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


                           FORM 10-KSB

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

           For the fiscal year ended December 31, 2002

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

                Commission file number: 000-30991


             SKINOVATION PHARMACEUTICAL INCORPORATED
             ----------------------------------------
      (Exact name of Registrant as specified in its charter)

Nevada                                                 87-0458170
------                                                 ---------------
(State or other jurisdiction of                       (I.R.S. Employer
incorporation or organization)                         Identification No.)

2157 S. Lincoln Street, Salt Lake City, Utah           84106
--------------------------------------------           ------
(Address of principal executive offices)              (Zip code)

Issuer's telephone number, including area code: (801) 323-2395

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

Securities registered pursuant to Section 12(g) of the Act: Common Stock

Check whether the issuer (1) filed all reports required to be filed by Section
13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 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 disclosure of delinquent filers in response to item 405 of Regulation
S-B is not contained herein, and will not be contained, to the best of
registrant's knowledge, in definitive proxy or information statements
incorporated by reference in Part III of this Form 10-KSB or any amendment to
this Form 10-KSB. [X]

State issuer's revenue for its most recent fiscal year: None

A market value of the voting stock held by non-affiliates cannot be determined
because the registrant does not have an active trading market.

As of March 4, 2003, the registrant had 708,000 shares of common stock
outstanding.

Documents incorporated by reference: None

Transitional Small Business Disclosure Format (check one): Yes [ ] No [X]

                              PART I

Item 1.  Description of business............................................2
Item 2.  Description of properties..........................................6
Item 3.  Legal proceedings..................................................6
Item 4.  Submission of matters to a vote of security holders................6

                             PART II

Item 5.  Market for common equity and related stockholder matters...........7
Item 6.  Plan of operation..................................................7
Item 7.  Financial statements...............................................8
Item 8.  Changes in and disagreements with accountants ....................19

                             PART III

Item 9.  Directors and executive officers; compliance with Section 16(a)...19
Item 10. Executive compensation............................................19
Item 11. Security ownership of certain beneficial owners and management....20
Item 12. Certain relationships and related transactions....................21
Item 13. Exhibits and reports on Form 8-K..................................21
Item 14. Controls and procedures ..........................................21
Signatures and certifications..............................................22




                    FORWARD LOOKING STATEMENTS

      In this annual report references to "Skinovation," "we," "us," and "our"
refer to Skinovation Pharmaceutical Incorporated.


      This annual report contains certain forward-looking statements and for
this purpose any statements contained in this annual report that are not
statements of historical fact may be deemed to be forward-looking statements.
Without limiting the foregoing, words such as "may," "will," "expect,"
"believe," "anticipate," "estimate" or "continue" or comparable terminology
are intended to identify forward-looking statements.  These statements by
their nature involve substantial risks and uncertainties, and actual results
may differ materially depending on a variety of factors, many of which are not
within Skinovation's control.  These factors include but are not limited to
economic conditions generally and in the markets in which Skinovation may
participate, competition within Skinovation's chosen industry, technological
advances and failure by Skinovation to successfully develop business
relationships.

                                2
<PAGE>

                              PART I

                 ITEM 1: DESCRIPTION OF BUSINESS

Business Development

      We were originally incorporated in the state of Nevada on January 15,
1988, as Data Financial Corporation ("Data Financial").  In 1992 Data
Financial obtained a license to certain pharmaceutical products and on August
5, 1992, Data Financial changed its name to Skinovation Pharmaceutical
Incorporated. In 1993, a court of law determined that we did not own the
license for the pharmaceutical products and we have not had operations since
that time.

Our Plan

      We are a "blank check" company and have had recurring operating losses
for the past two fiscal years.  Our independent auditors have expressed doubt
that we can continue as a going concern unless we obtain financing to continue
operations.

      Our business plan is to seek, investigate, and, if warranted, acquire an
interest in a business opportunity.  Our acquisition of a business opportunity
may be made by merger, exchange of stock, or otherwise.  We have very limited
sources of capital, and we probably will only be able to take advantage of one
business opportunity. At the present time we have not identified any business
opportunity that we plan to pursue, nor have we reached any preliminary or
definitive agreements or understandings with any person concerning an
acquisition or merger.

      Based on current economic and regulatory conditions, management believes
that it is possible, if not probable, for a company like ours, without many
assets or liabilities, to negotiate a merger or acquisition with a viable
private company.  The opportunity arises principally because of the high legal
and accounting fees and the length of time associated with the registration
process of "going public."  However, should any of these conditions change, it
is very possible that there would be little or no economic value for anyone
taking over control of Skinovation.

      Our search for a business opportunity will not be limited to any
particular geographical area or industry and includes both United States and
international companies.  Our management has unrestricted discretion in
seeking and participating in a business opportunity, subject to the
availability of such opportunities, economic conditions and other factors.
Our management believes that companies who desire a public market to enhance
liquidity for current stockholders, or plan to acquire additional assets
through issuance of securities rather than for cash will be potential merger
or acquisition candidates.

