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

FORM 10KSB

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

For the fiscal year ended December 31, 2001

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

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

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

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

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

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

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

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

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

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

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

As of March 28, 2002,  the  issuer  had  outstanding  254,850 common
units and 601,416 preferred units, for a total of 856,266 units, all
of which are voting units.  Of this number of total units, 60,000
units (17,000 common units and 43,000 preferred units) were held by
affiliates including managers of COR Development, LLC.  Other than one
(1) unit held by CORnerstone Development, LLC, leaving a total of
796,265 units held by non-affiliates.  The units held by non-affiliates
were all sold for $10 per unit, and as further explained in "Market for
Common Equity and Related Stockholder Matters" below, there is no market
for these units.  Thus, the aggregate market value of all outstanding
units held by non-affiliates was $7,962,650.

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

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

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

(APPLICABLE ONLY TO CORPORATE REGISTRANTS)

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

DOCUMENTS INCORPORATED BY REFERENCE

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

The Definitive Proxy Statement of COR Development, LLC filed on
August 24, 2001 is incorporated by reference into the section,
"Supplemental Information to be Furnished With Reports Filed Pursuant
to Section 15(d) of the Exchange Act By Non-reporting Issuers."

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

						PART I

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

Item 2. Description of Properties....................................7

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

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

						PART II

Item 5. Market for Common Equity and Related Stockholder Matters.....10

Item 6. Plan of Operations...........................................12

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

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

						PART III

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

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

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

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

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

				      	3
<PAGE>
PART I

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

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

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

competition in the real estate industry;

regulatory matters including our compliance with government
regulations;

zoning and issuance of building and other permits;

cost overruns on portions of the anticipated developments;

availability of sufficient capital to support COR's plans;

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

our liability for claims asserted against us; and

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

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

Item 1.  Description of Business.

(a)  Business Development

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

COR's managing member was originally CORnerstone  Development,  LLC,
a Kansas limited liability company ("CORnerstone Development").
In December, 2000, CORnerstone Development appointed six individuals
to serve in its place as managers of COR.  These six individuals are
discussed in more detail below in Item 9, "Directors, Executive
Officers, Promoters and Control Persons."  The only member or entity
with an interest in CORnerstone  Development is the Church of the
Resurrection--United Methodist, a Kansas nonprofit corporation (the
"Church of the Resurrection").
				      	5
<PAGE>
(b)  Business of COR

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

					4
<PAGE>
IMPORTANT FACTORS

Competition

There has been significant expansion of available commercial office
space in Johnson County,  Kansas over the past ten years. The vacancy
rate for commercial property in Johnson  County,  Kansas has increased
substantially since 2000.  Vacancy is generally  broken down into
northern Johnson  County  and  southern  Johnson  County.  The real
estate is located in southern  Johnson  County.  At the end of the
fourth quarter of 2000, the overall vacancy rate for all commercial
property in southern Johnson County was approximately 8%, and by the
end of the fourth quarter of 2001 that figure had grown to about 15%.
The figure currently stands at approximately 17%.  Similarly, overall
vacancy in northern Johnson County was approximately 12% at the end
of the fourth quarter of 2000, approximately 15% at the end of the
fourth quarter of 2001 and stands at about 18% currently.

Meanwhile, average rental rates for commercial property have stabilized
and even declined slightly over the same period.  The average rental
rate for commercial property in southern Johnson County was $21.01 per
square foot at the end of the fourth quarter of 2000, $20.67 at the end
of the fourth quarter of 2001, and is currently $20.49. The average
rental rate for commercial property in northern Johnson County was
$16.73 per square foot at the end of the fourth quarter of 2000, $16.34
at the end of the fourth quarter of 2001 and is $16.22 currently.

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

Government

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

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

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

As further explained in Item 6, "Plan of Operations" below, we have
applied for approval of our site plans and necessary zoning with the
City of Leawood, Kansas.  At this  time,  we do  believe  that the
real estate  can be  appropriately zoned.  There is the  possibility
that zoning  consistent  with the  intended development  cannot  be
secured  or that  changes  could be made to the  zoning regulations
that may adversely affect the development of the real estate.

Other Business Influences

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

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

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

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

Employees

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

Item 2.  Description of Property

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

COR purchased the real estate on January 2, 2001 for $11,256,808,
including closing costs of $29,558.  To make the purchase, COR used
$5,500,000 in proceeds from a loan extended to COR by Gold Bank of
Leawood, Kansas, and $5,756,808 in proceeds from sales of COR
Common Units and Preferred Units during the period from January 2001
to May 7, 2001.  The sale of these units is discussed in more detail
in Item 5, "Market for Common Equity and Related Stockholder Matters."

Item 3.  Legal Proceedings.

