SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C.  20549

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

                                   FORM 10-KSB

                                   (Mark one)

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

For  the  fiscal  year  ended    December 31, 2002
                                 -----------------
OR
[ ]  Transition  report under section 13 or 15(d) of the Securities Exchange
Act of 1934

For  the  transition  Period  from            to          .
                                    --------      --------

Commission  file  number:     000-32217
                         --------------------

                             Dynamic Ventures, Inc.
                 ----------------------------------------------
                 (Name of small business issuer in its charter)

           Washington                                            91-2023525
----------------------------------------                     -------------------
    (State or other jurisdiction of                           (I.R.S. Employer
    incorporation or organization)                           Identification No.)

  114 Magnolia Street, Suite 400-127
     Bellingham, Washington, USA                                   98225
----------------------------------------                     -------------------
(Address of principal executive offices)                        (Zip Code)

Issuer's telephone number: (360) 392-3950

Securities registered under Section 12(b) of the Act:
            (Title of Class)                                 Name of exchange on
                                                              which registered

                 None                                              None
----------------------------------------                     -------------------

Securities registered under
Section 12(g) of the Act:        Common Stock, $0.0001 par value
                                 -------------------------------
                                         (Title of class)

Check  whether  the Issuer (1) filed all reports required to be filed by Section
13  or  15(d)  of  the Securities 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.
     Yes   x       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]

Registrant's  revenues  for  its  most  recent  fiscal  year:  $Nil
                                                               ----


                                      -1-
<PAGE>
The  aggregate  market  value  of the voting stock held by non-affiliates of the
registrant  on March 12, 2003, computed by the average bid and asked price as of
March  12,  2003 is at which the stock was sold, was $6,200,000, assuming solely
for  purposes  of  this calculation that all directors and executive officers of
the  issuer  are  "affiliates."  This  determination  of affiliate status is not
necessarily  a  conclusive  determination  for  other  purposes.

On  March 12, 2003, the registrant had 8,600,000 shares of Common Stock, $0.0001
par  value  per  share,  issued  and  outstanding.


TRANSITIONAL SMALL BUSINESS DISCLOSURE FORMAT:  Yes [ ]   No [X]


                                      -2-
<PAGE>
<TABLE>
<CAPTION>
                             DYNAMIC VENTURES, INC.

                                    INDEX TO
                          ANNUAL REPORT ON FORM 10-KSB
               FOR THE TWELVE MONTH PERIOD ENDED DECEMBER 31, 2002


PART I                                                                     PAGE
<S>                                                                        <C>
Item 1    Description of Business . . . . . . . . . . . . . . . . . . . .     4
Item 2    Description of Property . . . . . . . . . . . . . . . . . . . .    12
Item 3    Legal Proceedings . . . . . . . . . . . . . . . . . . . . . . .    12
Item 4    Submission of Matters to a Vote of Security Holders . . . . . .    12


PART II
Item 5    Market for Common Equity and Related Stockholder Matters. . . .    13
Item 6    Plan of Operation . . . . . . . . . . . . . . . . . . . . . . .    13
Item 7    Financial Statements. . . . . . . . . . . . . . . . . . . . . .    15
Item 8    Changes In And Disagreements With Accountants on Accounting
          and Financial Disclosure. . . . . . . . . . . . . . . . . . . .    16


PART III
Item 9    Directors, Executive Officers, Promoters and Control Persons;
          Compliance With Section 16(s) of the Exchange Act . . . . . . .    16
Item 10   Executive Compensation. . . . . . . . . . . . . . . . . . . . .    17
Item 11   Security Ownership of Certain Beneficial Owners and Management
          and Related Stockholders Matters. . . . . . . . . . . . . . . .    17
Item 12   Certain Relationships and Related Transactions. . . . . . . . .    18
Item 13   Exhibits and Reports on Form 8-K. . . . . . . . . . . . . . . .    19
Item 14   Controls and Procedures . . . . . . . . . . . . . . . . . . . .    19


SIGNATURES. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .    20

CERTIFICATIONS. . . . . . . . . . . . . . . . . . . . . . . . . . . . . .    21
</TABLE>


                                      -3-
<PAGE>
                                     PART I

ITEM  1.  DESCRIPTION  OF  BUSINESS
-----------------------------------

Certain  statements  contained  in  this  Report, including, without limitation,
statements containing the words, "believes," "anticipates," "expects," and other
words  of  similar  import,  constitute  "forward-looking statements" within the
meaning  of  Section  27A of the Securities Act of 1933, as amended, and Section
21E  of  the  Securities Exchange Act of 1934, as amended.  Such forward-looking
statements  involve  known  and  unknown  risks, uncertainties and other factors
which  may  cause  the  actual  results,  performance or achievements of Dynamic
Ventures,  Inc. to be materially different from any future results, performance,
or  achievements  expressed or implied by such forward-looking statements. Given
these  uncertainties,  readers are cautioned not to place undue reliance on such
forward-looking  statements.  Dynamic Ventures, Inc. disclaims any obligation to
update  any  such factors or to announce publicly the results of any revision of
the  forward-looking statements contained or incorporated by reference herein to
reflect  future  events  or  developments.

THE  COMPANY

     GENERAL

Dynamic  Ventures,  Inc. ("Dynamic Ventures") was incorporated under the laws of
the State of Washington on April 10, 2000, and is in its early developmental and
promotional  stages.  To  date,  Dynamic  Ventures'  only  activities  have been
organizational,  directed  at acquiring its principal asset, raising its initial
capital  and  developing  its business plan.  Dynamic Ventures has not commenced
commercial  operations.  Dynamic Ventures has no full time employees and owns no
real  estate.

     ACQUISITION OF THE LICENSE

On  April  10,  2000,  Dynamic  Ventures' majority shareholder, Eric Boehnke, in
return  for  4,600,000  shares of Dynamic Ventures' common stock, transferred to
Dynamic  Ventures  his  rights  under  that  certain  License  Agreement  with
Vitamineralherb.com.  The  License  Agreement  grants  an  exclusive  right  to
distribute  Vitamineralherb.com  products to health and fitness professionals in
Nevada  and  Utah  via the Internet.  Mr. Boehnke acquired the license under the
terms  of  a  settlement agreement by and between Mr. Boehnke, K-2 Logistics.com
Inc.,  a  company in which he is the sole shareholder, officer and director, and
Mortenson  & Associates.  Mortenson & Associates had granted K-2 Logistics.com a
license  to  distribute  and  produce  an  oxygen enriched water product, called
"Biocatalyst,"  for  remediation  of  sewage and waste water in septic tanks and
waste  water treatment facilities.  Mortenson & Associates acquired its right to
sublicense  Biocatalyst  to  K-2  Logisitics.com  from NW Technologies Inc. As a
result  of  a  legal  dispute  between  Mortenson & Associates' principal and NW
Technologies,  Mortenson  &  Associates was unable to fulfill its obligations to
K-2  Logistics.com  under  the  license.  Under  the  terms  of  the  settlement
agreement,  Vitamineralherb.com, an affiliate of Mortenson & Associates, granted
to  Mr.  Boehnke  the license to distribute Vitamineralherb.com products in part
for  his  agreement  not  to  pursue  his  individual claims against Mortenson &
Associates.


                                      -4-
<PAGE>
     THE LICENSE

Dynamic Ventures has a three year license to market and sell vitamins, minerals,
nutritional  supplements,  and  other  health  and  fitness  products to medical
professionals,  alternative  health  professionals,  martial  arts  studios  and
instructors,  sports  and  fitness  trainers,  other  health  and  fitness
professionals, school and other fund raising programs and other similar types of
customers  via  the  Internet  for  sale  to  their clients.  The license grants
Dynamic Ventures an exclusive license for the territory of Nevada and Utah.  The
first  term  of  the  license  has been renewed and will now expire on April 10,
2006.  The  license  will  be  automatically  renewed unless Dynamic Ventures or
Vitamineralherb.com  gives  the  other  notice  of  its  intent  not  to  renew.

The  Vitamineralherb.com license is intended to eliminate Dynamic Ventures' need
to  develop  products,  store inventory, build and maintain a website, establish
banking  liaisons,  and  develop  a fulfillment system, thereby enabling Dynamic
Ventures  to  focus  strictly on marketing and sales.  Dynamic Ventures plans to
target  health  and  fitness  professionals in Nevada and Utah who wish to offer
health  and  fitness  products  to  their  customers.

The  license provides that Dynamic Ventures (and its customers) will have access
to  all  products offered on the Vitamineralherb website, as well as the ability
to  order  custom-formulated  and  custom-labeled products.  Vitamineralherb.com
sets  the  price  for products based on the manufacturer's price, plus a mark up
which  Dynamic  Ventures and Vitamineralherb.com share equally.  Three different
labeling  options  are  available  to customers:  First, products may be ordered
with  the  manufacturer's  standard  label  with  no customization.  Second, the
fitness  or  health  professional  may  customize the labels by adding its name,
address,  and  phone  number to the standard label.  In most cases, these labels
would  be a standardized label with product information and a place on the label
for  the  wording  "Distributed  by."  This  gives  these  health  and  fitness
professionals  a  competitive  edge.  Third, labels may be completely customized
for  the  health  or  fitness  professional.

The license states that Dynamic Ventures' health or fitness professional clients
may  order  the  products  they  desire directly through the Vitamineralherb.com
website,  paying  for  the  purchase  with  a  credit  card,  electronic  check
("e-check"),  or  debit  card.  All  products  are  shipped  by the manufacturer
directly  to  the  professional  or  its  clients.

The  website  is  maintained  by  Vitamineralherb.com  and each licensee pays an
annual  website  maintenance  fee of $500.  All financial transactions are to be
handled  by  Vitamineralherb.com.  Vitamineralherb  will track all sales through
the  customer's  identification  number,  and  at  month  end, e-mail to Dynamic
Ventures  and  customer  a  detailed  report  including  sales  commissions.
Vitamineralherb  has  indicated  that it will use e-commerce advertising such as
banner  ads  on major servers and websites, as well as trying to insure that all
major search engines pick Vitamineralherb.com first.  Sales originating from the
website  to  customers located in Nevada and Utah will automatically be assigned
to  Dynamic  Ventures,  whether or not originated by Dynamic Ventures' marketing
efforts.


