U. S. Securities and Exchange Commission

                             Washington, D. C. 20549



                                   FORM 10-KSB



[X]  ANNUAL REPORT UNDER 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 No.
                               -------------------
                                     0-26177


                             Piezo Instruments, Inc.
                             -----------------------
                 (Name of Small Business Issuer in its Charter)

           UTAH                                              87-0425275
           ----                                              ----------
(State or Other Jurisdiction of                     (I.R.S. Employer I.D. No.)
 incorporation or organization)


                          4685 Highland Dr., Suite 202
                            Salt Lake City, UT 84117
                            ------------------------
                    (Address of Principal Executive Offices)
                    Issuer's Telephone Number: (801) 278-9424


                              None; Not Applicable.
                              ---------------------
          (Former Name or Former Address, if changed since last Report)



Securities Registered under Section 12(b) of the Exchange Act:   None
Name of Each Exchange on Which Registered:                       None
Securities Registered under Section 12(g) of the Exchange Act:
$0.001 Par Value Common Voting Stock
------------------------------------
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 Company was required to file such reports),  and (2) has
been subject to such filing requirements for the past 90 days.

     (1)   Yes  X    No            (2)   Yes  X    No
               ---      ---                  ---      ---


     Check  if  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  Company'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:
                              December 31, 2002 - $0.


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

     December 31, 2002 - $2,123.7.  There are approximately  2,123,700 shares of
common  voting stock of the Company held by  non-affiliates.  Because  there has
been no "public  market" for the  Company's  common  stock  during the past five
years,  the Company has  arbitrarily  valued these shares at par value of $0.001
per share.

                   (ISSUERS INVOLVED IN BANKRUPTCY PROCEEDINGS
                           DURING THE PAST FIVE YEARS)
None, Not applicable.

     Check whether the issuer has filed all documents and reports required to be
filed by Section 12, 13 or 15(d) of the Exchange Act after the  distribution  of
securities under a plan confirmed by a court. Yes X    No
                                                 ---      ---

                     (APPLICABLE ONLY TO CORPORATE ISSUERS)

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

                                 December 31, 2002
                                    35,500,000

                       DOCUMENTS INCORPORATED BY REFERENCE

     A description of "Documents Incorporated by Reference" is contained in Item
13 of this Report.

Transitional Small Business Issuer Format   Yes  X   No
                                                ---     ---


                                     PART I

Item 1.  Description of Business.
---------------------------------

Business Development.
---------------------

     Organization and Charter Amendments.
     -----------------------------------

     Piezo Instruments, Inc. (the "Company") was organized under the laws of the
State of Utah on April 10, 1984 under the name  "Core-Tech,  Inc.", to engage in
any lawful purpose.

     The  Company's  initial  authorized  capital was  $50,000.00  consisting of
50,000,000  shares of one mill ($0.001) par value common voting stock. A copy of
the  Company's  initial  Articles of  Incorporation  is  attached  hereto and is
incorporated herein by reference. See Part III, Item 1.

     On November 12, 1985, the Company's  Articles of Incorporation were amended
to reflect a name change from "Core-Tech,  Inc." to "Piezo Instruments,  Inc." A
copy of the Articles of Amendment to the Articles of  Incorporation  is attached
hereto and is incorporated herein by reference. See Part III, Item 1.

     On August 17, 1990 the Company was reinstated  with the State of Utah after
being suspended on June 12, 1990, for failure to file an annual report.

     Material Changes in Control Since Inception and Related Business History.
     -------------------------------------------------------------------------

     On August 31, 1985, the Company acquired 100% of the issued and outstanding
shares or  subscriptions  to  purchase  shares of common  voting  stock of Piezo
Instruments,  Inc.,  a  Utah  Corporation,  in  exchange  for  the  issuance  of
14,800,000 shares of the Company's "unregistered" and "restricted" common voting
stock.

     On June 14, 1984,  pursuant to rule 504 of  Regulation D of the  Securities
and Exchange Commission,  the Company commenced the offer and sale to the public
of  2,500,000  shares of its common  voting stock at a price of $0.01 per share,
for the total sum of $25,000. The offering was completed on October 5, 1984.

     Until 1987, the Company engaged in engineering,  research, development, and
merchandising  of  electronic  and  electronic  and  electromechanical  devices,
equipment,  and accessories.  The Company's  activities were unsuccessful and it
ceased active operations in 1987.

     On November 5, 2002,  pursuant to Unanimous  Consent of the Company's Board
of Directors,  the Company resolved to issue 18,000,000  shares of the Company's
"unregistered"  and  "restricted"  $0.001  par  value  common  stock  to  Jenson
Services, Inc., a Utah corporation, in consideration of $5,000 being advanced to
the Company to meet accounts payable obligations.

Business.
---------

     Other than the  above-referenced  matters  and  seeking  and  investigating
potential  assets,  properties or businesses to acquire,  the Company has had no
business  operations for over 5 years. To the extent that the Company intends to
continue  to seek the  acquisition  of assets,  property  or  business  that may
benefit the Company and its  stockholders,  it is  essentially  a "blank  check"
company.  Because  the  Company has  limited  assets and  conducts no  business,
management  anticipates  that any such  acquisition  would  require  it to issue
shares of its common stock as the sole  consideration for the acquisition.  This
may result in substantial  dilution of the shares of current  stockholders.  The
Company's  Board of  Directors  shall  make the final  determination  whether to
complete any such  acquisition;  the approval of stockholders will not be sought
unless  required by  applicable  laws,  rules and  regulations,  its Articles of
Incorporation  or Bylaws,  or contract.  The Company makes no assurance that any
future enterprise will be profitable or successful.

     The Company is not currently engaging in any substantive  business activity
and has no plans to engage in any such activity in the  foreseeable  future.  In
its present form,  the Company may be deemed to be a vehicle to acquire or merge
with a business or company.  The Company  does not intend to restrict its search
to any particular business or industry,  and the areas in which it will seek out
acquisitions,  reorganizations  or mergers may include,  but will not be limited
to, the fields of high technology,  manufacturing,  natural resources,  service,
research and development, communications,  transportation, insurance, brokerage,
finance and all medically related fields,  among others.  The Company recognizes
that the number of suitable potential business ventures that may be available to
it may be extremely  limited,  and may be  restricted  to entities who desire to
avoid what  these  entities  may deem to be the  adverse  factors  related to an
initial public  offering  ("IPO").  The most prevalent of these factors  include
substantial  time  requirements,  legal and accounting  costs,  the inability to
obtain an underwriter who is willing to publicly offer and sell shares, the lack
of or the  inability to obtain the  required  financial  statements  for such an
undertaking,  limitations  on the  amount of  dilution  to public  investors  in
comparison to the stockholders of any such entities, along with other conditions
or requirements  imposed by various federal and state securities laws, rules and
regulations.  Any of these types of  entities,  regardless  of their  prospects,
would require the Company to issue a substantial  number of shares of its common
stock to  complete  any such  acquisition,  reorganization  or  merger,  usually
amounting to between 80 and 95 percent of the outstanding  shares of the Company
following the completion of any such  transaction;  accordingly,  investments in
any such private  entity,  if available,  would be much more  favorable than any
investment in the Company.