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

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

No matters were submitted to a vote of security holders during the
fourth quarter of the fiscal year ended December 31, 2001.

During COR's fiscal quarter ended September 30, 2001, the following
items were submitted to a vote of COR members by solicitation of
proxies:

(a)  COR's Annual Meeting of Members was held September 17, 2001.
On all matters submitted to vote at the Annual Meeting, each member
was entitled to one vote for each Common Unit or Preferred Unit held.
As of the record date of August 7, 2001, there were 252,350 Common
Units outstanding and 596,803 Preferred Units outstanding, for a total
of 849,153 units outstanding and 849,153 total votes eligible.  483,682
votes (56.7% of the 849,153 total votes eligible) were present at the
Annual Meeting in person or by proxy.  See Item 5, "Market for Common
Equity and Related Stockholder Matters" below for a further description
of the Common Units and Preferred Units, including the number of units
outstanding as of December 31, 2001.

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

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

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

(c)  At the Annual Meeting, the members of COR also approved the
following:

Amendments to COR Operating Agreement

The members of COR approved certain amendments to the COR Operating
Agreement.  In summary, those amendments are as follows:

(i)  Inconsistency Regarding Authority to Determine Distributions

The Operating Agreement as originally adopted had an inconsistency
regarding who may determine if distributions are to be made to the
holders of the Common Units or the Preferred Units.  Section 6.2(iii)
of the Operating Agreement originally provided that the members of COR
determine if a distribution is to be made to the holders of the Common
Units or the Preferred Units. In other provisions of the original
Operating Agreement, the managers were given the authority to determine
if these distributions are to be made.

The managers believed that it was necessary to eliminate this
inconsistency and accordingly they submitted an amendment to Section
5.1.3.1 as Proposal One and proposed the deletion of Section 6.2(iii)
as Proposal Two at the Annual Meeting.  The members approved Proposal
One and Proposal Two.  The number of votes for and against, and the
number of abstentions on these proposals at the Annual Meeting are set
forth in the following table:
				      	8
<PAGE>

PROPOSAL ONE

	Votes and Abstentions		 Number
	Votes For			       480,510
	Votes Against			   3,000
	Abstentions		                 172

PROPOSAL TWO

	Votes and Abstentions		 Number
	Votes For		        	480,510
	Votes Against			  3,000
	Abstentions		                172

(ii)  Limitation on Managers' Ability to Employ a Member

The Operating Agreement as originally adopted included a provision
regarding compensation of a member that may have limited the managers'
ability to employ any member and compensate him or her appropriately.
Section 6.2(vi) of the Operating Agreement originally provided that the
members of COR Development determine if any compensation should be paid
to a member for services. Because members would generally only be able
to act at an annual or special meeting with notice having to be printed
and sent out to all members, the cost for the members to make this
determination would have been much greater than the managers meeting to
make that determination.  Further, because the managers may wish at some
time to employ a member for his or her services, the managers' ability
to do so would have been greatly limited if a meeting of the members had
to be called before the managers could employ that person and compensate
him or her appropriately.

The managers believed that it was necessary to eliminate this limitation
and accordingly proposed the deletion of Section 6.2(vi), and a
corresponding amendment to the last paragraph of Section 6., as Proposal
Three at the Annual Meeting.  This amendment to the last paragraph of
Section 6.2 also effected changes proposed by the managers under Proposal
One and Proposal Two.  The members approved Proposal Three.  The number
of votes cast for and against, and the number of abstentions on Proposal
Three at the Annual Meeting are set forth in the following table:

PROPOSAL THREE

	Votes and Abstentions		 Number
	Votes For			      460,510
	Votes Against			  3,000
	Abstentions		             10,172

(iii)  Proper Allocation of Profit and Loss

The managers recommended an amendment to Article VIII of the COR
Operating Agreement to properly allow for the allocation of profit and
loss.  To achieve this purpose, the managers submitted an amendment to
Article VIII as Proposal Four at the Annual Meeting.  The members
approved Proposal Four.  The number of votes cast for and against, and
the number of abstentions on Proposal Four at the Annual Meeting are
set forth in the following table:
				      	9
<PAGE>

PROPOSAL FOUR

	Votes and Abstentions		 Number
	Votes For				457,510
	Votes Against			  2,000
	Abstentions				 12,672

Ratification of Auditors

At the Annual Meeting the members of COR also ratified Marks Nelson
Vohland & Campbell, LLC, PA ("MNVC") as COR's auditors.  The number
of votes for and against, and the number of abstentions regarding this
ratification (submitted to the members as Proposal Five at the Annual
Meeting) are set forth in the following table:

PROPOSAL FIVE

	Votes and Abstentions		 Number
	Votes For				485,510
	Votes Against			      0
	Abstentions				    672

As further explained in Item 8, "Changes in and Disagreements with
Accountants on Accounting and Financial Disclosure" below, MNVC
resigned as our auditors because their firm's insurance coverage
may not extend to audits performed for SEC reporting companies.
When Marks Nelson Vohland & Campbell, LLC, PA informed us of their
decision, the Managers exercised their authority to retain
Mayer Hoffman McCann, PC of Kansas City, Missouri, as our auditors.
We will present Mayer Hoffman McCann, PC to the members of COR at the
2002 Annual Meeting of Members of COR for ratification as COR's auditors.


