U.S. Securities and Exchange Commission

                             Washington, D.C. 20549

                                   Form 10-KSB



(Mark One)

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

                     For the fiscal year ended June 30, 2002
                                               -------------


                        Commission file number: 333-67144
                                                ---------


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




           Nevada                                       87-1578749
-------------------------------             ------------------------------------
(State or other jurisdiction of             (I.R.S. Employer Identification No.)
 incorporation or organization)


                        8114 Ammons Way, Arvada, CO 80005
                        ---------------------------------
               (Address of principal executive offices) (Zip Code)


                                 (303) 949-2598
                                ----------------
                           (Issuer's telephone number)

                        8434 68th Street, Arvada CO 80004
     (Former name, address and fiscal year, if changed since last report.)


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


Securities  registered  under Section  12(g) of the Exchange Act:  Common Stock,
$.001 par value.







<PAGE>



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


         Check if there is no  disclosure  of  delinquent  filers in response to
Item 405 of  Regulation  S-B contained in this form,  and no disclosure  will be
contained,  to the best of the  registrant's  knowledge,  in definitive proxy or
information  statements  incorporated  by reference in Part III of this Form 10-
KSB or any amendment to this Form 10-KSB. X .


Total revenues for fiscal year ended June 30, 2002: $25,000
                                                    --------


At June 30, 2002, the aggregate  market value of all shares of voting stock held
by non-affiliates  was $176,050.  In determining this figure, the Registrant has
assumed  that  all  directors  and  executive  officers  are  affiliates.   Such
assumption shall not be deemed  conclusive for any other purpose.  The number of
shares  outstanding of each class of the  Registrant's  common stock, as of June
30, 2002,  was as follows:  Common Stock $.001 par value,  5,521,000  shares and
Preferred Stock $.0001 par value, no shares issued.


At June 30, 2002, the number of shares of common stock outstanding was 5,521,000


Transitional Small Business Disclosure Format (check one): Yes   ; No X
                                                              ---    ---
























<PAGE>

                                     PART I


ITEM 1.  DESCRIPTION OF BUSINESS

Company History

         The Company was  incorporated  under the laws of the state of Nevada on
February 26, 2001 as Geraco,  Inc. The Company was  organized for the purpose of
selling  inspirational  gift  cards  and  gifts  from  custom  manufacturers  to
retailers,  wholesalers and the general public.  It is anticipated  that we will
mainly sell to retailers, however, we also intend to engage in retail sales on a
limited  basis.  Geraco,  Inc is considered a development  stage  company,  with
little revenues and virtually no assets.

         As of June 30,  2002,  Geraco,  Inc.  has  commenced  limited  business
operations,   but  has  worked  mostly  on  organizational   and  administrative
functions.

Principal Products and Their Markets

         Our primary business  objective is to satisfy and fulfill the demand of
retailers for high quality  inspirational  cards and gifts. We plan to design or
develop our own unique  inspirational  cards and gifts and have them produced by
well  established  manufacturers  in  quantity  whereby we can sell these  items
immediately  to retailers for an amount which  includes a substantial  profit to
us. We will maximize net profits by minimizing fixed overhead such as salary and
employee benefits.

Distribution Methods

         We anticipate selling nationwide,  but our initial focus will be in the
Colorado area.

Competition

We will be in direct  competition  with other entities that market on a National
basis  and have  greater  name  recognition  and  assets  than we have.  We will
experience  competition  from some of the  wholesalers/manufacturers  from which
already well  established  retailers.  It is likely  retailers will get a better
price from these  wholesalers  and  manufacturers  because they have more buying
power, an established  relationship,  and use no middleman. We will also compete
with  other  "jobbers"  or  intermediaries  who  are  experienced  in  the  gift
merchandise   industry,   have  existing   relationships  with  wholesalers  and
manufacturers,  and are  better  able to  analyze  costs of goods as well as the
potential market. We hope to compete by:

         o        Price - we believe we must  purchase  inventory at least 30% -
                  50% off standard  wholesale prices in order to be sufficiently
                  competitive to attract purchases and still make a profit.  Our
                  contact with  potential  suppliers  indicates  that it will be
                  possible for us to purchase inventory at the prices we need to
                  be profitable.

         o        Low Overhead - we will keep our overhead as low as possible to
                  help increase our profit margin;



<PAGE>



         o        Convenience  and Good  Service- We also  believe by  initially
                  limiting our marketing  efforts to the greater  Colorado area,
                  we will be in a better  position  to offer  "convenience"  and
                  good service to retailers while at the same time becoming more
                  quickly attuned to local buying trends.

