United States
                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                                  FORM 10-KSB

                [X] ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(D)
                     OF THE SECURITIES EXCHANGE ACT OF 1934

                        Commission File Number: 000-49701

                          For the Year ended 12/31/02

                          GOALTIMER INTERNATIONAL, INC

Colorado                                                             84-1159783
(Incorporation)                                                     (IRS Number)

                  231 W. Jamison Circle #15, Littleton Co 80120

             (Address  of  principal  executive  offices)(Zip  Code)

Registrant's  telephone  number,  including  area  code:         (303)  734-0235

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

Securities  registered  pursuant  to Section 12(g) of the Act:     Common Equity
Voting  Stock

As  of  3/06/03,  99,963,725.  Common  shares  issued  and  outstanding

As  of  3/06/03,  44,804,114  shares  of  shares  of  Common  Stock were held by
non-affiliates,  with a market value calculated at $44,804,114, based on closing
low  bid  of  $1.00  per  share  on  March  6,  2003.

Yes[]   No[]  (Indicate  by  check mark whether the Registrant (1) has filed all
reports  required  to be filed by Section 13 or 15(d) of the Securities Exchange
Act  of 1934 during the preceding 12 months (or for such shorter period that the
Registrant  was  required to file such reports) and (2) has been subject to such
filing  requirements  for  the  past  90  days.)

[]  (Indicate by check mark whether if disclosure of delinquent filers (229.405)
is  not  and will not to the best of Registrant's knowledge be contained herein,
in  definitive  proxy or information statements incorporated herein by reference
or  any  amendment  hereto.)

Transitional  Small  Business  Disclosure  Format  (check one): yes [ ]   no [X]


                                           Exhibit  Index  is  found  on  page

                                        1
<PAGE>

INTRODUCTION                                                                   3

PART  I                                                                        3

ITEM  1.  Description  of  Business                                            3
      (a)  Historical  Information                                             3
      (b)  Our  Business  History                                              3
      (c)  Employees                                                           3
      (d)  Risk  of  Business  Acquisition  Failure                            3
      (e)  Our  Probable  Acquisition                                          4

ITEM  2.  Description  of  Property                                            4

ITEM  3.  Legal  Proceedings                                                   4

ITEM  4.  Submission  of  Matters  to  a  Vote  of  Security  Holders          4

PART  II                                                                       5

ITEM  5.  Market  for  Common  Equity  and  Stockholder  Matters               5
      (a)  Market  Information                                                 5
      (b)  Holders                                                             5
      (c)  Dividends                                                           5
      (d)  Sales  of  Unregistered  Common  Stock                              5

ITEM  6.  Management's  Discussion  and  Analysis  or Plan of Operation        5
      (a)  Plan  of  Operation:  Next  Twelve  Months                          5
      (b)  Results  of  Operations                                             5

ITEM  7.  Financial  Statements                                                6
      (a)  Audit  Committee                                                    6
      (b)  Financial  Statements                                               6

ITEM  8.  Changes  In  and  Disagreements  With  Accountants
     on  Accounting  and  Financial  Disclosure                                6

PART  III                                                                      6

ITEM  9.  Directors and Executive Officers, Promoters and Control Persons      6

ITEM  10.  Executive  Compensation                                             7

ITEM  11.  Security Ownership of Certain Beneficial Owners and Management      8
      (a)  Changes  in  Control                                                8

ITEM  12.  Certain  Relationships  and  Related  Transactions                  9

ITEM  13.  Exhibits, Financial Statement Schedules, and Reports on Form 8-K    9
      (a)  Financial  Statements                                               9
      (b)  Form  8-K  Reports                                                  9
      (c)  Exhibits                                                            9

                                        2
<PAGE>

     INTRODUCTION

     This  Reporting  Company has elected to refer to itself, whenever possible,
by  normal  English  pronouns,  such  as  "We",  "Us"  and  "Our".

     This  Form  10-KSB  may contain forward-looking statements. Such statements
include  statements  concerning  plans,  objectives,  goals,  strategies, future
events,  results  or  performances,  and  underlying  assumptions  that  are not
statements  of  historical  fact.  This  document  and any other written or oral
statements  made  by  us or on our behalf may include forward-looking statements
which  reflect  our  current views, with respect to future events or results and
future financial performance. Certain words indicate forward-looking statements,
words  like  "believe",  "expect",  "anticipate",  "intends",  "estimates",
"forecast",  "projects",  and  similar  expressions.

     PART  IPART  I


     ITEM  1.  DESCRIPTION  OF  BUSINESS1.  DESCRIPTION  OF  BUSINESS.

 (A)  HISTORICAL  INFORMATION(A) As  of  the  end  of  the current fiscal  year,
as reflected in the  Audited  Financial  Statements  provided  herewith. Certain
preliminary actions were  authorized  in  December of 2002, tentatively but were
deemed  effected  in  January  of  2003.  Accordingly,  the  following  analysis
includes  material subsequent  events,  to provide the most current information.