      The selection of a business opportunity in which to participate is
complex and extremely risky and will be made by management in the exercise of
its business judgement.  There is no assurance that we will be able to
identify and acquire any business opportunity which will ultimately prove to
be beneficial to us and our stockholders.  Should a merger or acquisition
prove unsuccessful, it is possible management may decide not to pursue further
acquisition activities and management may abandon its activities and we may
become dormant or be dissolved.

      Our activities are subject to several significant risks which arise
primarily as a result of the fact that we have no specific business and may
acquire or participate in a business opportunity based on the decision of
management which will, in all probability, act without consent, vote, or
approval of our stockholders.

      It is possible that the range of business opportunities that might be
available for consideration by us could be limited by impact of the SEC
regulations regarding purchase and sale of "penny stock."  Our common stock is
not publicly traded at this time and we cannot assure that a market will
develop or that a stockholder ever will be


                                3

<PAGE>

able to liquidate his investments without considerable delay, if at all.  If a
market develops, our shares will likely be subject to the rules of the Penny
Stock Suitability Reform Act of 1990. The liquidity of penny stock is affected
by specific disclosure procedures required by this Act to be followed by all
broker-dealers, including but not limited to, determining the suitability of
the stock for a particular customer, and obtaining a written agreement from
the customer to purchase the stock.  This rule may affect the ability of
broker-dealers to sell our securities and may affect the ability of purchasers
to sell our securities in any market.

Investigation and Selection of Business Opportunities

      We anticipate that business opportunities will come to our attention
from various sources, including our officers and directors, our stockholders,
professional advisors such as attorneys and accountants, securities
broker-dealers, investment banking firms, venture capitalists, members of the
financial community and others who may present unsolicited proposals.
Management expects that prior personal and business relationships may lead to
contacts with these various sources.

      Our management will analyze the business opportunities; however, none of
our management are professional business analysts.  (See, Part III, Item 9:
"Directors and Executive Officers; . . .")  Our management has had limited
experience with mergers and acquisitions of business opportunities and has not
been involved with an initial public offering.  Management may rely on
promoters or their affiliates, principal stockholders or associates to assist
in the investigation and selection of business opportunities.

      Certain conflicts of interest exist or may develop between us and our
officers and directors.  Our management has other business interests to which
they currently devote attention, which include their primary employment and
management of other blank check reporting companies.  They may be expected to
continue to devote their attention to these other business interests although
management time should be devoted to our business.  As a result, conflicts of
interest may arise that can be resolved only through their exercise of
judgement in a manner which is consistent with their fiduciary duties to us.
In particular, our officers and directors are directors of other blank check
companies with a structure and a business plan which is identical to ours and
they may be involved with other blank check companies in the future.  In the
process of negotiations for an acquisition or merger or determination of
consulting fees related to investigation of a business opportunity our
principal stockholders and management may consider their own personal
pecuniary benefit or the interests of other blank check companies they are
affiliated with rather than the best interests of our other stockholders.

      We presently do not foresee entering into a merger or acquisition
transaction with any business with which our officers or directors are
currently affiliated. We may acquire or merge with companies of which our
management's  affiliates or associates have a direct or indirect ownership
interest.  If we determine in the future that a transaction with an affiliate
would be in our best interest we are permitted by Nevada law to enter into
such a transaction if:

      (1)   The material facts regarding the relationship or interest of the
affiliate in the contract or transaction are disclosed or are known to the
board of directors.  The board authorizes the contract or transaction by the
affirmative vote of a majority of the disinterested directors, even though the
disinterested directors constitute less than a quorum; or

      (2)   The material facts regarding the relationship or interest of the
affiliate in the contract transaction are disclosed or are known to the
stockholders entitled to vote on the transaction, and the contract or
transaction is specifically approved by vote of the stockholders; or

      (3)   The contract or transaction is fair to us at the time it is
authorized, approved or ratified by the board of directors or the
stockholders.

      A decision to participate in a specific business opportunity may be made
upon our management's analysis

                                4

<PAGE>

of the quality of the business opportunity's management and personnel, the
anticipated acceptability of its new products or marketing concept, the merit
of its technological changes, the perceived benefit that it will derive from
becoming a publicly held entity, and numerous other factors which are
difficult, if not impossible, to analyze through the application of any
objective criteria.  In many instances, we anticipate that the historical
operations of a specific business opportunity may not necessarily be
indicative of the potential for the future because of the possible need to
substantially shift marketing approaches, significantly expand operations,
change product emphasis, change or substantially augment management, or make
other changes.  We will be dependent upon the owners of a business opportunity
to identify any such problems which may exist and to implement, or be
primarily responsible for, the implementation of required changes.

      In our analysis of a business opportunity we anticipate that we will
consider, among other things, the following factors:

      (1)   Potential for growth and profitability, indicated by a new
technology, anticipated market expansion, or new products;

      (2)   Our perception of how any particular business opportunity will be
received by the investment community and by our stockholders;

      (3)   Whether, following the business combination, the financial
condition of the business opportunity would be, or would have a significant
prospect in the foreseeable future of becoming sufficient to enable our
securities to qualify for listing on a exchange or on a national automated
securities quotation system, such as NASDAQ.

