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                                       | 0-50001                  | 52-2175894                       
|---------------------------------------------- | ------------------------ | ---------------------------------
|(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

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 8,870,040 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.

As of December 31, 2003, 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 61 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 total assets of $610, all of which is in
the form of a loan receivable, and current liabilities of $250.

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 $14,148 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.



---

MID-AM SYSTEMS, INC.

********



INDEPENDENT AUDITORS' REPORT

BALANCE SHEET

STATEMENTS OF OPERATIONS

************STATEMENT OF STOCKHOLDERS' EQUITY

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 StockholdersMid-Am Systems, Inc.

We have audited the accompanying balance sheet of Mid-Am Systems, Inc. (a development stage enterprise) as
of December 31, 2003, and the related statements of operations, stockholders' equity, and cash flows for the years
then ended. These financial statements are the responsibility of the Company's management. Our responsibility
is to express an opinion on these financial statements based on our audit. The financial statements of Mid-Am
Systems, 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 Mid-Am Systems, 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



---

MID-AM SYSTEMS, INC.

(A DEVELOPMENT STAGE ENTERPRISE)

BALANCE SHEET

|                                                    | December 31,
|--------------------------------------------------- | ------------
|ASSETS                                              | 2003        
|Current assets:                                     |             
|Cash                                                | $    -      
|Loans receivable                                    | 610         
|Total current assets                                | 610         
|                                                    |             
|Total assets                                        | $610        
|                                                    |             
|LIABILITIES AND STOCKHOLDERS' EQUITY                |             
|Current liabilities:                                |             
|Accounts payable                                    | $250        
|Loans payable                                       | -           
|Total current liabilities                           | 250         
|                                                    |             
|Stockholders' equity:                               |             
|Common stock, $.001 par value; 10,000,000 shares    |             
|authorized, 8,870,040 shares issued and outstanding | 8,870       
|Additional paid-in capital                          | 5,638       
|Deficit accumulated during the development stage    | (14,148)    
|Total stockholders' equity                          | 360         
|                                                    |             
|Total liabilities and	stockholders' equity          | $ 610       

See notes to financial statements.



---

MID-AM SYSTEMS, INC.

(A DEVELOPMENT STAGE ENTERPRISE)

STATEMENTS OF OPERATIONS

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

|                                            | 2003      |  | 2002      |  | to December 31, 2003
|------------------------------------------- | --------- |  | --------- |  | --------------------
|                                            |           |  |           |  |                     
|Revenues                                    | $    -    |  | $    -    |  | $    -              
|                                            |           |  |           |  |                     
|Expenses:                                   |           |  |           |  |                     
|General and administrative                  | 1,490     |  | 2,605     |  | 13,928              
|                                            |           |  |           |  |                     
|Net loss before taxes                       | (1,490)   |  | (2,605)   |  | (13,928)            
|                                            |           |  |           |  |                     
|Provision for income taxes                  | -         |  | -         |  | 220                 
|                                            |           |  |           |  |                     
|Net loss                                    | $(1,490)  |  | $(2,605)  |  | $(14,148)           
|                                            |           |  |           |  |                     
|Loss per share                              | $   (.00) |  | $   (.00) |  |                     
|                                            |           |  |           |  |                     
|Weighted average common

shares outstanding | 8,870,040 |  | 8,870,040 |  |                     

See notes to financial statements.



---

MID-AM SYSTEMS, INC.

(A DEVELOPMENT STAGE ENTERPRISE)

