UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

FORM 10KSB

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

For the fiscal year ended December 31, 2002

[ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934 [NO FEE REQUIRED]
For the transition period from _______________________ to _____________
Commission File Number: _______________

COR DEVELOPMENT, LLC
(Name of small business issued in its charter)

                Kansas                              48-1229527
(State or other jurisdiction of                  (I.R.S. Employer
incorporation or other organization)             Identification No.)

13720 Roe
Leawood, Kansas 66224
(Address of principal executive offices)(Zip Code)

Issuer's telephone number, including area code: 913-897-0120

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

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

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

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

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

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

As of December 31, 2002 and as of March 17, 2003, the issuer had
outstanding 254,850 common units and 601,416 preferred units, for a total
of 856,266 units, all of which are voting units.  Of this number of total
units, 60,000 units (17,000 common units and 43,000 preferred units) were
held by affiliates including managers of COR Development, LLC.  Other
than one (1) unit held by CORnerstone Development, LLC, leaving a total
of 796,265 units held by non-affiliates.  The units held by
non-affiliates were all sold for $10 per unit, and as further explained
in "Market for Common Equity and Related Stockholder Matters" below,
there is no market for these units.  Thus, the aggregate market value of
all outstanding units held by non-affiliates was $7,962,650.

Note: If determining whether a person is an affiliate will involve an
unreasonable effort and expense, the issuer may calculate the
aggregate market value of the common equity held by non-affiliates on
the basis of reasonable assumptions, if the assumptions are stated.

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

Check whether the issuer has filed all documents and reports required
to be filed by Section 12, 13 or 15(d) of the Exchange Act after the
distribution of securities under a plan confirmed by a court.
[ ]Yes [ ] No  Not applicable.

(APPLICABLE ONLY TO CORPORATE REGISTRANTS)

State the number of shares outstanding of each of the issuer's classes
of common equity, as of the latest practicable date. Not applicable.

DOCUMENTS INCORPORATED BY REFERENCE

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

The Definitive Proxy Statement of COR Development, LLC filed on
September 12, 2002 is incorporated by reference into the section,
"Supplemental Information to be Furnished With Reports Filed Pursuant
to Section 15(d) of the Exchange Act By Non-reporting Issuers."

Transitional Small Business Disclosure Format (Check one):
Yes [ ]; No [X]
					2
<PAGE>										INDEX

						PART I

Item 1. Description of Business......................................4

Item 2. Description of Property......................................7

Item 3. Legal Proceedings............................................7

Item 4. Submission of Matters to a Vote of Security Holders..........8

						PART II

Item 5. Market for Common Equity and Related Stockholder Matters.....9

Item 6. Plan of Operations...........................................1

Item 7. Financial Statements.........................................14

Item 8. Changes in and Disagreements with Accountants on Accounting and
		Financial Disclosure.....................................14

						PART III

Item 9. Directors, Executive Officers, Promoters and Control Persons;
		Compliance with Section 16(a) of the Exchange Act........15

Item 10. Executive Compensation......................................17

Item 11. Security Ownership of Certain Beneficial Owners and Management
		and Other Stockholder Matters............................18

Item 12. Certain Relationships and Related Transactions..............20

Item 13. Exhibits, Financial Statement Schedules, and Reports on
		Form 8-K ................................................20

Item 14. Controls and Procedures.....................................22


				      	3
<PAGE>
PART I

CAUTIONARY STATEMENT UNDER THE PRIVATE SECURITIES LITIGATION
REFORM ACT OF 1995: FORWARD-LOOKING STATEMENTS AND PROJECTIONS

Matters  discussed  in this Form  10-KSB  contain  certain
forward-looking statements concerning future expectations.  The words
"estimate," "project," "anticipate" and similar expressions, are
intended to identify forward-looking statements. Such statements are
subject to certain risks and uncertainties detailed in the disclosures
contained  in this  Form  10-KSB  and the  other  filings  with the
Securities and Exchange Commission made by COR from time to time.
Important factors that could cause COR's actual performance to differ
materially from the forward-looking statements include, but are not
limited to:

changes in the general level of economic activity and in the retail
and hotel industries in the Kansas City metropolitan area;

competition in the real estate industry;

regulatory matters including our compliance with government
regulations;

zoning and issuance of building and other permits;

cost overruns on portions of the anticipated developments;

availability of sufficient capital to support COR's plans;

the impact of terrorism and war on the economy including the
tourism market;

our liability for claims asserted against us; and

other factors that could cause actual results to differ materially
from those projected.

Readers are cautioned not to place undue reliance on these
forward-looking statements, which speak only as to the date hereof.
We undertake no obligation to publicly release the results of any
revisions to those forward-looking statements, which may be made to
reflect events or circumstances after the date hereof or to reflect
the occurrence of unanticipated events.

Item 1.  Description of Business.

(a)  Business Development

COR Development, LLC ("COR") was organized as a Kansas limited
liability company on March 24, 2000.

COR's managing member was originally CORnerstone  Development,  LLC,
a Kansas limited liability company ("CORnerstone Development").
In December, 2000, CORnerstone Development appointed six individuals
to serve in its place as managers of COR.  These six individuals are
discussed in more detail below in Item 9, "Directors, Executive
Officers, Promoters and Control Persons."  The only member or entity
with an interest in CORnerstone  Development is the Church of the
Resurrection--United Methodist, a Kansas nonprofit corporation (the
"Church of the Resurrection").
				      	4
<PAGE>
(b)  Business of COR

COR  was organized for the purchase and  development of 47 acres
located at the intersection of 137th and Nall in Leawood, Kansas.
The property and COR's acquisition of it is discussed in Item 2,
"Description of Property" below.  The proposed development is described
in detail under Item 6, "Plan of Operations" below.

IMPORTANT FACTORS

Competition

There has been significant expansion of available commercial office
space in Johnson County,  Kansas over the past ten years. The vacancy
rate for commercial property in Johnson  County,  Kansas has increased
substantially since 2000.  Vacancy is generally  broken down into
northern Johnson  County  and  southern  Johnson  County.  The real
estate is located in southern  Johnson  County.  At the end of the
fourth quarter of 2000, the overall vacancy rate for all commercial
property in southern Johnson County was approximately 8%, and by the
end of the fourth quarter of 2001 that figure had grown to about 15%.
As of March 17, 2003 the vacancy rate for all office space in southern
Johnson County the vacancy rate is approximately 15.5%, and for Class A
southern Johnson County office space is approximately 20%.  Similarly,
overall vacancy in northern Johnson County was approximately 12% at the
end of the fourth quarter of 2000, approximately 15% at the end of the
fourth quarter of 2001.  As of March 17, 2003 the vacancy rate for all
office space in northern Johnson County the vacancy rate is approximately
12.5%, and for Class A northern Johnson County office space is approximately
25.5%.

Meanwhile, average rental rates for commercial property have stabilized
and even declined slightly over the same period.  As of March 17, 2003 the
average per square foot lease rate for office space in southern Johnson
County was $19.90 for Class A buildings and $17.97 for office space overall.
On that same date, the corresponding figures for northern Johnson County
were $20.39 and $14.87, respectively.

The above figures are estimates supplied by a third party market
information provider and may be subject to aberrations caused by market
fluctuations or other factors that may prevent them from fully
reflecting market conditions. While we believe they are substantially
accurate, we cannot independently verify their accuracy.  Further, the
figures are only approximations and should be viewed accordingly.  We
cannot assure you that rental rates at the proposed development would
necessarily fall within the range of average rental rates discussed
above.

Government

COR's development  projects  will be  subject to approval  and
regulation  by  various  federal,  state,  county  and municipal
agencies,  especially insofar as the nature and extent of improvements,
zoning, building,  environmental,  health and related matters are
concerned. Generally, governmental  entities  have the right to impose
limits or controls on growth in their communities through restrictive
zoning, density reduction, impact fees and development requirements,
which have materially affected, and in the future may materially affect,
utilization  of  real  properties  and  the  costs  associated  with
developing properties. There can be no assurance that we will be
successful in obtaining necessary plan approvals and developmental
permits.
				      	5
<PAGE>

In connection  with seeking  approvals  from  regulatory  authorities
of its development  plans,  COR  may be  required  in the  future  to
make significant  improvements  in public  facilities  (such as roads),
to  dedicate property for public use, to provide street lights and/or
traffic  signals and to make other concessions, monetary or otherwise.
COR's ability to perform  its  development  activities  may be
adversely  affected  in  material respects  by  restrictions  that
may  be  imposed  by  communities  because  of inadequate public
facilities,  such as roads and sewer facilities,  and by local
opposition to continued growth.

It is possible that in the future increasingly stringent requirements
will be imposed on developers in Johnson County,  Kansas, where
environmental and growth concerns have become prevalent in recent
years. Such  requirements  could result in significant delays in the
commencement of projects, discontinuance of certain operations and
substantial  expenditures that could materially  adversely affect
COR's results of operations and the value of its land.

As further explained in Item 6, "Plan of Operations" below, we have
applied for approval of our site plans and necessary zoning with the
City of Leawood, Kansas.  At this time, the property has been
appropriately zoned and we have preliminary site plan approval.  However,
there is still the possibility that we will not receive approval from the
Kansas Attorney General with respect to allocation of developmental costs
regarding special benefit district improvements.  Failure to receive such
approval could potentially prevent our development of the real estate;
however, COR has no indication that approval from the Attorney General will
be withheld.

Other Business Influences

We are subject to the risks generally incident to the ownership and
development of real property.  These include the possibility that cash
generated from  operations will not be sufficient to meet fixed
obligations  whether from changes  in the level of sales of  properties
and  leases of office  and retail space or changes in costs of
construction  or  development;  adverse changes in economic conditions
in Kansas,  such as increased costs of labor,  marketing and production,
restricted  availability  of financing; adverse changes in the
market for real estate due to changes in local  economic  conditions
and adverse changes in national economic conditions; the need for
unanticipated improvements or unanticipated  expenditures in connection
with environmental matters; changes in real  estate  tax rates and
other  operating  expenses;  delays in  obtaining permits or approvals
for  construction  or  development  and adverse  changes in laws,
governmental rules and fiscal policies; acts of God, including
earthquakes and tornadoes  (which may result in uninsured  losses);
and other factors which are beyond the control of COR. Real estate
ownership and development are subject to unexpected increases in costs.
There can be no assurance that COR's operations will generate
sufficient  revenue to cover operating expenses and meet required
payments on COR's debt obligations.

