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

                    FORM 10-KSB/A
[X]  Annual Report Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934

               FOR THE YEAR ENDED DECEMBER 31, 2000
                Commission File Number 333-79405

                     Natalma Industries, Inc.
        -----------------------------------------------
     (Exact name of registrant as specified in its charter)

        Nevada                                    88-0409369
-------------------------------                -----------------
(State or other jurisdiction of                (I.R.S. Employer
 incorporation or organization)               Identification No.)

       1550 Ostler Court
    N. Vancouver, B.C., Canada                      V7G 2P1
---------------------------------------           -----------
(Address of principal executive offices)           (Zip Code)

Registrant's telephone number, including area code:
(604) 990-2072

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

Securities registered pursuant to Section 12(g) of the Act:
Common Stock, par value $.001 per share

Indicate by check mark whether the Registrant (1) has filed all
reports required to be filed by Section 13 or 15(d) of the
Securities Exchange Act of 1934 during the preceding 12 months,
and (2) has been subject to such filing requirements for the past
90 days.  YES: [X] NO: [ ]

Indicate by check mark if disclosure of delinquent filers
pursuant to Item 405 of Regulation S-K is not contained herein,
and will not 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-K or any amendment to this
Form 10-K. [X]

The number of shares outstanding of the registrant's common stock
as of December 31, 2000 was 11,500,000.

Registrant had no revenues for its year ended December 31, 2000.

Registrant's Form SB-2/A and all exhibits thereto, and Forms
10QSB for the quarters ended March 32, 2000, June 30, 2000 and
September 30, 2000, filed under SEC File Number 333-79405
are incorporated herein by reference.

                               1

                              PART I

ITEM 1.  DESCRIPTION OF BUSINESS

Natalma Industries, Inc. (Registrant) was incorporated in the
State of Nevada on July 9, 1998.  Registrant was formed to engage
in the exploration and development of mining properties.

In March 1999, Registrant acquired 10 mining claims in the
Whitehorse Mining District, Yukon Territory, Canada and is
currently in the planning stages of implementing an exploration
program on the claims. Presently, Registrant is only in the
exploration stage and cannot guarantee that any commercially
viable mineralized deposits exist, or will be found, on these
properties until such time as appropriate exploration work can be
done on the properties and a comprehensive economic evaluation
based upon such work is concluded.

As of the date of this filing, Registrant is still in its
developmental stage and has not yet commenced full business
operations or realized any revenues.

On March 10, 1999, Registrant closed a public offering of
8,000,000 shares of our common stock, at a price of $.01 per
share, under  Regulation D, Rule 504, made effective in the State
of New York on January 13, 1999 and raised a total of $80,000.
Registrant also filed a registration statement with the U.S.
Securities and Exchange Commission seeking authorization to sell
a total of 350,000 shares of its common stock, at an offering
price of $1.00 per share, to raise a total of $350,000.  The
registration was made effective by the SEC in April, 2000;
however, the offering period expired before Registrant sold the
shares and a Post-Effective Amendment was recently filed
requesting renewal of the offering period.

Registrant's Articles of Incorporation authorize issuance of up
to 25,000,000 shares of common stock, par value $.001.

There have been no bankruptcy, receiverships, or similar
proceedings by or against Registrant.  There has been no material
reclassification, merger, consolidation, or purchase or sale of
any significant asset(s).

Registrant's fiscal  year  end  is  December  31.

As of December 31, 2000, Registrant had no employees other than
its officers and directors, none of which are represented by a
collective bargaining agreement.

ITEM 2.  DESCRIPTION OF PROPERTY

Registrant does not currently own or lease any property other
than the rights to exploration and development of the mining
claims in Canada and its proprietary data.

                         2

Registrant's administrative office is located at 1550 Ostler
Court, N. Vancouver, British Columbia,  Canada V7G 2P1, telephone
(604) 929-6437, the home of its President, Derick Sinclair,
which it uses on a rent-free basis and its registered statutory
office  is  located  at 1495 Ridgeview Drive, Suite 220, Reno,
Nevada 89509.

ITEM 3.  LEGAL PROCEEDINGS

Registrant is not a party to any legal proceedings.

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

There were no matters submitted to a vote of security holders
during the fourth quarter of the fiscal year ended December 31,
2000.

                         PART II

ITEM 5. MARKET FOR COMMON EQUITY AND RELATED STOCKHOLDER MATTERS

Registrant's common stock is not currently listed or traded in
any public market.

To date, Registrant has issued 11,500,000 shares of its Common
Stock. These include the 3,000,000 shares issued to the founder
of the Registrant, 500,000 shares issued to an unrelated third
party in connection with the acquisition of the mineral
properties and 8,000,000 shares which were purchased and are held
by unrelated third-party shareholders, none of which hold more
than 5% of the shares outstanding.

