U.S. Securities and Exchange Commission


                           Washington D.C. 20549


                                Form 10-KSB

                                (Mark One)

      [ X ] ANNUAL REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES


                           EXCHANGE ACT OF 1934


               For the fiscal year ended September 30, 2003


    [ ] TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE EXCHANGE ACT

     For the transition period from ______________ to _______________


                      Commission file number 0-50164


                         DOLPHIN PRODUCTIONS, INC.


     (Exact name of small business issuer as specified in its charter)

          Nevada                                  87-0618756

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

(State or other jurisdiction of           (Employer Identification No.)
    incorporation or organization)


            2068 Haun Avenue, Salt Lake City, Utah 84121

             (Address of principal executive offices)

                              (801) 450-0716

                        (Issuer's telephone number)

Check whether the issuer (1) filed all reports required to be filed by
Section 13 or 15(d) of the Exchange Act during the past 12 months (or for
such shorter period that the registrant was required to file such
reports), and (2) has been subject to such filing requirements for the
past 90 days.
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: 520,000 as of September
30, 2003.

Securities registered pursuant to section 12(b) of the Act:

Title of each class       Name of each exchange on which registered
        None                                  N/A
------------------        -----------------------------------------

Securities registered pursuant to section 12(g) of the Act:
                                   None
                             ---------------
                             (Title of class)

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

State issuer's revenues for its most recent fiscal year:  $2,000

State the aggregate market value of the voting and nonvoting common equity
held by non-affiliates computed by reference to the price at which the
common equity was sold, or the average bid and asked  prices of such
common  equity, as of a specified date within the past 60 days: There is
no active market for the Companys securities and, to the best of the
Companys knowledge, there have been no transfers of any of the Companys
securities within the last year.

<PAGE>

PART I

ITEM 1. DESCRIPTION OF BUSINESS

HISTORY AND ORGANIZATION

Dolphin Productions, Inc., (the Company) was organized under the laws of
the state of Nevada on June 26, 1998.  The Company has provided musical
and other performance services for concerts and public events.  During
2003, the Company determined to shift its emphasis away from the
presentation of concerts and toward the acquisition and Internet marketing
of musical properties.  The Company has acquired rights to the domain name
dolphinproductions.net and is in the process of laying the legal and
financial groundwork for the transition to the new business emphasis.  The
Company has not generated any revenues from Internet marketing of musical
properties.

ITEM 2. DESCRIPTION OF PROPERTIES

Dolphin Productions, Inc., conducts limited operations from a business
office at 39 Exchange Place in Salt Lake City, Utah.  The space is
adequate for its daily operations.  During the transition of its business
to an Internet marketing enterprise, the Companys principle place of
business will be through its executive offices.

ITEM 3. LEGAL PROCEEDINGS

None.


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

None.

PART II

ITEM 5. MARKET FOR COMMON EQUITY AND RELATED STOCKHOLDER MATTERS

The Common Stock is not quoted or traded on any network or exchange.
There is no active market for the Common Stock.  The Company is aware of
no sales or transfers of the Common Stock during the last two years.

RECENT SALES OF UNREGISTERED SECURITIES

There have been no sales of the Companys Common Stock in the last two
years.

ITEM 6.  MANAGEMENT'S DISCUSSION AND ANALYSIS OR PLAN OF OPERATION

Liquidity and Capital resources

Total assets of the Company at September 30, 2003, were $3,725, consisting
of cash in the amount of $2,995 and income taxes receivable of $730.  As
of September 30, 2002, the Company had a cash balance of $10,920, for a
net reduction in cash balance of $7,925 during the year.  At September 30,
2003, the Company has available unused operating loss carryforwards of
approximately $3,000 which may be applied against future taxable income
and which expire in 2023.

Liabilities at September 30, 2003, consisted of $1,060 that was owed to
the Companys independent CPA firm, Pritchett, Siler & Hardy.  The amount
was paid in October of 2003.  During the fiscal year ended September 30,
2003, the Company incurred a liability to Richard H. Casper, the Companys
Chairman and President, for legal and consulting fees.  The fees were
charged primarily for work done in connection with the filing of the
registration of the Companys securities during 2003.  No legal fees were
incurred in the previous fiscal year ended September 30, 2002.

As of September 30, 2003, had a working capital deficit of ($18,835),
after giving effect to a decrease of $7,925 in cash and cash equivalents
during the fiscal year.

Results of Operations

Revenues for the fiscal year 2003 were $2000, compared to revenues of
$7,520 during the previous fiscal year.  The result reflects the winding
down of the Companys concert business and the beginning of its new
concentration on the Internet sale of original recorded music.  No
revenues have been generated from the Companys new business.

The Net Loss for the year 2003 was ($24,427) ($0.05 per share) compared to
a Net Loss of ($519) in 2002 ($0.00 per share).

The Company  faces a short-term liquidity problem in connection with its
transition from a producer of concerts to a new emphasis on Internet
marketing of music.  It has yet to generate any revenues from Internet
marketing.  In order to continue operations, the Company will likely be
required to raise  additional capital during the next six months.

