XAnnual report under section 13 or 15(d) of the Securities Exchange Act of 1934

 	For the fiscal year ended December 31, 2003.

___Transition report under section 13 or 15(d) of the Securities Exchange Act of 1934

 	For the transition period from ____ to ____.

|Delaware                                       | 0-50002                  | 52-2175896                       
|---------------------------------------------- | ------------------------ | ---------------------------------
|(State or other jurisdiction of
incorporation) | (Commission File Number) | (IRS Employer Identification
No.)

|P.O. Box 110310Naples, FL               | 34108-0106
|--------------------------------------- | ----------
|(Address of Principal Executive Office) | (Zip Code)

Issuer's telephone number, including area code:(239) 598-2300

Securities to be registered under Section 12(b) of the Act:

Check whether the issuer (1) filed all reports required to be filed by Section 13 or 15(d) of the Exchange
Act during the past 12 months (or for such shorter period that the registrant was required to file such
reports), and (2) has been subject to such filing requirements for the past 90 days. [X ] Yes [ ] No

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

State issuer's revenues for its most recent fiscal year:   $ 0.

State the aggregate market value of the voting and non-voting common equity held by non-affiliates
computed by reference to the price at which the common equity was sold, or the average bid and asked
price of such common equity, as of a specified date within the past 60 days. (See definition of affiliate in
Rule 12b-2 of the Exchange Act.)

(ISSUERS INVOLVED IN BANKRUPTCY PROCEEDINGS DURING THE PAST FIVE YEARS)

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 [ ]
No

(APPLICABLE ONLY TO CORPORATE REGISTRANTS)

State the number of shares outstanding of each of the issuer's classes of common equity, as of the latest
practicable date: As of December 31, 2003, the Company had 6,751,240 shares outstanding.

**DOCUMENTS INCORPORATED BY REFERENCE**

****If the following documents are incorporated by reference, briefly describe them and identify the part of
the Form 10-KSB (e.g., Part I, Part II, etc.) into which the document is incorporated: (1) any annual
report to security holders; (2) any proxy or information statement; and (3) any prospectus filed pursuant
to Rule 424(b) or (c) of the Securities Act of 1933 ("Securities Act"). The listed documents should be
clearly described for identification purposes (e.g., annual report to security holders for fiscal year ended
December 24, 1990).

Transitional Small Business Disclosure Format (Check one): Yes ____; No _X__



---

PART I

ITEM 1.        
DESCRIPTION OF BUSINESS.****

General

The Company was incorporated under the laws of the State of Delaware on August 19, 1997.To date, the Company's only activities have been organizational ones, directed at developing its business
plan and raising its initial capital.  The Company has not commenced any commercial operations.  The
Company has no full-time employees and owns no real estate.

The Company is a "blind pool" or "blank check" company, whose business plan is to seek,
investigate, and, if warranted, acquire one or more properties or businesses, and to pursue other related
activities intended to enhance shareholder value.  The acquisition of a business opportunity may be made
by purchase, merger, exchange of stock, or otherwise, and may encompass assets or a business entity,
such as a corporation, joint venture, or partnership.  The Company has very limited capital, and it is
unlikely that the Company will be able to take advantage of more than one such business opportunity.
The Company intends to seek opportunities demonstrating the potential of long-term growth as opposed
to short-term earnings.

At the present time, the Company has not identified any business opportunity that it plans to
pursue, nor has the Company reached any agreement or definitive understanding with any person
concerning an acquisition.

ITEM 2.        
DESCRIPTION OF PROPERTY.

The Company currently has no investments in real estate, real estate mortgages, or real estate
securities.The Company maintains a mailing address atP.O. Box 110310, Naples, Florida 34108-0106.The Company pays no rent for the use of this mailing address.

ITEM 3.        
LEGAL PROCEEDINGS.

The Company is not a party to any pending legal proceedings, and no such proceedings are
known to be contemplated.  No director, officer or affiliate of the Company, and no owner of record or
beneficial owner of more than five percent (5%) of the securities of the Company, or any associate of any
such director, officer or security holder is a party adverse to the Company or has a material interest
adverse to the Company in reference to pending litigation.

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

No matters were submitted to a vote of the security holders of the Company during the fourth
quarter of the fiscal year which ended December 31, 2003.



---

PART II

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

There is not currently a public trading market for the Company's securities.  Such securities are
currently held of record by a total of approximately 35 persons.

No dividends have been declared or paid on the Company's securities, and it is not anticipated
that any dividends will be declared or paid in the foreseeable future.