We intend, to the extent economically advantageous, to sell six
undeveloped pad sites and to develop  commercial  lease  space.  Any
sharp rise in  interest rates or downturn in the international,
national or Kansas City area economy could affect COR's profitability.
Such factors  have tended to be cyclical in nature.  Sales of portions
of the real estate may be affected  adversely by such factors.  Other
factors that could affect COR's business include the availability  of
construction  materials  and  labor and  changes  in the costs thereof
(including  transportation costs). Our success may be affected by
competition from other projects of a similar nature.
				      	6
<PAGE>

COR's real property  development will be located in Kansas.  As a
result, its cash revenues will be exposed to the risks of investment
in Kansas and to the  attractiveness  of, and the economic conditions
prevalent in, the Kansas real estate market.  While the Kansas real
estate  market is subject to national  economic  cycles,  the Kansas
real estate values are also affected significantly by domestic
investment cycles and economic development in Kansas. There can be
no assurance  that Kansas real estate values will rise, or that, if
such values do rise, COR's development will benefit.

High rates of inflation  adversely affect real estate  development
generally because of their impact on interest  rates and costs.  High
interest  rates not only  increase  the cost of  borrowed  funds  to
developers,  but  also  have a significant  effect on the affordability
of permanent mortgage financing for the preparation  of the  pad  sites
and the  development  and  construction  of the commercial buildings
and to prospective purchasers.  High rates of inflation may permit
us to increase the prices charged in connection with the contemplated
sales of the pad sites and the commercial buildings, subject to
economic  conditions  in the real estate  industry  generally  and
local  market factors.

Employees

COR currently has no employees and we contemplate that COR will employ
very few, if any, individuals in the future.

Item 2.  Description of Property

COR  was organized for the purchase and  development of 47 acres
located at the intersection of 137th and Nall in Leawood, Kansas.
This real  estate was purchased pursuant to a certain  Real  Estate
Contract,  dated January 24, 2000, between L & F Land Company, a
Kansas general partnership,  and the Church of the Resurrection.
The Real Estate Contract lapsed by its terms on April  15,  2000 but
was  reinstated  and  amended  in accordance with a certain
Reinstatement and Amendment of Real Estate Contract,  dated June 12,
2000,  between L & F Land  Company and the Church of the  Resurrection.
This Real Estate  Contract  is for the  purchase  of the real  estate.
The Real Estate Contract was assigned to COR on June 19, 2000, and the
Purchase closed on January 2, 2001.

COR purchased the real estate on January 2, 2001 for $11,256,808,
including closing costs of $29,558.  To make the purchase, COR used
$5,500,000 in proceeds from a loan extended to COR by Gold Bank of
Leawood, Kansas, and $5,756,808 in proceeds from sales of COR
Common Units and Preferred Units during the period from January 2001
to May 7, 2001.

Item 3.  Legal Proceedings.

COR is involved in no legal proceedings.
				      	7
<PAGE>

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

No matters were submitted to a vote of security holders during the
third quarter of the fiscal year ended September 30, 2002.

During COR's fourth fiscal quarter ended December 31, 2002, the following
items were submitted to a vote of COR members by solicitation of
proxies:

(a)  COR's Annual Meeting of Members was held October 30, 2002.
On all matters submitted to vote at the Annual Meeting, each member
was entitled to one vote for each Common Unit or Preferred Unit held.
As of the record date of August 7, 2001, there were 254,850 Common Units
outstanding and 601,416 Preferred Units outstanding, for a total
of 856,266 units outstanding and 849,153 total votes eligible.  584,418
votes (68.25% of the 856,266 total votes eligible) were present at the
Annual Meeting in person or by proxy.  See Item 5, "Market for Common
Equity and Related Stockholder Matters" below for a further description
of the Common Units and Preferred Units.

(b)  No managers were elected at the Annual Meeting.  The following managers
continued their terms as managers of COR after the Annual Meeting:

Robert M. Adams
J. Frederick Ball
Steven L. Eginoire
Arthur E. Fillmore, II
J. Scott Harrison
James M. Selle

These managers are further described under Item 9, "Directors, Executive
Officers, Promoters and Control Persons; Compliance With Section 16(a)of
the Exchange Act."

(c)  At the Annual Meeting, pursuant to PROPOSAL ONE the members of COR
ratified the Managers' selection of Mayer Hoffman McCann, P.C. as COR's
independent certified public accountants to audit COR's financial statements
for the fiscal year ended December 31, 2002.

The number of votes for and against, and the number of abstentions
regarding this ratification (submitted to the members as PROPOSAL ONE at
the Annual Meeting) are set forth in the following table:

				      	8
<PAGE>

PROPOSAL ONE

	Votes and Abstentions		 Number
	Votes For			       561,418
	Votes Against			   1,000
	Abstentions		              22,000


PART II

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

There have been no changes in the terms of, or the rights evidenced by,
the registered securities. There have been no sales of unregistered
securities.

The following use of proceeds information is being disclosed in
connection with COR's registration statement filed on Form SB-2 with
an effective date of  November 3, 2000, SEC File Number 333-41636.
The offering was commenced on November 6, 2000 but no sales of
securities were made until January 2001.  The offering terminated on
May 7, 2001.

The offering included two classes of securities, Common Units and
Preferred Units. The offering terminated before all of the registered
Common Units and Preferred Units were sold. A total of 1,600,000 units
were registered that consisted of a collective 1,600,000 of common
units and preferred units.  From January 2001 to the date of the
termination of the offering on May 7, 2001, 254,850 Common Units and
601,416 Preferred Units were sold, which provided proceeds of $8,562,660.
The offering price was $10.00 per unit for either a Common Unit or a
Preferred Unit. No underwriter was engaged or employed for this offering.
The amount registered of each class of security, the aggregate price of
the offering amount registered, the amount sold of each security and the
aggregate offering price of the amount sold are as follows:

<TABLE><CAPTION>

TITLE OF EACH                                                  AGGREGATE
REGISTERED       AMOUNT         AGGREGATE         AMOUNT        OFFERING
SECURITY         REGISTERED     OFFERING PRICE    SOLD        PRICE SOLD
<S>		        <C>            <C>                 <C>          <C>

Common Units       1,600,000    $16,000,000       254,850     $2,548,500

Preferred Units    1,600,000    $16,000,000       601,416     $6,014,160
</TABLE>
					   9
<PAGE>
As of April 3, 2003,  the  issuer  had  outstanding  254,850 common
units and 601,416 preferred units, for a total of 856,266 units, all of
which are voting units.

There has been no market for these units and we currently contemplate
that there will be no public market for the units.  No underwriter was
involved in the above sales.  No underwriting discounts were extended
and no commissions were paid in connection with the above sales. COR has
not declared any dividends on either the Common Units or Preferred Units
during the last two fiscal years or in any subsequent period.  We do not
anticipate that COR will issue any dividends on either the Common Units
or Preferred Units for the foreseeable future.

From the effective date of the registration statement to December 31, 2001,
the net offering proceeds available from the sales of COR Common Units and
Preferred Units, after taking into account the expenses discussed above, was
$8,441,635.40.  The total purchase price of the real estate was $11,256,808,
including closing costs of $29,558.  From the effective date of the
registration statement to December 31, 2001, COR used $5,756,808 from equity
contributions by COR members and $5,500,000 in proceeds from a bank loan to
purchase the real estate.  From January through April, 2001, COR used
members'equity contributions to repay a total of $2,150,000 of the bank
loan. COR also invested $280,021.75 in an interest bearing account during
that period.

The net offering proceeds available from the sales of COR Common Units
and Preferred Units after taking into account the expenses discussed
above, was $8,441,635.40.  The total purchase price of the real estate
was $11,256,808, including closing costs of $29,558.  To pay the
purchase price, COR used $5,756,808 from equity contributions by COR
members and $5,500,000 in proceeds from a bank loan.  COR subsequently
used members' equity contributions to repay a total of $2,150,000 of
the bank loan and invested $280,021.75 in an interest bearing account.

The use of the proceeds set forth above does not constitute a material
change in the use of proceeds set forth in the prospectus of the
Registrant.
COR provides the following information for all securities that COR sold
within the past three (3) years without registering the securities under
the Securities Act of 1933:

                                     Total
                         Price       Offering
Date         # Units     per Unit    Price          Buyer

3/31/00          1        $10.00     $10.00    CORnerstone
							     Development, LLC

No underwriter was involved in the above sale.  No underwriting
discounts were extended and no commissions were paid in connection
with the above sale.  The net offering proceeds from the sale were
$10.00 and were used toward COR's working capital needs.

COR has not established any equity compensation plans and we do not
expect that COR will do so in the foreseeable future..
					   10
<PAGE>

Item 6.  Plan of Operations

Generally.

This item should be read in conjunction with the consolidated financial
statements and other items contained elsewhere in this report.

For the next twelve (12) months, COR will be actively involved in the
development of 47 acres located at the intersection of 137th and Nall
in Leawood, Kansas.

We expect COR'S primary sources of revenue to be:

      1)  the sale of six undeveloped pad sites over the next three years;
      2)  the leasing of space in the commercial buildings; and
      3)  the sale of the commercial  buildings  after a period of
operation and at the time that holders of a majority of the units shall
approve the sale, which is currently contemplated to be by the end of
2015.