Cautionary Statement Regarding Forward-Looking Statements

Statements made in this document that express the Company's or
management's
Intentions, plans, beliefs, expectations or predictions of future events,
are "forward-looking statements" within the meaning of Section 27A of the
Securities Act of 1933, as amended, and Section 21E of the Securities
Exchange Act of 1934, as  amended, and are made pursuant to and in
reliance on the safe  harbor provisions of such sections.  The words
"believe", "expect","intend", "estimate", "anticipate", "will" and similar
expressions are intended to further identify such forward-looking
statements, although not all forward-looking statements contain these
identifying  words.  Those statements are based on many assumptions and
are subject to many known and unknown risks,  uncertainties and other
factors that could cause the Company's actual  activities, results or
performance to differ  materially from those anticipated or projected in
such forward-looking statements, including risk factors summarized below.
The Company cannot guarantee future results, levels of activity,
performance or achievements and investors should not place undue reliance
on the Company's forward-looking statements.  The forward-looking
statements contained herein represent the judgment of the Company as of
the  date of this document, and the Company expressly disclaims any
intent,  obligation or undertaking to update or revise such  forward-
looking statements to reflect any change in the Company's expectations
with regard thereto or any changes in events, conditions or circumstances
on which any such statements are based.

Risk Factors

Factors that could cause the Company's actual activities and results of
performance to differ materially from the Company's or management's
intentions, plans, beliefs, expectations or predictions of future events
include risks and uncertainties relating to the following:

The Company has lost money historically and is about to embark upon an
enterprise in which it has no experience or operating history.  The
Company had net losses for the years ended September 30, 2003 and 2002.
The Company's future operations may not be profitable.  If the Company is
not profitable in the future, the value of the Company's common stock may
fall and the Company could have difficulty  obtaining funds to continue
its  operations.  The  Company's balance sheet is weak.  The Company lacks
the capital to compete  aggressively.  The Company's ability to grow and
to compete is constrained by its lack of capital.

The Company may not generate sufficient cash flow from operations to meet
its current and future  obligations.  The Company  may not be  able to
generate sufficient  free cash flow from its operations to meet all of its
current and future payments obligations.  Any debt incurred to finance the
transition of the Companys business  will  increase the Company's  future
payment obligations.

The Company needs to raise additional capital, which capital may not be
available on acceptable terms or at all.  The Company needs to raise
additional funds, both for operating capital and for the development of
its acquisition and marketing of music through the Internet.  The Company
may not be able to obtain the needed additional  financing on favorable
terms or at all.  If the Company cannot raise capital on acceptable terms,
the Company may not be able to:  meet all of its current and future
payment obligations;  develop its Internet marketing business; pursue
acquisition opportunities;  enhance its infrastructure; hire, train and
retain employees; or respond to  competitive pressures or unanticipated
requirements.  The Company's failure to do any of these things could
seriously harm the Company and the Company's stock.

The Company may seek to acquire with stock companies or assets that
complement and/or enhance the Companys transition into the Internet
marketing business.  The Company may not be able to negotiate, finance or
close such  acquisitions.  The Company may not be able to negotiate such
acquisitions on acceptable terms or at all.  If such acquisitions are
successfully  negotiated,  the terms thereof may require the Company to
incur additional indebtedness or issue equity.  The Company may not be
able to obtain such financing on acceptable terms or at all.
The terms and conditions of acquiring businesses or assets could adversely
affect the value of the Company's stock.  In order to consummate
acquisitions, the Company may be required to take action that could
adversely affect the value of the Company's stock, such as issuing common
stock, convertible  preferred stock, convertible subordinated debt, or
other equity-linked securities, potentially resulting in the dilution of
existing shareholder interests or in other adverse effects upon existing
shareholders; undertaking  a reverse stock split; changing the name, Board
of Directors, or officers of the Company; entering into new lines of
business;  forming business combinations or strategic  alliances with
potential business partners; or taking other actions. Any one or more of
these actions may adversely affect the Company and the Company's common
stock.

The Company may experience difficulty in handling growth.  The Company
expects to grow both by hiring new employees and by servicing new business
and markets.  Growth will place a significant strain on the Company's
management and on the Company's operating and financial systems.  The
Company's personnel, systems, procedures and controls may be inadequate to
support the Company's future operations.  In order to accommodate the
increased size of the Company's operations, the Company will need to hire,
train and retain appropriate personnel to manage the Company's operations.
The Company will also need to improve its financial and management
personnel, controls, reporting systems and operating systems.

The Company's growth will depend on its ability to attract and retain key
personnel who are capable of managing growth in the e-commerce.

Weak general economic and business conditions may adversely affect the
Company's revenues and operating margins.  Weak general economic and
business  conditions, international tensions and wars, globally,
nationally, regionally or locally, may have a significant  adverse  effect
on the Company's revenues and operating margins.

The Company faces competition from competitors that are larger, more
established and better capitalized.  Competition in the Internet marketing
and music industries is intense.  If the Company fails to compete
successfully against current or future competitors, the Company's
business, financial  condition and operating results would be seriously
harmed.

Because relatively low barriers to entry characterize the Company's
current and many prospective markets, the Company expects other companies
to enter its
markets.  In addition, some of the Company's competitors may develop
technologies, markets and inventories that are superior to, or have
greater market acceptance than, the technologies and inventory that the
Company may offer.

The Company currently holds a very small number of enforceable
intellectual property rights with only a few relatively unknown artists.
The Company's revenues may be uncertain and difficult to predict.

The Company's success depends upon the continued use of the Internet as a
means for marketing original music and the ability of the Company to
compete against larger and better capitalized companies that have an
existing presence in the marketplace.

