U.S. SECURITIES AND EXCHANGE COMMISSION

Washington, DC 20549



FORM 10-KSB



(Mark One)



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

For
the fiscal year ended February 28, 2003



[ 
]   TRANSITION  REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from ____________________to________________





TAMARAK, INC.

(Exact name of small business issuer as specified in its charter)



Nevada

(State or other jurisdiction of Incorporation or organization)



95-4790148

(IRS
Employer Identification No.)



7311 Van Nuys Boulevard, Suite 2, Van Nuys, CA 91405

(Address of Principal executive offices)



(818) 780-2890

(Issuer's telephone number, including area code)







Securities registered under section 12(b)of the Exchange Act:                                        None



Securities registered
under section 12(g) of the Exchange Act: Common stock, $.001 par value

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 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.

YES [X] NO [ ]



Check here if the 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 the registrant's knowledge, in definitive proxy or information statements incorporated by reference in Part III of this 10-KSB or any amendment to this Form 10-KSB.  [ ]

Revenues for the year ending February 28, 2003 were $0.



The aggregate market
value of the voting stock held by non-affiliates of the Company, based upon the
average bid price of the common stock on February 28, 2003 was approximately
$4,836,600.



As of February 28,
2003, the Company had 21,612,000 shares of common stock issued and outstanding.

CAUTIONARY NOTE REGARDING FORWARD-LOOKING STATEMENTS

This discussion in this annual report regarding Tamarak, Inc. and our business and operations contains "forward-looking statements."
These forward-looking statements use words such as "believes," "intends,"
"expects," "may," "will," "should," "plan," "projected," "contemplates,"
"anticipates," or similar statements.  These statements are based on our beliefs,
as well as assumptions we have used based upon information currently available
to us.  Because these statements reflect our current views concerning future
events, these statements involve risks, uncertainties and assumptions.  Actual
future results may differ significantly from the results discussed in the forward-looking statements.  A reader, whether investing in our common stock or not,
should not place undue reliance on these forward-looking statements, which
apply only as of the date of this report.

When used in this Annual Report on Form 10-KSB, "Tamarak," "we," "our,"
and "us" refers to Tamarak, Inc., a Nevada corporation.





Page 2

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TAMARAK, INC.

FORM  10-KSB

for the fiscal year ended February 28, 2003



TABLE OF CONTENTS



Part I



Item 1.   Description of Business



Item 2.    Description of Property



Item 3.    Legal Proceedings



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



Part II



Item 5.    Market for the Company's Common Equity and Related Stockholder Matters



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



Item 7.    Financial Statements



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



Part III



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

Exchange Act



Item 10.   Executive Compensation



Item 11.   Security Ownership of Certain Beneficial Owners and Management



Item 12.   Certain Relationships and Related Transactions



Item 13.   Exhibits and Reports on Form 8-K



---

PART I



ITEM 1. DESCRIPTION OF BUSINESS





History and Development of the Company







Tamarak was duly incorporated in Nevada on March 16, 2000, for the purpose of creating a vehicle to finance, produce and distribute theatrical and television films in the United States and abroad.  Tamarak is a development stage company which
currently has no revenues.  The Company is currently engaged in
acquiring the necessary financing for the production of motion
pictures.  At the present time, the Company does not have any
paid employees.  Certain individuals such as A.J. Leydton, Frank
Stewart and David Nagy, who will be employed by the Company, are
contributing their time and effort without compensation.





In 1981, A.J. Leydton formed two corporations under the laws
of the State of California called Tamarak Films International,
Inc. and Tamarak Films Financial Corporation.  Mr. Leydton was
the sole stockholder of both companies.  When Tamarak, Inc. was
incorporated under the laws of the State of Nevada in March 2000,
Tamarak, Inc. had no relationship with either Tamarak Films
International, Inc. or Tamarak Films Financial Corporation other
than that A.J. Leydton was the principal shareholder of each
corporation.





Business of the Company







Tamarak is engaged in the business of production and development of theatrical and television films.  We are currently
seeking funding for several projects.  For its first project, the Company is producing a mini-series based upon the life and exploits of Jacqueline Cochran, a world-renowned aviatrix.  The Company anticipates that the program will be aired on a major commercial television network, bringing immediate recognition, visibility and credibility to the Company.  Concurrently, the Company has acquired four screenplays of different genres that will appeal to a wide
audience:





1. "System of
Justice" (Suspense, murder mystery);







2. "Duster" (Heartwarming personal drama combined with exciting
action);



3. "Deadly
Innocence" (Contemporary intrigue about murder, greed, toxic waste and insurance
fraud);





4. "King of Diamonds" (Fast-paced international jewel caper).







Tamarak is in the development stage of its operations, with
our primary emphasis upon securing funds for each of the projects
we have rights to produce.  During this period, we are contacting
distributors to introduce the company and its products.  We
expose the theatrical features we intend to produce to the
various possible resources for financing, and ultimately
distributing pictures of the genre and projected marketplace that
we believe is appropriate for our product.  We function as an
organizer and overseer, or a general contractor, which is the
"producer" function.  If a product is acceptable to a potential
client or customer, we will then identify lines of financing,
arrange for production and enter into agreements to allow us to
produce the film or short series.







New Industry Developments





With the decline in the power and financial strength of the so-called "major" studios, a vacuum has been created in film production centers throughout the world.  Without the resources of the majors, there is insufficient capital to fill the film production void.





We believe, on the other hand, the demand for film products has not slackened. Indeed, it has increased.  The younger generation is firmly committed to film as the only "relevant art."  Box office grosses continue to be impressive.





With the tight money market now prevailing, the traditional sources of financing for motion pictures (e.g., banks, distributors, studios, etc.) have been unable to provide sufficient capital to maintain a healthy flow of product.  This situation -- a healthy market, but weak sources of supply -- provides an opportunity for outsiders to enter the film production and distribution market as never before.





We believe that persons entering the film production or distribution fields need no longer be concerned with huge start-up costs or overhead. This has enabled new venture capital to flow into motion picture production.  Companies which have never been involved in motion pictures have rapidly moved into the field.  There are hundreds, perhaps thousands, of
companies that compete with us in the production industry.  They
range in size from single individuals attempting to finance their
private film, to large, well-established companies with hundreds
of employees and numerous projects in production at any one time.





On the major industrial level, national companies in unrelated areas such as Quaker Oats, Mattel Toys, Faberg , Bristol Myers, U.S. Steel, and even The Reader's Digest, have entered the film production industry.  These companies believe
they can effectively function as general contractors, also
producing projects that they secure rights to.  Established
entities, such as Paramount, Sony or Fox, may have sufficient
resources to allow them to commit their own funds to a
production, with no outside contributions from investors or
banks.  Once they obtain rights to a script or a project, they
could commence production immediately.  We, as a very small,
independent company, must first obtain production rights, then
seek production funding.  One aspect of this search for funding
is the ability to provide distribution of the finished product.
The large companies may handle this internally.  As a small
company, we will contract for distribution, ideally, in advance
of the funding commitment.





Distribution





The commercial success of any film is dependent upon distribution.  Many independent films never find a distributor.
As independent producers, we know that Independent producers often feel that the risk of beginning a project without some sort of distribution arrangement is simply too great.  Often, their financing is dependent on their having a distribution deal prior to production of the film.





The revenue of a distributor is derived not just from the theatrical exploitation of a film.  It also includes receipts from television and cable sales, video cassettes, ancillary rights, non-theatrical distribution rights, merchandising rights and even sound track albums and music rights.