We propose to accomplish four purposes with the real estate. First, we
will develop and sell six pad sites over the next three years. Second,
we plan to develop and build commercial office and retail space and will
engage a management company to lease this space. Based upon the current
site plans, there will be approximately 360,000 square feet of retail and
office space, consisting of 220,000 square feet of retail space, a maximum
of 50,000 square feet of pad space (which is expected to include a bank
and three restaurants), and 90,000 square feet of office space. These
facilities will be located on approximately 34 acres. The site may include
a hotel, depending on our ability to attract an appropriate hotel operator
at a price, and within a timeframe, that we deem acceptable.

Third, we plan to donate a total of approximately 15 acres to the Church
of the  Resurrection  for use in the  development of its worship and
educational  facilities. Fourth, we plan to develop the  commercial
buildings in a manner that provides  parking fields that can be utilized
by the Church of the  Resurrection for its Sunday  services  and other
programs and activities.

Johnson County, Kansas has experienced a significant expansion of
commercial office space over the past ten years.  Since 2000, the vacancy
rate for commercial property in Johnson County has increased substantially
while average rental rates for commercial property have stabilized and even
declined slightly.  These market conditions may make it difficult or
infeasible to reach our projected vacancy and rent targets.

We anticipate that construction on the buildings will commence in June 2003
and should be completed by 2005.  In late October, 2001, we finalized
and filed with the City of Leawood, Kansas, our original site plans for the
building of the facilities for the office and retail space. In conjunction
with the filing of the site plans, we requested the zoning necessary for the
proposed development.  Because of subsequent and significant changes to the
site plan, it was necessary to re-submit plans to the City.  A revised site
plan and accompanying documentation was submitted to the City of Leawood on
May 31, 2002.  Plan approval with the City of Leawood is a three-step process
in which the City's Planning Commission must give preliminary approval of the
development plan, the City Council must give its preliminary approval of the
plan, and finally the Planning Commission must give its final approval of the
plan.  City officials may ask for revisions to the plan at various points
in this process.  We held an informal work session with the Planning
Commission on October 8, 2002 to discuss the preliminary plan and
received Planning Commission feedback, and on October 28, 2002 we secured
preliminary plan approval by the Planning Commission.  In February 2003
we received zoning approval and final site plan approval.  Additional site
plan approvals are required as each specific building is designed and
submitted for permitting.
					   11
<PAGE>

With regard to a majority of the capital improvements and public right of
way included in the proposed development, the cost of those developments
must be allocated between COR and the Church of the Resurrection.  COR
and the Church of the Resurrection have agreement in principal on this
allocation, but COR must obtain the approval of the Kansas Attorney
General to the allocation.

The City Council for the City of Leawood COR has passed a resolution of
intent to approve approximately $6,250,000 to issue special benefit
district bonds in connection with the special benefit district improvements
for the development.  There are several issues that must be resolved prior
to issuance of bonds including approval of the proposed construction
company, Walton Construction Co., Inc.  With the passage of the resolution
of intent, COR believes that the main issue remaining with respect to the
special benefit district improvements is approval of the Kansas Attorney
General as discussed above.  If such approval cannot be obtained, that
could potentially defeat the ability of COR to develop the real estate
and meet its business objectives.  However, COR has no indication that
approval from the Attorney General will be withheld.

The time frames indicated above are preliminary, and subject to change.
Further, we cannot assure you that the City of Leawood will approve the
site plans on a building-by-building basis or issue any or all of the
necessary permits required for us to develop the real estate as
proposed.  If the City of Leawood fails to approve the site plans on a
building-by-building basis, or if the City of Leawood or other local
governments or regulatory authorities fail to issue one or more necessary
permits, we anticipate that we will not be able to conduct the development
without significant revision to our current plan of operation.

We will employ a construction management company to take responsibility
for the overall management of the construction, including preparing the
pad sites for sale and developing and constructing the commercial
buildings.  We have selected Walton Construction Co., Inc. to act as the
general contractor for the building of the facilities, but COR has no
written contract with this entity as of yet.  We also plan to employ a
real estate development management company to assist with securing the
approval of the site plans, to provide leasing services including obtaining
tenants for the facilities, and to manage maintenance of the buildings.
On June 11, 2002, COR entered a written contract with Red Development
Services, L.L.C., pursuant to which Red Development Services, L.L.C. will
serve as development manager.  COR's managers will provide oversight of the
construction management company and the leasing management company.

Over the next twelve (12) months, COR intends to focus its efforts on
securing tenant commitments and leases for the purposes of obtaining a
phase one construction loan. We also expect to begin phase one of the
construction, by which we mean construction of a multi-tenant building
and the construction and proposed sale of pad sites.  At this time,
subject to the results of our rescission offer (see below), we have
sufficient capital to carry the land through the second or third quarter
of 2003.  However, without one or more construction loans, currently we
do not have sufficient capital to begin phase one construction or to
otherwise develop the land as planned.  We anticipate that including the
phase one construction loan, we will need to obtain a total of approximately
$39,000,000 in construction loans to complete development as planned.  The
development will continue for an extended time - we currently anticipate
that construction of all of the proposed facilities should be completed by
2005.
					   12
<PAGE>

We expect to begin phase one of construction in the second quarter of COR's
fiscal year 2003.  As currently envisioned, phase one will include pad site
work (selective demolition, grading, construction of sanitary sewerage and
storm drainage, and pavement of common areas) and construction of a
multi-tenant building.  On March 11, 2003 COR signed a lease with Ultimate
Electronics, Inc., pursuant to which Ultimate is to occupy approximately
31,000 square feet of this multi-tenant building.  The lease may be terminated
if the multi-tenant building is not completed by May 1, 2004, subject to
delays caused by events outside the reasonable control of COR.  We expect to
begin pad site work in late April or early May 2003 and construction of the
building in June 2003.

We expect phase one construction to be funded by a phase one construction
loan and by proceeds from pad site sales.  We anticipate the phase one
construction loan to be approximately $18,000,000 to $19,000,000, and that
the proceeds of this loan will be used to completely satisfy COR's existing
debt from the purchase of the land.  (See Item 5, "Market for Common Equity
and Related Stockholder Matters.")  We also anticipate that at least two
pad sites will be sold during or before COR's fiscal year 2004, and the
proceeds from such sales used for pad site work.  We currently have one
contract for the sale of a pad site for a price within our projected sale
range; this contract was entered on March 11, 2003 and is scheduled to
close in June 2003, although closing may under the contract be postponed
until August 2003.  COR continues to pursue sales of the remaining five
(5) pad sites.

We cannot assure you that we will be successful in entering more leases or
pad site sale contracts.  We cannot assure you that we will be successful
in all necessary loans including without limitation the proposed initial
construction loan described above.

We are currently attempting to obtain a non-recourse phase one construction
loan and we can provide no assurance that such a loan will be available at
all or on terms that are suitable to COR.  Further, if we do not obtain
approximately $39,000,000 in total construction loans, we expect that we
will not be able to complete the construction of all the facilities as
proposed.

Factors such as cost overruns, unanticipated expenses and other factors
may require us to seek more loans than we currently estimate to be
necessary.  We cannot project the impact that shortfalls in financing,
cost overruns or unanticipated expenses might have on our plan of operations,
but any of these factors or other factors could defeat our ability to
complete the development as proposed.

Rescission Offer.

COR's registration statement with respect to the Units was originally filed
with the Securities and Exchange Commission on July 18, 2000.  Pursuant to
review and comment by the SEC, it was amended on September 8, 2000 and
amended again on October 18, 2000.  This registration statement became
effective on November 3, 2000.

Applicable Kansas statute requires that any security offered or sold in
Kansas must first be registered with the Kansas Securities Commissioner,
exempt from registration or a federal covered security.  Applicable
Missouri statute requires that any security offered or sold in Missouri
must first be registered with the Missouri Securities Division, exempt
from registration or a federal covered security.  Neither the Common
Units nor the Preferred Units were registered, exempt or federal covered
securities.  COR did not file a registration statement with either the
Kansas Securities Commissioner or the Missouri Securities Division prior
to making sales of the Common Units and Preferred Units in these states.
As such, COR violated both Kansas and Missouri statutes.
					   13
<PAGE>

As a result, we expect that during the 60-day period following the date
on which this Report on Form 10-KSB is filed, COR will issue a rescission
offer to all purchasers of Common Units and Preferred Units.  The offer
to Kansas purchasers will be an offer by COR to repurchase all Common
Units and Preferred Units sold in Kansas for the amount of consideration
paid plus interest of fifteen percent (15%) per year from the date of
purchase.  The offer to Missouri purchasers will be an offer by COR to
repurchase all Common Units and Preferred Units sold in Kansas for the
amount of consideration paid plus interest of fifteen percent (15%) per
year from the date of purchase.

The rescission offer will give each offeree a 30-day opportunity to
accept the repurchase offer.  Each offeree who fails to accept the offer
within that 30-day period will be barred from bringing suit to seek
damages for the failure to register.  We expect to pay each accepting
offeree within ten (10) days of notification of acceptance to COR.

At this time, it is not possible for COR to determine the specific amount
of offerees expected to accept the offer.  If a substantial number of
offerees accept the offer, COR will be required to generate cash on a very
short-term basis, and may be required to obtain a loan to make the
required payments of principal and interest to offerees who have accepted.
Further, COR's existing debt from the purchase of the land (see Item 5,
"Market for Common Equity and Related Stockholder Matters") may be subject
to acceleration as a result of the violation of Kansas and Missouri
statutes and/or the rescission offer.  COR is seeking a waiver of any such
acceleration, but we can give no assurance that such a waiver is forthcoming.
Further, we can give no assurance that any loan necessitated by the rescission
offer will be available on acceptable terms to COR.

COR's plan of operations, construction schedule, and ability to maintain
existing financing and obtain new construction loans may be adversely
affected by the results of the proposed rescission offer.

Item 7.  Financial Statements

COR's financial statements for the fiscal year ending December 31, 2002
and for the fiscal year ending December 31, 2001 are located below at
Item 13, F-1, and are incorporated herein.

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

There have been no changes in or disagreements with Accountants of the
kind described by Item 304 of Regulation S-B at any time during COR's
two (2) most recent fiscal years.