Increasing government regulations or taxation could adversely affect the
Company's business.  The Company is affected not only by regulations
applicable to  businesses  generally,  but also by laws,  regulations  and
taxes  directly applicable to e-commerce.  Although there are currently
few such laws, regulations and taxes, state, federal and foreign
governments may adopt laws, regulations and taxes.  Any such legislation,
regulation or tax could dampen the growth of the Internet and decrease its
acceptance as a
commercial medium.  If such a decline occurs, companies may decide in the
future not to use the Company's services.  This decrease in the demand for
the Company's services would seriously harm the Company's business and
operating results.  Any new laws, regulation and taxes may govern,
restrict, tax or affect any of the following issues:  user privacy, the
pricing and taxation  of goods and services offered over the Internet;
the content of web sites;  consumer protection; and the characteristics
and quality of products and services offered over the Internet.

Inability to protect the Company's intellectual property.  The Company
intends to acquire intellectual property rights to music and other
creations.  The Company cannot guarantee  that it can  safeguard or deter
misappropriation of the Company's inventory of intellectual property
rights.  In addition, the  Company may not be able to detect unauthorized
use of the Company's intellectual property and take appropriate steps to
enforce the  Company's  rights.  If third parties infringe or
misappropriate the Company's copyrights,  or other proprietary information
or intellectual property, the Company's
business could be seriously harmed.  In addition, although the Company
believes that their proprietary  rights do not infringe the intellectual
property rights of others, other parties may assert infringement claims
against the Company or claim that the Company has violated their
intellectual  property rights.  Such claims, even if not true, could
result in significant legal and other costs and may be a distraction to
the Company's management.

The Company's stock is illiquid.  The Company's stock is not currently
traded by any market-makers or on any exchange.  Consequently,
shareholders may find it difficult to sell their common stock in the
Company, and the owners of potential acquisition target companies may find
the Company's common stock to be unacceptable consideration in any
proposed transaction.

A significant portion of the Company's stock is owned by insiders.  The
current directors and officers of the Company beneficially own a
significant percentage of the Company's outstanding shares of common
stock.  Accordingly,  these stockholders will have substantial influence
over the Company's  policies and management.

The Company has not paid dividends and does not expect to do so in the
foreseeable future.  The Company has not paid dividends since its
inception and does not expect to in the foreseeable future, so the
Company's stockholders will not be able to receive any return on their
investment  without selling their shares.  The Company  presently
anticipates that all earnings, if any, will be retained for development of
the Company's business. Any future dividends will be subject to the
discretion of the Board of Directors and will depend on, among other
things, the Company's future earnings,  operating and financial condition,
capital requirements, and general business conditions.

SEGMENT ANALYSIS

All of the Company's operations are conducted within a single operating
segment.

ITEM 7.  FINANCIAL STATEMENTS

The financial statements of the Company are set forth immediately
following the signature page to this form 10-KSB.

ITEM 8.  CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND
         FINANCIAL DISCLOSURE
     None.

PART III

ITEM 9.  DIRECTORS, EXECUTIVE OFFICERS, PROMOTERS AND CONTROL
         PERSONS; COMPLIANCE WITH SECTION 16(a) OF THE EXCHANGE ACT

The following table sets forth the executive officers, directors and
significant employees of the Company:


Name                                         Age and Office

Richard H. Casper:       Age 58, President, Director and Chairman of
                                 the Board of Directors.

Scott S. Summerhays:     Age 40, Vice President and Director.

David Schuder:           Age 53, Vice President and Director.

Kristy Chambers:         Age 40, Director and Secretary.

Jared Ryde Casper:       Age 35, Vice President and general counsel.

Jerry C. Carter:         Age 58.  Director.

Pamela Lindquist:        Age 34.  Director, vice-president and
                                  assistant secretary.

     The following are biographical summaries of the experience of the
officers and directors of the Company:

Richard H. Casper:  Attorney since 1982.  Member of the Utah State Bar.
                    Masters degree in Business Administration (MBA) from
                    University of Utah (1975); practiced as CPA in
                    California, Idaho and Utah between 1970 and 1982.
                    Executive vice president of trucking company from 1974-
                    1979.  For the last five years, Mr. Casper has been a
                    self-employed attorney and business consultant.  He
                    has been president and chairman of the board of
                    directors of the Company since its inception.

Scott S. Summerhays:     B.S. Degree from University of Utah (1989).
                    Masters degree in Business Administration (MBA) from
                    University of Utah (1991).  Honors Graduate, Deans
                    Scholar.  President and Chief Operating Officer of
                    Summerhays Music Centers, the largest dealer of music
                    instruments in Utah.  For the last five years, Mr.
                    Summerhays has been employed by Summerhays Music
                    Centers, Inc.  He has been a director since December
                    of 2002.  Does not own stock in the Company.

David L. Schuder:        Talent and booking agent in Nashville, Tennessee.
                    Mr. Schuder holds a bachelor of fine arts degree from
                    Purdue University.  He is general manager of ACTS, a
                    talent and booking agency in Nashville, Tennessee.
                    Since 1998, Mr. Schuder has held similar positions
                    with Entertainment Artists, Inc., and with Pacific
                    Music Group in Nashville.  He has been vice-president
                    and a director of the Company since its inception in
                    1998.  Owns 2500 shares of the Companys stock.
Kristy Chambers:         Bachelor of Arts degree from UCLA; masters degree
                    in taxation from Washington School of Law.  Certified
                    Public Accountant (CPA) licensed in California and
                    Utah.  Currently Chief Financial Officer of Planned
                    Parenthood of Utah (PPU).  During the last five years,
                    she has been comptroller and chief financial officer
                    of PPU, of McCall Management and of Summerhays Music
                    Centers, Inc.  She has been an officer of the Company
                    from its inception in 1998.  Owns 1,000 shares of the
                    Companys stock.

