UNITED STATES
                    SECURITIES AND EXCHANGE COMMISSION
                          Washington, D.C.  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 December 31, 2003

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

     For the transition period from ________ to __________

          Commission File Number: 0-31165

                          CYGNI INVESTMENTS, INC.
            (Exact name of Registrant as specified in charter)

NEVADA                                            88-0442584
State or other jurisdiction of                    I.R.S. Employer I.D. No.
incorporation or organization

170 NEWPORT CENTER DRIVE, SUITE 220, NEWPORT BEACH, CA      92660
(Address of principal executive offices)                    (Zip Code)

Issuer's telephone number, including area code:  (949) 644-0095

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

Securities registered pursuant to Section 12(g) of the Act:  Common Stock,
Par Value $.001

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

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

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

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The aggregate market value of the voting stock held by non-affiliates of
the registrant (801,000 shares) as of March 25, 2004, was $801, computed by
reference to the price at which the stock was originally sold by the
registrant.  The aggregate market value of the voting stock held by non-
affiliates of the registrant computed by using the closing sale price has
been indeterminable within the past 60 days since there was no public
market for the stock during that period.

State the number of shares outstanding of each of the Issuer's classes of
common equity as of the latest practicable date:  At March 25, 2004, there
were 1,000,000 shares of the Registrant's Common Stock outstanding.

Documents Incorporated by Reference:  None

                                  PART I

                     ITEM 1.  DESCRIPTION OF BUSINESS

History and Organization

     Cygni Investments, Inc. (the "Company") was incorporated under the
laws of the State of Nevada on November 17, 1999.  The Company has
conducted no activities since its inception except in connection with the
filing of a registration statement on Form 10-SB on July 26, 2000.  The
registration statement became effective on September 24, 2000.

Proposed Business

     The Company is seeking potential business acquisitions or
opportunities to enter into in an effort to commence business operations.
The Company does not propose to restrict its search for a business
opportunity to any particular industry or geographical area and may,
therefore, engage in essentially any business in any industry.  The Company
has unrestricted discretion in seeking and participating in a business
opportunity.

     The Company's Board of Directors, which consists of a single
individual, Carl T. Suter, shall make the initial determination whether to
complete any such venture; however, the Board of Directors may submit final
approval of any proposed transaction to the shareholders.  In connection
with such approval by the shareholders, the Company intends to provide
disclosure documentation to its shareholders as required under Section 14
of the Securities Exchange Act of 1934, and the rules and regulations
promulgated thereunder.

     The selection of a business opportunity in which to participate is
complex and risky.  Additionally, as the Company has only limited resources
available to it, it may be difficult to find good opportunities.  There can
be no assurance that the Company will be able to identify and acquire any
business opportunity based on management's business judgment.

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<PAGE>

     The Company has begun negotiations with potential business ventures,
but has not entered into any definitive agreement or arrangement.
Management decided to file its Registration Statement on a voluntary basis
before seeking a business venture.  Management believes that being a
reporting company may increase the likelihood that existing business
ventures may be willing to negotiate with the Company.  The Company also
intends to seek quotation of its Common Stock on the Pink Sheets or the OTC
Bulletin Board.  In order to have stock quoted on the OTC Bulletin Board, a
company must be subject to the reporting requirements of the 1934 Act,
either by virtue of filing a registration statement on Form 10 or Form 10-SB,
or by filing a registration statement under the 1933 Act.  The Company
anticipates that it would voluntarily file periodic reports with the
Securities and Exchange Commission, in the event its obligation to file
such reports is terminated under the Securities Exchange Act of 1934, if
the Common Stock of the Company were quoted on the OTC Bulletin Board.

     In connection with the application for quotation of the Company's
Common Stock on the Pink Sheets or the OTC Bulletin Board, management
intends to seek a broker-dealer to become the initial market maker for the
Company's Common Stock and to submit the application to the Pink Sheets or
the OTC Bulletin Board.  There have been no preliminary discussions or
understandings between the Company, or anyone acting on its behalf, and any
market maker regarding such application or the participation of any such
market maker in the future trading market for the Company's Common Stock.
Management intends to contact broker-dealers who make markets in Pink Sheet
or Bulletin Board companies until one agrees to make the application.
There is no assurance that the Company will be successful in locating such
a broker-dealer, or that the application, if submitted, would be approved.
The Company does not intend to use outside consultants to obtain market
makers.  In addition, the Company does not intend to use any of its
shareholders to obtain market makers.

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

      Regardless, the results of operations of any specific entity may not
necessarily be indicative of what may occur in the future, by reason of
changing market strategies, plant or product expansion, changes in product
emphasis, future management personnel and changes in  innumerable other
factors.  Further, in the case of a new business venture or one that is in
a research and development stage, the risks will be substantial, and there
will be no objective

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criteria to examine the effectiveness or the abilities of its management or
its business objectives.  Also, a firm market for its products or services
may yet need to be established, and with no past track record, the
profitability of any such entity will be unproven and cannot be predicted
with any certainty.