At the 2001 Annual Meeting of Members of COR, the members ratified the
selection of Marks Nelson Vohland & Campbell, LLC, PA of Leawood,
Kansas as our auditors.  However, Marks Nelson Vohland & Campbell, LLC,
PA decided to resign because their firm's insurance coverage may not
extend to audits performed for SEC reporting companies.  When Marks
Nelson Vohland & Campbell, LLC, PA informed us of their decision, the
managers exercised their authority to retain Mayer Hoffman McCann, PC
of Kansas City, Missouri, as our auditors.  Prior to their retention
on March 12, 2002, we did not consult with Mayer Hoffman McCann, PC on
any matters. We presented Mayer Hoffman McCann, P.C. to the members
of COR at the Annual Meeting of Members of COR on October 30, 2002,
for ratification, where their selection as COR's auditors was ratified.
				      	14
<PAGE>

There have been no disagreements with Marks Nelson Vohland & Campbell,
LLC, PA on any matter of accounting principles or practices, financial
statement disclosure, or auditing scope or procedure of the nature
presented in Item 304 of Regulation S-B.  Marks Nelson Vohland &
Campbell, LLC, PA resigned before it issued any audited reports for
COR, and as such (i) no reports of that firm on the financial
statements for the past two fiscal years contain any adverse opinion
or disclaimer of opinion, (ii) no such reports were qualified or
modified as to uncertainty, audit scope or accounting principles,
and (iii) no information has come to the attention of Marks Nelson
Vohland & Campbell, LLC, PA that such firm has concluded will, or if
further investigated might, materially impact the fairness or
reliability of a previously issued audit report or the underlying
financial statements. We have requested that Marks Nelson Vohland &
Campbell, LLC, PA furnish us with a letter addressed to the SEC stating
whether it agrees with the above statements, and if not, stating the
respects in which it does not agree.  We have requested that Marks
Nelson Vohland & Campbell, LLC, PA provide the letter so that it can be
filed with the Securities and Exchange Commission contemporaneously
with, or within ten business days after, the filing of this Report on
Form 10-KSB.

Part III

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

Name				      Age		Position with COR

Robert M. Adams			47			Manager
J. Frederick Ball			68			Manager
Steven L. Eginoire		49			Manager
Arthur E. Fillmore, II		56			Manager
J. Scott Harrison			48			Manager
James M. Selle			45			Manager

COR's managing member was originally CORnerstone  Development.  In
December, 2000, CORnerstone Development appointed each of the above
individuals to serve in its place as managers of COR. Each of the above
managers will serve indefinitely as manager until he resigns or is
replaced in accordance with COR's Operating Agreement.

Robert M. Adams is a manager of COR.  Mr.  Adams is 47 and is President
of Butler Real Estate in Kansas City, Missouri.  Mr. Adams began with
Butler Real Estate in September 2002 as a Senior Vice President, and became
President in February 2003.  Prior to working with Butler Real Estate
Mr. Adams was an attorney for more than 20 years with a practice focusing
on real estate and corporate  matters.  As an attorney, Mr. Adams
represented clients in real estate  transactions  involving the sale,
purchase  and  development  of real  estate,  lease  negotiation,
environmental matters and the financing of hotel, office, commercial,
industrial and residential properties on a regional and national basis.
He has also been involved in real estate lease enforcement, property tax
protest and board of zoning adjustment  proceedings.  Until he joined
Butler Real Estate, Mr. Adams was a member of Lathrop & Gage L.C.
Mr. Adams has a B.S.  from  Northwestern University  and a J.D. from the
University  of Missouri-Kansas City.
				      	15
<PAGE>

J. Frederick Ball is a manager of COR.  Mr. Ball is 68 and has worked
in the grocery industry his entire life.  He is the Chairman and CEO
of Four B Corp. D/B/A Ball's Price Chopper & Hen House Markets, which
is a family-owned business established by Mr. Ball's parents in 1923
that now consists of 29 grocery stores in the greater Kansas City
metropolitan area.  He also serves as Chairman of the Board of
Associated Wholesale Grocers, a grocery cooperative operating warehouse
facilities in Kansas City, Kansas, Springfield, Missouri, and Oklahoma
City, Oklahoma.  Mr. Ball received a B.S. in business administration
from the University of Kansas.  He is currently a member and/or serves
on the Board for the following organizations:  Food Marketing Institute
Board of Directors, Kansas City Crime Commission, Kansas City Presidents'
Organization, Kaw Valley Children's Center, Kansas University Business
School Advisory Board, American Royal Board of Governors YMCA Capital
Campaign for Greater Kansas City.  He also serves on the board of
directors of UMB Bank, N.A., which is an SEC reporting company.

Steven L. Eginoire is a manager of COR. Mr. Eginoire is 49 and has
worked in the insurance industry  for more than 20 years.  Since 1987,
Mr.  Eginoire  has served as the President and Chief  Executive
officer of Lockton Risk Services,  Inc.  Lockton Risk Services is a
subsidiary of Lockton  Companies,  Inc.,  the nation's  tenth largest
insurance  brokerage firm.  Lockton Risk Services is an internet-based
marketing and insurance  services company  focusing on associations,
franchises and  affinity  groups.  Mr.  Eginoire received  a B.S.  in
Insurance  from the University of Iowa.  He was also past  Chairman of
the National  Risk  Retention Association.

Arthur E. Fillmore, II is a manager of COR. Mr. Fillmore is 56 and has
been an attorney for more than 25 years. Mr. Fillmore's practice
focuses on mergers and acquisitions, corporate and commercial
transactions,  securities laws and international trade. In  addition
to  representing   numerous   closely  held  and  publicly  traded
corporations,  he represents numerous  technology  companies in the
start-up and growth stages negotiating  capital infusions from
investment banking and venture capital firms. Internationally,
Mr. Fillmore has advised clients on transactions in Canada, Mexico,
the United Kingdom,  Western and Central  Europe,  Hungary and
Vietnam.  He is a member of Craft Fridkin & Rhyne, L.L.C. Mr. Fillmore
has a B.A. in Political Science and a J.D. from the University of
Missouri-Columbia.

J. Scott Harrison is a manager of COR.  Mr. Harrison is 48 and has
worked in the real estate industry for 25 years.  Earlier this year
Scott affiliated with Kessinger/Hunter & Company, L.C. in Kansas City,
Missouri, where he specializes in Corporate Build-to-Suit for lease
transactions and was recently appointed Director of Corporate
Development.  Over the past twenty years, Scott has successfully
developed, leased and sold over five million square feet of office,
industrial and retail projects.  Mr. Harrison began his professional
career with Coldwell Banker in 1977 specializing in investment sales.
In 1985, after forming his own company, Scott founded the build-to-suit
for lease program at Butler Manufacturing Company in Kansas City,
Missouri.  Scott's primary responsibilities included lease negotiation,
tenant credit analysis, transactions pricing, buyer procurement and
closing the sale to a passive investor.  Mr. Harrison received a B.S.
in Business Administration from Kansas University in 1977.  For the
last three years, Mr. Harrison was the President of The Junior Golf
Foundation of Greater Kansas City.  In addition, Scott serves as
Co-Chairman of the Salvation Army Adult Rehabilitation.  Over the past
twenty years, Scott has also served on the Boards of The Boys and Girls
Club and The Big Brothers and Sisters organizations.
				      	16
<PAGE>

James M. Selle is a manager of  COR.  Mr.  Selle is 45 and has been an
attorney for more than 18 years.  His practice is in the  corporate
area.  He has  experience in commercial  transactions,  such as sales,
acquisitions  and financings, and in business  structurings.  Mr. Selle
is a shareholder  in Stinson Morrison Hecker, LLP. He is a member of
the Board of Trustees of the Church of the  Resurrection. Mr. Selle
has a B.S. in Business  Administration  and a J.D. from the University
of Missouri-Columbia.

Significant Employees

There are no significant employees who are expected to make a
significant contribution to COR.

Family Relationships
There  are no  family relationships among the individuals who will
serve managers of COR.

Legal Proceedings

No individual serving as a manager  of COR has been involved in legal
proceedings that would be material to an evaluation  of our management.

Meetings of the Managers

The managers hold regular meetings as COR's business requires. During the
past fiscal year COR held 13 meetings of the managers and the Annual
Meeting of Members. All managers attended at least 85% of the manager
meetings.  COR has an audit committee of three (3) members but no nominating
or compensation committees.

Section 16(a) Beneficial Ownership Reporting Compliance

Section 16(a) of the Securities Exchange Act of 1934 requires COR's
managers, and persons who own more than ten percent of COR's Common
Units or Preferred Units, to file reports of ownership and changes
in ownership with the Securities and Exchange Commission ("SEC").
Managers and greater than ten percent shareholders are required by
SEC regulations to furnish COR with copies of all Section 16(a)
forms they file.

Based solely on its review of the copies of such forms received by
COR, or written representations from certain reporting persons that
no Form 4's or 5's were required for such persons, we believe that
all filing requirements applicable to COR's managers and greater
than ten percent beneficial owners during the period from
January 1, 2002 to December 31, 2002, were complied with.

Item 10:  Executive Compensation

The following table sets forth the compensation for the fiscal years
ended December 31, 2002 and 2001, including bonuses and deferred cash
compensation (if any), of the managers:
				      	17
<PAGE>

                           SUMMARY COMPENSATION TABLE

                                                Annual Compensation
                                                -------------------
  (a)                            (b)     (c)        (d)         (e)
                                                               Other
Name and                                                       Annual
Principal                               Salary     Bonus    Compensation
Position                         Year    ($)        ($)          ($)

Robert M. Adams .............    2002       0          0          0
 Manager ....................    2001       0          0          0

J. Frederick Ball ...........    2002       0          0          0
 Manager ....................    2001       0          0          0

Steven L. Eginoire ..........    2002       0          0          0
 Manager ....................    2001       0          0          0

Arthur E. Fillmore, II ......    2002       0          0          0
 Manager ....................    2001       0          0          0

J. Scott Harrison ...........    2002       0          0          0
 Manager ....................    2001       0          0          0

James M. Selle ..............    2002       0          0          0
 Manager ....................    2001       0          0          0


There were no options issued or outstanding at any time during the
fiscal year relating to the purchase of shares of any class of COR's
securities by managers of COR.

