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

                                   (Mark one)
  [ ] ANNUAL REPORT UNDER SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT
                                    OF 1934
                                       OR
  [X]  TRANSITION REPORT UNDER SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE
                                  ACT OF 1934

                   FOR THE FISCAL YEAR ENDED JANUARY 31, 2002
                                             ----------------

                       Commission file number:  000-33115

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

        Nevada                                               52-2357837
        ------                                               ----------
(State or other jurisdiction of                           (I.R.S.  Employer
 incorporation  or organization)                         Identification  No.)

Suite  1600,  543  Granville  Street
Vancouver,  BC  V6C  1X8                           (604)  639-1717
------------------------                           ---------------
(Address of principal executive offices)     (Registrant's  phone  number)


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

              Securities registered under Section 12(g) of the Act:
                    Common Stock, par value $0.001 per share
                    ----------------------------------------
                                (Title of class)

Check  whether  the Issuer (1) filed all reports required to be filed by Section
13  or  15(d)  of  the Securities Exchange Act during the past 12 months (or for
such  shorter period that the registrant was required to file such reports), and
(2)  has  been  subject  to  such  filing requirements for the past 90 days.
1.  Yes  [ ]  No  [X]  2.  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  registrant's  knowledge,  in  definitive  proxy  or  information
statements  incorporated  by  reference  in  Part III of this Form 10-KSB or any
amendment  to  this  Form  10-KSB.  [X]

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

State the aggregate market value of the voting and non-voting common equity held
by  non-affiliates  of  the  registrant.  The  aggregate  market  value shall be
computed  by  reference to the price at which the common equity was sold, or the
average  bid  and  asked  prices  of  such common equity, as of a specified date
within 60 days prior to the date of filing. (See definition of affiliate in Rule
405, 17 CFR 230.405) Note - If a determination as to whether a particular person
or  entity  is an affiliate cannot be made without involving unreasonable effort
and  expense,  the  aggregate  market  value  of  the  common  stock  held  by
non-affiliates  may  be  calculated on the basis of assumptions reasonable under
the  circumstances,  provided  that  the assumptions are set forth in this Form.

Aggregate  market  value  of  voting common equity held by non-affiliates as of
January  31,  2002:

As  of  January 31, 2002, the aggregate market value of the voting common equity
held  by  non-affiliates of the registrant was not determinable as the Company's
equity  is  neither  quoted  nor  trading.

Aggregate  market value of non-voting common equity held by non-affiliates as of
January  31,  2002:  $NIL

Indicate the number of shares outstanding of each of the registrant's classes of
common  stock,  as  of  the  latest  practicable  date.
Outstanding  shares  of  common  stock  as  of  January  31,  2004: 17,016,000
Outstanding  shares  of  preferred  stock  as  of  January  31,  2004: Nil

Documents  incorporated  by  reference:  8K12g3

Transitional  Small  Business  Disclosure  Format:  Yes  [X]   No  [ ]

                                        1
<PAGE>

MyPlan  USA,  Inc.
Index  to  Annual  Report  on  Form  10-KSB
For  the  Year  Ended  January  31,  2002

Part  I                                                                   Page
Item  1     Description  of  Business                                        3
Item  2     Description  of  Property                                        6
Item  3     Legal  Proceedings                                               6
Item  4     Submission  of  Matters  to  a  Vote  of  Security  Holders      6

Part  II
Item  5     Market  for  Common  Equity  and  Related
            Stockholder  Matters                                             6
Item  6     Management's  Discussion  and  Analysis  of
            Financial  Condition  or  Plan  of  Operation                    6
Item  7     Financial Statements                                             8
Item  8     Changes  In  and  Disagreements  with  Accountants
            on  Accounting  and  Financial  Disclosure                      17
Item  8a    Controls  and  Procedures                                       17

Part  III
Item  9     Directors,  Executive  Officers, Promoters and Control Persons;
            Compliance With Section 16(a) of the Exchange Act               17
Item  10     Executive  Compensation                                        18
Item  11     Security  Ownership  of  Certain  Beneficial  Owners
             and  Management                                                18
Item  12     Certain  Relationships  and  Related  Transactions             19

Part  IV
Item  13     Exhibits  and  Reports  on  Form  8-K                          20
Item  14   Principal  Accountants  Fees  and  Services

Signatures                                                                  20

                                        2
<PAGE>
                                     PART I

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

CORPORATE  BACKGROUND
---------------------

MyPlan  USA,  Inc.  (the "Company" or "MyPlan") is a developmental stage company
incorporated  in  Nevada  on  August  2,  2001.  The  company  commenced
pre-incorporation activities in November 2000 and prepared a business plan prior
to  incorporating.  From  inception,  the  Company's  activities  have  been
organizational,  directed  at  raising  its  initial  capital and developing its
business  plan. We entered into an Agreement and Plan of Merger with VJG4, Inc.,
a  public  Washington corporation, on August 20, 2001.  MyPlan was the surviving
corporation and assumed reporting company status.  For further information about
the  merger,  we  refer  you to our Form 8-K 12g-3, as amended, dated August 20,
2001  and  filed  with  the  SEC  on  December  14,  2001.

We  plan  to  participate  in  the  development  and pre-production of animation
projects  by  directly  offering  our services or subcontracting the services of
others  at  the pre-production stage and being involved in concept and character
development,  designing,  story  boarding and scenario or story composition on a
sub-contract  basis.  Among  pre-production  activities, we intend to emphasize:
overall  project  planning,  finished product sales, marketing of pre-production
subcontracted  facilities.

Apart from the primary activity of pre-production animation and the marketing of
the  entire  subcontracted production process, we believe the derivative market,
which  includes  video,  game,  character,  printing  and  brand licensing, will
provide  another  market  for  our  services  over the long-term. The derivative
market  forms  a  separate  industry  segment  and,  in  terms of market volume,
occupies  an  increasing  portion  of  the overall sales of the larger animation
industry.  In  addition,  the  derivative  market's  products tend to extend the
average  life cycle of animation by moving mainstream images into the derivative
areas.

OUR  SERVICES
-------------

The  animation  production  services  that  we  anticipate providing directly or
through  subcontractors  cover  the  entire  animation  production  process from
pre-production  through  production  and  post-production.

PRE-PRODUCTION  services  include  assisting  with  the  following  activities:
scenario  writing;  scenario  synopsis  and  story boarding; image sketching and
conceptual  drawing; character designing; sequential layout with continuity; and
film  planning.

PRODUCTION  services  include assisting with the following activities: character
designing;  drawing  thumbnail  animation;  animating;  pencil  testing;
key-animation;  clean-up  animation;  in between animation; background painting;
setting  and stage making; sound track recording with exposure sheet; and camera
operation  and  filming.