     In the event that the Company  engages in any  transaction  resulting  in a
change of control of the  Company  and/or the  acquisition  of a  business,  the
Company will be required to file with the  Commission  a Current  Report on Form
8-K within 15 days of such  transaction.  A filing on Form 8-K also requires the
filing of audited financial statements of the business acquired,  as well as pro
forma financial  information  consisting of a pro forma condensed balance sheet,
pro forma statements of income and accompanying explanatory notes.

     Management  intends to  consider  a number of  factors  prior to making any
decision as to whether to participate in any specific business endeavor, none of
which may be  determinative  or provide  any  assurance  of  success.  These may
include,  but will not be limited to an analysis of the quality of the  entity's
management  personnel;  the  anticipated  acceptability  of any new  products or
marketing concepts;  the merit of technological  changes;  its present financial
condition,  projected  growth potential and available  technical,  financial and
managerial  resources;  its working  capital,  history of operations  and future
prospects;  the nature of its present and expected competition;  the quality and
experience  of its  management  services  and the depth of its  management;  its
potential  for  further  research,  development  or  exploration;  risk  factors
specifically  related to its  business  operations;  its  potential  for growth,
expansion and profit;  the  perceived  public  recognition  or acceptance of its
products,  services,  trademarks  and name  identification;  and numerous  other
factors  which are  difficult,  if not  impossible,  to properly  or  accurately
analyze, let alone describe or identify, without referring to specific objective
criteria.

     Regardless,  the  results  of  operations  of any  specific  entity may not
necessarily be indicative of what may occur in the future, by reason of changing
market  strategies,  plant or product  expansion,  changes in product  emphasis,
future management  personnel and changes in innumerable other factors.  Further,
in  the  case  of a new  business  venture  or one  that  is in a  research  and
development mode, the risks will be substantial,  and there will be no objective
criteria to examine the  effectiveness or the abilities of its management or its
business  objectives.  Also,  a firm market for its products or services may yet
need to be established,  and with no past track record, the profitability of any
such entity will be unproven and cannot be predicted with any certainty.

     Management  will  attempt  to  meet  personally  with  management  and  key
personnel  of the entity  sponsoring  any business  opportunity  afforded to the
Company,  visit and inspect material facilities,  obtain independent analysis or
verification  of  information   provided  and  gathered,   check  references  of
management  and key  personnel  and conduct other  reasonably  prudent  measures
calculated to ensure a reasonably  thorough  review of any  particular  business
opportunity;  however,  due to time constraints of management,  these activities
may be limited.

     The Company is unable to predict the time as to when and if it may actually
participate in any specific  business  endeavor.  The Company  anticipates  that
proposed  business  ventures  will  be made  available  to it  through  personal
contacts  of  directors,   executive   officers  and   principal   stockholders,
professional advisors, broker dealers in securities,  venture capital personnel,
members  of the  financial  community  and others  who may  present  unsolicited
proposals.  In certain cases,  the Company may agree to pay a finder's fee or to
otherwise  compensate  the persons who submit a potential  business  endeavor in
which  the  Company  eventually  participates.  Such  persons  may  include  the
Company's directors,  executive officers, beneficial owners or their affiliates.
In this  event,  such  fees may  become a factor  in  negotiations  regarding  a
potential acquisition and,  accordingly,  may present a conflict of interest for
such individuals.

     Although the Company has not identified any potential  acquisition  target,
the possibility  exists that the Company may acquire or merge with a business or
company in which the Company's executive officers, directors,  beneficial owners
or their affiliates may have an ownership interest.  Current Company policy does
not  prohibit  such  transactions.  Because  no such  transaction  is  currently
contemplated,  it is impossible to estimate the potential  pecuniary benefits to
these persons.

     Further,  substantial fees are often paid in connection with the completion
of these types of acquisitions, reorganizations or mergers, ranging from a small
amount to as much as $250,000. These fees are usually divided among promoters or
founders,  after deduction of legal,  accounting and other related expenses, and
it is not  unusual  for a  portion  of  these  fees  to be paid  to  members  of
management or to principal  stockholders as consideration for their agreement to
retire a portion of the shares of common stock owned by them.  In the event that
such  fees are paid,  they may  become a factor in  negotiations  regarding  any
potential acquisition by the Company and, accordingly, may present a conflict of
interest for such individuals.

Principal Products and Services.
--------------------------------

     The  limited  business  operations  of the  Company,  as now  contemplated,
involve those of a "blank check" company. The only activities to be conducted by
the  Company  are to  manage  its  current  limited  assets  and to seek out and
investigate the  acquisition of any viable business  opportunity by purchase and
exchange for securities of the Company or pursuant to a reorganization or merger
through which securities of the Company will be issued or exchanged.

Distribution Methods of the Products or Services.
-------------------------------------------------

     Management will seek out and  investigate  business  opportunities  through
every reasonably available fashion, including personal contacts,  professionals,
securities broker dealers,  venture capital personnel,  members of the financial
community and others who may present unsolicited proposals; the Company may also
advertise its  availability as a vehicle to bring a company to the public market
through a "reverse" reorganization or merger.

Status of any Publicly Announced New Product or Service.
--------------------------------------------------------

     None; not applicable.

Competitive Business Conditions.
--------------------------------

     Management  believes  that there are  literally  thousands of "blank check"
companies engaged in endeavors similar to those engaged in by the Company;  many
of  these  companies  have   substantial   current  assets  and  cash  reserves.
Competitors  also  include  thousands  of other  publicly-held  companies  whose
business  operations  have proven  unsuccessful,  and whose only viable business
opportunity is that of providing a publicly-held vehicle through which a private
entity may have access to the public capital markets. There is no reasonable way
to predict the  competitive  position of the Company or any other  entity in the
strata of these endeavors;  however, the Company, having limited assets and cash
reserves,  will no doubt be at a  competitive  disadvantage  in  competing  with
entities which have recently  completed  IPO's,  have significant cash resources
and have recent operating  histories when compared with the complete lack of any
substantive operations by the Company for the past several years.

