE>

<TABLE>
<CAPTION>


                                CACH FOODS, INC.
                          [A Development Stage Company]

                            STATEMENTS OF OPERATIONS

                                               For  the            From Inception
                                              Year  Ended          on  May  4,
                                              December 31,         1998 through
                                      ---------------------------  December 31,
                                          2002           2001         2002
                                      -------------  ------------  --------------
<S>                                  <C>             <C>           <C>

REVENUE . . . . . . . . . . . . . .  $           -   $         -   $      -
                                      -------------  ------------  --------------

EXPENSES:
  Selling . . . . . . . . . . . . .          2,905             -      2,905
  General and administrative. . . .         40,353         6,458     47,887
                                      -------------  ------------  --------------
    Total Expenses. . . . . . . . .         43,258         6,458     50,792
                                      -------------  ------------  --------------

LOSS FROM OPERATIONS. . . . . . . .        (43,258)       (6,458)   (50,792)
                                      -------------  ------------  --------------

OTHER INCOME (EXPENSE):
  Interest income . . . . . . . . .              -             -         46
  Interest expense - related party.            (16)         (165)      (181)
                                      -------------  ------------  --------------
    Total Other Income (Expense). .            (16)         (165)      (135)
                                      -------------  ------------  --------------

LOSS BEFORE INCOME TAXES. . . . . .        (43,274)       (6,623)   (50,927)

CURRENT TAX EXPENSE . . . . . . . .              -             -          -

DEFERRED TAX EXPENSE. . . . . . . .              -             -          -
                                      -------------  ------------  --------------

NET LOSS. . . . . . . . . . . . . .  $     (43,274)  $    (6,623)  $(50,927)
                                      -------------  ------------  --------------

LOSS PER COMMON SHARE . . . . . . .  $        (.00)  $      (.00)  $   (.01)
                                      -------------  ------------  --------------
</TABLE>

    The accompanying notes are an integral part of this financial statement.


                                       19
<PAGE>

<TABLE>
<CAPTION>

                                                    CACH FOODS, INC.
                                             [A Development Stage Company]

                                          STATEMENT OF STOCKHOLDERS' EQUITY
                                      FROM THE DATE OF INCEPTION ON MAY 4, 1998
                                              THROUGH DECEMBER 31, 2002

                                                                                                           Deficit
                                                                                                         Accumulated
                                            Preferred  Stock        Common  Stock        Capital  in     During  the
                                          ---------------------  ----------------------   Excess  of     Development
                                           Shares      Amount      Shares      Amount      Par Value        Stage
                                          ---------  ----------  ----------  ----------  -------------  -------------
<S>                                       <C>        <C>         <C>         <C>         <C>            <C>
BALANCE, May 4, 1998 . . . . . . . . . .          -  $        -           -  $        -  $          -   $          -

Issuance of 2,000,000 shares of
  common stock for cash at $.0005
  per share, May 1998. . . . . . . . . .          -           -   2,000,000       2,000        (1,000)             -

Net loss for the period ended
  December 31, 1998. . . . . . . . . . .          -           -           -           -             -           (622)
                                          ---------  ----------  ----------  ----------  -------------  -------------
BALANCE, December 31, 1998 . . . . . . .          -           -   2,000,000       2,000        (1,000)          (622)

Net loss for the year ended
  December 31, 1999. . . . . . . . . . .          -           -           -           -             -           (165)
                                          ---------  ----------  ----------  ----------  -------------  -------------
BALANCE, December 31, 1999 . . . . . . .          -           -   2,000,000       2,000        (1,000)          (787)

Issuance of 10,000,000 shares of
  common stock for cash at $.0005
  per share, September 2000. . . . . . .          -           -  10,000,000      10,000        (5,000)             -

Net loss for the year ended
  December 31, 2000. . . . . . . . . . .          -           -           -           -             -           (243)
                                          ---------  ----------  ----------  ----------  -------------  -------------
BALANCE, December 31, 2000 . . . . . . .          -           -  12,000,000      12,000        (6,000)        (1,030)