The Company has no long term compensation arrangements with the
Managers other than those discussed herein.

EMPLOYMENT AND CONSULTING ARRANGEMENTS WITH CURRENT OFFICERS

Mr. Fillmore is a member of the law firm Craft Fridkin & Rhyne, L.L.C.,
which is providing legal services to COR.  Mr. Fillmore is not charging
for time dedicated to manager meetings; however, he is charging for
legal services rendered in connection with COR's efforts to obtain a
tax abatement from the City of Leawood, Kansas.  Further, other
attorneys who are members or associates of his firm are charging for
legal services rendered on other matters.  Charges for these services
are billed to COR and reviewed and approved by the other COR managers
before they are paid.

Item 11. Security Ownership of Certain Beneficial Owners and Management
and Related Stockholder Matters.

SECURITIES AUTHORIZED FOR ISSUANCE UNDER EQUITY COMPENSATION PLANS

COR has not established any equity compensation plans and we do not
expect that COR will do so in the foreseeable future.
				      	18
<PAGE>

SECURITIES OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT

The following table contains information as of March 28, 2002,
concerning the beneficial ownership of the Company's Common Units and
Preferred Units by each Manager, by all Managers as a group, and by each
person known to the Company to "beneficially own" more than 5% of its
common or preferred units.

<TABLE><CAPTION>

Name of			   Number of		  Number of
Individual or		   Common	      %	  Preferred         %
Person in Group		   Units (1)    Class	  Units		Class
<S>		               <C>          <C>       <C>             <C>
MANAGERS

Robert M. Adams (2)	     1,500	    0.59%       1,500          0.25%
2345 Grand Blvd
Suite 2800
Kansas City, MO 64108

J. Frederick Ball						   25,000		4.16%
5300 Speaker Road
Kansas City, KS 66106

Steven L. Eginoire          15,000      5.89%      10,000		1.66%
8700 State Line Road
Suite 100
Leawood, KS 66206

Arthur E. Fillmore, II         500      0.20%
4435 Main St
Suite 1100
Kansas City, MO 64111

J. Scott Harrison						    5,500         0.91%
2600 Grand Blvd
Suite 700
Kansas City, MO 64108

James M. Selle						    1,000         0.17%
1201 Walnut St
Suite 2800
Kansas City, MO 64141

All managers		    17,000     6.67%       43,000        7.15%
as a group (6 persons)


OTHER BENEFICIAL OWNERS

Steven L. Eginoire          15,000      5.89%      10,000		1.66%
8700 State Line Road
Suite 100
Leawood, KS 66206

Michael B. and Ann Hayes    20,000      7.85%
2404 W. 124th Terrace
Leawood, KS 66209

Rosemary Lytle              15,000      5.89%
10180 Shadow Circle
Olathe, KS 66061

Robert Kirkpatrick	                          60,000         9.98%
P.O. Box 419692
Kansas City, MO 64141
</TABLE>
				      	19
<PAGE>

(1) Unless otherwise noted, all units shown are held by persons
possessing sole voting and investment power with respect to such
units.

(2) Held jointly between Mr. Adams and his spouse.


Item 12.  Certain Relationships and Related Transactions

As described above in "Employment and Consulting Arrangements with
Current Officers," Arthur E. Fillmore, II is a manager of COR and is
also a member of the law firm Craft Fridkin & Rhyne, L.L.C., which is
providing legal services to COR.  Mr. Fillmore is not charging for
time dedicated to manager meetings; however, he is charging for legal
services rendered in connection with COR's efforts to obtain a tax
abatement from the City of Leawood, Kansas.  Further, other attorneys
who are members or associates of his firm are charging for legal
services rendered on other matters.  Charges for these services are
billed to COR and reviewed and approved by the other COR managers
before they are paid.

Estel Hipp and Gregory R. Walton were formerly managers of COR, but
resigned so that their companies could negotiate arms length agreements
for services to be rendered to COR.
Mr. Hipp is working as a leasing and design consultant to a development
management company, Red Development Services, L.L.C.  Previously, Mr. Hipp
was a principal of CORnerstone Management, LLC, which rendered services to
COR during fiscal year 2001 but is no longer rendering such services.

Mr. Walton is the founder, President and Chief Executive Officer of Walton
Construction Co., Inc.  As described above in "Plan of Operation," we have
selected Red Development Services, L.L.C. as development manager for the
facilities and Walton Construction Co., Inc. to act as the general contractor
for the building of the facilities.  COR has a June 11, 2002 written contract
with Red Development Services, L.L.C. but no contract has been signed between
COR and Walton Construction Co., Inc.

Because of their prior experience as managers of COR it is possible that,
compared with other companies that might desire to render such services
to COR, the companies affiliated with Mr. Hipp and Mr. Walton may have
superior access to the decision making process at COR.  Mr. Hipp and
Mr. Walton have been invited to select meetings of the managers of COR
to discuss their companies, and in the future this practice may
continue, but ultimately the managers of COR will control any vote
regarding the hiring of any company to provide services to COR.

Item 13.  Exhibits, Financial Statement Schedules, and Reports on
Form 8-K.

(a)  The following documents are filed or incorporated by reference
as part of this Form 10-KSB.
				      	20
<PAGE>

                        FINANCIAL STATEMENTS

1.   The following consolidated financial statements of COR
Development, LLC, together with the Independent Auditors Report are
filed in this report at Item 13, F-1.
[Contingent on Hal's presentation.]

1.	Independent Auditor's Report

2.	Balance Sheets as of December 31, 2002

3.	Statements of Operations for the Year Ended December 31, 2002 and for
	the Year Ended December 31, 2001.

4.	Statements of Changes in Members' Equity for the Year Ended
	December 31, 2002.

5.	Statements of Cash Flows for the Year Ended December 31, 2002 and for
	the Year Ended December 31, 2001.

6.	Notes to Consolidated Financial Statements.


EXHIBIT SCHEDULE

2.    The schedule of exhibits required to be furnished by Item
601 of Regulations S-B is as follows:

1. Articles of Organization of COR Development, LLC(1)

2. Operating Agreement of COR Development, LLC(1)

3. Amendments to the Operating Agreement of COR Development, LLC
incorporated by reference to COR's Definitive Proxy Statement filed
on August 24, 2001

4. Real Estate Contract between L & F Land Company and Church of
the Resurrection-United Methodist, dated January 24, 2000 (1)

5. Reinstatement and Amendment of Real Estate Contract between
L & F Land Company and Church of the Resurrection-United Methodist,
dated June 12, 2000 (1)

6. Assignment of Real Estate Contract between Church of the
Resurrection-United Methodist and COR Development, LLC dated
June 19, 2000 (1)

7.  Certification of Periodic Financial Report

8.   Statement from Marks, Nelson, Vohland & Campbell, LLC dated
April 14, 2003.

------------------------

(1)  Filed as exhibit to COR's Registration Statement on Form SB-2 on
July 18, 2000


(b)  COR filed no reports on Form 8-K during the fourth quarter of the
fiscal year ended December 31, 2002.

				      	21
<PAGE>

ITEM 14.  CONTROLS AND PROCEDURES

(a)  Evaluation of Disclosure Controls and Procedures

The individuals serving in equivalent capacities to Chief Executive
Officer and Chief Financial Officer for COR, respectively, after
evaluating the effectiveness of COR's disclosure controls and procedures
(as defined in Exchange Act Rules 13a-14(c) and 15-d-14(c) as of a date
within 90 days of the filing date of this annual report (the "Evaluation
Date") have concluded that as of the Evaluation Date, COR's disclosure
controls and procedures were adequate and effective to ensure that material
information relating to COR would be made known to them by others within
COR, particularly during the period in which this annual report was being
prepared.

Disclosure controls and procedures are designed to ensure that information
required to be disclosed by us in the reports that we file or submit under
the Exchange Act is recorded, processed, summarized and reported, within
the time periods specified in the Securities and Exchange Commission's rules
and forms. Disclosure controls and procedures include, without limitation,
controls and procedures designed to ensure that information required to be
disclosed by us in the reports that we file under the Exchange Act is
accumulated and communicated to our management, including those persons
serving in equivalent capacities to Chief Executive Officer and Chief
Financial Officer, as appropriate to allow timely decisions regarding
required disclosure.

(b)  Changes in Internal Controls

There were no significant changes in COR's internal controls or in other
factors that could significantly affect COR's internal controls subsequent
to the Evaluation Date, nor any significant deficiencies or material
weaknesses in such controls requiring corrective actions. As a result, no
corrective actions were taken.

				      	22
<PAGE>

F-1

INDEPENDENT AUDITORS' REPORT

To the Members

COR DEVELOPMENT, LLC

We have audited the accompanying balance sheets of COR Development, LLC
(a development stage company) as of December 31, 2002 and 2001, and the related
statements of operations, changes in members' equity (deficit) and cash flows
for the years then ended, and the period from inception (March 24, 2000)
through December 31, 2002. These financial statements are the responsibility
of the Company's management.  Our responsibility is to express an opinion on
these financial statements based upon our audits.

We conducted our audits in accordance with U.S. generally accepted auditing
standards.  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 COR Development, LLC (a
development stage company) as of December 31, 2002 and 2001, and the results of
its operations and its cash flows for the years then ended, and the period from
inception (March 24, 2000) through December 31, 2002 in conformity with U.S.
generally accepted accounting principles.

The accompanying financial statements have been prepared on a going concern
basis, which contemplates continuity of the Company's operations and
realization of its assets and payment of its liabilities in the ordinary
course of business.  As discussed in Note (12) to the financial statements,
on April 7, 2003 the Company's management determined that the equity
securities issued in 2001 by the Company in a public offering were not in
compliance with applicable state exemptions from registration and may be
subject to rescission.  This condition raises substantial doubt about the
Company's ability to continue as a going concern.  The financial statements
do not include any adjustments to reflect the possible future effect on the
recoverability and classification of assets or the amounts and classification
of liabilities that may result from the outcome of this uncertainty.