Sources and Availability of Raw Materials and Names of Principal Suppliers.
--------------------------------------------------------------------------

     None; not applicable.

Dependence on One or a Few Major Customers.
-------------------------------------------

     None; not applicable.

Patents, Trademarks, Licenses, Franchises, Concessions, Royalty Agreements
or Labor Contracts.
--------------------------------------------------------------------------

     None; not applicable.

Need for any Governmental Approval of Principal Products or Services.
---------------------------------------------------------------------

     Because the Company currently  produces no products or services,  it is not
presently subject to any governmental regulation in this regard. However, in the
event that the Company  engages in a merger or acquisition  transaction  with an
entity  that  engages  in  such  activities,  it  will  become  subject  to  all
governmental  approval  requirements  to which the merged or acquired  entity is
subject.

Effect of Existing or Probable Governmental Regulations on Business.
-------------------------------------------------------------------

     The integrated  disclosure system for small business issuers adopted by the
Commission  in  Release  No.  34-30968  and  effective  as of August  13,  1992,
substantially  modified the information  and financial  requirements of a "Small
Business  Issuer,"  defined to be an issuer  that has  revenues of less than $25
million;  is a U.S. or Canadian issuer; is not an investment  company;  and if a
majority-owned subsidiary, the parent is also a small business issuer; provided,
however,  an entity is not a small business issuer if it has a public float (the
aggregate  market  value  of  the  issuer's   outstanding   securities  held  by
non-affiliates) of $25 million or more.

     The  Commission,  state  securities  commissions  and  the  North  American
Securities Administrators Association, Inc. ("NASAA") have expressed an interest
in adopting  policies that will streamline the registration  process and make it
easier for a small business issuer to have access to the public capital markets.
The present laws, rules and regulations  designed to promote availability to the
small  business  issuer of these  capital  markets and similar  laws,  rules and
regulations  that may be  adopted  in the future  will  substantially  limit the
demand for "blank  check"  companies  like the Company,  and may make the use of
these companies obsolete.

Sarbanes-Oxley Act.
-------------------

     On July 30, 2002,  President Bush signed into law the Sarbanes-Oxley Act of
2002 (the  "Sarbanes-Oxley  Act"). The Sarbanes-Oxley Act imposes a wide variety
of new regulatory  requirements on  publicly-held  companies and their insiders.
Many of these requirements will affect us. For example:

     *     Our chief executive officer and chief financial officer must
           now certify the accuracy of all of our periodic reports that
           contain financial statements;

     *     Our periodic reports must disclose our conclusions about the
           effectiveness of our disclosure controls and procedures; and

     *     We may not make any loan to any director or executive officer
           and we may not materially modify any existing loans.

     The Sarbanes-Oxley Act has required us to review our current procedures and
policies to determine  whether they comply with the  Sarbanes-Oxley  Act and the
new  regulations  promulgated  thereunder.  We  will  continue  to  monitor  our
compliance  with all future  regulations  that are adopted  under the  Sarbanes-
Oxley Act and will take whatever  actions are necessary to ensure that we are in
compliance.

Research and Development.
-------------------------

     None; not applicable.

Cost and Effects of Compliance with Environmental Laws.
-------------------------------------------------------

     None; not applicable.  However,  environmental  laws, rules and regulations
may have an adverse  effect on any business  venture viewed by the Company as an
attractive  acquisition,  reorganization or merger candidate,  and these factors
may further  limit the number of potential  candidates  available to the Company
for acquisition, reorganization or merger.

Number of Employees.
--------------------

     None.

Item 2.  Description of Property.
---------------------------------

     The Company has no assets,  property or business;  its principal  executive
office  address  and  telephone  number  are the  business  office  address  and
telephone number of its Director,  Thomas J. Howells, and are currently provided
at no cost.  Because the Company has had no  business,  its  activities  will be
limited to keeping  itself in good  standing  in the State of Utah,  seeking out
acquisitions,   reorganizations   or  mergers  and   preparing  and  filing  the
appropriate  reports  with  the  Securities  and  Exchange   Commission.   These
activities have consumed an insubstantial amount of management's time.

Item 3.  Legal Proceedings.
---------------------------

     The  Company  is  not a  party  to any  pending  legal  proceeding.  To the
knowledge  of  management,  no federal,  state or local  governmental  agency is
presently  contemplating  any  proceeding  against  the  Company.  No  director,
executive officer or affiliate of the Company or owner of record or beneficially
of more than five percent of the  Company's  common stock is a party  adverse to
the Company or has a material interest adverse to the Company in any proceeding.

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

     No matter was submitted to a vote of the Company's  security holders during
the fourth quarter of the calendar year covered by this Report or during the two
previous  calendar years.  Further,  there have been no meetings of stockholders
since before 1989.


                                     PART II

Item 5.  Market for Common Equity and Related Stockholder Matters.
         ---------------------------------------------------------

Market Information
------------------

     The Company's  shares are traded on the OTC Bulletin Board under the symbol
PIEZ, however,  management does not expect any public market activity to develop
unless and until the Company completes an acquisition or similar transaction.

Holders
-------

     The number of record holders of the Company's  common stock as of March 15,
2002, is approximately 206.

Dividends
---------

     The Company has not declared any cash  dividends with respect to its common
stock and does not intend to declare  dividends in the foreseeable  future.  The
future dividend policy of the Company cannot be ascertained  with any certainty,
and until the Company completes any acquisition, reorganization or merger, as to
which no assurance may be given, no such policy will be formulated. There are no
material  restrictions  limiting,  or that are  likely to limit,  the  Company's
ability to pay dividends on its common stock.

Sales of "Unregistered" and "Restricted" Securities Over The Past Three Years.
------------------------------------------------------------------------------

     On November 5, 2002,  pursuant to Unanimous  Consent of the Company's Board
of Directors,  the Company resolved to issue 18,000,000  shares of the Company's
"unregistered"  and  "restricted"  $0.001  par  value  common  stock  to  Jenson
Services, Inc., a Utah corporation, in consideration of $5,000 being advanced to
the Company to meet accounts payable obligations.