Jared R. Casper:         Attorney practicing with the firm of Ivie and
                    Young in Provo, Utah.  Graduate of Gonzaga University
                    College of Law.  During the last five years, he has
                    practiced law in Utah.  He has been an officer of the
                    Company since December of 2002.  Jared R. Casper is
                    the nephew of Richard H. Casper, President and
                    Charirman of the Board.  Does not own any shares of
                    the Companys stock.

Jerry C. Carter:         President and Chief operating officer of Carter
                    Enterprises of  St. Anthony, Idaho, a manufacturer and
                    international exporter of archery equipment.  He has
                    held that position for the past fifteen  years.  He
                    has been a director of the Company since December of
                    2002.  Owns 1,000 shares of the Companys stock.

Pamela Lindquist:        Musician and private investigator.  She holds a
                    bachelors degree from Brigham Young University.  For
                    the last five years, she has been a self-employed
                    musician and private investigator.  She has been an
                    officer and director of the Company since its
                    inception in 1998, with the exception of a two-month
                    hiatus between November of 2002 and January of 2003.
                    Owns 5,000 shares of the Companys stock.


     Audit Committee: At the meeting of the board of directors held on
March 18, 2003, the Company formed an Audit and Compensation Committee
chaired by Kristy Chambers, CPA.  She is a licensed CPA and is the audit
committee financial expert.  As an officer of the Company, she is not
independent as that term is used in Item 7(d)(3)(iv) of Schedule 14A under
the Exchange Act.

     All officers and directors devote full-time to other professional
pursuits. No officer or director devotes, on average, more than four hours
per month to the business of the Company.

     The Company currently has no plan or commitment to pay any officers
or directors in cash or stock.  However, the Companys Audit and
Compensation Committee will determine levels of future compensation that
are commensurate with the contributions of each officer and director.

     All directors hold office until the next annual meeting of
stockholders and until their successors have been duly elected and
qualified.  There are no agreements with respect to the election of
directors.  The Company does not have any standing committees.

To the knowledge of management, during the past five years, no present or
former director or executive officer of the Company:
(1) filed a petition under the federal  bankruptcy laws or any state
insolvency law, nor had a receiver,  fiscal agent or similar  officer
appointed by a court for the business or property of such person, or any
partnership in which he was a general partner at or within two years
before the time of such filing, or any corporation or business association
of which such person was an executive officer at or within two years
before the time of such filing;
(2) was convicted in a criminal proceeding or named subject of a  pending
criminal proceeding (excluding traffic violations and other minor
offenses);
(3) was the subject of any order, judgment or decree, not subsequently
reversed, suspended or vacated, of any court of competent jurisdiction,
permanently or temporarily enjoining such person from or otherwise
limiting,  the following activities:
(i)  acting as a futures commission merchant, introducing  broker,
commodity trading advisor, commodity pool operator, floor broker, leverage
transaction merchant, associated  person of any of the foregoing, or as an
investment advisor, underwriter, broker or dealer in securities, or as an
affiliate person, director or employee of any investment company, or
engaging in or continuing any conduct or practice in connection with such
activity;
(ii) engaging in any type of business practice; or
(iii)  engaging in any activity in connection with the purchase or sale of
any security or commodity or in  connection with any violation of federal
or statesecurities laws or federal commodities laws;
(4)  was the subject of any order, judgment, or decree, not subsequently
reversed, suspended, or vacated, of any federal or state  authority
barring, suspending, or otherwise limiting for more than 60 days the right
of such personto engage in any activity  described  above,  or to be
associated  with persons engaged in any such activity;
(5) was found by a court of competent jurisdiction in a civil action or by
the Securities and Exchange Commission to have violated any federal or
state securities law, and the judgment in such civil action or finding by
the Securities and Exchange Commission has not been subsequently reversed,
suspended, or vacated.
(6) was found by a court of competent  jurisdiction  in a civil action or
by the Commodity Futures Trading Commission to have violated any federal
commodities law, and the judgment in such civil action or finding by the
Commodity Futures Trading Commission has not been subsequently reversed,
suspended or vacated.

COMPLIANCE WITH SECTION 16(A) OF THE EXCHANGE ACT

     The Company is not subject to the requirements of Section 16(a) of
the
Exchange Act.

ITEM 10.  EXECUTIVE COMPENSATION

SUMMARY COMPENSATION TABLE

During the fiscal year ended September 30, 2003, the Company accrued a
liability of $16,500 for unpaid fees and compensation payable to Richard
H. Casper, the Companys president and chairman.  No other compensation has
been paid or accrued.  No compensation has been paid to any member of the
Board or to any member of management.

Bonuses and Deferred Compensation

      None

Compensation Pursuant to Plans.

     None.

Pension Table

     None.

Other Compensation

     None.

Compensation of Directors.

     None.

Employment Contracts and Termination of Employment, and Change-in-Control
Arrangements.

     There are no compensatory plans or arrangements, including payments
to be received from the Company, with respect to any person named in the
Cash Compensation section set out above which would in any way result in
payments to any such person because of his resignation, retirement, or
other termination of such person's employment with the Company or its
subsidiaries, or any change in control  of the Company, or a change in the
person's responsibilities following a change in control of the Company.

ITEM 11. SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT

The following table sets forth certain information regarding beneficial
ownership of the Companys Common Stock as of September 30, 2003 by: (i)
each person who is known by the Company to own beneficially more than 5%
of the outstanding shares of Common Stock, (ii) each  director of the
Company, (iii) each of the named executives and (iv) all directors and
executive officers of the Company as a group.  At September 30, 2003,
there were 520,000 shares of Common Stock issued and outstanding.