      (4)   Capital requirements and anticipated availability of required
funds, to be provided by us or from operations, through the sale of additional
securities, through joint ventures or similar arrangements, or from other
sources;

      (5)   The extent to which the business opportunity can be advanced;

      (6)   Competitive position as compared to other companies of similar
size and experience within the industry segment as well as within the industry
as a whole;

      (7)   Strength and diversity of existing management, or management
prospects that are scheduled for recruitment;

      (8)   The cost of our participation as compared to the perceived
tangible and intangible values and potential; and

      (9)   The accessibility of required management expertise, personnel, raw
materials, services, professional assistance, and other required items.

      No one of the factors described above will be controlling in the
selection of a business opportunity.  Management will attempt to analyze all
factors appropriate to each opportunity and make a determination based upon
reasonable investigative measures and available data. Potential business
opportunities may occur in many different industries and at various stages of
development.  Thus, the task of comparative investigation and analysis of such
business opportunities will be extremely difficult and complex. Potential
investors must recognize that because of our limited capital available for
investigation and management's limited experience in business analysis, we may
not discover or adequately evaluate adverse facts about the opportunity to be
acquired.

Form of Acquisition


                                5

<PAGE>

      We cannot predict the manner in which we may participate in a business
opportunity. Specific business opportunities will be reviewed as well as our
needs and desires and those of the promoters of the opportunity.  The legal
structure or method deemed by management to be suitable will be selected based
upon our review and our relative negotiating strength. Such method may
include, but are not limited to, leases, purchase and sale agreements,
licenses, joint ventures and other contractual arrangements. We may act
directly or indirectly through an interest in a partnership, corporation or
other forms of organization.  We may be required to merge, consolidate or
reorganize with other corporations or forms of business organization. In
addition, our present management and stockholders most likely will not have
control of a majority of our voting shares following a merger or
reorganization transaction. As part of such a transaction, our existing
directors may resign and new directors may be appointed without any vote by
our stockholders.

      We likely will acquire our participation in a business opportunity
through the issuance of common stock or other securities.  Although the terms
of any such transaction cannot be predicted, it should be noted that issuance
of additional shares also may be done simultaneously with a sale or transfer
of shares representing a controlling interest by current principal
stockholders.

Competition

      We expect to encounter substantial competition in our effort to locate
attractive opportunities.  Business development companies, venture capital
partnerships and corporations, venture capital affiliates of large industrial
and financial companies, small investment companies, and wealthy individuals
will be our primary competition. Many of these entities will have
significantly greater experience, resources and managerial capabilities than
we do and will be in a better position than we are to obtain access to
attractive business opportunities.  We also will experience competition from
other public "blank check" companies, many of which may have more funds
available for these transactions.

Employees

      We currently have no employees.  Our management expects to confer with
consultants, attorneys and accountants as necessary.  We do not anticipate a
need to engage any full-time employees so long as we are seeking and
evaluating business opportunities.

                ITEM 2: DESCRIPTION OF PROPERTIES

      We do not currently own or lease any property.  Until we pursue a viable
business opportunity and recognize income, we will not seek independent office
space.

                    ITEM 3: LEGAL PROCEEDINGS

      We are not a party to any proceedings or threatened proceedings as of
the date of this filing.

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

      We have not submitted a matter to a vote of our shareholders during the
fourth quarter of the 2002 fiscal year.

                             PART II

ITEM 5: MARKET PRICE FOR COMMON EQUITY AND RELATED STOCKHOLDER MATTERS

      Our common stock is not listed on any public market and we have had no
market activity in our stock as of this filing.  As of March 4, 2003, we had
307 stockholders of record.  We have not granted options or warrants.

                                6

<PAGE>

We have not declared dividends on our common stock and do not anticipate
paying dividends on our common stock in the foreseeable future.

Securities Under Equity Compensation Plans

      We do not have any securities authorized for issuance under any equity
compensation plans.

Recent Sales of Unregistered Securities

      The following discussion describes all securities sold by us within the
past three years without registration.

      On August 14, 2000, we issued an aggregate of 25,000 common shares
valued at $2,500 to our officers in consideration for their services rendered
in that capacity.  We issued 5,000 shares to John W. Peters, our President,
10,000 shares, each, were issued to Anita Patterson, our Director, and M.
Jeanne Ball, our Secretary/Treasurer and a Director.  We relied on an
exemption from registration for a private transaction not involving a public
distribution provided by Section 4(2) under the Securities Act.

      On July 19, 2000, we issued 30,000 common shares valued at $3,000 to
Principal Holdings, Inc.  The shares were issued for consulting services
provided to us by Principal Holdings.  We relied on an exemption from
registration for a private transaction not involving a public distribution
provided by Section 4(2) under the Securities Act.