         We will suffer from extreme  competition  from a variety of sources but
we believe that there is room in the market for us,  provided we are able to our
own unique products at an acceptable price.

Employees

         The  Company  does  not  intend  to hire an  office  staff.  Management
believes  that the  company  can be  effectively  managed  by its  officers  and
directors.  There may be occasions,  such as retail selling events, when it will
be necessary for the Company to hire  temporary  help at wages  consistent  with
those paid for similar functions performed in the industry.

         Officers and  directors,  while  performing the functions of employees,
will be compensated on a per hour basis at the rate of $15.00 per hour for their
time.  Additionally  they  shall  have  sales  incentive  bonuses of 2.5% of net
profits each month. It is anticipated  that the majority of those functions will
be performed  by Gerald  Curtis who will devote up to  approximately  50% of his
time to Geraco; Brian Curtis will devote such time to Geraco as is necessary for
corporate formalities.

ITEM 2.  DESCRIPTION OF PROPERTY

         At the  present  time we have no  property.  We  intend to pay $500 per
month rent to Gerald Curtis  (president  and CEO) for the use of office space in
his home. For the year ended June 30, 2002, no rent was paid.

ITEM 3.  LEGAL PROCEEDINGS

         There are no legal proceedings or pending  litigation to which we are a
party  or  against  any of our  officers  or  directors  as a  result  of  there
capacities  with  Geraco,  Inc.  and we are  not  aware  of any  threat  of such
litigation.  We are not aware of any proceeding involving us that a governmental
authority may be contemplating.

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

         None.



<PAGE>



                                     PART II


ITEM 5.  MARKET FOR COMMON EQUITY AND RELATED STOCKHOLDER
MATTERS

         Currently,  the Company's shares are not traded  publicly.  There is no
assurance that a trading market will develop, or, if developed,  that it will be
sustained. A purchaser of shares may, therefore, find it difficult to resell the
securities  offered  herein  should he or she desire to do so when  eligible for
public resales. Furthermore, the shares are not marginal and it is unlikely that
a lending  institution would accept the shares as collateral for a loan. Holders
of common stock are entitled to receive such dividends as may be declared by the
Company's Board of Directors. No dividends on the common stock have been paid by
the Company,  nor does the Company anticipate that dividends will be paid in the
foreseeable future.

         On June 26, 2001, the Company issued  4,000,000  shares of common stock
for cash to the current President and 4 other people.  The shares were issued at
$.005 per share.

         The Company  completed it  registration  of 2,000,000  shares of common
stock par value $0.001on form SB-2, commission file number 333-67144,  effective
October 26, 2001.  Pursuant to this  offering,  on January 11, 2002, the Company
sold 1,521,000 shares at $0.05 per share for an aggregate $76,050.  The offering
was  terminated  on January 15,  2002.  The shares  were sold by our  President,
Gerald  D.  Curtis,  in a  self-underwritten  or "best  efforts"  offering.  The
proceeds from this  offering were used to purchase  inventory and samples and to
pay for General and Administrative expenses No portion of the proceeds were paid
directly or indirectly to any officer or director of the Company.

ITEM 6.  MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION
            AND RESULTS OF OPERATIONS OR PLAN OF OPERATION

         The  following  discussion  should  be read  in  conjunction  with  the
Financial Statements and notes thereto.