The marketing department of the distributor determines how a picture will be sold.  This includes the concept for the campaign and the marketing strategy as to where to open the picture and when.

Normally, the distributor receives all funds from the exploitation of a film.  Off the top comes the distributor's fee.  Then all cost and expenses of distribution (prints, promotion and advertising) are deducted.  It is not unusual for a finance charge to be added to this amount.  The production company then gets the balance.







Domestic Distribution





As reported in several trade publications, the United States has been divided into thirty-two territories such as the Chicago exchange, the New England exchange and the Philadelphia exchange.  In each exchange there are several "states righters" or sub-distributors (subs).  The distributor selects a sub from this group to book films into the theaters in their exchange.  Subs are then paid a percentage of the box office.









Today, because of the advances in communication and shipping technology, distributors have sales offices only in the principal exchanges.  In the remaining territories, they operate sub-depots that function as shipping offices for their films and related promotional materials.  Independent distributors generally book directly with theaters only in their home territories.  All national distributors work closely with their subs to insure optimum release patterns for their films.







Foreign Distribution





A domestic distribution deal usually refers to the distribution of a film in the United States and Canada. Foreign distribution refers to the rest of the world.





It is common for a producer to make separate distribution deals with different distributors for domestic and foreign release.





We believe the foreign market for motions pictures is worth approximately 40% to 60% of the total world market.  The relative worth of each territory will vary from picture to picture.





Sales to foreign countries are often initiated at film festivals such as the Cannes Film Festival, the Milan Film Festival and the American Film Market.  At each of these festivals a great deal of attention is devoted to servicing the needs of an aggressive "buying market."  Distributors come from around the world to view films.  Foreign distributors will also evaluate pre-production packages for possible foreign pre-sales.





Demand for Product





There is a shortage of good motion pictures.  The supply comes nowhere near to matching the demand.  As we noted earlier, there are over 22,000 theater screens in the United States.  Therefore, 450 films per year does not begin to furnish their needs.  The theaters are compelled to show any type of film they can obtain to keep their doors open.





To date, according to statistics published in "Variety" and other trade magazines, independent producers are responsible for 75% of all films made worldwide.  The independent producer has three primary options regarding distribution.  These include (1) the outright sale of the film to a national distributor, (2) the merchandising of the film by the production company itself, or (3) the use of smaller regional sub-distributors who may promote the film in their respective geographic areas.  Distribution of films often relies on all three methods to one degree or another.









Another market, television, can consume nearly every film that has been or is presently being produced.  If each of the three major commercial networks would show only one film per night, they would need over 1,000 films per year.  In the Los Angeles area alone, there are over 10,000 full-length features aired each year.  Of course, many films are repeated several times because there are no new films to replace them.





Because of the great demand created by network, cable and satellite television, these market outlets are often willing to pay for films in advance, or as soon as they are completed in order to guarantee themselves future product.  They will contract with the producers to rent films, and then not show them on the air until 18 months after theatrical distribution.  Besides the networks, there are hundreds of independent television stations that rent through syndication outlets.





Additionally, the world outside of the United States and Canada now accounts for more than 50% of the distributor's revenue for American films.  The most significant foreign revenues come from Europe (including England).  A fair estimate would place 50% of foreign receipts as emanating from this source.





Feature film production has hit all-time highs in recent years. Production starts increase each year.  We believe most of this enormous production surge is due to the increased activity by independent producers, although the "majors" are also increasing production beyond the capacity of their own Hollywood facilities to accommodate these productions.  This
increased production is a tangible indicator that more money is
being spent on production, and that financing is available to
small and medium-sized companies, such as Tamarak, because more
projects are being produced by independents.







Tamarak's Current Operations







Tamarak, if its secures appropriate financing for the
Jacqueline Cochran story, would enter into the production and
distribution process much as outlined above.  We would hire the
production crew, locate sites for filming, enter into agreements
that would provide insurance coverage should mishaps occur and
the production schedule suffer delays, identify channels of
distribution, whether cable, network television, theatrical, or
other, and enter into agreements to effect distribution through
those channels.  Generally, if production financing is located,
additional money for "prints and ads" or advertising and
distribution will also be identified in tandem with the
production funding.







We believe that the Cochran story will fare best on network
TV, as a  4-part miniseries, such that viewer interest can be
developed over several different days, and to allow for a more
complete presentation of the story.  Jacqueline Cochran, was, in
the view of many, the greatest woman flyer who ever lived.
Jacqueline Cochran stands tall in the annals of history, having
attained heights few people would aspire to even in their most
fanciful dreams.











The story of Jacqueline Cochran (which was not her real
birth name) is that of a woman who achieved greatness despite
humble and difficult origins that could have bred despair in a
lesser person.  Orphaned and unwanted, reared in abject poverty
by abusive foster parents, some of Jackie's earliest memories
included an unshakable determination to free herself from the
bonds of poverty.  At eight she was working full time in a mill.
At eleven she was apprenticed to a hairdresser, a trade she came
to love.  At nineteen, fully trained and having selected her name
from a phone book, Jacqueline Cochran set out alone for New York
where she was determined to win her fortune.  By the time she met
and married millionaire Floyd Odlum, Jackie had already begun her
own burgeoning cosmetics business which would ultimately grow to
one of the largest in the nation.





It was to expand her business that Jackie first learned to
fly.  She was a natural at the controls of an airplane and she
became so enamored of flying--and flying fast--that aviation soon
became a major focal point in her life.  If speed flying was a
male-dominated world, then Jacqueline Cochran was the exception.
She stood toe-to-toe with the greatest male pilots without fear
or favor.  Few people realize that she held practically all the
recognized "men's" international speed records for
propeller-driven planes.  And later Jackie went on to set even
more speed and altitude records in jet-propelled planes.  Jackie
Cochran left an indelible mark on the history of aviation.  At
the time of her death in 1980, she held more speed, altitude and
distance records than any other pilot in the world, male or
female.  Her career in aviation spanned over 40 years, beginning
in the 1930's as a racing pilot, continuing through World War II
as founder and head of the WASPs, and culminating in the jet age
when she became the first woman to fly faster than the speed of
sound.

Despite having received only a third-grade formal education,
Jackie became an accomplished journalist.  In that capacity she
watched the surrender of Japanese General Yamashita in the
Philippines at the end of WWII, interviewed another Japanese
general at his base in China before he surrendered and then
returned to Germany for the war trials at Nuremberg.





To display this film on television, we would negotiate for
air time, which we would then own and be responsible for
reselling to advertisers,  or enter into a joint venture with a
network, which would place the burden for locating advertisers
and selling air time to advertisers upon the network.  This
decision will be made in conjunction with the funding source, as
it is dependant upon how much funding is available.  For example,
to secure the television time such that we own the period or time
slot, we would have to pay the network directly, and then resell
the time to advertisers willing to support the Cochran series
because they believe in the potential viewership.  If we do not
desire to spend the money to purchase the time, then we would
partner with the network, giving them a larger interest in the
advertising revenues than they would have had by just selling us
the air time.







Also, we believe that a two-hour movie, extracted from the 4-hour
miniseries, would sell very well in foreign countries where the
miniseries was not aired.  Therefore, a second form of the
product would be produced, the movie, for sale or distribution in
those markets where the miniseries was not shown.   These types
of decisions will be made in the future, at the time that the
opportunities arise.





ITEM 2.  DESCRIPTION OF PROPERTY





The Company
presently maintains an office at 7311 Van Nuys Blvd., Suite 2, Van Nuys, California 07054.  The term of this lease is month to month.  The Company at present owns no production equipment.