Kansas City, Missouri
April 14, 2003
<TABLE><CAPTION>
 				  COR DEVELOPMENT, LLC
			   (A Development Stage Company)

				    BALANCE SHEET

			        December 31, 2002 and 2001

				     A S S E T S

									2002			2001
									<C>			<C>
LAND,at cost,including costs of development
of $1,184,046 for 2002 and $1,184,046 for 2001		$13,136,329		$ 12,440,854

CASH AND CASH EQUIVALENTS					     21,653		  -

PROPERTY AND EQUIPMENT, at cost, less accumulated
depreciation								 3,518	4,522

UNAMORTIZED FINANCING COSTS						13,800      18,400

		TOTAL ASSETS					$ 13,175,3300	$ 12,463,776

                    L I A B I L I T I E S

ACCOUNTS PAYABLE AND INVESTMENT ACCOUNT
OVERDRAFT    							$     47,304     $      81,951

ACCRUED INTEREST								82,925	     280,113

OTHER LOANS AND ADVANCES						88,905		88,905

NOTE PAYABLE TO BANK						   4,611,764	    3,543,000

		TOTAL LIABILITIES					   4,830,898	    3,993,969

COMMITMENTS AND CONTINGENCIES					    ____-___		____-___

TEMPORARY EQUITY-UNITS SUBJECT TO RESCISSION		   8,513,765	     8,513,765


                     M E M B E R S'  E Q U I T Y (DEFICIT)

CAPITAL CONTRIBUTED							   -			    -

DEFICIT ACCUMULATED DURING THE DEVELOPMENT STAGE		(169,363)	     	  (43,958)

		TOTAL MEMBERS' EQUITY	(DEFICIT)		      (169,363)	     	  (43,958)

		TOTAL LIABILITIES AND MEMBERS' EQUITY
		(DEFICIT)						   $  13,175,300	  $    12,463,776


</TABLE>
				      	23
<PAGE>


F-3
				COR DEVELOPMENT, LLC
			   (A Development Stage Company)


                       STATEMENTS OF OPERATIONS


					Year Ended December 31,   March 24, 2000
					  2002	 2001         (Inception)
									   through
									  December 31,
									   2002

INCOME
	Investment income		$    616		$  17,588     $ 30,619


EXPENSES
   General and administrative      120,417         68,690       180,276
   Depreciation and amortization    5,604           5,102        10,706
	TOTAL EXPENSES	    	     126,021	   73,792	    199,982


	NET LOSS		  	$   (125,405)   $   (56,204)	$  (169,363)


Allocated				$   (37,621)   $    (16,726)	$   (50,703)
 Common units			$   (87,784)   $    (39,478)	$  (118,660)
 Preferred units
	TOTAL				$  (125,405)   $    (56,204)	$  (169,363)

Loss per unit			$     (0.15)   $     (0.07) $      -

				      	24
<PAGE>


<TABLE><CAPTION>
F-4
				COR DEVELOPMENT, LLC
			  (A Development Stage Company)

                STATEMENTS OF CHANGES IN MEMBERS' EQUITY



			      	Preferred Units			Common Units
											     	  Deficit
											   	  Accumulated   Total
											        During the    Members'
					Units			  Units		        Development   Equity
					Issued    Amounts   Issued      Amount      Stage	    (Deficit)
<S>                            <C>        <C>      <C>	   <C>        <C>           <C>

Net from inception
(March 24,2000)through
December 31, 2000	 		 -       $    -        -        $     -      $ 12,246     $  12,246

Membership units issued for
  cash contributions in public
  offering ($10 per unit)
	January 2001		498,238   4,982,380   201,440	    2,014,440      -         6,996,780
	April 2001			 86,994     869,940    51,410       514,100      -         1,384,040
	May 2001			 16,284     162,840     2,000        20,000      -           182,840
Less legal and other offering
  costs				   -        (35,047)      -         (14,848)     -           (49,895)

Net loss											     (56,204)

Balance,
	December 31, 2001		601,516   $ 5,980,113  254,850  $ 2,533,652  $ (49,958)  $  8,469,807

Reclassification of units
subject to rescission to
temporary equity		     (601,516)  $(5,980,113)(254,850) $(2,533,652)  $  --      $ (8,513,765)

Balance, Decemnber 31,
2001 as restated			-        $    -         -       $     -        ( 43,958)      (43,958)

Net loss			 	-        $    -         -       $     -        (125,405)	 (125,405)

Balance, December 31,		-        $    -         -       $     -       $ (169,363)  $ (169,363)
2002
</TABLE>

<TABLE><CAPTION>
												March 31, 2000
													  (Inception)
										 Year Ended		    Through
		   						           December 31,        December 31,

							                  2001          2002        2002
										   <S>          <C>         <C>
CASH FLOWS FROM OPERATING ACTIVITIES
	Net loss                             $  (125,405) $   (56,204) $  ($169,363)
		Adjustments to reconcile net loss
      to net cash flows from operating
      activities
		Depreciation and amortization            5,604        5,102        10,706
				                               ------------  ------------ -------------
				NET CASH FLOWS FROM OPERATING
				  ACTIVITIES                      (119,801)      (51,102)     (158,657)
                                       ------------  ------------ -------------
CASH FLOWS FROM INVESTING ACTIVITIES
	Purchase of land                            -      (11,256,808)  (11,256,808)
	Costs of land development               (891,384)     (812,237)   (1,749,292)
	Purchase of property and equipment          -           (5,024)       (5,024)
                                       ------------  ------------ -------------
				NET CASH FLOWS FROM INVESTING
				  ACTIVITIES                      (891,384)  (12,074,069)  (13,011,124)
                                       ------------  ------------ -------------

CASH FLOWS FROM FINANCING ACTIVITIES
	Temporary equity from units issued
    in 2001 public offering subject
    to rescission                             -        8,563,660     8,563,660
	Other loans and advances for purchase
    of units                                  -       (6,243,518)       88,905
                                       ------------  ------------ -------------
		Net                                       -        2,320,142     8,652,565
	Proceeds from note payable to bank     1,068,764     5,500,000     6,568,764
	Repayment of note payable to bank           -       (1,957,000)   (1,957,000)
	Offering costs                              -          (49,895)      (49,895)
	Cost of bank financing                      -           (8,000)      (23,000)
	Overdraft                                (35,926)       35,926          -
                                       ------------  ------------ -------------

			NET CASH FLOWS FROM FINANCING
			  ACTIVITIES                      1,032,838      5,841,173    13,191,434
                                       ------------  ------------ -------------

			NET CHANGE IN CASH AND CASH
			  EQUIVALENTS                        21,653     (6,283,998)       21,653

			CASH AND CASH EQUIVALENTS,
			  BEGINNING PERIOD                     -         6,283,998          -
                                       ------------  ------------ -------------

			CASH AND EQUIVALENTS,
	  END OF PERIOD                      21,653           -       21,653
                                       ------------  ------------ -------------
                                       ------------  ------------ -------------
</TABLE>
(1)	Summary of significant accounting policies

Nature of development stage activities  COR Development, LLC (the Company)
was organized as a Kansas limited liability company on March 24, 2000 for the
purchase and development of 47 acres of undeveloped land located at the
intersection of 137th and Nall in Leawood, Kansas adjacent to land and church
facilities owned by the Church of the Resurrection United Methodist, a Kansas
nonprofit corporation.  According to the terms of the Operating Agreement, the
Company is to terminate on March 21, 2050.

The Company received equity contributions totaling $8,563,660 through the sale
of 254,850 common units and 601,516 preferred units at $10 per unit during the
period from January 2001 to the date of the termination of the offering on
May 7, 2001.  The preferred units are to receive a preferred participation
right measured at 6.5% compounded semi-annually.  Common units cannot receive
any distributions from the Company until the preferred return is paid and the
preferred units are retired or repurchased.  As of December 31, 2002 and 2001,
the amount of unpaid, preferred participation rights was approximately $783,768
and $362,485, respectively.

The land was purchased pursuant to a real estate contract dated January 24,
2000 between L & F Land Company, a Kansas general partnership, and the Church
of the Resurrection.  The real estate contract lapsed by its terms on April
15, 2000 but was reinstated and amended in accordance with a new contract
dated June 12, 2000.  The real estate contract was then assigned to the
Company on June 19, 2000, and the Company purchased the real estate at
closing on January 2, 2001 for $11,256,808, including closing costs of $29,558.

The purchase price for the land was funded by a $5.5 million bank loan and the
balance of $5,756,808 was provided by equity contributions from the Company's
members.

The Company's primary sources of revenue are expected to result from:  1) sale
of seven undeveloped pad sites over the next three years; 2) development and
leasing of commercial office space; and 3) sale of the commercial buildings
after a period of operation and at the time that holders of a majority of the
units shall approve the sale, which is expected to be by the end of 2015.

Investment in real estate Real estate assets are stated at the lower of cost
or net realizable value and include acreage, development, construction and
carrying costs, and other related costs.  Capitalized costs are assigned to
individual components of the project, as practicable, whereas interest and
other common costs are allocated based on the relative fair value of
individual land parcels.  Certain carrying costs are capitalized on
properties currently under active development.  The Company incurred and
recorded capitalized interest of $306,407 and $586,520 for the years ended
December 31, 2002 and 2001, respectively.


(1)	Summary of significant accounting policies, continued

Impairment of long lived assets. The Company reviews land and development
costs for impairment whenever events or changes in circumstances indicate
that the carrying amount of the asset might not be recoverable.  An asset
is considered impaired if its carrying amount exceeds the future net
undiscounted cash flows that the asset is expected to generate.  If such
asset is considered to be impaired, the impairment to be recognized is
the amount by which the carrying amount of the asset, if any, exceeds
its fair market value determined using a discounted cash flow model.  No
impairment losses are reflected in the accompanying financial statements.