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

Plan of Operation.
------------------

     The Company has not engaged in any material  operations or had any revenues
from  operations  during the last two  calendar  years.  The  Company's  plan of
operation  for the next 12  months is to  continue  to seek the  acquisition  of
assets,   properties  or  businesses  that  may  benefit  the  Company  and  its
stockholders.  Management anticipates that to achieve any such acquisition,  the
Company will issue shares of its common stock as the sole consideration for such
acquisition.

     During the next 12 months, the Company's only foreseeable cash requirements
will  relate to  maintaining  the  Company in good  standing  or the  payment of
expenses  associated  with  reviewing or  investigating  any potential  business
venture,  which  the  Company  expects  to pay from its  cash  resources.  As of
December 31, 2002 it had no cash or cash  equivalents.  If additional  funds are
required  during  this  period,  such funds may be  advanced  by  management  or
stockholders as loans to the Company. Because the Company has not identified any
such  venture as of the date of this  Report,  it is  impossible  to predict the
amount of any such loan.  However,  any such loan should not exceed  $25,000 and
will be on terms no less favorable to the Company than would be available from a
commercial lender in an arm's length transaction. As of the date of this Report,
the Company is not engaged in any  negotiations  with any person  regarding  any
such venture.

Results of Operations.
----------------------

     Other than seeking the acquisition of assets, properties or businesses that
may benefit the  Company and its  stockholders,  the Company has had no material
business  operations in the two most recent  calendar years, or in the last five
years.

     At  December  31,  2002,  the  Company's  had no  assets.  See the Index to
Financial Statements, Item 7 of this Report.

Liquidity.
----------

None; Not Applicable.

Item 7.  Financial Statements.
------------------------------

Independent Auditors' Report

Balance Sheet -- December 31, 2002                        2

Statements of Stockholders' Equity/(Deficit) for the Period from Reinstatement
[August 17, 1990] through December 31, 2002

Statements of Operations for the Years Ended December 31, 2002 and 2001, and for
the Period from Reinstatement [August 17, 1990] through December 31, 2002

Statements of Cash Flows for the Years Ended December 31, 2002 and  2001, and
for the Period from Reinstatement [August 17, 1990] through December 31, 2002

Notes to Financial Statements

<PAGE>

                             PIEZO INSTRUMENTS, INC.
                          [A Development Stage Company]

                              FINANCIAL STATEMENTS

                                December 31, 2002

                       [WITH INDEPENDENT AUDITORS' REPORT]

<PAGE>
<TABLE>
<CAPTION>


                             PIEZO INSTRUMENTS, INC.
                          [A Development Stage Company]

                                Table of Contents
<S>                                                                                   <C>

                                                                                     Page

Independent Auditors' Report                                                          1

Balance Sheet -- December 31, 2002                                                    2

Statements of Stockholders' Equity/(Deficit) for the Period from Reinstatement
[August 17, 1990] through December 31, 2002                                           3

Statements of Operations for the Years Ended December 31, 2002 and 2001, and for
the Period from Reinstatement [August 17, 1990] through December 31, 2002             4

Statements of Cash Flows for the Years Ended December 31, 2002 and  2001, and
for the Period from Reinstatement [August 17, 1990] through December 31, 2002         5

Notes to Financial Statements                                                       6 -- 8

</TABLE>
<PAGE>


                          INDEPENDENT AUDITORS REPORT




Board of Directors and Stockholders
PIEZO INSTRUMENTS, INC.
Salt Lake City, Utah

     We have audited the accompanying  balance sheet of Piezo Instruments,  Inc.
[a  development  stage  company]  as of  December  31,  2002,  and  the  related
statements of stockholders' equity/(deficit), operations, and cash flows for the
years ended  December 31, 2002 and 2001,  and for the period from  reinstatement
[August 17, 1990] 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  auditing  standards  generally
accepted in the United State of America.  Those  standards  require that we plan
and perform the audit to obtain reasonable assurance about whether the financial
statements are free of material misstatement.  An audit includes examining, on a
test basis,  evidence  supporting  the amounts and  disclosures in the financial
statements.  An audit also includes assessing the accounting principles used and
significant  estimates  made by  management,  as well as evaluating  the overall
financial  statement  presentation.   We  believe  that  our  audit  provides  a
reasonable basis for our opinion.

     In our opinion,  the financial statements referred to above present fairly,
in all material respects, the financial position of Piezo Instruments,  Inc., as
of December 31, 2002, and the results of operations and cash flows for the years
ended December 31, 2002 and 2001, and for the period from reinstatement  [August
17, 1990] through  December 31, 2002, in conformity with  accounting  principles
generally accepted in the United States of America.

     The  accompanying  financial  Itatements  have been prepared  assuming that
Piezo Instruments, Inc. will continue as a going concern. As discussed in Note D
to  the  financial   statements,   the  Company  has  accumulated   losses  from
reinstatement  and  presently  has no prospects  for  commencing  operations  or
generating  revenue.  These issues raise  substantial doubt about its ability to
continue as a going concern.  Management's  plans in regard to these matters are
also described in Note D. The financial statements do not include any adjustment
that might result from the outcome of this uncertainty.


                                                              Mantyla McReynolds
March 21, 2003
Salt Lake City, Utah

<PAGE>
<TABLE>
<CAPTION>


                                              PIEZO INSTRUMENTS, INC.
                                           [A Development Stage Company]
                                                  Balance Sheet
                                                 December 31, 2002
<S>                                                                                               <C>


ASSETS

      Total Current Assets                                                                         $                  0
                                                                                                   ---------------------
                             Total Assets                                                          $                  0
                                                                                                   =====================

LIABILITIES AND STOCKHOLDERS' DEFICIT

Liabilities:
  Current Liabilities:
  Franchise taxes payable - Notes A & C                                                            $                100
  Payable to shareholders - Note E                                                                               27,868
                                                                                                   ---------------------
      Total Current Liabilities                                                                                  27,968
           Total Liabilities                                                                                     27,968


Stockholders' Deficit:
  Capital stock - 50,000,000 shares authorized at $0.001
     par; 35,500,000 shares issued and outstanding - Note F                                                      35,500
  Additional paid-in capital                                                                                     96,200
  Accumulated deficit prior to development stage                                                               (126,700)
  Deficit accumulated during the development stage                                                              (32,968)
                                                                                                   ---------------------
                       Total Stockholders' Deficit                                                              (27,968)
                                                                                                   ---------------------
               Total Liabilities and Stockholders' Deficit                                         $                  0
                                                                                                   =====================