POST-PRODUCTION  services  include  assisting  with  the  following  activities:
editing;  mixing;  and  recording.

PRE-PRODUCTION  PROJECT  MANAGEMENT
We  plan  to  participate  in  the  development  and pre-production of animation
projects by offering our services at the pre-production stage. Our services will
include  concept  and  character  development,  design  work, story boarding and
scenario  or  story  composition on a sub-contract basis. We intend to emphasize
overall  project  planning,  finished  product  sales  and  the  marketing  of
pre-production  subcontracted  facilities.

In  addition,  we  believe  the derivative market, which includes videos, games,
printing  and  brand  licensing,  will  provide  another source of business. The
derivative  market  is  a  separate  segment  within the animation industry. Our
competitors  have  had  animation  image  products  generate  further revenue by
becoming  products  in the derivative marketplace. At this time, however, we are
unable  to  predict  the  volume  of work, if any, that we will receive from the
derivative  marketplace.


                                        3
<PAGE>

SUBCONTRACTED  PRODUCTION  SERVICES
We plan to identify subcontractors according to each subcontractor's specialties
with  respect  to  the production process and the type or types of animation and
execute  agreements  with  the  subcontractors  to  provide services through the
Internet  to  customers  in  any  geographic  location.

We  intend  to  outsource most of the work in the production and post-production
phases  of  animation  projects we manage. We will offer our services as overall
project  managers  and,  in  that  capacity,  ensure  production  quality  and
timeliness.  We  are  planning  to  have all production processes be managed and
supervised through the Internet.   Production quality will be ensured by using a
line  test  system  during the production process, by facilitating communication
between  operators,  by  implementing  a  comprehensive  management  system that
includes  the  director  and  supervisor  in  decision-making,  and by providing
digital  enhancement  services  through  the  Internet.

Marketing,  Distribution  and  Sales
------------------------------------

As  a  distributor  of subcontracted animation production services, we intend to
develop  a  global  network of subcontractors.  Our primary target customers are
major  animation  production  firms  such  as  Walt  Disney,  20th  Century Fox,
Wildstorm  Production and other established broadcasting companies, each of whom
is  a  potential  customer  as  well as a potential competitor for the Company's
services.

Initially,  we  intend  to proactively develop potential prospects in the United
States  and  other  advanced markets by making cold calls to potential customers
and  by  pursuing business associates for leads. Our potential customers include
the  following  companies:
-    Full  production  animation  companies;
-    General  entertainment  companies;
-    Pre-production  only  companies;
-    Broadcasting  companies;  and
-    Animation  distributors.

We  also  intend  to assist with the development and distribution of products in
the  derivative  products  marketplace.  Our  potential  customers  include  the
following  companies:
-    Game  development  companies;
-    Character  licenses  such  as  garment  manufacturers, stationary products,
-    fashion  accessories  and  food  and  beverage  container  manufacturers;
-    Web  content  providers;  and
-    Other  entertainment  firms.

We believe that exceptional customer service and an effective support system are
critical  to  our  success.  We  intend to establish a comprehensive service and
support  structure  to  manage  customer  relationships.

We  are  developing  our  role  as a subcontract market distributor of animation
production  with  the  intention of entering the animation pre-production market
and establishing a global sourcing network within the overall animation industry
for  sourcing  production  services.

We  intend  to  work  with MyPlan Korea to generate animation production work in
Korea.  MyPlan  Korea  has  established  itself as a post-production supplier of
animations  to well known U.S. and Japanese animation production companies, such
as  Wildstorm  Productions  and  Hallmark Entertainment. We intend to expand our
relationship  with  MyPlan  Korea  to  generate customers in Korea and elsewhere
through referrals.  We also intend to rely on MyPlan Korea for implementation of
our  business  plan  as  we  develop  a  global  sourcing  network.

We  intend  to  work  with  our  partner,  MyPlan  Korea,  to generate animation
production  work  in Korea. Korea's animation industry is expected to grow to an
approximately  $1.2  billion  market by the end of 2001. Out of this amount, $79
million is expected to be generated by subcontracted animation studio work. 1999
Research  Institute  of  Information and Telecommunications) In Korea, there are
more  than 200 small and medium-sized subcontract studios at the end of the year
2000.  (1999 Research Institute of Information and Telecommunications) In Korea,
the  Ministry  of  Culture  and  Travel  established  an animation curriculum in
colleges  and  universities  to  ensure  a  sufficient  supply  of  well-trained
animation  technicians  and artists for the growing animation industry in Korea.


                                        4
<PAGE>

1999  Research  Institute  of  Information  and  Telecommunications)  The Korean
subcontractors  share  their  market  with  competitive  Chinese  and  Taiwanese
subcontractors.

MyPlan  Korea has established itself as a post-production supplier of animations
to  well  known  U.S.  and  Japanese  animation  production  companies,  such as
Wildstorm Productions and Hallmark Entertainment.  Maintaining a good reputation
in the marketplace has enabled MyPlan Korea to enjoy consistent growth in recent
years.  We  intend  to  expand  our  relationship  with MyPlan Korea to generate
customers  in  Korea and elsewhere through referrals.  We also intend to rely on
MyPlan  Korea  for  implementation  of  our business plan as we develop a global
sourcing  network.

Competition
-----------

The  animation  market  is fragmented and highly competitive.  Competitors range
from the most well-known and established companies, such as Walt Disney, to many
unknown  smaller  firms.  The  competition is particularly vigorous in the newly
developing  areas  of 3D animation and 'flash animation'.  There are no specific
barriers  to  market  entry.

Our primary competitors consist of companies that provide production services to
the  animation  production  firms  either directly or through subcontractors and
include  Walt  Disney and 20th Century Fox.  At this time we are not operational
and  so  do  not  have  any  market  share.

We  believe  that factors critical to our success in the marketplace include our
ability  to  provide  creativeness  in the pre-production and production stages,
skilled  personnel  to use and develop production technology, highly skilled and
motivated  staff,  an  effective marketing strategy for an animation production,
project  management expertise, and adequate funding.  Each of these criteria are
necessary  ingredients  to a successful animation production and we intend to be
in  a  position  to  provide  our  customers  with  the  ingredients to succeed.

We believe that quality control is one of the most basic and fundamental ways of
competing  effectively in the animation industry.  Our objective is to establish
a  quality  control  system  that  minimizes  retake  rates  and ensures on-time
production.  We  intend  to manage projects through the Internet and utilize the
latest  procedures  in  technical  production.

