SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

**Form 10-KSB**

**Annual Report Pursuant to Section 13 or 15(d) of**

**the Securities Exchange Act of 1934**

(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, 2001

[   ] Transition report under section 13 or 15(d) of the Securities Exchange Act of 1934

For the transition period from ___________________ to ______________

Commission File Number 000-32349

**SHORESIDE INVESTMENTS, INC.**

(Name of small business issuer in its charter)

|**Utah**

(State or other jurisdiction of incorporation or organization) | **87-0535456**

(IRS Employer Identification No.)
|------------------------------------------------------------------------ | -------------------------------------------------

**3191 South Valley Street, Suite 201**

**Salt Lake City, UT,84109**

(Address of principal executive offices)

Issuer's telephone number, including area code **(801) 474-0824**

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

Securities registered under Section 12(g) of the Exchange Act: None

**Common Stock, par value $0.001**

(Title of class)

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

Check if there is no disclosure of delinquent filers in response to Item 405 of Regulation S-B is 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 form 10-KSB or any amendment to this Form 10-KSB. [    ]

The issuer's revenue for its most recent fiscal year was: $7,001.

The aggregate market value of the issuer's voting stock held as of March 28, 2002, by non-affiliates of the issuers was $-0-.
There was no active trading market and no quote for Shoreside Investments, Inc. during fiscal year 2001, therefore the
value is deemed to be $-0-.

As of March 21, 2002, the issuer had 1,200,000 shares of its $.001 par value common stock outstanding.

Transitional Small Business Format:   Yes [   ]   No [ X ]

Documents incorporated by reference: none

**PART I**

**Item 1.  Description of Business.**

Shoreside Investments, Inc. (the "Company") was incorporated under the laws of Utah on February 8, 1995 as Sun Seekers
Corp. to engage in any lawful acts not prohibited by the laws of any jurisdiction in which the corporation may do business,
and for the specific purpose of building and operating tanning salons.  It was not successful in its business venture and
ceased operations in November 1995.

For a brief period beginning in February of 1996, management determined to explore the prospect of using the Company as
a vehicle to enter into the investor relations/marketing business.  Two new directors with experience in that business were
appointed, and minimal business activity in that field was conducted.  However, by February of 1997, the new directors
resigned and this business was also abandoned without having acquired any assets or achieving any operating revenues.
The Company once again became inactive at this time.

In October of 1999, the sole remaining director determined to reactivate the Company.  He established a new bank account
for the Company and made a modest cash deposit with which to bring it current with its state filing requirements.  He has
adopted a resolution to take all measures reasonably necessary to cause the Company to enter into the business of real
estate development.

**The Company**

Shoreside intends to engage in the purchase, sale, rental and leasing of single and multi-family residential properties and to
purchase raw land on which to install required improvements and build various residential housing units. The market the
Company intends to serve is the general residential real estate market in Salt Lake and surrounding counties, Utah.  We
intend to purchase, sell and lease residential properties through licensed real estate agents and brokers and to build housing
units using licensed general contractors and sub-contractors.

**Competition**

The real estate business in Utah is highly competitive.  Literally hundreds of national, regional and local companies are
actively engaged in real estate development in Salt Lake County and Park City, Summit County, Utah, the two areas in
which Shoreside operates.  Both communities have sustained rapid growth during the last five or more years with
corresponding growth in the residential housing market.  The individuals and corporations who are, and will be in direct
competition for the residential housing dollars spent in the Company's areas of operation are far better financed, more
experienced, have more expertise and more experienced agents and sales people, and are, generally, far superior in their
capabilities than Shoreside.  While it is not projected that the present growth in this market will persist into the next fiscal
year, management believes that the very modest scope of its presently projected operations will permit it to buy and sell
residential properties, and build new homes at a reasonable profit.

**Effect of Existing or Probable Governmental regulations on the Business**

Shoreside will, in its real estate development and sale activities, be required to comply with numerous zoning and
construction codes.  However, the Company does not anticipate that these regulations will have a significant effect on its
operations aside from delays and expenditures which may be required to comply with them.

**Number of employees**

At this time the Company presently has no employees.  All services which are presently being performed on behalf of the
Company are being rendered by Harvey Carmichael, the Company's president.