      On  or about December 19, 2002, the company authorized, latter issued (and
later  cancelled)  1,500,000  (pre-split)  new investment shares (136,363 shares
post-reverse), for interim control purposes only. The company effected a reverse
split, eleven to one, such that our previous 3,485,358 shares outstanding became
316,851,  less  23  shares  for  rounding.  About December 23, 2002, the company
authorized and later issued 60,000,000 new investment acquisition shares for the
shareholders  of Cyber Technology Group Holdings, Ltd., the companies new wholly
owned  subsidiary.  Control of the parent issuer then passed to the shareholders
of  the  acquired subsidiary, tentatively and prospectively, on or about January
8,  2003.

     The  company then authorized and later issued a total of 39,806,786 shares,
pursuant  to  registration under the Securities Act of 1933, and our interim and
other  affiliate  cancelled  160,000  post-reverses  shares.



     The result was 99,963,725 shares of common stock issued and outstanding, as
of  March  6,  2003.

 (B)  OUR BUSINESS HISTORY(B) OUR BUSINESS HISTORY. We have no current business.
We  have  no day-to-day operations. Our officers and directors have devoted only
insubstantial  time  and  attention to our affairs for the recent twelve months,
for  the reason that only such attention has not been  required. We are and have
been substantially dormant and inactive. Our strategic intention is and has been
to  seek  one or more profitable business combinations or acquisitions to secure
profitability  for  shareholders.  We  will report a probable acquisition in the
Annual  Report.

 (C)  EMPLOYEES(C)  EMPLOYEES. We have no employees, other than our officers and
directors.  We  are  a  development stage company. Management's plan is, and has
been,  to  employ  consultants,  attorney's  and  accountants,  as  independent
contractors,  as needed for necessary corporate care and maintenance. We have no
anticipation  of  a  change  in  this  policy,  except  as may result should our
probable  acquisition  ripen  into  fruition.

 (D)  RISK  OF  BUSINESS  ACQUISITION  FAILURE(D)  RISK  OF BUSINESS ACQUISITION
FAILURE.  Our  probable  acquisition  is  in  no way certain to succeed. Even if
successful,  there  are  myriad  risks  of  business  failure.

     Other  better  capitalized firms are engaged in the search for acquisitions
or  business  combinations which firms may be able to offer more and may be more

                                        3
<PAGE>

attractive  to  acquisition  candidates.  There  is  no compelling reason why we
should  be  preferred  over  other  reverse-acquisition  public  corporation
candidates.  We  have  no  significant  pool of cash we can offer and no capital
formation  incentive  for  our  selection.  We  have  a limited shareholder base
insufficient  for  acquisition  target  wishing  to  proceed  for application to
NASDAQ.  In  comparison  to other public shell companies we are unimpressive, in
the  judgment  of management, and totally lacking in unique features which would
make  us  attractive or competitive. It is possible, and would not be considered
unusual,  for  a  probable  acquisition  to  fail.

     One  side  or  both  may  find  features or anticipated consequences of the
acquisition  that  might cause them to withdraw from proceeding. The acquisition
appears  to  be  going  forward,  but  the  business  acquired may yet fail. The
transaction  has reportedly closed. Caution is yet indicated. Experience teaches
that  even  the  formal  closing  of  such transactions does not insure that the
substance  of  the  transaction  will  in  fact  materialize.

 (E) OUR PROBABLE ACQUISITION(E) OUR PROBABLE ACQUISITION. On December 12, 2002,
our shareholders approved the Share Exchange of Cyber Technology Group Holdings,
Ltd., a British Virgin Islands Corporation, for 60,000,000 New Investment Shares
of  common stock, following the effectiveness of the most recent 11 to 1 Reverse
Split  of  our common stock. The closing occurred January 8, 2003, following the
end  of  the  current  reporting  period.  Please  refer  to  Schedule  14C  and
14F/14F-1/A filed in the last 60 days, and to Form 8-K's dated December 13, 2002
and  January  24, 2003, for detailed information about Cyber, its people and its
plans. As of the date of this Report, that acquisition is deemed highly probable
but  not  certain  or  definite.


     ITEM  2.  DESCRIPTION  OF  PROPERTYITEM  2.  DESCRIPTION  OF  PROPERTY.

     We have no property. We maintain no office or other facilities. We maintain
a  mailing  address  at  231  W.  Jamison  #5,  Littleton CO 80120, which is our
President's  mailing  address.  We  pay  no  rent  or  fee  for  the incidental,
non-exclusive  use  of  our  President's  mailing  address.


     ITEM  3.  LEGAL  PROCEEDINGS3.  LEGAL  PROCEEDINGS.

     There  are  no  legal  proceedings  pending, threatened or suspected, by or
against  our  Corporation,  as  of  the  preparation  of  this  Report.


     ITEM  4.  SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS4.  SUBMISSION
OF  MATTERS  TO  A  VOTE  OF  SECURITY  HOLDERS.

     A  Meeting was held on December 12, 2002, of the shareholder or shareholder
representatives  constituting  71.6%  of  all  shares issued and outstanding and
entitled  to  vote.