Issuance of 2,000 shares of common
  stock for directors' services rendered
  at $.50 per share, April 2001. . . . .          -           -       2,000           2           998              -

Net loss for the year ended
  December 31, 2001. . . . . . . . . . .          -           -           -           -             -         (6,623)
                                          ---------  ----------  ----------  ----------  -------------  -------------
BALANCE, December 31, 2001 . . . . . . .          -           -  12,002,000      12,002        (5,002)        (7,653)

Issuance of 150,000 shares of
  common stock for cash at $.50 per
  share, net of offering costs of
  $18,791, January 2002. . . . . . . . .          -           -     150,000         150        56,059              -

Net loss for the year ended
  December 31, 2002. . . . . . . . . . .          -           -           -           -             -        (43,274)
                                          ---------  ----------  ----------  ----------  -------------  -------------
BALANCE, December 31, 2002 . . . . . . .          -  $        -  12,152,000  $   12,152  $     51,057   $    (50,927)
                                          ---------  ----------  ----------  ----------  -------------  -------------
</TABLE>

    The accompanying notes are an integral part of this financial statement.


                                       20
<PAGE>

<TABLE>
<CAPTION>

                                          CACH FOODS, INC.
                                    [A Development Stage Company]

                                     STATEMENTS OF CASH FLOWS

                                                                    For  the            From Inception
                                                                   Year  Ended          on  May  4,
                                                                   December  31,        1998  through
                                                            --------------------------  December  31,
                                                                2002          2001         2002
                                                            ------------  ------------  -------------
<S>                                                         <C>           <C>           <C>
CASH FLOWS FROM OPERATING ACTIVITIES:
  Net loss . . . . . . . . . . . . . . . . . . . . . . . .  $   (43,274)  $    (6,623)  $(50,927)
  Adjustments to reconcile net loss to net cash provided
    (used) by operating activities:
    Stock issued for services rendered . . . . . . . . . .            -         1,000      1,000
    Changes in assets and liabilities:
      Increase (decrease) in accounts payable. . . . . . .      (14,965)       16,820      1,855
      Increase in accrued interest payable - related party         (165)          165          -
                                                            ------------  ------------  -------------
        Net Cash Provided (Used) by Operating Activities .      (58,404)       11,362    (48,072)
                                                            ------------  ------------  -------------

CASH FLOWS FROM INVESTING ACTIVITIES . . . . . . . . . . .            -             -          -
                                                            ------------  ------------  -------------
      Net Cash Provided (Used) by Investing Activities . .            -             -          -
                                                            ------------  ------------  -------------

CASH FLOWS FROM BY FINANCING ACTIVITIES:
  Proceeds from issuance of common stock . . . . . . . . .       75,000             -     81,000
  Payments for stock offering costs. . . . . . . . . . . .         (804)      (17,987)   (18,791)
  Proceeds from note payable - related party . . . . . . .            -         2,000      2,000
  Payments on note payable - related party . . . . . . . .       (2,000)            -     (2,000)
  Advances from related party. . . . . . . . . . . . . . .            -           328      1,404
  Repayments to related party. . . . . . . . . . . . . . .       (1,404)            -     (1,404)
                                                            ------------  ------------  -------------
      Net Cash Provided by Financing Activities. . . . . .       70,792       (15,659)    62,209
                                                            ------------  ------------  -------------

NET INCREASE IN CASH . . . . . . . . . . . . . . . . . . .       12,388        (4,297)    14,137

CASH AT BEGINNING OF PERIOD. . . . . . . . . . . . . . . .        1,749         6,046          -
                                                            ------------  ------------  -------------

CASH AT END OF PERIOD. . . . . . . . . . . . . . . . . . .  $    14,137   $     1,749   $ 14,137
                                                            ------------  ------------  -------------