Name and Address of  Amount and Nature     Percent of Class (1)
Beneficial Owner     of Beneficial
                     Ownership

Richard H. Casper    481,500 shares held       92.596 %
President, Director  as Personal
and                  Holdings (199,000
Chairman of the      shares) and by
Board                rules of
2068 Haun Avenue     attribution for
Salt Lake City, Utah beneficial
84121                interests held by
                     Casper Partners,
                     LC, (282,500
                     shares) a Utah
                     limited liability
                     company controlled
                     by Mr. Casper

Scott S. Summerhays  0                          0.00%
Director

David L. Schuder     2500                       0.48%
Director

Kristy Chambers      1000                       0.19%
Secretary, Director

Jared R. Casper      0                          0.00%
Vice-President

Jerry C. Carter      1000                       0.19%
Director

Pamela Lindquist     5000                       1.00%
Director, Vice-
President


(1) Based on 520,000 shares of common stock outstanding as of September
30, 2002, as of December 31, 2002, and as of the date of this statement.

Common    Directors and Officers as a Group:

                    491,000 shares             94.42%

ITEM 12.  CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS

TRANSACTIONS WITH MANAGEMENT AND OTHERS

During the fiscal year ended September 30, 2003, Richard H. Casper, the
Chairman and CEO, provided legal and management services to the Company,
including legal services in connection with the registration of the
Companys Common Stock.  The Company accrued a liability of $16,500 for
those services.

Since June, the Company has utilized a portion of Mr. Caspers office,
without rent, at 39 Exchange Place, Salt Lake City, Utah.

TRANSACTIONS WITH PROMOTERS

Not applicable.

ITEM 13. EXHIBITS AND REPORTS

(a)(1)FINANCIAL STATEMENTS. The following financial statements are filed
as part of this report:

Title of Document
-----------------
Report of Pritchett, Siler & Hardy, Certified Public Accountants

Independent Auditors Report

Balance Sheet, September 30, 2003


Statements of Operations, for the years ended September 30, 2003, and
2002, and from inception on June 26, 1998, through September 30, 2003.

Statement of Stockholders' Equity from inception on June 26, 1998, through
September 30, 2003.

Statements of Cash Flows for the years ended September 30, 2003, and 2002
and from inception on June 26, 1998 through September 30, 2003.

Notes to Financial Statements

 (a)(2)FINANCIAL STATEMENT SCHEDULES.  The following financial statement
schedules are included as part of this report:

     None.

 (a)(3)EXHIBITS.  The following exhibits are filed as part of this report:

     NONE


(b)      REPORTS ON FORM 8-K.

     None

                                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 on this 23rd day of December, 2003.


                                Dolphin Productions, Inc.


                                By: /s/ Richard H. Casper
                                ----------------------------------
                                Richard H. Casper
                                President and Chief Executive Officer

In accordance with the Exchange Act, this report has been signed below by
the following persons on behalf of the registrant and in the capacities
and on the dates indicated on this 30th day of December, 2003.

Signature                               Title

/s/ Richard H. Casper           Chairman and President
------------------------
Richard H. Casper


/s/ Pamela Lindquist            Director and Chief Financial Officer
------------------------
Pamela Lindquist






PART II-OTHER INFORMATION
None

                                 SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, the
registrant has duly caused this report to be signed on its behalf by the
undersigned thereunto duly authorized.


                         DOLPHIN PRODUCTIONS, INC.


Date: December 30, 2003                         /s/ Richard H. Casper

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

                                              Richard H.Casper, President





<PAGE>










                         DOLPHIN PRODUCTIONS, INC.
                       [A Development Stage Company]

                           FINANCIAL STATEMENTS

                            SEPTEMBER 30, 2003


























<PAGE>

                         DOLPHIN PRODUCTIONS, INC.
                       [A Development Stage Company]




                                 CONTENTS

                                                             PAGE

        -  Independent Auditors' Report                        1


        -  Balance Sheet, September 30, 2003                   2


        -  Statements of Operations, for the years ended
             September 30, 2003 and 2002 and from
             inception on June 26, 1998 through
             September 30, 2003                                3


        -  Statement of Stockholders' Equity (Deficit),
             from inception on June 26, 1998 through
             September 30, 2003                                4


        -  Statements of Cash Flows, for the years ended
             September 30, 2003 and 2002 and from
             inception on June 26, 1998 through
             September 30, 2003                                5


        -  Notes to Financial Statements                     6 - 9






<PAGE>






                       INDEPENDENT AUDITORS' REPORT



Board of Directors
DOLPHIN PRODUCTIONS, INC.
Salt Lake City, Utah

We  have  audited  the  Balance  Sheet of  Dolphin  Productions,  Inc.  [a
development  stage  company] as of September 30,  2003,  and  the  related
statements  of operations, stockholders' equity (deficit) and  cash  flows
for the years ended September 30, 2003 and 2002 and from inception on June
26,  1998 through September 30, 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 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 Dolphin Productions,
Inc.  [a  development stage company] as of September  30,  2003,  and  the
results of its operations and its cash flows for the years ended September
30,  2003  and  2002 and for the period from inception on  June  26,  1998
through   September  30,  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 Note  5  to  the
financial  statements,  the  Company  has  not  yet  been  successful   in
establishing profitable operation and has current liabilities in excess of
current  assets.  These factors raise substantial doubt about the  ability
of  the  Company  to continue as a going concern.  Management's  plans  in
regard  to  these  matters are also described in Note  5.   The  financial
statements  do  not  include any adjustments that might  result  from  the
outcome of these uncertainties.





/s/ PRITCHETT, SILER & HARDY, P.C.