                                      -5-
<PAGE>
Vitamineralherb.com warrants that the products are fit for the purpose for which
produced  (except  for  custom  formulated  products,  which Vitamineralherb.com
warrants  will  be  manufactured  in  accordance  with  Dynamic  Ventures'
specifications)  and  comply with all applicable laws; that all labels correctly
and  accurately  describe  the  product and comply with all applicable laws; and
that  all  suppliers'  manufacturing facilities comply with all applicable laws.
Vitamineralherb.com has agreed under the license to indemnify, hold harmless and
defend  Dynamic  Ventures'  and  its  related parties from and against any loss,
claim,  and  expense  incurred  as  a  consequence  of  breach  of  the  product
warranties.

Vitamineralherb.com  is  currently  in  breach  of  the  license agreement.  The
Vitamineralherb.com  website currently only offers herbs and tinctures; vitamins
and  minerals  are  not currently available. Dynamic Ventures is considering its
options  with  regard  to  enforcement  of  the  license  agreement.

     IMPLEMENTATION OF BUSINESS PLAN: MILESTONES

Dynamic  Ventures'  business  plan  is  to  determine the feasibility of selling
Vitamineralherb.com  products  to  targeted  markets.  Should  Dynamic  Ventures
determine  that  its business plan is feasible, it intends to employ salespeople
to call on medical professionals, alternative health professionals, martial arts
studios  and instructors, sports and fitness trainers, other  health and fitness
professionals, school and other fund raising programs and other similar types of
customers  to  interest  these  professionals  in  selling  to  their  clients
high-quality,  low-cost  vitamins,  minerals, nutritional supplements, and other
health  and  fitness  products.  These  professionals would sell the products to
their clients via the Internet.  Dynamic Ventures will achieve implementation of
its  business  plan  by  meeting  the  following  milestones:

-    MILESTONE  1  - MARKET SURVEY. In order to determine the feasibility of its
     business  plan,  Dynamic  Ventures  conducted  research  into  the  various
     potential  target  markets.  Dynamic  Ventures engaged DealBuzz.com, a firm
     which  specializes  in  market  research for Internet-related companies, to
     perform  the  market  research. Dealbuzz compiled information regarding 200
     potential  clients  in  Utah  and Nevada, and compiled statistics as to the
     feasibility  of  exploitation  of  the  license.

-    MILESTONE 2: - HIRE SALESPEOPLE. Should Dynamic Ventures determine that the
     exploitation  of  the  license  is  feasible,  it  will then have to engage
     salespeople  to  market  the products. Dynamic Ventures expects that it may
     hire two salespeople during its first year of operation. The hiring process
     would  include running advertisements in the local newspaper and conducting
     interviews. The cost of hiring the salespeople, not including compensation,
     is  estimated  at  $20,000.

-    MILESTONE  3:  ESTABLISH  AN  OFFICE.  Dynamic  Ventures would then have to
     establish  an  office  or  offices  for  the sales force in the appropriate
     market  or  markets.  This  would  include  an  office,  equipment  such as
     computers  and  telephones,  and  sample inventory for the salespeople. The
     expense  of  office rental, equipment and inventory samples is estimated to
     be  $45,000  per  year.

-    MILESTONE 4: DEVELOPMENT OF ADVERTISING CAMPAIGN. The next step would be to
     develop an advertising campaign, including establishing a list of prospects
     based  on  potential clients identified in the market survey, and designing
     and  printing  sales  materials.  The  cost  of  developing the campaign is
     estimated  at  approximately  $12,000  per  year.


                                      -6-
<PAGE>
-    MILESTONE  5:  IMPLEMENTATION  OF  ADVERTISING  CAMPAIGN/SALES  CALLS.
     Implementation  of  the  advertising  campaign would begin with mailing the
     sales  materials  to the identified list of prospects. Approximately two to
     four weeks thereafter, the salespeople would begin telephone follow ups and
     scheduling  of  sales  calls.  The  cost  of  salary  and  expenses for two
     salespeople  is  estimated  at  $248,000  per  year.

-    MILESTONE 6: ACHIEVE REVENUES. It is difficult to quantify how long it will
     take  to  convert  a  sales  call  into  actual sales and revenues. Dynamic
     Ventures  will  not begin receiving orders until its sales force is able to
     convince  potential  clients  to  begin  offering  such  products  to their
     customers,  or  to  convert  from  an  existing  supplier.

Dynamic Ventures will have to obtain additional financing through an offering or
through  capital  contributions  by  current  shareholders.  No  commitments  to
provide  additional  funds  have  been  made  by  management  or  shareholders.
Accordingly,  there  can  be  no  assurance  that  any  additional funds will be
available  on  terms  acceptable  to  Dynamic  Ventures  or  at  all.

     COMPETITION

The  electronic commerce industry is rapidly changing and intensely competitive,
and  Dynamic  Ventures expects competition to intensify in the future.  Barriers
to  entry  are  minimal  and  current  and new competitors can launch sites at a
relatively  low  cost.  In  addition,  the  vitamin,  supplement,  mineral  and
alternative  health  product  market  is very competitive and highly fragmented,
with  no  clear  dominant leader and increasing public and commercial attention.

     Dynamic Ventures' competitors can be divided into several groups including:

     -    traditional  vitamins,  supplements,  minerals  and alternative health
          products  retailers;
     -    the  online  retail  initiatives  of  several  traditional  vitamins,
          supplements,  minerals  and  alternative  health  products  retailers;
     -    online  retailers  of pharmaceutical and other health-related products
          that also carry vitamins, supplements, minerals and alternative health
          products;
     -    independent  online  retailers  specializing in vitamins, supplements,
          minerals  and  alternative  health  products;
     -    mail-order  and  catalog  retailers of vitamins, supplements, minerals
          and  alternative health products, some of which have already developed
          online  retail  outlets;  and
     -    direct sales organizations, retail drugstore chains, health food store
          merchants,  mass  market  retail  chains  and various manufacturers of
          alternative  health  products.

Many of Dynamic Ventures' potential competitors have longer operating histories,
larger  customer  or  user  bases,  greater  brand recognition and significantly
greater  financial, marketing and other resources than Dynamic Ventures has.  In
addition,  an  online  retailer may be acquired by, receive investments from, or
enter  into  other  commercial  relationships with, larger, well-established and
well-financed  companies  as  use  of the Internet and other electronic services
increases.  Competitors  have  and  may  continue to adopt aggressive pricing or
inventory  availability  policies  and  devote  substantially  more resources to
website  and  systems  development  than  Dynamic  Ventures  does.  Increased
competition  may  result  in reduced operating margins and loss of market share.


                                      -7-
<PAGE>
Dynamic  Ventures  believes that the principal competitive factors in its market
are:

     -    ability  to  attract  and  retain  customers;
     -    breadth  of  product  selection;
     -    product  pricing;
     -    ability  to  customize  products  and  labeling;
     -    quality  and  responsiveness  of  customer  service.

Dynamic  Ventures  believes  that  it  can  compete  favorably on these factors.
However,  Dynamic  Ventures  will  have  no  control  over  how  successful  its
competitors  are  in  addressing  these  factors.  In  addition,  with  little
difficulty,  Dynamic  Ventures'  online  competitors  can  duplicate many of the
products  or  services  offered  on  the  Vitamineralherb.com  site.

Dynamic  Ventures  believes that traditional retailers of vitamins, supplements,
minerals  and  other  alternative  health  products  face  several challenges in
succeeding:

     -    Lack  of  convenience  and personalized service. Traditional retailers
          have limited store hours and locations. Traditional retailers are also
          unable  to  provide  consumers  with  product advice tailored to their
          particular  situation.
     -    Limited  product  assortment.  The  capital  and real estate intensive
          nature  of  store-based retailers limit the product selection that can
          be  economically  offered  in  each  store  location.
     -    Lack  of  Customer  Loyalty. Although the larger traditional retailers
          often  attract  customers,  many  of these customers are only one-time
          users.  People  are  often attractive to the name brands, but find the
          products  too  expensive.  It  is  understood  that  these are quality
          products  and  have  value,  but the multilevel structure of marketing
          often  employed  by  large  retailers  mandate  high  prices.

As  a  result  of  the foregoing limitations, Dynamic Ventures believes there is
significant  unmet  demand  for an alternative shopping channel that can provide
consumers  of  vitamins,  supplements,  minerals  and  other  alternative health
products  with  a  broad array of products and a convenient and private shopping
experience.

Dynamic Ventures hopes to attract and retain consumers through the following key
attributes  of  its  business:

     -    Broad  Expandable  Product  Assortment.  Dynamic  Ventures'  product
          selection  is  substantially  larger  than that offered by store-based
          retailers.
     -    Low  Product  Prices.  Product  prices  can  be kept low due to volume
          purchases  through  Dynamic  Ventures'  affiliation  with
          Vitamineralherb.com  and  other licensees. Product prices will also be
          lower due to Dynamic Ventures' lack of need of inventory and warehouse
          space.  All  products  are  shipped from International Formulation and
          Manufacturing's  inventory.
     -    Accessibility  to  Customized  Products.  At  minimal cost, health and
          fitness  practitioners  may offer their customers customized products.
     -    Access  to  Personalized  Programs. Health or fitness professional can
          tailor  vitamin  and  dietary  supplement  regimes  to  their clients.


                                      -8-
<PAGE>
     REGULATORY  ENVIRONMENT

The  manufacturing, processing, formulating, packaging, labeling and advertising
of  the  products  Dynamic Ventures sells may be subject to regulation by one or
more  U.S.  federal  agencies,  including  the Food and Drug Administration, the
Federal  Trade  Commission,  the United States Department of Agriculture and the
Environmental  Protection  Agency.  These  activities  also  may be regulated by
various  agencies  of  the  states,  localities  and  foreign countries in which
consumers  reside.