Results of Operations

         The Company has been in the development  stage since inception  through
May  2002.  During  its  development  stage,  the  Company  was  engaged  in  no
significant operations other than organizational  activities and preparation for
registration of its securities under the Securities Exchange Act of 1934. During
May 2002, the Company made its first sales of product and began operations.  Due
to the lack of  operations  in prior  periods,  any  comparison to prior periods
would be misleading and is therefore not presented.

         During the year ended June 20, 2002, The Company  generated  $25,000 in
revenues and $6,640 in costs of sales for a gross profit of $18,360.

         For the year  ended  June 30,  2002,  the  Company  incurred  a loss of
$61,243  as a  result  of  organizational  expenses,  expenses  associated  with
registration  under the Securities  Exchange Act of 1934.  The Company  believes
results of operations in future years will result in net income to the company.


<PAGE>



Liquidity and Capital Resources

         The  Company  generates  and uses cash  through  operating  activities,
investing  activities and financing  activities.  During the year ended June 30,
2002, the Company used cash of approximately  $64,000 for operating  activities.
Operating   activities  during  the  2002  year  were  comprised   primarily  of
organizational  activities  with business  operations not  commencing  until May
2002.

         The company  used cash from  investing  activities  to purchase  office
equipment of $2,500.  The company does not expect to purchase  additional office
furniture and fixtures over the next 12 months.

         The Company  generated cash from financing  activities of approximately
$74,000, which is primarily due to the sale of common stock for $76,000.

         As of June 30, 2002,  the Company had $28,753 in working  capital as of
June 30, 2002, and a total asset value of $30,837.

Forward Looking Statement

         This  Management's  Discussion and Analysis of Financial  Condition and
Results of  Operations  includes  a number of  forward-looking  statements  that
reflect  Management's  current views with respect to future events and financial
performance. Those statements include statements regarding the intent, belief or
current  expectations  of the Company and members of its management team as well
as the assumptions on which such statements are based. Prospective investors are
cautioned that any such forward-looking  statements are not guarantees of future
performance  and involve  risk and  uncertainties,  and that actual  results may
differ materially from those  contemplated by such  forward-looking  statements.
Readers are urged to carefully review and consider the various  disclosures made
by the Company in this report and in the Company's  other reports filed with the
Securities  and  Exchange  Commission.  Important  factors  currently  known  to
Management  could  cause  actual  results  to differ  materially  from  those in
forward-looking  statements.  The Company  undertakes no obligation to update or
revise forward-looking statements to reflect changed assumptions, the occurrence
of unanticipated  events or changes in the future  operating  results over time.
The Company believes that its assumptions are based upon reasonable data derived
from and known about its business and operations and the business and operations
of the Company.  No assurances are made that actual results of operations or the
results of the Company's future  activities will not differ  materially from its
assumptions.

ITEM 7.  FINANCIAL STATEMENTS

         The financial  statements  are included  beginning at F-1. See Index to
the Financial Statements.

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

         None.


<PAGE>



                                    PART III


ITEM 9.  DIRECTORS, EXECUTIVE OFFICERS, PROMOTERS AND CONTROL
PERSONS

Directors and Executive Officers.

         The members of the Board of  Directors  of the Company  serve until the
next  annual  meeting  of  stockholders,  or until  their  successors  have been
elected.  The  officers  serve at the  pleasure of the Board of  Directors.  The
following table sets forth the name, age, and position of each executive officer
and director of the Company:


Name                          Age       Position
Gerald D. Curtis              68        Director, President, Secretary/Treasurer
Brian Curtis                  40        Director, Vice President

         GERALD  D.  CURTIS,  D.D.S.  serves  as our  President,  Secretary  and
Treasurer  and  Chairman  of The  Board  of  Directors,  and has  done so  since
inception of our company.  Dr. Curtis practiced  dentistry until July 1999, when
he sold his dental  practice.  At that time he retired from dentistry and joined
Altrimega  Health  Corporation  in August  of 1999  through  April  2001 when he
resigned. Altrimega Health Corporation is a start-up company which is attempting
to develop health and nutritional  products.  Prior to this Dr. Curtis practiced
dentistry  in Salt  Lake  City,  Utah for  almost  40 years.  He  completed  his
undergraduate  studies at the  University of Utah in Salt Lake City. He obtained
his D. D. S. degree at the University of Kansas City in Kansas City, Missouri in
1959.