      In connection with each of these isolated issuance's of our securities,
we believe that each purchaser was provided the same kind of information
regarding our company as would be available in a registration statement and we
reasonably believed each possessed sufficient sophistication to evaluate the
information provided.  In addition we believe each purchaser was aware that
the securities had not been registered under federal securities laws; acquired
the securities for his/her/its own account for investment purposes and not
with a view to or for resale in connection with any distribution for purposes
of the federal securities laws; understood that the securities would need to
be indefinitely held unless registered or an exemption from registration
applied to a proposed disposition; and was aware that the certificate
representing the securities would bear a legend restricting their transfer.

      As a result, we believe that the sale of our securities to the
respective acquirers did not constitute the sale of an unregistered security
in violation of the federal securities laws and regulations by reason of the
exemptions provided under  3(b) and 4(2) of the Securities, and the rules and
regulations promulgated thereunder.


                    ITEM 6: PLAN OF OPERATION

      We are a development stage company and have no assets and have
experienced losses from inception.  For the fiscal year ended December 31,
2002, we had no cash on hand and total current liabilities of $33,776.  The
current liabilities reflect expenses related to our reporting obligations
under the Exchange Act.  We have incurred expenses of $28,776 in prior years
and during the year ended December 31, 2002, we accrued another $5,000 related
to the professional services required to prepare our reports and the costs of
filing the reports with the SEC.  In the event we acquire a business
opportunity we may incur additional reporting expenses related to proxy or
information statements we may be required to provide to our stockholders which
disclose the company to be acquired's business operations, management and
financial condition.

      During the next twelve months we believe that our current cash needs can
be met by loans from our directors, officers and stockholders based on
understandings we have with these individuals.  These understandings are not
written agreements and therefore these persons are not obligated to provide
funds.  We may repay these

                                7
<PAGE>

loans, costs of services  and advancements with cash, if available, or we may
convert them into common stock.  Management anticipates future private
placements of our common shares will help fund future operations.

       Our management intends to actively seek business opportunities during
the next twelve months.       If we obtain a business opportunity, then it may
be necessary to raise additional capital through the sale of our common stock.
We intend to issue such stock pursuant to exemptions provided by federal and
state securities laws.  The purchasers and manner of issuance will be
determined according to our financial needs and the available exemptions.  We
do not currently intend to make a public offering of our stock.  We also note
that if we issue more shares of our common stock our shareholders may
experience dilution in the value per share of their common stock.

ITEM 7: FINANCIAL STATEMENTS


                                8




<PAGE>






                 Skinovation Pharmaceutical, Inc.

                       Financial Statements

                    December 31, 2002 and 2001




<PAGE> 9



                             CONTENTS


Independent Auditor's Report ..............................................3

Balance Sheets ............................................................4

Statements of Operations ..................................................5

Statements of Stockholders' Equity ........................................6

Statements of Cash Flows ..................................................7

Notes to the Financial Statements .........................................8




<PAGE> 10




                      CHISHOLM & ASSOCIATES
A Professional           Certified Public Accountants    Office (801)292-8756
Corporation                    P.O. Box 540216              Fax (801)292-8809
                   North Salt Lake, Utah 84054
_____________________________________________________________________________



                   INDEPENDENT AUDITOR'S REPORT



To the Board of Directors and Stockholders
of Skinovation Pharmaceutical, Inc.

We have audited the accompanying balance sheets of Skinovation Pharmaceutical,
Inc. (a development stage company) as of December 31, 2002 and 2001 and the
related statements of operations, stockholders' equity and cash flows for the
years ended December 31, 2002 and 2001 and from inception January 15, 1988
through December 31, 2002.  These financial statements are the responsibility
of the Company's management.  Our responsibility is to express an opinion on
these financial statements based on our audits.

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

In our opinion, the financial statements referred to above present fairly, in
all material respects, the financial position of Skinovation Pharmaceutical,
Inc. (a development stage company) as of December 31, 2002 and 2001 and the
results of its operations and cash flows for the years ended December 31, 2002
and 2001 and from inception January 15, 1988 through December 31, 2002 in
conformity with generally accepted accounting principles in the United States
of America.

The accompanying financial statements have been prepared assuming that the
Company will continue as a going concern.  The Company has suffered recurring
losses from operations which raises substantial doubt about its ability to
continue as a going concern.  Management's plans in regard to these matters
are described in Note 2.  The financial statements do not include any
adjustments that might result from the outcome of this uncertainty.