ITEM 3.  LEGAL PROCEEDINGS

The Company has no current legal proceedings pending.



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

None.



---



PART II



ITEM 5.  MARKET FOR COMPANY'S COMMON EQUITY AND RELATED
STOCKHOLDER

MATTERS



Market Information



The Company's shares of common stock
began trading on the National Association of Securities Dealers' OTC Bulletin Board under the symbol "TAMK"
in November 2002.  The following table sets forth the range of high and low daily closing prices of the Company's common stock per quarter as provided by NASDAQ Trading and Marketing Services (which reflect inter-dealer prices without retail mark-up, mark-down or commission and may not necessary represent actual transactions).



|               | 2002       | 2001       | 2000      
|-------------- | ---------- | ---------- | ----------
|Common Stock   | High       | Low        | High      
|               |            |            |           
|Quarter Ended: |            |            |           
|February 28    | $5.50      | $3.50      | No Trading
|November 31    | $5.00      | $2.00      | No Trading
|August 30      | No Trading | No Trading | No Trading
|May 31         | No Trading | No Trading | No Trading



Shareholders



As of February 28,
2003, there were approximately 61 shareholders of record, inclusive of those brokerage firms and/or clearing houses holding the Company's common shares in "street name".



Dividend Matters



The Company has not paid or declared any dividends upon its common stock since its inception, and does not contemplate or anticipate paying any dividends in the foreseeable future.  Any future declaration of cash or stock dividends will be at the discretion of the Board of Directors and will depend upon the financial condition, capital requirements, earnings, and liquidity of the Company as well as other factors that the Board of Directors may deem relevant.





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

The following discussion should be read in conjunction with the Company's financial statements and notes thereto included in Item 7 of this Form 10-KSB report.



MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
CONDITION AND RESULTS OF OPERATIONS

For the years ended February 28, 2003 and
2002, we had no
revenues.



For its first project, the Company plans to produce a mini-series based upon the
life and exploits of Jacqueline Cochran, a world-renowned aviatrix. Management
believes that the program will be aired on a major commercial television
network, bringing immediate recognition, visibility and credibility to the
Company. Concurrently, the Company has acquired four screenplays of different
genres that will appeal to a wide audience:



1.
"System of Justice" (Suspense, murder mystery);



2.
"Duster" (Heartwarming personal drama combined with exciting action);



3. "Deadly Innocence" (Contemporary intrigue about murder, greed, toxic waste
and insurance fraud);



4. "King of Diamonds" (Fast paced international jewel caper). We are actively
seeking additional financing to produce any one or all of these projects.



If additional cash
is not raised, either through bank financing, sale of capital stock, or perhaps
a joint venture with funding resources, the Company can not achieve its goal of
producing the Jacqueline Cochran mini-series. The principals have no legal
obligation to advance further funds to the Company to satisfy its capital needs.



The production of
the aforementioned mini-series involves the renting of the necessary equipment
to facilitate the production process. We estimate the production will cost
approximately $3,000,000 for each hour of finished product plus $1,250,000 per
hour for the purchase of air time. The total production budget for the Cochran
series is $12,000,000, plus an additional $5,000,000 if air time is purchased
rather than joint ventured. If no funding commitments are received, sufficient
to cover all of these anticipated costs, production will not commence.



Assuming a funding
commitment, the Company plans to increase its manpower by hiring more employees
to help facilitate the production of the mini-series. This hiring depends on the
amount and timing of the funding necessary to get this project started. The
Company will make those decisions based on its financial capabilities.



The company does
not currently have any external sources of funding, although senior management,
identified in this document under "Item 9", is committed to working without pay
for at least one year.  Mr. Leydton, a creditor and President, has agreed that
his loans to the company will not be called unless the company receives
production funding. If production funding is never received, Mr. Leydton has
agreed to accept additional equity, at the Company's then-book-value price per
share, to extinguish his claims.

---

ITEM 7.  FINANCIAL STATEMENTS



The following financial statements listed in the table below have been prepared in accordance with the requirements of Item 310(a) of Regulation SB (see Item 13).



TAMARAK,  INC.

(A
Company in the Development Stage)

MARCH 16, 2000 TO FEBRUARY 28, 2003



CONTENTS

Page



|ACCOUNTANTS'
    AUDIT REPORT                 | F-1       
|--------------------------------------------- | ----------
|                                              |           
|FINANCIAL
    STATEMENTS                      |           
|                                              |           
|BALANCE SHEET                                 | F-2       
|                                              |           
|STATEMENT OF OPERATIONS                       | F-3       
|                                              |           
|STATEMENT OF CHANGES IN STOCKHOLDERS' DEFICIT | F-4       
|                                              |           
|STATEMENT OF  CASH FLOWS                      | F-5       
|                                              |           
|NOTES TO FINANCIAL STATEMENTS                 | F-6 TO F-9

---

INDEPENDENT AUDITOR'S REPORT





















To the Board of Directors and Stockholders of













Tamarak, Inc. (A Company in the
Development Stage)





In our opinion, the accompanying balance sheet and the related statements of
operations, stockholders' deficit and cash flows present fairly, in all material
respects, the financial position of Tamarak, Inc. (referred to herein as the
"Company") (a Company in development stage) at February 28, 2003 and the
results of operations and cash flows for the years ended February 28, 2002
and 2003 as well as the cumulative statements from inception (March 16,
2000) to February 28, 2003 in conformity with generally accepted accounting
principles.  These financial statements are the responsibility of the Company's
management; our responsibility is to express an opinion on these financial
statements based upon our audit.  We conducted our audit of these statements
in accordance with generally accepted auditing standards which 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, assessing the accounting principles used and
significant estimates made by management, evaluating the overall financial
statement presentation.  We believe that our audit provides a reasonable basis
for the opinion expressed above.











The accompanying financial statements have been prepared assuming that
Tamarak, Inc. (a Company in the development stage) will continue as a going
concern.  As discussed in Note 12 to the financial statements, the Company
has incurred recurring losses and have a working capital and an accumulated
deficit that raise substantial doubt about their ability to continue as a going
concern.  Management's plans in regard to these matters are also described in
Note 12.  The financial statements do not include any adjustments that might
result from the outcome of this uncertainty.













Donald V. Edwards, CPA















Los Angeles, California













June 1, 2003

F-1

---





TAMARAK, INC.

(A
Company in the Development Stage)

BALANCE SHEET

February 28, 2003







































|ASSETS                                                    |          
|--------------------------------------------------------- | ---------
|CURRENT ASSETS                                            |          
|Cash                                                      | $645     
|                                                          |          
|PROPERTY, PLANT AND EQUIPMENT (Note 2)                    |          
|Office furniture and equipment                            | 448      
|Accumulated depreciation                                  | (172)    
|                                                          |          
|Total property, plant and equipment                       | 276      
|                                                          |          
|Total Assets                                              | $921     
|                                                          |          
|LIABILITIES &
    STOCKHOLDERS' DEFICIT                   |          
|CURRENT LIABILITIES                                       |          
|Loan Payable - Officers (Note 3)                          | 19,723   
|                                                          |          
|Total current liabilities                                 | 19,723   
|                                                          |          
|STOCKHOLDERS' DEFICIT (Note 6)                            |          
|Common stock - authorized 50,000,000 shares,              |          
|par value $.001; 21,612,000 shares issued and outstanding | 21,612   
|Paid-in capital                                           | 64,494   
|Deficit accumulated during development stage              | (104,908)
|                                                          |          
|                                                          | (18,802) 
|                                                          |          
|Total Liabilities and Shareholders' Equity                | $921     
|                                                          |          













See accompanying notes and accountants'
report

F-2

---

TAMARAK, INC.