PART II

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

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

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

The offering included two classes of securities, Common Units and
Preferred Units. The offering terminated before all of the registered
Common Units and Preferred Units were sold. A total of 1,600,000 units
were registered that consisted of a collective 1,600,000 of common
units and preferred units.  From January 2001 to the date of the
termination of the offering on May 7, 2001, 252,350 Common Units and
596,803 Preferred Units were sold, which provided proceeds of
$8,491,530.  The offering price was $10.00 per unit for either a Common
Unit or a Preferred Unit. No underwriter was engaged or employed for
this offering.  The amount registered of each class of security, the
aggregate price of the offering amount registered, the amount sold of
each security and the aggregate offering price of the amount sold are
as follows:
				      	10
<PAGE>

<TABLE><CAPTION>

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

Common Units       1,600,000    $16,000,000       252,350     $2,523,500

Preferred Units    1,600,000    $16,000,000       596,803     $5,968,030
</TABLE>

As of March 28, 2002,  the  issuer  had  outstanding  254,850 common
units and 601,416 preferred units, for a total of 856,266 units, all of
which are voting units.

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

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

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

The use of the proceeds set forth above does not constitute a material
change in the use of proceeds set forth in the prospectus of the
Registrant.

COR has made the following sales of unregistered securities within the
past three (3) years:

                                     Total
                         Price       Offering
Date         # Units     per Unit    Price          Buyer

3/31/00          1        $10.00     $10.00    CORnerstone
							     Development, LLC
				      	11
<PAGE>

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

Item 6.  Plan of Operation

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

COR has not had any revenues during the past two (2) years.

For the next twelve (12) months, COR will be actively involved in the
development of 47 acres located at the intersection of 137th and Nall
in Leawood, Kansas.  This property and our purchase of it is further
described under Item 2, "Description of Property."

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

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

We propose to accomplish four purposes with the real estate.  First,
we will develop and sell seven pad sites over the next three years.
Second,  we plan to develop and build commercial office and retail
space and will  engage a  management  company to  lease  this space.
Based upon the current site plans, there will be approximately 450,000
square feet of retail, hotel and office space. The facilities will be
on 34 acres. The current site plans will include a 120-room hotel,
239,000 square feet of retail and hotel space, 211,000 square feet of
office space, a bank and three restaurants. The current site plans
provide more square feet of retail and office space then originally
anticipated in the prospectus which indicated a combined 329,000 square
feet of retail and office space. The reconfiguration of the facilities
on the property has allowed for more space to use and to rent.

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

As explained above under "Description of Business," Johnson County,
Kansas has experienced a significant expansion of commercial office space
over the past ten years.  Since 2000, the vacancy rate for commercial
property in Johnson County has increased substantially while average
rental rates for commercial property have stabilized and even declined
slightly.  These market conditions may make it difficult or infeasible
to reach our projected vacancy and rent targets.
				      	12
<PAGE>

We anticipate that construction on the facilities will commence in autumn,
2002.  In late October, 2001, we finalized and filed with the City of
Leawood, Kansas, site plans for the building of the facilities for the
office and retail space. In conjunction with the filing of the site plans,
we requested the zoning necessary for the proposed development.  Response
from the City of Leawood is pending, and at the time of filing we expected
that such response would take a minimum of three to five months.  We are
still awaiting response.  In the interim, we anticipate that we will be
conducting meetings with the staff of the City of Leawood and meetings
with adjacent property owners in preparation for receiving approval of
the site plans and receiving building permits for the construction of
the facilities.

However, we cannot assure you that the City of Leawood will approve the
site plans, grant the necessary zoning or issue any or all of the
necessary permits required for us to develop the real estate as
proposed.  If the City of Leawood fails to approve the site plans in
substantially their current form or fails to grant the requested
zoning, or if the City of Leawood or other local governments or
regulatory authorities fail to issue one or more necessary permits,
we anticipate that we will not be able to conduct the development
without significant revision to our current plan of operation.