**Item 2.  Description of Property.**

Shoreside Investments, Inc. presently owns equity interests in one real property, a single unit in the Gambler
Condominiums located in Park City, Utah approximately .6 mile from the lifts at the Park City Ski Resort and
approximately .9 mile from the Deer Valley ski resort.  The Canyons, a third major ski resort is located less than two miles
from the unit.  The following description is derived from a state certified appraisal of the property:

The unit is a two story, five room condominium unit containing approximately 1500 square feet.  It contains two
bedrooms, three full bathrooms, full kitchen and sitting room.  Amenities include a jetted tub, fireplace, washer/dryer, cable
TV/VCR/Stereo and a central hot tub.  The exterior features a deck, patio and porch with wood/stone construction.

The Gambler unit is rented on a nightly basis through High Mountain Properties, a property management concern located
in Park City at a rate of approximately $350 per night.  The average rental/occupancy rate for these units approximately six
nights per month from November through February, with rentals decreasing through March and April. This property was
acquired in June 2000 in exchange for 200,000 common shares of Shoreside common stock. The property is carried on the
Company's balance sheet at $170,231, a value not in excess of the historical cost to the original owner.  In connection with
the acquisition, Shoreside assumed a note payable with a balance of $121,864 and $183 in property taxes. The underlying
30 year note carries monthly payments of $837.

The Company previously also held an interest in a building lot located in Draper, Utah which it had acquired in June, 2000
in exchange for 50,000 Shoreside common shares. During October 2001, the Company exchanged the Draper building lot
for 50,000 shares of the Company stock. The shares were subsequently cancelled.

Shoreside maintains limited office space provided free of charge by the company's director.

**Item 3.  Legal Proceedings.**

No legal proceedings are threatened or pending against the Company or any of its officers or directors.  Further, none of the
Company's officers or directors or affiliates of the Company are parties against the Company or have any material interests
in actions that are adverse to the Company's interests.

**Item 4.  Submission of Matters to a Vote of Securities Holders.**

No matters were submitted during the fourth quarter of the fiscal year covered by this report to a vote of security holders.

**PART II**

**Item 5.  Market for Common Equity and Related Stockholder Matters.**

As of March 28, 2002, the Company had 34 shareholders holding 1,200,000 shares of common stock.  Of the issued and
outstanding common stock, 975,000 shares are restricted stock as that term is used in Rule 144.

The Company has not paid, nor declared, any dividends since its inception and does not intend to declare any such
dividends in the foreseeable future. There is not currently any public market for the Company's securities.

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

Results of Operations for the periods ended December 31, 2001 and December 31, 2000

For the period ended December 31, 2001, the Company had revenue of $7,001 in rental income. The company did not
generate any revenue during the period ending December 31, 2000. Expenses for the year ended December 31, 2001 were
$36,594 consisting of $10,843 in general and administrative costs, $5,180 in depreciation expenses, $7,653 in property
expenses, $12,818 in property interest and $100 in franchise tax.  Expenses for the year ended December 31, 2000 were
$21,224 consisting of $7,286 in general and administrative costs, $2,589 in depreciation expenses, $4,841 in property
expenses, $6,408 in property interest and $100 in franchise tax.  It is anticipated that expenses will stabilize as the
Company focuses its attention on developing more income producing properties.

Total assets for the period ended December 31, 2001 amounted to $174,876.  Assets consisted of $2,093 in cash, $469 in
prepaid expenses, and $170,231 in real estate.  For the period ended December 31, 2000, assets totaled $259,508 consisting
of $7,063 in cash, $334 in prepaid expenses, and $252,111 in real estate.  The reduction in assets for the year 2001 is a
result of the company divesting itself of a building lot valued at $76,700.

**Item 7.  Financial Statements.**

The financial statements of the Company appear at the end of this report beginning with the Index to Financial Statements
on page 8.

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

None.

**PART III**

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

The following table sets forth the name, age, position and office term of each executive officer and director of the Company.

|**Name**          | Age | Positions                                | Since        
|----------------- | --- | ---------------------------------------- | -------------
|Harvey Carmichael | 28  | Director, President,
Secretary/Treasurer | February 1995

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

**Harvey Carmichael, Director:**Mr. Carmichael has been employed as a loan officer at Intermountain Mortgage, Inc. in
Park City, Utah since 1995. His duties involve the origination and closing of first and second residential mortgages.  He
was educated in Tennessee and Utah and holds a GED high school equivalency certificate. Other than his professional
training he has had no post high school education.