                                  See accompanying notes to financial statements

</TABLE>
                                                         2
<PAGE>
<TABLE>
<CAPTION>


                                              PIEZO INSTRUMENTS, INC.
                                           [A Development Stage Company]
                                   Statements of Stockholders' Equity/(Deficit)
                   For the Period from Reinstatement [August 17, 1990] through December 31, 2002
<S>                                      <C>             <C>               <C>                     <C>

                                                                               Additional                                Total
                                            Number of         Common            Paid-in            Accumulated       Stockholders'
                                             Shares            Stock            Capital              Deficit       Equity/(Deficit)
                                         --------------- ----------------- ------------------ -------------------- -----------------
Balance, August 17, 1990                      18,500,000 $         18,500  $         108,200  $          (126,700) $              0
Net loss for the year ended December 31, 1990                                                                (110)             (110)
                                         --------------- ----------------- ------------------ -------------------- -----------------
Balance, December 31, 1990                    18,500,000            18,500            108,200            (126,810)             (110)
Net loss for the year ended December 31, 1991                                                                (110)             (110)
                                         --------------- ----------------- ------------------ -------------------- -----------------
Balance, December 31, 1991                    18,500,000            18,500            108,200            (126,920)             (220)
Net loss for the year ended December 31, 1992                                                                (110)             (110)
                                         --------------- ----------------- ------------------ -------------------- -----------------
Balance, December 31, 1992                    18,500,000            18,500            108,200            (127,030)             (330)
Net loss for the year ended December 31, 1993                                                                (110)             (110)
                                         --------------- ----------------- ------------------ -------------------- -----------------
Balance, December 31, 1993                    18,500,000            18,500            108,200            (127,140)             (440)
Net loss for the year ended December 31, 1994                                                                (110)             (110)
                                         --------------- ----------------- ------------------ -------------------- -----------------
Balance, December 31, 1994                    18,500,000            18,500            108,200            (127,250)             (550)
Net loss for the year ended December 31, 1995                                                                (110)             (110)
                                         --------------- ----------------- ------------------ -------------------- -----------------
Balance, December 31, 1995                    18,500,000            18,500            108,200            (127,360)             (660)
Net loss for the year ended December 31, 1996                                                                (110)             (110)
                                         --------------- ----------------- ------------------ -------------------- -----------------
Balance, December 31, 1996                    18,500,000            18,500            108,200            (127,470)             (770)
Net loss for the year ended December 31, 1997                                                                (110)             (110)
                                         --------------- ----------------- ------------------ -------------------- -----------------
Balance, December 31, 1997                    18,500,000            18,500            108,200            (127,580)             (880)
Net loss for the year ended December 31, 1998                                                                (110)             (110)
                                         --------------- ----------------- ------------------ -------------------- -----------------
Balance, December 31, 1998                    18,500,000            18,500            108,200            (127,690)             (990)
Cancellation of shares                       (1,000,000)           (1,000)              1,000                                      0
Net loss for the year ended December 31, 1999                                                             (19,014)          (19,014)
                                         --------------- ----------------- ------------------ -------------------- -----------------
Balance, December 31, 1999                    17,500,000            17,500            109,200            (146,704)          (20,004)
Net loss for the year ended December 31, 2000                                                              (2,076)           (2,076)
                                         --------------- ----------------- ------------------ -------------------- -----------------
Balance, December 31, 2000                    17,500,000            17,500            109,200            (148,780)          (22,080)
Net loss for the year ended December 31, 2001                                                              (7,350)           (7,350)
                                         --------------- ----------------- ------------------ -------------------- -----------------
Balance, December 31, 2001                    17,500,000            17,500            109,200            (156,130)          (29,430)
Shares issued in consideration of shareholder 18,000,000            18,000           (13,000)                                  5,000
Net loss for the year ended December 31, 2002                                                              (3,538)           (3,538)

                                         --------------- ----------------- ------------------ -------------------- -----------------
Balance, December 31, 2002                    35,500,000 $         35,500  $          96,200   $         (159,668) $        (27,968)
                                         =============== ================= ================== ==================== =================

                                      See accompanying notes to financial statements

                                                             3
</TABLE>
<PAGE>
<TABLE>
<CAPTION>

                                                  PIEZO INSTRUMENTS, INC.
                                               [A Development Stage Company]
                                                 Statements of Operations
                                    For the Years Ended December 31, 2002 and 2001, and
                       for the Period from Reinstatement [August 17, 1990] through December 31, 2002
<S>                                                      <C>                     <C>                         <C>


                                                                                                                 August 17,
                                                                                                                   1990
                                                                                                                  through
                                                                                                                 December
                                                                     2002                   2001                 31, 2002
                                                               ----------------      ------------------      -----------------
Revenues                                                 $                   0   $                   0  $                   0

General & Administrative Expenses                                        3,438                   7,250                 31,668
                                                               ----------------      ------------------      -----------------

                    Operating Loss                                      (3,438)                 (7,250)               (31,668)

                                                               ----------------      ------------------      -----------------
             Net Loss Before Income Taxes                               (3,438)                 (7,250)               (31,668)

Provision for Income/Franchise Taxes                                       100                     100                  1,300
                                                               ----------------      ------------------      -----------------

Net Loss                                                 $              (3,538)  $              (7,350) $             (32,968)
                                                               ================      ==================      =================


Loss Per Share                                           $                (.01)  $                (.01) $                (.01)
                                                               ================      ==================      =================

Weighted Average Shares Outstanding                                 20,261,644              17,500,000             17,723,058
                                                               ================      ==================      =================

                                      See accompanying notes to financial statements

                                                             4
</TABLE>
<PAGE>
<TABLE>
<CAPTION>


                                                PIEZO INSTRUMENTS, INC.
                                             [A Development Stage Company]
                                               Statements of Cash Flows
                                  For the Years Ended December 31, 2002 and 2001, and
                     for the Period from Reinstatement [August 17, 1990] through December 31, 2002

<S>                                                                    <C>                  <C>                  <C>
                                                                                                                  August 17,
                                                                                                                     1990
                                                                                                                   Through
                                                                                                                   December
                                                                            2002                 2001              31, 2002
                                                                       ---------------      --------------     ----------------
Cash Flows from Operating Activities
Net Loss                                                               $       (3,538)      $       (7,350)    $        (32,968)
Adjustments to reconcile net income to net cash provided
by operating activities:
     Stock issued for expenses                                                   5,000                   0                5,000
     Change in shareholder loan                                                 (1,462)              7,350               27,868
     Increase in current liabilities                                                 0                   0                  100
                                                                       ---------------      --------------     ----------------
             Net Cash Used for Operating Activities                                  0                   0                    0