The  Food  and  Drug  Administration,  in particular, regulates the formulation,
manufacture,  labeling and distribution of foods, including dietary supplements,
cosmetics  and  over-the- counter or homeopathic drugs.  Under the Federal Food,
Drug,  and  Cosmetic  Act,  the  Food  and  Drug  Administration  may  undertake
enforcement  actions  against  companies  marketing  unapproved  drugs,  or
"adulterated"  or "misbranded" products.  The remedies available to the Food and
Drug  Administration  include:  criminal  prosecution; an injunction to stop the
sale  of  a  company's  products;  seizure  of  products; adverse publicity; and
"voluntary"  recalls  and  labeling  changes.

Food  and  Drug  Administration  regulations  require that certain informational
labeling  be  presented  in  a  prescribed  manner  on all foods, drugs, dietary
supplements  and  cosmetics.  Specifically,  the  Food,  Drug,  and Cosmetic Act
requires  that  food, including dietary supplements, drugs and cosmetics, not be
"misbranded."  A product may be deemed an unapproved drug and "misbranded" if it
bears  improper  claims  or improper labeling.  The Food and Drug Administration
has  indicated  that  promotional statements made about dietary supplements on a
company's  website may constitute "labeling" for purposes of compliance with the
provisions  of  the Food, Drug, and Cosmetic Act.  A manufacturer or distributor
of  dietary  supplements  must  notify  the Food and Drug Administration when it
markets  a  product  with  labeling claims that the product has an effect on the
structure  or  function  of  the  body.  Noncompliance  with the Food, Drug, and
Cosmetic Act, and recently enacted amendments to that Act discussed below, could
result  in  enforcement  action  by  the  Food  and  Drug  Administration.

The  Food, Drug, and Cosmetic Act has been amended several times with respect to
dietary  supplements,  most recently by the Nutrition Labeling and Education Act
of  1990  and  the  Dietary  Supplement  Health  and Education Act of 1994.  The
Dietary  Supplement  Health  and Education Act created a new statutory framework
governing  the definition, regulation and labeling of dietary supplements.  With
respect to definition, the Dietary Supplement Health and Education Act created a
new class of dietary supplements, consisting of vitamins, minerals, herbs, amino
acids and other dietary substances for human use to supplement the diet, as well
as  concentrates,  metabolites,  extracts  or  combinations  of  such  dietary
ingredients.  Generally,  under the Dietary Supplement Health and Education Act,
dietary  ingredients that were on the market before October 15, 1994 may be sold
without Food and Drug Administration pre-approval and without notifying the Food
and  Drug  Administration.  In contrast, a new dietary ingredient, i.e., one not
on  the  market before October 15, 1994, requires proof that it has been used as
an  article of food without being chemically altered or evidence of a history of
use  or  other evidence of safety establishing that it is reasonably expected to
be  safe.  Retailers,  in  addition  to  dietary  supplement  manufacturers, are
responsible  for  ensuring  that  the  products they market for sale comply with
these regulations.  Noncompliance could result in enforcement action by the Food
and  Drug  Administration, an injunction prohibiting the sale of products deemed
to  be  noncompliant,  the  seizure  of  such products and criminal prosecution.


                                      -9-
<PAGE>
The Food and Drug Administration has indicated that claims or statements made on
a company's website about dietary supplements may constitute "labeling" and thus
be  subject  to regulation by the Food and Drug Administration.  With respect to
labeling,  the  Dietary  Supplement Health and Education Act amends, for dietary
supplements,  the  Nutrition  Labeling  and  Education  Act  by  providing  that
"statements  of  nutritional  support,"  also referred to as "structure/function
claims,"  may  be  used  in  dietary  supplement  labeling without Food and Drug
Administration  pre-approval,  provided  certain  requirements  are  met.  These
statements  may describe how particular dietary ingredients affect the structure
or  function  of  the  body,  or  the  mechanism  of  action  by which a dietary
ingredient  may  affect  body  structure  or  function, but may not state a drug
claim,  i.e.,  a claim that a dietary supplement will diagnose, mitigate, treat,
cure  or  prevent  a  disease.  A  company  making  a  "statement of nutritional
support" must possess substantiating evidence for the statement, disclose on the
label  that  the Food and Drug Administration has not reviewed the statement and
that  the  product is not intended for use for a disease and notify the Food and
Drug  Administration  of the statement within 30 days after its initial use.  It
is  possible  that  the  statements  presented  in  connection  with  product
descriptions  on  Dynamic  Ventures' site may be determined by the Food and Drug
Administration  to  be  drug  claims  rather  than  acceptable  statements  of
nutritional  support.  In  addition,  some  of  Dynamic  Ventures' suppliers may
incorporate objectionable statements directly in their product names or on their
products'  labels,  or  otherwise  fail to comply with applicable manufacturing,
labeling and registration requirements for over-the-counter or homeopathic drugs
or  dietary  supplements.  As  a  result, Vitamineralherb.com may have to remove
objectionable  statements  or products from its site or modify these statements,
or product names or labels, in order to comply with Food and Drug Administration
regulations.  Such  changes  could interfere with Dynamic Ventures' marketing of
products  and  could  cause  us  to  incur  significant  additional  expenses.

In  addition,  the  Dietary  Supplement  Health  and  Education  Act  allows the
dissemination of "third party literature" in connection with the sale of dietary
supplements  to  consumers  at  retail  if  the  publication  meets  statutory
requirements.  Under  the  Dietary  Supplement  Health and Education Act, "third
party  literature" may be distributed if, among other things, it is not false or
misleading,  no  particular  manufacturer  or  brand  of  dietary  supplement is
promoted,  a  balanced  view  of available scientific information on the subject
matter is presented and there is physical separation from dietary supplements in
stores.  The  extent  to which this provision may be used by online retailers is
not  yet clear, and Dynamic Ventures cannot assure you that all pieces of "third
party  literature"  that  may  be  disseminated  in connection with the products
Dynamic Ventures offers for sale will be determined to be lawful by the Food and
Drug  Administration.  Any  such  failure  could  render the involved product an
unapproved  drug  or  a  "misbranded"  product,  potentially  subjecting  us  to
enforcement  action  by  the Food and Drug Administration, and could require the
removal of the noncompliant literature from Vitamineralherb.com's website or the
modification  of  Dynamic  Ventures'  selling  methods, interfering with Dynamic
Ventures continued marketing of that product and causing us to incur significant
additional  expenses.  Given  the  fact  that  the Dietary Supplement Health and
Education  Act  was  enacted  only  five  years  ago,  the  Food  and  Drug
Administration's  regulatory policy and enforcement positions on certain aspects
of  the  new  law  are  still evolving.  Moreover, ongoing and future litigation
between  dietary  supplement companies and the Food and Drug Administration will
likely further refine the legal interpretations of the Dietary Supplement Health
and  Education  Act.  As  a  result,  the  regulatory status of certain types of
dietary  supplement  products,  as  well as the nature and extent of permissible
claims  will remain unclear for the foreseeable future.  Two areas in particular
that  pose  potential  regulatory  risk  are  the limits on claims implying some
benefit  or relationship with a disease or related condition and the application
of  the  physical separation requirement for "third party literature" as applied
to  Internet  sales.


                                      -10-
<PAGE>
In  addition to the regulatory scheme under the Food, Drug and Cosmetic Act, the
advertising  and promotion of dietary supplements, foods, over-the-counter drugs
and  cosmetics  is  subject  to  scrutiny  by the Federal Trade Commission.  The
Federal  Trade  Commission  Act  prohibits  "unfair or deceptive" advertising or
marketing  practices, and the Federal Trade Commission has pursued numerous food
and  dietary supplement manufacturers and retailers for deceptive advertising or
failure to substantiate promotional claims, including, in many instances, claims
made  via  the  Internet.  The  Federal  Trade  Commission has the power to seek
administrative  or  judicial  relief  prohibiting  a  wide variety of claims, to
enjoin future advertising, to seek redress or restitution payments and to seek a
consent  order and seek monetary penalties for the violation of a consent order.
In  general, existing laws and regulations apply fully to transactions and other
activity  on  the  Internet.  The  Federal Trade Commission is in the process of
reviewing its policies regarding the applicability of its rules and its consumer
protection guides to the Internet and other electronic media.  The Federal Trade
Commission  has  already undertaken a new monitoring and enforcement initiative,
"Operation  Cure-All,"  targeting allegedly bogus health claims for products and
treatments  offered  for  sale  on  the  Internet.  Many states impose their own
labeling  or  safety  requirements  that  differ from or add to existing federal
requirements.

Dynamic Ventures cannot predict the nature of any future U.S. laws, regulations,
interpretations  or  applications,  nor  can it determine what effect additional
governmental  regulations  or  administrative  orders,  when and if promulgated,
would  have  on  its business in the future.  Although the regulation of dietary
supplements  is  less restrictive than that of drugs and food additives, Dynamic
Ventures  cannot  assure  you  that the current statutory scheme and regulations
applicable  to  dietary  supplements  will  remain  less  restrictive.  Further,
Dynamic Ventures cannot assure you that, under existing laws and regulations, or
if  more  stringent  statutes  are  enacted,  regulations  are  promulgated  or
enforcement  policies  are  adopted,  it  is or will be in compliance with these
existing  or new statutes, regulations or enforcement policies without incurring
material  expenses  or  adjusting its business strategy.  Any laws, regulations,
enforcement  policies,  interpretations  or  applications  applicable to Dynamic
Ventures'  business  could require the reformulation of certain products to meet
new  standards,  the recall or discontinuance of certain products not capable of
reformulation,  additional  record  keeping,  expanded  documentation  of  the
properties  of  certain  products,  expanded or different labeling or scientific
substantiation.