**Other Reporting Company Activities:**  Mr. Carmichael is not an officer or director of any other reporting companies.  He
is an affiliate by share holdings in the following issuer, which is subject to the reporting requirements of Section 13 of the
Securities Exchange Act of 1934 by reason of having filed a registration statement under the Securities Act of 1933 on
Form SB-2 which has not yet become effective.   He is the owner of 500,000 common shares of Paradise Resorts and
Rentals, Inc. constituting 25.0% of the outstanding common shares of Paradise.

**Item 10.  Executive Compensation**

The Company's officer and director does not receive any compensation for services rendered to the Company, has not
received such compensation in the past, and is not accruing any compensation pursuant to any agreement with the
Company.

**Item 11.  Security Ownership of Certain Beneficial Owners and Management.**

The following table sets forth as of March 28, 2002, the number and percentage of the 1,200,000 shares of outstanding
common stock which, according to the information supplied to the Company, were beneficially owned by (i) each person
who is currently a director of the Company, (ii) each executive officer, (iii) all current directors and executive officers of
the Company as a group and (iv) each person who, to the knowledge of the Company, is the beneficial owner of more than
5% of the outstanding common stock.  Except as otherwise indicated, the persons named in the table have sole voting and
dispositive power with respect to all shares beneficially owned, subject to community property laws where applicable.

|**Title of Class** | **Name and Address of
Beneficial Owner (1)**                             | **Amount and Nature of
Beneficial Ownership** | **Percentage of Class**
|------------------ | ------------------------------------------------------------------------ | --------------------------------------------- | -----------------------
|Common             | Harvey Carmichael (1)

3445 East Oakview Drive

Salt Lake City, UT 84124 | 275,000                                       | 22.92%                 
|Common             | Rob Karz

2436 Aspen Springs

Park City, UT 84060                        | 135,000                                       | 11.25%                 
|Common             | Joe Thomas 

3791 E. Adonis Drive

Salt Lake City, UT 84124              | 190,000                                       | 15.83%                 
|Common             | Officers, Directors and
Nominees as a Group: 

1 persons                 | 275,000                                       | 22.92%                 

(1)  Officer and/or director.

**Item 12.  Certain Relationships and Related Transactions.**

Mr. Carmichael is providing free office space to the Company; the free rent has been determined to have only nominal
value.  The Company has no employees.  As of December 31, 2001 and 2000 no compensation has been paid or accrued to
any officers or directors of the Corporation due to the fact that it is of only nominal value.

Certain stockholders have advanced money to the Company to pay operating expenses.  The advances will be repaid when
the Company is able to do so based on future operations and cash flow requirements.

**Item 13.  Exhibits and Reports on Form 8-K.**

**Reports on Form 8-K**

No reports on Form 8-K were filed during the quarter ended December 31, 2001.

**Exhibits**

None

**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.

**SHORESIDE INVESTMENTS, INC.**

Date: March 28, 2002     By: /s/ Harvey Carmichael

Harvey Carmichael

President, Secretary &Treasurer

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

Date: March 28, 2002     By: /s/ Harvey Carmichael

Harvey Carmichael

Director



**SHORESIDE INVESTMENTS, INC.**

(A Development Stage Company)

**CONTENTS**

******
**PAGE**Independent Auditor's Report
8Balance Sheets
9Statements of Operations
10Statement of Stockholders' Equity
11Statements of Cash Flows
12Notes to Financial Statements
13**

Independent Auditor's Report

Board of Directors

**SHORESIDE INVESTMENTS, INC.**

I have audited the accompanying balance sheets of Shoreside Investments, Inc. (A development stage company) as of
December 31, 2001, and 2000 and the related statements of operations, stockholders' equity and cash flows for the years
ended December 31, 2001, and 2000, and from inception (February 8, 1995) to December 31, 2001. These financial
statements are the responsibility of the Company's management. My responsibility is to express an opinion on the financial
statements based on my audits.