November 10, 2003
Salt Lake City, Utah


<PAGE>

                         DOLPHIN PRODUCTIONS, INC.
                       [A Development Stage Company]

                               BALANCE SHEET


                                  ASSETS

                                                                  September 30,
                                                                      2003
                                                                  ____________
CURRENT ASSETS:
  Cash                                                            $      2,995
  Income taxes receivable                                                  730
                                                                  ____________
        Total Current Assets                                             3,725
                                                                  ____________
                                                                  $      3,725
                                                                  ____________


              LIABILITIES AND STOCKHOLDERS' EQUITY (DEFICIT)

CURRENT LIABILITIES:
  Accounts payable                                                $      1,060
  Accrued expenses - related party                                      21,500
                                                                  ____________
        Total Current Liabilities                                       22,560
                                                                  ____________

STOCKHOLDERS' EQUITY (DEFICIT):
  Common stock, $.001 par value,
   50,000,000 shares authorized,
   520,000 shares issued and
   outstanding                                                             520
  Capital in excess of par value                                         5,480
  Deficit accumulated during the
   development stage                                                   (24,835)
                                                                  ____________
        Total Stockholders' Equity (Deficit)                           (18,835)
                                                                  ____________
                                                                  $      3,725
                                                                  ____________












 The accompanying notes are an integral part of this financial statement.

                                     2
<PAGE>

                         DOLPHIN PRODUCTIONS, INC.
                       [A Development Stage Company]

                         STATEMENTS OF OPERATIONS


                                                  For the        From Inception
                                                Year Ended         on June 26,
                                               September 30,      1998 Through
                                          ______________________  September 30,
                                             2003        2002         2003
                                          __________  __________  ____________
REVENUE                                   $    2,000  $    7,520  $     37,890

EXPENSES:
  Selling                                          -           -         4,561
  General and administrative                  26,407       8,037        57,870
                                          __________  __________  ____________
      Total Expenses                          26,407       8,037        62,431
                                          __________  __________  ____________

LOSS BEFORE INCOME TAXES                     (24,407)       (517)      (24,541)

CURRENT TAX EXPENSE (BENEFIT)                   (730)        227           294

DEFERRED TAX EXPENSE (BENEFIT)                   750        (225)            -
                                          __________  __________  ____________

NET INCOME (LOSS)                         $  (24,427) $     (519) $    (24,835)
                                          __________  __________  ____________

EARNINGS (LOSS) PER
  COMMON SHARE                            $     (.05) $     (.00) $       (.05)
                                          __________  __________  ____________


















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

                                     3
<PAGE>

                         DOLPHIN PRODUCTIONS, INC.
                       [A Development Stage Company]

                STATEMENT OF STOCKHOLDERS' EQUITY (DEFICIT)

                      FROM INCEPTION ON JUNE 26, 1998

                        THROUGH SEPTEMBER 30, 2003


                                                                    Deficit
                                                                  Accumulated
                                      Common Stock    Capital in  During the
                                    _________________ Excess of   Development
                                     Shares   Amount  Par Value      Stage
                                    ________ ________ __________ _____________
BALANCE, June 26, 1998                     - $      - $        - $           -

Issuance of 500,000 shares of common
  stock for cash of $2,000, or $.004
  per share, June 1998               500,000      500      1,500             -

Net income (loss) for the period
  ended September 30, 1998                 -        -          -             -
                                    ________ ________ __________ _____________
BALANCE, September 30, 1998          500,000      500      1,500             -

Issuance of 20,000 shares of common
  stock for cash of $4,000, or $.20
  per share, January 1999             20,000       20      3,980             -

Net (loss) for the year ended
  September 30, 1999                       -        -          -        (6,404)
                                    ________ ________ __________ _____________
BALANCE, September 30, 1999          520,000      520      5,480        (6,404)

Net income for the year ended
  September 30, 2000                       -        -          -         2,184
                                    ________ ________ __________ _____________
BALANCE, September 30, 2000          520,000      520      5,480        (4,220)

Net income for the year ended
  September 30, 2001                       -        -          -         4,331
                                    ________ ________ __________ _____________
BALANCE, September 30, 2001          520,000      520      5,480           111

Net (loss) for the year ended
  September 30, 2002                       -        -          -          (519)
                                    ________ ________ __________ _____________
BALANCE, September 30, 2002          520,000      520      5,480          (408)

Net (loss) for the year ended
  September 30, 2003                       -        -          -       (24,427)
                                    ________ ________ __________ _____________
BALANCE, September 30, 2003          520,000 $    520 $    5,480 $     (24,835)
                                    ________ ________ __________ _____________














 The accompanying notes are an integral part of this financial statement.

                                     4
<PAGE>

                         DOLPHIN PRODUCTIONS, INC.
                       [A Development Stage Company]

                         STATEMENTS OF CASH FLOWS


                                                  For the        From Inception
                                                Year Ended         on June 26,
                                               September 30,      1998 Through
                                          ______________________  September 30,
                                             2003        2002         2003
                                          __________  __________  ____________
Cash Flows from Operating Activities:
 Net income (loss)                        $  (24,427) $     (519) $    (24,835)
 Adjustments to reconcile net income to
  net cash provided by operating
  activities:
  Changes in assets and liabilities:
   (Increase) in income taxes receivable        (730)          -          (730)
   (Increase) decrease in prepaid expenses       410        (410)            -
   (Increase) decrease in deferred tax
    assets                                       750        (225)            -
   Increase in accounts payable                1,060           -         1,060
   Increase in accrued expenses - related
    party                                     16,500       1,500        21,500
   Increase (decrease) in income taxes
    payable                                   (1,024)        227             -
   Increase (decrease) in accrued expenses      (464)        464             -
                                          __________  __________  ____________
     Net Cash Provided (Used) by Operating
      Activities                              (7,925)      1,037        (3,005)
                                          __________  __________  ____________