     PROPOSAL  1:  To  Authorize  a  change  of  the  corporate  name,  to  a
substantially similar name to the name of Pacific Vegas Global Strategies, Inc.,
in  the  discretion  of  management.

     PROPOSAL  2:  To  Amend  the  Articles  of  Incorporation  to  increase the
authorized  capital  from  100,000,000  shares  of  common stock, to 500,000,000
shares  of  common  stock  with  no  par  value.

     PROPOSAL  3:  To  Amend  the  Articles  of  Incorporation  to eliminate the
requirement  of  67  percent  (of  all shares entitled to vote) for approval for
certain  shareholder actions, and in place to require only a simple majority (of
all  shares  entitled  to  vote).

     PROPOSAL 4: To Authorize a reverse split of the common stock, by which each
11 shares shall become one share; provided that no shareholder shall be reversed
below  100  shares,  and  no  shareholder  owning  less than 100 shares shall be
reversed.  Fractional  shares  will  be  rounded  up  to  the  next whole share.

                                        4
<PAGE>

                                      PART II


     ITEM  5.  MARKET  FOR  COMMON  EQUITY AND STOCKHOLDER MATTERS5.  MARKET FOR
COMMON  EQUITY  AND  STOCKHOLDER  MATTERS.

 (A)  MARKET  INFORMATION(A)  MARKET INFORMATION.  The Company, has one class of
securities,  Common  Stock.  The Company's Securities may be quoted on the OTCBB
(Over-The-Counter  Bulletin  Board),  only  in  the  first  quarter  of 2003. No
stability  of  market  price or value should be inferred from our acceptance for
OTCBB  quotation. Quotations for, and transactions in our securities are capable
of  rapid  fluctuations,  resulting  from  the influence of supply and demand on
relatively thin volume. There may be buyers at a time when there are no sellers,
and sellers when there are no buyers, resulting in significant variations of bid
and  ask  quotations  by  market-making dealers, attempting to adjust changes in
demand  and  supply.  A  young  market  is also particularly vulnerable to short
selling,  sell  orders  by  persons  owning no shares of stock, but intending to
drive  down  the  market price so as to purchase the shares to be delivered at a
price  below  the  price  at  which  the  shares  were  sold  short.

 (B)  HOLDERS(B)  HOLDERS.  Management calculates that the approximate number of
holders  of  the  Company's  Common  Stock, as of December 31, 2002 and March 6,
2003,  was  approximately  103.

 (C)  DIVIDENDS(C) DIVIDENDS.  We have not paid any cash dividends on our Common
Stock,  and  do  not anticipate paying cash dividends on its Common Stock in the
next  year.  We  anticipate  that any income generated in the foreseeable future
will  be  retained  for  the  development  and expansion of our business. Future
dividend  policy is subject to the discretion of the Board of Directors and will
depend  upon  a  number  of  factors,  including  future earnings, debt service,
capital  requirements,  business  conditions,  the  financial  condition  of the
Company  and  other  factors  that  the  Board  of  Directors may deem relevant.

 (D)  SALES  OF UNREGISTERED COMMON STOCK(D) SALES OF UNREGISTERED COMMON STOCK.
About  December 23, 2002, we issued 60,000,000 new investment acquisition shares
for  the  shareholders  of Cyber Technology Group Holdings, Ltd., our new wholly
owned  subsidiary.  Control  of  this  our  parent  issuer  then  passed  to the
shareholders  of  the  acquired  subsidiary.


     ITEM  6.  MANAGEMENT'S  DISCUSSION  AND  ANALYSIS  OR  PLAN  OF OPERATION6.
MANAGEMENT'S  DISCUSSION  AND  ANALYSIS  OR  PLAN  OF  OPERATION.

     Management's  discussion and analysis is intended to be read in conjunction
with  our  audited  financial  statements  and  the  notes attached to them. The
following  statements  may  be  forward looking in nature and actual results may
differ  from  forward  looking  statements.

 (A)  PLAN  OF  OPERATION:  NEXT TWELVE MONTHS(A) PLAN OF OPERATION: NEXT TWELVE
MONTHS. We have had no current business or day-to-day operations as of the close
of  this  fiscal  year  and  the date of this report. Our officers and directors
devote only insubstantial time and attention to our affairs at the present time,
for  the  reason  that  only  such  attention  is  presently  required.  We  are
substantially  dormant  and  inactive. Our plan for the next twelve months is to
develop  the  business of our acquired subsidiary. We are unable to predict when
or  if we may require more funding, or when our new business, if all closing and
consummation  of  our  acquisition  does  proceed,  when  or if we will begin to
operate  profitably.

 (B) RESULTS OF OPERATIONS(B) RESULTS OF OPERATIONS. We had no revenues in 2002,
2001.  We had General Administrative Expenses of $500 in 2002, and none in 2001.
We  had  an  Interest  Expense  of  $4580  in 2001 and none in 2002. We have bee
substantially  dormant  for  the  last  two  years.

                                        5
<PAGE>

     ITEM  7.  FINANCIAL  STATEMENTS7.  FINANCIAL  STATEMENTS.