I conducted my audits in accordance with auditing standards generally accepted in the United States of America. Those
standards require that I plan and perform the audit to obtain reasonable assurance about whether the financial statements are
free of material misstatements. 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. I believe that my audits
provide a reasonable basis for my opinion.

In my opinion, the financial statements referred to above present fairly, in all material respects, the financial position of
Shoreside Investments, Inc. (A development stage company) at   December 31, 2001 and 2000, and the results of its
operations and its cash flows for the years ended December 31, 2001 and 2000, and from Inception (February 8, 1995) to
December 31, 2001 in conformity with accounting principles generally accepted in the United States of America.

As discussed on Notes 1 and 5, the Company has been in the development stage since its inception on February 8, 1995.
The Company has limited operating capital with current liabilities exceeding current assets by $14,864, and has limited
operations. Realization of a major portion of the assets is dependent upon the Company's ability to meet its future financing
requirements, and the success of future operations. These factors raise substantial doubt about the Company's ability to
continue as a going concern.

/s/ David T. Thomson, P.C.

Salt Lake City, Utah

February 26, 2002

|**SHORESIDE INVESTMENTS, INC.**  
|---------------------------------
|**(A Development Stage Company)**
|**BALANCE SHEETS**               

|**ASSETS**                                          | **December 31,**    | **December 31,**   
|--------------------------------------------------- | ------------------- | -------------------
|                                                    | **2001**            | **2000**           
|                                                    |                     |                    
|CURRENT ASSETS:                                     |                     |                    
|Cash                                                | $             2,093 | $             7,063
|Rent receivable                                     | 2,083               | -                  
|Prepaid expenses                                    | 469                 | 334                
|                                                    | _________________   | _________________  
|Total Current Assets                                | 4,645               | 7,397              
|                                                    |                     |                    
|PROPERTY                                            |                     |                    
|Building lot                                        | -                   | 76,700             
|Condominium, less depreciation of
$7,769 and $2,589 | 170,231             | 175,411            
|                                                    | _________________   | _________________  
|Total Property                                      | 170,231             | 252,111            
|                                                    | _________________   | _________________  
|TOTAL ASSETS                                        | $        174,876    | $        259,508   
|                                                    | ===============     | ===============    

|**LIABILITIES AND
STOCKHOLDERS' EQUITY**                                                                                         |                          |                     
|-------------------------------------------------------------------------------------------------------------------------------- | ------------------------ | --------------------
|CURRENT LIABILITIES:                                                                                                             |                          |                     
|Accounts payable                                                                                                                 | $                      - | $                497
|Franchise taxes payable                                                                                                          | 100                      | 100                 
|Advances from stockholders                                                                                                       | 16,305                   | 7,205               
|Other accrued liabilities                                                                                                        | 1,034                    | 5,279               
|Notes payable - current portion                                                                                                  | 2,070                    | 51,790              
|                                                                                                                                 | _________________        | _________________   
|Total Current Liabilities                                                                                                        | 19,509                   | 64,871              
|                                                                                                                                 |                          |                     
|NONCURRENT LIABILITIES                                                                                                           |                          |                     
|Notes payable - less current portion                                                                                             | 116,938                  | 119,008             
|                                                                                                                                 |                          |                     
|STOCKHOLDERS' EQUITY
(DEFICIT):                                                                                                  |                          |                     
|Common stock, $.001 par value;
10,000,000 shares authorized;
1,200,000, and 1,250,000 shares issued
and outstanding respectively | 1,200                    | 1,250               
|Additional paid-in capital                                                                                                       | 93,147                   | 100,704             
|Deficit accumulated during the
development stage                                                                                 | (55,918)                 | (26,325)            
|                                                                                                                                 | _________________        | _________________   
|Total Stockholders' Equity
(Deficit)                                                                                             | 38,429                   | 75,629              
|                                                                                                                                 | _________________        | _________________   
|TOTAL LIABILITIES AND
STOCKHOLDERS' EQUITY                                                                                       | $        174,876         | $        259,508    
|                                                                                                                                 | ===============          | ===============     

