U.S. SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549
                                   Form 10-KSB

(X)  Annual report under section 13 or 15(d) of the  Securities  Exchange Act of
     1934 for the twelve month period ended December 31, 2003.

                          Commission File No: 333-68312

                                RESERVENET, INC.
                     (Name of small business in its charter)

                 DELAWARE                                    94-3381088
(State or other jurisdiction of Incorporation)         (IRS Employer Id. No.)

    3701 Sacramento St. #323
    San Francisco, CA                                         94118
(Address of Principal Office)                               Zip Code

                    Issuer's telephone number: (415) 752-2578

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

Check 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 X No

State the number of shares outstanding of each of the issuer's classes of common
equity,  as of the latest  practicable date. At December 31, 2003, the following
shares of common were outstanding: Common Stock, par value of $0.0001, 1,900,000
shares.

Transitional Small Business Disclosure Format (Check one): Yes X No

                                       1
<PAGE>

PART 1 - FINANCIAL INFORMATION

ITEM 1. FINANCIAL STATEMENTS AND EXHIBITS

The audited financial statements of registrant for the period ended December 31,
2003 follow. The financial statements reflect all adjustments, which are, in the
opinion of management,  necessary to present a fair statement of the results for
the periods presented.

                                       2
<PAGE>




                                ReserveNet, Inc.
                         (A development Stage Company)

                                 Balance Sheets
                                     as of
                           December 31, 2003 and 2002

                                      and

                            Statement of Operations
                          Stockholders' (Deficit), and
                                   Cash Flows
                              for the years ended
                           December 31, 2003 and 2002
                                      and
                               for the period of
                      October 31, 2000 (Date of Inception)
                                    through
                               December 31,2003


<PAGE>





                               TABLE OF CONTENTS
                               -----------------


                                                                       Page

Independent Auditors' Report                                            1

Balance Sheets                                                          2

Statement of Operations                                                 3

Statement of Stockholders' (Deficit)                                    4

Statement of Cash Flows                                                 5

Footnotes                                                               6






<PAGE>


Beckstead and Watts, LLP
------------------------
Certified Public Accountants
                                                        3340 Wynn Road, Suite B
                                                            Las Vegas, NV 89102
                                                                   702.257.1984
                                                             702.362.0540 (fax)

                          INDEPENDENT AUDITORS' REPORT

Board of Directors
ReserveNet, Inc.

We have  audited the Balance  Sheets of  ReserveNet,  Inc.  (the  "Company")  (A
Development  Stage  Company),  as of December 31, 2003 and 2002, and the related
Statements of Operations,  Stockholders' (Deficit), and Cash Flows for the years
then ended and for the period  October 31, 2000 (Date of  Inception) to December
31, 2003.  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 audit.

We conducted our audit in accordance with generally  accepted auditing standards
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
statement  presentation.   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 ReserveNet, Inc. (A Development
Stage  Company)  as of  December  31,  2003 and  2002,  and the  results  of its
operations  and cash flows for the years  then ended and for the period  October
31, 2000 (Date of Inception) to December 31, 2003, in conformity  with generally
accepted accounting principles in the United States of America.

The accompanying  financial  statements have been prepared  assuming the Company
will  continue  as a going  concern.  As  discussed  in Note 3 to the  financial
statements,  the  Company  has had  limited  operations  and have not  commenced
planned principal operations. This raises substantial doubt about its ability to
continue as a going  concern.  Management's  plan in regard to these  matters is
also  described  in  Note  3.  The  financial  statements  do  not  include  any
adjustments that might result from the outcome of this uncertainty.



April 6, 2004

                                      F-1
<PAGE>


                                ReserveNet, Inc.
                          (a Development Stage Company)
                                 Balance Sheets


                                                         December 31,
                                                 ------------------------------
                                                     2003               2002
                                                 -------------     ------------


Assets

Current assets:
   Cash                                          $           -     $         -
                                                 -------------     ------------
      Total current assets                                   -               -
                                                 -------------     ------------

                                                 $           -     $         -
                                                 =============     ============

Liabilities and Stockholders' (Deficit)


Current liabilities:
  Checks issued in excess of available cash      $         113     $         29
  Accounts payable                                         418              465
  Due to shareholder                                     9,254            1,782
                                                 -------------     ------------
    Total current liabilities                            9,785            2,276
                                                 -------------     ------------