STATEMENTS OF STOCKHOLDERS' EQUITY

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                                        | -         | -        | -          | (937)       | (937)  
|Balance at December 31, 1997                    | 670,610   | 671      | -          | (937)       | (266)  
|                                                |           |          |            |             |        
|Net loss                                        | -         | -        | -          | (105)       | (105)  
|Balance at December 31, 1998                    | 670,610   | 671      | -          | (1,042)     | (371)  
|                                                |           |          |            |             |        
|Common stock issued for cash                    | 2,043,180 | 2,043    | 1,832      | -           | 3,875  
|Net loss                                        | -         | -        | -          | (1,828)     | (1,828)
|Balance at December 31, 1999                    | 2,713,790 | 2,714    | 1,832      | (2,870)     | 1,676  
|                                                |           |          |            |             |        
|Common stock issued for cash                    | 48,250    | 48       | 3,806      | -           | 3,854  
|Net loss                                        | -         | -        | -          | (4,674)     | (4,674)
|Balance at December 31, 2000                    | 2,762,040 | 2,762    | 5,638      | (7,544)     | 856    
|                                                |           |          |            |             |        
|Common stock issued for cash                    | 2,240,000 | 2,240    | -          | -           | 2,240  
|Net loss                                        | -         | -        | -          | (2,509)     | (2,509)
|Balance at December 31, 2001                    | 5,002,040 | 5,002    | 5,638      | (10,053)    | 587    
|                                                |           |          |            |             |        
|Common stock issued for cash                    | 3,868,000 | 3,868    | -          | -           | 3,868  
|Net loss                                        | -         | -        | -          | (2,605)     | (2,605)
|Balance at December 31, 2002                    | 8,870,040 | 8,870    | 5,638      | (12,658)    | 1,850  
|                                                |           |          |            |             |        
|Net loss                                        | -         | -        | -          | (1,490)     | (1,490)
|Balance at December 31, 2003                    | 8,870,040 | $  8,870 | $5,638     | $(14,148)   | $  360 

See notes to financial statements.



---

MID-AM SYSTEMS, 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                                  | $(1,490) |  | $(2,605) |  | $(14,148)            
|Adjustments to reconcile net loss to net  |          |  |          |  |                      
|cash flows from operating activities:     |          |  |          |  |                      
|Changes in operating assets & liabilities |          |  |          |  |                      
|Loan receivable                           | 2,458    |  | (2,268)  |  | (610)                
|Loans payable                             | -        |  | -        |  | -                    
|Accounts payable                          | (970)    |  | 1,000    |  | 250                  
|Net cash flows from operating activities  | (2)      |  | (3,873)  |  | (14,508)             
|                                          |          |  |          |  |                      
|Cash flows from financing activities:     |          |  |          |  |                      
|Issuance of common stock                  | -        |  | 3,868    |  | 14,508               
|Net cash flows from financing activities  | -        |  | 3,868    |  | 14,508               
|                                          |          |  |          |  |                      
|Net change in cash                        | (2)      |  | (5)      |  | -                    
|Cash at beginning of period               | 2        |  | 7        |  | -                    
|Cash at end of period                     | $      - |  | $      2 |  | $       -            
|                                          |          |  |          |  |                      



---

MID-AM SYSTEMS, INC.

(A DEVELOPMENT STAGE ENTERPRISE)

NOTES TO FINANCIAL STATEMENTS

DECEMBER 31, 2003 AND 2002

1.        Summary of Significant Accounting Policies

Description of Business

Mid-Am Systems, 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 $14,000, 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 $14,148 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.

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

A report on Form 8K was filed on March 29, 2004, reporting a change of the Company's
independent accountant.

ITEM 8A.        
CONTROLS AND PROCEDURES.

The Securities and Exchange Commission defines the term disclosure controls and procedures to mean a
company's controls and other procedures that are designed to ensure that information required to be disclosed
in the reports that it files or submits under the Securities Exchange Act of 1934 is recorded, processed,
summarized and reported, within the time periods specified in the Securities and Exchange Commissions
rules and forms.   The Company maintains such a system of controls and procedures in an effort to ensure
that all information which it is required to disclose in the reports it files under the Securities Exchange Act
of 1934 is recorded, processed, summarized and reported within the time periods specified under the SEC's
rules and forms.

Based on an evaluation performed, the Company's certifying officers have concluded that the disclosure
controls and procedures were effective as of December 31, 2003, to provide reasonable assurance of the
achievement of these objectives.

There was no change in the Company's internal control over financial reporting during the fiscal year ended
December 31, 2003, that has materially affected, or is reasonably likely to materially affect, the Company's
internal control over financial reporting.