We will employ a construction management company to take responsibility
for the overall management of the construction, including preparing the
pad sites for sale and developing and constructing the commercial
buildings.  As of December 31, 2001, we had tentatively selected
Walton Construction Co., Inc. to act as the general contractor for
the building of the facilities.  We also plan to employ a real estate
development management company to assist with securing the approval of
the site plans, to provide leasing services including obtaining tenants
for the facilities, and to manage maintenance of the buildings.  As of
December 31, 2001, we had tentatively selected Red Development Services,
L.L.C. to serve as development manager.  As of December 31, 2001, no
contract had been executed with either of these companies.

As explained below in "Certain Relationships and Related Transactions,"
Estel Hipp and Gregory R. Walton were formerly managers of COR, but
resigned so that their companies could negotiate arms length agreements
for services to be rendered to COR.  Mr. Hipp is working as a leasing
and design consultant to Red Development.  Mr. Walton is the founder,
President and Chief Executive Officer of Walton Construction Co., Inc.
Because of their prior experience as managers of COR it is possible
that, compared with other companies that might desire to render such
services to COR, the companies affiliated with Mr. Hipp and Mr. Walton
may have superior access to the decision making process at COR.
Mr. Hipp and Mr. Walton have been invited to select meetings of the
managers of COR to discuss their companies,  and in the future this
practice may continue, but ultimately the managers of COR will control
any vote regarding the hiring of any company to provide services to COR.

COR's managers will provide oversight of the construction management
company and the leasing management company.
				      	13
<PAGE>

At this time, we have sufficient capital to carry the land for the next
twelve (12) months.  Assuming the City of Leawood approves our site
plans and provides the requested zoning, and assuming that all necessary
permits are issued, we have sufficient capital to construct at least
some of the pad sites during the next twelve (12) months.  However,
without a construction loan we do not have sufficient capital to
otherwise develop the real estate.  We anticipate that we will use such
capital only as necessary until we obtain an initial construction loan
in the first half of 2002.  We currently anticipate that the principal
amount of this initial construction loan will be approximately $3,000,000
to $5,000,000, which we plan to use toward construction of development
infrastructure. This infrastructure construction is expected to involve
selective demolition, earthwork, construction of underground duct and
utility structures, construction of sanitary sewerage and storm drainage,
and installation of pavement.

We will need to obtain further construction loans to complete
development as planned.  The development will continue for an extended
time - we currently anticipate that construction of all of the proposed
facilities should be completed in 2005.  We also anticipate that we
will need to obtain a total of approximately $39,000,000 in construction
loans to complete development. We may not be able to obtain all
necessary loans. We are currently attempting to obtain a non-recourse
loan and we can provide no assurance that such a loan will be available
at all or on terms that are suitable to COR.  If we do not obtain
approximately $39,000,000 in total construction loans, we expect that
we will not be able to complete the construction of all the facilities
as proposed.

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

Item 7.  Financial Statements

COR's financial statements for the fiscal year ending December 31, 2001
and the period from March 24, 2000 (inception) through December 31, 2000
are located below at Item 13, F-1, are incorporated herein.

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

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

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

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


Part III

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

Name				      Age		Position with COR

Robert M. Adams			46			Manager
J. Frederick Ball			67			Manager
Steven L. Eginoire		48			Manager
Arthur E. Fillmore, II		55			Manager
J. Scott Harrison			47			Manager
James M. Selle			44			Manager

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

Robert M. Adams is a manager of COR.  Mr.  Adams is 46 and has been an
attorney for more than 20 years.  His practice focuses on real estate
and corporate  matters.  Mr. Adams has represented  clients in real
estate  transactions  involving the sale, purchase  and  development
of real  estate,  lease  negotiation,  environmental matters  and  the
financing  of  hotel,  office,  commercial,   industrial  and
residential  properties  on a  regional  and  national  basis.  He has
also been involved in real estate  lease  enforcement,  property  tax
protest and board of zoning adjustment  proceedings.  He is a member of
Lathrop & Gage L.C. Mr. Adams has a B.S.  from  Northwestern
University  and a J.D.  from the  University  of Missouri-Kansas City.
				      	15
<PAGE>

J. Frederick Ball is a manager of COR.  Mr. Ball is 67 and has worked
in the grocery industry his entire life.  He is the Chairman and CEO
of Four B Corp. D/B/A Ball's Price Chopper & Hen House Markets, which
is a family-owned business established by Mr. Ball's parents in 1923
that now consists of 29 grocery stores in the greater Kansas City
metropolitan area.  He also serves as Chairman of the Board of
Associated Wholesale Grocers, a grocery cooperative operating warehouse
facilities in Kansas City, Kansas, Springfield, Missouri, and Oklahoma
City, Oklahoma.  Mr. Ball received a B.S. in business administration
from the University of Kansas.  He is currently a member and/or serves
on the Board for the following organizations:  Food Marketing Institute
Board of Directors, Kansas City Crime Commission, Kansas City Presidents'
Organization, Kaw Valley Children's Center, Kansas University Business
School Advisory Board, American Royal Board of Governors YMCA Capital
Campaign for Greater Kansas City.  He also serves on the board of
directors of UMB Bank, N.A., which is an SEC reporting company.