(A
Company in the Development Stage)



STATEMENT OF OPERATIONS

Years ended February 28, 2002 and 2003 and the Period from inception (March 16,
2000) to February 28, 2003



|                                         | For the period from March 1, 2001 through February 28,
    2002 |  | For the period from March 1, 2002 to February 28, 2003 |  | For the period from inception (March 16, 2003) through
    February 28, 2003
|---------------------------------------- | --------------------------------------------------------------- |  | ------------------------------------------------------ |  | ----------------------------------------------------------------------------
|                                         |                                                                 |  |                                                        |  |                                                                             
|Costs and expenses:                      |                                                                 |  |                                                        |  |                                                                             
|Administration                           | $5,000                                                          |  | $23,905                                                |  | $30,307                                                                     
|Auto Expense                             | 590                                                             |  | 3,250                                                  |  | 3,840                                                                       
|Bank Charges                             | -                                                               |  | 282                                                    |  | 282                                                                         
|Cable & Web Services                     | 514                                                             |  | 1,161                                                  |  | 2,069                                                                       
|Depreciation                             | 89                                                              |  | 82                                                     |  | 172                                                                         
|Document Fees                            | 1,409                                                           |  | -                                                      |  | 1,409                                                                       
|Dues & Subscriptions                     | -                                                               |  | -                                                      |  | 5,257                                                                       
|Entertainment                            | 467                                                             |  | 2,002                                                  |  | 2,469                                                                       
|Insurance                                | 722                                                             |  | 219                                                    |  | 1,514                                                                       
|Legal Fees                               | 10,100                                                          |  | 15,913                                                 |  | 26,013                                                                      
|Office Expense                           | 669                                                             |  | 1,212                                                  |  | 2,412                                                                       
|Postage                                  | 246                                                             |  | -                                                      |  | 433                                                                         
|Printing                                 | 210                                                             |  | -                                                      |  | 1,260                                                                       
|Rent                                     | 4,286                                                           |  | 7,482                                                  |  | 16,403                                                                      
|Repairs                                  | -                                                               |  | 152                                                    |  | 152                                                                         
|State Filing Fees                        | 305                                                             |  | 125                                                    |  | 430                                                                         
|Telephone                                | 791                                                             |  | 1,623                                                  |  | 3,713                                                                       
|Transfer Agent                           | 1,350                                                           |  | 3,917                                                  |  | 5,868                                                                       
|Wardrobe                                 | -                                                               |  | 905                                                    |  | 905                                                                         
|                                         |                                                                 |  |                                                        |  |                                                                             
|Net loss                                 | ($26,748)                                                       |  | ($62,230)                                              |  | ($104,908)                                                                  
|                                         |                                                                 |  |                                                        |  |                                                                             
|Earnings per share:                      |                                                                 |  |                                                        |  |                                                                             
|                                         |                                                                 |  |                                                        |  |                                                                             
|Basic:                                   |                                                                 |  |                                                        |  |                                                                             
|Income (loss) from continuing operations | ($26,748)                                                       |  | ($62,230)                                              |  | ($104,908)                                                                  
|Income adjustments                       | -                                                               |  | -                                                      |  | -                                                                           
|                                         |                                                                 |  |                                                        |  |                                                                             
|Net income (loss) from continuing        |                                                                 |  |                                                        |  |                                                                             
|operations attributable to common        |                                                                 |  |                                                        |  |                                                                             
|shares                                   | (26,748)                                                        |  | (62,230)                                               |  | (104,908)                                                                   
|                                         |                                                                 |  |                                                        |  |                                                                             
|Weighted average common shares           |                                                                 |  |                                                        |  |                                                                             
|outstanding                              | 20,000,000                                                      |  | 21,612,000                                             |  | 20,544,796                                                                  
|                                         |                                                                 |  |                                                        |  |                                                                             
|Basic earnings per share from continuing |                                                                 |  |                                                        |  |                                                                             
|operations                               | ($0.01)                                                         |  | ($0.01)                                                |  | ($0.01)                                                                     
|                                         |                                                                 |  |                                                        |  |                                                                             
|Diluted:                                 |                                                                 |  |                                                        |  |                                                                             
|Income (loss) from continuing operations | ($26,748)                                                       |  | ($62,230)                                              |  | ($104,908)                                                                  
|Income adjustments                       | -                                                               |  | -                                                      |  | -                                                                           
|                                         |                                                                 |  |                                                        |  |                                                                             
|Adjusted income from continuing          |                                                                 |  |                                                        |  |                                                                             
|operations                               | (26,748)                                                        |  | (62,230)                                               |  | (104,908)                                                                   
|                                         |                                                                 |  |                                                        |  |                                                                             
|Weighted average common shares           |                                                                 |  |                                                        |  |                                                                             
|outstanding                              | 20,000,000                                                      |  | 21,612,000                                             |  | 20,544,796                                                                  
|                                         |                                                                 |  |                                                        |  |                                                                             
|Dilutive securities                      | -                                                               |  | -                                                      |  | -                                                                           
|                                         |                                                                 |  |                                                        |  |                                                                             
|Adjusted weighted average common         |                                                                 |  |                                                        |  |                                                                             
|shares outstanding                       | 20,000,000                                                      |  | 21,612,000                                             |  | 20,544,796                                                                  
|                                         |                                                                 |  |                                                        |  |                                                                             
|Diluted earnings per share from          |                                                                 |  |                                                        |  |                                                                             
|continuing operations                    | ($0.01)                                                         |  | ($0.01)                                                |  | ($0.01)                                                                     
|                                         |                                                                 |  |                                                        |  |                                                                             

See accompanying notes and accountants'
report.

F-3

---

TAMARAK, INC.

(A
Company in the Development Stage)



STATEMENT OF CHANGES IN STOCKHOLDERS' DEFICIT

For
the Period from inception (March 16, 2000) to February 28, 2003



|                                                                                      | Shares     |  | Common Stock Value (1) Per Share |  | Common Stock |  | Paid-In Capital |  | Deficit Accumulated During Development Stage |  | Total   
|------------------------------------------------------------------------------------- | ---------- |  | -------------------------------- |  | ------------ |  | --------------- |  | -------------------------------------------- |  | --------
|                                                                                      |            |  |                                  |  |              |  |                 |  |                                              |  |         
|Issuance of
    share capital to founders of Tamarak, Inc. for cash on March 16, 2000 | 20,000,000 |  | $0.001                           |  | $20,000      |  | $2,986          |  | $             
    -                         |  | $22,986 
|                                                                                      |            |  |                                  |  |              |  |                 |  |                                              |  |         
|Net loss
    for the period ending February 28, 2001                                  | -          |  | -                                |  | -            |  | -               |  | (15,930)                                     |  | (15,930)
|                                                                                      |            |  |                                  |  |              |  |                 |  |                                              |  |         
|Balances at
    February 28, 2001                                                     | 20,000,000 |  | 0.001                            |  | 20,000       |  | 2,986           |  | (15,930)                                     |  | 7,056   
|                                                                                      |            |  |                                  |  |              |  |                 |  |                                              |  |         
|Net loss
    for the period ending February 28, 2002                                  | -          |  | -                                |  | -            |  | -               |  | (26,748)                                     |  | (26,748)
|                                                                                      |            |  |                                  |  |              |  |                 |  |                                              |  |         
|Balances at
    February 28, 2002                                                     | 20,000,000 |  | 0.001                            |  | 20,000       |  | 2,986           |  | (42,678)                                     |  | (19,692)
|                                                                                      |            |  |                                  |  |              |  |                 |  |                                              |  |         
|Issuance of
    share capital for cash on March 1, 2002                               | 1,612,000  |  | 0.04                             |  | 1,612        |  | 61,508          |  | -                                            |  | 63,120  
|                                                                                      |            |  |                                  |  |              |  |                 |  |                                              |  |         
|Net loss
    for the period ending February 28, 2003                                  | -          |  | -                                |  | -            |  | -               |  | (62,230)                                     |  | (62,230)
|                                                                                      |            |  |                                  |  |              |  |                 |  |                                              |  |         
|Balances at
    February 28, 2003                                                     | 21,612,000 |  | 0.004                            |  | 21,612       |  | 64,494          |  | (104,908)                                    |  | (18,802)
|                                                                                      |            |  |                                  |  |              |  |                 |  |                                              |  |         

(1)    This Value is rounded to the nearest
thousandth

See accompanying notes and auditors' report.