Stockholders' (deficit):
  Common stock, $0.0001 par value,
   100,000,000 shares authorized,
   1,900,000 shares issued and outstanding                 190              190
  Additional paid-in capital                            28,310           28,310
  (Deficit) accumulated during development stage       (38,285)         (30,776)
                                                 -------------     ------------
                                                        (9,785)          (2,276)
                                                 -------------     ------------

                                                 $           -     $          -
                                                 =============     ============

                                      F-2
<PAGE>
                                ReserveNet, Inc.
                         (a Development State Company)
                            Statements of Operations


                                                               October 31, 2002
                                        For the year ended      (Inception) to
                                           December 31,           December 31,
                                ---------------------------
                                   2003              2002             2003
                                ----------       ----------     ---------------
Revenue                         $       -        $        -     $             -
                                ----------       ----------     ---------------
Expenses:
  General and administrative
   expenses                         7,509             8,751              37,485
  General and administrative
   expenses - related party             -                 -                 800
                                ----------       ----------     ---------------
    Total expenses                  7,509             8,751              38,285
                                ----------       ----------     ---------------
Net (loss)                         (7,509)           (8,751)            (38,285)
                                ==========       ==========     ================

Weighted average number of
 common shares outstanding -
 basic and fully diluted        1,900,000        1,900,000
                                ==========       ==========
Net (loss) per share - basic
  and fully diluted             $   (0.00)       $    (0.00)
                                ==========       ==========

                                      F-3
<PAGE>

                                ReserveNet, Inc.
                          (a Development Stage Company)
                    Statement of Stockholders' Equity (Deficit)

<TABLE>
<CAPTION>


                                                                                (Deficit)
                                                                                Accumulated          Total
                                      Common Stock              Additional        During          Stockholders'
                                                                 Paid-in        Development          Equity
                                Shares           Amount          Capital           Stage            (Deficit)
                            -------------     -------------   -------------    -------------     -------------
<S>                      <C>                  <C>             <C>               <C>             <C>

December 2000
  Founders shares              1,400,000                 7           3,493                              3,500

Net (loss)
  October 31, 2000
  (inception) to
  December 31, 2000                                                                  (2,657)            (2,657)
                            -------------     -------------   -------------    -------------      ------------

Balance, December 31, 2000     1,400,000                 7           3,493           (2,657)              843


May 2001
  Private offering               500,000                 3          24,997                             25,000


May 2001
  Recapitalization
  adjustment                                           180            (180)                                 -

Net (loss)
 For the year ended
 December 31, 2001                                                                  (19,368)           (19,368)
                            -------------     -------------   -------------    -------------      ------------

Balance, December 31, 2001     1,900,000               190          28,310          (22,025)            6,475

Net (loss)
  For the year ended
  December 31, 2002                                                                  (8,751)           (8,751)
                            -------------     -------------   -------------    -------------      ------------

Balance, December 31, 2002     1,900,000               190          28,310          (30,776)           (2,276)


Net (loss)
  For the year ended
  December 31, 2003                                                                  (7,509)           (7,509)
                            -------------     -------------   -------------    -------------      ------------


Balance, December 31, 2003     1,900,000      $        190    $      28,310    $    (38,285)      $     (9,785)
                            =============     =============   =============    ==============     ============
</TABLE>

                                      F-4
<PAGE>

                              ReserveNet, Inc.
                         (a Development State Company)
                            Statements of Cash Flow


                                                               October 31, 2002
                                        For the year ended      (Inception) to
                                           December 31,           December 31,
                                   ------------------------
                                       2003         2002             2003
                                   ----------    ----------     ----------------
Cash flows from operating
 activities
Net (loss)                        $  (7,509)     $  (8,751)     $       (38,285)
Adjustments to reconcile net
 (loss) to net cash (used) by
 operating activities:
 Increase (decrease) in accounts
 payable                                (47)           465                  418
                                   ----------    ----------     ---------------
Net cash (used) by
 operating activities                (7,556)        (8,286)             (37,867)
                                   ----------    ----------     ----------------
Cash flows from financing
 activities
  Decrease (increase) in due
   from shareholder                  19,527         (1,100)                   -
  Increase (decrease) in due
   to shareholder                   (12,055)         3,637                9,254
  Issuances of common stock               -              -               28,500
  Increase in checks issued in
   excess of available cash              84             29                  113
                                   ----------    ----------     ----------------
Net cash provided by financing
 activities                           7,556          2,566               37,867
                                   ----------    ----------     ----------------