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

Certain statements in this report, including statements in the following discussion which are not
statements of historical fact, are what are known as "forward looking statements," which are basically
statements about the future.  For that reason, these statements involve risk and uncertainty since no one
can accurately predict the future.  Words such as "plans," "intends," "will," "hopes," "seeks,"
"anticipates," "expects  "and the like often identify such forward looking statements, but are not the only
indication that a statement is a forward-looking statement.  Such forward looking statements include
statements concerning our plans and objectives with respect to the present and future operations of the
Company, and statements which express or imply that such present and future operations will or may
produce revenues, income or profits.  Numerous factors and future events could cause the Company to
change such plans and objectives or fail to successfully implement such plans or achieve such objectives,
or cause such present and future operations to fail to produce revenues, income or profits.  Therefore, the
reader is advised that the following discussion should be considered in light of the discussion of risks and
other factors contained in this report on Form 10KSB and in the Company's other filings with the
Securities and Exchange Commission.   No statements contained in the following discussion should be
construed as a guarantee or assurance of future performance or future results.

Liquidity and Capital Resources

As of December 31, 2003, the Company remains in the development stage.  For the fiscal year
ended December 31, 2003, the Company's balance sheet reflects current asset and total assets of $0, and
total current liabilities of $6,515, including primarily a loan payable to a shareholder.

The Company will carry out its plan of business as discussed above.   The Company does not
have sufficient assets or capital resources to pay its ongoing expenses while it is seeking out business
opportunities, and it has no current plans to raise additional capital through sale of securities, or
otherwise.   As a result, although the Company has no agreement in place with its shareholders or other
persons to pay expenses on its behalf, it is currently anticipated that the Company will rely on loans or
additional capital contributions from shareholders to pay expenses at least until it is able to consummate
a business transaction.

Results of Operations

During the period from August 19, 1997 (inception) through December31, 2003,  the Company
has engaged in no significant operations other than organizational activities, acquisition of capital and
preparation and filing of its registration statement on Form 10-SB under the Securities Exchange Act of
1934, as amended, compliance with its periodical reporting requirements and initial efforts to locate a
suitable merger or acquisition candidate.   No revenues were received by the Company during this period,
and the Company has accumulated a deficit of $20,935 during the development stage.

Plan of Operations

For the fiscal year ending December 31, 2004,  the Company will carry out its business plan as
discussed above.  The Company anticipates incurring a loss for the fiscal year as a result of expenses
associated with compliance with the reporting requirements of the Securities Exchange Act of 1934, and
expenses associated with its continuing efforts to locate a suitable merger or acquisition candidate.
The Company does not expect to generate revenues until it
completes a business acquisition, and, depending upon the performance of the acquired business,  it may
also continue to operate at a loss after completion of a business combination.

Need for Additional Financing

The Company will require additional capital in order to meet its cash needs for the next year,
including the costs of compliance with the continuing reporting requirements of the Securities Exchange
Act of 1934, as amended.

No specific commitments to provide additional funds have been  made by management or other
stockholders, and the Company has no current plans, proposals, arrangements or understandings with
respect to the sale or issuance of additional securities prior to the location of a  merger or acquisition
candidate.  Accordingly, there can be no assurance that any additional funds will be available to the
Company to allow it to cover its expenses.  Notwithstanding the foregoing, to the extent that additional
funds are required, the Company anticipates receiving such funds in the form of loans or advancements
from current shareholders without issuance of additional shares or other securities, or through the private
placement of restricted securities rather than through a public offering.

The Company may also seek to compensate providers of services by issuances of stock in lieu of
cash.  For information as to the Company's policy in regard to payment for consulting services, see
"Certain Relationships and Transactions."

ITEM 7.        FINANCIAL STATEMENTS.

See the following pages.



---

SHEFFIELD PRODUCTS, INC.

DECEMBER 31, 2003

I N D E X

INDEPENDENT AUDITORS' REPORT

BALANCE SHEET

STATEMENTS OF OPERATIONS

STATEMENT OF  STOCKHOLDERS' EQUITY (DEFICIT)

STATEMENTS OF CASH FLOWS

NOTES TO FINANCIAL STATEMENTS



---

**Child, Sullivan & Company****A Professional Corporation of CERTIFIED PUBLIC ACCOUNTANTS**

|****1284 W. Flint  Meadow  Dr., Suite D, Kaysville, U T
84037**** | ****PHONE: (801) 927-1337  FAX: (801) 927-1344****
|----------------------------------------------------------------- | --------------------------------------------------

INDEPENDENT AUDITORS' REPORT

To The Stockholders

Sheffield Products, Inc.

We have audited the accompanying balance sheet of Sheffield Products, Inc. (a development stage enterprise)
as of December 31, 2003, and the related statements of operations, stockholders' equity (deficit), and cash
flows for the years then ended. These financial statements are the responsibility of the Company's
management. Our responsibility is to express an opinion on these financial statements based on our audit.
The financial statements of Sheffield Products, Inc. (a development stage enterprise) as of and for the year
ended December 31, 2002, were audited by other auditors whose report dated April 6, 2003, expressed an
unqualified opinion on those statements.