/s/ Chisholm & Associates

Chisholm & Associates
North Salt Lake, Utah
January 2, 2003


<PAGE> 11



                 Skinovation Pharmaceutical, Inc.
                  (A Development Stage Company)
                          Balance Sheets


                              ASSETS

                                                            December 31
                                                          2002       2001
                                                   ------------- -------------
CURRENT ASSETS

Cash (Note 1)                                      $          -  $          -
                                                   ------------- -------------

  Total Assets                                     $          -  $          -
                                                   ============= =============



               LIABILITIES AND STOCKHOLDERS' EQUITY

CURRENT LIABILITIES

Accounts Payable - related party (Note 5)          $     33,776  $     28,776
                                                   ------------- -------------

  Total Liabilities                                      33,776        28,776
                                                   ------------- -------------

STOCKHOLDERS' EQUITY

Common Stock, $.001 par value; 50,000,000 shares
  authorized; 708,000 shares issued and outstanding         708           708

Additional Paid - in Capital                             25,148        25,148

Deficit Accumulated during the development stage        (59,632)      (54,632)
                                                   ------------- -------------

  Total Stockholders' Equity (deficit)                  (33,776)      (28,776)
                                                   ------------- -------------

  Total Liabilities and Stockholders' Equity       $          -  $          -
                                                   ============= =============




The accompanying notes are an integral part of these financial statements



                               -4-


<PAGE> 12

                 Skinovation Pharmaceutical, Inc.
                  (A Development  Stage Company)
                     Statement of Operations

                                                                From
                                         For the Years Ended    Inception on
                                              December 31       January 15,
                                    --------------------------- 1988 to
                                        2002          2001      Dec. 31, 2002
                                    -------------- ------------ -------------

REVENUES                            $           -  $         -  $     27,937
                                    -------------- ------------ -------------
EXPENSES
  General & Administrative                  5,000            -       124,644
                                    -------------- ------------ -------------

    Total Expenses                          5,000            -       124,644
                                    -------------- ------------ -------------
Net loss before
 discontinued operations                   (5,000)           -       (96,707)

Gain on disposal of operations                  -            -        37,075
                                    -------------- ------------ -------------

Net Loss                            $      (5,000) $         -  $    (59,632)
                                    ============== ============ =============

Net Loss Per Share                  $       (0.01) $         -  $      (0.18)
                                    ============== ============ =============

Weighted average shares outstanding       708,000      678,417       335,069
                                    ============== ============ =============







The accompanying notes are an integral part of these financial statements


                               -5-
<PAGE> 13

                 Skinovation Pharmaceutical Inc.
                  (A Development Stage Company)
                Statements of Stockholders' Equity
   From Inception on January 15, 1988 through December 31, 2002

                                                                 Deficit
                                                                 Accumulated
                                                     Additional  During the
                                Common Stock         Paid in     Development
                             Shares       Amount     Capital     Stage
                           ------------- ----------- ----------- -------------

Balance, January 15, 1988             -           -           -             -

Stock issued for cash
 at $.067                        30,000  $       30 $     1,970             -

Net (loss) for the year
 ended December 31, 1988              -           -           -        (1,950)

Net (loss) for the year
 ended December 31, 1989              -           -           -           (10)

Net (loss) for the year
 ended December 31, 1990              -           -           -           (10)

Net (loss) for the year
 ended December 31, 1991              -           -           -           (10)

Stock issued for cash
 at $.033                       270,000         270       8,730             -

Net (loss) for the year
 ended December 31, 1992              -           -           -        (9,757)

Net gain for the year
 ended December 31, 1993              -           -           -           737
                           ------------- ----------- ----------- -------------

Balance - December 31, 1993     300,000         300      10,700       (11,000)

Shares canceled (Note 4)       (206,632)       (207)        207             -

Net (loss) for the year
 ended December 31, 1994              -           -           -             -
                           ------------- ----------- ----------- -------------
Balance - December 31, 1994      93,368          93      10,907       (11,000)

Net (loss) for the year
 ended December 31, 1995              -           -           -             -
                           ------------- ----------- ----------- -------------

Balance - December 31, 1995      93,368          93      10,907       (11,000)

Net (loss) for the year
 ended December 31, 1996              -           -           -        (1,424)
                           ------------- ----------- ----------- -------------

Balance - December 31, 1996      93,368          93      10,907       (12,424)

Stock issued for services         6,632           7         126             -

Stock issued for debt
 satisfaction                     5,000           5       1,418             -

Stock issued for cash           500,000         500       9,500             -

Stock offering costs                  -           -      (7,000)            -

Net (loss) for the year
 ended December 31, 1997              -           -           -        (3,508)
                           ------------- ----------- ----------- -------------

Balance - December 31, 1997     605,000         605      14,951       (15,932)

Stock issued for services        48,000          48       4,752             -

Net (loss) for the year
 ended December 31, 1998              -           -           -       (19,000)
                           ------------- ----------- ----------- -------------

Balance - December 31, 1998     653,000         653      19,703       (34,932)

Net (loss) for the year
 ended December 31, 1999              -           -           -       (14,200)
                           ------------- ----------- ----------- -------------

Balance - December 31, 1999     653,000         653      19,703       (49,132)

Stock issued for services        55,000          55       5,445             -

Net (loss) for the year
 ended December 31, 2000              -           -           -        (5,500)
                           ------------- ----------- ----------- -------------

Balance - December 31, 2000     708,000         708      25,148       (54,632)

Net (loss) for the year
 ended December 31, 2001              -           -           -             -
                           ------------- ----------- ----------- -------------

Balance - December 31, 2001     708,000         708      25,148       (54,632)