Steven L. Eginoire is a manager of COR. Mr. Eginoire is 48 and has
worked in the insurance industry  for more than 20 years.  Since 1987,
Mr.  Eginoire  has served as the President and Chief  Executive
officer of Lockton Risk Services,  Inc.  Lockton Risk Services is a
subsidiary of Lockton  Companies,  Inc.,  the nation's  tenth largest
insurance  brokerage firm.  Lockton Risk Services is an internet-based
marketing and insurance  services company  focusing on associations,
franchises and  affinity  groups.  Mr.  Eginoire received  a B.S.  in
Insurance  from the University of Iowa.  He was also past  Chairman of
the National  Risk  Retention Association.

Arthur E. Fillmore, II is a manager of COR. Mr. Fillmore is 55 and has
been an attorney for more than 25 years. Mr. Fillmore's practice
focuses on mergers and acquisitions, corporate and commercial
transactions,  securities laws and international trade. In  addition
to  representing   numerous   closely  held  and  publicly  traded
corporations,  he represents numerous  technology  companies in the
start-up and growth stages negotiating  capital infusions from
investment banking and venture capital firms. Internationally,
Mr. Fillmore has advised clients on transactions in Canada, Mexico,
the United Kingdom,  Western and Central  Europe,  Hungary and
Vietnam.  He is a member of Craft Fridkin & Rhyne, L.L.C. Mr. Fillmore
has a B.A. in Political Science and a J.D. from the University of
Missouri-Columbia.

J. Scott Harrison is a manager of COR.  Mr. Harrison is 47 and has
worked in the real estate industry for 25 years.  Earlier this year
Scott affiliated with Kessinger/Hunter & Company, L.C. in Kansas City,
Missouri, where he specializes in Corporate Build-to-Suit for lease
transactions and was recently appointed Director of Corporate
Development.  Over the past twenty years, Scott has successfully
developed, leased and sold over five million square feet of office,
industrial and retail projects.  Mr. Harrison began his professional
career with Coldwell Banker in 1977 specializing in investment sales.
In 1985, after forming his own company, Scott founded the build-to-suit
for lease program at Butler Manufacturing Company in Kansas City,
Missouri.  Scott's primary responsibilities included lease negotiation,
tenant credit analysis, transactions pricing, buyer procurement and
closing the sale to a passive investor.  Mr. Harrison received a B.S.
in Business Administration from Kansas University in 1977.  For the
last three years, Mr. Harrison was the President of The Junior Golf
Foundation of Greater Kansas City.  In addition, Scott serves as
Co-Chairman of the Salvation Army Adult Rehabilitation.  Over the past
twenty years, Scott has also served on the Boards of The Boys and Girls
Club and The Big Brothers and Sisters organizations.
				      	16
<PAGE>

James M. Selle is a manager of  COR.  Mr.  Selle is 44 and has been an
attorney for more than 18 years.  His practice is in the  corporate
area.  He has  experience in commercial  transactions,  such as sales,
acquisitions  and financings, and in business  structurings.  Mr. Selle
is a shareholder  in Stinson,  Mag & Fizzell, P.C. He is a member of
the Board of Trustees of the Church of the  Resurrection. Mr. Selle
has a B.S. in Business  Administration  and a J.D. from the University
of Missouri-Columbia.

Significant Employees

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

Family Relationships

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

Legal Proceedings

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

Meetings of the Managers

The managers hold regular meetings monthly and special meetings as the
COR's business requires. During the past fiscal year the Board held 17
regular meetings including the Annual Meeting, and no special meetings.
All managers attended at least 85% of the meetings.  COR has no audit,
nominating or compensation committees.

Section 16(a) Beneficial Ownership Reporting Compliance

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

Based solely on its review of the copies of such forms received by
COR, or written representations from certain reporting persons that
no Form 4's or 5's were required for such persons, we believe that
all filing requirements applicable to COR's managers and greater
than ten percent beneficial owners during the period from
January 1, 2001 to December 31, 2001, were complied with.

Item 10:  Executive Compensation

COR was organized on March 24, 2000 and.  The following table sets
forth the compensation for the fiscal year ended December 31, 2001
and 2000, including bonuses and deferred cash compensation (if any),
of the managers:
				      	17
<PAGE>

                           SUMMARY COMPENSATION TABLE

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

Robert M. Adams .............    2001       0          0          0
 Manager ....................    2000       0          0          0

J. Frederick Ball ...........    2001       0          0          0
 Manager ....................    2000       0          0          0

Steven L. Eginoire ..........    2001       0          0          0
 Manager ....................    2000       0          0          0

Arthur E. Fillmore, II ......    2001       0          0          0
 Manager ....................    2000       0          0          0

J. Scott Harrison ...........    2001       0          0          0
 Manager ....................    2000       0          0          0

James M. Selle ..............    2001       0          0          0
 Manager ....................    2000       0          0          0


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

The Company has no long term compensation arrangements with its
directors other than those discussed herein.