Net (decrease) in cash                    -         (5,720)                   -
Cash - beginning                          -          5,720                    -
                                   ----------    ----------     ----------------
Cash - ending                      $      -      $       -      $             -
                                   ==========    ==========     ================

Supplemental disclosures:
  Interest paid                    $      -      $       -      $             -
                                   ==========    ==========     ================
  Income taxes paid                $      -      $       -      $             -
                                   ==========    ==========     ================

                                      F-5
<PAGE>

                                ReserveNet, Inc.
                          (a Development Stage Company)
                                      Notes



Note 1 - History and organization of the company

The Company was organized October 31, 2000 (Date of Inception) under the laws of
the State of Delaware, as ReserveNet,  Inc. The Company has no operations and in
accordance with SFAS #7, the Company is considered a development  stage company.
The Company is authorized to issue  100,000,000  shares of its $0.0001 par value
common stock.

Note 2 - Accounting policies and procedures

Cash and cash equivalents
-------------------------
The Company  maintains a cash  balance in a  non-interest-bearing  account  that
currently  does not exceed  federally  insured  limits.  For the  purpose of the
statements  of cash  flows,  all  highly  liquid  investments  with an  original
maturity of three months or less are  considered to be cash  equivalents.  There
were no cash equivalents as of December 31, 2003 and 2002.

Impairment of long-lived assets
-------------------------------
Long-lived  assets  held and  used by the  Company  are  reviewed  for  possible
impairment  whenever events or circumstances  indicate the carrying amount of an
asset may not be  recoverable  or is  impaired.  No such  impairments  have been
identified by management at December 31, 2003 and 2002.

Revenue recognition
-------------------
The Company recognizes revenue as earned and cost of sales and expenses as
incurred.

Advertising costs
-----------------
The  Company  expenses  all costs of  advertising  as  incurred.  There  were no
advertising costs included in selling,  general and  administrative  expenses in
2003 and 2002.

Loss per share
--------------

Net loss per  share is  provided  in  accordance  with  Statement  of  Financial
Accounting  Standards No. 128 (SFAS #128)  "Earnings Per Share".  Basic loss per
share is computed by dividing  losses  available to common  stockholders  by the
weighted  average  number of common shares  outstanding  during the period.  The
Company had no  dilutive  common  stock  equivalents,  such as stock  options or
warrants as of December 31, 2003 and 2002.

Reporting on the costs of start-up activities
---------------------------------------------
Statement  of  Position  98-5 (SOP  98-5),  "Reporting  on the Costs of Start-Up
Activities,"  which  provides  guidance on the  financial  reporting of start-up
costs and organizational  costs,  requires most costs of start-up activities and
organizational  costs to be  expensed as  incurred.  SOP 98-5 is  effective  for
fiscal years  beginning  after December 15, 1998. With the adoption of SOP 98-5,
there has been little or no effect on the Company's financial statements.

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

                                       6
<PAGE>


Fair value of financial instruments
-----------------------------------
Fair value estimates  discussed herein are based upon certain market assumptions
and  pertinent  information  available to management as of December 31, 2003 and
2002.  The  respective  carrying  value of  certain  on-balance-sheet  financial
instruments  approximated their fair values. These financial instruments include
checks  issued  in  excess  of  available  cash,  accounts  payable  and  due to
shareholder.  Fair values were assumed to approximate  carrying  values for cash
and payables  because they are short term in nature and their  carrying  amounts
approximate fair values or they are payable on demand.

Income Taxes
------------
Deferred income tax assets and liabilities are computed annually for differences
between the  financial  statement and tax basis of assets and  liabilities  that
will result in taxable or deductible  amounts in the future based on enacted tax
laws and rates  applicable on the periods in which the  differences are expected
to affect taxable income. Valuation allowances are established when necessary to
reduce  deferred tax assets to the amount  expected to be  realized.  Income tax
expense is the tax payable or refundable for the period plus or minus the change
during the period in deferred tax assets and liabilities.

Segment reporting
-----------------
The  Company  follows  Statement  of  Financial  Accounting  Standards  No. 130,
"Disclosures  About  Segments of an  Enterprise  and Related  Information".  The
Company  operates  as a single  segment  and will  evaluate  additional  segment
disclosure requirements as it expands its operations.

Dividends
---------
The Company has not yet adopted any policy  regarding  payment of dividends.  No
dividends have been paid or declared since inception.