                 Net Increase/(Decrease) in Cash                                     0                   0                    0

Beginning Cash Balance                                                               0                   0                    0
                                                                       ---------------      --------------     ----------------

Ending Cash Balance                                                    $             0      $            0     $              0
                                                                       ===============      ==============     ================

Supplemental Disclosure of Cash Flow Information:
  Cash paid during the year for interest                               $             0      $            0     $              0
  Cash paid during the year for income taxes                           $             0      $            0     $              0
  Stock issued to reduce debt                                          $         5,000      $            0     $          5,000



                                    See accompanying notes to financial statements

                                                           5
</TABLE>
<PAGE>

                                                PIEZO INSTRUMENTS, INC.
                                             Notes to Financial Statements
                                                   December 31, 2002

NOTE A            Summary of Significant Accounting Policies

         Company Background

     The Company originally  incorporated under the laws of the State of Utah on
April 10, 1984 using the name Core-Tech,  Inc., to engage in various  activities
in the natural resources industry.  On October 15, 1985 the Company entered into
an agreement and plan of reorganization  whereby  Core-Tech,  Inc. would acquire
100% of all outstanding shares of Piezo  Instruments,  Inc., a Utah Corporation.
Core-  Tech,  Inc.  issued  14,800,000  shares of $.001  par value  stock to the
shareholders of Piezo  Instruments,  Inc. The acquisition of Piezo  Instruments,
Inc. by Core-Tech,  Inc. was  considered a "pooling of interests." At the annual
meeting held on November 12, 1985, the stockholders of Core-Tech,  Inc. voted to
change the name of the  Company to Piezo  Instruments,  Inc.  and  expanded  the
purpose of the Company to include  the design,  development,  and  marketing  of
electrical  and other  devices.  The Company was not successful in this endeavor
and  eventually  ceased all attempts.  In 1990,  the Company was  reinstated but
remains  dormant.  Piezo  Instruments,  Inc.,  is considered to be a development
stage company.

         Income Taxes

     The Company applies Statement of Financial  Accounting  Standard (SFAS) No.
109,  "Accounting  For Income  Taxes,"  which  requires the asset and  liability
method of accounting for income taxes.  The asset and liability  method requires
that the current or deferred tax  consequences  of all events  recognized in the
financial statements are measured by applying the provisions of enacted tax laws
to determine the amount of taxes  payable or  refundable  currently or in future
years. See Note C below. Net Loss Per Common Share

     Net loss per common share is based on the weighted average number of shares
outstanding.

     Use of Estimates in Preparation of Financial Statements

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


NOTE B            Cash

     Cash is comprised  of cash on hand or on deposit in banks.  The Company has
no cash as of December 31, 2002.





                                                           6
<PAGE>

                                                PIEZO INSTRUMENTS, INC.
                                             Notes to Financial Statements
                                                   December 31, 2002

NOTE C            Accounting for Income Taxes

     Below is a summary of deferred tax asset calculations on net operating loss
carry  forward  amounts.  Loss carry  forward  amounts  expire  through  2022. A
valuation  allowance  is  provided  when it is more  likely  than not that  some
portion of the  deferred  tax asset will not be  realized.  For the years  ended
December 31, 2002 and 2001,  the Company had no income tax expenses,  except for
the minimum  franchise tax, due to operating  losses during those  periods.  Any
deferred tax benefit arising from the operating losses carried forward, would be
offset entirely by a valuation allowance since it is not likely that the Company
will be  sufficiently  profitable in the future to take advantage of the losses.
The Company has no other timing differences.
<TABLE>
<S>                                                           <C>                <C>            <C>


Deferred tax assets                                                Balance            Tax       Rate
------------------------------------------------------------- ------------------ -------------- ------------
   Federal Loss carryforward (expires through 2022)                      $32,968         $4,945 15%
   State Loss carryforward (expires through 2017)                         31,668          1,458 5%
   Valuation allowance                                                                  (6,403)
                                                                                 --------------
        Deferred tax asset                                                                   $0
                                                                                 ==============

</TABLE>

     The allowance has increased  $577 from $5,826 as of December 31, 2001.  The
amount shown on the balance sheet for income taxes payable represents the annual
minimum franchise tax amount due to the State of Utah.


NOTE D            Liquidity

     The Company has accumulated  losses since  reinstatement  totaling $32,968,
has no assets  and no  revenue  generating  operations  at  December  31,  2002.
Financing  for the  Company's  limited  activities  to date has  been  primarily
provided by borrowing  from a  stockholder.  The Company's  ability to achieve a
level of profitable operations and/or additional financing impacts the Company's
ability to  continue  as it is  presently  organized.  Management  is  currently
seeking a well-capitalized merger candidate in order to commence its operations.
Should  management  be  unsuccessful  in its merger  activities,  it will have a
material adverse effect on the Company.



                                                           7
<PAGE>

                                                PIEZO INSTRUMENTS, INC.
                                             Notes to Financial Statements
                                                   December 31, 2002

NOTE E            Stockholder Loan

     Stockholders  have paid  expenses and taxes on behalf of the Company in the
amount of $3,538 during the year ended December 31, 2002, $7,350 during the year
ended December 31, 2001, and $22,080 in prior years.  The Company has recorded a
liability for these  expenses to the  stockholders.  The unsecured loan bears no
interest and is due on demand.

     In November 2002, the Company issued  18,000,000  shares of  "unregistered"
and "restricted" common stock to the shareholder in consideration of $5,000 debt
incurred for paying expenses on behalf of the Company.


NOTE F            Stockholders' Equity(Deficit)

     In May, 1999, the Company  canceled  1,000,000  shares of common stock that
had been issued as part of an exchange of securities with another corporation in
1986.  The  original  transaction  was  voided  when  planned  operations  never
materialized  and the shares were returned to the Company.  All weighted average
number of shares amounts  presented in this report have been restated to reflect
the cancellation of these shares retroactive to the reinstatement date.

     In November 2002, the Company issued  18,000,000  shares of  "unregistered"
and "restricted" common stock for settlement of debt valued at $5,000.


                                                           8
<PAGE>

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

     Mantyla, McReynolds & Associates, 5872 South 900 East, Suite 250, Salt Lake
City, Utah 84121,  has been retained as the Company's  auditor for the past four
years. During that period,  there has been no disagreements  between the Company
and its auditors.


                                    PART III


Identification of Directors and Executive Officers.
---------------------------------------------------

     The  following  table sets  forth the names of all  current  directors  and
executive  officers  of the  Company.  These  persons  will serve until the next
annual  meeting of the  stockholders  or until their  successors  are elected or
appointed and qualified, or their prior resignation or termination.