SUPPLEMENTAL DISCLOSURES OF CASH FLOW INFORMATION:

  Cash paid during the period for:
    Interest . . . . . . . . . . . . . . . . . . . . . . .  $       181   $         -   $    181
    Income taxes . . . . . . . . . . . . . . . . . . . . .  $         -   $         -   $      -
</TABLE>

SUPPLEMENTAL  SCHEDULE  OF  NONCASH  INVESTING  AND  FINANCING  ACTIVITIES:

     For  the  period  from  inception on May 4, 1998 through December 31, 2002:
In  April  2001,  the Company issued 2,000 shares of common stock for directors'
services  valued  at  $1,000  or  $.50  per  share.


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


                                       21
<PAGE>

                                CACH FOODS, INC.
                          [A Development Stage Company]

                          NOTES TO FINANCIAL STATEMENTS

NOTE  1  -  SUMMARY  OF  SIGNIFICANT  ACCOUNTING  POLICIES

     ORGANIZATION  -  Cach  Foods,  Inc. ("the Company") was organized under the
     laws  of  the  State  of  Nevada on May 4, 1998 as Llebpmac, Inc. Effective
     November  2, 2000, the Company changed its name from Llebpmac, Inc. to Cach
     Foods,  Inc.  The  Company  plans  to  be a merchandiser of wholesale snack
     foods.  The  Company  has not commenced planned principal operations and is
     considered a development stage company as defined in Statement of Financial
     Accounting  Standards No. 7. The Company has, at the present time, not paid
     any  dividends and any dividends that may be paid in the future will depend
     upon  the financial requirements of the Company and other relevant factors.

     CASH  AND  CASH  EQUIVALENTS - The Company considers all highly liquid debt
     investments  purchased  with  a maturity of three months or less to be cash
     equivalents.

     ADVERTISING  COSTS  -  Advertising  costs, except for costs associated with
     direct-response  advertising,  are charged to operations when incurred. The
     costs of direct-response advertising are capitalized and amortized over the
     period during which future benefits are expected to be received. During the
     years  ended  December  31,  2002  and  2001, advertising costs amounted to
     $2,905  and  $0,  respectively.

     LOSS PER SHARE - The computation of loss per share is based on the weighted
     average  number  of  shares  outstanding  during  the  period  presented in
     accordance  with  Statement  of  Financial  Accounting  Standards  No. 128,
     "Earnings  Per  Share".

     ACCOUNTING  ESTIMATES  -  The  preparation  of  financial  statements  in
     conformity  with  generally  accepted  accounting  principles in the United
     States  of  America  requires  management to make estimates and assumptions
     that affect the reported amounts of assets and liabilities, the disclosures
     of  contingent  assets  and  liabilities  at  the  date  of  the  financial
     statements,  and  the  reported  amount of revenues and expenses during the
     reported  period.  Actual  results  could  differ  from  those  estimated.

     RECENTLY  ENACTED  ACCOUNTING STANDARDS - Statement of Financial Accounting
     Standards  ("SFAS")  No.  141,  "Business  Combinations",  SFAS  No.  142,
     "Goodwill and Other Intangible Assets", SFAS No. 143, "Accounting for Asset
     Retirement  Obligations",  SFAS  No. 144, "Accounting for the Impairment or
     Disposal  of  Long-Lived  Assets",  SFAS  No.  145,  "Rescission  of  FASB
     Statements  No.  4,  44,  and  64,  Amendment of FASB Statement No. 13, and
     Technical Corrections", SFAS No. 146, "Accounting for Costs Associated with
     Exit  or  Disposal  Activities",  SFAS  No.  147,  "Acquisitions of Certain
     Financial Institutions - an Amendment of FASB Statements No. 72 and 144 and
     FASB  Interpretation  No. 9", and SFAS No. 148, "Accounting for Stock-Based
     Compensation  -  Transition and Disclosure - an Amendment of FASB Statement
     No.  123", were recently issued. SFAS No. 141, 142, 143, 144, 145, 146, 147
     and 148 have no current applicability to the Company or their effect on the
     financial  statements  would  not  have  been  significant.