Theater  Animation  Market
Walt  Disney  and  other  major  U.S.  companies  dominate the theatre animation
market.  Theatre animation production companies often subcontract the production
and  post-production  stages of animation production, which stages are comprised
primarily  of  labour-intensive  work  such  as  drawing, painting, printing and
mixing.  Major  subcontractors  in the U.S. marketplace are primarily located in
the  Far  East,  including  Korea,  China  and  Taiwan (Roncarelli Report on the
Computer  Animation  Industry  in  2000).  Competition between subcontractors is
intense  and  the  market is highly price and technology sensitive. We intend to
compete  for  business  in  the  theatre  animation  production  market.

Television  Animation  Market
Japanese animation studios dominate the television animation market.  The number
of  Japanese  animation  companies  approximates  300  (Roncarelli Report on the
Computer  Animation Industry in 2000). There are approximately 30 first tier sub
contracting  firms  that  service  the  Japanese  animation  companies. Japanese
animation  comprises  a  majority of the overall television animation market for
subcontractor work. MTV,  Cartoon  Networks  and  a  number  of other well-known
American  studios  also  use subcontractors for television animation production.
(Roncarelli  Report  on  the  Computer  Animation  Industry  in  2000)

Intellectual  Property
----------------------

With  respect  to  subcontracted  animation  products,  all copyrights and other
intellectual  property  associated  with  the  animation  product  belong to the
customer.  A  subcontractor  may hold, however, rights to a character license or
distribution  contract  in  the  derivative  products  market.  We  will  pursue
protection  of  intellectual  property that we own.  At this time, we do not own
any  intellectual  property.

Government  Regulation
----------------------

There  are  no  specific government regulations known to us, other than standard
business  practice,  law  and  conduct,  which  might effect us in following our
business  plan.


                                        5
<PAGE>

Employees
---------

We  intend  to  employ six full-time employees.  Of these employees, two will be
engaged  in  the  area  of  sales  and  marketing,  two  will  be  engaged  in
administration  and  finance,  and  two will be engaged in technical production.

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

Until  January 31, 2002 our principal executive offices and technical facilities
were  located  at  3200 Wilshire Boulevard North Tower, Los Angeles, California,
90010  and  were leased pursuant to a lease signed in the name of Do Suk Kim, an
affiliate  of the Company. Mr. Kim provided the office space at no charge to the
Company  to  January  31,  2002.

The  corporate  offices  are  now  located at: Suite 1600, 543 Granville Street,
Vancouver,  BC  Canada  V6C  1X8.

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

To  the  knowledge  of  the  Company's  executive  management and directors, the
Company  is  not  party  to  any  legal proceeding or litigation and none of its
property is the subject of a pending legal proceeding and the executive officers
and  directors  know of no other threatened or contemplated legal proceedings or
litigation.

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

No  matters were submitted to the stockholders during the quarterly period ended
January  31,  2002.

                                     PART II

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

There  is  no  trading  market  for MyPlan USA, Inc. common stock at present and
there  has been no trading market to date.  There is no assurance that a trading
market  will  ever  develop  or,  if  such  a  market does develop, that it will
continue.

We  intend to apply to have MyPlan common stock included for trading on the NASD
OTC  Bulletin  Board.  Readers  should  refer to our 8K12g3 as amended and filed
December  14,  2001.

ITEM 6.  MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS
--------------------------------------------------------------------------------
OF  OPERATIONS
--------------

                           FORWARD-LOOKING STATEMENTS
                           --------------------------

Except  for  the  historical information presented in this document, the matters
discussed  in  this  Form  10-KSB,  and  specifically  in  the sections entitled
"Description of Business" and "Management's Discussion and Analysis of Financial
Condition  or  Plan  of  Operation," or otherwise incorporated by reference into
this  document  contain "forward-looking statements" (as such term is defined in
the  Private Securities Litigation Reform Act of 1995).  These statements can be
identified  by  the  use  of  forward-looking  terminology  such  as "believes",
"plans",  "expects",  "may",  "will",  "intends",  "should"  or "anticipates" or
the  negative  thereof or other variations thereon or comparable terminology, or
by  discussions  of  strategy  that  involve  risks and uncertainties.  The safe
harbor  provisions  of  Section  21E  of the Securities Exchange Act of 1934, as
amended,  and  Section  27A  of the Securities Act of 1933, as amended, apply to
forward-looking  statements  made by the Registrant.  You should not place undue
reliance  on  forward-looking  statements.  Forward-looking  statements  involve
risks  and uncertainties, including those identified within the section entitled
"Outlook:  Issues  and  Uncertainties"  and  elsewhere  in,  or  incorporated by
reference  into,  this  Form  10-KSB.  The  actual  results  that the Registrant
achieves  may  differ materially from any forward-looking statements due to such
risks  and uncertainties.  These forward-looking statements are based on current
expectations,  and  the  Registrant  assumes  no  obligation  to  update  this
information.  Readers  are  urged  to  carefully review and consider the various
disclosures made by the Registrant in this Transitional Annual Report and in the
Registrant's  other  reports  filed  with the Securities and Exchange Commission
that  attempt  to  advise  interested  parties of the risks and factors that may
affect  the  Registrant's  business.


                                        6
<PAGE>

As  a newly incorporated company, MyPlan has no previous business activity.  The
following discussion and analysis should be read in conjunction with our audited
financial  statements and notes thereto for the period from inception, August 2,
2001,  through  January  31,  2002.  This  form  10-KSB contains, in addition to
historical  information,  forward-looking  statements  that  involve  risks  and
uncertainties.  MyPlan's  actual  results may differ materially from the results
discussed  in  these  forward-looking  statements.

Plan  of  Operation
-------------------

At January 31, 2002, we had  $9,700 of cash, the majority held in United States'
currency.  Most expenses are paid in United States' currency., We expect monthly
cash expenditures will be approximately $20,000 once we commence the development
of  our  global sourcing network which is now re-scheduled for early 2005 due to
the  unexpected  long-term  illness  of  our  major  shareholder and significant
shareholder/executive  of  MyPlan  Korea . We are currently negotiating with new
potential  sources  of  venture  capital  for  our  project.

Future revenues  are expected from  two categories: subcontract commission sales
and  new  products commission sales. Within the first twelve months of operation
we  expect  to  generate  $2.5  million  in  gross  sales from subcontract sales
resulting  in  a  commission of $250,000. Generating this projected revenue will
depend  upon  our  ability  to  successfully  launch  our business and develop a
sourcing  network with subcontractors and production companies in East Asia over
the  first  two  quarters  of  operation.