EMPLOYMENT AND CONSULTING ARRANGEMENTS WITH CURRENT OFFICERS

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

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

SECURITIES AUTHORIZED FOR ISSUANCE UNDER EQUITY COMPENSATION PLANS

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

SECURITIES OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT

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

<TABLE><CAPTION>

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

MANAGERS

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

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

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

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

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

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

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


OTHER BENEFICIAL OWNERS

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

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

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

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

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

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


Item 12.  Certain Relationships and Related Transactions

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

Estel Hipp and Gregory R. Walton were formerly managers of COR, but
resigned so that their companies could negotiate arms length agreements
for services to be rendered to COR.

Mr. Hipp is working as a leasing and design consultant to a development
management company, Red Development.  Previously, Mr. Hipp was a
principal of CORnerstone Management, LLC, which rendered services to COR
during fiscal year 2001 but is no longer rendering such services.

Mr. Walton is the founder, President and Chief Executive Officer of Walton
Construction Co., Inc.  As described above in "Plan of Operation," as of
December 31, 2001 we had tentatively selected Red Development as
development manager for the facilities and Walton Construction Co., Inc.
to act as the general contractor for the building of the facilities, but
no contract had been signed between COR and either of these companies.

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

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

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

                        FINANCIAL STATEMENTS

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

1.	Independent Auditor's Report

2.	Balance Sheets as of December 31, 2001

3.	Statements of Operations for the Year Ended December 31, 2001 and for
	the Period from March 24, 2000 (Inception) through December 31, 2000

4.	Statements of Changes in Members' Equity for the Year Ended
	December 31, 2001

5.	Statements of Cash Flows for the Year Ended December 31, 2001 and for
	the Period from March 24, 2000 (Inception) through December 31, 2000

6.	Notes to Consolidated Financial Statements


EXHIBIT SCHEDULE

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

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

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

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

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

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

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

7. Statement from Marks, Nelson, Vohland & Campbell, LLC dated
March 29, 2002.

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

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


(b)  COR filed no reports on Form 8-K during the fourth quarter of the
fiscal year ended December 31, 2001.

				      	21
<PAGE>

F-1

INDEPENDENT AUDITORS' REPORT


To the Members

COR DEVELOPMENT, LLC

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

We conducted our audit 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 financial statements referred to above present fairly,
in all material respects, the financial position of COR Development, LLC
(a development stage company) as of December 31, 2001 and the results of
its operations and its cash flows for the year ended December 31, 2001 and
the period from inception (March 24, 2000) through December 31, 2001 in
conformity with U.S. generally accepted accounting principles.



Kansas City, Missouri
April 16, 2002
				      	22
<PAGE>

F-2
				  COR DEVELOPMENT, LLC
			   (A Development Stage Company)

				    BALANCE SHEET

			        December 31, 2001

				     A S S E T S


LAND,at cost,including costs of development 	      	$ 12,440,854
	of $1,184,046

CASH AND CASH EQUIVALENTS							  -

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

UNAMORTIZED FINANCING COSTS						     18,400

		TOTAL ASSETS						$ 12,463,776

                    L I A B I L I T I E S

ACCOUNTS PAYABLE AND INVESTMENT ACCOUNT OVERDRAFT    	     	    $ 81,951

ACCRUED INTEREST								     280,113

OTHER LOANS AND ADVANCES							88,905

NOTE PAYABLE TO BANK							   3,543,000

		TOTAL LIABILITIES					 	   3,993,969

COMMITMENTS AND CONTINGENCIES						   ____-_____


                     M E M B E R S'  E Q U I T Y

CAPITAL CONTRIBUTED							    8,513,765

DEFICIT ACCUMULATED DURING THE DEVELOPMENT STAGE			(43,958)

		TOTAL MEMBERS' EQUITY					     8,469,807

		TOTAL LIABILITIES AND MEMBERS' EQUITY		  $ 12,463,776



				      	23
<PAGE>


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


                       STATEMENTS OF OPERATIONS


					Year Ended 	 March 24, 2000 (Inception)
					December 31,  through December 31,
					2001		  2000		2001
INCOME
	Investment income		$    17,588   $  12,415		$ 30,003


EXPENSES
   General and administrative      68,690         169         68,859
   Depreciation and amortization    5,102          -           5,102
	TOTAL EXPENSES	    	     73,792	        169		  73,961