F-4

---

TAMARAK, INC.

(A
Company in the Development Stage)



STATEMENT OF CASH FLOWS

Years ended February 28, 2002 and 2003 and the Period from inception (March 16,
2000) to February 28, 2003



|                                              | For the period from March 1, 2001 through February 28,
    2002 |  | For the period from March 1, 2002 to February 28, 2003 |  | For the period from inception (March 16, 2003) through
    February 28, 2003
|--------------------------------------------- | --------------------------------------------------------------- |  | ------------------------------------------------------ |  | ----------------------------------------------------------------------------
|                                              |                                                                 |  |                                                        |  |                                                                             
|Cash flows from
    operating activities      |                                                                 |  |                                                        |  |                                                                             
|Net loss                                      | ($26,748)                                                       |  | ($62,230)                                              |  | ($104,908)                                                                  
|Adjustments to reconcile net loss to net cash |                                                                 |  |                                                        |  |                                                                             
|used by operating activities:                 |                                                                 |  |                                                        |  |                                                                             
|Depreciation                                  | 87                                                              |  | 82                                                     |  | 172                                                                         
|Increase in other assets                      | -                                                               |  | -                                                      |  | (6,610)                                                                     
|Decrease in other assets                      | 6,609                                                           |  | -                                                      |  | 6,609                                                                       
|                                              |                                                                 |  |                                                        |  |                                                                             
|Net cash used in operating activities         | ($20,052)                                                       |  | ($62,148)                                              |  | ($104,737)                                                                  
|                                              |                                                                 |  |                                                        |  |                                                                             
|Cash flows from
    investing activities:     |                                                                 |  |                                                        |  |                                                                             
|Purchase of equipment                         | -                                                               |  | -                                                      |  | (448)                                                                       
|                                              |                                                                 |  |                                                        |  |                                                                             
|Net cash used in investing activities         | -                                                               |  | -                                                      |  | (448)                                                                       
|                                              |                                                                 |  |                                                        |  |                                                                             
|Cash flows from
    financing activities      |                                                                 |  |                                                        |  |                                                                             
|Proceeds from issuance of stock subscription  |                                                                 |  |                                                        |  |                                                                             
|receivable                                    | $6,250                                                          |  | ($6,250)                                               |  | -                                                                           
|Proceeds from officer loan                    | 19,623                                                          |  | 100                                                    |  | 19,723                                                                      
|Contribution of capital                       | -                                                               |  | 63,121                                                 |  | 86,107                                                                      
|                                              |                                                                 |  |                                                        |  |                                                                             
|Net cash provided by financing activities     | $25,873                                                         |  | $56,971                                                |  | $105,830                                                                    
|                                              |                                                                 |  |                                                        |  |                                                                             
|Net increase (decrease)
    in cash           | $5,822                                                          |  | ($5,177)                                               |  | $645                                                                        
|Cash, beginning of
    period                 | -                                                               |  | $5,822                                                 |  | -                                                                           
|                                              |                                                                 |  |                                                        |  |                                                                             
|Cash, end of period                           | $5,822                                                          |  | $645                                                   |  | $645                                                                        
|                                              |                                                                 |  |                                                        |  |                                                                             

See accompanying notes and accountants'
report.

F-5

---

TAMARAK, INC.

(A Company in the Development Stage)



NOTED TO THE FINANCIAL STATEMENTS

For the Period from March 16, 2000 to February 28, 2003





1.    DEVELOPMENT STAGE COMPANY







Tamarak Inc., a development stage company that incorporated on March 16,
2000, is engaged in the development of theatrical and television films.  The
Company has no significant revenues from its principle operations.  The
Company is currently engaged in acquiring the necessary financing for the
production of major motion pictures and a network television mini-series.



























2.    SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES















Use of Estimates



















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
contingencies at the date of the financial statements and the reported amounts of
revenues and expenses during the reporting period.  Actual results could differ
from those estimates.



































Cash













The Company maintains its cash balances in two financial institutions located in
Los Angeles, California.  The balances are insured by the Federal Deposit
Insurance Corporation up to $100,000.  The Company has no cash balances at
risk as of February 28, 2003.























Property and Equipment











Property and equipment are stated at cost.  Depreciation is calculated using the
straight-line method for financial statement purposes over the estimated useful
lives of assets.  The estimated useful lives of the property and equipment is five
years.



F-6

---

















TAMARAK, INC.

(A Company in the Development Stage)



NOTED TO THE FINANCIAL STATEMENTS

For the Period from March 16, 2000 to February 28, 2003































3.    RELATED PARTY TRANSACTIONS

































As of February 28, 2003, A.J. Leydton, President and CEO of Tamarak, Inc., had
made a loan to the Company.  The loan is unsecured, non-interest bearing and
without a stated maturity date.

























4.    SCRIPTS

































The principal assets of the company are four, major motion picture screenplays
originally written by A.J. Leydton and Frank Stewart.  They sold the scripts to
Aquila Communications, Inc. in 1992. Three of the scripts have been registered
with copyrights. The sales had stipulations that provided for the rights to revert
back to Mr. Leydton and Mr. Stewart if Aquila Communications failed to produce
the scripts within five years.  In 1997, these script rights reverted back to Mr.
Leydton and Mr. Stewart.  In March of 2000, the scripts were contributed to
Tamarak, Inc. for the purpose of producing them into full feature length movies.
While the scripts have no assigned value for GAAP (Topic 5G of the Staff
Accounting Bulletins (SAB 48)) purposes, the company intends to produce them
upon receipt of appropriate financing.















































5.    JACQUELINE COCHRANE STORY































The principal members of management have been developing a mini-series
entitled the "Jacqueline Cochrane Story" for several years. While the mini-series
has no assigned value for GAAP (Topic 5G of the Staff Accounting Bulletins
(SAB 48)) purposes, the management believes the project remains viable and
production will commence once financing has been secured.











































6.    EQUITY

































The Company's authorized capital stock consists of 50,000,000 shares of
Common Stock with a $.001 par value.  As of February 28, 2003, the Company
has outstanding 21,612,000 shares of its Common Stock.  Holders of the
Company's Common Stock are entitled to receive dividends when declared by the
Board of Directors out of funds legally available for distribution.  Any such
dividends may be paid in cash, property or shares of the Company common stock.
No such dividends have been paid during the company's operating history.  Of
the 21,612,000 shares of common stock currently outstanding, 20,000,000 are
considered "restricted securities" as that term is defined under Rule 144
promulgated under the Securities Act of 1933, as amended, in that such shares
were issued and sold by the Company without registration, as private transactions
not involving a public offering.