In 2001 the Company received the following orders as a subcontracted distributor
to  market  the  following  products  in  the  post-production  stage:

Name  of  Product       Number  of  Episodes               Customer

Rescue  Heroes          7 episodes / 20 minutes each       NELVANA (Canada)
Snoopy                  1  episode / 25 minutes            MAD  T.V.

The  project was put on hold due to a long-term illness of our major shareholder
and  significant  shareholder  and  executive  of MyPlan Korea and the Company's
inability  to  raise  necessary  capital.  We are currently negotiating with new
potential  sources  of  venture  capital.

The  Company  was  also involved with a new animation production at the planning
and  development  stage  called Horang-ee and Gatchee (A Tiger and a Magpie). We
were  co-producing  Horang-ee  and Gatchee with MyPlan Korea. The project was in
the  initial  stage  of  pre-production.  This  was  intended to be a television
animation  production. If  successful as a television network show, the plan was
to  reproduce  it  in  a  theatre  animation version. The target market is older
children  and  teenagers.  The  overall  production  budget  from pre-production
through  promotion  and  advertising  for  Horang-ee  and  Gatchee  is set at $7
million.  The largest portion of the budget is allocated to production (35%) and
to  promotion  and  advertising  (35%).  The  balance  of the budget consists of
pre-production  expenses  including project development (20%)and post-production
costs  (10%).

Gross revenue from our animation Horang-ee and Gatchee is forecasted to be $17.5
million  over three years. Revenue are anticipated to come primarily from direct
sales  of  the animation to broadcasting companies, sales of videotapes and DVDs
and  sales from character licensing. Actual revenue generated from the animation
may  be  less  than that forecasted and could be under $7 million, the estimated
cost  of  the  production.  In  addition, the budget for producing the animation
could  be  higher  than  the forecast of $7 million. In either or both cases, we
could  incur  a  loss  from  the  animation.

The  Projects  have  been  put on hold until such time as the Company is able to
negotiate  new  financing.

Investors  are  cautioned against attributing undue certainty to our projections
for  generating  revenue  due  to  potential  contract negotiation difficulties,
budget  uncertainties,  delay in planned completion dates and market acceptance.
If  changes  occur  with  respect to the projections being made, we will provide
investors  with  updated  information, including a comparison to actual results.


                                        7
<PAGE>

Liquidity  and  Capital  Resources
----------------------------------

Our  project  has been on hold for the past two years due to a long-term illness
of  our  major shareholder and the President of MyPlan Korea. At present, we are
endeavoring to locate new sources of venture capital  Since we have no operating
history,  we  must  first  rely  on  equity  and/or debt financing to launch our
business.  There  can  be  no assurances that financing, whether debt or equity,
will  be  available  to us in the amounts required at any particular time or for
any  particular period, or if available, that it can be obtained on satisfactory
terms.  We  have made no arrangements with our officers, directors or affiliates
to  provide  liquidity  to  us.

If  we are unable to raise additional capital, we may not be able to continue as
a  going  concern, and might have to reorganize under bankruptcy laws, liquidate
or  enter  into  a  business  combination.  We have not presently identified any
probable  business  combination.  If adequate funds are not available within the
next  12  months,  we  may  be required to significantly curtail our operations.

ITEM  7.  AUDITED  FINANCIAL  STATEMENTS
----------------------------------------

Report  of  Registered  Independent  Public  Accounting  Firm                10

Balance  Sheet  as  at  January  31,  2002                                   11

Statement  of  Operations  for  the  period  from  August  2,  2001
(Date  of  Inception)  to  January 31, 2002                                  12

Statement  of  Stockholders  Equity  (Deficiency)  for  the  period  from
August  2,  2001  (Date  of  Inception)  to  January  31,  2002              13

Statement  of  Cash  Flows  for  the  period  from  August  2,  2001
(Date  of  Inception)  to  January 31, 2002                                  14

Notes  to  Financial  Statements                                             15


                                        8
<PAGE>


                REPORT OF REGISTERED INDEPENDENT ACCOUNTING FIRM








TO  THE  BOARD  OF  DIRECTORS  AND  STOCKHOLDERS
OF  MYPLAN  USA,  INC.
(A  Development  Stage  Company)

We  have  audited  the  balance  sheet  of MyPlan USA, Inc. (A Development Stage
Company)  as at January 31, 2002 and the statements of operations, stockholders'
equity  (deficiency)  and  cash  flows  for  the  period  from  the  date  of
incorporation,  August  2,  2001 to January 31, 2002. These financial statements
are  the  responsibility  of  the Company's management. Our responsibility is to
express  an  opinion  on  these  financial  statements  based  on  our  audit.

We  conducted  our  audit in accordance with the standards of the Public Company
Accounting  Oversight  Board (United States of America.) Those standards require
that  we  plan  and  perform an audit to obtain reasonable assurance 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 MyPlan USA, Inc. (A Development
Stage Company), as at January 31, 2002 and the results of its operations and its
cash  flows  for  the  period  from the date of incorporation, August 2, 2001 to
January 31, 2002  in accordance with accounting principles generally accepted 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 (2) to the financial
statements.  These factors raise substantial doubt about its ability to continue
as a going concern. The financial statements do not include any adjustments that
might  result  from  the  outcome  of  this  uncertainty.



"Pannell  Kerr  Forster"

Chartered  Accountants


Vancouver,  Canada

September  24,  2004


                                        9
<PAGE>
<TABLE>
<CAPTION>
                                MYPLAN USA, INC.
                          (A DEVELOPMENT STAGE COMPANY)
                                  BALANCE SHEET
                                JANUARY 31, 2002
                                 (U.S. DOLLARS)

<S>      <C>     <C>
ASSETS
Current
  Cash                                                           $   9,709
                                                                  --------

                                                                 $   9,709
                                                                  --------

LIABILITIES
Current
 Accounts payable and accrued liabilities                        $  57,480
                                                                  --------

TOTAL LIABILITIES                                                $  57,480
                                                                  ========

STOCKHOLDERS' EQUITY (DEFICIT)
Common Stock
 Authorized
     100,000,000 shares of common stock
     with a par value of $0.001 each
     20,000,000 shares of preferred stock
     with a par value of $0.001 per share.
 Issued and outstanding
     17,016,000 shares of common stock. . . . . . . . . . . . . .   17,016
Additional paid in capital                                         152,694
Deficit accumulated during the development stage                  (217,481)
                                                                   --------
TOTAL STOCKHOLDERS' EQUITY (DEFICIT). . . . . . . . . . . . . . . .(47,771)
                                                                   --------

                                                                 $   9,709
                                                                   =======
See notes to financial statements