PART  III

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

The directors and executive officers currently serving the Company are as follows:

|Name           | Age | Positions held and tenure                  
|-------------- | --- | -------------------------------------------
|Cosmo Palmieri | 32  | President and a director since August, 1997
|Jose Acevedo   | 45  | Secretary and a director since August, 1997
|Milton Polland | 90  | A director since August 1997               

The directors named above will serve until the next annual meeting of the Company's stockholders.
Thereafter, directors will be elected for one-year terms at the annual stockholders' meeting.  Officers will
hold their positions at the pleasure of the board of directors, absent any employment agreement, of which
none currently exists or is contemplated.  There is no arrangement or understanding between any of the
directors or officers of the Company and any other person pursuant to which any director or officer was or
is to be selected as a director or officer.

The directors and officers will devote their time to the Company's affairs on an "as needed" basis,
which, depending on the circumstances, could amount to as little as two hours per month, or more than forty
hours per month, but more than likely will fall within the range of five to ten hours per month.

Biographical Information

**Cosmo Palmieri**

Mr. Palmieri graduated from the University of Texas in 1993 with a degree in economics.  He
received the Longhorn Leadership Award two consecutive years, was a member of the Texas Wranglers
Service Organization and was a volunteer speaker for Austin Community Middle Schools. He also earned
his license as a Texas Real Estate Agent.  Since1993, Mr. Palmieri has been the President and Chief
Executive Officer of his own real estate development company.  Since 1993, he has also been involved in
home remodeling and new home construction until Service Croup convinced him to make a career change
and join them.  He is currently an executive officer of Service Group, Inc. of Austin, Texas, an insurance and
real estate development company.

**Jose Acevedo**

Mr. Acevedo worked for Manufacturers Hanover Trust Co. from 1977 through 1999. During that
period, Manufacturers Hanover Trust merged with Chemical Bank, and subsequently Chase Manhattan Bank,
to become the nation's largest bank.  At Chase Manhattan, Mr. Acevedo held a management position where
he managed portfolios valued at 34 million dollars.  Mr. Acevedo is currently self-employed as a corporations
consultant.

**Milton Polland**

Mr. Polland has been a director of the Company since August 1997.  He attended Marquette
University and received a law degree from the Milwaukee School of Law.  He has a wide range of experience
and contacts.  From 1992 to the present, Mr. Polland has been Ambassador for the Republic of the Marshall
Islands, Ambassador to Mexico from the Marshall Islands; from 1989 to 1996, he was Chairman of the Board
of Pacific Intermediaries, Inc.  From 1988 to 1996, he was Board member of Airline of the Marshall Islands;
from 1981 to 1995, Mr. Polland was Special Envoy to the President of the Marshall Islands, as well as
President and Chairman of the Board of Pacific Casualty Insurance Co., Ltd.  From 1952 to 1990, he owned
The Polland Company, Ltd., Actuarial and Management Consulting.  From 1988 to 1990, he was a board
member of The Wilshire Bank, Los Angeles, CA; from 1965 to 1967, Mr. Polland was President and
Chairman of the Board, Union Trust Life Insurance.  From 1965 to 1967 he was President and Chairman of
the Board, Missouri Fidelity and Surety Trust Life Insurance. From 1960 to 1973 Mr. Polland was President
and Chairman of the Board, Summit Fidelity and Surety Company of Ohio, Summit Guarantee Corporation
of Delaware.  From 1970 to 1972 he was Director, Inter-American marketing association, Latin American
group, Washington, D.C.; from 1966 to 1971, he was Partner of former Governor Goodwin J. Knight with
Knight and Polland Business and Financial Consultants, and from 1961 to 1968 he was a member of Export
Expansion, U.S. Dept. of Commerce, appointment by President John F. Kennedy and Commerce Secretary,
Luther Hodges.