 (A) AUDIT COMMITTEE(A) AUDIT COMMITTEE. The Audit Committee of this Corporation
for  this  fiscal  year  consists  of  the our Board of Directors. Management is
responsible  for  our internal controls and the financial reporting process. Our
independent  auditors are responsible for performing an independent audit of our
financial  statements in accordance with generally accepted accounting standards
and  to  issue  a  report  thereon.  It  is  the  responsibility of our Board of
Directors  to monitor and oversee these processes. In this context the Committee
has  met  and  held discussions with management and the independent accountants.
Management  recommended  to  the  Committee  that  our financial statements were
prepared  in  accordance  with generally accepted accounting principles, and the
Committee  has  reviewed  and discussed the financial statements with Management
and  such independent accountants, matters required to be discussed by Statement
on  Auditing  Standards  No.  61  (Communication  with  Audit  Committees).  Our
independent  accountants  also provided to the Committee the written disclosures
required  by  Independence  Board  Standard No. 1 (Independence Discussions with
Audit  Committees), and the Committee discussed with the independent accountants
that  firm's  independence.

     Based  upon  the Committee's discussions, and review, of the foregoing, the
Committee recommended that our audited financial statements in our Annual Report
on  Form  10-KSB for the year ended December 31, 2002 be included and filed with
the  Securities  and  Exchange  Commission.

 (B)  FINANCIAL STATEMENTS(B) FINANCIAL STATEMENTS. Audited Financial Statements
for  years  ended  December  31, 2002, and 2001, are provided as Exhibit AFK-02,
attached  hereto,  filed  herewith  and incorporated herein by this reference as
though  fully  set  forth  herein.


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

     None.


                                    PART III


     ITEM  9.  DIRECTORS AND EXECUTIVE OFFICERS, PROMOTERS AND CONTROL PERSONS9.
DIRECTORS  AND  EXECUTIVE  OFFICERS,  PROMOTERS  AND  CONTROL  PERSONS.

     Biographical  information about these management personal is unchanged from
our  previous  annual  report.

Name                      Age                Position                   Term
--------------------------------------------------------------------------------
Leland  Watson  II        (55)         President  and  Director         Annual
Joshua  Hayman            (43)         Director                         Annual
Sandra  Watson            (55)         Secretary  and  Director         Annual

     These  Officers  and  Directors for the year 2002, and previously, will not
continue  to  serve  in  2003,  but  have  retired  in favor of new officers and
directors.

     On December 12, 2002, our shareholders approved the Share Exchange of Cyber
Technology  Group  Holdings,  Ltd.,  a  British  Virgin Islands Corporation, for
60,000,000 New Investment Shares of common stock, following the effectiveness of
the  most recent 11 to 1 Reverse Split of our common stock. The closing occurred
January  8,  2003.

     Accordingly,  our  Special  Counsel,  Luke  C.  Zouvas  served  as  interim
corporate  custodian  for  period  of  two  to  three  weeks

                                        6
<PAGE>

     The  Reorganized  Company  has  an  established  executive  and operational
management team with significant industry expertise and technical knowledge that
is  fully  supported  by  renowned  industry  software development partners. The
management  and  functional  structure  of  the Company is as follows, effective
tentatively  in  January,  2003.

     Mr.  Raymond  Chou,  Chief  Executive  Officer,  President  and  Chairman
Mr.  Chou  is  the  Managing Director, Chief Executive Officer and the principal
founder  of  the  Company.  He  is  also a principal owner of the shares in CTG.
Prior  to  that, he was General Manager of Shanghai Elan Chemical Industries Co.
Ltd. from May 1992 to May 1999.  Mr. Chou spent a fair portion of his last three
years  studying  and  researching  the  online  gaming  industry and the success
achieved  to date with respect to CTG is due to his understanding of the market.
Mr.  Chou holds a bachelor degree in Business Administration from the University
of  Macau.  Mr. Chou is also president and chief executive of the public company
PVG.  Mr.  Chou  devotes  all  of  his  time  working  for  the  Company.


     ITEM  10.  EXECUTIVE  COMPENSATION10.  EXECUTIVE  COMPENSATION.

<TABLE>
<CAPTION>
<S>                  <C>          <C>        <C>         <C>         <C>       <C>      <C>      <C>
                                                                        Long Term Compensation
                                                                   |-----------------------------|
                                       Annual Compensation         |        Awards      | Payouts|
                              |------------------------------------------------------------------|
a . . . . . . . . .  b        |       c            d          e    |     f        g     |   h    |   i    |
----------------------------------------------------------------------------------------------------------|
Name. . . . . . . .                                                          Securities
And . . . . . . . .                                          Other    Restric-   Under-          All Other|
Principal . . . .                                         .  Annual     Ted     Lying             Compen- |
Position. . . . . .                                          Compen-   Stock   Options    LTIP     Sation |
                                    Salary       Bonus     Sation ($)  Awards  SARs (#)  Payouts     ($)  |
                         Year         ($)         ($)                   ($)               ($)             |
----------------------------------------------------------------------------------------------------------|
Leland  Watson  II
President/CEO            2002          0           0           0         0         0       0          0   |
                         2001          0           0           0         0         0       0          0   |
                         2000          0           0           0         0         0       0          0   |
----------------------------------------------------------------------------------------------------------|
Joshua  Hayman
President/CEO            2002          0           0           0         0         0       0          0   |
                         2001          0           0           0         0         0       0          0   |
                         2000          0           0           0         0         0       0          0   |
----------------------------------------------------------------------------------------------------------|
Sandra  Watson
President/CEO            2002          0           0           0         0         0       0          0   |
                         2001          0           0           0         0         0       0          0   |
                         2000          0           0           0         0         0       0          0   |
----------------------------------------------------------------------------------------------------------|
</TABLE>