<TABLE>
<CAPTION>

                                   Date of         Date of
                    Positions    Election or     Termination
Name                  Held       Designation   or Resignation
----                  ----       -----------   --------------
<S>                   <C>             <C>            <C>

Thomas J. Howells     Director and
                      President       11/5/02               **

Kathleen Morrison     Vice President
                      and Director    11/5/02               **

Travis T. Jenson      Secretary,
                      Treasurer and
                      Director        11/5/02               **

Gene Yamamoto         Director and       2002             11/5/02
                      President

Yujiro Yamamoto       Director and       1984             2002*
                      President

Ralph M. Wilkerson    Director and       1994             11/5/02
"Buck"                Secretary/
                      Treasurer

Valerie S. Keating    Director           1996             11/5/02



</TABLE>
      * Mr. Yamaoto passed away in early 2002.
     ** These persons presently serve in the capacities indicated.

Business Experience.
--------------------

     Thomas J. Howells, President and a director is 30 years of age. Mr. Howells
graduated from  Westminster  College of Salt Lake City, Utah, with a Bachelor of
Arts  degree  in  1993.  Currently,  Mr.  Howells  is  pursueing  his  MBA  from
Westminster  College  of Salt Lake  City.  Mr.  Howells  has been  working as an
investment consultant with Jenson Services, Inc., a Utah corporation, which is a
consultant to and majority stockholder of the Company, since 1996.

     Kathleen L. Morrison,  Vice  President and Director.  For the past 9 years,
she has  been the  office  manager  for two  persons,  one of  which  is  Jenson
Services,  Inc.,  which is a  consultant  to and a majority  stockholder  of the
Company.  For seven years, she was the editor of "Super Group" a vertical market
computer  magazine  targeting HP3000 users. Mrs. Morrison received a B.A. degree
from Colorado State University in 1978.

     Travis T. Jenson, Secretary, Treasurer and director is 30 years of age. Mr.
Jenson  graduated  from  Westminster  College  of Salt Lake City,  Utah,  with a
Bachelor of Science degree in 1995. Mr. Jenson has been working as an investment
consultant with Jenson Services, Inc., a Utah corporation, which is a consultant
to and majority stockholder of the Company, since 1996.

Significant Employees.
----------------------

     The Company has no employees  who are not executive  officers,  but who are
expected to make a significant contribution to the Company's business.

Family Relationships.
---------------------

     There  are  no  family  relationships  between  any  current  directors  or
executive officers of the Company, either by blood or by marriage.

Involvement in Certain Legal Proceedings.
-----------------------------------------

     Except as stated  above,  during the past five years,  no director,  person
nominated to become a director, executive officer, promoter or control person of
the Company:

          (1) was a general partner or executive officer of any business against
     which  any  bankruptcy  petition  was  filed,  either  at the  time  of the
     bankruptcy or two years prior to that time;

          (2) was  convicted  in a  criminal  proceeding  or named  subject to a
     pending criminal  proceeding  (excluding traffic violations and other minor
     offenses);

          (3) was  subject to any order,  judgment or decree,  not  subsequently
     reversed,  suspended or vacated,  of any court of  competent  jurisdiction,
     permanently  or  temporarily  enjoining,  barring,  suspending or otherwise
     limiting his  involvement  in any type of business,  securities  or banking
     activities; or

          (4)  was  found  by a  court  of  competent  jurisdiction  (in a civil
     action),  the Securities and Exchange  Commission or the Commodity  Futures
     Trading  Commission  to have  violated  a federal  or state  securities  or
     commodities  law,  and the  judgment  has not been  reversed,  suspended or
     vacated.

Compliance with Section 16(a) of the Exchange Act.
--------------------------------------------------

     Form 3's have been filed for the Officers and  Directors as well as the 10%
shareholder of the Company.

Item 10. Executive Compensation.
--------------------------------

     The  following  table sets  forth the  aggregate  compensation  paid by the
Company for services rendered during the periods indicated:

<TABLE>
<CAPTION>
                           SUMMARY COMPENSATION TABLE

                             Long Term Compensation
                    Annual Compensation   Awards  Payouts
(a)             (b)   (c)   (d)   (e)    (f)   (g)    (h)   (i)

                                               Secur-
                                               ities         All
Name and   Year or               Other   Rest- Under-  LTIP  Other
Principal  Period   Salary Bonus Annual  ricte dlying  Pay-  Comp-
Position   Ended      ($)   ($)  Compen- Stock Options outs  ensat'n
-----------------------------------------------------------------
<S>         <C>       <C>   <C>   <C>    <C>    <C>    <C>   <C>

Thomas J.
Howells       12/31/02    0     0     0     0      0     0   0
President,
Director

Kathleen
Morrison      12/31/02    0     0     0     0      0     0   0
Vice Pres.,
and Director

Travis T.
Jenson        12/31/02    0     0     0     0      0     0   0
Sec., Tres.,
and Director

Gene          12/31/02    0     0     0     0      0     0   0
Yamamoto
President,
Director

Yujiro        12/31/02    0     0     0     0      0     0   0
Yamamoto      12/31/01    0     0     0     0      0     0   0
President,    12/31/00    0     0     0     0      0     0   0
Director

Buck          12/31/02    0     0     0     0      0     0   0
Wilkerson     12/31/01    0     0     0     0      0     0   0
Secretary     12/31/02    0     0     0     0      0     0   0
Treasurer,
Director

Valerie       12/31/02    0     0     0     0      0     0   0
Keating,      12/31/01    0     0     0     0      0     0   0
Director      12/31/00    0     0     0     0      0     0   0

</TABLE>

     No cash  compensation,  deferred  compensation or long-term  incentive plan
awards were issued or granted to the  Company's  management  during the calendar
years ending December 31, 2002,  2001, or 2000, or the period ending on the date
of this Report.

Compensation of Directors.
--------------------------

     There  are  no  standard  arrangements  pursuant  to  which  the  Company's
directors are compensated for any services  provided as director.  No additional
amounts are payable to the Company's  directors for committee  participation  or
special assignments.

     There are no arrangements  pursuant to which any of the Company's directors
was  compensated  during the  Company's  last  completed  calendar  year for any
service provided as director.