Net (loss) for the year
 ended December 31, 2002              -           -           -        (5,000)
                           ------------- ----------- ----------- -------------

Balance - December 31, 2002     708,000  $      708  $   25,148  $    (59,632)
                           ============= =========== =========== =============






The accompanying notes are an integral part of these financial statements




                               -6-



<PAGE> 14



                 Skinovation Pharmaceutical, Inc.
                  (A Development Stage Company)
                     Statement of Cash Flows


                                                                 From
                                          For the Years Ended    Inception on
                                               December 31       January 15,
                                     --------------------------- 1988 through
                                         2002          2001      Dec. 31, 2002
                                     -------------- ------------ -------------
Cash Flows from Operating Activities

  Net Loss                           $      (5,000) $         -  $    (59,632)
  Adjustments for non-cash items:
   Stock issued for debt repayment               -            -         1,424
   Shares issued for services                    -            -        10,433
   Increase  in Accounts Payable             5,000            -        33,776
   Loss on disposal of PP&E                      -            -         5,263
                                     -------------- ------------ -------------
  Net Cash Provided (Used) by
   Operating Activities                          -            -        (8,736)
                                     -------------- ------------ -------------
Cash Flows from Investing Activities:
  Cash paid for PP&E                             -            -        (5,264)
                                     -------------- ------------ -------------
  Net Cash Provided (Used) in
   Investing Activities                          -            -        (5,264)
                                     -------------- ------------ -------------
Cash Flows from Financing Activities:
  Cash paid for offering cost                    -            -        (7,000)
  Issued common stock for cash                   -            -        21,000
                                     -------------- ------------ -------------
  Net cash Provided by
   Financing Activities                          -            -        14,000
                                     -------------- ------------ -------------

Increase (Decrease) in Cash                      -            -             -

Cash, beginning of period                        -            -             -
                                     -------------- ------------ -------------

Cash, end of period                  $           -  $         -  $          -
                                     ============== ============ =============

Supplemental Cash Flow Information:

  Stock issued for debt repayment    $           -  $         -  $      1,424
  Stock issued for services          $           -  $         -  $     10,433

  Cash Paid For:
    Interest                         $           -  $         -  $          -
    Income Taxes                     $           -  $         -  $          -


The accompanying notes are an integral part of these financial statements


                               -7-


<PAGE> 15








                 Skinovation Pharmaceutical, Inc.
                  (A Development Stage Company)
                Notes to the Financial Statements
                    December 31, 2002 and 2001

NOTE 1 - Summary of Significant Accounting Policies

     a.  Organization

         The Company was incorporated under the laws of the state of Nevada on
January 15, 1988 as Data Financial Corporation.  The Company began operations
when it became the recipient of a license to certain pharmaceutical products,
it also changed its name to Skinovation Pharmaceutical, Inc.  In 1993, it was
legally determined that the Company did not own the license it was operating
under.  The Company was ordered to cease and desist operations.  The Company
has been dormant since that time.

     b.  Accounting Method

         The Company recognizes income and expense on the accrual basis of
accounting.

     c.  Earnings (Loss) Per Share

         The computation of earnings per share of common stock is based on the
weighted average number of shares outstanding at the date of the financial
statements

                                           Income (loss)  Shares     Per Share
                                           (Numerator)  (Denominator) Amount
                                           ------------ ------------ ---------
For the year ended December 31, 2002:

 Basic EPS
  Income (loss) to common stockholders     $         -      708,000  $      -
                                           ============ ============ =========

For the year ended December 31, 2001:

 Basic EPS
  Income (loss) to common stockholders     $         -      678,417  $      -
                                           ============ ============ =========

From inception on March 11, 1986 to
December 31, 2002:

 Basic EPS
  Income (loss) to common stockholders     $   (54,632)     335,069  $  (0.16)
                                           ============ ============ =========

     d.  Cash and Cash Equivalents

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

                               -8-

<PAGE> 16


                 Skinovation Pharmaceutical, Inc.
                  (A Development Stage Company)
                Notes to the Financial Statements
                    December 31, 2002 and 2001

NOTE 1 - Summary of Significant Accounting Policies (continued)

     e.  Provision for Income Taxes

         No provision for income taxes have been recorded due to net operating
loss carryforwards totaling approximately $54,600 that will be offset against
future taxable income.  These NOL carryforwards begin to expire in the year
2003.  No tax benefit has been reported in the financial statements because
the Company believes there is a 50% or greater chance the carryforward will
expire unused.

         Deferred tax asset and the valuation account is as follows as
December 31, 2002 and 2001:

                                                         December 31,
                                                       2002        2001
                                                   ------------ ------------
         Deferred tax asset:
           NOL carryforward                        $     8,658  $     8,658

           Valuation allowance                         ( 8,658)     ( 8,658)
                                                   ------------ ------------
                                                   $         -  $         -
                                                   ============ ============


     f.  Use of estimates

         The preparation of financial statements in conformity with generally
accepted accounting principles requires management to make estimates and
assumptions that affect the reported amounts of assets and liabilities and
disclosure of contingent assets and liabilities at the date of the financial
statements and the reported amounts of revenues and expenses during the
reporting period.  Actual results could differ from those estimates.