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

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

     The Company's director and executive officers have not used any
particular consultants, advisors or finders on a regular basis to locate
potential business opportunities.

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

     Although it currently has no plans to do so, depending on the nature
and extent of services rendered, the Company may compensate members of
management in the future for services that they may perform for the
Company.  Because the Company currently has extremely limited resources,
and is unlikely to have any significant resources until it has completed a
merger or acquisition, management expects that any such compensation would
take the form of an issuance of the Company's stock to these persons; this
would have the effect of further diluting the holdings of the Company's
other stockholders.  However, due to the minimal amount of time devoted to
management by any person other than the Company's current sole director and
executive officers, there are no preliminary agreements or understandings
with respect to management compensation.  Although it is not prohibited by
statute or its Articles of Incorporation, the Company has no plans to
borrow funds and use the proceeds to make payment to its management,
promoters or affiliates.

                                     4
<PAGE>

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

     The activities of the Company are subject to several significant risks
which arise primarily as a result of the fact that the Company has no
specific business and may acquire or participate in a business opportunity
based on the decision of management, subject to the approval of the
Company's shareholders.  The risks faced by the Company are further
increased as a result of its lack of resources and its inability to provide
a prospective business opportunity with significant capital.

     The Company has had no employees since its inception and does not
intend to employ anyone in the future, unless its present business
operations were to change.  The Company is not paying salaries or other
forms of compensation to its present officers and director for their time
and effort.  Unless otherwise agreed to by the Company, the Company does
intend to reimburse its officers and director for out-of-pocket expenses.

                     ITEM 2.  DESCRIPTION OF PROPERTY

     The Company's administrative offices are located at 170 Newport Center
Drive, Suite 220, Newport Beach, California, which are the offices of Carl
Suter, the president and sole director of the Company.  The office space is
furnished at no cost to the Company by Mr. Suter and may be shared by other
unrelated companies.

                        ITEM 3.  LEGAL PROCEEDINGS

     No legal proceedings are reportable pursuant to this item.

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

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

                                     5
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                                  PART II

    ITEM 5.  MARKET FOR COMMON EQUITY, RELATED STOCKHOLDER MATTERS AND
           SMALL BUSINESS ISSUER PURCHASES OF EQUITY SECURITIES

     There is no established trading market for the Common Stock of the
Company.

     None of the common shares are subject to outstanding options or
warrants, nor are there any other outstanding securities convertible into
shares of Common Stock.  Of the 1,000,000 outstanding common shares, all
have been held for at least one year.  The Company is aware that the staff
of the Securities and Exchange Commission has taken the position that Rule
144 would not be available for shares issued at a time during which an
issuer was a blank check issuer and that these shares could only be resold
through a registered offering.  Management has determined that if such
position were to apply to the shares issued in the organization of the
Company, it would agree to register, at no cost to the selling
shareholders, the resale of such shares for these parties.  The Company has
expressly granted piggy-back registration rights to register 49,500 shares
issued to counsel for the Company.  The Company has not proposed to
publicly offer any shares of Common Stock.

     At March 25, 2004, the Company had 20 shareholders of record.  The
Company has appointed Interwest Transfer Company, Inc., 1981 East 4800
South, Suite 100, Salt Lake City, UT 84117, to act as its transfer agent.

     Since its inception, the Company has not paid any dividends on its
Common Stock and the Company does not anticipate that it will pay dividends
in the foreseeable future.

     The Company has not adopted any equity compensation plans.

     During the year ended December 31, 2003, no securities were sold by
the Company.

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

     The Company has not commenced development of any business.  Since its
inception, the Company has had no operations.  The Company was organized
for the purpose of engaging in any lawful activity permitted under Nevada
state law; however, the Company does not have any significant cash or other
material assets, nor does it have an established source of revenues
sufficient to cover operating costs and to allow it to continue as a going
concern.  The Company intends to take advantage of any reasonable business
proposal presented which management believes will provide the Company and
its stockholders with a viable business opportunity.  The board of
directors will make the final approval in determining whether to complete
any acquisition, but will submit the proposal to the shareholders for final
approval.

     The original shareholders contributed a total of $7,715 in cash and
$2,285 in services as capital contributions for stock of the Company.
Rigel Funds Management, Ltd., an entity of which Eric C. Bronk, a
shareholder of the Company, is a director, loaned $15,330 to the

                                     6
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Company at its inception for operating expenses.  (See "Item 12.  Certain
Relationships and Related Transactions.")  The note payable to Rigel Funds
Management, Ltd. is due and payable upon demand.  The accumulated interest
to December 31, 2003, is $6,004.  If the company is unable to find a
suitable business by the time the note is called due, it is anticipated
that the Company would try to renegotiate the term of the note.