     The  Remainder  of  this  Page  is  Intentionally  left  Blank

                                        7
<PAGE>

     ITEM 11.  SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT11.
SECURITY  OWNERSHIP  OF  CERTAIN  BENEFICIAL  OWNERS  AND  MANAGEMENT.

     To  the  best of our knowledge and belief the following disclosure presents
the  total  beneficial  security ownership of all Directors and Nominees, naming
them,  and by all Officers and Directors as a group, without naming them, and of
all  persons,  entities  and  groups,  known to or discoverable by us, to be the
beneficial  owner or owners of more than five percent of any voting class of our
stock.,  known  to  or discoverable by us. More than one person, entity or group
could  be  beneficially  interested in the same securities, so that the total of
all  percentages  may  accordingly  exceed  one  hundred  percent of some or any
classes.  Please  refer  to  explanatory  notes  if  any,  for  clarification or
additional  information.

  Name and Address of Beneficial Owner         Share
             Common Stock                     Ownership          % of Total
------------------------------------------------------------------------------
Mr. Raymond Chou, Chief Executive Officer,
President  and  Chairman
7/F Flat B, 110 Soy Street
Kowloon Hong Kong                             42,720,000               42.74
------------------------------------------------------------------------------
Officers and Directors as a Group             42,720,000               42.74
------------------------------------------------------------------------------
Mac  &  Co
PO  Box  3196
Pittsburg  PA  15230                          12,439,500               12.44
------------------------------------------------------------------------------
Other Affiliates                              12,439,500               12.44
------------------------------------------------------------------------------
All Affiliates                                55,159,500               55.18
------------------------------------------------------------------------------
Lone  Tree  Co.
So  Yu  Ming  Sunny
7/F  Flat  B,  110  Soy  Street
Kowloon  Hong  Kong                            5,700,000               5.70
------------------------------------------------------------------------------
Kwan  Sin  Yee
7/F  Flat  B,  110  Soy  Street
Kowloon Hong Kong                              5,700,000               5.70
------------------------------------------------------------------------------
Leland  Watson   former  Officer
231 W. Jamison Circle # 5                            586               0.00
Littleton CO 80120
--------------------------------------------------------------------------------
Sandra  Watson   former  Officer
231  W.  Jamison  Circle  #  5
Littleton CO 80120                                 1,478               0.00
--------------------------------------------------------------------------------
Total Issued and Outstanding (Reference)      99,963,614             100.00
--------------------------------------------------------------------------------
Total Issued and Outstanding                  99,963,614             100.00
--------------------------------------------------------------------------------
Less All Affiliates                          (55,159,500)            -55.18
Non-Affiliates                                44,804,114              44.82
--------------------------------------------------------------------------------

 (A)  CHANGES IN CONTROL(A) CHANGES IN CONTROL. There are arrangements known us,
which  may at a subsequent date result in a change of control of our corporation
other  than  those  which  have  been disclosed and reported herein and in  This
contingency  is  discussed  in  Part I, Item 1. Please refer to Schedule 14C and
14F/14F-1/A filed in the last 60 days, and to Form 8-K's dated December 13, 2002
and  January  24,  2003.

                                        8
<PAGE>

     ITEM  12.  CERTAIN  RELATIONSHIPS  AND  RELATED  TRANSACTIONS12.  CERTAIN
RELATIONSHIPS  AND  RELATED  TRANSACTIONS.

     None.


     ITEM  13.  EXHIBITS,  FINANCIAL  STATEMENT  SCHEDULES,  AND REPORTS ON FORM
8-K13.  EXHIBITS,  FINANCIAL  STATEMENT  SCHEDULES,  AND  REPORTS  ON  FORM 8-K.

 (A) FINANCIAL STATEMENTS(A) FINANCIAL STATEMENTS. Please see Attachment AFK-02:
Audited  Financial Statements for the years ended 2002, 2001 and from inception.

 (B)  FORM  8-K  REPORTS(B) FORM 8-K REPORTS. Form 8-K's dated December 13, 2002
and  January  24, 2003, relate to our current acquisition. See also Schedule 14C
and  14F/14F-1/A  filed  in  the  last  60  days

 (C)  EXHIBITS(C)  EXHIBITS.