Recent pronouncements
---------------------
In July 2002,  the FASB issued SFAS No. 146,  "Accounting  for Costs  Associated
with Exit or Disposal  Activities",  which  addresses  financial  accounting and
reporting for costs  associated with exit or disposal  activities and supersedes
EITF No. 94-3, "Liability  Recognition for Certain Employee Termination Benefits
and Other  Costs to Exit an  Activity  (including  Certain  Costs  Incurred in a
Restructuring)."  SFAS No. 146 requires that a liability  for a cost  associated
with an exit or disposal  activity be recognized when the liability is incurred.
Under EITF No. 94-3, a liability for an exit cost was  recognized at the date of
an entity's  commitment to an exit plan. SFAS No. 146 also  establishes that the
liability  should  initially  be  measured  and  recorded  at  fair  value.  The
provisions of SFAS No. 146 will be adopted for exit or disposal  activities that
are initiated after December 31, 2002.

In December  2002,  the FASB issued SFAS No. 148,  "Accounting  for  Stock-Based
Compensation--Transition  and  Disclosure--an  amendment  of SFAS No. 123." This
Statement  amends SFAS No. 123,  "Accounting for Stock-Based  Compensation",  to
provide  alternative  methods of transition  for a voluntary  change to the fair
value based method of  accounting  for  stock-based  employee  compensation.  In
addition,  this statement amends the disclosure  requirements of SFAS No. 123 to
require prominent  disclosures in both annual and interim  financial  statements
about the method of accounting for  stock-based  employee  compensation  and the
effect of the method used on reported  results.  The adoption of SFAS No. 148 is
not expected to have a material  impact on the company's  financial  position or
results of operations.

                                       7
<PAGE>


In  November  2002,  the  FASB  issued  FASB  Interpretation   ("FIN")  No.  45,
"Guarantors  Accounting and Disclosure  Requirements  for Guarantees,  Including
Indirect Guarantees and Indebtedness of Others", an interpretation of FIN No. 5,
57 and 107, and rescission of FIN No. 34, "Disclosure of Indirect  Guarantees of
Indebtedness of Others".  FIN 45 elaborates on the disclosures to be made by the
guarantor in its interim and annual  financial  statements about its obligations
under certain  guarantees that it has issued.  It also requires that a guarantor
recognize,  at the  inception of a guarantee,  a liability for the fair value of
the obligation undertaken in issuing the guarantee.  The initial recognition and
measurement  provisions of this  interpretation  are applicable on a prospective
basis to  guarantees  issued or modified  after  December 31, 2002;  while,  the
provisions of the disclosure requirements are effective for financial statements
of interim or annual  periods  ending  after  December  15,  2002.  The  company
believes  that the  adoption  of such  interpretation  will not have a  material
impact on its financial  position or results of  operations  and will adopt such
interpretation during fiscal year 2003, as required.

In January 2003, the FASB issued FIN No. 46, "Consolidation of Variable Interest
Entities",  an interpretation of Accounting Research Bulletin No. 51. FIN No. 46
requires that variable  interest  entities be  consolidated by a company if that
company is subject to a majority of the risk of loss from the variable  interest
entity's  activities  or is  entitled  to  receive a  majority  of the  entity's
residual  returns or both. FIN No. 46 also requires  disclosures  about variable
interest  entities that companies are not required to consolidate but in which a
company has a significant variable interest.  The consolidation  requirements of
FIN No. 46 will apply  immediately to variable  interest  entities created after
January  31,  2003.  The  consolidation  requirements  will  apply  to  entities
established prior to January 31, 2003 in the first fiscal year or interim period
beginning  after June 15, 2003.  The disclosure  requirements  will apply in all
financial  statements  issued after January 31, 2003.  The company will begin to
adopt the provisions of FIN No. 46 during the first quarter of fiscal 2003.

In May 2003,  the FASB issued SFAS No. 150,  "Accounting  for Certain  Financial
Instruments with  Characteristics  of Both Liabilities and Equity." SFAS No. 150
changes the  classification  in the  statement of financial  position of certain
common  financial  instruments  from either equity or mezzanine  presentation to
liabilities  and requires an issuer of those  financial  statements to recognize
changes in fair value or redemption amount, as applicable, in earnings. SFAS No.
150 is effective for financial  instruments  entered into or modified  after May
31, 2003,  and with one  exception,  is effective at the  beginning of the first
interim  period  beginning  after June 15, 2003. The effect of adopting SFAS No.
150 will be recognized as a cumulative  effect of an accounting change as of the
beginning  of the  period  of  adoption.  Restatement  of prior  periods  is not
permitted.  SFAS No.  150 did not have any  impact  on the  Company's  financial
position or results of operations.