</TABLE>

                                       10
<PAGE>





<TABLE>
<CAPTION>

                                MYPLAN USA, INC.
                          (A DEVELOPMENT STAGE COMPANY)
                             STATEMENT OF OPERATIONS
       PERIOD FROM DATE OF INCEPTION (AUGUST 2, 2001) TO JANUARY 31, 2002
                                 (U.S. DOLLARS)
<S>                                               <C>


EXPENSES
  Amalgamation . . . . . . . . . . . . . . . . .  $   120,050
  Animation and Character Design . . . . . . . .       20,000
  License and trademark. . . . . . . . . . . . .       40,000
  Professional and consulting fees . . . . . . .       24,180
  Market Research. . . . . . . . . . . . . . . .        8,460
  Reorganization . . . . . . . . . . . . . . . .        3,500
  Transfer Agent . . . . . . . . . . . . . . . .        1,000
  Bank Charges . . . . . . . . . . . . . . . . .  $       291
                                                  ------------

                                                  $  (217,481)
                                                  ============
NET (LOSS) FOR PERIOD AND DEFICIT, END OF PERIOD

LOSS PER SHARE . . . . . . . . . . . . . . . . .  $     (0.02)
                                                  ------------

WEIGHTED AVERAGE NUMBER OF SHARES OUTSTANDING. .   15,333,100


                       See Notes to Financial Statements.

</TABLE>

                                       11
<PAGE>
<TABLE>
<CAPTION>


                                MYPLAN USA, INC.
                          (A DEVELOPMENT STAGE COMPANY)
                 STATEMENT OF STOCKHOLDERS' EQUITY (DEFICIENCY)
       PERIOD FROM DATE OF INCEPTION (AUGUST 2, 2001) TO JANUARY 31, 2002
                                 (U.S. DOLLARS)

                                  Common     Stock   Additional     Accum-         Total
                                  Number               Paid in     ulated       Stockholders'
                                Of Shares   Amount     Capital     Deficit    Equity (Deficiency)
                                ----------  -------  -----------  ----------  --------------------
<S>                             <C>         <C>      <C>          <C>         <C>

Date of inception
August 2, 2001                           -   $    -    $      -     $      -         $           -

Issuance of common stock

To acquire VJG4, Inc. (note 1)      50,000       50            -           -                    50

For services (note 4(a)) . . .   1,966,000    1,966       17,694           -                19,660

For cash . . . . . . . . . . .  15,000,000   15,000      135,000           -               150,000

Net loss to January 31, 2002 .           -        -            -    (217,481)             (217,481)
                                ----------  -------  -----------  ----------  --------------------
Balance January 31, 2002        17,016,000  $17,016  $   152,694   $(217,481)         $    (47,771)
                                ==========  =======  ===========  ==========  ====================
</TABLE>
The  50,000  shares  issued  to  acquire  VJG4, Inc. are 'restricted securities'
subject  to  Rule  144  of  the  Securities  Act  of  1933.



                       See Notes to Financial Statements.

                                       12
<PAGE>

<TABLE>
<CAPTION>
                                MYPLAN USA, INC.
                          (A DEVELOPMENT STAGE COMPANY)
                            STATEMENT OF CASH FLOWS
       PERIOD FROM DATE OF INCEPTION (AUGUST 2, 2001) TO JANUARY 31, 2002
                                 (U.S. DOLLARS)

<S>                                                                  <C>
Operating Activities
    Net loss. . . . . . . . . . . . . . . . . . . . . . . . . . . .  $(217,481)
    Shares issued for services. . . . . . . . . . . . . . . . . . .     19,660
    Amalgamation costs paid with shares . . . . . . . . . . . . . .         50
Changes in operating assets and liabilities
    Accounts payable and accrued liabilities. . . . . . . . . . . .     57,480
                                                                     ----------
                                                                      (140,291)
                                                                     ==========
Net cash (used by) provided by operating activities

Financing Activities
    Issuance of common stock for cash . . . . . . . . . . . . . . .    150,000

Net inflow of cash. . . . . . . . . . . . . . . . . . . . . . . . .  $   9,709
Cash, beginning of period . . . . . . . . . . . . . . . . . . . . .          -
                                                                     ----------
Cash, end of period
                                                                     $   9,709
                                                                     ==========

Supplemental information
      Interest paid     . . . . . . . . . . . . . . . . . . . . . .  $       -
      Income taxes paid . . . . . . . . . . . . . . . . . . . . . .  $       -
      Non-cash investing and financing activities:
      Dollar value of shares issued for services. . . . . . . . . .  $  19,660
      Dollar value of shares issued to acquire VJG4, Inc. . . . . .  $      50


                       See Notes to Financial Statements.


</TABLE>
                                       13
<PAGE>
MyPlan  USA,  Inc.
(a  Development  Stage  Company)
Notes  to  Financial  Statements
January  31,  2002
(U.S.  Dollars)

1.     ORGANIZATION  AND  NATURE  OF  OPERATIONS

The  Company  was  incorporated  August  2,  2001 under the laws of the State of
Nevada.  The  objective of the Company was to provide pre-production, production
and  post-production  services  to  the  animation  industry.

On  August 20, 2001 the Company acquired all of the outstanding shares of common
stock  of  VJG4,  Inc.  for  50,000 shares of the Company's common stock with an
assigned  value  of $50 and for $40,000 cash. The Company then merged with VJG4,
Inc.  Following  the  merger,  all  VJG4,  Inc.  shares  of  common  stock  were
cancelled.  VJG4,  Inc. was a development stage company and had no operations to
the  date of the merger other than organizational and administrative activities.
The  cash payment of $40,000 and $50 worth on issuance of stock were expensed as
amalgamation  cost.

With  effect  from  August  21,  2001, VJG4, Inc. ceased to exist and all of its
assets  and liabilities became those of the Company.  As a result, the Company's
financial  statements  at January 31, 2002 present the financial position of the
consolidated  entity  formed  by  the merger of August 20, 2001.  At the date of
acquisition  VJG4,  Inc.  had  no  assets,  had  liabilities  of  $12,335 and an
accumulated  deficit  of  $12,540.

2.     GOING  CONCERN

These  financial  statements have been prepared by management in accordance with
accounting  principles  generally  accepted in the United States of America on a
going  concern basis.  This presumes funds will be available to finance on-going
development,  operations  and capital expenditures and the realization of assets
and  the  payment  of  liabilities  in  the  normal course of operations for the
foreseeable  future.