         BRIAN CURTIS,  serves as our Vice-President and Director,  and has done
so since  inception of our company.  In addition to his duties as an officer and
director of our company Mr. Curtis also works as a full time fabrication  design
specialist  for  Boeing  Corporation.  He has  worked at Boeing for the past six
years since March of 1995.

Term of Office

         The term of  office  for  each  Director  is one  year,  or  until  his
successor  is  elected  and  qualified  at  the  Company's   annual  meeting  of
Shareholders,  subject to ratification by the  Shareholders.  The term of office
for each Officer is one year or until a successor is elected and  qualified  and
is subject to removal by the Board.

Family Relationships

         Gerald Curtis is the father of Brian Curtis.


Compliance with Section 16(a) of the Securities Exchange Act of 1934

         Section  16(a) of the Exchange Act,  requires the  Company's  officers,
directors and persons who  beneficially  own more than ten percent of the Common
Stock to file reports of securities ownership and changes in such ownership with
the Securities and Exchange Commission. Officers, directors and greater than ten
percent beneficial owners also are required by rules promulgated by


<PAGE>



the Securities and Exchange Commission to furnish the Company with copies of all
Section 16(a) forms they file.


ITEM 10.  EXECUTIVE COMPENSATION

         The  Company  has  not  paid,  nor  does it owe,  any  compensation  to
executive  officers  for the year ended June 30,  2002.  The  Company's  by-laws
authorize  the Board of  Directors  to fix the  compensation  of  directors,  to
establish  a set  salary  for each  director  and to  reimburse  the  director's
expenses for attending each meeting of the Board of Directors. As of the date of
this Form 10-KSB, no salaries or other compensation have been paid to any of the
Board of Directors, individually or as a group.


ITEM 11.  SECURITY OWNERSHIP OF BENEFICIAL OWNERS AND MANAGEMENT

Principal Shareholders

         The table  below sets forth  information  as to each  person  owning of
record or who was known by the Company to own  beneficially  more than 5% of the
5,521,000 shares of issued and outstanding  Common Stock,  including  options to
acquire  stock of the  Company  as of June 30,  2002 and  information  as to the
ownership of the Company's Stock by each of its directors and executive officers
and by the  directors  and  executive  officers as a group.  Except as otherwise
indicated,  all shares are owned  directly,  and the persons  named in the table
have  sole  voting  and  investment  power  with  respect  to  shares  shown  as
beneficially owned by them.


Name and Address
of Beneficial Owners /           Nature of        Shares
Directors                        Ownership         Owned              Percent
--------------------------------------------------------------------------------


All Executive Officers
and Directors as a Group
(1 person)                       Common Stock        2,000,000          36%

Gerald D Curtis
8434 68th Street, Arvada CO      Common Stock        2,000,000          36%

Dustin Graves
396 Howard Hughes Parkway
Las Vegas, NV                    Common Stock        1,000,000          18%

Francis Miller
3851 S EaglePoint
Holladay, UT                     Common Stock          966,500          18%


         As of September 23, 2002 there are  approximately  66  shareholders  of
record.



<PAGE>



ITEM 12.  CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS

         The company  currently  is using  office space that has been donated to
the  company  at no  charge  for  an  indefinite  period  by  Gerald  Curtis,  a
shareholder of the company. See "Description of Property."


ITEM 13.  EXHIBITS AND REPORTS ON FORM 8-K

         (a) EXHIBITS

         The  following  documents  are filed  herewith or have been included as
         exhibits to previous  filings with the Commission and are  incorporated
         herein by this reference:

         Exhibit No. Exhibit

         *2.1     Articles of Incorporation

         *2.2     Bylaws

         99.1     Certification  Pursuant  to 18  U.S.C.  ss  1350,  As  Adopted
                  Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.

*        Incorporated  herein  by  reference  from  Registrant's  Form  10SB12G,
         Registration Statement, filed August 9, 2001.




<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.