Stock-Based Compensation
------------------------
The Company  accounts for  stock-based  awards to employees in  accordance  with
Accounting  Principles  Board  Opinion No. 25,  "Accounting  for Stock Issued to
Employees"  and related  interpretations  and has  adopted  the  disclosure-only
alternative of FAS No. 123, "Accounting for Stock-Based  Compensation."  Options
granted to consultants,  independent representatives and other non-employees are
accounted for using the fair value method as prescribed by FAS No. 123.

Year end
--------
The Company has adopted December 31 as its fiscal year end.

                                       8
<PAGE>


Note 3 - Going concern

The accompanying  financial  statements have been prepared  assuming the Company
will  continue  as a going  concern.  As  shown  in the  accompanying  financial
statements,  the Company has  incurred a net loss of $38,285 for the period from
October 31, 2000  (inception) to December 31, 2003, and has no sales. The future
of the Company is dependent upon its ability to obtain financing and upon future
profitable  operations from the  development of its new business  opportunities.
Management  plans to raise  additional  capital  via an equity  offering  and an
officer of the Company has agreed to loan the Company funds as needed to sustain
business for a period of twelve months. The financial  statements do not include
any adjustments  relating to the  recoverability  and classification of recorded
assets,  or the  amounts  of and  classification  of  liabilities  that might be
necessary in the event the Company cannot continue in existence.

These conditions raise substantial doubt about the Company's ability to continue
as a going concern.  These  financial  statements do not include any adjustments
that might arise from this uncertainty.

Note 4 - Income taxes

The Company  accounts for income taxes under  Statement of Financial  Accounting
Standards  No.  109,  "Accounting  for Income  Taxes"  ("SFAS No.  109"),  which
requires use of the  liability  method.  SFAS No. 109 provides that deferred tax
assets and  liabilities  are recorded based on the  differences  between the tax
bases of  assets  and  liabilities  and their  carrying  amounts  for  financial
reporting purposes,  referred to as temporary  differences.  Deferred tax assets
and  liabilities  at the end of each period are  determined  using the currently
enacted tax rates applied to taxable income in the periods in which the deferred
tax assets and liabilities are expected to be settled or realized.

The provision for income taxes differs from the amount  computed by applying the
statutory  federal income tax rate to income before  provision for income taxes.
The sources and tax effects of the differences are as follows:

                      U.S federal statutory rate      (34.0%)

                      Valuation reserve                34.0%
                                                       -----

                      Total                               -%
                                                      ======

As of December 31, 2003, the Company has a net operating loss carry forwards as
follows:

          Year                   Amount                Expiration
          ----                   ------                ----------
          2000                  $  2,657                  2020
          2001                  $ 19,368                  2021
          2002                  $  8,751                  2022
          2003                  $  7,509                  2023

Note 5 - Stockholders' equity

The Company is authorized to issue  100,000,000  shares of its $0.0001 par value
common stock.

On May 28,  2001,  the Company  effected a 20-for-1  forward  stock split of its
$0.0001 par value common stock.

All share and per share amounts have been retroactively  restated to reflect the
20-for-1 forward split.

During  December 2000, the Company  issued  1,400,000  shares of its $0.0001 par
value common stock to an officer and director in exchange for cash in the amount

                                       9
<PAGE>

of $3,500.  During May 2001,  the Company  closed its private  offering and sold
500,000  shares of its $0.0001 par value  common stock for total cash of $25,000
pursuant to Section 25110 of the Corporate Securities Law of 1968 under the Rule
260.103 exemption from qualification requirements.

As of December 31, 2003, there have been no other issuances of common stock.

Note 6 - Warrants and options

As of December 31, 2003 and 2002, there were no warrants or options  outstanding
to acquire any additional shares of common stock.

Note 7 - Related party transactions

The Company  paid  professional  fees  totaling  $300 to an  individual,  who is
shareholder of the Company, during the year ended December 31, 2001.

The Company paid  professional  fees totaling $500 to an  individual,  who is an
officer and director of the Company, during the year ended December 31, 2001.

As of December 31, 2003 and 2002, an officer,  director and  shareholder  of the
Company  is owed a total of $9,254  and  $1,782,  respectively,  due to  various
expenses paid on behalf of the Company.

                                       10
<PAGE>


Item 2. Management's  Discussion and Analysis of Financial Condition and Results
        of Operations.