     Management estimates that the cash requirements for the year ending
December 31, 2004, will be approximately $9,000, if no change in operations
occurs during the year.  Management anticipates that the needed funds will
be loaned to the Company on the same or similar terms as those of other
loans to the Company.  There is no agreement with any of the related
parties already loaning money to the Company and no assurance that all or a
portion of these funds will be loaned to the Company.  If these companies
are unwilling or unable to loan such funds to the Company, management will
seek other sources of funding which are currently unknown to management.
There is no assurance that such funding would be available, or that if it
is made available, it could be obtained on terms favorable to the Company.

     The investigation of specific business opportunities and the
negotiation, drafting, and execution of relevant agreements, disclosure
documents, and other instruments will require substantial management time
and attention and will require the Company to incur costs for payment of
accountants, attorneys, and others.  If a decision is made not to
participate in or complete the acquisition of a specific business
opportunity, the costs incurred in a related investigation will not be
recoverable.  Further, even if an agreement is reached for the
participation in a specific business opportunity by way of investment or
otherwise, the failure to consummate the particular transaction may result
in the loss to the Company of all related costs incurred.

     Currently, management is not able to determine the time or resources
that will be necessary to locate and acquire or merge with a business
prospect.  There is no assurance that the Company will be able to acquire
an interest in any such prospects, products, or opportunities that may
exist or that any activity of the Company, regardless of the completion of
any transaction, will be profitable.  If and when the Company locates a
business opportunity, management of the Company will give consideration to
the dollar amount of that entity's profitable operations and the adequacy
of its working capital in determining the terms and conditions under which
the Company would consummate such an acquisition.  Potential business
opportunities, no matter which form they may take, will most likely result
in substantial dilution for the Company's shareholders due to the likely
issuance of stock to acquire such an opportunity.

Off-Balance Sheet Arrangements

     There are currently no off-balance sheet arrangements.  Until the
Company is able to locate a potential business for acquisition or business
prospect to merge with, there will likely not be any arrangements.

                                     7
<PAGE>

                       ITEM 7.  FINANCIAL STATEMENTS

     The financial statements of the Company required by this item are set
forth immediately following the signature page of this annual report.

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

     A Form 8-K dated February 10, 2004, was filed on February 24, 2004,
reporting that although the Company has not changed the firm that performs
its audits, because of a merger of operations the name of the firm has been
changed from Bierwolf, Nilson & Associates to Chisholm, Bierwolf & Nilson,
LLC.

                     ITEM 8A.  CONTROLS AND PROCEDURES

Disclosure Controls and Procedures.

     The principal executive officer and principal financial officer, Carl
Suter, has concluded, based on his evaluation, as of the end of the period
covered by this report, that the Company's disclosure controls and
procedures (as defined in Rule 13a-15(e) under the Exchange Act) are (1)
effective to ensure that material information required to be disclosed by
us in reports filed or submitted by us under the Exchange Act is recorded,
processed, summarized, and reported within the time periods specified in
the  rules and forms of the Securities and Exchange Commission, and
(2) designed to ensure that material information required to be disclosed by
us in such reports is accumulated, organized and communicated to the
management, including the principal executive officer and principal
financial officer, as appropriated, to allow timely decisions regarding
required disclosure.

Internal Control Over Financial Reporting.

     There were no changes in the Company's internal control over financial
reporting (as defined in Rule 13a-15(f) under the Exchange Act) that
occurred during the most recent quarter that has materially affected, or is
reasonably likely to materially affect, the Company's internal control over
financial reporting.

     It should be noted that any system of controls, however well designed
and operated, can provide only reasonable and not absolute assurance that
the objectives of the system will be met.  In addition, the design of any
control system is based in part upon certain assumptions about the
likelihood of future events.  Because of these and other inherent
limitations of control systems, there is only reasonable assurance that the
Company's controls will succeed in achieving their stated goals under all
potential future conditions.

                                     8
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                                 PART III

        ITEM 9.  DIRECTORS AND EXECUTIVE OFFICERS OF THE REGISTRANT

     The following table sets forth as of March 25, 2004, the name, age,
and position of the executive officers and sole director of the Company and
the term of office of such director:

     Name             Age   Position(s)                   Director Since

     Carl Suter       69    Director, President &         November 1999
                            Treasurer
     Lynn Carlson     49    Vice-President & Secretary    --

     Directors are elected for a term of one year and until their
successors are elected and qualified.  Annual meetings of the stockholders,
for the selection of directors to succeed those whose terms expire, are to
be held at such time each year as designated by the Board of Directors.  The
Board of Directors has not selected a date for the next annual meeting of
shareholders.  Officers of the Company are elected by the Board of
Directors, which is required to consider that subject at its first meeting
after every annual meeting of stockholders.  Each officer holds his office
until his successor is elected and qualified or until his earlier
resignation or removal.