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

|**SHORESIDE INVESTMENTS, INC.**  
|---------------------------------
|**(A Development Stage Company)**
|**STATEMENTS OF OPERATIONS**     

|                                        | **For The**           | **For The**              | **Cumulative**        
|--------------------------------------- | --------------------- | ------------------------ | ----------------------
|                                        | **Year Ended**        | **Year Ended**           | **During The**        
|                                        | **December 31,**      | **December 31,**         | **Development**       
|                                        | **2001**              | **2000**                 | **Stage**             
|                                        |                       |                          |                       
|**REVENUE**                             |                       |                          |                       
|Rent income                             | $             7,001   | $                      - | $              7,001  
|                                        |                       |                          |                       
|**EXPENSES:**                           |                       |                          |                       
|General and administrative              | 10,843                | 7,286                    | 22,536                
|Depreciation expense                    | 5,180                 | 2,589                    | 7,769                 
|Property expenses                       | 7,653                 | 4,841                    | 12,494                
|Property interest                       | 12,818                | 6,408                    | 19,226                
|Franchise tax expense                   | 100                   | 100                      | 894                   
|                                        | _________________     | _________________        | _________________     
|Total Expenses                          | 36,594                | 21,224                   | 62,919                
|                                        | _________________     | _________________        | _________________     
|**NET (LOSS) BEFORE
TAXES**             | (29,593)              | (21,224)                 | (55,918)              
|                                        |                       |                          |                       
|Provision for income taxes              | -                     | -                        | -                     
|                                        | _________________     | _________________        | _________________     
|**NET (LOSS)**                          | $         (29,593)    | $         (21,224)       | $          (55,918)   
|                                        | ===============       | ===============          | ===============       
|**EARNINGS (LOSS) PER
SHARE**           | $              (0.02) | $             (0.02)     | $               (0.06)
|                                        | ===============       | ===============          | ===============       
|**WEIGHTED AVERAGE
SHARES OUTSTANDING** | 1,239,583             | 1,250,000                | 990,664               
|                                        | ===============       | ===============          | ===============       

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

|**SHORESIDE INVESTMENTS, INC.**      
|-------------------------------------
|**(A Development Stage Company)**    
|**STATEMENT OF STOCKHOLDERS' EQUITY**