Plan of Operation

ReserveNet is a development  stage  company,  whose  business plan is to provide
consumer reservation  services to the restaurant  industry.  ReserveNet plans to
develop  a  web-based   reservation   system  that  allows  consumers  to  place
reservations  directly with restaurants through the  www.ReserveNet.ws  website.
The  company   anticipates   revenue  will  be  generated   through   restaurant
subscriptions  and  advertising  through its  website.  Consumers  will have the
ability to search an interactive database of available  restaurant  reservations
that may be  refined  to a  particular  geographic  location  convenient  to the
consumer.  The search may also be further  refined by type of  cuisine,  average
price, and/or favorable restaurant reviews.

ReserveNet  currently relies solely upon its Founder to fund on-going operations
and support  product  development.  The company has not received any  additional
financing commitments.  There can be no assurance that the founder will continue
to provide the  company  with  financial  support.  Should the founder  cease to
provide  financial  support and ReserveNet fails to secure other financing,  the
company may become dormant or face a significant probability of failure. Even if
ReserveNet Inc. were to successfully  secure  developmental and working capital,
the Company faces substantial risks and uncertainties in developing its product,
business and establishing itself as a going concern

Results of Operations

The company has not begun its planned  operations.  Expenditures since inception
and for the requisite  reporting periods have been General and Administrative in
nature. These represent the costs associated with professional fees, general and
administrative  expenses  which include but are not limited to, phone  expenses,
small  equipment,  and expenses  related to investor,  engineering and strategic
partnership meetings, amongst other categories.

For the twelve  months ended  December 31, 2003  operating  expenses were $7,091
compared to $8,751 for the comparable  period in 2002.  These amounts  represent
Net Losses for the company that will provide tax credits to offset Net Income in
future periods. As a result of the lack of operating capital,  efforts were made
to   decrease   spending   in  all   categories   including   travel,   postage,
communications,  and other general and administrative  expenses. The company had
relied upon its founder to provide capital to fund its limited operations for at
least the last twelve months.

Liquidity

ReserveNet's  founder has provided financing for the short-term  operating needs
of the  Company.  The  ability of the  company to secure  additional  financing,
however, will affect its status as a going concern. There can be no guarantee or
assurance  that the Company  would be  successful  in securing  development  and
working  capital to fund the  development  of its  products and  operations.  If
additional  financing cannot be secured,  ReserveNet,  Inc. would be unlikely to
progress its business plan. The Company has and continues to rely on its founder
to finance  its  limited  operations.  He has not  provided  any  guarantees  or
assurances  that  he  would  continue  to  provide  ReserveNet  with  additional
financing.  In the event that  management  anticipates  a deficiency  in working
capital,  the  officers  may elect to  suspend  its  business  until  sufficient
financing is secured,  market its  intellectual  property,  or cease  operations
entirely.

                                       11
<PAGE>

STATEMENT REGARDING FORWARD-LOOKING INFORMATION

This report contains  various  forward-looking  statements that are based on the
Company's  beliefs  as well as  assumptions  made by and  information  currently
available  to the  Company.  When  used in this  report,  the  words  "believe,"
"expect,"  "anticipate,"  "estimate"  and similar  expressions  are  intended to
identify  forward-looking  statements.  Such  statements may include  statements
regarding seeking business opportunities, payment of operating expenses, and the
like,  and are subject to certain risks,  uncertainties  and  assumptions  which
could cause actual results to differ  materially  from  projections or estimates
contained herein.  Factors which could cause actual results to differ materially
include,  among  others,  unanticipated,   or  unexpected  costs  and  expenses,
competition  and  changes  in market  conditions,  lack of  adequate  management
personnel  and the  like.  Should  one or more of these  risks or  uncertainties
materialize,  or should underlying  assumptions prove incorrect,  actual results
may vary materially from those anticipated,  estimated or projected. The Company
cautions against placing undue reliance on forward-looking statements.

PART II

ITEM 1. LEGAL PROCEEDINGS
None.

ITEM 2. CHANGES IN SECURITIES AND USE OF PROCEEDS

None.

ITEM 3. DEFAULTS UPON SENIOR SECURITIES.

None.

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

None.

ITEM 5. OTHER INFORMATION

None.

ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K.

(a) Exhibit 99.1 - Certification of Chief Executive Officer.

(b) Exhibit 99.2 - Certification of Chief Financial Officer.

Signatures

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

RESERVENET, INC.
(Registrant)

Date: April 7, 2004

By: /s/ Daniel Regidor
    ----------------
    Daniel Regidor
    President, CEO, Director


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