NOTE 2 - Going Concern

         The accompanying financial statements have been prepared assuming
that the Company will continue as a going concern.  The Company has no assets
and has had recurring operating losses for the past several years and is
dependent upon financing to continue operations.  The financial statements do
not include any adjustments that might result from the outcome of this
uncertainty.  It is management's plan to find an operating company to merge
with, thus creating necessary operating revenue.


                               -9-

<PAGE> 17

                 Skinovation Pharmaceutical, Inc.
                  (A Development Stage Company)
                Notes to the Financial Statements
                    December 31, 2002 and 2001

NOTE 3 - Development Stage Company

         The Company is a development stage company as defined in Financial
Accounting Standards Board Statement No. 7.  It is concentrating substantially
all of its efforts in raising capital and searching for a business operation
with which to merge, or assets to acquire, in order to generate significant
operations.

NOTE 4 - Stock Transactions

         On January 3, 1992, the Company's Board of Directors authorized a 3
shares for 1 share forward stock split, and on January 13, 1997 the Board
authorized a 1 for 100 reverse split.  The Company's financial statements have
been retroactively restated to show the effects of the stock splits.

         Since the discontinuance of operations in 1993, shareholders have
returned 206,632 shares of outstanding common stock for cancellation, as
requested by the Board of Directors.

         On March 20, 1998 the Company issued 48,000 shares of its common
stock for services valued at $4,800.

         On July 19, 2000 the Company issued 30,000 shares of its common stock
for services valued at $3,000.

         On August 14, 2000 the Company issued 25, 000 shares of its common
stock for services valued at $2,500.

NOTE 5 - Related Party Transactions

         During the years ended December 31, 1999, 1998, and 1997 the Company
incurred $14,200, $14,200 and $376 respectively, of professional fees payable
to First Equity Holdings Corp. (formerly Mutual Ventures Corp.)  An officer of
the Company is an employee of First Equity Holdings Corp.

         During the year ended December 31, 2002 the Company incurred $5,000
of professional fees payable to First Equity Holdings Corp.


                               -10-

<PAGE> 18



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

      We have had no change in, or disagreements with, our principal
independent accountant during our last two fiscal years.


                             PART III

ITEM 9: DIRECTORS AND EXECUTIVE OFFICERS; COMPLIANCE WITH SECTION 16(a)

      Our executive officers and directors and their respective ages,
positions and term of office are set forth below.  Biographical information
for each of those persons is also presented below.  Our bylaws require three
directors who serve for terms of one year or until they are replaced by a
qualified director.  We have one vacancy on our Board.  Our executive officers
are chosen by our Board of Directors and serve at its discretion.  There are
no existing family relationships between or among any of our executive
officers or directors.

Name                Age      Position Held                  Director Since
-----              -----     ----------------------------   --------------
John W. Peters       51      President, Director            June 20, 2000
M. Jeanne Ball       45      Secretary/Treasurer, Director  March 20, 1998

      John W. Peters.    Since July 1999 he has been the manager of
Development Specialties, Inc. a property management company.  Since 1995 to
the present he has been President and Chairman of the Board of Earth Products
and Technologies, Inc, a reporting company.  From 1993 to 1995 he was employed
as Earth Products' operations manager.  Prior business experience includes
President and executive officer of Certified Environmental Laboratories, Inc.
and Vice President of Sales and Marketing for Comco Communications Corp. in
California.  He is a director of Bingham Canyon Corporation, and Cancer
Capital Corp., blank check operating companies.  Mr. Peters studied business
administration at Long Beach Community College and California Polytechnic
State University in San Louis Obispo, California.

      M. Jeanne Ball  For the past five years, Mrs. Ball, has worked as an
independent contractor performing duties of a legal secretary for an attorney.
She is a Director of Galaxy Specialties, Inc. and Wings & Things, Inc., blank
check reporting companies.

Section 16(a) Beneficial Ownership Reporting Compliance

      Section 16(a) of the Securities Exchange Act of 1934 requires our
directors, executive officers and persons who own more than five percent of a
registered class of our equity securities, to file with the Securities and
Exchange Commission initial reports of ownership and reports of changes in
ownership of common stock and our other equity securities.  Officers,
directors and greater than ten-percent beneficial owners are required by SEC
regulations to furnish us with copies of all Section 16(a) reports they file.
Based solely upon review of the copies of such forms furnished to us during
the fiscal year ended December 31, 2002, we believe all filing requirements
under Section 16(a) were complied with in a timely manner.

                 ITEM 10: EXECUTIVE COMPENSATION

      None of our named executive officers received any cash compensation,
bonuses, stock appreciation rights, long term compensation, stock awards or
long-term incentive rights in excess of $100,000 from us during the past three
fiscal years.  John W. Peters, our President, who acts in the capacity similar
to chief executive officer did not receive compensation during the 2002 fiscal
year.  During the year ended December 31, 2000, Mr. Peters and Mrs. Ball
received compensation in the form of common shares.  Mr. Peters received 5,000
shares valued at $500 and Mrs. Ball received 1,000 shares valued at $1,000.