|                                                                                                        | **Capital Stock**     | ****              | **Additional Paid-in
Capital** | **Deficit
Accumulated
During The
Development
Stage** | **Total**      
|------------------------------------------------------------------------------------------------------- | --------------------- | ----------------- | ------------------------------ | ---------------------------------------------------- | ---------------
|                                                                                                        | **Shares**            | **Amount**        | ****                           | ****                                                 | ****           
|BALANCE,
February 8, 1995
(Inception)                                                                   | $                   - | $               - | $                   -          | $                     -                              | $             -
|Shares issued to
individual for cash
at $.001 per share,
April 1995                                     | 275,000               | 275               | -                              | -                                                    | 275            
|Stock issued to
various individuals
at $.005 per share,
July 1995                                       | 725,000               | 725               | 2,900                          | -                                                    | 3,625          
|Net income (loss)
from inception to
December 31, 1995                                                   | -                     | -                 | -                              | (4,056)                                              | (4,056)        
|                                                                                                        | _____________         | _____________     | _____________                  | _____________                                        | _____________  
|BALANCE,
December 31, 1995                                                                              | 1,000,000             | 1,000             | 2,900                          | (4,056)                                              | (156)          
|Net income (loss)
for the year                                                                          | -                     | -                 | -                              | (148)                                                | (148)          
|                                                                                                        | _____________         | _____________     | _____________                  | _____________                                        | _____________  
|BALANCE,
December 31,1996                                                                               | 1,000,000             | 1,000             | 2,900                          | (4,204)                                              | (304)          
|Net income (loss)
for the year                                                                          | -                     | -                 | -                              | (120)                                                | (120)          
|                                                                                                        | _____________         | _____________     | _____________                  | _____________                                        | _____________  
|BALANCE,
December 31, 1997                                                                              | 1,000,000             | 1,000             | 2,900                          | (4,324)                                              | (424)          
|Capital contributed
by officer and
stockholder                                                          | -                     | -                 | 474                            | -                                                    | 474            
|Net income (loss)
for the year                                                                          | -                     | -                 | -                              | (170)                                                | (170)          
|                                                                                                        | _____________         | _____________     | _____________                  | _____________                                        | _____________  
|BALANCE,
December 31, 1998                                                                              | 1,000,000             | 1,000             | 3,374                          | (4,494)                                              | (120)          
|Capital contributed
by offer and
stockholder                                                            | -                     | -                 | 5,000                          | -                                                    | 5,000          
|Net income (loss)
for the year                                                                          | -                     | -                 | -                              | (607)                                                | (607)          
|                                                                                                        | _____________         | _____________     | _____________                  | _____________                                        | _____________  
|BALANCE,
December 31, 1999                                                                              | 1,000,000             | 1,000             | 8,374                          | (5,101)                                              | 4,273          
|Shares issued for
the net value of a
condominium at an
approximate price
per share of $.282,
June 2000  | 200,000               | 200               | 56,119                         | -                                                    | 56,319         
|Shares issued for
the net value of a
building lot at an
approximate price
per share of $.425,
June 2000 | 50,000                | 50                | 21,211                         | -                                                    | 21,261         
|Capital contributed
by officer and
stockholder during
the year                                          | -                     | -                 | 15,000                         | -                                                    | 15,000         
|Net income (loss)
for the year                                                                          | -                     | -                 | -                              | (21,224)                                             | (21,224)       
|                                                                                                        | _____________         | _____________     | _____________                  | _____________                                        | _____________  
|BALANCE,
December 31, 2000                                                                              | 1,250,000             | 1,250             | 100,704                        | (26,325)                                             | 75,629         
|Stockholder shares
returned and
cancelled in
exchange for net
value of a building
lot, October 2001     | (50,000)              | (50)              | (21,057)                       | -                                                    | (21,107)       
|Capital contributed
by officer and
stockholder during
the year                                          | -                     | -                 | 13,500                         | -                                                    | 13,500         
|Net income (loss)
for the year                                                                          | -                     | -                 | -                              | (29,593)                                             | (29,593)       
|                                                                                                        | _____________         | _____________     | _____________                  | _____________                                        | _____________  
|BALANCE,
December 31, 2001                                                                              | 1,200,000             | $        1,200    | $         93,147               | $         (55,918)                                   | $   38,429     
|                                                                                                        | ===========           | ============      | ============                   | ============                                         | ============   

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

|**SHORESIDE INVESTMENTS, INC.**  
|---------------------------------
|**(A Development Stage Company)**
|**STATEMENTS OF CASH FLOWS**     

|                                                                                       | **For The**          | **For The**          | **Cumulative**    
|-------------------------------------------------------------------------------------- | -------------------- | -------------------- | ------------------
|                                                                                       | **Year Ended**       | **Year Ended**       | **During The**    
|                                                                                       | **December 31,**     | **December 31,**     | **Development**   
|                                                                                       | **2001**             | **2000**             | **Stage**         
|**CASH FLOWS FROM
OPERATING
ACTIVITIES:**                                              |                      |                      |                   
|Net loss                                                                               | $       (29,593)     | $       (21,224)     | $     (55,918)    
|Adjustments to reconcile
net loss to net cash used in
operating activities:            |                      |                      |                   
|Depreciation                                                                           | 5,180                | 2,589                | 7,769             
|Taxes reduced on
disposal of building lot                                              | 1,244                | -                    | 6,523             
|Changes in assets and
liabilities                                                      |                      |                      |                   
|Rent receivable                                                                        | (2,083)              | -                    | (2,083)           
|Prepaid expenses                                                                       | (135)                | (334)                | (469)             
|Accounts payable                                                                       | (497)                | 121                  | -                 
|Franchise tax
payable                                                                  | -                    | -                    | 100               
|Other accrued
liabilities                                                              | 1,034                | 5,279                | 1,034             
|                                                                                       | _____________        | _____________        | _____________     
|Net cash used in
operating activities                                                  | (24,850)             | (13,569)             | (43,044)          
|                                                                                       |                      |                      |                   
|**CASH FLOWS FROM
INVESTING ACTIVITIES:**                                              | -                    | -                    | -                 
|                                                                                       |                      |                      |                   
|**CASH FLOWS FROM
FINANCING
ACTIVITIES:**                                              |                      |                      |                   
|Sale of common stock                                                                   | -                    | -                    | 3,900             
|Officer or stockholder's
payments (advances)                                           | 9,100                | 10,735               | 16,305            
|Notes payments                                                                         | (2,730)              | (6,322)              | (9,052)           
|Capital contributed by
stockholder                                                     | 13,500               | 15,000               | 33,974            
|                                                                                       | _____________        | _____________        | _____________     
|Net cash provided by
financing activities                                              | 19,870               | 19,413               | 45,127            
|                                                                                       | _____________        | _____________        | _____________     
|**NET INCREASE
(DECREASE) IN CASH**                                                    | (4,980)              | 5,844                | 2,083             
|**CASH AT BEGINNING
PERIOD**                                                           | 7,063                | 1,219                | -                 
|                                                                                       | _____________        | _____________        | _____________     
|**CASH AT END OF
PERIOD**                                                              | $           2,083    | $           7,063    | $        2,083    
|                                                                                       | ============         | ============         | ============      
|**SUPPLEMENTAL CASH
FLOW INFORMATION:**                                                |                      |                      |                   
|Interest expense                                                                       | $         12,818     | $           6,408    | $      19,226     
|Income taxes                                                                           | $                  - | $                  - | $                -
|                                                                                       |                      |                      |                   
|**SUPPLEMENTAL
NONCASH
TRANSACTIONS**                                                  |                      |                      |                   
|Common stock issued
(canceled) to acquire or
dispose of property net of
property taxes | $       (70,167)     | $       250,480      | $    180,158      
|Assumption (reduction) of
debt associated with the
property acquisition or
disposal    | $       (49,061)     | $       172,900      | $    123,839      