     REGULATION OF THE INTERNET

In  general,  existing  laws  and  regulations  apply  to transactions and other
activity  on  the Internet; however, the precise applicability of these laws and
regulations  to  the Internet is sometimes uncertain.  The vast majority of such
laws  were  adopted prior to the advent of the Internet and, as a result, do not
contemplate or address the unique issues of the Internet or electronic commerce.
Nevertheless,  numerous  federal  and  state  government  agencies  have already
demonstrated significant activity in promoting consumer protection and enforcing
other  regulatory and disclosure statutes on the Internet.  Additionally, due to
the  increasing  use of the Internet as a medium for commerce and communication,
it  is possible that new laws and regulations may be enacted with respect to the
Internet  and  electronic commerce covering issues such as user privacy, freedom
of  expression,  advertising,  pricing,  content  and  quality  of  products and
services,  taxation, intellectual property rights and information security.  The
adoption  of such laws or regulations and the applicability of existing laws and
regulations  to the Internet may impair the growth of Internet use and result in
a  decline  in  Dynamic  Ventures'  sales.


                                      -11-
<PAGE>
     EMPLOYEES

Dynamic  Ventures is a development stage company and currently has no employees.
Dynamic  Ventures  is  currently  managed  by Eric Boehnke, its sole officer and
director.  Dynamic  Ventures looks to Mr. Boehnke for his entrepreneurial skills
and  talents.  For a complete discussion of Mr. Boehnke's experience, please see
"Directors  and  Executive  Officers."  Management  plans  to  use  consultants,
attorneys and accountants as necessary and does not plan to engage any full-time
employees  in  the  near  future.  Dynamic Ventures may hire marketing employees
based  on  the  projected  size  of the market and the compensation necessary to
retain qualified sales employees.  A portion of any employee compensation likely
would include the right to acquire stock in Dynamic Ventures, which would dilute
the  ownership  interest  of  holders  of  existing  shares of its common stock.

     AVAILABLE INFORMATION AND REPORTS TO SECURITIES HOLDERS

Dynamic  Ventures  is  subject  to  the  information  and  periodic  reporting
requirements of the Securities Exchange Act and, accordingly, will file periodic
reports  on Forms 10-QSB and 10-KSB, proxy statements and other information with
the Securities and Exchange Commission.  Such periodic reports, proxy statements
and other information will not be sent to shareholders but will be available for
inspection  and  copying  at  the  Commission's  public  reference room, and the
website  of Commission's Public Reference Room located at 450 Fifth Street N.W.,
Washington D.C. 20549.  Please call the Commission at 1-800-SEC-0330 for further
information  about  the  public reference rooms.  Dynamic Ventures' filings with
the Commission are also available to the public from the Commission's website at
http://www.sec.gov.


ITEM  2.  DESCRIPTION  OF  PROPERTY
-----------------------------------

Dynamic  Ventures  currently  rents  a  shared office space at 114 Magnolia St.,
Suite  400-127,  Bellingham, Washington  98225 and pays rent on a monthly basis.

Dynamic  Ventures does not believe that it will need to obtain additional office
space  at  any  time  in  the foreseeable future until its business plan is more
fully  implemented.


ITEM  3.  LEGAL  PROCEEDINGS
----------------------------

Dynamic Ventures is not a party to any pending legal proceedings.


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

No  matters  were submitted to the shareholders during the period ended December
31,  2002.


                                      -12-
<PAGE>
                                     PART II

ITEM  5.  MARKET  FOR  COMMON  EQUITY  AND  RELATED  STOCKHOLDER  MATTERS
-------------------------------------------------------------------------

     MARKET  INFORMATION
     -------------------

Effective  May  16,  2001, Dynamic Ventures' shares of common stock was accepted
for quotation on the National Association of Securities Dealers Over-the-Counter
Bulletin  Board  ("OTC-BB")  quotation  service  under  the  symbol  "DYVW".

The  quotations shown below reflect inter-dealer prices, without retail mark-up,
mark-down  or  commission and may not necessarily represent actual transactions.

Per  share common stock bid prices by quarter for the fiscal year ended December
31,  2002:

        Quarter Ended       High(1)  Low(1)
        ------------------  -------  ------

        December 31, 2002      1.95    1.15
        September 30, 2002     1.25    1.15
        June 30, 2002          1.95    1.50
        March 31, 2002         1.95    1.85
        December 31, 2001      7.75    1.20
        September 30, 2001     1.01    0.33
        June 30, 2001          0.30    0.01
        March 31, 2001      N/A (2)  N/A(2)


          (1)  Source  of  Information:  Bloomberg  Professional

          (2)  No  information is available for this quarter as the first day of
               trading  was  June  8,  2002.

     HOLDERS OF COMMON EQUITY
     ------------------------

As  of  March 12, 2003, there were 8,600,000 shares of common stock outstanding,
held  by  17  shareholders  of  record.

     DIVIDENDS
     ---------

To date Dynamic Ventures has not paid any dividends on its common stock and does
not  expect  to  declare  or  pay  any  dividends  on  its  common  stock in the
foreseeable future.  Payment of any dividends will depend upon Dynamic Ventures'
future  earnings,  if  any, its financial condition, and other factors as deemed
relevant  by  the  Board  of  Directors.


ITEM  6.  PLAN  OF  OPERATION
-----------------------------

During  the  period  from  April 10, 2000 (inception) through December 31, 2002,
Dynamic  Ventures  has  engaged  in  no  significant  operations  other  than
organizational  activities. No revenues were received by Dynamic Ventures during
this  period.


                                      -13-
<PAGE>
For  the current fiscal year, Dynamic Ventures anticipates incurring a loss as a
result  of  expenses  associated  with  setting  up a company structure to begin
implementing  its business plan.  Dynamic Ventures anticipates that until it has
implemented  its business plan and achieved the milestones, it will not generate
revenues,  and  may continue to operate at a loss thereafter, depending upon the
performance  of the business.  Please see "Item 1. Description of Business - The
License  -  Implementation  of  Business  Plan:  Milestones"  for details of the
milestones.

Dynamic  Ventures  remains  in  the  development stage and, since inception, has
experienced  no  signigicant  change  in  liquidity  or  capital  resources  or
shareholders'  equity.  Consequently,  Dynamic  Venture's  balance  sheet  as of
December  31,  2002,  reflects  total  assets  of  $63,946, in the form of cash.

Dynamic  Ventures'  business  plan  is  to  determine the feasibility of selling
Vitamineralherb.com  products  to  targeted  markets.  Should  Dynamic  Ventures
determine  that  the  exploitation  of the license is feasible, Dynamic Ventures
plans  engage salespeople to market the products. Based primarily on discussions
with  the  licensor, Dynamic Ventures believes that during its first operational
quarter,  it  will need a capital infusion of approximately $55,000 to achieve a
sustainable  sales level where ongoing operations can be funded out of revenues.
This  capital  infusion  is  intended  to cover costs of advertising, hiring and
paying  two  salespeople,  and  administrative  expenses.  In  addition, Dynamic
Ventures  will  need  approximately $260,000 in the event it determines that its
market  will  not  pay  in  advance  and it will have to extend credit.  Dynamic
Ventures will have to obtain additional financing through an offering or capital
contributions  by  current  shareholders.

Dynamic  Ventures will need additional capital to carry out its business plan or
to engage in a business combination.  No commitments to provide additional funds
have  been  made by management or other shareholders.  Accordingly, there can be
no  assurance that any additional funds will be available on terms acceptable to
Dynamic  Ventures  or  at  all.  Dynamic Ventures has no commitments for capital
expenditures.

In addition, Dynamic Ventures may engage in a combination with another business.
Dynamic  Ventures  has  engaged  in  discussions  concerning  potential business
combinations,  but  has  not  entered into any agreement for such a combination.

In  its  Independent  Auditor's Report, Dynamic Ventures' accountants state that
Dynamic  Ventures' failure to generate revenues and conduct operations since its
inception  and  its start up losses of $164,005 through December 31, 2002, raise
substantial  doubt  about  Dynamic  Ventures'  ability  to  continue  as a going
concern.  Dynamic  Ventures  will  require  substantial  working  capital,  and
currently  has inadequate capital to fund its business.  Dynamic Ventures may be
unable  to  raise  the funds necessary for implementing its business plan, which
could  severely  limit  its  operations  and  cause  its  stock to be worthless.


                                      -14-
<PAGE>
ITEM  7.  FINANCIAL  STATEMENTS
-------------------------------

Reference  is  made  to the financial statements, the reports thereon, the notes
thereto,  and supplementary data commencing at page F-1 of this annual report on
Form  10-KSB,  which  financial  statements,  reports,  notes,  and  data  are
incorporated  herein  by  reference.

                             Dynamic Ventures, Inc.
                          (A Development Stage Company)

                        Index to the Financial Statements
                        ---------------------------------


Independent  Auditors'  Report                                               F-1

Balance  Sheets  as  of  December  31, 2002 and 2001                         F-2

Statements of Operations for the Years Ended December 31, 2002               F-3
and  2001  and  Accumulated  from  April  10,  2000  (Date  of  Inception)
To  December  31,  2002

Statements of Cash Flows for the Years Ended December 31, 2002               F-4
and  2001  and  Accumulated  from  April  10,  2000  (Date  of  Inception)
To  December  31,  2002

Statement  of  Stockholders'  Equity  from  April  10,  2000
(Date of Inception)                                                          F-5
to  December  31,  2002

Notes  to  the  Financial  Statements                                        F-6



                                      -15-
<PAGE>
[GRAPHIC OMITTED]


                          Independent Auditor's Report
                          ----------------------------


To the Board of Directors and Stockholders of
Dynamic Ventures Inc.
(A Development Stage Company)


We  have  audited  the  accompanying  balance sheets of Dynamic Ventures Inc. (A
Development  Stage  Company)  as  of  December 31, 2002 and 2001 and the related
statements  of  operations,  stockholders' deficit and cash flows for the period
from April 10, 2000 (Date of Inception) to December 31, 2002 and the years ended
December 31, 2002 and 2001. These financial statements are the responsibility of
the  Company's  management. Our responsibility is to express an opinion on these
financial  statements  based  on  our  audits.