	NET INCOME (LOSS)  	$   (56,204)   $  12,246	$ (43,958)


Allocated				$   (16,726)   $   3,644	$ (13,082)
 Common units			$   (39,478)   $   8,602	$ (30,876)
 Preferred units
	TOTAL				$   (56,204)   $  12,246	$ (43,958)

Loss per unit			$     (0.07)   $      - 	$      -

				      	24
<PAGE>


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

                STATEMENTS OF CHANGES IN MEMBERS' EQUITY



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

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

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

Less legal and other offering
  costs				   -        (35,047)      -         (14,848)     -           (49,895)

Net loss											    (56,204)

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

</TABLE>
				      	25
<PAGE>

F-5
	                       COR DEVELOPMENT, LLC
			       (A Development Stage Company)

	                      STATEMENTS OF CASHFLOW

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


CASH FLOW FROM OPERATING ACTIVITIES
 Net income (loss)                                   	$ (56,204)      $ 12,246        $ (43,958)
 Adjustments to reconcile net loss to net
  cash flows from operating activities
 Depreciation and amortization                 		    5,102            -              5,102
 Net cash used in operating activities       		  (51,102)        12,246          (38,856)

CASH FLOWS FROM INVESTING ACTIVITIES
Purchase of land	        				    (11,256,808)   	   -         (11,256,808)
Costs of land development	                         (812,237)        (45,671)        (857,908)
Purchase of property and equipment                       (5,024)           -              (5,024)

      NET CASH FLOWS FROM INVESTING                 (12,074,069)        (45,671)     (12,119,740)
			  ACTIVITIES

CASH FLOWS FROM FINANCING ACTIVITIES
Equity contributions from units issued in public
  offering	                 				      8,563,660		   -            8,563,660
Other Loans and advances for the purchase of units   (6,243,518)      6,332,423            88,905
  Net                                                 2,320,142       6,332,423         8,652,565
Proceeds from note payable to bank	                  5,500,000            -            5,500,000
Repayment of note payable to bank	                 (1,957,000)           -           (1,957,000)
Offering costs                                          (49,985)           -              (49,895)
Cost of bank financing						   (8,000)        (15,000)          (23,000)
Overdraft	                                             35,926	         -               35,926

NET CASH FLOWS FROM FINANCING
			  ACTIVITIES	                  5,841,173       6,317,423        12,158,596

			NET INCREASE IN CASH AND CASH
			  EQUIVALENTS                      (6,283,998)      6,283,998               -

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

			CASH AND CASH EQUIVALENTS,
			  END OF PERIOD                 $      -    	  $ 6,283,998               -
</TABLE>
				      	26
<PAGE>

F-6

(1)	Summary of significant accounting policies

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

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

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

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

The Company's primary sources of revenue are expected to result from:

1) sale of seven undeveloped pad sites over the next three years;

2) development and leasing of commercial office space; and 3) sale of
the commercial buildings after a period of operation and at the time
that holders of a majority of the units shall approve the sale, which
is expected to be by the end of 2015.

Investment in real estate - Real estate assets are stated at the lower
of cost or net realizable value and include acreage, development,
construction and carrying costs, and other related costs.  Capitalized
costs are assigned to individual components of the project, as practicable,
whereas interest and other common costs are allocated based on the relative
fair value of individual land parcels.  Certain carrying costs are
capitalized on properties currently under active development.  The Company
 incurred and recorded capitalized interest of $280,113 for the year ended
December 31, 2001.
				      	27
<PAGE>
F-7

(1)	Summary of significant accounting policies, continued

	In accordance with Statement of Financial Accounting Standards
(SFAS) No. 121, "Accounting for the Impairment of Long-Lived Assets and
Long-Lived Assets to be Disposed of" when events or circumstances
indicate that an asset's carrying amount may not be recoverable, an
impairment test is performed.  If projected undiscounted cash flow from
the asset is less than the related carrying amount then a reduction in
the carrying amount of the long-lived asset to fair value is required.
Measurement of the impairment loss is based on the fair value of the
asset.  Generally, the Company determines fair value using valuation
techniques such as discounted expected future cash flows.  Since
appraisals were not obtained on the Company's properties, recent
comparable land sales were used to estimate that the fair value of the
land was approximately equal to its carrying value at December 31, 2001.
Accordingly, no impairment losses are reflected in the accompanying
financial statements.

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

Assets				Primary Methods	Estimated Useful Lives

Property and equipment		Straight-line	5 years

Financing costs 		      Straight-line	5 years

Loss per unit -  Loss per unit is based on the weighted average number
of units.  The number of units used in the calculation was 841,785 for
the year ended December 31, 2001.