We conducted our audit in accordance with auditing standards generally accepted in the United States 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 Sheffield Products, Inc. (a development stage enterprise) as of December 31, 2003, and the results
of its operations and its cash flows for the year then ended in conformity with accounting principles generally
accepted in the United States of America.

The accompanying financial statements have been prepared assuming that the Company will continue as a
going concern.  As shown in the financial statements, the Company has an accumulated deficit at December
31, 2003.  The Company has suffered losses from operations and has a substantial need for working capital.
This raises substantial doubt about its ability to continue as a going concern.  The accompanying financial
statements do not include any adjustments that may result from the outcome of this uncertainty.

Child, Sullivan and CompanySalt Lake City, Utah

April 2, 2004



---

SHEFFIELD PRODUCTS, INC.

(A DEVELOPMENT STAGE ENTERPRISE)

BALANCE SHEET

|                                                     | December 31,
|---------------------------------------------------- | ------------
|ASSETS                                               | 2003        
|Current assets:                                      |             
|Cash                                                 | $	-         
|Loans receivable                                     | -           
|Total current assets                                 | -           
|                                                     |             
|Total assets                                         | $	-         
|                                                     |             
|LIABILITIES AND STOCKHOLDERS' EQUITY (DEFICIT)       |             
|Current liabilities:                                 |             
|Accounts payable                                     | $	250       
|Shareholder loan payable                             | 6,265       
|Total current liabilities                            | 6,515       
|                                                     |             
|Stockholders' equity (deficit):                      |             
|Common stock, $.001 par value; 10,000,000 shares     |             
|authorized, 6,751,240 shares issued and outstanding  | 6,751       
|Additional paid-in capital                           | 7,669       
|Deficit accumulated during the development stage     | (20,935)    
|Total stockholders' equity (deficit)                 | (6,515)     
|                                                     |             
|Total liabilities and	stockholders' equity (deficit) | $	-         

See notes to financial statements.



---

SHEFFIELD PRODUCTS, INC.

(A DEVELOPMENT STAGE ENTERPRISE)

STATEMENTS OF OPERATIONS

| | December 31, |  | August 19, 1997(date of inception) to December 31,2003
| | ------------ |  | ------------------------------------------------------

|                                            | 2003       |  | 2002       | 
|------------------------------------------- | ---------- |  | ---------- | 
|                                            |            |  |            | 
|Revenues                                    | $      -   |  | $      -   | 
|                                            |            |  |            | 
|Expenses:                                   |            |  |            | 
|General and administrative                  | 4,875      |  | 5,872      | 
|                                            |            |  |            | 
|Net loss before taxes                       | (4,875)    |  | (5,872)    | 
|                                            |            |  |            | 
|Provision for income taxes                  | -          |  | -          | 
|                                            |            |  |            | 
|Net loss                                    | $(4,875)   |  | $(5,872)   | 
|                                            |            |  |            | 
|Loss per share                              | $    (.00) |  | $    (.00) | 
|                                            |            |  |            | 
|Weighted average common

shares outstanding | 6,751,240  |  | 6,751,240  | 

See notes to financial statements.



---

SHEFFIELD PRODUCTS, INC.

(A DEVELOPMENT STAGE ENTERPRISE)

STATEMENTS OF STOCKHOLDERS' EQUITY (DEFICIT)

FROM AUGUST 19, 1997 (DATE OF INCEPTION) TO DECEMBER 31, 2003

| | Common Stock |  |  | 
| | ------------ |  |  | 

|                                                |           |         | Additional |             |         
|----------------------------------------------- | --------- | ------- | ---------- | ----------- | --------
|                                                |           |         | Paid-In    | Accumulated |         
|                                                | Shares    | Amount  | Capital    | Deficit     | Total   
|Balance at August 19, 1997