Cash Flows from Investing Activities               -           -             -
                                          __________  __________  ____________
     Net Cash Provided by Investing
      Activities                                   -           -             -
                                          __________  __________  ____________

Cash Flows from Financing Activities:
 Proceeds from issuance of common stock            -           -         6,000
                                          __________  __________  ____________
     Net Cash Provided by Financing
      Activities                                   -           -         6,000
                                          __________  __________  ____________

Net Increase in Cash and Cash Equivalents     (7,925)      1,037         2,995

Cash and Cash Equivalents at Beginning of
 Period                                       10,920       9,883             -
                                          __________  __________  ____________

Cash and Cash Equivalents at End of
 Period                                   $    2,995  $   10,920  $      2,995
                                          __________  __________  ____________

Supplemental Disclosures of Cash Flow Information:
 Cash paid during the period for:
   Interest                               $        -  $        -  $          -
   Income taxes                           $    1,024  $        -  $      1,024

Supplemental Schedule of Non-cash Investing and Financing Activities:
  For the year ended September 30, 2003:
     None

  For the year ended September 30, 2002:
     None

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

                                     5
<PAGE>

                         DOLPHIN PRODUCTIONS, INC.
                       [A Development Stage Company]

                       NOTES TO FINANCIAL STATEMENTS

NOTE 1 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

  Organization  -  Dolphin Productions, Inc. ("the Company")  was  organized
  under  the  laws  of  the State of Nevada on June 26, 1998.   The  Company
  provides  musical  and other performance services for concerts  and  other
  events.   The Company has not yet generated significant revenues from  its
  planned principal operations and is considered a development stage company
  as  defined  in Statement of Financial Accounting Standards  No.  7.   The
  Company, at the present time, has not paid any dividends and any dividends
  that may be paid in the future will depend upon the financial requirements
  of the Company and other relevant factors.

  Fiscal Year - The Company's fiscal year-end is September 30th.

  Cash  and Cash Equivalents - The Company considers all highly liquid  debt
  investments purchased with a maturity of three months or less to  be  cash
  equivalents.

  Accounts  and  Loans Receivable - The Company records accounts  and  loans
  receivable at the lower of cost or fair value.  The Company determines the
  lower  of cost or fair value of non-mortgage loans on an individual  asset
  basis.   The  Company recognizes interest income on an account  receivable
  based  on  the stated interest rate for past-due accounts over the  period
  that the account is past due.  The Company recognizes interest income on a
  loan  receivable based on the stated interest rate over the  term  of  the
  loan.   The Company accumulates and defers fees and costs associated  with
  establishing a receivable to be amortized over the estimated life  of  the
  related   receivable.   The  Company  estimates  allowances  for  doubtful
  accounts  and  loan  losses  based on the  aged  receivable  balances  and
  historical  losses.   The Company records interest  income  on  delinquent
  accounts and loans receivable only when payment is received.  The  Company
  first   applies  payments  received  on  delinquent  accounts  and   loans
  receivable  to  eliminate the outstanding principal.  The Company  charges
  off  uncollectible accounts and loans receivable when management estimates
  no   possibility  of  collecting  the  related  receivable.   The  Company
  considers accounts and loans receivable to be past due or delinquent based
  on contractual terms.

  Revenue  Recognition  -  The  Company recognizes  revenue  from  providing
  musical  and  other  performances for concerts  and  other  events  for  a
  negotiated fee in the period when the services are provided.  The  Company
  records only its fee from a concert performance and reflects the Company's
  expenses related to the performance as general and administrative expense.
  The  Company  recognizes revenue from the sale of compact discs  when  the
  product is delivered.

  Advertising  Costs - Advertising costs, except for costs  associated  with
  direct-response advertising, are charged to operations when incurred.  The
  costs  of  direct-response advertising are capitalized and amortized  over
  the  period  during  which future benefits are expected  to  be  received.
  During  the  years  ended September 30, 2003 and 2002,  advertising  costs
  amounted to $0 and $0, respectively.

  Income  Taxes  - The Company accounts for income taxes in accordance  with
  Statement of Financial Accounting Standards No. 109 "Accounting for Income
  Taxes" [See Note 4].

                                     6
<PAGE>

                         DOLPHIN PRODUCTIONS, INC.
                       [A Development Stage Company]

                       NOTES TO FINANCIAL STATEMENTS

NOTE 1 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES [Continued]

  Loss  Per  Share  -  The computation of loss per share  is  based  on  the
  weighted  average number of shares outstanding during the period presented
  in  accordance with Statement of Financial Accounting Standards  No.  128,
  "Earnings Per Share" [See Note 6].

  Accounting  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   effect  the  reported  amounts  of  assets  and  liabilities,   the
  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
  estimated by management.

  Recently  Enacted Accounting Standards - Statement of Financial Accounting
  Standards ("SFAS") No. 146, "Accounting for Costs Associated with Exit  or
  Disposal  Activities", SFAS No. 147, "Acquisitions  of  Certain  Financial
  Institutions  - an Amendment of FASB Statements No. 72 and  144  and  FASB
  Interpretation   No.  9",  SFAS  No.  148,  "Accounting  for   Stock-Based
  Compensation - Transition and Disclosure - an Amendment of FASB  Statement
  No.  123",  SFAS  No.  149,  "Amendment of  Statement  133  on  Derivative
  Instruments  and  Hedging Activities", and SFAS No. 150,  "Accounting  for
  Certain Financial Instruments with Characteristics of both Liabilities and
  Equity",  were recently issued.  SFAS No. 146, 147, 148, 149 and 150  have
  no  current applicability to the Company or their effect on the  financial
  statements would not have been significant.