     Set forth below is certain biographical information regarding the
Company's current executive officers and sole director:

     CARL T. SUTER has been the president and treasurer of the Company
since its inception in November 1999.  He has been President and Chairman
of Continental American Resources, Inc., a Nevada based investment banking
firm, since 1980.  Over the past twenty years Mr. Suter has provided
management assistance and arranged financing for companies in a variety of
industries, including solar energy, oil and gas, mining, direct marketing,
mail order, consumer products, telecommunications, Internet commerce, and
Internet telephony.  He has maintained a business relationship and stock
ownership interest in a number of these companies.  Mr. Suter received a
Bachelor of Science degree in Industrial Engineering from Arizona State
University in 1961.

     LYNN CARLSON has been the secretary and vice-president of the Company
since its inception in November 1999.  She has worked for Cygni Capital
LLC, a financial consulting firm, since November 1998 as an administrative
assistant and account executive.  From June 1996 to November 1998,
Ms. Carlson worked as the assistant to the president for DGWB Advertising.

     Management devotes only nominal time to the activities of the Company.
If the Company is able to locate a suitable new business venture, it is
anticipated that Mr. Suter will devote substantially all of his time to
completing the acquisition.

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     There are no other employees who are expected to make a significant
contribution to the business and there are no intentions to employ anyone
until business operations change.

     There are no family relationships between any of the officers and the
director or persons nominated to become directors or executive officers.

     The entire board of directors of the Company is currently acting as
the audit committee.  There is no financial expert currently on the audit
committee as there is no current activity in the Company.

     There are no established procedures for security holders to recommend
nominees for the board of directors.

Other Public Shell Activities

     Mr. Suter has not been involved as a director or executive officer of
other companies that may be deemed to be "blank check" companies, and has
not been involved in any blank check public offerings.

Code of Ethics

     The Company has not adopted a code of ethics that applies to the
Company's principal executive officer, principal financial officer,
principal accounting officer or controller, or persons performing similar
functions, because it has not commenced development of its business.

                     ITEM 10.  EXECUTIVE COMPENSATION

     There has been no compensation awarded to, earned by, or paid to any
of the executive officers of the Company during the years ended December 31,
2003, 2002 and 2001.

     The Company has no employment or compensation agreements or
arrangements with either of its officers.

     Directors are permitted to receive fixed fees and other compensation
for their services as directors, as determined by the Board of Directors.
The Board of Directors has not adopted any policy in regard to the payment
of fees or other compensation to directors, and no fees or compensation
have been paid to, or accrued by, the present director.

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

     The following table sets forth certain information furnished by
current management concerning the ownership of Common Stock of the Company
as of March 25, 2004, of (i) each person who is known to the Company to be
the beneficial owner of more than 5 percent of the

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Common Stock; (ii) all directors and executive officers; and (iii) directors
and executive officers of the Company as a group:

                              Amount and Nature
Name and Address              of Beneficial
of Beneficial Owner           Ownership (1)            Percent of Class

Carl T. Suter                 79,500                   7.95%
4070 Cassia Lane
Yorba Linda, CA 92886

Lynn Carlson                  -0-                      -0-
170 Newport Center Drive
Suite 220
Newport Beach, CA   92660

Executive Officers and        79,500                   7.95%
Directors as a Group
(2 Persons)

Eric Bronk                    119,500(2)               11.95%
3857 Birch St., #606
Newport Beach, CA 92660

Baldwin Investments Ltd.      99,500                   9.95%
99-101 Regent St.
First Floor
London W1R 7HB UK

Fleming Securities            99,500                   9.95%
Suites 1601-1603
Hollywood Rd.
Hong Kong

Starling Securities Ltd.      99,500                   9.95%
Suite 2 B
Mansion House
143 Main St.
Gibraltar
_______________
     (1) Unless otherwise indicated, this column reflects amounts as to
which the beneficial owner has sole voting power and sole investment power.
     (2) Of the shares beneficially owned by Mr. Bronk, 20,000 are owned
directly by Suter GC Trust, a trust for which Mr. Bronk is the trustee.
While Mr. Bronk disclaims any interest in these shares, he is deemed to
share beneficial ownership of such shares with this entity.

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<PAGE>

     The Company is seeking potential business acquisitions or
opportunities.  (See "Item 1.  Description of Business.")  It is likely
that such a transaction would result in a change of control of the Company,
by virtue of issuing a controlling number of shares in the transaction,
change of management, or otherwise.

     At December 31, 2003, the Company had no compensation plan under which
equity securities of the Company were authorized for issuance.

         ITEM 12.  CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS

     In connection with the organization of the Company in November 1999,
Carl Suter, an officer, sole director and a founder of the Company,
received 79,500 shares for services rendered to the Company.  Mr. Suter
provided consulting services in connection with the organization of the
Company, which services were valued at $795.

     In connection with the organization of the Company in November 1999,
Eric C. Bronk, a shareholder and founder of the Company, received 99,500
shares for services rendered to the Company.  Mr. Bronk provided consulting
services in connection with the organization of the Company, which services
were valued at $995.