Use of estimates and assumptions - The preparation of the financial
statements in conformity with U.S. generally accepted accounting
principles requires management to make estimates and assumptions that
affect the reported amounts of assets and liabilities and disclosure of
contingent assets and liabilities at the date of the financial statements,
and the reported amounts of revenues and expenses during the reporting
period.  The more significant estimates include estimates of future cash
flows from development and sale of real estate properties and
capitalization of certain indirect costs of development.  Actual results
could differ from those estimates.

(2)	Business segments

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

(3)	Note payable to bank

The Company has a $5.5 million open-end credit agreement with a bank,
collateralized by the 47 acres of land purchased.  The loan originated
on January 2, 2001 and matures on January 2, 2006.  The note began
bearing 8.75% simple interest; however, on June 7, 2001 the loan was
refinanced with 7.175% simple interest.  Quarterly interest payments
began in April 2002.
				      	28
<PAGE>
F-8

(4)	Income taxes

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

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

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

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

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

(5)	ERISA/DOL Matters

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

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

(6)	Uncertainties and contingencies

In October 2001, the Company filed with the City of Leawood, Kansas,
site plans and a zoning request for the proposed development.  The
response from the City of Leawood is still pending.  If the City of
Leawood fails to approve the site plans in substantially their current
form or fails to grant the requested zoning, or other permit requests,
the Company may not be able to conduct the proposed development of its
real estate without significantly revising its current plans of operations.
Contractual commitments for real estate development have not been finalized
pending the outcome of this matter.

(7)	Related party transactions

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

The Company reimbursed the Church of the Resurrection $80,379 during
the year ended December 31, 2001 for administrative and professional
services that were incurred by the Church on behalf of the Company
during 2000.
				      	29
<PAGE>
F-9

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

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

One of the Managers is also a member of a law firm, which performed
legal services for the Company totaling $30,148 for the year ended
December 31, 2001.  The portion of these legal fees incurred in
connection with SEC registration is reflected in the accompanying
statement of changes in members' equity as a reduction to the capital
contributions.

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

(8)	Operating lease

The Company leases office space under an operating lease for CORnerstone
Management, a related party as described in Note (7).  Future minimum
rental payments of $27,734 are required under the operating lease,
which expires in November 2002.  Total rental expense under this
operating lease was $6,530 (net of $5,950 sublease rentals) for the
year ended December 31, 2001.

(9)	Commitments

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

(10)	Cash flow disclosures

Cash and cash equivalents consist of cash on hand, demand deposits with
financial institutions and highly liquid investments purchased with a
maturity of three months or less.

The following is a summary of supplemental cash flow information
and non-cash investing activity for the year ended December 31, 2001
and the period from inception (March 24, 2000) through
December 31, 2001:

				      	30
<PAGE>
F-10

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


Cash paid:

	Interest				$     -	         $     -      $     -



Non-cash transactions
related to land acquisition:

    Accrued interest on bank        $   280,113	         $     -      $  280,113

     loan allocated to land

	Accrued other costs of
	  development allocated
	  to land		           $    (61,469)         $   107,494  $   46,025

</TABLE>

(11) Management's plans

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

(12)	Subsequent events

Effective April 1, 2002, the Company terminated its agreement with
Cornerstone Management, LLC, a related party as described in Note (7)
and hired an unrelated company for real estate development consulting
services.  However, the one of the members of CORnerstone Management,
LLC that was previously a Manager of the Company until May 2001 will
provide consulting services to the newly hired unrelated company.

				      	31
<PAGE>

SIGNATURES

In accordance with the requirements of the Securities Exchange
Act of 1934, the Registrant caused this report to be signed on its
behalf by the undersigned, thereunto duly authorized.

                                   COR DEVELOPMENT, LLC


Date: April 16, 2002             By:/s/ Robert M. Adams
                                ---------------------------------
                                Robert M. Adams, Manager of
                                COR Development, LLC

                               POWER OF ATTORNEY

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

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

    SIGNATURE                                  TITLE


/s/ Robert M. Adams                  Manager of COR Development, LLC
Robert M.  Adams                         April 16, 2002

/s/ Steven L. Eginoire               Manager of COR Development, LLC
Steven L. Eginoire                       April 16, 2002

/s/ Arthur E. Fillmore, II           Manager of COR Development, LLC
Arthur E. Fillmore, II                   April 16, 2002

/s/ J. Frederick Ball                Manager of COR Development, LLC
J. Frederick Ball                        April 16, 2002

/s/ James M. Selle                   Manager of COR Development, LLC
James M. Selle                           April 16, 2002

/s/ J. Scott Harrison                Manager of COR Development, LLC
J. Scott Harrison                        April 16, 2002


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

The Definitive Proxy Statement of COR Development, LLC filed on
August 24, 2001 is incorporated by this reference.



				      	32