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

In  our  opinion, the aforementioned financial statements present fairly, in all
material  respects,  the  financial  position  of  Dynamic  Ventures  Inc.  (A
Development Stage Company), as of December 31, 2002 and 2001, and the results of
its  operations  and  its cash flows for the period from April 10, 2000 (Date of
Inception)  to  December  31,  2002,  in conformity with U.S. generally accepted
accounting  principles.

The  accompanying  financial  statements have been prepared assuming the Company
will  continue  as  a  going  concern.  As  discussed in Note 1 to the financial
statements, the Company has not generated any revenues and has suffered start-up
losses  of  $164,005 to December 31, 2002. These factors raise substantial doubt
about  the  Company's ability to continue as a going concern. Management's plans
in  regard  to  these  matters  are  also  discussed  in  Note  1. The financial
statements  do not include any adjustments that might result from the outcome of
this  uncertainty.


"Manning  Elliott"


CHARTERED  ACCOUNTANTS
Vancouver, Canada
February 18, 2003


                                      F-1
<PAGE>
<TABLE>
<CAPTION>
Dynamic Ventures Inc.
(A Development Stage Company)
Balance Sheets
(expressed in U.S. dollars)


                                                                    December 31,
                                                                  2002        2001
                                                                   $           $
<S>                                                              <C>         <C>
Assets

Current Assets

  Cash                                                           63,946      80,802
------------------------------------------------------------------------------------
Total Assets                                                     63,946      80,802
====================================================================================

Liabilities and Stockholders' Deficit

Current Liabilities

  Accounts payable                                                 -         1,426
  Accrued liabilities (Note 5(b))                                28,201      12,500
  Note payable (Note 4)                                         100,000     100,000
------------------------------------------------------------------------------------
Total Liabilities                                               128,201     113,926
------------------------------------------------------------------------------------

Stockholders' Deficit

Common Stock: 100,000,000 common shares authorized with
a par value of $0.0001; 8,600,000 shares issued and
outstanding                                                       860         860

Additional Paid-in Capital                                       85,140      85,140

Donated capital (Note 5(c))                                      18,000        -
------------------------------------------------------------------------------------
                                                                104,000      86,000
------------------------------------------------------------------------------------
Preferred Stock, 20,000,000 preferred shares authorized with
a par value of $0.0001; none issued                                -           -
------------------------------------------------------------------------------------
Deficit Accumulated During the Development Stage               (168,255)   (119,124)
------------------------------------------------------------------------------------
Total Stockholders' Deficit                                     (64,255)    (33,124)
------------------------------------------------------------------------------------
Total Liabilities and Stockholders' Deficit                      63,946      80,802
====================================================================================
Contingent Liability (Note 1)

Commitment (Notes 3 and 5)
</TABLE>


    (The accompanying notes are an integral part of the financial statements)

                                      F-2
<PAGE>
<TABLE>
<CAPTION>
Dynamic  Ventures  Inc.
(A  Development  Stage  Company)
Statements  of  Operations
(expressed  in  U.S.  dollars)



                                           Accumulated from
                                            April 10, 2000
                                         (Date of Inception)     For the Year Ended
                                           to December 31,          December 31,
                                                 2002             2002         2001
                                                  $                 $            $
<S>                                      <C>                   <C>          <C>
Revenue                                                    -            -            -
---------------------------------------------------------------------------------------

Expenses

  Consulting (Note 5)                                 48,318       18,000       21,106
  Foreign exchange loss                                1,113           83        1,030
  Interest and bank charges (Note 5(b))               24,229       12,315       11,002
  License amortized and written-off                   24,750            -            -
  Market research                                      1,500            -            -
  Office, rent and telephone                           7,919        2,271        4,490
  Organizational and offering costs                   11,000            -            -
  Professional fees                                   34,051       14,813       18,138
  Transfer agent and filing fees                       6,445        1,620        3,750
  Web site maintenance fee                             1,000          500          500
  Less:  Interest income                              (2,320)        (471)      (1,849)
---------------------------------------------------------------------------------------
Total Expenses                                       158,005       49,131       58,167
---------------------------------------------------------------------------------------
Net Loss for the Period                             (158,005)     (49,131)     (58,167)
=======================================================================================
Basic Net Loss Per Share                                            (0.01)       (0.01)
=======================================================================================
Weighted Average Shares Outstanding                             8,600,000    8,032,000
=======================================================================================
</TABLE>

(Diluted loss per share has not been presented as the result is anti-dilutive)


    (The accompanying notes are an integral part of the financial statements)

                                      F-3
<PAGE>
<TABLE>
<CAPTION>
Dynamic Ventures Inc.
(A Development Stage Company)
Statements of Cash Flows
(expressed in U.S. dollars)



                                                                    Accumulated from
                                                                     April 10, 2000
                                                                  (Date of Inception)     For the Year Ended
                                                                    to December 31,          December 31,
                                                                          2002             2002         2001
                                                                           $                 $            $
<S>                                                               <C>                   <C>          <C>
Cash Flows to Operating Activities

  Net loss                                                                   (158,005)     (49,131)     (58,167)

  Adjustments to reconcile net loss to cash

    Donated consulting                                                         18,000       18,000            -
    License amortized and written-off                                          24,750            -            -
    Organizational and offering costs                                          11,000            -            -

  Change in non-cash working capital items

    Increase in accounts payable and accrued liabilities                       28,201       14,275       12,973
----------------------------------------------------------------------------------------------------------------
Net Cash Used by Operating Activities                                         (76,054)     (16,856)     (45,194)
----------------------------------------------------------------------------------------------------------------
Cash Flows From Financing Activities

  Proceeds from note payable                                                  100,000            -       85,000
  Issuance of common shares                                                    40,000            -       40,000
----------------------------------------------------------------------------------------------------------------
Net Cash Provided by Financing Activities                                     140,000            -      125,000
----------------------------------------------------------------------------------------------------------------
Cash Flows to Investing Activities                                                  -            -            -
----------------------------------------------------------------------------------------------------------------
Change in Cash                                                                 63,946      (16,856)      79,806

Cash - Beginning of Period                                                          -       80,802          996
----------------------------------------------------------------------------------------------------------------
Cash - End of Period                                                           63,946       63,946       80,802
================================================================================================================

Non-Cash Financing Activities

A total of 3,500,000 shares were issued to a director at a fair
   market value of $0.01 per share for the acquisition of a
   License (Note 3)                                                            35,000            -            -

Less dividend deemed paid (Note 5(a))                                         (10,250)           -            -

A total of 1,100,000 shares were issued to a director for
   organizational expenses and offering costs at a fair market
   value of $0.01 per share                                                    11,000            -            -
================================================================================================================

Supplemental Disclosures

  Interest paid                                                                                  -            -
  Income tax paid                                                                                -            -
</TABLE>


    (The accompanying notes are an integral part of the financial statements)

                                      F-4
<PAGE>
<TABLE>
<CAPTION>
Dynamic Ventures Inc.
(A Development Stage Company)
Statement of Stockholders' Equity
From April 10, 2000 (Date of Inception) to December 31, 2002
(expressed in U.S. dollars)



                                                                                                         Deficit
                                                                                                       Accumulated
                                                                     Additional                        During the
                                               Common      Stock       Paid-in    Donated              Development
                                               Shares    Par Value     Capital    Capital    Total        Stage
                                                  #          $            $          $         $            $
<S>                                           <C>        <C>         <C>          <C>       <C>       <C>
Balance - April 10, 2000 (Date of Inception)          -           -            -         -         -             -

  Stock issued for license at a fair
    market value of $0.01 per share           3,500,000         350       34,650         -    35,000             -

  Stock issued for organizational
    expenses and offering costs at a fair
    market value of $0.01 per share           1,100,000         110       10,890         -    11,000             -

  Dividend deemed paid (Note 5)                       -           -            -         -         -       (10,250)

  Net loss for the period                             -           -            -         -         -       (50,707)
-------------------------------------------------------------------------------------------------------------------
Balance - December 31, 2000                   4,600,000         460       45,540         -    46,000       (60,957)

  Stock issued at $0.01 per share for
  cash                                        4,000,000         400       39,600         -    40,000             -

  Net loss for the year                               -           -            -         -         -       (58,167)
-------------------------------------------------------------------------------------------------------------------

Balance - December 31, 2001                   8,600,000         860       85,140         -    86,000      (119,124)

  Donated consulting                                  -           -            -    18,000    18,000             -

  Net loss for the year                               -           -            -         -         -       (49,131)
-------------------------------------------------------------------------------------------------------------------

Balance - December 31, 2002                   8,600,000         860       85,140    18,000   104,000      (168,255)
===================================================================================================================
</TABLE>


    (The accompanying notes are an integral part of the financial statements)

                                      F-5
<PAGE>
Dynamic Ventures Inc.
(A Development Stage Company)
Notes to the Financial Statements
(expressed in U.S. dollars)

1.   Development  Stage  Company

     Dynamic  Ventures Inc. herein (the "Company") was incorporated in the State
     of  Washington, U.S.A. on April 10, 2000. The Company acquired a license to
     market  and  distribute  vitamins,  minerals,  nutritional supplements, and
     other  health  and  fitness  products in the States of Nevada and Utah. The
     grantor  of  the  license  offers  these  products  for  sale  from various
     suppliers  on  their  Web Site. The Company's mind and management reside in
     Canada.

     The  Company  is  in  the  early  development stage. In a development stage
     company,  management  devotes most of its activities in developing a market
     for  its  products.  Planned  principal  activities have not yet begun. The
     ability of the Company to emerge from the development stage with respect to
     any  planned  principal  business activity is dependent upon its successful
     efforts  to  raise  additional  equity  financing  and/or attain profitable
     operations.  There  is  no guarantee that the Company will be able to raise
     further  equity financing or sell any of its products at a profit. There is
     substantial  doubt  regarding  the Company's ability to continue as a going
     concern.