     On February 4, 2000, Rigel Funds Management, Ltd., a corporation of
which Mr. Bronk, a shareholder of the Company, is a director, loaned
$15,330 to the Company.  The promissory note bears 10% interest per annum
and was originally due on or before February 4, 2001.  The note has been
extended to be due and payable upon demand.  Rigel has loaned additional
funds to the Company in the amount of $2,306 on June 14, 2002, and in the
amount of $619 on June 1, 2003.  Both additional promissory notes bear 10%
interest and are due and payable upon demand.

     On December 31, 2002, the Company issued a promissory note in the
amount of $3,504 to Cygni Capital, LLC, a limited liability company of
which Eric Bronk, a shareholder of the Company, is the managing member and
president, for operating funds loaned throughout the previous year.  The
promissory note bears 10% interest per annum and is due and payable upon
demand.

     On December 31, 2003, the Company issued a promissory note in the
amount of $4,283 to Procyon Corporation, a corporation of which Jason
Dagget, a shareholder of the Company, is President, for operating expenses.
The promissory note bears 10% interest per annum and is due and payable
upon demand.

Other Public Shell Activities

     Mr. Bronk, one of our founders, is involved as a director or executive
officer, or shareholder, of other companies that may be deemed to be "blank
check" companies, but has not been involved in any blank check public
offerings.  The following is a brief description of his involvement in
these other companies:

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<PAGE>

*    Alnilam Corporation.  Mr. Bronk was a founder of this entity which was
     incorporated on May 10, 2000.  He beneficially owns 119,500 shares, or
     approximately 11.95%, of the outstanding stock of this entity.
     Alnilam has no current business operations and is seeking a business
     opportunity to commence operations.

*    Mezzanine Investment Corporation.  Mr. Bronk was a founder of this
     entity which was incorporated on August 19, 1999.  He is the president
     and sole director of Mezzanine and beneficially owns 14,500 shares, or
     approximately 12.08%, of the outstanding stock of this entity.
     Mezzanine has no current business operations and is seeking a business
     opportunity to commence operations.

*    Whitelight Technologies, Inc.  Mr. Bronk was a founder of this entity
     which was incorporated on May 10, 2000.  He is the president and sole
     director of Whitelight and beneficially owns 200,000 shares, or
     approximately 18.18%, of the outstanding stock of this entity.
     Whitelight has no current business operations and is seeking a
     business opportunity to commence operations.

     The selection of a business opportunity for each of these entities,
including the Company, may create a conflict of interest in determining to
which of these entities to present the opportunity.

             ITEM 13.  EXHIBITS, LIST AND REPORTS ON FORM 8-K

     (a)(1)    Financial Statements.  The following financial statements
are included in this report:
                                                                        Page
          Report of Auditor                                             F-1
          Balance Sheet as of December 31, 2003                         F-2
          Statement of Operations for the years ended December 31,
            2003 and 2002, and for the period November 17, 1999
            (inception) through December 31, 2003                       F-3
          Statement of Stockholders' Equity for the period November 17,
            1999 (inception) to December 31, 2003                       F-4
          Statement of Cash Flows for the years ended December 31,
            2003 and 2002, and for the period November 17, 1999
            (inception) through December 31, 2003                       F-5
          Notes to Financial Statements                                 F-6

     (a)(2)    Exhibits.  The following exhibits are included as part of
this report:

     Exhibit
     No.       Description of Exhibit                                  Location
     3.1       Articles of Incorporation filed November 17, 1999         (1)
     3.2       Current Bylaws                                            (1)
     4.1       Form of Common Stock Certificate                          (1)
     10.1      Promissory Note dated February 4, 2002                    (2)

                                    13
<PAGE>

     10.2      Promissory Note dated November 15, 2001                   (2)
     10.3      Promissory Note dated June 14, 2002                       (3)
     10.4      Promissory Note dated December 31, 2002                   (3)
     10.5      Promissory Note dated December 31, 2003                 Attached
     31.1      Certification of the Principal Executive Officer
               pursuant to Rule 13(a)-14                               Attached
     31.2      Certification of the Principal Financial Officer
               pursuant to Rule 13(a)-14                               Attached
     32        Certification of the Principal Executive and Financial
               Officer pursuant to Section 1350                        Attached

          (1) Incorporated by reference from the Company's registration
statement on Form 10-SB filed with the Securities and Exchange Commission
on July 26, 2000, File No. 0-31165.

          (2) Incorporated by reference from the Company's annual report on
Form 10-KSB for the year ended December 31, 2001, filed with the Securities
and Exchange Commission on April 1, 2002, File No. 0-31165.

          (3) Incorporated by reference from the Company's annual report on
Form 10-KSB for the year ended December 31, 2002, filed with the Securities
and Exchange Commission on March 31, 2003, File No. 0-31165.

     (b)  Reports on Form 8-K:  No reports on Form 8-K were filed during
the fourth quarter of the fiscal year ended December 31, 2003.