  Restatement - On January 15, 1999, the Company effected a 5-for-2  forward
  stock split.  The financial statements have been restated, for all periods
  presented, to reflect the stock split [See Note 2].

  Reclassification - The financial statements for years prior  to  September
  30,   2003  have  been  reclassified  to  conform  to  the  headings   and
  classifications used in the September 30, 2003 financial statements.

NOTE 2 - CAPITAL STOCK

  Common Stock - During June 1998, the Company issued 500,000 shares of  its
  previously  authorized but unissued common stock for cash  of  $2,000  (or
  $.004 per share).

  During  January  1999, the Company issued 20,000 shares of its  previously
  authorized  but  unissued common stock for cash of  $4,000  (or  $.20  per
  share).

  Stock  Split  - On January 15, 1999, the Company effected a five  for  two
  common  stock split.  The financial statements, for all periods presented,
  have been restated to reflect the stock split.

                                     7
<PAGE>

                         DOLPHIN PRODUCTIONS, INC.
                       [A Development Stage Company]

                       NOTES TO FINANCIAL STATEMENTS

NOTE 3 - RELATED PARTY TRANSACTIONS

  Management  Compensation  and Accrued Expenses -  Salary  expense  to  the
  Company's  President  for  the years ended September  30,  2003  and  2002
  amounted  to $1,500 and $1,500, respectively.  At September 30, 2003,  the
  Company  owes  a  total  of  $6,500 in accrued  salary  to  the  Company's
  President.

  Legal Services and Accrued Expenses - During the years ended September 30,
  2003  and  2002,  respectively,  the Company's  President  provided  legal
  services  of  $15,000 and $0 to the Company.  At September 30,  2003,  the
  Company  owes  a total of $15,000 in accrued legal fees to  the  Company's
  President.

NOTE 4 - INCOME TAXES

  The  Company  accounts for income taxes in accordance  with  Statement  of
  Financial  Accounting  Standards No. 109 "Accounting  for  Income  Taxes".
  SFAS  No.  109  requires  the  Company  to  provide  a  net  deferred  tax
  asset/liability  equal  to  the  expected future  tax  benefit/expense  of
  temporary  reporting differences between book and tax  accounting  methods
  and  any  available  operating  loss  or  tax  credit  carryforwards.   At
  September  30,  2003,  the  Company has available  unused  operating  loss
  carryforwards of approximately $3,000, which may be applied against future
  taxable income and which expire in 2023.

  The  amount of and ultimate realization of the benefits from the  deferred
  tax  assets  for income tax purposes is dependent, in part, upon  the  tax
  laws  in  effect,  the future earnings of the Company,  and  other  future
  events,  the  effects  of  which cannot be  determined.   Because  of  the
  uncertainty  surrounding the realization of the deferred tax  assets,  the
  Company  has established a valuation allowance equal to their  tax  effect
  and, therefore, no deferred tax asset has been recognized for the deferred
  tax  assets.  The net deferred tax assets, which consist mainly of accrued
  compensation and net operating loss carryforward, are approximately $3,700
  and  $750  as  of  September  30, 2003 and  2002,  respectively,  with  an
  offsetting valuation allowance of the same amount, resulting in  a  change
  in  the valuation allowance of approximately $3,700 during the year  ended
  September 30, 2003.

NOTE 5 - GOING CONCERN

  The  accompanying  financial statements have been prepared  in  conformity
  with  generally  accepted accounting principles in the  United  States  of
  America  which contemplate continuation of the Company as a going concern.
  However,   the  Company  has  not  yet  been  successful  in  establishing
  profitable  operations and has current liabilities in  excess  of  current
  assets.   These factors raise substantial doubt about the ability  of  the
  Company  to  continue as a going concern.  In this regard,  management  is
  proposing to raise any necessary additional funds through loans or through
  additional  sales of its common stock or through the possible  acquisition
  of  other  companies.   There is no assurance that  the  Company  will  be
  successful  in raising this additional capital or in achieving  profitable
  operations.

                                     8
<PAGE>

                         DOLPHIN PRODUCTIONS, INC.
                       [A Development Stage Company]

                       NOTES TO FINANCIAL STATEMENTS

NOTE 6 - LOSS PER SHARE

  The following data show the amounts used in computing loss per share:

                                                  For the        From Inception
                                                Year Ended         on June 26,
                                               September 30,      1998 Through
                                          ______________________  September 30,
                                             2003        2002         2003
                                          __________  __________  ____________
    Net loss available to common
    shareholders (numerator)              $  (24,427) $     (519) $    (24,835)
                                          __________  __________  ____________
    Weighted average number of common
    shares outstanding used in loss per
    share for the period (denominator)       520,000     520,000       517,888
                                          __________  __________  ____________

  Dilutive  loss per share was not presented, as the Company had  no  common
  stock  equivalent shares for all periods presented that would  affect  the
  computation of diluted loss per share.

NOTE 7 - CONCENTRATION

  Geographic Region - During the nine months ended September 30,  2003,  all
  of the Company's sales and operations were located in and around Salt Lake
  City, Utah.

  Limited Source of Revenues - During the year ended September 30, 2003, all
  of  the Company's revenues were generated by services rendered at only one
  concert.


                                     9
<PAGE>