Geraco, Inc.


By:   /s/ Gerald D. Curtis
      Gerald D. Curtis
     President, Secretary, Treasurer and Director
     (Principal Executive and Accounting Officer)


Date: September 27, 2002


I, Gerald D. Curtis, certify that:

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

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

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


Date: 9/27/02


/s/ Gerald D. Curtis
Gerald D. Curtis
President, Secretary, Treasurer and Director
(Principal Executive and Accounting Officer)





<PAGE>
                          (A Development Stage Company)

                                       -:-

                          INDEPENDENT AUDITOR'S REPORT

                             JUNE 30, 2002 AND 2001





<PAGE>

<TABLE>
<CAPTION>

CONTENTS
                                                                                                          Page

<S>                                                                                                       <C>
Independent Auditor's Report...............................................................................F - 1

Balance Sheet
  June 30, 2002 and 2001...................................................................................F - 2

Statements of Operations for the
  Year Ended June 30, 2002 and the Period From
   February 26, 2001 (inception) to June 30, 2001..........................................................F - 3

Statement of Stockholders' Equity
  Since February 26, 2001 (inception) to June 30, 2002.....................................................F - 4

Statements of Cash Flows for the
 Year Ended June 30, 2002 and the Period From
  February 26, 2001 (inception) to June 30, 2001...........................................................F - 5

Notes to Financial Statements..............................................................................F - 6
</TABLE>


<PAGE>











                          INDEPENDENT AUDITOR'S REPORT


Geraco, Inc.
(A Development Stage Company)


         We have  audited  the  accompanying  balance  sheet of Geraco,  Inc. (a
development  stage  company)  as of June 30,  2002  and  2001,  and the  related
statements of operations and cash flows for the year ended June 30, 2002 and the
period from February 26, 2001 (inception) to June 30, 2001, and the statement of
stockholders' equity since February 26, 2001 (inception) to June 30, 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 auditing standards generally
accepted in the United States of America.  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  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 Geraco,  Inc. (a
development  stage  company) as of June 30, 2002 and 2001 and the results of its
operations  and its cash flows for the year  ended June 30,  2002 and the period
from  February  26,  2001  (inception)  to  June  30,  2002 in  conformity  with
accounting principles generally accepted in the United States of America.

                                                    Respectfully submitted



                                                    /S/ ROBISON, HILL & CO.
                                                    Certified Public Accountants

Salt Lake City, Utah
September 11, 2002

                                      F - 1

<PAGE>



                                  GERACO, INC.
                                  ------------
                          (A Development Stage Company)
                                 BALANCE SHEETS
<TABLE>
<CAPTION>
                                                                                            June 30,
                                                                                    2002                2001
                                                                             ------------------  ------------------
Assets:
-------
Current Assets:
<S>                                                                          <C>                 <C>
 Cash & Cash Equivalents                                                     $           25,353  $           18,060
 Inventory                                                                                3,400                   -
                                                                             ------------------  ------------------
     Total Current Assets                                                                28,753              18,060
                                                                             ------------------  ------------------


Fixed Assets:
 Computer Equipment                                                                       2,500                   -
 Less Accumulated Depreciation                                                             (416)                  -
                                                                             ------------------  ------------------
     Net Fixed Assets                                                                     2,084                   -
                                                                             ------------------  ------------------

     Total Assets                                                            $           30,837  $           18,060
                                                                             ==================  ==================


Liabilities:                                                                 $                -  $                -
------------
                                                                             ------------------  ------------------

Stockholders' Equity:
Receivable from Shareholder                                                              (1,980)                  -
Preferred Stock, Par value $.001
    Authorized 10,000,000 shares
    No shares issued at June 30, 2002 and 2001                                                -                   -
Common Stock, Par value $.001
    Authorized 50,000,000 shares,
    Issued 5,521,000 and 4,000,000 shares
    at June 30, 2002 and 2001                                                             5,521               4,000
  Paid-In Capital                                                                        88,844              14,365
  Deficit Accumulated During Development Stage                                          (61,548)               (305)
                                                                             ------------------  ------------------