             ITEM 14.  PRINCIPAL ACCOUNTANT FEES AND SERVICES

Audit Fees

     The aggregate fees billed for professional services rendered by the
Company's principal accountant for the audit of the Company's annual
financial statements, review of financial statements included in the
quarterly reports and other fees that are normally provided by the
accountant in connection with statutory and regulatory filings or
engagements for the fiscal years ended December 31, 2003 and 2002 were
$5,300 and $3,850, respectively.

Audit-Related Fees

     The aggregate fees billed for assurance and related services by the
Company's principal accountant that are reasonably related to the
performance of the audit or review of the financial statements, other than
those previously reported in this Item 14, for the fiscal years ended
December 31, 2003 and 2002 were $-0- and $-0-, respectively.

Tax Fees

     The aggregate fees billed for professional services rendered by the
Company's principal accountant for tax compliance, tax advice and tax
planning for the fiscal years ended

                                    14
<PAGE>

December 31, 2003 and 2002 were $500 and $-0-, respectively.  These
fees related to the preparation of federal income and state franchise
tax returns.

All Other Fees

     There were no other fees billed for products or services provided by
the principal accountant, other than those previously reported in this
Item 14, for the fiscal years ended December 31, 2003 and 2002.

Audit Committee

     The Company's Board of Directors functions as its audit committee.
All of the services described above in this Item 14 for the year ended
December 31, 2003, were approved by the Board of Directors.


                                SIGNATURES

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

                                   Cygni Investments, Inc.

Date:  March 29, 2004              /s/ Carl Suter
                                   By: Carl Suter, President and Treasurer
                                   (Chief Executive, Chief Financial &
                                   Principal Accounting Officer)

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

Date:  March 29, 2004              /s/ Carl Suter
                                   Carl Suter, Sole Director



                                    15
<PAGE>



                       INDEPENDENT AUDITORS' REPORT


To the Stockholders and Directors of
Cygni Investments, Inc.

We have audited the accompanying balance sheet of Cygni Investments, Inc.
(a Nevada Corporation) (a development stage company) as of December 31, 2003
and 2002, and the related statements of income, stockholders' equity, and
cash flows for the years then ended, and the period  November 17, 1999
(Inception) to December 31, 2003.  These financial statements are the
responsibility of the Company's management.  Our responsibility is to express
and opinion on these financial statements based on our audits.

We conducted our audits in accordance with generally accepted auditing
standards, in the United States of America.  Those standards require that we
plan and perform the audits to obtain reasonable assurance about whether the
financial statements are free of material misstatement.  An audit includes
examining, on a test basis, evidence supporting the amounts and disclosures
in the financial statements.  An audit also includes assessing the accounting
principles used and significant estimates made by management, as well as
evaluating the overall financial statement presentation.  We believe that our
audits provide a reasonable basis for our opinion.

In our opinion, the financial statements referred to above present fairly, in
all material respects, the financial position of Cygni Investments, Inc. at
December 31, 2003 and 2002, and the results of its operations and cash flows
for the periods then ended and the period November 17, 1999 to December 31,
2003, in conformity with generally accepted accounting principles, in the
United States of America.

The accompanying financial statements have been prepared assuming that Cygni
Investments, Inc., will continue as a going concern.  As discussed in Note 5
to the financial statements, Cygni Investments, Inc. has suffered recurring
losses from operations and has a net capital deficiency that raises
substantial doubt about the company's ability to continue as a going concern.
Management's plans in regard to these matters are also described in Note 5.
The financial statements do not include any adjustments that might result
from the outcome of this uncertainty.

/s/ Chisholm, Bierwolf & Nilson, LLC

Chisholm, Bierwolf & Nilson,LLC
Bountiful, Utah
March 25, 2004

                                    F-1
<PAGE>

                          Cygni Investments, Inc.
                       (A Development Stage Company)
                               Balance Sheet

                                                   December       December
                                                   31, 2003       31, 2002
                                                  ----------     ----------
                                  Assets
Current Assets

   Cash                                           $     -        $     -
                                                   ---------      ---------
     Total Current Assets                         $     -        $     -
                                                   =========      =========


                   Liabilities and Stockholders' Equity

Current Liabilities

   Accounts Payable                               $   12,702     $    3,560
   Interest Payable                                    6,819          4,654
   Notes Payable - Related Parties                    21,640         21,640
                                                   ---------      ---------
     Total Current Liabilities                        41,161         29,854

Stockholders' Equity

   Common Stock 100,000,000 Shares
     Authorized at $.001 Par Value;
     1,000,000 Shares Issued and Outstanding           1,000          1,000
   Additional Paid in Capital                          9,000          9,000
   Accumulated Deficit During Development Stage      (51,161)       (39,854)
                                                   ---------      ---------
     Total Stockholders' Equity (Deficit)            (41,161)       (29,854)
                                                   ---------      ---------
     Total Liabilities and Stockholders' Equity   $     -        $     -
                                                   =========      =========