F-7

---

















TAMARAK, INC.

(A Company in the Development Stage)



NOTED TO THE FINANCIAL STATEMENTS

For the Period from March 16, 2000 to February 28, 2003























7.    INCOME TAXES

































The Company has incurred no income tax expenses since inception.  Presently,
the Company has a $104,908 Tax Net Operating Loss Carry-Forward available
from its first three years of operation.  $15,930 of The Net Operating Loss was
generated during the operating period from March 16, 2000 to February 28, 2001
while $26,748 of the Carry-Forward was generated during the operating period
from March 1, 2001 to February 28, 2002 and finally $62,230 of the Carry-Forward was generated during the operating period from March 1, 2002 to
February 28, 2003.  The Carry-Forwards are available to offset future income for
a period of time not to exceed twenty years.

























8.
LEASES





















The Company currently rents office space in Van Nuys, California.  The monthly
rental payments are currently $500 per month.  The term of the lease is currently
month-to-month, as Tamarak, Inc., has an oral agreement to make monthly rental
payments for an indefinite period of time.

























9.
CHANGE IN ACCOUNTANTS

































In January 2003, we decided to replace Gaytan, Kallman & Company, LLP with
Donald V. Edwards, CPA as our independent public accountant to audit our
financial statements for the period from March 16, 2000 (inception) through
February 28, 2003 and for the years ended February 28, 2002 and 2001.  The
decision to change independent public accountants from Gaytan, Kallman &
Company, LLP, CPA's to Donald V. Edwards, CPA was approved by the board
of directors.























We believe, and have been advised by Gaytan, Kallman & Company, LLP
that it concurs in our belief, that, for the period from March 16, 2000 (inception)
through August 31, 2002, we and Gaytan, Kallman & Company, LLP did not
have any disagreement on any matter of accounting principles or practices,
financial statement disclosure or auditing scope or procedure, which
disagreement, if not resolved to the satisfaction of Gaytan, Kallman & Company,
LLP would have caused it to make reference in connection with its report on our
financial statements to the subject matter of the disagreement.













































The report of Gaytan, Kallman & Company, LLP on our financial statements for
the period from March 16, 2000 (inception) to February 28, 2002 did not contain
an adverse opinion or a disclaimer of opinion, and was not qualified or modified
as to uncertainty, audit scope or accounting principles.  During that period there
were no ‘reportable events' within the meaning of Item 304(a)(1)(v) of
Regulation S-K promulgated under the Securities Act.



F-8

---













TAMARAK, INC.

(A Company in the Development Stage)



NOTED TO THE FINANCIAL STATEMENTS

For the Period from March 16, 2000 to February 28, 2003















































10.    COMMENCEMENT OF STOCK TRADING





















In November 2002 the company's unrestricted common stock began trading on
the NASDAQ stock exchange with the ticker symbol (TAMK).  The company's
1,612,000 shares of unrestricted common stock are currently available for trading
on the NASDAQ.



































11.
GOING CONCERN DISCUSSION

































The company has been unable to acquire the appropriate financing necessary to
begin principal operations.  Simultaneously, the company has diminished its
working capital where it is doubtful that the Company will be able to carryout
further development stage activities.  Management is currently trying to secure a
line of credit with a financial institution in order to satisfy the working capital
needs for the next six months; however, no line of credit is currently available to
the company.  While the company's stock is currently trading on the NASDAQ,
no equity investors have surfaced to allow the company to continue its
development stage activities.  The current lack of access to working capital has
put a substantial doubt about the Company's ability to carryout further
development stage activities.



















12.    EARNINGS PER SHARE



The following table sets forth the
computation of earnings per share and earnings per share assuming dilution:



|                                                | March 1, 2001 to February 28, 2002 |  | March 1, 2002 to February 28, 2003 |  | March 16, 2000 to February 28, 2003
|----------------------------------------------- | ---------------------------------- |  | ---------------------------------- |  | -----------------------------------
|Numerator:                                      |                                    |  |                                    |  |                                    
|Net income, earnings per share and earnings per |                                    |  |                                    |  |                                    
|share assuming dilution                         | ($26,748)                          |  | ($62,230)                          |  | ($104,908)                         
|                                                |                                    |  |                                    |  |                                    
|Denominator:                                    |                                    |  |                                    |  |                                    
|Denominator for earnings per Share - weighted   |                                    |  |                                    |  |                                    
|average shares outstanding                      | 20,000,000                         |  | 21,612,000                         |  | 20,544,796                         
|                                                |                                    |  |                                    |  |                                    
|Effect of dilutive securities                   | -                                  |  | -                                  |  | -                                  
|                                                |                                    |  |                                    |  |                                    
|Denominator for earnings per share - Assuming   |                                    |  |                                    |  |                                    
|dilution - adjusted weighted average shares     |                                    |  |                                    |  |                                    
|outstanding                                     | 20,000,000                         |  | 21,612,000                         |  | 20,544,796                         
|                                                |                                    |  |                                    |  |                                    
|Earnings per share                              | ($0.01)                            |  | ($0.01)                            |  | ($0.01)                            
|                                                |                                    |  |                                    |  |                                    
|Earnings per share -
    assuming dilution      | ($0.01)                            |  | ($0.01)                            |  | ($0.01)                            
|                                                |                                    |  |                                    |  |                                    









F-9

---













ITEM 8.  CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING

AND FINANCIAL DISCLOSURE



In January 2003, we decided to replace Gaytan, Kallman & Company, LLP with
Donald V. Edwards, CPA as our independent public accountant to audit our
financial statements for the period from March 16, 2000 (inception) through
February 28, 2003 and for the years ended February 28, 2002 and 2001.  The
decision to change independent public accountants from Gaytan, Kallman &
Company, LLP, CPA's to Donald V. Edwards, CPA was approved by the board
of directors.























We believe, and have been advised by Gaytan, Kallman & Company, LLP that it
concurs in such belief, that, for the period from March 16, 2000 (inception)
through August 31, 2002, we and Gaytan, Kallman & Company, LLP did not
have any disagreement on any matter of accounting principles or practices,
financial statement disclosure or auditing scope or procedure, which
disagreement, if not resolved to the satisfaction of Gaytan, Kallman & Company,
LLP would have caused it to make reference in connection with its report on our
financial statements to the subject matter of the disagreement.













































The report of Gaytan, Kallman & Company, LLP on our financial statements for
the period from March 16, 2000 (inception) to February 28, 2002 did not contain
an adverse opinion or a disclaimer of opinion, and was not qualified or modified
as to uncertainty, audit scope or accounting principles.  During that period there
were no ‘reportable events' within the meaning of Item 304(a)(1)(v) of
Regulation S-K promulgated under the Securities Act.





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

COMPLIANCE WITH SECTION 16(A) OF THE EXCHANGE ACT



The following table
sets forth certain information concerning the current directors and executive
officers of the Company:



|Name          | Age | Position                   
|------------- | --- | ---------------------------
|A.J. Leydton  | 69  | President/CEO/Director     
|Frank Stewart | 55  | Vice-President/COO/Director
|David Nagy    | 47  | Secretary/Director         





A.J. Leydton, 69, President, CEO and Director of Tamarak, was born in New York City.  He attended St. John's University where





he majored in accounting.  Upon graduation he was awarded the degree of Bachelor of Business Administration.  He went on to law school and received a Juris Doctor degree from New York Law School.







In 1967 he joined the national C.P.A. firm of Seidman & Seidman as the administrative principal of their Beverly Hills tax department.  He was also the firm's leading tax advocate.  In 1974 he left Seidman & Seidman to form his own tax practice.  During his professional career he received many academic and achievement awards.