                                19

<PAGE>

      We have not entered into employment contracts with our executive
officers and their compensation, if any, will be determined at the discretion
of our Board of Directors.

Compensation of Directors

      We do not have any standard arrangement for compensation of our
directors for any services provided as director, including services for
committee participation or for special assignments.

ITEM 11: SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT

      The following table sets forth the beneficial ownership of our
outstanding common stock of each person or group known by us to own
beneficially more than 5% of our outstanding common stock, as well as
management's ownership.  Beneficial ownership is determined in accordance with
the rules of the SEC and generally includes voting or investment power with
respect to securities.  Except as indicated by footnote, the persons named in
the table below have sole voting power and investment power with respect to
all shares of common stock shown as beneficially owned by them.  The
percentage of beneficial ownership is based on 708,000 shares of common stock
outstanding as of March 4, 2003.


                    CERTAIN BENEFICIAL OWNERS

                           Common Stock Beneficially Owned
                           -------------------------------
Name and Address of        Number of Shares of
Beneficial Owners          Common Stock               Percentage of Class
-------------------------- -------------------------- -------------------

Donald R. Mayer                250,000                    35.3%
6 E.  Northridge Lane
Sandy, Utah 84092

National Financial
 Services Corporation           50,000                     7.1%
200 Liberty Street
One World Financial Center
New York, New York 10281

Arthur Candland                 44,000                     6.2%
5295 S.  300 W., Suite 499
Murray, Utah 84107


                            MANAGEMENT

                                  Common Stock Beneficially Owned
                                  -------------------------------
Name and Address of               Number of Shares of
Beneficial Owners                 Common Stock            Percentage of Class
--------------------------------- ----------------------- -------------------
John W. Peters                        35,000                    4.9%
2157 S. Lincoln Street
Salt Lake City, Utah 84106

M. Jeanne Ball                        10,000                    1.4%
968 Bloomsbury Cove
Murray, Utah 84123


                                20
<PAGE>

All directors and
officers as a group                   45,000                    6.3%


     ITEM 12: CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS

      We have not engaged in any transactions in excess of $60,000 during the
past two years involving our executive officers, directors, 5% stockholders or
immediate family members of such persons.

            ITEM 13: EXHIBITS AND REPORTS ON FORM 8-K

Exhibits
--------
3.1            Articles of Incorporation as amended (Incorporated by reference
               to exhibit 3.1 for Form 10-KSB, filed March 29, 2002)
3.2            Bylaws of Skinovation Pharmaceutical Incorporated (Incorporated
               by reference to exhibit 3.3 of the Form-SB, filed July 11,
               2000)
99.1           Section 1350 certification

Reports on Form 8-K

      None


                 ITEM 14: CONTROLS AND PROCEDURES

      During the year ended December 31, 2002, we formalized the procedures we
rely on to ensure that material information regarding our company and its
operations is provided to the public in a timely manner.  On March 24, 2003,
our principal executive and financial officer, John W. Peters, evaluated the
effectiveness of these disclosure controls and procedures and determined that
there were no significant deficiencies in these procedures.

      Also, Mr. Peters did not identify any deficiencies or material
weaknesses in our internal controls, nor did he identify fraud that involved
management or other employees who had a significant role in our internal
controls.  He did not find any deficiencies or weaknesses which would require
changes to be made or corrective actions to be taken related to our internal
controls.



                                21

<PAGE>

                            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.


Date: March 25, 2003                Skinovation Pharmaceutical Incorporated


                                        /S/ John W. Peters
                                    By:_____________________________________
                                        John W. Peters
                                        President and Director
                                        Principal Executive and Financial
                                        Officer



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




                                        /s/ M. Jeanne Ball
Date: March 25, 2003                By:_____________________________________
                                        M. Jeanne Ball
                                        Secretary/Treasurer and Director




            PRINCIPAL EXECUTIVE OFFICER CERTIFICATION

I, John W. Peters, certify that:

1.   I have reviewed this annual report on Form 10-KSB of Skinovation
Pharmaceutical Incorporated;

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 statement made, in light of the circumstances under which 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 we 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


                                22
<PAGE>

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

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.

                                     /s/ John W. Peters
Date: March 25, 2003                ________________________________
                                    John W. Peters
                                    Principal Executive Officer



            PRINCIPAL FINANCIAL OFFICER CERTIFICATION

I, John W. Peters, certify that:

1.   I have reviewed this annual report on Form 10-KSB of Skinovation
Pharmaceutical Incorporated;

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 statement made, in light of the circumstances under which 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 we 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

                                23

<PAGE>

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

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.



                                    /s/ John W. Peters
Date: March 25, 2003                ________________________________
                                    John W. Peters
                                    Principal Financial Officer








                                24