**Audit Committee.**

As of the date of this Annual Report, we have not appointed members to an audit committee and,
therefore, the  role of an audit committee has been conducted by our full Board of Directors. We do not
have an audit committe financial expert on our board of directors because we are a development stage
enterprise with no current business operations. When established, the audit committee's primary function
will be to provide advice with respect to our financial matters and to assist the Board of Directors in
fulfilling oversight responsibilities regarding finance, accounting, tax and legal compliance.

Our Board of Directors has considered whether the regulatory provision of non-audit service is
compatible with maintaining the principal independent accountant's independence.

**Code of Ethics**

The Company has not yet adopted a code of ethics which applies to the chief executive officer, or
principal financial and accounting officer or controller, or persons performing similar functions.  The
Company is a development stage "blind pool" or "blank check" company with limited assets and
liabilities, and no current operations.  As a result, the Company believes that it does not currently have
accounting or financial issues which necessitate the adoption of a code of ethics.

**Compliance With Section 16(a) of the Exchange Act.**

For the fiscal year ending December 31, 2003, the Company's officers, directors and principal
shareholders each made a timely filing of an Annual Statement of Beneficial Ownership on Form 5
except Mark Anthony, who is a principal shareholder, and Frank Pioppi, who owns 92% of the issued
and outstanding common stock of Mid-Continental Securities Corp., and is deemed to be the beneficial
owner of the shares of Mid-Am Systems, Inc., held of record by Mid-Continental Securities Corp.

ITEM 10.        
EXECUTIVE COMPENSATION.

No officer or director received any remuneration from the Company during the fiscal year.  Until
the Company acquires additional capital, it is not intended that any officer or director will receive
compensation from the Company other than reimbursement for out-of-pocket expenses incurred on
behalf of the Company.  See "Certain Relationships and Related Transactions."  The Company has no
stock option, retirement, pension, or profit-sharing programs for the benefit of directors, officers or other
employees, but the Board of Directors may recommend adoption of one or more such programs in the
future.

ITEM 11.        
SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND
MANAGEMENT AND RELATED STOCKHOLDER MATTERS.

The following table sets forth, as of the end of the Company's most recent fiscal year, the number
of shares of Common Stock owned of record and beneficially by executive officers, directors and persons
who hold 5.0% or more of the outstanding Common Stock of the Company.  Also included are the shares
held by all executive officers and directors as a group.

|Name and Address                                                                         | Number of Shares Owned
Beneficially | Percent of Class
Owned
|---------------------------------------------------------------------------------------- | ----------------------------------- | ----------------------
|Mid-Continental Securities5150 Tamiami Trail N., Ste. 202
Naples, Florida   34103        | 4,728,090                           | 53.30 %               
|Frank Pioppi5150 Tamiami Trail N., Ste. 202
Naples, Florida   34103                      | 4,728,090 (3)                       | 53.30%                
|Mark Anthonyc/o Mid-Continental Securities5150 Tamiami Trail North, #202Naples, FL 34103 | 1,050,000                           | 11.83%                
|Glenn Little (2)211 West Wall StreetMidland, TX 79701                                    | 1,300,000                           | 14.65%                
|Equity Investors, Inc.5150 Tamiami Trail North, #202Naples, FL 34103                     | 1,500,000                           | 16.91%                
|Jose Acevedo (1)4225 Bronxwood Ave.Bronx, New York 10466                                 | 0                                   | 0                     
|Cosmo Palmieri (1)645 5th Ave., Suite 430New York, NY 10022                              | 0                                   | 0                     
|Milton Polland (1)10445 Wilshire Blvd.Suite 204Los Angeles, CA 90024                     | 0                                   | 0                     
|All directors and executive

 officers (3 persons)                                       | 0                                   | 0                     

(1)The person listed is an officer, a director, or both, of the Company.(2)Includes 300,000 shares owned by family members, of which Mr.
Little may be deemed to be the beneficial owner.(3)Frank Pioppi is the owner of 92%
of the issued and outstanding stock of Mid-Continental Securities Corp., and may be deemed by that Company to be the
beneficial owner of 100% of the shares of Mid-Am Systems, Inc., owned by Mid-Continental Securities Corp.

ITEM 12.        CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS.