     The  Company's  SB-2  Registration Statement filed with the U.S. Securities
     Exchange  Commission was declared effective on January 5, 2001. The Company
     completed an offering and issued 4,000,000 common shares at $0.01 per share
     for  cash  proceeds  of  $40,000.

     On  January  29,  2001,  the  Company  received  $100,000  from  a  company
     controlled  by  the  President  of  the  Company pursuant to a note payable
     secured  by  all  corporate  property,  bearing  interest at 12% and due on
     demand.

     The  Company  has  a  working capital deficit of $64,255 as at December 31,
     2002.  The  Company has received written confirmation from the President of
     the  Company that the note payable plus accrued interest totalling $123,000
     will  not  be  demanded  until  such  time as the Company is in a financial
     position  to  do so. With this confirmation management believes the Company
     has enough funds to pay creditors and to pay ongoing operating expenses for
     the  next  twelve  months.


2.   Summary  of  Significant  Accounting  Policies

     (a)  Year  end

          The  Company's  fiscal  year  end  is  December  31.

     (b)  Cash  and  Cash  Equivalents

          The Company considers all highly liquid instruments with a maturity of
          three  months  or less at the time of issuance to be cash equivalents.

     (c)  Long-lived  Assets

          The  carrying  value  of  the  long-lived assets are evaluated in each
          reporting  period  to  determine if there were events or circumstances
          which  would  indicate  a  possible  inability to recover the carrying
          amount.  Such  evaluation  is  based  on  various  analyses  including
          assessing  the  Company's  ability  to  bring  the related business to
          market,  related profitability projections and undiscounted cash flows
          which  necessarily  involves significant management judgment. Where an
          impairment  loss  has  been  determined  the  carrying  amount  is
          written-down  to fair market value. Fair market value is determined as
          the amount at which the license could be sold in a current transaction
          between  willing  parties.

     (d)  Foreign  Exchange

          Current  monetary  assets  and  liabilities  of  the Company which are
          denominated  in foreign currencies are translated at the exchange rate
          in  effect  at  the  balance  sheet  dates.  Revenues and expenses are
          translated  at  rates of exchange prevailing on the transaction dates.
          Exchange gains or losses on the realization of current monetary assets
          and  the  settlement  of  current  monetary liabilities are recognized
          currently  to  operations.


                                      F-6
<PAGE>
Dynamic Ventures Inc.
(A Development Stage Company)
Notes to the Financial Statements
(expressed in U.S. dollars)

2.   Summary  of  Significant  Accounting  Policies  (continued)

     (e)  Income  Tax

          Potential  benefits  of  income  tax  losses are not recognized in the
          accounts  until  realization  is more likely than not. The Company has
          adopted  Statement  of  Financial  Accounting Standards No. 109 ("SFAS
          109")  as  of  its  inception.  The Company has incurred net operating
          losses  of  $136,000,  which expire starting in 2015. Pursuant to SFAS
          109  the  Company  is  required  to compute tax asset benefits for net
          operating  losses  carried forward. Potential benefit of net operating
          losses  have not been recognized in these financial statements because
          the  Company  cannot  be  assured  it  is more likely than not it will
          utilize  the  net  operating  losses  carried forward in future years.

          The  components of the net deferred tax asset at December 31, 2002 and
          2001,  and  the  statutory  tax  rate,  the effective tax rate and the
          elected  amount  of  the  valuation  allowance  are  scheduled  below:

                                          2002        2001
                                            $           $

                Net Operating Loss        31,000     58,000

                Statutory Tax Rate            34%        34%

                Effective Tax Rate             -          -

                Deferred Tax Asset        11,000     20,000

                Valuation Allowance      (11,000)   (20,000)
                --------------------------------------------

                Net Deferred Tax Asset         -          -
                ============================================

(f)  Revenue  Recognition

     The  Company  will  receive from the Grantor of the license, commissions of
     one-half  of  all  the  profit  on all sales made through the Grantor's Web
     Site.  The  commission  revenue  will be recognized in the period the sales
     have  occurred.  The  Company  will  report the commission revenue on a net
     basis  as  the  Company  is acting as an Agent for the Grantor and does not
     assume  any  risks or rewards of the ownership of the products. This policy
     is  prospective in nature as the Company has not yet generated any revenue.

(g)  Comprehensive  Income

     SFAS  No.  130 establishes standards for reporting comprehensive income and
     its  components  in financial statements. Comprehensive income, as defined,
     includes  all changes in equity (net assets) during a period from non-owner
     source.  To date, the Company has not had any significant transactions that
     are  required  to  be  reported  in  comprehensive  income.

(h)  Accounting  for  Stock-Based  Compensation

     SFAS  No.  148  amends SFAS No. 123 by providing transition and alternative
     methods  in accounting for stock-based employee compensation. SFAS No. 123,
     "Accounting  for  Stock-Based  Compensation,"  requires  that  stock awards
     granted  be  recognized as compensation expense based on fair values at the
     date  of  grant.  Alternatively,  a  company  may  account for stock awards
     granted under Accounting Principles Board Opinion (APB) No. 25, "Accounting
     for Stock Issued to Employees," and disclose pro forma income amounts which
     would  have  resulted from recognizing such awards at their fair value. The
     Company  has  elected to account for stock-based compensation for employees
     and  non-employees  using  SFAS  No.  123,  as  amended  by  SFAS  No. 148.


                                      F-7
<PAGE>
Dynamic Ventures Inc.
(A Development Stage Company)
Notes to the Financial Statements
(expressed in U.S. dollars)

2.   Summary of Significant Accounting Policies (continued)

     (i)  Basic and Diluted Net Income (Loss) per Share

          The  Company  computes  net income (loss) per share in accordance with
          SFAS  No.  128,  "Earnings  per  Share"  (SFAS 128). SFAS 128 requires
          presentation  of both basic an diluted earnings per share (EPS) on the
          face  of  the  income statement. Basic EPS is computed by dividing net
          income  (loss)  available  to  common  shareholders (numerator) by the
          weighted  average  number  of  common shares outstanding (denominator)
          during  the period. Diluted EPS gives effect to all dilutive potential
          common  shares  outstanding during the period including stock options,
          using  the  treasury  stock  method,  and convertible preferred stock,
          using  the  if-converted method. In computing Diluted EPS, the average
          stock price for the period is used in determining the number of shares
          assumed  to  be  purchased  from  the  exercise  of  stock  options or
          warrants. Diluted EPS excludes all dilutive potential common shares if
          their  effect  is  anti  dilutive.

     (j)  Use  of  Estimates

          The  preparation  of  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 periods. Actual results could differ
          from  those  estimates.

     (k)  Financial  Instruments

          The  carrying value of cash, accounts payable, accrued liabilities and
          note  payable  approximate  fair  value  due  to  the relatively short
          maturity  of  these  instruments.

     (l)  Recent  Accounting  Pronouncements

          In  June  2001, SFAS No. 141, "Business Combinations," was approved by
          the  Financial  Accounting  Standards  Board  ("FASB").  SFAS  No. 141
          requires  that  the  purchase  method  of  accounting  be used for all
          business  combinations  initiated  after  June  30, 2001. Goodwill and
          certain  intangible assets will remain on the balance sheet and not be
          amortized.  On  an  annual  basis, and when there is reason to suspect
          that  their values have been diminished or impaired, these assets must
          be  tested  for  impairment,  and  write-downs  may  be necessary. The
          Company implemented SFAS No. 141 on July 1, 2001 and its impact is not
          expected  to  be  material  on  its  financial  position or results of
          operations.

          In  June  2001,  SFAS No. 142, "Goodwill and Other Intangible Assets,"
          was approved by FASB. SFAS No. 142 changes the accounting for goodwill
          from  an  amortization method to an impairment-only approach. SFAS No.
          142  is  effective for fiscal years beginning after December 15, 2001.
          Amortization of goodwill, including goodwill recorded in past business
          combinations,  will cease upon adoption of this statement. The Company
          adopted SFAS No. 142 on January 1, 2002 and its impact is not expected
          to  have  a  material  effect  on its financial position or results of
          operations.

          In  June  2001,  the  FASB  issued SFAS No. 143, "Accounting for Asset
          Retirement  Obligation."  SFAS  No.  143 is effective for fiscal years
          beginning  after June 15, 2002, and will require companies to record a
          liability for asset retirement obligations in the period in which they
          are  incurred,  which  typically  could  be upon completion or shortly
          thereafter.  The  FASB decided to limit the scope to legal obligations
          and  the  liability  will  be recorded at fair value. The Company will
          adopt  SFAS No. 143 on January 1, 2003. The effect of adoption of this
          standard on the Company's results of operations and financial position
          is  being  evaluated.

          In  August  2001,  the  FASB  issued SFAS No. 144, "Accounting for the
          Impairment  or  Disposal  of  Long-Lived  Assets."  SFAS  No.  144  is
          effective  for  fiscal  years  beginning  after  December 15, 2001. It
          provides  a  single  accounting  model  for  long-lived  assets  to be
          disposed  of  and replaces SFAS No. 121 "Accounting for the Impairment
          of  Long-Lived  Assets  and  Long-Lived Assets to Be Disposed Of." The
          Company  adopted  SFAS  No.  144  on  January  1,  2002. The effect of
          adoption  of  this standard on the Company's results of operations and
          financial  position  is  not  expected  to  be  material.