              See accompanying notes to financial statements.
                                    F-2

<PAGE>

                          Cygni Investments, Inc.
                       (A Development Stage Company)
                          Statement of Operations
<TABLE>
<CAPTION>
                                                                          From
                                                                       (Inception)
                                                                       November 17,
                                                                         1999 to
                                          December       December       December
                                          31, 2003       31, 2002       31, 2003
                                         -----------    -----------    -----------
<S>                                      <C>            <C>            <C>
Revenue                                  $      -       $      -       $      -
                                          ----------     ----------     ----------
Expenses

   General and Administrative                  9,016          9,748         44,214
                                          ----------     ----------     ----------
     Total Expenses                            9,016          9,748         44,214
                                          ----------     ----------     ----------
     Income (Loss) From Operations            (9,016)        (9,748)       (44,214)

Other Income (Expenses)

   Interest Expense                           (2,292)        (1,710)        (6,947)
                                          ----------     ----------     ----------
     Total Other Income (Expenses)            (2,292)        (1,710)        (6,947)
                                          ----------     ----------     ----------
     Income (Loss) Before Taxes              (11,308)       (11,458)       (51,161)

     Taxes                                      -              -              -
                                          ----------     ----------     ----------
     Net (Loss)                          $   (11,308)   $   (11,458)   $   (51,161)
                                          ==========     ==========     ==========

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

     Weighted Average Outstanding Shares   1,000,000      1,000,000
</TABLE>

              See accompanying notes to financial statements.
                                    F-3

<PAGE>

                          Cygni Investments, Inc.
                       (A Development Stage Company)
                    Statements of Stockholders' Equity
       From November 17, 1999 (Inception) through December 31, 2003
<TABLE>
<CAPTION>
                                                                       Accumulated
                                                                        Deficit
                                                          Additional   During the
                                    Common Stock           Paid In     Development
                                Shares        Amount       Capital        Stage
                              ----------    ----------    ----------    ----------
<S>                           <C>           <C>           <C>           <C>
Balance, November 17, 1999          -       $     -       $     -       $     -

Net Loss Period Ended
  December 31, 1999                 -             -             -             -
                              ----------     ---------     ---------     ---------
Balance, December 31, 1999          -             -             -             -

Shares Issued for Cash
  at $.01 per Share              771,500           772         6,943          -

Shares Issued for Services
  at $.01 Per Share              228,500           228         2,057          -

Net Loss Year Ended
  December 31, 2000                 -             -             -          (18,996)
                              ----------     ---------     ---------     ---------
Balance, December 31, 2000     1,000,000         1,000         9,000       (18,996)

Net Loss Year Ended
  December 31, 2001                 -             -             -           (9,400)
                              ----------     ---------     ---------     ---------
Balance, December 31, 2001     1,000,000         1,000         9,000       (28,396)

Net Loss Year Ended
  December 31, 2002                 -             -             -          (11,457)
                              ----------     ---------     ---------     ---------
Balance, December 31, 2002     1,000,000         1,000         9,000       (39,853)

Net Loss Year Ended
  December 31, 2003                 -             -             -          (11,308)
                              ----------     ---------     ---------     ---------
Balance, December 31, 2003     1,000,000    $    1,000    $    9,000    $  (51,161)
                              ==========     =========     =========     =========
</TABLE>

              See accompanying notes to financial statements.
                                    F-4

<PAGE>

                          Cygni Investments, Inc.
                       (A Development Stage Company)
                          Statement of Cash Flows
<TABLE>
<CAPTION>
                                                                              From
                                                                           (Inception)
                                                                               to
                                                December      December      December
                                                31, 2003      31, 2002      31, 2003
                                               ----------    ----------    -----------
<S>                                            <C>           <C>           <C>
Cash Flows from Operating Activities

Net Loss                                       $  (11,308)   $  (11,458)   $  (51,161)
  Adjustments to Reconcile Net Income to
  Net Cash Provided by Operating Activities:
    Stock Issued for Services                        -             -            2,285
    Increase (Decrease) in Accounts Payable         9,143         3,309        12,702
    Increase (Decrease) in Interest Payable         2,165         1,710         6,819
                                                ---------     ---------     ---------
      Net Cash Provided by
      Operating Activities                           -           (6,439)      (29,355)

Cash Flows from Investing Activities                 -             -             -
                                                ---------     ---------     ---------
      Net Cash Provided by
      Investing Activities                           -             -             -

Cash Flows from Financing Activities

  Issuance of Common Stock for Cash                  -             -            7,715
  Proceeds from Notes Payable                        -            5,810         1,640
                                                ---------     ---------     ---------
      Net Cash Provided by
      Financing Activities                           -            5,810         9,355
                                                ---------     ---------     ---------
      Net Increase (Decrease) In Cash                -             (629)         -

      Cash, Beginning of Period                      -              629          -
                                                ---------     ---------     ---------
      Cash, End of Period                      $     -       $     -       $     -
                                                =========     =========     =========

Supplemental Cash Flow Information

  Interest                                     $     -       $     -       $     -
  Income Taxes                                       -             -             -
</TABLE>

              See accompanying notes to financial statements.
                                    F-5

<PAGE>

                          Cygni Investments, Inc.
                       (A Development Stage Company)
                     Notes to the Financial Statements
                             December 31, 2003

NOTE 1 - CORPORATE HISTORY

Cygni Investments, Inc. (the "Company") was incorporated in Nevada on
November 17, 1999, as Cygni Investments, Inc. for the purpose of seeking
and consummating a merger or acquisition with a business entity organized
as a private corporation, partnership, or sole proprietorship.