     Total Stockholders' Equity                                                          30,837              18,060
                                                                             ------------------  ------------------

     Total Liabilities and
       Stockholders' Equity                                                  $           30,837  $           18,060
                                                                             ==================  ==================
</TABLE>


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

                                      F - 2

<PAGE>



                                  GERACO, INC.
                                  ------------
                          (A Development Stage Company)
                            STATEMENTS OF OPERATIONS
<TABLE>
<CAPTION>
                                                                                            Cumulative
                                                                                              since
                                                                                           February 26,
                                                                      For the Period           2001
                                                   For the Year        February 26,        Inception of
                                                      Ending              2001 to          Development
                                                   June 30, 2002       June 30, 2001          Stage
                                                 -----------------   -----------------  ------------------

<S>                                              <C>                 <C>                <C>
Sales                                            $          25,000   $               -  $           25,000
Cost of Sales                                                6,640                   -               6,640
                                                 -----------------   -----------------  ------------------
Gross Profit                                                18,360                   -              18,360

Expenses:
   General & Administrative                                 79,603                 305              79,908
                                                 -----------------   -----------------  ------------------

     Net Loss                                    $         (61,243)  $            (305) $          (61,548)
                                                 =================   =================  ==================

Basic & Diluted loss per share                   $          (0.01)   $               -
                                                 =================   =================
</TABLE>
















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

                                      F - 3

<PAGE>



                                  GERACO, INC.
                                  ------------
                          (A Development Stage Company)
                        STATEMENT OF STOCKHOLDERS' EQUITY
                        ---------------------------------
              SINCE FEBRUARY 26, 2001 (INCEPTION) TO JUNE 30, 2002
              ----------------------------------------------------
<TABLE>
<CAPTION>
                                                                                                      Deficit
                                                                                                    Accumulated
                                                                                                       Since
                                                                                                    February 26,
                                                                                                        2001
                                                                                                    Inception of
                                                  Common Stock                    Paid-In           Development
                                           Shares             Par Value           Capital              Stage
                                      -----------------   -----------------  ------------------  ------------------
<S>                                   <C>                 <C>                <C>                 <C>
Balance at February 26, 2001
   (inception)                                        -   $               -  $                -  $                -

June 26, 2001, Common Stock
    Issued for Cash                           4,000,000               4,000              14,060                   -

Contributed Capital Paid for                          -                   -                 305                   -
Expenses

Net Loss                                              -                   -                   -                (305)
                                      -----------------   -----------------  ------------------  ------------------

Balance at June 30, 2001                      4,000,000               4,000              14,365                (305)

January 11, 2002, Common
   Stock Issued for Cash                      1,521,000               1,521              74,479                   -

Net Loss                                              -                   -                   -             (61,243)
                                      -----------------   -----------------  ------------------  ------------------

Balance at June 30, 2002                      5,521,000   $           5,521  $           88,844  $          (61,548)
                                      =================   =================  ==================  ==================
</TABLE>





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

                                      F - 4

<PAGE>



                                  GERACO, INC.
                                  ------------
                          (A Development Stage Company)
                            STATEMENTS OF CASH FLOWS
<TABLE>
<CAPTION>
                                                                                                     Cumulative
                                                                                                       Since
                                                                                                    February 26,
                                                                               For the Period           2001
                                                            For the Year        February 26,        Inception of
                                                               Ending             2001 to           Development
                                                            June 30, 2002      June 30, 2001           Stage
                                                          -----------------  ------------------  ------------------
CASH FLOWS FROM OPERATING
ACTIVITIES:
<S>                                                       <C>                <C>                 <C>
Net Loss                                                  $         (61,243) $             (305) $          (61,548)
Adjustments to reconcile net loss to net
cash used in operating activities:
   Depreciation                                                         416                   -                 416
   Inventory                                                         (3,400)                                 (3,400)
                                                          -----------------  ------------------  ------------------
  Net Cash Used in Operating Activities                             (64,227)               (305)            (64,532)
                                                          -----------------  ------------------  ------------------