     RESTATEMENT - In October 2000, the Company effected a 2-for-1 forward stock
     split.  The  financial  statements  have  been  restated,  for  all periods
     presented,  to  reflect  this  stock  split  [See  Note  2].


                                       22
<PAGE>

                                CACH FOODS, INC.
                          [A Development Stage Company]

                          NOTES TO FINANCIAL STATEMENTS

NOTE  2  -  CAPITAL  STOCK

     PREFERRED  STOCK - The Company has authorized 5,000,000 shares of preferred
     stock,  $.001 par value, with such rights, preferences and designations and
     to  be  issued  in  such series as determined by the Board of Directors. No
     shares  were  issued  at  December  31,  2002.

     COMMON  STOCK  -  The  Company  has authorized 100,000,000 shares of common
     stock,  $.001  par value. In May 1998, in connection with its organization,
     the  Company  issued  2,000,000  shares  of  its previously authorized, but
     unissued  common stock. The shares were issued for cash of $1,000 or $.0005
     per  share.

     On  September  20,  2000,  the  Company  issued  10,000,000  shares  of its
     previously authorized but unissued common stock. The shares were issued for
     cash  of  $5,000  or  $.0005  per  share.

     On  April  20,  2001,  the  Company  issued  2,000 shares of its previously
     authorized  but  unissued common stock. The shares were issued for director
     services  valued  at  $1,000  or  $.50  per  share.

     On  January  25,  2002, the Company issued 150,000 shares of its previously
     authorized  but  unissued  common stock. The shares were registered on Form
     SB-2  and were issued for cash of $75,000 or $.50 per share. Stock offering
     costs  of  $18,791  were  offset  against  the  proceeds of the offering in
     capital  in  excess  of  par  value.

     STOCK  SPLIT  -  On October 2, 2000, the Company effected a 2-for-1 forward
     stock  split.  The financial statements for all periods presented have been
     restated  to  reflect  the  stock  split.

NOTE  3  -  INCOME  TAXES

     The  Company  accounts  for  income  taxes  in accordance with Statement of
     Financial  Accounting Standards No. 109 "Accounting for Income Taxes". SFAS
     No.  109 requires the Company to provide a net deferred tax asset/liability
     equal  to  the  expected  future tax benefit/expense of temporary reporting
     differences  between  book  and  tax  accounting  methods and any available
     operating  loss  or  tax  credit  carryforwards.

     The  Company  has  available  at  December  31, 2002, unused operating loss
     carryforwards  of approximately $50,900 which may be applied against future
     taxable  income  and which expire in various years through 2022. The amount
     of  and  ultimate  realization  of  the  benefits  from  the operating loss
     carryforwards  for  income tax purposes is dependent, in part, upon the tax
     laws  in  effect,  the  future  earnings  of  the Company, and other future
     events,  the  effects  of  which  cannot  be  determined.  Because  of  the
     uncertainty  surrounding  the  realization  of  the loss carryforwards, the
     Company  has  established  a valuation allowance equal to the amount of the
     loss  carryforwards  and,  therefore,  no  deferred  tax  asset  has  been
     recognized  for  the  loss  carryforwards.  The net deferred tax assets are
     approximately  $7,600  and  $2,600  as  of  December  31,  2002  and  2001,
     respectively,  with  an  offsetting valuation allowance at each year end of
     the  same  amount,  resulting  in  a  change  in the valuation allowance of
     approximately  $5,000  during  the  year  ended  December  31,  2002.


                                       23
<PAGE>

                                CACH FOODS, INC.
                          [A Development Stage Company]

                          NOTES TO FINANCIAL STATEMENTS

NOTE  4  -  RELATED  PARTY  TRANSACTIONS

     MANAGEMENT  COMPENSATION  -  On  April  20,  2001, the Company issued 2,000
     shares  of  common stock to two of its directors, or 1,000 shares each, for
     services valued at $1,000 or $.50 per share. During the year ended December
     31,  2002,  the  Company  paid  $14,335  to officers, directors or entities
     controlled  by  them  for  services  rendered.