     [A]  CERTIFICATION  PURSUANT  TO  18  USC  SECTION  1350

     [2]  PLAN  OF  ACQUISITION,  REORGANIZATION,  ARRANGEMENT,  LIQUIDATION  OR
SUCCESSION  (Please see  Schedule 14C and 14F/14F-1/A filed in the last 60 days)

                                        9
<PAGE>

                                   SIGNATURES

     Pursuant  to  the requirements of the Securities Exchange Act of 1934, this
report  has  been  signed  below  by  the  following  persons  on  behalf of the
Registrant  and  in  the  individual  capacities  and  on  the  date  indicated.

     GOALTIMER  INTERNATIONAL,  INC

     by

Dated:  March  6,  2003


                              /s/Luke C. Zouvas
                                 Luke C. Zouvas
                              Custodian/Trustee as
                          Sole Interim Officer/Director

                                       10
<PAGE>

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

                                    EXHIBIT A

                                    USC 1350

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

                                       11
<PAGE>

                      CERTIFICATION PURSUANT TO 18 USC SECTION 1350


     I,  Luke  C. Zouvas, attorney at law, stood and served as Custodian/Trustee
of  this Corporation, as of December 31, 2000, with the resulting powers of Sole
Interim  Officer  and Director. In connection with this Quarterly Report on Form
10-KSB,  dated March 6, 2003  I  hereby certify, to the best of my knowledge and
belief:


     (1)     This  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 this report fairly presents, in all
material  aspects,  the  financial  condition  and results of operations of this
Registrant  Company.


Certification  Dated:  March  6,  2003

                                /s/Luke C. Zouvas
                                 Luke C. Zouvas
                              Custodian/Trustee as
                          Sole Interim Officer/Director

                                       12
<PAGE>

                                 EXHIBIT AFK-02

                          AUDITED FINANCIAL STATEMENTS

                         FOR THE YEARS ENDED 2002, 2001
                               AND FROM INCEPTION.

                                       13
<PAGE>


                          INDEPENDENT AUDITOR'S REPORT


To  the  Board  of  Directors
Goaltimer  International,  Inc.
Denver,  Colorado

We have audited the accompanying balance sheets of Goaltimer International, Inc.
as  of December 31, 2002 and 2001, and the related statement of operations, cash
flows,  and  changes  in  stockholders'  equity for the years then ended.  These
financial  statements  are  the responsibility of the Company's management.  Our
responsibility  is  to express an opinion on these financial statements based on
our  audits.

We  conducted our audit in accordance with auditing standards generally accepted
in  the  United  States.  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 audits provide 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 Goaltimer International, Inc.
at  December  31,  2002  and 2001, and the results of their operations and their
cash  flows  for  the  years then ended in conformity with accounting principles
generally  accepted  in  the  United  States.

The  accompanying  financial  statements  have  been  prepared assuming that the
Company  will  continue  as  a  going  concern.  As  discussed  in Note 3 to the
financial  statements,  conditions exist which raise substantial doubt about the
Company's  ability  to continue as a going concern unless it is able to generate
sufficient  cash  flows  to  meet  its  obligations  and sustain its operations.
Management's plans in regard to these matters are also described in Note 3.  The
financial  statements  do not include any adjustments that might result from the
outcome  of  this  uncertainty.

/s/Michael  Johnson  &  Co.,  LLC
Michael  Johnson  &  Co.,  LLC
Denver,  Colorado
March  6,  2003

                                       14
<PAGE>

                          GOALTIMER INTERNATIONAL, INC.
                                 Balance Sheets
                           December 31, 2002 and 2001

<TABLE>
<CAPTION>
                                                                     2002          2001
-------------------------------------------------------------------------------------------
<S>                                                              <C>           <C>
ASSETS
CURRENT ASSETS:
  Cash. . . . . . . . . . . . . . . . . . . . . . . . . . . . .  $         -   $         -
  Total Current Assets. . . . . . . . . . . . . . . . . . . . .            -             -
                                                                 ------------  ------------

TOTAL ASSETS. . . . . . . . . . . . . . . . . . . . . . . . . .  $         -   $         -
                                                                 ============  ============

LIABILITIES AND STOCKHOLDERS' EQUITY

CURRENT LIABILITIES:
  Accounts Payable - trade. . . . . . . . . . . . . . . . . . .  $    74,012   $    72,012
  Accrued Interest Payable. . . . . . . . . . . . . . . . . . .            -        35,442
  Notes Payable . . . . . . . . . . . . . . . . . . . . . . . .            -        60,800
                                                                 ------------  ------------
  Total Current Liabilities . . . . . . . . . . . . . . . . . .       74,012       168,254
                                                                 ------------  ------------

STOCKHOLDERS' EQUITY:
  Common Stock, no par value, 2,000,000 shares
   authorized,  1,945,358 and 1,882,228, issued and outstanding
   at December 31, 2002 and 2001, respectively. . . . . . . . .    1,057,015       960,773
  Retained Deficit. . . . . . . . . . . . . . . . . . . . . . .   (1,131,027)   (1,129,027)
                                                                 ------------  ------------
  Total Stockholders' Equity. . . . . . . . . . . . . . . . . .      (74,012)     (168,254)
                                                                 ------------  ------------

TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY. . . . . . . . . . .  $         -   $         -
                                                                 ============  ============
</TABLE>

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

                                       15
<PAGE>

                          GOALTIMER INTERNATIONAL, INC.
                            Statement of Operations
                     Years Ended December 31, 2002 and 2001


<TABLE>
<CAPTION>
                                        2002         2001
-------------------------------------------------------------
<S>                                 <C>          <C>
REVENUES:. . . . . . . . . . . . .  $        -   $        -

EXPENSES:
  Selling and Marketing. . . . . .           -            -
  General and Administrative . . .       2,000            -
  Total Expenses . . . . . . . . .       2,000            -
                                    -----------  -----------

OTHER REVENUES & EXPENSES:
  Interest Expense . . . . . . . .           -       (4,560)
  Total Other Revenues & Expenses.           -       (4,560)
                                    -----------  -----------

NET INCOME (LOSS). . . . . . . . .  $   (2,000)  $   (4,560)
                                    ===========  ===========

PER SHARE INFORMATION:
  Weighted average number
  of common shares outstanding . .   1,929,576    1,882,228
                                    -----------  -----------

NET LOSS PER COMMON SHARE. . . . .  $        -            *
                                    ===========  ===========
  * - Less than -$.001 per share
</TABLE>

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

                                       16
<PAGE>

                          GOATIMER INTERNATIONAL, INC.
                            Statements of Cash Flows
                     Years Ended December 31, 2002 and 2001

<TABLE>
<CAPTION>
                                                        2002       2001
                                                      ---------  --------
<S>                                                   <C>        <C>
CASH FLOWS FROM OPERATING ACTIVITIES:
  Net Loss . . . . . . . . . . . . . . . . . . . . .  $ (2,000)  $(4,560)
  Adjustments to reconcile net loss to net cash
    used in operating activities:
    Stock issued in lieu of debt . . . . . . . . . .    96,242         -
    Changes in Assets & Liabilities:
    Increase in Accounts Payable . . . . . . . . . .     2,000         -
    Increase in Accrued Expenses . . . . . . . . . .   (35,442)    4,560
                                                      ---------  --------
Net Cash Used In Operating Activities. . . . . . . .    60,800         -
                                                      ---------  --------

CASH FLOWS FROM INVESTING ACTIVITIES
  Capital expenditures . . . . . . . . . . . . . . .         -         -
Cash Flows Used In Investing Activities. . . . . . .         -         -
                                                      ---------  --------

CASH FLOWS FROM FINANCING ACTIVITIES
  Proceeds from stock issuance . . . . . . . . . . .         -         -
  Short-term borrowings. . . . . . . . . . . . . . .         -         -
  Note principal payments. . . . . . . . . . . . . .   (60,800)        -
                                                      ---------  --------
Cash Flows Provided By Financing Activities. . . . .   (60,800)        -
                                                      ---------  --------

Net (Decrease) Increase in Cash and Cash Equivalents         -         -

Cash and Cash Equivalents at Beginning of Period . .         -         -
                                                      ---------  --------

CASH AND CASH EQUIVALENTS AT END OF PERIOD . . . . .  $      -   $     -
                                                      =========  ========



SUPPLEMENTAL INFORMATION:
  Interest Paid. . . . . . . . . . . . . . . . . . .  $      -   $     -
                                                      =========  ========
  Income Taxes Paid. . . . . . . . . . . . . . . . .  $      -   $     -
                                                      =========  ========


NON-CASH INVESTING AND FINANCING ACTIVITIES:
  Issuance of common stock in exchange for
   cancellation of indebtedness, including accrued .  $ 96,242   $     -
                                                      =========  ========
   interest
</TABLE>

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

                                       17
<PAGE>

                          GOALTIMER INTERNATIONAL, INC.
            Statements of Changes in Stockholders' Equity (Deficit)

<TABLE>
<CAPTION>
                                                                RETAINED      TOTAL
                                            COMMON STOCK        EARNINGS   STOCKHOLDERS'
                                        SHARES      AMOUNT     (DEFICIT)      EQUITY
----------------------------------------------------------------------------------------
<S>                                    <C>        <C>         <C>           <C>
Balance - December 31, 1998 . . . . .  1,882,228  $  960,773  $(1,115,347)  $(154,574)

Net Loss. . . . . . . . . . . . . . .          -           -       (4,560)     (4,560)
                                       ---------  ----------  ------------  ----------
Balance -  December 31, 1999. . . . .  1,882,228     960,773   (1,119,907)    (159,134)
                                       ---------  ----------  ------------  ----------

Net Loss. . . . . . . . . . . . . . .          -           -       (4,560)     (4,560)
                                       ---------  ----------  ------------  ----------
Balance - December 31, 2000 . . . . .  1,882,228     960,773   (1,124,467)   (163,694)
                                       ---------  ----------  ------------  ----------