CASH FLOWS FROM INVESTING
ACTIVITIES:
Purchase of Equipment                                                (2,500)                  -              (2,500)
                                                          -----------------  ------------------  ------------------
Net cash provided by Investing Activities                            (2,500)                  -              (2,500)
                                                          -----------------  ------------------  ------------------

CASH FLOWS FROM FINANCING
ACTIVITIES:
Contributed Capital                                                       -                 305                 305
Receivable from Shareholder                                          (1,980)                  -              (1,980)
Proceeds from Issuance of Common Stock                               76,000              18,060              94,060
                                                          -----------------  ------------------  ------------------
Net Cash Provided by Financing Activities                            74,020              18,365              92,385
                                                          -----------------  ------------------  ------------------

Net (Decrease) Increase in
  Cash and Cash Equivalents                                           7,293              18,060              25,353
Cash and Cash Equivalents
  at Beginning of Period                                             18,060                   -                   -
                                                          -----------------  ------------------  ------------------

Cash and Cash Equivalents at End of Period                $          25,353  $           18,060  $           25,353
                                                          =================  ==================  ==================

SUPPLEMENTAL DISCLOSURE OF CASH
FLOW INFORMATION:
Cash paid during the year for:
  Interest                                                $               -  $                -  $                -
  Franchise and income taxes                              $               -  $                -  $                -
</TABLE>
SUPPLEMENTAL DISCLOSURE OF NON-CASH INVESTING AND FINANCING
ACTIVITIES: None
                    The  accompanying  notes  are  an  integral  part  of  these
financial statements.

                                      F - 5

<PAGE>


                                  GERACO, INC.
                                  ------------
                          (A Development Stage Company)
                          NOTES TO FINANCIAL STATEMENTS
                          -----------------------------
                 FOR THE YEAR ENDED JUNE 30, 2002 AND THE PERIOD
                ------------------------------------------------
                     FROM FEBRUARY 26, 2001 TO JUNE 30, 2001
                     ---------------------------------------

NOTE 1 - ORGANIZATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
---------------------------------------------------------------------

         This summary of  accounting  policies for Geraco,  Inc. is presented to
assist in  understanding  the Company's  financial  statements.  The  accounting
policies  conform to  generally  accepted  accounting  principles  and have been
consistently applied in the preparation of the financial statements.

Organization and Basis of Presentation

         The Company was  incorporated  under the laws of the State of Nevada on
February 26, 2001. The Company's  fiscal year end is June 30. Since February 26,
2001, the Company is in the  development  stage,  and has not commenced  planned
principal operations.

Nature of Business

         The  Company has no  products  or  services  as of June 30,  2002.  The
Company was organized as a vehicle to market  inspirational  greeting  cards and
gifts.

Cash and Cash Equivalents

         For purposes of the statement of cash flows, the Company  considers all
highly liquid debt instruments purchased with a maturity of three months or less
to be cash equivalents to the extent the funds are not being held for investment
purposes.

Inventory

         Inventories  consist of art work,  frames,  samples  and other  related
materials and are stated at the lower of cost or market.

Pervasiveness of Estimates

         The  preparation of financial  statements in conformity  with generally
accepted  accounting  principles  required  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.



                                      F - 6

<PAGE>


                                  GERACO, INC.
                                  ------------
                          (A Development Stage Company)
                          NOTES TO FINANCIAL STATEMENTS
                          -----------------------------
                 FOR THE YEAR ENDED JUNE 30, 2002 AND THE PERIOD
                ------------------------------------------------
                     FROM FEBRUARY 26, 2001 TO JUNE 30, 2001
                     ---------------------------------------

NOTE 1 - ORGANIZATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
(Continued)

Concentration of Credit Risk

         The  Company has no  significant  off-balance-sheet  concentrations  of
credit  risk such as foreign  exchange  contracts,  options  contracts  or other
foreign  hedging  arrangements.  The Company  maintains the majority of its cash
balances with one financial institution, in the form of demand deposits.