Sales and profit recognition. Sales revenues and profits from land sales
activities are to be recognized at settlement and only when sufficient down
payments have been obtained, possession and other attributes of ownership
have been transferred to the buyer, and the Company has no significant
continuing involvement, as stipulated under Financial Accounting Standards
Board Statement No. 66, "Accounting for Sales of Real Estate."

Depreciation and amortization. Depreciation and amortization are computed by
the following methods and estimated useful lives:


Assets				Primary Methods		Estimated Useful Lives

Property and equipment		Straight-line		5 years

Financing costs			Straight-line		5 years


Loss per unit. Loss per unit is based on the weighted average number of units
outstanding.  The number of units used in the 2002 calculation was 856,366.
The number of units used in the 2001 calculation was 841,785.

Use of estimates and assumptions. The preparation of the financial
statements in conformity with U.S. 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.  The more significant
estimates include estimates of future cash flows from development and sale of
real estate properties and capitalization of certain indirect costs of
development.  Actual results could differ from those estimates.

(2)	Business segments

The Company currently is engaged in only one business segment:  commercial land
development, sales and rental operations.  The Company's net investment in and
the operating results of this activity can be derived directly from the
accompanying financial statements.

(3)	Note payable to bank

The Company has a $5.5 million open-end credit agreement with a bank,
collateralized by the 47 acres of land purchased.  The loan originated on
January 2, 2001 and matures on January 2, 2006.  The note began bearing 8.75%
simple interest; however, on June 7, 2001 the loan was refinanced with 7.175%
simple interest.  Quarterly interest payments began in April 2002.

(4)	Income taxes

No provision for income taxes has been made in these statements due to the
fact that a limited liability company is taxed as a partnership and not as
a separate entity.  The Company's net income or loss is allocated among the
members in accordance with the guidelines in the operating agreement.

Approximately 40% of the Company's members are tax-exempt entities consisting
of individual retirement accounts, employee benefit plans and a charitable
trust.  These tax-exempt entities hold preferred units that could receive
allocations of income or gain considered to be "unrelated business taxable
income."

A member that is a tax-exempt entity would be required to report as taxable
income its pro rata share of the Company's income in excess of $1,000 in any
year, that is "unrelated business taxable income".  The Company expects to
purchase some assets utilizing debt financing.  In such an event, the receipt
of income or gain from these assets would create "unrelated business taxable
income" equal to a portion of such income or gain, depending on the amount of
indebtedness with respect to the asset.

In certain circumstances not applicable to employee benefit plans, the
continued receipt of "unrelated trade or business taxable income" may cause
certain tax-exempt entities to lose their tax exemptions, and in certain
circumstances the receipt of any "unrelated business taxable income" may c
ause all income to be taxable.

The Managers of the Company are aware of these tax considerations, and intend
to monitor the issues.  In addition, they plan to take actions to inform
tax-exempt entities of the potential tax consequences.

(5)	ERISA/DOL Matters

As discussed in Note (4), approximately 40% of the Company's members are
tax-exempt entities that are also individual retirement accounts and employee
benefit plans.  The Department of Labor (DOL) has issued rules and regulations
under the Employee Retirement Income Security Act of 1974 (ERISA) relating to
employee benefit plan investments in other entities.  Under DOL Regulations,
the assets of an entity in which an employee benefit plan invests are not
considered assets of the employee benefit plan, except in certain circumstances.
The DOL Regulations grant exemptions for "publicly offered securities" that are
freely transferable and widely held.  Accordingly, the Managers believe that
the Company's membership interests have met the DOL's exemptions and intend to
retain such exemption in the future so that the assets of the Company will not
be deemed plan assets under ERISA for an employee benefit plan investing in
the Company.

If an investment in the Company by an employee benefit plan were deemed to be
an investment in the underlying assets of the Company, the Managers would be
considered to be a manager of the employee benefit plan's assets and a
cofiduciary of the plan.  ERISA sets forth the basic fiduciary obligations
of prudence and undivided loyalty to plan participants and beneficiaries as
well as requirements that a plan's investments are diversified and that a
fiduciary act in accordance with the plan documents. The prudence and undivided
loyalty provisions also set forth prohibitions designed to prevent certain
categories of insider transactions considered to be an abuse of plan assets.

(6)	Contingencies

In October 2001, the Company filed with the City of Leawood, Kansas, site plans
and a zoning request for the proposed development that was approved in
February 2003.  Site plans will be submitted to the City of Leawood for their
final approval on a phase-by-phase basis in the near future.

The Company's development plan contemplates funding the cost of a portion of
the infrastructure improvements through the formation of a special benefit
district.  The Company has filed its request with the City of Leawood for the
formation of a special benefit district which application is still pending.
In addition, the Attorney General of the State of Kansas must approve special
benefit district allocations.  If final approval of the special benefit
district is not consistent with the Company's plans, alternative sources of
funding for these costs will be required.

Subsequent to December 31, 2002, the Company executed its first pad site sales
contract and it first lease agreement.  However, until the number of pad sites
subject to sales contracts and commitments for leased space reach acceptable
levels, the Company may not be able to conduct the proposed development of its
real estate without significantly revising its current plans of operations.
Contractual commitments for real estate development have not been finalized
pending the outcome of these matters.

(7)	Related party transactions

The Company's Manager was originally CORnerstone Development, LLC, a Kansas
limited liability company.  In December 2000, CORnerstone Development
appointed six individuals to serve in its place as Managers of the Company.
The only member or entity with an interest in CORnerstone Development is
the Church of the Resurrection.  With one exception, CORnerstone Development
will select the Managers of the Company.  The only exception to the selection
of Managers by CORnerstone Development will occur if at least one-half of the
preferred returnon the preferred units has not been paid by December 2007 and
then each of the common and preferred unit holders will have one vote to select
the Managers.  However, if the preferred return has not been paid due to
requirements imposed by a financial institution providing financing to the
Company, the right to select the Managers will remain with CORnerstone
Development.

The Company reimbursed the Church of the Resurrection $80,379 during the year
ended December 31, 2001 for administrative, professional services and
development costs that were incurred by the Church on behalf of the Company
during 2000.

The Company hired CORnerstone Management, LLC, a Kansas limited liability
company, in May 2001 for real estate development consulting services.  The
Company paid CORnerstone Management, LLC $200,000 for its services during
the year ended December 31, 2001.  The members of CORnerstone Management,
LLC are also members of the Company and one member of CORnerstone Management
was previously a Manager of the Company until May 2001.  The other member of
CORnerstone Management that has not been a Manager of the Company was paid
$24,746 for reimbursement of xpenses.

The Company hired a construction company in May 2001 to assist CORnerstone
 Management with certain administrative services and for the site preparation,
placement and rental of an on-site construction trailer.  The Company paid the
construction company $11,949 and $64,285 for its services during the year ended
December 31, 2002 and 2001, respectively.  The construction company is owned
and controlled by a member of the Company who was also previously a Manager
of the Company until May 2001

One of the Managers is also a member of a law firm, which performed legal
services for the Company totaling $9,463 for the year ended December 31, 2002
and $52,409 for the period from inception (March 24, 2000) through
December 31, 2001.

The Company has no employees.  Since inception through December 31, 2002, no
compensation has been paid or accrued directly to any Managers of the Company.
However, the Operating Agreement provides for reimbursement of expenses
incurred by the Managers related to administration and operation of the
Company.  The amounts of such reimbursements paid or accrued directly to the
Managers for the years ended December 31, 2002 and 2001 were minimal.

Effective April 1, 2002, the Company terminated its agreement with CORnerstone
Management,LLC, a related party as described above and hired an unrelated
company for real estate development consulting services.  However, one of the
members of CORnerstone Management, LLC that was previously a Manager of the
Company until May 2001 will provide consulting services to the newly hired,
unrelated company.

(8)   Operating lease

The Company leased office space under an operating lease for CORnerstone
Management, a related party as described in Note (7).  This lease expired in
November 2002.  Total rental expense under this operating lease was $9,887
(net of $18,830 sublease rentals) for the year ended December 31, 2002.
Total rental expense under this operating lease was $6,530 (net of $5,950
sublease rentals) for the year ended December 31, 2001.

(9)	Commitments

According to the terms of the real estate contract assignment agreement
dated June 19, 2000 between the Company and the Church of the Resurrection,
the Company intends to donate 15 acres of undeveloped land to the Church of
the Resurrection for use in the development of its worship and educational
facilities and to develop the commercial buildings in a manner that provides
for parking for the Church of the Resurrection for its Sunday services and
other programs and activities.  No liability has been recorded in the
financial statements as of December 31, 2002 and 2001 for this stated intent
to donate property.

(10)	Cash flow disclosures

Cash and cash equivalents consist of cash on hand, demand deposits with
financial institutions and highly liquid investments purchased with a maturity
of three months or less.  The following is a summary of supplemental cash flow
information and non-cash investing activity:


F-10

<TABLE><CAPTION>
						Year Ended       Year Ended     March 24,
						December 31,     December 31,	  2000 (Inception)
				 		  2002             2000         through 2001
<S>                            	  <C>              <C>           <C>


Cash paid:

	Interest				$  503,595	         $   -     $  503,595



Non-cash transactions
related to investment activities:

   Change in accrued interest on   $   (197,188)	   $  280,113 $   80,925
    bank loan allocated to land

   Change in accrued development
   costs allocated to land	     $      1,279          $ (61,469) $   47,304

</TABLE>
(11)	Management's plans

The Company, from inception, has conducted real estate acquisition and
development activities without any offsetting operating revenues.  However,
the Company has raised capital in a public securities offering and has obtained
bank financing to acquire undeveloped land.  The Company expects to obtain
additional financing for its development plans through development
collaborations or equity or debt, as necessary.  The Company's management
believes the Company has sufficient capital to carry the land for the next
twelve months.