The Company has yet to fully develop any material income from its stated
primary objective and it is classified as a development stage company.  All
income, expenses, cash flows and stock transactions are reported since the
beginning of development stage.

NOTE 2 - SIGNIFICANT ACCOUNTING POLICIES

Cash and Cash Equivalents - The Company considers all highly liquid
investments with maturities of three months or less to be cash equivalents.

Earnings (Loss) Per Share - The computation of earnings per share of common
stock is based on the weighted average number of shares outstanding at the
date of the financial statements.

Use of Estimates - The preparation of financial statements in conformity
with generally accepted accounting principles requires management to make
estimates and assumptions that affect reported amounts of assets and
liabilities, disclosure of contingent assets and liabilities at the date of
the financial statements and revenues and expenses during the reporting
period.  In these financial statements, assets, liabilities and earnings
involve extensive reliance on management's estimates.  Actual results could
differ from those estimates.

NOTE 3 - INCOME TAXES

The Company adopted Statement of Financial Accounting Standards No. 109
"Accounting for Income Taxes" in the fiscal year ended December 31, 2000,
and has applied the provisions of the statement to the current year which
resulted in no significant adjustment.

Statement of Financial Accounting Standards No. 109 "Accounting for Income
Taxes" requires an asset and liability approach for financial accounting
and reporting for income tax purposes.  This statement recognizes (a) the
amount of taxes payable or refundable for the current year and (b) deferred
tax liabilities and assets for future tax consequences of events that have
been recognized in the financial statements or tax returns.

                                    F-6

<PAGE>

                          Cygni Investments, Inc.
                       (A Development Stage Company)
                     Notes to the Financial Statements
                             December 31, 2003

NOTE 3 - INCOME TAXES -continued-

Deferred income taxes result from temporary differences in the recognition
of accounting transactions for tax and financial reporting purposes.
There were no temporary differences at December 31, 2003, and earlier
years; accordingly, no deferred tax liabilities have been recognized for
all years.

The Company has cumulative net operating loss carryforwards over $51,000 at
December 31, 2003.  No effect has been shown in the financial statements
for the net operating loss carryforwards as the likelihood of future tax
benefit from such net operating loss carryforwards is not presently
determinable.  Accordingly, the potential tax benefits of the net operating
loss carryforwards, estimated based upon current tax rates at December 31,
2003, have been offset by valuation reserves in the same amount.  The net
operating losses begin to expire in 2019.

NOTE 4 - NOTES PAYABLE RELATED PARTIES

The Company has issued several promissory notes to various corporations
whose officers are shareholders of the Company.  The notes are unsecured,
bear an interest rate of 10% per annum and are due and payable on demand.
At December 31, 2003, the accrued interest associated with the various
notes was $6,819.
<TABLE>
                                                        December 31,   December 31,
The Company has the following note payable obligations:     2003           2002
                                                        ------------   ------------
<S>                                                      <C>            <C>
Related party notes payable and due on demand
  accruing interest at a rate of 10% per annum           $  21,640      $  21,640
                                                          --------       --------
     Totals                                              $  21,640      $  21,640
     Less Current Maturities                               (21,640)       (21,640)
                                                          --------       --------
     Total Long-Term Notes Payable                       $    -         $    -
                                                          ========       ========
</TABLE>
Following are maturities of long-term debt for each of the next five years:
                                 Year       Amount
                              ----------   --------
                                 2004      $ 21,640
                                 2005          -
                                 2006          -
                                 2007          -
                                 2008          -
                              Thereafter       -
                                            -------
                                Total      $ 21,640
                                            =======

                                    F-7

<PAGE>

                          Cygni Investments, Inc.
                       (A Development Stage Company)
                     Notes to the Financial Statements
                             December 31, 2003

NOTE 5 - GOING CONCERN

The Company's financial statements are prepared using generally accepted
accounting principles applicable to a going concern which contemplates the
realization of assets and liquidation of liabilities in the normal course
of business.  Currently, the Company has no cash or other material assets,
nor does it have an established source of revenues sufficient to cover any
anticipated operating costs to allow it to continue as a going concern.  It
is the intent of the Company to find additional capital funding and/or a
profitable business venture to acquire or merge.



                                    F-8