Mr. Leydton's introduction to the motion picture industry came indirectly as a result of a tax case with which he was involved.  In 1978 he left private practice to become president of an independent motion picture production company, Suncrest Cinema, Inc.





His first production was The Last Word, directed by Roy Bolting and featuring Richard Harris, Karen Black and Martin Landau.  The following year he produced The Hungry Edge, directed by Ted Post and featuring Rita Moreno.  Other films include The Palermo Affair and Two Guys From Space with Chevy Chase.  Leydton also wrote and produced the award-winning documentary "We Served on behalf of The United Way."





In 1981, Leydton left the production company (Suncrest Cinema) and formed his own company, Tamarak Films, Inc.





Frank Stewart, 55, is the Vice President, Chief Operating Officer and Director of Tamarak.  He brings to the Company his many years of extensive experience in film, television and theatrical writing, development and production.  From 1986 to the present, Mr. Stewart has been involved in writing, development and pre-production work for Tamarak Films International.  From 1978 to 1988, he was involved in  writing, development and pre-production consulting for independent production companies in Texas, where his films included Vanishing Breed, The Return Of The Virginian, On The Road Again, Resurrection, The Big Brawl and Once Upon A Spy.  Prior to that, Mr. Stewart taught screenwriting at USC and at the University of Texas, Austin.







Mr. Stewart's current feature film projects (in development) include System of Justice, Duster, King Of Diamonds and Deadly Innocence.  His current television projects (in development) include The Jacqueline Cochran Story and The Pittman Files.  Mr. Stewart has a published novel, River Rising: A Cherokee Odyssey (Wohali Press: 1998).





Mr. Stewart attended the University Of Southern California School of Communications, where he received an M.F.A. degree in Film Production (Writing and Directing).  Mr. Stewart also attended St. Mary's University in San Antonio, Texas, where he received a Master's degree in English Literature, as well as Stephen F. Austin University in Nacogdoches, Texas, where he received a B.A. degree in English and German and a B.F.A. in art.







David Nagy, 47, is the Secretary, General Counsel and Compliance officer of Tamarak, Inc.  Mr. Nagy is an attorney admitted to practice law in the State of California.  He received his J.D. from Hastings College of the Law in 1993 and became an associate at the firm of Keil & Weinkauf in Washington, DC, the same year, focusing on intellectual property law.  In 1996, he started his own practice specializing in entertainment and intellectual property law, representing production companies, music publishers, composers and musicians.  Mr. Nagy is fluent in German and Danish.





None of the officers or directors has, in the last 10 years, been involved in a bankruptcy, criminal conviction, or subject to any order, judgment or decree, not subsequently reversed, suspended or vacated of any court of competent jurisdiction, permanently or temporarily enjoining, barring, suspending or otherwise limiting his involvement in any type of business, securities or banking activities, or has been found to be guilty of any securities laws infractions.





(b)  There are no significant employees who are not described as executives above, and there are no family relationships among directors, executive officers or any nominees to these positions.





Compliance with Section 16 of The Securities Exchange Act of 1934



To the
Company's knowledge, based on a review of such materials as are required by the
SEC, no officer, director, or beneficial holder of more than five percent of the
Company's issued and outstanding shares of common stock has filed with the SEC
any form or report required to be so filed pursuant to section 16(a) of the
Securities Exchange Act of 1934 during the fiscal year ended February 28, 2003 or prior thereto (see Item 11 for a list of the Company's officers, directors and beneficial holders of more than five percent of the Company's issued and outstanding shares of common stock).

Based solely on a review of such materials as is required by the SEC, the Company is not aware of any transactions that were not reported.





ITEM 10.  EXECUTIVE COMPENSATION



The following table sets forth the
compensation paid during the fiscal year ended February 28, 2003, to the
Company's Chief Executive Officer and each of the Company's officers and
directors.



|Name and Principal Position                    | Year                               | Annual Compensation       | Long-term Compensation | All Other Compensation
|---------------------------------------------- | ---------------------------------- | ------------------------- | ---------------------- | ----------------------
|Salary                                         | Bonus                              | Other Annual Compensation | Awards                 | Payouts               
|Restricted Stock Award(s)                      | Securities Underlying Options/SARs | LTIP Payouts             
|                                               |                                    |                           |                        |                       
|A.J. Leydton,
    President/CEO/Director       | 2000                               | 0                         | 0                      | 0                     
|2001                                           | 0                                  | 0                         | 0                      | 0                     
|2002                                           | 0                                  | 0                         | 0                      | 0                     
|                                               |                                    |                           |                        |                       
|Frank Stewart,
    Vice-President/COO/Director | 2000                               | 0                         | 0                      | 0                     
|2001                                           | 0                                  | 0                         | 0                      | 0                     
|2002                                           | 0                                  | 0                         | 0                      | 0                     
|                                               |                                    |                           |                        |                       
|David Nagy, Secretary                          | 2000                               | 0                         | 0                      | 0                     
|2001                                           | 0                                  | 0                         | 0                      | 0                     
|2002                                           | 0                                  | 0                         | 0                      | 0                     





ITEM 11.  SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND

MANAGEMENT



The persons set forth on the chart below are known to the Company to be the beneficial owners of more than five percent of
the Company's outstanding voting common stock as of February 28, 2003.  Information concerning the number and percentage of shares of voting common stock of the Company owned on record and beneficially by management is set forth on the chart below:



|Name and Address of
    beneficial owner                                   | Shares of Common Stock
    beneficially owned | Percent of Common Stock
    owned (1)
|-------------------------------------------------------------------------- | --------------------------------------------- | -------------------------------------
|A.J. Leydton
    7311 Van Nuys
    Blvd., Ste. 2Van Nuys, California       | 15,645,500                                    | 72.39%                               
|Frank Stewart
    7311 Van Nuys Blvd., Ste. 2
    Van Nuys,
    California | 2,493,500                                     | 11.54%                               
|Total                                                                      | 18,139,000                                    | 83.93%                               

Note: Based
on 21,612,000 shares outstanding as of February 28, 2003.















The table below
lists all Directors and Executive Officers who beneficially own the Registrant's
voting securities and the amount of the Registrant's voting securities owned by
the Directors and Executive Officers as a group, as of February 28, 2003.









Shareholdings of Directors and Executive Officers









|Title of Class | Name of Beneficial Owner | Amount & Nature of
    Beneficial
    Ownership | Percent of Class
|-------------- | ------------------------ | ----------------------------------------------- | ----------------
|Common         | A.J.
    Leydton         | 15,645,500                                      | 72.39%          
|Common         | Frank
    Stewart        | 2,493,500                                       | 11.54%          
|Common         | David
    Nagy           | 10,000                                          | 0.00%           
|Total          |                          | 18,149,000                                      | 83.93%          





(1) Percentage of ownership is based on
21,612,000 shares of Common Stock issued and outstanding as of February 28,
2003.





ITEM 12.    CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS



There have been no
transactions since March 16, 2000 (Date of Inception) through March 31, 2003, 
which have materially affected or will materially affect the Company in which
any Director, Executive Officer, or beneficial holder of more than 10% of the
outstanding common stock, or any of their respective relatives, spouses,
associates or affiliates has had or will have any direct or material indirect
interest.