The  Company  has  minimal  capital  resources  presently  available  to  meet
obligations  which normally can be expected to be incurred by similar companies,
has  a working capital deficiency (an excess of current liabilities over current
assets)  of  $47,771 and has an accumulated deficit during the development stage
of  $217,481.  These factors raise substantial doubt about the Company's ability
to  continue  as  a  going concern and is dependent on its ability to obtain and
maintain  an  appropriate  level  of  financing on a timely basis and to achieve
sufficient  cash  flows  to  cover  obligations  and  expenses.  Management  is
continuously  working to obtain financing (note 4). The outcome of these matters
cannot  be  predicted.  These  financial  statements  do  not give effect to any
adjustments  to  the  amounts and classification of assets and liabilities which
might  be necessary should the Company be unable to continue its operations as a
going  concern.


3.     SIGNIFICANT  ACCOUNTING  POLICIES

(a)     Loss  per  share

Loss  per  share calculations are based on the weighted average number of common
shares  outstanding  during  the  period  Common share equivalents consisting of
stock  options  and warrants are not considered in the computation because their
effect  would  be  anti-dilutive.

                                       14
<PAGE>

(b)     Use  of  estimates

The  preparation  of  financial statements in conformity with generally accepted
accounting  principles  in  the  United States of America requires management to
make  estimates  and  assumptions  that affect the reported amount of assets and
liabilities  and disclosures 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
and  would  impact  future  results  of  operations  and  cash  flows.

(c)     Financial  instruments

  (i)     Fair  value

The  carrying  value  of  cash  and  accounts  payable  and  accrued liabilities
approximate  their  fair  value because of the short maturity of these financial
instruments.

 (ii)     Interest  rate  risk

The  Company  is  not  exposed  to  significant  interest  rate  risk due to the
short-term  maturity  of  its  monetary  current assets and current liabilities.

(iii)     Credit  risk

The Company's financial assets that are exposed to credit risk consist primarily
of  cash  which  is  placed  with  major  financial  institutions.


(d)     Income  taxes

The  Company  uses  the asset and liability approach in its method of accounting
for  income taxes which requires the recognition of deferred tax liabilities and
assets for expected future tax consequences of temporary differences between the
carrying  amounts  and  the  tax  basis  of assets and liabilities.  A valuation
allowance  against  deferred  tax  assets  is  recorded  if, based upon weighted
available  evidence, it is more likely than not that some or all of the deferred
tax  assets  will  not  be  realized.


(e)     Recent  accounting  pronouncements

(i)     On April 2002, the FASB issued statement No. 145, Rescission of FASB No.
4  Reporting Gains and Losses from Extinguishment of Debt, and amendment of FASB
No.  64  Extinguishment  of Debt made to Satisfy Sinking-fund Requirements. This
statement  also  rescinds  FASB No. 44 Accounting for intangible Assets of Motor
Carriers  and  also  amends  FASB  No  13  Accounting for leases to eliminate an
inconsistency  in  accounting  for  sale-leaseback.  The  Company  believes  the
adoption  of  Statement  145 will not have any effect on its financial position,
results  of  operations  or  cash  flows.

(ii)     In  December  2002,  FASB  issued SFAS 148, "Accounting for Stock-based
Compensation  -  Transition and Disclosure, an amendment to SFAS 123".  SFAS 148
provides  two  additional  transition  methods  for  entities  that  adopt  the
preferable  method  of  accounting  for  stock-based compensation.  Further, the
statement  requires  disclosure  of  comparable  information  for  all companies
regardless  of whether, when, or how an entity adopts the preferable, fair value
method of accounting.  These disclosures are now required for interim periods in
additional  to  the  traditional  annual disclosure.  The amendment to SFAS 123,
which  provides  for additional methods, are effective for the periods beginning
after  December  15,  2002,  although  earlier  application  is  permitted.  The


                                       15
<PAGE>

amendments  to  the  disclosure  requirements are required for financial reports
containing  condensed  financial  statements for interim periods beginning after
December 15, 2002.  The Company will adopt these requirements effective February
1,  2003.


(ii)     In  January  2003, the FASB issued Interpretation No. 46, Consolidation
of Variable Interest Entities, an interpretation of Accounting Research Bulletin
No.  51,  Consolidated  Financial  Statements.  Interpretation  46  establishes
accounting  guidance  for  consolidation  of  variable  interest  entities  that
function  to  support the activities of the primary beneficiary.  Interpretation
46  applies  to  any  business  enterprise  both  public and private, that has a
controlling  interest,  contractual  relationship or other business relationship
with  a  variable  interest  entity.  The  Company  has  no  investment  in  or
contractual relationship or other business relationship with a variable interest
entity  and  therefore  the  adoption  did  not have any impact on the Company's
consolidated  financial  position,  results  of  operations  or  cash  flows.

(iii)     On  April  30,  2003,  the FASB issued Statement No. 149, Amendment of
Statement  133  on Derivative Instruments and Hedging Activities.  Statement 149
is  intended  to  result  in  more  consistent  reporting of contracts as either
freestanding derivative instruments subject to Statement 133 in its entirety, or
as hybrid instruments with debt host contracts and embedded derivative features.
In addition, Statement 149 clarifies the definition of a derivative by providing
guidance  on  the  meaning  of  initial  net investments related to derivatives.
Statement 149 is effective for contracts entered into or modified after June 30,
2003.  The  Company  believes  the  adoption  of Statement 149 will not have any
effect  on  its  financial  position,  results  of  operations  or  cash  flows.

(iv)     On  May  15,  2003,  the  FASB issued Statement No. 150, Accounting for
Certain  Financial  Instruments  with  Characteristics  of  both Liabilities and
Equity.  Statement  150  establishes  standards for classifying and measuring as
liabilities  certain financial instruments that embody obligations of the issuer
and  have  characteristics  of  both  liabilities  and  equity.  Statement  150
represents  a  significant  change in practice in the accounting for a number of
financial  instruments,  including mandatorily redeemable equity instruments and
certain  equity  derivatives  that  frequently are used in connection with share
repurchase  programs.  Statement  150 is effective for all financial instruments
created or modified after May 31, 2003, and to other instruments as of September
1,  2003.  The Company  believes the adoption of Statement 150 will not have any
effect  on  its  financial  position,  results  of  operations  or  cash  flows.


4.  STOCKHOLDERS'  EQUITY  (DEFICIT)

     (a)  Common  stock  issued  for  services

     During the year ended January 31, 2002, the Company determined that $19,660
     was  the  fair  market  value  of  services  received  by  the Company from
     contractors  in  exchange  for  1,966,000  shares  of  common  stock.

     (b)  Private  Placements

     During  the  year  ended  January  31,  2002,  the  Company  completed  one
     non-brokered  private  placement.  The  issue  consisted  of  a  total  of
     15,000,000  units  at  a  price  of  $0.01  per  unit for gross proceeds of
     $150,000,  of  which $15,000 represented that of share capital and $135,000
     additional  paid-in  capital


                                       16
<PAGE>

5.     INCOME  TAXES

The  Company  has  operating losses that may be carried forward to apply against
future  years'  taxable  income.  The  tax effect has not been recorded in these
financial  statements.