Net Loss. . . . . . . . . . . . . . .          -           -       (4,560)     (4,560)
                                       ---------  ----------  ------------  ----------
Balance -  December 31, 2001. . . . .  1,882,228     960,773   (1,129,027)   (168,254)
                                       ---------  ----------  ------------  ----------

Stock issued for cancellation of debt     63,130      96,242            -      96,242
Net Loss. . . . . . . . . . . . . . .          -           -       (2,000)     (2,000)
                                       ---------  ----------  ------------  ----------
Balance -  December 31, 2002. . . . .  1,945,358  $1,057,015  $(1,131,027)  $ (74,012)
                                       =========  ==========  ============  ==========
</TABLE>

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

                                       18
<PAGE>

                          GOALTIMER INTERNATIONAL, INC.
                          Notes To Financial Statements
                          Year Ended December 31, 2002

NOTE  1  -  SUMMARY  OF  SIGNIFICANT  ACCOUNTING  POLICIES:
            ----------------------------------------------

     THE  COMPANY

Goaltimer  International,  Inc.  (the "Company") was incorporated in Colorado on
December  19,  1990.  The  Company's  principal  business is the development and
selling  of  time  and  personal  management  products.

The  Company  has  discontinued  operations since 1994 and its only activity has
been  accruing  loan  interest  on  notes  payable.

BASIS  OF  ACCOUNTING

The accompanying financial statements have been prepared on the accrual basis of
accounting  in  accordance  with accounting principles generally accepted in the
United  States.

     ESTIMATES

The  preparation  of  financial statements in conformity with generally accepted
accounting principles requires management to make estimates and assumptions that
affect  certain  reported  amounts and disclosures.  Accordingly, actual results
could  differ  from  those  estimates.

     CASH  AND  CASH  EQUIVALENTS

     For  purposes  of  the  statement of cash flows, the Company considered all
cash  and  other  highly     liquid investments with initial maturities of three
months  or  less  to  be  cash  equivalents.

     NET  EARNING  (LOSS)  PER  SHARE

Net earnings (loss) per share has been computed by dividing net income (loss) by
the  weighted  average  number  of  common  shares  and equivalents outstanding.

     OTHER  COMPREHENSIVE  INCOME

The Company has no material components of other comprehensive income (loss) and,
accordingly,  net  loss  is  equal  to  comprehensive  loss  in  all  periods.

     INCOME  TAXES

The  Company  accounts  for  income taxes under SFAS No. 109, which requires the
asset and liability approach to accounting for income taxes.  Under this method,
deferred  tax  assets  and liabilities are measured based on differences between
financial  reporting  and  tax  bases  of  assets and liabilities measured using
enacted  tax  rates  and laws that are expected to be in effect when differences
are  expected  to  reverse.

                                       19
<PAGE>

                          GOALTIMER INTERNATIONAL, INC.
                          Notes To Financial Statements
                          Year Ended December 31, 2002


NOTE  2  -  INCOME  TAXES
            -------------

     There  has  been  no  provision  for U.S. federal, state, or foreign income
taxes  for any period because the Company has incurred losses in all periods and
for  all  jurisdictions.

     Deferred  income taxes reflect the net tax effects of temporary differences
between  the  carrying amounts of assets and liabilities for financial reporting
purposes and the amounts used for income tax purposes. Significant components of
deferred  tax  assets  are  as  follows:


     Deferred  tax  assets
        Net  operating  loss  carryforwards                     $1,131,027
        Valuation  allowance  for  deferred  tax  assets        (1,131,027)
                                                                -----------
     Net  deferred  tax  assets                                 $         -
                                                                ===========

     Realization  of  deferred  tax assets is dependent upon future earnings, if
any,  the  timing  and  amount  of  which  are  uncertain.  Accordingly, the net
deferred  tax  assets  have  been  fully  offset by a valuation allowance. As of
December  31,  2002,  the  Company  had  net  operating  loss  carryforwards  of
approximately  $1,131,027  for  federal  and  state  income tax purposes.  These
carryforwards, if not utilized to offset taxable income begin to expire in 2002.
Utilization  of  the  net  operating  loss  may be subject to substantial annual
limitation  due  to  the  ownership  change limitations provided by the Internal
Revenue  Code  and similar state provisions.  The annual limitation could result
in  the  expiration  of  the  net  operating  loss  before  utilization.

NOTE  3  -  GOING  CONCERN:
            --------------

The  financial  statements  have  been  prepared on a going concern basis, which
contemplates  continuity of operations, realization of assets and liquidation of
liabilities  in  the normal course of business.  The Company has no assets and a
retained  deficit of $1,131,027 as of December 31, 2002, and will not be able to
sustain  operations  without  generating  working  capital  from  other sources,
including  equity  and  debt  financing.

The  Company's  management is currently pursuing equity and/or debt financing in
an  effort  to  restart  operations. The future success of the Company is likely
dependent  on  its  ability to attain additional capital to develop its proposed
products  and  ultimately,  upon  its  ability  to  attain  future  profitable
operations.  There  can  be  no assurance that the Company will be successful in
obtaining  such  financing,  or  that  it  will  attain  positive cash flow from
operations.

                                       20
<PAGE>