ITEM 13.    EXHIBITS AND REPORTS ON FORM 8-K



Exhibits



99.1 - Certifications
in Accordance with Section 906 of the Sarbanes-Oxley Act of 2002

A
copy of any of the exhibits listed or referred to above will be furnished at a
reasonable cost to any person who was a shareholder of the Company on February
28, 2003 upon receipt from any such person of written request for any such exhibit.  Such request should be sent to the Company with the attention directed to the Corporate Secretary.



Reports on Form 8-K



None.

SIGNATURES

In accordance with the requirements of the Exchange Act, the registrant
has duly caused this report to be signed on its behalf by the undersigned as duly
authorized.



Tamarak, Inc.

(Registrant)



/s/ A.J. Leydton

A.J.
Leydton

CEO & Chairman



/s/ Frank Stewart

Frank Stewart

Vice-President/COO



/s/ David Nagy

David Nagy

Secretary

Dated: June 17,
2003

---

Exhibit 99.1

CERTIFICATION PURSUANT TO 18 U.S.C. SECTION 1350, AS ADOPTED
PURSUANT TO SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002
In connection with the Annual Report of Tamarak, Inc. (the
"Company") on Form 10-KSB for the year ending February 28, 2003, as filed
with the Securities and Exchange Commission on the date hereof (the
"Report'), I, A.J. Leydton, CEO and Chairman of the Company,
certify, pursuant to 18 U.S.C. Section 1350, as adopted pursuant to
Section 906 of the Sarbanes-Oxley Act of 2002, that, to the best of my
knowledge and belief:
(1) The report fully complies with the requirements of Section
13(a) or 15(d) of the Securities Exchange Act of 1934; and
(2) The information contained in the Report fairly presents, in
all material respects, the financial condition and result of operations of
the Company./s/ A.J. Leydton
Chief Executive Officer

Dated: June 17, 2003



|Pursuant to the
    requirements of Rule 13a-14 of the Securities Exchange Act of 1934, as
    amended, A.J. Leydton provides the following certification.
         I, A.J. Leydton, President, CEO and Director
    of Tamarak, Inc. ("Company"), certify that:
|----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|1.                                                                                                                                                                                                                                                              
|2.                                                                                                                                                                                                                                                              
|3.                                                                                                                                                                                                                                                              
|4.                                                                                                                                                                                                                                                              
|5.                                                                                                                                                                                                                                                              

|a.     | All significant
    deficiencies in the design or operation of internal controls which could
    adversely affect the Company's ability to record, process, summarize and
    report financial data and have identified for the Company's auditors any
    material weaknesses in internal controls, and                                                  
|------ | ----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|      
|b.     | Any fraud, whether or
    not material, that involves management or other employees who have a
    significant role in the Company's internal controls; and                                                                                                                                                                                               
|      
|**6.** | I have indicated in this
    annual report whether or not there were
    significant changes in internal controls or in other factors that could
    significantly affect internal controls subsequent to the date of my most
    recent evaluation, including any corrective actions with regard to
    significant deficiencies and material weaknesses.
|       |                                                                                                                                                                                                                                                                                                                                                           

|Date: June 17,
    2003 | /s/ A.J. Leydton                        
|----------------------- | ----------------------------------------
|                        | A.J. Leydton,  President, CEO & Director

---



CERTIFICATION PURSUANT TO 18 U.S.C. SECTION 1350, AS ADOPTED
PURSUANT TO SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002
In connection with the Annual Report of Tamarak, Inc. (the "Company") on Form
10-KSB for the year ending February 28, 2003, as filed
with the Securities and Exchange Commission on the date hereof (the
"Report'), I, Frank Stewart, Vice-President, COO and Director of the Company,
certify, pursuant to 18 U.S.C. Section 1350, as adopted pursuant to
Section 906 of the Sarbanes-Oxley Act of 2002, that, to the best of my
knowledge and belief:
(1) The report fully complies with the requirements of Section
13(a) or 15(d) of the Securities Exchange Act of 1934; and
(2) The information contained in the Report fairly presents, in
all material respects, the financial condition and result of operations of
the Company./s/ Frank Stewart
Chief Operating Officer

Dated: June 17, 2003



|Pursuant to the
    requirements of Rule 13a-14 of the Securities Exchange Act of 1934, as
    amended, Frank Stewart provides the following certification.
         I, Frank Stewart, Vice-President, COO and
    Director of Tamarak, Inc. ("Company"), certify that:
|-----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|1.                                                                                                                                                                                                                                                                     
|2.                                                                                                                                                                                                                                                                     
|3.                                                                                                                                                                                                                                                                     
|4.                                                                                                                                                                                                                                                                     
|5.                                                                                                                                                                                                                                                                     

|a.     | All significant
    deficiencies in the design or operation of internal controls which could
    adversely affect the Company's ability to record, process, summarize and
    report financial data and have identified for the Company's auditors any
    material weaknesses in internal controls, and                                                  
|------ | ----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|      
|b.     | Any fraud, whether or
    not material, that involves management or other employees who have a
    significant role in the Company's internal controls; and                                                                                                                                                                                               
|      
|**6.** | I have indicated in this
    annual report whether or not there were
    significant changes in internal controls or in other factors that could
    significantly affect internal controls subsequent to the date of my most
    recent evaluation, including any corrective actions with regard to
    significant deficiencies and material weaknesses.
|       |                                                                                                                                                                                                                                                                                                                                                           

|Date: June 17,
    2003 | /s/ Frank Stewart                             
|----------------------- | ----------------------------------------------
|                        | Frank Stewart,  Vice-President, COO & Director

---

CERTIFICATION PURSUANT TO 18 U.S.C. SECTION 1350, AS ADOPTED
PURSUANT TO SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002
In connection with the Annual Report of Tamarak, Inc. (the
"Company") on Form 10-KSB for the year ending February 28, 2003, as filed
with the Securities and Exchange Commission on the date hereof (the
"Report'), I, David Nagy, Secretary of the Company,
certify, pursuant to 18 U.S.C. Section 1350, as adopted pursuant to
Section 906 of the Sarbanes-Oxley Act of 2002, that, to the best of my
knowledge and belief:
(1) The report fully complies with the requirements of Section
13(a) or 15(d) of the Securities Exchange Act of 1934; and
(2) The information contained in the Report fairly presents, in
all material respects, the financial condition and result of operations of
the Company./s/ David Nagy
Secretary

Dated: June 17, 2003



|Pursuant to the
    requirements of Rule 13a-14 of the Securities Exchange Act of 1934, as
    amended, David Nagy provides the following certification.
         I, David Nagy, President, Secretary of Tamarak,
    Inc. ("Company"), certify that:
|-----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|1.                                                                                                                                                                                                                                                   
|2.                                                                                                                                                                                                                                                   
|3.                                                                                                                                                                                                                                                   
|4.                                                                                                                                                                                                                                                   
|5.                                                                                                                                                                                                                                                   

|a.     | All significant
    deficiencies in the design or operation of internal controls which could
    adversely affect the Company's ability to record, process, summarize and
    report financial data and have identified for the Company's auditors any
    material weaknesses in internal controls, and                                                  
|------ | ----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|      
|b.     | Any fraud, whether or
    not material, that involves management or other employees who have a
    significant role in the Company's internal controls; and                                                                                                                                                                                               
|      
|**6.** | I have indicated in this
    annual report whether or not there were
    significant changes in internal controls or in other factors that could
    significantly affect internal controls subsequent to the date of my most
    recent evaluation, including any corrective actions with regard to
    significant deficiencies and material weaknesses.
|       |                                                                                                                                                                                                                                                                                                                                                           

|Date: June 17,
    2003 | /s/ David Nagy        
|----------------------- | ----------------------
|                        | David Nagy,  Secretary