                                      F-8
<PAGE>
Dynamic Ventures Inc.
(A Development Stage Company)
Notes to the Financial Statements
(expressed in U.S. dollars)

2.   Summary of Significant Accounting Policies (continued)

     (l)  Recent  Accounting  Pronouncements  (continued)

          In  June  2002,  FASB  issued  SFAS  No.  146,  "Accounting  for Costs
          Associated  with  Exit or Disposal Activities". The provisions of this
          Statement  are  effective  for  exit  or  disposal activities that are
          initiated  after December 31, 2002, with early application encouraged.
          This  Statement addresses financial accounting and reporting for costs
          associated  with  exit  or  disposal activities and nullifies Emerging
          Issues  Task  Force  (EITF) Issue No. 94-3, "Liability Recognition for
          Certain  Employee  Termination  Benefits  and  Other  Costs to Exit an
          Activity  (including Certain Costs Incurred in a Restructuring)". This
          Statement requires that a liability for a cost associated with an exit
          or disposal activity be recognized when the liability is incurred. The
          Company  will  adopt  SFAS  No.  146 on January 1, 2003. The effect of
          adoption  of  this standard on the Company's results of operations and
          financial  position  is  being  evaluated.

          FASB  has  also  issued  SFAS No. 145 and 147 but these pronouncements
          will  not have any effect on the operations of the Company therefore a
          description  of  each  and  their  respective  impact on the Company's
          operations  have  not  been  disclosed.

          In  December  2002,  the  FASB  issued  SFAS  No. 148, "Accounting for
          Stock-Based  Compensation  -  Transition and Disclosure," which amends
          SFAS  No.  123  to  provide  alternative  methods  of transition for a
          voluntary  change  to  the  fair  value based method of accounting for
          stock-based  employee  compensation. In addition, SFAS No. 148 expands
          the  disclosure requirements of SFAS No. 123 to require more prominent
          disclosures  in both annual and interim financial statements about the
          method  of  accounting  for  stock-based employee compensation and the
          effect  of  the  method  used  on  reported  results.  The  transition
          provisions  of SFAS No. 148 are effective for fiscal years ended after
          December  15,  2002.  The  disclosure  provisions  of SFAS No. 148 are
          effective for financial statements for interim periods beginning after
          December  15,  2002. The Company will adopt SFAS No. 148 on January 1,
          2003. The effect of adoption of this standard on the Company's results
          of operations and financial position is not expected to be material as
          the  Company  does not have a stock option plan in place or planned in
          the  future.

3.   License

     The  Company's  only  asset  is a license acquired from Vitamineralherb.com
     Corp. The grantor to market vitamins, minerals, nutritional supplements and
     other  health  and  fitness  products  through  the Grantor's Web Site. The
     Company  will  market  and sell via the Internet, these products to medical
     practitioners,  alternative  health professionals, martial arts studios and
     instructors,  sports  and  fitness  trainers,  other  health  and  fitness
     practitioners,  school  and  other  fund raising programs and other similar
     types  of  customers  in Nevada and Utah. The license was acquired on April
     10,  2000  for  a  term  of  three years. The license will be automatically
     renewed  unless  the  Company  or the Grantor gives the other notice not to
     renew.  The  minimum  order  quantity  is  100  bottles per formulation for
     standard  products  and  5,000 units for customer formulas. The Grantor has
     agreed  to provide certain business administrative services to the Company,
     including  product  development,  store  inventory,  Web  Site creation and
     maintenance  of an order fulfilment system, thereby enabling the Company to
     focus  strictly  on marketing and sales. Some services, such as development
     of  the  Web  Site and the order fulfilment system, will be provided by the
     Grantor,  while  others,  such  as product development and store inventory,
     will  be  provided  by the product supplier. The Grantor sets the price for
     products  based  on  the  manufacturer's  price,  plus  a mark up which the
     Grantor  and  the  Company share equally. The Company pays an annual fee of
     $500  for  maintenance  of  the  Grantor's  Web  Site  commencing  on  the
     anniversary  date  of  April  10th  of  each  year.

     See Note 5 for consideration paid for the license.

     The License was written-off to operations in fiscal 2000 due to the lack of
     historical cash flow and lack of a market to resell the license.


                                      F-9
<PAGE>
Dynamic Ventures Inc.
(A Development Stage Company)
Notes to the Financial Statements
(expressed in U.S. dollars)

4.   Note  Payable

     The Company received $100,000 from a company controlled by the President of
     the  Company  pursuant to a note payable secured by all corporate property,
     bearing  interest  at  12%  and  due  on  demand.


5.   Related  Party  Transactions/Balances

     The  following  transactions  with  related  parties are bona-fide business
     transactions  and  were  recorded  at  their  exchange  amounts.

     (a)  The  License  referred  to  in  Note  3 was assigned to the Company in
          fiscal  2000  by  the  sole  director and President of the Company for
          consideration  of  3,500,000  shares  having  a  fair  market value of
          $35,000.  The  Company  estimated  the  cost  of  the  license  to its
          President  at  $24,750. The estimate was based on an allocation of the
          President's  cash  outlay  of  $33,000  for  common  stock  of  K-2
          Logistics.com  Inc.,  by  virtue  of  which the President obtained the
          license  as  well as his continued ownership of K-2 Logistics.com Inc.
          The  fair  market  value  of  $35,000,  based  on  recent  comparable
          transactions, was allocated at a par value of $350 and additional paid
          in  capital  of  $34,650.  The  excess  of  fair  market  value  over
          predecessor  cost,  being  $10,250,  was  treated  as  a dividend. The
          Grantor  of  the  License  is  not  related  to  the  Company.

     (b)  The Company has accrued $23,000 of interest owing on a note payable to
          a  company  controlled by the President of the Company (See Note 4). A
          total  of  $12,000  was  charged  to  operations during the year (2001
          -$11,000).

     (c)  The President of the Company has donated consulting services valued at
          $18,000.  This amount has been charged to operations and classified as
          "donated  capital"  in  stockholders'  deficit.

     (d)  The Company paid $Nil (2001 - $19,348) in consulting fees to a company
          controlled  by  the  President  of  the  Company.


                                      F-10
<PAGE>
ITEM  8.  CHANGES  IN  AND  DISAGREEMENT  WITH  ACCOUNTANTS  ON  ACCOUNTING  AND
--------------------------------------------------------------------------------
FINANCIAL  DISCLOSURE
---------------------

None.

                                    PART III

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

Dynamic  Ventures  held  an annual meeting by written consent action on June 25,
2001,  wherein  its  current  sole  officer  and director, Mr. Eric Boehnke, was
elected  as  the sole Director, President, Secretary and Treasurer, to serve for
terms  of one year or until his replacement is duly elected by the shareholders.

-----------------------------------------  ---  --------------  --------------
NAME AND PRESENT OFFICE HELD               AGE  DIRECTOR SINCE  OFFICER SINCE
-----------------------------------------  ---  --------------  --------------
Eric Boehnke                                38  April 10, 2000  April 10, 2000
President, Secretary, Treasurer, Director
-----------------------------------------  ---  --------------  --------------

We  currently  have  no  employees.  The  following  constitutes  certain  brief
biographical  information  for  the  sole  officer/director  as  listed  above:

Mr.  Boehnke  is  the  president  and  a  director of Big Sky Management Ltd., a
private  company  principally  involved  with  providing  corporate  finance and
administrative management services to private and public companies.  He has held
these  offices  since  1997.  Projects  for  Big  Sky Management include Pacific
Mountain  Brewing  for  which he brokered a private placement in 1998 to finance
building  of  a  specialty  malt facility in the province of Alberta; City Light
Brewing  Company, for which he raised $1.4 million US through a merchant bank in
1999,  and in 2000 researched, developed and positioned key people in regards to
the  building  of  a  new  brewpub  in  the  International  Village complex; and
Wineshares  International  Ltd.,  for  which  he arranged $500,000 US in 1999, a
large  portion of which was in the form of a bridge loan. Since May 2000, he has
also  served  as  president  and director of Vendin One Capital Corp., a company
incorporated  in the Yukon Territories that is registering its securities on the
Canadian  Venture  exchange.

Since  April, 2000, Mr. Boehnke has also served as the sole director and officer
of K-2 Logistics.com Inc., a reporting company under the Securities Exchange Act
of  1934.  K-2 Logistics is a blank check company: its business plan is to merge
with  or  acquire  a  business  entity  in  exchange  for  its  securities.

From  February, 2000 through April 20, 2000, Mr. Boehnke served as the president
and  a  director  of Hiking Adventures Inc., an OTC bulletin board company under
the  symbol "HKAD", now known as IQROM Communications Inc. ("IQCO").  During his
tenure as president, Mr. Boehnke oversaw the acquisition by Hiking Adventures of
IQROM  Communications  Inc.,  a  high tech company focusing on the production of
multi-media  CD-Roms.  Hiking Adventures and IQROM merged in a transaction known
as  a  reverse  takeover. In a reverse takeover, the shareholders of an acquired
company  generally  end up owning all or most of the resulting combined company,
and  the  resulting  company is engaged in a business different from that of the
company  which  ceases  to  exist. IQROM is engaged in a different business than
Hiking  Adventures,  and  Hiking  Adventures  has  ceased  to exist.  During Mr.
Boehnke's  tenure, Hiking Adventures lacked any material operations or revenues.
As  part  of  the  acquisition,  IQROM  arranged  for  a  private  placement  of


                                      -16-
<PAGE>
US$12,000,000  to  help the company expand its existing operations in Europe and
into  the  North  American  market.  Mr. Boehnke's duties included review of the
private  placement  documents  and  share  issuances  for  compliance  with
applicability  laws  and  regulations.

From  March 2000 through June 2000, Mr. Boehnke served as president and director
of  Anthem Recording West now Udate.com Ltd., an OTCBB company that trades under
the  symbol  "UDAT".  Anthem  and  Udate.com  also merged in a reverse takeover.
Udate.com  is engaged in a different business than Anthem, and Anthem has ceased
to exist.  During Mr. Boehnke's tenure, Anthem lacked any material operations or
revenues.  From  1996  through  1999,  Mr. Boehnke was the owner and operator of
Mescalero,  a  popular  Vancouver  restaurant.  His  responsibilities  included
managing  a staff of 25-35 people, developing capital budgets for expansion, new
marketing  plans,  formulating  systems  to control costs and structuring a core
management  team  to  oversee  the  business.  Over a period of three years, the
business developed a catering company that worked hand in hand with the business
and  increased  sales  from  $1.1  million  per annum to $1.4 million per annum.