     OFFICE  SPACE  - As of December 31, 2001, the Company had not had a need to
     rent office space. On January 1, 2002, the Company signed a lease agreement
     with an officer/shareholder of the Company. The Company pays $200 per month
     for  office  space  and  equipment  on  a month-to-month basis. Total lease
     payments for the years ended December 31, 2002 and 2001 were $2,400 and $0,
     respectively.

     ADVANCE  PAYABLE  - An officer/shareholder of the Company has directly paid
     expenses totaling $1,404 on behalf of the Company. During January, February
     and  March  2002,  the  Company  repaid  the  advances.

     NOTE PAYABLE - An officer/shareholder of the Company advanced $2,000 to the
     Company  as  a  note  payable.  The  note was due March 5, 2002 and accrued
     interest  at  10%  per  annum. In January 2002, the Company repaid the note
     payable  and  the  related  accrued  interest  of  $181.

NOTE  5  -  GOING  CONCERN

     The accompanying financial statements have been prepared in conformity with
     generally  accepted  accounting principles in the United States of America,
     which  contemplate continuation of the Company as a going concern. However,
     the  Company  has incurred losses since inception and has not yet commenced
     planned  principal  operations. These factors raise substantial doubt about
     the  ability of the Company to continue as a going concern. In this regard,
     management  is  proposing  to  raise  any  necessary  additional  funds not
     provided  by  operations  through  loans or through additional sales of its
     common  stock. There is no assurance that the Company will be successful in
     raising  this additional capital or in achieving profitable operations. The
     financial  statements do not include any adjustments that might result from
     the  outcome  of  these  uncertainties.


                                       24
<PAGE>

                                CACH FOODS, INC.
                          [A Development Stage Company]

                          NOTES TO FINANCIAL STATEMENTS

NOTE  6  -  LOSS  PER  SHARE

     The  following  data  shows  the  amounts used in computing loss per share:

<TABLE>
<CAPTION>

                                              For  the            From Inception
                                            Year  Ended            on  May  4,
                                            December  31,         1998  through
                                      --------------------------  December  31,
                                          2002          2001         2002
                                      ------------  ------------  --------------
<S>                                   <C>           <C>           <C>
  Loss from operations available to
    common shareholders (numerator).  $   (43,274)  $    (6,623)  $  (50,927)
                                      ------------  ------------  --------------
  Weighted average number of common
    shares outstanding (denominator)   12,141,726    12,001,397    6,779,224
                                      ------------  ------------  --------------
</TABLE>

     Dilutive  loss  per  share  was not presented, as the Company had no common
     stock  equivalent  shares  for  all periods presented that would affect the
     computation  of  diluted  loss  per  share.

NOTE  7  -  CONTRACTS  AND  COMMITMENTS

     On October 10, 2000, the Company entered into a licensing agreement with an
     officer/shareholder  of  the  Company for exclusive rights to use the brand
     name  "Idaho  Chips".  The  agreement is cancelable after April 10, 2003 by
     either party giving three months written notice to the other. The agreement
     requires  payment  of  5%  of gross revenues produced from use of the brand
     name  to  the  officer/shareholder  of  the  Company for 30 months. At that
     point,  if  total  gross  revenues  from use of the brand name are at least
     $500,000,  the  agreement  will be renewed for an additional 12 months. The
     agreement  will  then  be  renewed  for  12-month terms for each successive
     12-month  period  of $300,000 in gross revenues from use of the brand name.
     The agreement is assignable only with prior written consent of the licensor
     and  the agreement states that selling or transferring more than 50% of the
     outstanding  stock  constitutes  an  assignment.


                                       25
<PAGE>