Property and Equipment

         Property and equipment are stated at cost. Depreciation is provided for
in amounts  sufficient  to relate the cost of  depreciable  assets to operations
over their estimated service lives,  principally on a straight-line  basis for 3
years.

         Upon sale or other disposition of property and equipment,  the cost and
related  accumulated  depreciation or amortization are removed from the accounts
and any gain or loss is included in the determination of income or loss.

         Expenditures  for  maintenance  and  repairs  are charged to expense as
incurred.  Major overhauls and betterments are capitalized and depreciated  over
their useful lives.

         The Company  identifies  and records  impairment  losses on  long-lived
assets such as property and  equipment  when events and  circumstances  indicate
that such assets  might be  impaired.  The  Company  considers  factors  such as
significant  changes in the regulatory or business  climate and projected future
cash flows from the  respective  asset.  Impairment  losses are  measured as the
amount by which the carrying amount of intangible asset exceeds its fair value.











                                      F - 7

<PAGE>



                                  GERACO, INC.
                                  ------------
                          (A Development Stage Company)
                          NOTES TO FINANCIAL STATEMENTS
                          -----------------------------
                 FOR THE YEAR ENDED JUNE 30, 2002 AND THE PERIOD
                ------------------------------------------------
                     FROM FEBRUARY 26, 2001 TO JUNE 30, 2001
                     ---------------------------------------

NOTE 1 - ORGANIZATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
(Continued)

Loss per Share

         The  reconciliations  of the numerators and  denominators  of the basic
loss per share computations are as follows:
<TABLE>
<CAPTION>
                                                                                                     Per-Share
                                                              Income              Shares               Amount
                                                              ------              ------               ------
                                                           (Numerator)         (Denominator)

                                                                     For the year ended June 30, 2002
Basic Loss per Share
<S>                                                     <C>                           <C>        <C>
Loss to common shareholders                             $          (61,243)           4,714,820  $           (0.01)
                                                        ==================  ===================  ==================

                                                                    For the period ended June 30, 2001
Basic Loss per Share
Loss to common shareholders                             $             (305)             160,000  $                -
                                                        ==================  ===================  ==================
</TABLE>

         The Company has no outstanding  common stock equivalents as of June 30,
2002 and 2001.

NOTE 2 - INCOME TAXES

         As of June 30, 2002, the Company had a net operating loss  carryforward
for income tax reporting  purposes of  approximately  $62,000 that may be offset
against future taxable income through 2022. Current tax laws limit the amount of
loss  available to be offset  against  future  taxable income when a substantial
change in ownership  occurs.  Therefore,  the amount  available to offset future
taxable income may be limited. No tax benefit has been reported in the financial
statements,  because the Company  believes  there is a 50% or greater chance the
carry  forwards will expire unused.  Accordingly,  the potential tax benefits of
the loss carry forwards are offset by a valuation allowance of the same amount.

NOTE 3 - DEVELOPMENT STAGE COMPANY

         The Company has been in the  development  stage since its  formation on
February 26, 2001. The Company has been primarily engaged in developing  product
concepts, initiating contacts and developing relationships with various entities
for  manufacturing.  As is common with a development stage company,  the Company
has had recurring losses during its development stage.

                                      F - 8

<PAGE>


                                  GERACO, INC.
                                  ------------
                          (A Development Stage Company)
                          NOTES TO FINANCIAL STATEMENTS
                          -----------------------------
                 FOR THE YEAR ENDED JUNE 30, 2002 AND THE PERIOD
                ------------------------------------------------
                     FROM FEBRUARY 26, 2001 TO JUNE 30, 2001
                     ---------------------------------------

NOTE 4 - COMMITMENTS

         As of June 30, 2002 all  activities of the Company have been  conducted
by corporate  officers from either their homes or business  offices.  Currently,
there  are no  outstanding  debts  owed by the  company  for  the  use of  these
facilities and there are no commitments for future use of the facilities.

NOTE 5 - RELATED PARTY TRANSACTIONS

         For the year ended June 30, 2002,  $17,500 was paid to  shareholders of
the Company for consulting expenses and auto expenses.

                                      F - 9