The  components  of  future  income  tax  assets  are  as  follows:
<TABLE>
<CAPTION>
<S>                                    <C>
Future income tax assets
    Net operating loss carry forwards  $217,000
    Appropriate tax rate. . . . . . .        35%
-------------------------------------  ---------
                                         75,950
Less:  Valuation allowance. . . . . .   (75,950)
-------------------------------------  ---------
Tax assets. . . . . . . . . . . . . .  $      0
-------------------------------------  ---------
</TABLE>



Net  operating  losses  for  U.S.A. income tax purposes expire in the year 2022.


ITEM  8 CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCUNTING AND FINANCIAL
--------------------------------------------------------------------------------
DISCLOSURE
----------

There  are  no  reportable  disagreements  on accounting or financial disclosure
issues.

ITEM  8A  CONTROLS  AND  PROCEDURES
-----------------------------------

         An  evaluation  was  performed  under  the  supervision  and  with  the
participation of the Company's management of the effectiveness of the design and
operation  of  the  Company's  disclosure  controls  and  procedures  within 180
days  before the filing date of this  annual  report.  Based on that evaluation,
the  Company's management, concluded that the Company's  disclosure controls and
procedures  were  effective.  There  have  been  no  significant  changes in the
Company's internal controls or in other factors that could  significantly affect
internal  controls  subject  to  their  evaluation.


                                    PART III

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

The  following table sets forth the name, age, and position of each Director and
Executive  Officer  of  MyPlan,  Inc.  as  at  January  31,  2002.

NAME                AGE     POSITION
----                ---     --------
Nak  Hoon  Kim       40     President  and  a  Director
--------------       --     ---------------------------
Seung  Hee  Choi     28     Director
----------------     --     --------
Song  Yul  Choi      41     General  Manager  and  a  Director
---------------      --     ----------------------------------

On  March  1,  2002  Nak Hoon Kim, Seung Hee Choi and Song Yul Choi resigned and
Christine  Cheung  was  appointed  President,  Secretary/Treasurer and Director.


                                       17
<PAGE>

NAME                AGE     POSITION
----                ---     --------
Christine  Cheung    47     President,  Secretary/Treasurer  and  Director
-----------------    --     ----------------------------------------------

On  September  29,  2004  Christine  Cheung  resigned and Christine Cerisse was
appointed  President,  Secretary/Treasurer  and  Director.

NAME                AGE     POSITION
----                ---     --------
Christine  Cerisse   50     President,  Secretary/Treasurer  and  Director
------------------   --     ----------------------------------------------

Directors  and  Executive  Officers
-----------------------------------

Nak  Hoon  Kim,  President  and  a  Director
During  the  past  five years, Mr. Kim has been involved with several companies,
comprised  of AKOM, an animation production firm in Korea for which he served as
manager  and  Plus  One Co. Ltd., an animation production firm also in Korea for
which  he  served  as  production  manager.  During  the year 2000, Mr. Kim also
worked  as  a  production  manager  for  MyPlan  Korea.

Seung  Hee  Choi,  Director
Since  moving to the Los Angeles area in 1988 to complete high school and attend
college  as  a  computer  science  student, Mr. Choi  has  held  supervisory and
managerial  positions  in  the  janitorial  and  restaurant  businesses  (Tom's
Janitorial  and  Edo-Ya  restaurant).

Song  Yul  Choi,  General  Manager  and  a  Director
During  the  past  five  years,  Mr.  Choi  was  planning  director  for Sangwon
Development  and  was  employed  in strategic planning for Daewoo International,
both  of  Korea.  Mr.  Choi founded and operated Samjin Co., and was the general
manager  for  First  Enterprise  Co.  Ltd.  before  joining  MyPlan, Inc. in its
preliminary  organizational  stage. Mr. Choi holds a Master's degree in Business
Administration  from  Yonsei  Business College and is a graduate from the Yonsei
University  School  of  Engineering,  Korea.

None  of  MyPlan's  directors  and officers as of  January 31, 2002 and March 1,
2002  is  currently  a  director  or  officer  of  any  other  company.

Christine  Cheung
During  the  past five years, Ms. Cheung has been working for several technology
companies, in the area of financial management and corporate administration. Ms.
Cheung  worked as a consultant to Penn Capital and other businesses in Vancouver
BC,  Canada  in  reviewing  their  acquisitions  and in managing their corporate
administration.

Christine  Cerisse
Ms.  Cerisse  is  a  former  Chartered and Registered  Financial  Planner,  with
over  20  years  experience  in  the  financial  industry  in  the  field  of
financial  planning  and  financial management. From January, 1999 to September,
2004,  Ms.  Cerisse  has  been  providing  financial  management,  corporate
administration  and  business  consulting  for private and public companies. Ms.
Cerisse  has  been  a  principal in various financial service related companies.


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

Neither  Directors  nor  Officers  have  been  compensated for their services to
January  31,  2002. All Directors and Officers are reimbursed for any reasonable
expenses  incurred  in  the  course  of fulfilling their duties as a director or
officer  of  the  Company.

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

The  following  table sets forth, as of January 31, 2002, our outstanding common
stock owned of record or beneficially by each executive officer and director and
by each person who owned of record, or was known by us to own beneficially, more
than 5% of our common stock, and the shareholdings of all executive officers and


                                       18
<PAGE>

directors  as  a  group.  As  of  January  31, 2002, we had 17,016,000 shares of
common  stock  issued  and  outstanding.  All  shares set forth in the following
table  are  held  directly  and  each shareholder has sole voting and investment
power  concerning  their  shares.
<TABLE>
<CAPTION>
Name                                                         Shares Owned  Percentage of Shares Owned
-----------------------------------------------------------  ------------  ---------------------------
<S>                                                          <C>           <C>
                                                                   60,000                       0.004%
Nak Hoon Kim - President and a Director

Seung Hee Choi - a Director . . . . . . . . . . . . . . . .           Nil                       0.000%

Song Yul Choi - General Manager and a Director. . . . . . .       160,625                       0.009%

Do Suk Kim - Shareholder and Founder. . . . . . . . . . . .     6,137,960                      36.07%

All Executive Officers and Directors as a Group (3 persons)       220,625                       0.013%
-----------------------------------------------------------  ------------  ---------------------------
</TABLE>



Each  of  MyPlan's  officers and directors were initially available at executive
offices  located  at  3200  Wilshire  Boulevard,  North  Tower,  Los  Angeles,
California,  90010.  This  location has subsequently been moved to Vancouver at:
Suite  1600,  543  Granville  Street,  Vancouver,  BC  V6C  1X8.