(Date of Inception) | -         | $     - | $      -   | $      -    | $     - 
|Common stock issued for cash                    | 670,610   | 671     | -          | -           | 671     
|Net loss                                        | -         | -       | -          | (806)       | (806)   
|Balance at December 31, 1997                    | 670,610   | 671     | -          | (806)       | (135)   
|                                                |           |         |            |             |         
|Net loss                                        | -         | -       | -          | (105)       | (105)   
|Balance at December 31, 1998                    | 670,610   | 671     | -          | (911)       | (240)   
|                                                |           |         |            |             |         
|Common stock issued for cash                    | 1,928,780 | 1,929   | 1,633      | -           | 3,562   
|Net loss                                        | -         | -       | -          | (603)       | (603)   
|Balance at December 31, 1999                    | 2,599,390 | 2,600   | 1,633      | (1,514)     | 2,719   
|                                                |           |         |            |             |         
|Common stock issued for cash                    | 146,250   | 146     | 3,429      | -           | 3,575   
|Net loss                                        | -         | -       | -          | (5,911)     | (5,911) 
|Balance at December 31, 2000                    | 2,745,640 | 2,746   | 5,062      | (7,425)     | 383     
|                                                |           |         |            |             |         
|Common stock issued for cash                    | 2,380,000 | 2,380   | -          | -           | 2,380   
|Net loss                                        | -         | -       | -          | (2,763)     | (2,763) 
|Balance at December 31, 2001                    | 5,125,640 | 5,126   | 5,062      | (10,188)    | -       
|                                                |           |         |            |             |         
|Common stock issued for cash                    | 1,625,600 | 1,625   | 2,607      | -           | 4,232   
|Net loss                                        | -         | -       | -          | (5,872)     | (5,872) 
|Balance at December 31, 2002                    | 6,751,240 | 6,751   | 7,669      | (16,060)    | (1,640) 
|                                                |           |         |            |             |         
|Net loss                                        | -         | -       | -          | (4,875)     | (4,875) 
|Balance at December 31, 2003                    | 6,751,240 | $6,751  | $7,669     | $(20,935)   | $(6,515)

See notes to financial statements.



---

SHEFFIELD PRODUCTS, INC.

(A DEVELOPMENT STAGE ENTERPRISE)

STATEMENTS OF CASH FLOWS

| | December 31, |  | August 19, 1997

(date of inception)
| | ------------ |  | ------------------------------------

|                                          | 2003     |  | 2002     |  | to December 31,

2003
|----------------------------------------- | -------- |  | -------- |  | ---------------------
|Cash flows from operating activities:     |          |  |          |  |                      
|Net loss                                  | $(4,875) |  | $(5,872) |  | $(20,935)            
|Adjustments to reconcile net loss to net  |          |  |          |  |                      
|cash flows from operating activities:     |          |  |          |  |                      
|Changes in operating assets & liabilities |          |  |          |  |                      
|Shareholder loan payable                  | (378)    |  | 628      |  | 250                  
|Accounts payable                          | 5,253    |  | 1,012    |  | 6,265                
|Net cash flows from operating activities  | -        |  | (4,232)  |  | (14,420)             
|                                          |          |  |          |  |                      
|Cash flows from financing activities:     |          |  |          |  |                      
|Issuance of common stock                  | -        |  | 4,232    |  | 14,420               
|Net cash flows from financing activities  | -        |  | 4,232    |  | 14,420               
|                                          |          |  |          |  |                      
|Net change in cash                        | -        |  | -        |  | -                    
|Cash at beginning of period               | -        |  | -        |  | -                    
|Cash at end of period                     | $      - |  | $     -  |  | $    -               
|                                          |          |  |          |  |                      

See notes to financial statements.



---

SHEFFIELD PRODUCTS, INC.

(A DEVELOPMENT STAGE ENTERPRISE)

NOTES TO FINANCIAL STATEMENTS

DECEMBER 31, 2003 AND 2002

1.        Summary of Significant Accounting Policies

Description of Business

Sheffield Products, Inc. (a development stage enterprise) (the Company) was formed on August 19, 1997.
The Company's activities to date have been primarily directed towards the raising of capital and seeking
business opportunities.

Estimates and Assumptions

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

Earnings Per Share

Basic earnings per common share are computed by dividing net income (loss) by the weighted average
number of shares of common stock outstanding during the period. Due to net losses, potentially dilutive
securities would be antidilutive and are therefore not included.

Income Taxes

Deferred tax assets and liabilities are recognized for the future tax consequences attributable to differences
between the financial statement carrying amounts of existing assets and liabilities and their respective tax
bases. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable
income in the years in which those temporary differences are expected to reverse. The effect on deferred tax
assets and liabilities of a change in tax rates is recognized in the statement of operations in the period that
includes the enactment date.

There is no provision for income taxes due to continuing losses. At December 31, 2003, the Company has
net operating loss carryforwards for tax purposes of approximately $21,000, which expire through 2023. The
Company has recorded a valuation allowance that fully offsets deferred tax assets arising from net operating
loss carryforwards because the likelihood of the realization of the benefit cannot be established. The Internal
Revenue Code contains provisions that may limit the net operating loss carryforwards available if significant
changes in stockholder ownership of the Company occur.

2.        Going Concern

As shown in the consolidated financial statements, the Company has an accumulated deficit of $20,935 at
December 31, 2003, and no cash. The Company has suffered losses from operations and has a substantial
need for working capital. This raises substantial doubt about its ability to continue as a going concern.
The accompanying consolidated financial statements do not include any adjustments that may result from
the outcome of this uncertainty. The Company is dependent on its existing shareholders to be able to
continue as a going concern. The Company has indicated its intention to participate in one or more as yet
unidentified business ventures, which management will select after reviewing the business opportunities
for their profit or growth potential.