(12)	Units subject to rescission and going concern considerations

On April 7, 2003, the Company's management determined that the equity
securities issued in 2001 by the Company in a public offering were not in
compliance with applicable state exemptions from registration and may be
subject to rescission.  The Company's management promptly notified the
Office of the Kansas Securities Commission and received verbal assurances
that the Commission would not assess penalties or pursue enforcement
actions, provided the Company conducts a rescission offer, which is an
offer to repurchase each unit sold pursuant to its 2001 public offering.
Because the 2001 public offering involved sales in both Kansas and Missouri,
the Office of the Kansas Securities Commission is in communication with
the Missouri Securities Division.

A rescission offer is required to be outstanding for a 30 day period where the
unit holders will have the option to:  (1) reject the rescission offer formally
in writing; (2) to take no action within the 30 days, thereby retaining the
outstanding units; or (3) to accept the rescission offer formally in writing.
Formal rescission acceptances will result in cash payments by the Company to
the unit holders for the return of their original investment plus interest at
15% annually for Kansas purchasers and interest at 8% annually for Missouri
purchasers.

The Company intends to make a rescission offer in accordance with applicable
state securities regulations and the SEC's rules for tender offers.
Accordingly, all of the Company's outstanding units have been reflected as
temporary equity until such time as the violations under the state securities
laws have been cured.  While the outcome of the rescission offer cannot be
predicted with certainty, the Company's management and its legal counsel
believe that it will not have a material adverse effect on the Company's
financial statements.  However, if a substantial number of the unit holders
elect to rescind their investment, or if the rescissions impact the Company's
banking relationships, these elections could materially affect the Company's
liquidity and its ability to implement its business plan and to continue as
a going concern.  The ultimate outcome of this uncertainty
cannot be determined at this time.

SIGNATURES

Pursuant to the requirements of Section 13 or 15(d) of the Securities
Exchange Act of 1934, the registrant has duly caused this report to be
signed on its behalf by the undersigned, thereunto duly authorized.

                                   COR DEVELOPMENT, LLC


Date: April 15, 2003            By:/s/ Robert M. Adams
                                ---------------------------------
                                Robert M. Adams, Manager of
                                COR Development, LLC


Date: April 15, 2003            By:/s/ Arthur E. Fillmore, II
                                ---------------------------------
                                Arthur E. Fillmore, II, Manager of
                                COR Development, LLC


Pursuant to the requirements of the Securities Exchange Act of 1934, 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: April 15, 2003            By:/s/ Robert M. Adams
                                ---------------------------------
                                Robert M. Adams, Manager of
                                COR Development, LLC


Date: April 15, 2003            By:/s/ Arthur E. Fillmore, II
                                ---------------------------------
                                Arthur E. Fillmore, II, Manager of
                                COR Development, LLC


POWER OF ATTORNEY

   Each person whose signature  appears below constitutes and appoints
ROBERT M. ADAMS, as his true and lawful attorney-in-fact and agent
with full power of substitution and  resubstitution, for him and his
name, place and stead, in any and all  capacities, to sign any or all
amendments to this  Report on Form 10-KSB and to file the same, with
all exhibits  thereto,  and other documents in connection therewith,
with the Securities and Exchange Commission, granting unto said
attorney-in-fact and agent full power and authority to do and perform
each and every act and thing  requisite  and necessary to be done in
and about the  foregoing,  as fully to all intents  and  purposes as
he might or could do in person, hereby ratifying and confirming all
that said attorney-in-fact and agent or his substitutes, may
lawfully do or cause to be done by virtue hereof.

   Pursuant to the requirements of the Securities Exchange Act of
1934, this Report on Form 10-KSB has been signed by the following
persons in the capacities and on the dates stated.

    SIGNATURE                                  TITLE


/s/ Robert M. Adams                  Manager of COR Development, LLC
Robert M.  Adams                         April 15, 2003

/s/ Steven L. Eginoire               Manager of COR Development, LLC
Steven L. Eginoire                       April 15, 2003

/s/ Arthur E. Fillmore, II           Manager of COR Development, LLC
Arthur E. Fillmore, II                   April 15, 2003

/s/ J. Frederick Ball                Manager of COR Development, LLC
J. Frederick Ball                        April 15, 2003

/s/ James M. Selle                   Manager of COR Development, LLC
James M. Selle                           April 15, 2003

/s/ J. Scott Harrison                Manager of COR Development, LLC
J. Scott Harrison                        April 15, 2003


CERTIFICATIONS

I, Robert M. Adams, certify that:

1. I have reviewed this annual report on Form 10-KSB of COR Development, LLC;

2. Based on my knowledge, this annual report does not contain any untrue
statement of a material fact or omit to state a material fact necessary to
make the statements made, in light of the circumstances under which such
statements were made, not misleading with respect to the period covered by
this annual report;

3. Based on my knowledge, the financial statements, and other financial
information included in this annual report, fairly present in all material
respects the financial condition, results of operations and cash flows of the
registrant as of, and for, the periods presented in this annual report;

4. The registrant's other certifying officers and I are responsible for
establishing and maintaining disclosure controls and procedures (as defined in
Exchange Act Rules 13a-14 and 15d-14) for the registrant and have:

a) designed such disclosure controls and procedures to ensure that material
information relating to the registrant, including its consolidated
subsidiaries, is made known to us by others within those entities,
particularly during the period in which this annual report is being prepared;

b) evaluated the effectiveness of the registrant's disclosure controls
and procedures as of a date within 90 days prior to the filing date of
this annual report (the "Evaluation Date"); and

c) presented in this annual report our conclusions about the effectiveness
of the disclosure controls and procedures based on our evaluation as of
the Evaluation Date;

5. The registrant's other certifying officers and I have disclosed, based
on our most recent evaluation, to the registrant's auditors and the audit
committee of registrant's board of directors (or persons performing the
equivalent functions):

a) all significant deficiencies in the design or operation of internal
controls which could adversely affect the registrant's ability to record,
process, summarize and report financial data and have identified for the
registrant's auditors any material weaknesses in internal controls; and

b) any fraud, whether or not material, that involves management or other
employees who have a significant role in the registrant's internal
controls; and

6. The registrant's other certifying officers and I have indicated in this
annual report whether there were significant changes in internal controls
or in other factors that could significantly affect internal controls
subsequent to the date of our most recent evaluation, including any
corrective actions with regard to significant deficiencies and material
weaknesses.


Date: April 15, 2003            By:/s/ Robert M. Adams
                                ---------------------------------
                                Robert M. Adams, Manager of
                                COR Development, LLC


I, Arthur E. Fillmore, II, certify that:

1. I have reviewed this annual report on Form 10-KSB of COR Development,
LLC;

2. Based on my knowledge, this annual report does not contain any untrue
statement of a material fact or omit to state a material fact necessary
to make the statements made, in light of the circumstances under which
such statements were made, not misleading with respect to the period
covered by this annual report;

3. Based on my knowledge, the financial statements, and other financial
information included in this annual report, fairly present in all material
respects the financial condition, results of operations and cash flows of
the registrant as of, and for, the periods presented in this annual report;

4. The registrant's other certifying officers and I are responsible for
establishing and maintaining disclosure controls and procedures (as defined
in Exchange Act Rules 13a.14 and 15d.14) for the registrant and have:

a) designed such disclosure controls and procedures to ensure that material
information relating to the registrant, including its consolidated
subsidiaries, is made known to us by others within those entities, particularly
during the period in which this annual report is being prepared;

b) evaluated the effectiveness of the registrant's disclosure controls and
procedures as of a date within 90 days prior to the filing date of this
annual report (the "Evaluation Date"); and

c) presented in this annual report our conclusions about the effectiveness
of the disclosure controls and procedures based on our evaluation as of the
Evaluation Date;

5. The registrant's other certifying officers and I have disclosed, based
on our most recent evaluation, to the registrant's auditors and the audit
committee of registrant's board of directors (or persons performing the
equivalent functions):

a) all significant deficiencies in the design or operation of internal
controls which could adversely affect the registrant's ability to record,
process, summarize and report financial data and have identified for the
registrant's auditors any material weaknesses in internal controls; and

b) any fraud, whether or not material, that involves management or other
employees who have a significant role in the registrant's internal
controls; and

6. The registrant's other certifying officers and I have indicated in
this annual report whether there were significant changes in internal
controls or in other factors that could significantly affect internal
controls subsequent to the date of our most recent evaluation, including
any corrective actions with regard to significant deficiencies and
material weaknesses.


Date: April 15, 2003            By:/s/ Arthur E. Fillmore, II
                                ---------------------------------
                                Arthur E. Fillmore, II, Manager of
                                COR Development, LLC



Supplemental Information to be Furnished With Reports Filed Pursuant
to Section 15(d) of the Exchange Act By Non-reporting Issuers

The Definitive Proxy Statement of COR Development, LLC filed on
September 12, 2002 is incorporated by this reference.

         CERTIFICATION PURSUANT TO 18 U.S.C. SS. 1350 ADOPTED PURSUANT TO
         SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002

In connection with the Annual Report of COR Development, LLC (COR) on Form
10-KSB for the fiscal year ended December 31, 2002 as filed with the
Securities and Exchange Commission on the date hereof (the Report), we,
Robert M. Adams, Manager serving an equivalent role to Chief Executive
Officer of COR, and Arthur E. Fillmore, II, serving an equivalent role to
Chief Financial Officer of COR, certify pursuant to 18 U.S.C. section 1350,
as adopted pursuant to section 906 of the Sarbanes-Oxley Act of 2002,
that:

(1) The Report fully complies with the requirements of section 13(a) or 15(d)
of the Securities Exchange Act of 1934; and

(2) The information contained in the Report fairly presents, in all material
respects, the financial condition and result of operations of COR.


/s/ Robert M. Adams				/s/ Arthur E. Fillmore, II
-----------------------------			---------------------------------
Robert M. Adams, Manager of			Arthur E. Fillmore, II, Manager of
COR Development, LLC				COR Development, LLC

April 15, 2003					April 15, 2003