Do  Suk  Kim  may  be  reached  at  his  residence  located at 101 - 405 SamSung
ChungDam-Dong,  Apartment  42,  KangNam-Gu,  Seoul,  Korea.

There  are  no  arrangements known to us, the operation of which may result in a
change  of  control  of  the  company.

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

Transactions  With  Management  and  Others
-------------------------------------------

No  director,  executive officer or nominee therefore of MyPlan, and no owner of
five  percent or more of the company's outstanding shares or any member of their
immediate  family  has entered into or proposed any transaction with the Company
in  which  the  amount  involved  exceeds  $60,000.

Certain  Business  Relationships
--------------------------------

No  director  or nominee for director is or has been during MyPlan's last fiscal
year  an  executive  officer  or  beneficial owner of more than 10% of any other
entity  that  has engaged in a transaction with MyPlan in excess of 5% of either
company's  revenues  or  assets.

Indebtedness  of  Management
----------------------------

There  are  no persons who are directors, executive officers of MyPlan, nominees
for  election  as  a  director,  immediate  family  members  of  the  foregoing,
corporations  or  organizations (wherein the foregoing are executive officers or
partners,  or  10%  of the shares of which are directly or beneficially owned by
the  foregoing),  trusts  or  estates  (wherein the foregoing have a substantial
beneficial  interest  or  as  to  which the foregoing serve as a trustee or in a
similar capacity) that are indebted to MyPlan in an amount in excess of $60,000.

Transactions  with  Promoters

Do  Suk Kim founded MyPlan on August 2, 2001 with an initial capitalization of a
cash  infusion  of  $61,379.60, for which he received 6,137,960 shares of common
stock.  Beginning in 1999, Mr.Kim conducted pre-incorporation activities for the
company.  Mr. Kim is a principal shareholder, president and a director of MyPlan
Korea  with  which  MyPlan  has  a  business  relationship.


                                       19
<PAGE>

PART  IV

ITEM  13  EXHIBITS  AND  REPORTS  ON  FORM  8-K
-----------------------------------------------
EXHIBITS
--------

None

REPORTS  ON  FORM  8-K

No  change  since  last  report

ITEM  14  PRINCIPAL  ACCOUNTANTS  FEES  AND  SERVICES
-----------------------------------------------------

(a)     AUDIT  FEES.

Our  principal accountant, Pannell Kerr Forster, billed us aggregate fees in the
amount  of  approximately  $3,815.00 for the fiscal year ended January 31, 2002.
This  amount  was  billed  for  professional  services that Pannell Kerr Forster
provided  for  the audit of our annual financial statement and the review of the
financial  statements  included  in  our  report  on  10-KSB.

(b)     TAX  FEES

No  taxes were billed for fiscal year ended January 31, 2002 for tax compliance,
tax  advice,  and  tax  planning.

(c)     ALL  OTHER  FEES
Ogden  Murphy  Wallace, billed us aggregate fees in the amount of $20,365.00 for
fiscal  year  ended  January  31,  2002  for  professional  and consulting fees.










                                   SIGNATURES

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

     MyPlan  USA,  Inc.



     By:  /s/ Christine Cerisse          Date:  September  29,  2004
          ---------------------                 --------------------
     Christine  Cerisse,  President,  Secretary/Treasurer,  Director



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<PAGE>


CERTIFICATION  OF CHIEF EXECUTIVE OFFICER AND CHIEF FINANCIAL OFFICERPURSUANT TO
18  W.S.C. SECTION 1350 AS ADOPTED PURSUANT TO SECTION 906 OF THE SARBANES-OXLEY
ACT  OF  2002

I,  Christine Cerisse, certify, pursuant  to 18 U.S.C. Section 1350, as adopted
pursuant  to  Section  906  of  the  Sarbanes-Oxley Act of 2002, that the Annual
Report  on  Form  10-KSB  of  MyPlan  USA, Inc. for the period ended January 31,
2002,  fully  complies with the requirements of Section 13(a) or  15(d)  of  the
Securities  Exchange  Act  of  1934  and  that  the information contained in the
Annual  Report  on  Form  10-KSB  fairly  presents in all material respects  the
financial  condition  and  results  of  operations  of  MyPlan  USA,  Inc.

          By:       /s/ Christine Cerisse
                    ---------------------

          Name:     Christine  Cerisse

          Title:    President

          Date:     September  29,  2004
                    --------------------

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<PAGE>

302  CERTIFICATION

I,  Christine  Cerisse,  President,  certify  that:

1.  I  have  reviewed this Annual report on  Form  10-KSB  of  MyPlan USA, Inc.;

2. Based on my knowledge, this 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 report, fairly present in all material respects the
financial  condition,  results of operations and cash flows of the registrant as
of,  and  for,  the  periods  presented  in  this  Annual  report;

4.  I  am  responsible  for establishing and maintaining disclosure controls and
procedures  (as  defined  in  Exchange  Act Rules 13a - 14 and 15d - 14) for the
registrant  and  have:
     a) designed such disclosure controls and procedures to ensure that material
information  relating  to  the  registrant, is made known to us by others within
those entities, particularly during the period in which this Annual report is
being  prepared;
     b)  evaluated the effectiveness of the registrant's disclosure controls and
procedures  as  of  a  date  within  90  days  prior  to the filing date of this
Annual  report  (the  "Evaluation  Date");  and
     c)  presented  in  this  Annual  report  our  conclusions  about  the
effectiveness  of the disclosure controls and procedures based on our evaluation
as  of  the  Evaluation  Date.

5.  I  have  disclosed,  based on my most recent evaluation, to the registrant's
auditors  and  the  audit  committee  of the registrant's board of directors (or
persons  performing  the  equivalent  functions):
     a)  all  significant  deficiencies  in  the design or operation of internal
controls  which  could  adversely  affect  the  registrant's  ability to record,
process,  summarize  and  report  financial  data  and  have  identified for the
registrant's  auditors  any  material  weaknesses  in  internal  controls;  and
     b)  any  fraud,  whether or not material, that involves management or other
employees  who  have  a  significant role in the registrant's internal controls.

6.  I  have  indicated  in  this Annual report whether there were significant
changes in internal controls or in other factors that could significantly affect
internal  controls  subsequent  to  the  date  of  our  most  recent evaluation,
including  any  corrective  actions  with regard to significant deficiencies and
material  weaknesses.

     Date:  September  29,  2004           /s/ Christine Cerisse
            --------------------           ---------------------
                                           Christine  Cerisse,  President



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