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

**SHORESIDE INVESTMENTS, INC.**

(A Development Stage Company)

**NOTES TO FINANCIAL STATEMENTS**

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

Organization  - Shoreside Investments, Inc. (the Company) was organized under the laws of the State of Utah on February
8, 1995 as Sun Seekers, Corp. and elected a fiscal year end of December 31st. The Company was formed for the purpose of
owning and operating tanning salons.  The tanning salon business was never commenced and the Company was dormant
until February 1996.  The Company changed its name to Shoreside Investments, Inc. on February 2, 1996 and decided to
become a marketing company.  The Company ran its marketing business until February 1997 with very little activity.
From that date until October 1999, the Company was dormant.  During November 1999, the Company was capitalized by a
$5,000 cash contribution.  The money was used to pay expenses and to provide operating capital.  The Company is
currently in the real estate development and management business. The Company has not commenced planned principle
operations and is considered a development stage company as defined in SFAS No. 7.  All of its revenue in 2001 was from
rental fees from a condominium located in Park City, Utah.

Net Earnings Per Share  -  The computation of net income (loss) per share of common stock is based on the weighted
average number of shares outstanding during the period presented.

Income Taxes  -  Due to losses at December 31, 2000 and 1999, no provision for income taxes has been made. There are
no deferred income taxes resulting from income and expense items being reported for financial accounting and tax
reporting purposes in different periods.

Cash and Cash Equivalents  -  For purposes of the statement of cash flows, the Company considers all highly liquid debt
instruments purchased with a maturity of three months or less to be cash equivalents.

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
disclosure of contingent assets and liabilities 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.

Depreciation   -   The cost of the condominium will be depreciated over its estimated useful life.  Depreciation will be
computed on the straight-line method over a life of 27.5 years for financial reporting purposes and for income tax purposes.

**NOTE   2  -  EQUITY TRANSACTIONS**

The Company during April 1995 issued 275,000 of $.001 par value common stock to an individual for $275 in cash.  Also,
during July certain individuals were sold 725,000 shares of common stock at $.005 per share for $3,625. During 1997,
1999 and from July 2000 through December 2000, $474, $5,000 and $15,000 respectively, was contributed to the Company
to pay certain expenses relating to State taxes and to provide operating capital.