No officer, director, promoter, affiliate or beneficial owner of the Company has, has had, or proposes
to have, any direct or indirect material interest in any asset proposed to be acquired by the Company through
security holdings, contracts, options, or otherwise.

The Company has adopted a policy under which any consulting or finder's fee that may be paid to
a third party for consulting services to assist management in evaluating a prospective business opportunity
would be paid in stock rather than in cash.  Any such issuance of stock would be made on an ad hoc basis.
Accordingly, the Company is unable to predict whether, or in what amount, such stock issuance might be
made.

It is not currently anticipated that any salary, consulting fee, or finder's fee shall be paid to any of
the Company's directors or executive officers, or to any other affiliate of the Company except as described
under "Executive Compensation" above.

Although management has no current plans to cause the Company to do so, it is possible that the
Company may enter into an agreement with an acquisition candidate requiring the sale of all or a portion of
the Common Stock held by the Company's current stockholders to the acquisition candidate or principals
thereof, or to other individual or business entities, or requiring some other form of payment to the Company's
current stockholders, or requiring the future employment of specified officers and payment of salaries to
them.  It is more likely than not that any sale of securities by the Company's current stockholders to an
acquisition candidate would be at a price substantially higher than that originally paid by such stockholders.
Any payment to current stockholders in the context of an acquisition involving the Company would be
determined entirely by the largely unforeseeable terms of a future agreement with an unidentified business
entity.

ITEM 13.        

EXHIBITS AND REPORTS ON FORM 8-K.

(a)        
 The Exhibits listed below are filed as part of this Annual Report.

|Exhibit No. | Document                                                                                                                                                                
|----------- | ------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|3.1         | Articles of Incorporation (incorporated by reference from Registration
Statement on Form 10-SB filed with the Securities and Exchange
Commission on September 12, 2002).
|3.2         | Bylaws (incorporated by reference from Registration Statement on Form
10-SB filed with the Securities and Exchange Commission on September 12,
2002).                   
|31.1        | Certification pursuant to Rule 13a-14(a) or 15d-14(a) under the Securities
Exchange Act of 1934, as amended.                                                            
|31.2        | Certification pursuant to Rule 13a-14(a) or 15d-14(a) under the Securities
Exchange Act of 1934, as amended.                                                            
|32.1        | Certification pursuant to 18 U.S.C. Section 1350, as adopted pursuant to
Section 906 of the Sarbanes-Oxley Act of 2002.                                                 
|32.2        | Certification pursuant to 18 U.S.C. Section 1350, as adopted pursuant to
Section 906 of the Sarbanes-Oxley Act of 2002.                                                 
|            | b.        No reports on Form 8-K were filed by the Company during the last
quarter of its fiscal year ending December 31, 2003.                                         

ITEM 14.        
 PRINCIPAL ACCOUNTANT FEES AND SERVICES

Audit Fees

The aggregate audit and audit related fees billed by Child, Sullivan and Company for audit of the Company's
annual financial statements for review of the Company's quarterly financial statements filed on  Form 10-QSB were $ 1,500for the fiscal year ended December 31, 2003, and $0  for the fiscal year ended December
31, 2002.

Tax Fees

The aggregate fees billed byChild, Sullivan and Companyfor tax compliance, advice and planning were
$ 0 for the fiscal year ended December 31, 2003, and $ 0 for the fiscal year ended December 31, 2002.

All Other Fees

Child, Sullivan and Companydid not bill the Company for any products and services other than the foregoing
during the fiscal years ended December 31, 2003 and December 31, 2002.



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**SIGNATURES**

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

**MID-AM SYSTEMS, INC.**

By: /S/ COSMO PALMIERICosmo Palmieri, President and a Director

Date:April 14, 2004

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

**MID-AM SYSTEMS, INC.**

By: /S/ COSMO PALMIERICosmo Palmieri, President and a Director

By: /S/ JOSE ACEVEDOJose Acevedo, Secretary and a Director

By: /S/ MILTON POLLANDMilton Polland, Director

Date:   April 14, 2004