ITEM  10.  EXECUTIVE  COMPENSATION
----------------------------------

For  fiscal  year  recently  ended  December  31, 2002, the President of Dynamic
Ventures  has  donated  consulting  services  valued  at  $18,000 which has been
treated  as  donated  capital.  For  the  fiscal  year  ended December 31, 2002,
Dynamic  Ventures  only  executive  officer was Mr. Eric Boehnke.  See "Item 12.
Certain  Relationships  and  Related  Transactions"  for transactions with third
parties.

Although  there  is  no  current  plan in existence, it is possible that Dynamic
Ventures  will  adopt  a  plan to pay or accrue compensation to its officers and
directors  for  services  related  to  the  implementation  of Dynamic Ventures'
business  plan.  Dynamic  Ventures  has  no stock option, retirement, incentive,
defined  benefit,  actuarial, pension or profit-sharing programs for the benefit
of  directors,  officers  or  other  employees,  but  the Board of Directors may
recommend  adoption  of  one  or  more such programs in the future. The director
currently  does  not receive any cash compensation from Dynamic Ventures for his
service  as  a  member  of  the  board  of  directors.  There is no compensation
committee,  and  no  compensation  policies  have  been  adopted.  See  "Certain
Relationships  and  Related  Transactions."


ITEM  11.  SECURITY  OWNERSHIP  OF  CERTAIN  BENEFICIAL  OWNERS  AND  MANAGEMENT
--------------------------------------------------------------------------------

SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT

The  following  table  sets  forth,  as  of  March  12,  2003, Dynamic Ventures'
outstanding  common  stock  owned  of  record  or beneficially by each Executive
Officer  and  Director  and  by each person who owned of record, or was known by
Dynamic  Ventures  to  own  beneficially, more than 5% of its common stock.  The
following  table also sets forth the shareholdings of all Executive Officers and
Directors  as  a  group.  Each  person  set  forth  below  has  sole  voting and
investment  power  with  respect  to  the  shares  shown.


                                      -17-
<PAGE>
<TABLE>
<CAPTION>
--------------  -----------------------------------------------------  -------------  -----------
TITLE OF CLASS          NAME AND ADDRESS OF BENEFICIAL OWNER            AMOUNT AND    PERCENT OF
                                                                         NATURE OF       CLASS
                                                                        BENEFICIAL
                                                                         OWNERSHIP
--------------  -----------------------------------------------------  -------------  -----------
<S>             <C>                                                    <C>            <C>
Common stock    ERIC BOEHNKE
                1820 Fulton Avenue                                        4,600,000       53.49 %
                West Vancouver, British Columbia
                V7V 1S2 Canada
--------------  -----------------------------------------------------  -------------  -----------
Common stock    DISTINCT HOLDINGS LTD.                                 1,000,000 (1)      11.63 %
                081 3rd Avenue
                Whitehourse, Yukon Territory
                Y1A 4Z7 Canada
--------------  -----------------------------------------------------  -------------  -----------
Common stock    KET INVESTMENTS
                980 - 13th Street                                        680,000 (2)       7.91 %
                Kamloops, British Columbia
                V2B 3C9 Canada
--------------  -----------------------------------------------------  -------------  -----------
Common stock    All Directors and Named Executive Officers as a group     4,600,000        53.49%
--------------  -----------------------------------------------------  -------------  -----------
</TABLE>

     (1)  Mr.  John  Meyer  is  the  sole  shareholder of Distinct Holdings Ltd.
     (2)  Mrs.  Karen  Repka  is  the  sole  shareholder of KET Investments Ltd.

We  know  of  no  arrangement to that would result in a change in control of our
company.


ITEM  12.  CERTAIN  RELATIONSHIPS  AND  RELATED  TRANSACTIONS
-------------------------------------------------------------

Other  than  set forth below, during the past two years, there have not been any
transactions  that  have  occurred  between  Dynamic  Ventures and its officers,
directors,  and  five  percent  or  greater  shareholders.

     i)   For  the fiscal year ended December 31, 2002, the President of Dynamic
          Ventures  has  donated  consulting  services  valued  at  $18,000.

     ii)  For  the  fiscal year ended December 31, 2001, Big Sky Management Ltd.
          received approximately $19,350 as compensation for consulting services
          rendered  to June 30, 2001. The services were provided by Eric Boehnke
          who is the sole director/officer and a majority shareholder of Dynamic
          Ventures.  Mr.  Eric  Boehnke  is  the  sole  shareholder  of  Big Sky
          Management  Ltd.

     iii) On  January  29,  2001,  Dynamic Ventures issued a $100,000 promissory
          note  to  Big  Sky  Management Ltd. Proceeds of the loan were used for
          working  capital.  The  holder  of  the  note  was  granted a security
          interest  in any and all corporate property, including but not limited
          to,  real  property,  inventory,  receivables  and office equipment of
          Dynamic  Ventures. Mr. Eric Boehnke is the sole shareholder of Big Sky
          Management  Ltd. The note bears interest at 12% per annum and the note
          is  due  on  demand.  The  accrued  interest  to  December 31, 2002 is
          $23,000.


                                      -18-
<PAGE>
ITEM  13.  EXHIBITS  AND  REPORTS  ON  FORM  8-K
------------------------------------------------

(a)     EXHIBITS
----------------

Exhibits included or incorporated by reference in this document are set forth in
--------------------------------------------------------------------------------
the  Exhibit  Index.
--------------------

                                INDEX TO EXHIBITS


            Exhibit Number         Description
            --------------------------------------------------------------------

                3.1 (1)            Articles of Incorporation
                3.2 (1)            Bylaws
                4.1 (1)            Specimen Stock Certificate
                4.2 (1)            Stock Subscription Agreement
                4.4 (2)            $100,000 Promissory Note
                5.1 (1)            Opinion re: legality
                10.1 (1)           License Agreement
                10.2 (1)           Assignment of License Agreement
                23.1 (1)           Consent of Independent Auditors
                23.2 (1)           Consent of Counsel (see exhibit 5.1)
                99.1               Certification of Chief Executive Officer
                99.2               Certification of Principal Financial Officer

               (1)  Previously  filed  as  an  exhibit  to  the  registrant's
                    registration  statement on Form SB-2 on June 30, 2000 and as
                    amended on September 19, 2000, November 3, 2000 and December
                    22,  2000.

               (2)  Previously  filed  as  an exhibit to the registrant's annual
                    report  on  Form  10-KSB  on  March  29,  2002.

(b)  Reports  on  Form  8-K

There  were  no  reports on Form 8-K filed during the last quarter of the fiscal
year  covered  by  this  report.


ITEM 14.  CONTROLS AND PROCEDURES

a)   EVALUATION  OF  DISCLOSURE  CONTROLS  AND  PROCEDURES

Our  Chief  Executive  Officer,  who is our only employee and also serves as the
principal  financial  officer,  evaluated  the  effectiveness  of our disclosure
controls  and  procedures  (as  such  term  is  defined  in  Rules 13a-14(c) and
15d-14(c)  under  the Securities Exchange Act of 1934, as amended (the "Exchange
Act"))  as  of  a  date  within  90 days prior to the filing date of this annual
report (the "Evaluation Date").  Based on such evaluation, he concluded that, as
of the Evaluation Date, our disclosure controls and procedures were effective to
ensure  that  information required to be disclosed by us in reports that we file
or  submit  under  the  Exchange  Act,  is  recorded,  processed, summarized and
reported  on a timely basis in accordance with applicable rules and regulations.


                                      -19-
<PAGE>
b)   CHANGES IN INTERNAL CONTROLS

There  were  no significant changes in our internal controls or in other factors
that  could  significantly  affect  these controls subsequent to the date of the
evaluation,  including  any  significant  deficiencies or material weaknesses of
internal  controls  that  would  require  corrective  action.


                                   SIGNATURES
                                   ----------

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

                             DYNAMIC VENTURES, INC.

                             By:       /s/ Eric Boehnke
                                    --------------------------------
                                    Eric Boehnke
                                    President, Secretary, Principal Financial
                                    Officer, and Director

                             Date:     March 19, 2003
                                    -------------------


                                      -20-
<PAGE>
                                 CERTIFICATIONS

      CERTIFICATION OF CHIEF EXECUTIVE OFFICER PURSUANT TO SECTION 302 OF THE
                           SARBANES-OXLEY ACT OF 2002

I, Eric Boehnke, certify that:

1.  I have reviewed this annual report on Form 10-KSB of Dynamic Ventures, Inc.;

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 function):

     (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


                                      -21-
<PAGE>
6.  The  registrant's  other  certifying  officers  and I have indicated in this
annual report whether or not there were significant changes in internal controls
or in other factors that could significantly affect internal controls subsequent
to the date of our most recent evaluation, including any corrective actions with
regard  to  significant  deficiencies  and  material  weaknesses.

Date:  March 19, 2003


                                                  /s/ Eric Boehnke
                                                  ------------------------
                                                      Eric Boehnke
                                                  Chief Executive Officer


                                      -22-
<PAGE>
    CERTIFICATION OF PRINCIPAL FINANCIAL OFFICER PURSUANT TO SECTION 302 OF THE
                           SARBANES-OXLEY ACT OF 2002

I, Eric Boehnke, certify that:

1.  I have reviewed this annual report on Form 10-KSB of Dynamic Ventures, Inc.;

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 function):

     (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


                                      -23-
<PAGE>
6.  The  registrant's  other  certifying  officers  and I have indicated in this
annual report whether or not there were significant changes in internal controls
or in other factors that could significantly affect internal controls subsequent
to the date of our most recent evaluation, including any corrective actions with
regard  to  significant  deficiencies  and  material  weaknesses.

Date:  March 19, 2003


                                                  /s/ Eric Boehnke
                                                  ------------------------
                                                      Eric Boehnke
                                                  Chief Executive Officer


                                      -24-
<PAGE>