Employment Contracts and Termination of Employment and
Change-in-Control Arrangements.
-------------------------------

     There are no  employment  contracts,  compensatory  plans or  arrangements,
including payments to be received from the Company, with respect to any director
or executive officer of the Company which would in any way result in payments to
any  such  person  because  of his  or  her  resignation,  retirement  or  other
termination  of  employment  with the Company or any  subsidiary,  any change in
control of the Company, or a change in the person's responsibilities following a
change in control of the Company.

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

Security Ownership of Certain Beneficial Owners.
------------------------------------------------

     The  following  table sets forth the  shareholdings  of those  persons  who
beneficially  own more than five percent of the Company's common stock as of the
date of February 26, 2002,  with the  computations  being based upon  35,500,000
shares of common stock being outstanding.

<TABLE>
<CAPTION>

                            Number of Shares           Percentage
Name                      Beneficially Owned           of Class (1)
----------------           ------------------          --------
<S>                          <C>                       <C>
Jenson Services, Inc*        18,000,000                 51%
4685 Highland Dr.
Suite 202
Salt Lake City, UT  84117

Aldophina Yamamoto           10,155,500                 29%
1201 Via La Jolla
San Clements, CA 92672

Ralph M. Wilkerson**          3,871,000                 11%
45 Dale Drive
Cody, WY 82414

                             -------                  -----
                             33,376,300                 91%

     *Mr. Duane S.Jenson may be deemed  beneficial  owner of these shares due to
his  relationship  with Jenson  Services,  Inc.  Mr.  Jenson is owner and CEO of
Jenson Services, Inc.

     **  Includes  shares  beneficially  held by Mr.  Wilkerson  in the  name of
"W-Group".

</TABLE>

Security Ownership of Management.
---------------------------------

     The following table sets forth the shareholdings of the Company's directors
and executive  officers as of the February 26, 2002, with the computations being
based upon 35,500,000 shares of common stock being outstanding.

<TABLE>
<CAPTION>
                            Number of             Percentage of
Name and Address     Shares Beneficially Owned     of Class
----------------     -------------------------     --------
<S>                            <C>                  <C>

Thomas J. Howells              0                       0
8495 Terrace Dr.
Sandy, UT  84018

Kathleen Morrison              0                       0
13123 Ptarmigan Gate
Draper, UT  84020

Travis T. Jenson               0                       0
8842 Highfield Rd.
Park City, UT
84098

                              -------              ------
All directors and
executive officers             0                       0
as a group (3 persons)
</TABLE>

Changes in Control.
-------------------

     On November 5, 2002,  pursuant to Unanimous  Consent of the Company's Board
of Directors,  the Company resolved to issue 18,000,000  shares of the Company's
"unregistered"  and  "restricted"  $0.001  par  value  common  stock  to  Jenson
Services, Inc., a Utah corporation, in consideration of $5,000 being advanced to
the Company to meet accounts payable obligations.

     There are no present  arrangements  or pledges of the Company's  securities
which may result in a change in control of the Company.

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

Transactions with Management and Others.
----------------------------------------

     For a description  of  transactions  between  members of  management,  five
percent  stockholders,  "affiliates",  promoters  and  finders,  see the caption
"Sales of 'Unregistered' and 'Restricted'  Securities Over the Past Three Years"
of Item I.

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

Reports on Form 8-K
-------------------

     None; Not Applicable.

Exhibits.
---------
<TABLE>
<CAPTION>

Exhibit
Number               Description*
------               -----------

                  <c>
 3.1                Initial Articles of Incorporation*

 3.2                Articles of Amendment to the
                    Articles of Incorporation*

 3.3                By-Laws*

 </TABLE>

DOCUMENTS INCORPORATED BY REFERENCE

     *The exhibits are hereby incorporated by reference and have been filed with
the  Securities  and  Exchange  Commission  and are  attached  to the  Company's
Registration Statement on Form 10-SB, in there entirety.

<PAGE>




                              SIGNATURES

     Pursuant  to the  requirements  of  Section  13 or 15(d) of the  Securities
Exchange  Act of 1934,  the  Company has duly caused this Report to be signed on
its behalf by the undersigned, thereunto duly authorized.

                                       Piezo Instruments, Inc.



Date: 3/25/03                           By/S/ Thomas J. Howells
                                        Thomas J. Howells
                                        President and Director

     Pursuant to the  requirements  of the  Securities  Exchange Act of 1934, as
amended, this Report has been signed below by the following persons on behalf of
the Company and in the capacities and on the dates indicated:

                                        Piezo Instruments, Inc.

Date: 3/25/03                           By/S/ Thomas J. Howells
                                        Thomas J. Howells
                                        President and Director



Date: 3/25/03                           By/S/ Travis T. Jenson
                                        Travis T. Jenson
                                        Secretary, Treasurer and Director

<PAGE>

                           CERTIFICATION PURSUANT TO
                  SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002

     I,  Thomas  J.  Howells,   President  of  Piezo   Instruments,   Inc.  (the
"Registrant"), certify that:

     1. I have reviewed this Annual Report on Form 10-KSB of the Registrant;

     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 Annual
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  officer 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 officer 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  officer 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.




Dated:  3/25/03                 Signature:  By/S/ Thomas J. Howells
        -----------------                 --------------
                                          Thomas J. Howells
                                          President

<PAGE>
                   CERTIFICATION PURSUANT TO
         SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002

     I, Travis T. Jenson,  Secretary/Treasurer  of Piezo Instruments,  Inc. (the
"Registrant"), certify that:

     1. I have reviewed this Annual Report on Form 10-KSB of the Registrant;

     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 Annual
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  officer 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 officer 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  officer 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.



Dated:  3/25/03                      Signature: By/S/ Travis T. Jenson
        -----------------                       -----------------
                                                Travis T. Jenson
                                                Secretary/Tresurer

<PAGE>
                    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 Piezo  Instruments,  Inc.  (the
"Registrant")  on Form 10-KSB for the year ending  December 31,  2002,  as filed
with the  Securities  and  Exchange  Commission  on the date hereof (the "Annual
Report"),  We, Thomas J.  Howells,  President and director and Travis T. Jenson,
Secretary,  Treasurer and director of the  Registrant,  certify,  pursuant to 18
U.S.C.  Section 1350, as adopted  pursuant to Section 906 of the  Sarbanes-Oxley
Act of 2002, that:

     (1) The Annual 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 Annual Report fairly presents, in all
material  respects,  the  financial  condition  and result of  operations of the
Registrant.


By/S/ Thomas J. Howells
-----------------
Thomas J. Howells
President and Director



By/S/ Travis T. Jenson
-----------------
Travis T. Jenson
Secretary, Treasurer and Director


<PAGE>