**SHORESIDE INVESTMENTS, INC.**

(A Development Stage Company)

**NOTES TO FINANCIAL STATEMENTS**

**NOTE   2  -  EQUITY TRANSACTIONS - CONTINUTED**

The Company during June 2000 issued 200,000 shares of common stock to two stockholders for a condominium.   At the
time of the acquisition of the condominium its cost was recorded at a cost not greater than the historical cost to the
stockholders' of $178,000.  At the same time, the Company also assumed a note payable with a balance of $121,864
associated with the financing of the original purchase of the condominium and a net amount of $183 for property taxes in
reserve and accrued.  Thus, the net value of the asset acquired was $56,319 or an approximate price per share of $.282.

The Company also during June 2000 issued 50,000 shares of common stock to stockholders for a building lot.   At the time
of the acquisition of the building lot its cost was recorded at a cost not greater than the historical cost to the stockholder of
$76,700.  At the same time, the Company also assumed a note payable with a balance of $51,036 associated with the
financing of the original purchase of the building lot and an amount of $4,403 for accrued property taxes.  Thus, the net
value of the asset acquired was $21,261 or an approximate price per share of $.425.

During October 2001, the Company decided to divest its interest in the building lot it acquired in June 2000 and which is
explained in the above paragraph.  The Company exchanged the building lot net of taxes owed and the associated debt
related to the building lot for 50,000 shares of the Company stock.  The shares were subsequently cancelled.

**NOTE    3  -  RELATED PARTY TRANSACTIONS**

An officer/stockholder is providing free office space to the Company; the free rent has been determined to have only
nominal value.  The Company has no employees.  As of December 31, 2001 and 2000 no compensation has been paid or
accrued to any officers or directors of the Corporation due to the fact that it is of only nominal value.

Certain stockholders have advanced money to the Company to pay operating expenses.  The advances will be repaid when
the Company is able to do so based on future operations and cash flow requirements.

**NOTE   4   -   INCOME TAXES**

At December 31, 2001 and 2000 the Company had net federal operating losses (NOL) of $59,918 and $26,325, which can
be carried forward to offset operating income.  The NOL's will expire between the years of 2010 and 2021.  Valuation
allowances of $9,980 and $3,949 have been established for deferred tax assets associated with the above NOL's for 2001
and 2000.  The change in the NOL allowances for 2001 and 2000 was $6,031 and $3,184.

**NOTE   5   -   GOING CONCERN**

****The Company has experienced losses of $29,593, and $21,244 for the years ended December 31, 2001 and 2000
respectively, and has experienced losses from its inception. The Company has limited operating capital and limited income.
In light of the above circumstances, the ability of the Company to continue as a going concern is substantially in doubt.

**SHORESIDE INVESTMENTS, INC.**

(A Development Stage Company)

**NOTES TO FINANCIAL STATEMENTS**

**NOTE   5   -   GOING CONCERN - CONTINUED**

The financial statements do not include any adjustments that might result from the outcome of this uncertainty.
Management believes their plans will provide the corporation with the ability to continue in existence at least for the next
12 months.  Management plans to maintain its filing for corporate existence and to limit expenses to the minimum to
remain in existence.  This may require additional advances or loans from its stockholders or others. The Company will
continue to limit expenses until enough capital has been raised to generate income and operating capital for its real estate
development and management activities.  Management believes these efforts will maintain the entity as a going concern.

**NOTE   6   -   NOTES PAYABLE******

****Note payable consist of the following at December 31, 2001:



|Mortgage loan with a mortgage company dated November 1,
1995                                                                   |              
|------------------------------------------------------------------------------------------------------------------------------ | -------------
|Monthly installment payments of $837 for 30 years with an
interest rate of 6.75%.  Secured by a condominium in Park
City, Utah | $  119,008   
|                                                                                                                               | _____________
|Total notes payable                                                                                                            | 119,008      
|Less current portion of debt                                                                                                   | (   2,070)   
|                                                                                                                               | _____________
|Notes payable - long-term portion                                                                                              | $  116,938   

Current maturities of long-term debt consists of the following:

|Year ended December 31, | Amount       
|----------------------- | -------------
|2002                    | $     2,070  
|2003                    | 2,215        
|2004                    | 2,369        
|2005                    | 2,534        
|2006 and after          | 109,820      
|                        | _____________
|                        | $ 119,008    

**NOTE   7   -   GOVERNMENT FILING******

****During the second quarter of 2002, the Company intends to file a Securities and Exchange filing on Form SB-2 to register
the Common Shares of the Company.