Registrant is not subject to outstanding options or warrants to
purchase, nor does it have securities convertible into common
equity.

ITEM 6.  SELECTED FINANCIAL DATA

The following selected financial data was derived from
Registrant's audited Financial Statements. The information set
forth below should be read in conjunction with Registrant's
Financial Statements and related Notes included elsewhere in this
report.
<TABLE><CAPTION>
Year Ended December 31, 2000
----------------------------
<S>                                                <C>
STATEMENT OF OPERATIONS DATA:

Net revenues                                           0
Net income (loss)                            $ (1,691)
Basic income (loss) per share                    (.00)
Weighted average shares outstanding           11,500,000
</TABLE>

                                     3

<TABLE><CAPTION>

BALANCE SHEET DATA:
<S>       					<C>
Cash and cash equivalents                      $   5,890
                                               ---------
Total assets                                $   5,890
Long-term debt                                         0
Stockholders' equity                        $   5,890
</TABLE>

ITEM 7.  MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
           CONDITION AND RESULTS OF OPERATIONS

Results of Operations
---------------------
Registrant has not yet commenced full business operations or
realized any revenues.

Registrant had a net loss of $1,691 at December 31,
2000.

General and administrative expenses at December 31, 2000 were
$1,691, consisting of professional fees in the amount
of $650; operating expenses in the amount of $1,041;

Liquidity and Capital Resources
-------------------------------
At December 31, 2000, Registrant's primary sources of liquidity
included cash and cash equivalents of $5,890, which was the
balance of proceeds raised in Registrant's initial public
offering conducted in the State of Nevada, pursuant to Rule 504
of Regulation D.

In order to continue its business operations and implement its
proposed exploration and development programs, Registrant is
wholly dependent upon receipt of the proceeds from the sale of
additional shares of its equity securities, as disclosed in the
Post-Effective Amendment to its Form SB-2 Registration Statement
filed with the Securities and Exchange Commission  under SEC
File Number 333-79405 . Registrant believes that receipt of
the proceeds from the sale of the shares described in the
registration statement will be sufficient for near term operating
needs. The extent to which such sources will be sufficient to
meet Registrant's anticipated cash requirements is subject to a
number of uncertainties, the most important of which is
Registrant's ability to strictly adhere to the capital
expenditure projections in the registration statement.

                                4






Uncertainties Relating to Forward-Looking Statements
----------------------------------------------------
Certain parts of this Form 10-K may contain "forward-looking
statements" within the meaning of the Securities Exchange Act of
1934, as amended, based on current management expectations.
Actual results could differ materially from those in the forward-
looking statements due to a number of uncertainties, including,
but not limited to, those discussed in this section. Factors that
could cause future results to differ from these expectations
include general economic conditions particularly related to
demand for Registrant's services; changes in business strategy;
competitive factors (including the introduction or enhancement of
competitive services); pricing pressures; changes in operating
expenses; inability to attract or retain consulting, sales and/or
development talent; changes in customer requirements; and/or
evolving industry standards.

ITEM 8.  FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA
Registrant's financial statement for the years ended December
31, 2000 and 1999, prepared and audited by Clyde Bailey, P.C.,
independent chartered accountant is included herein.

ITEM 9.  CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON
ACCOUNTING AND FINANCIAL DISCLOSURES. None.

                           PART III

ITEM 10.  DIRECTORS AND EXECUTIVE OFFICERS OF THE REGISTRANT.
Each of our directors  is elected by the stockholders to a
term of one year and serves until  his or her successor is
elected and qualified. Each of our officers  is  elected  by the
Board of Directors to a term of one year and serves until his or
her successor is duly elected and qualified, or until he or she
is removed from office. The Board of Directors has no nominating,
auditing or compensation  committees.

The names, addresses, ages and positions of our present officers
and directors is set  forth  below:
<TABLE><CAPTION>
<S>                      <C>              <C>
Name and Address          Age            Position(s)
-----------------        -----           -------------
Derick Sinclair           45             President, Secretary,
1550 Ostler Court                        Treasurer and Chairman
N. Vancouver, B.C.                       of the Board
Canada V7G 2P1

Rex S. Pegg               49             Vice President of
1-410 Mahon Ave.                         Exploration
N. Vancouver, B.C.
Canada V7M 2R5
</TABLE>
The persons named above have  held their offices/positions
since inception of our Company and are expected to hold their
offices/positions until the next annual meeting of our
stockholders.
                                 5
Background of Officers and Directors
------------------------------------
Derick Sinclair has been the President, Secretary, Treasurer and
Chairman of the Board of Directors of our Company since
inception. Since March 1997, he has also been the President of
Cosmah Industries, Inc., a privately-held exploratory mining
company in Vancouver, Canada. Since March, 1996, he has also been
the Chief Financial Officer and Vice President for Westel
Telecommunications/RSL COM Canada, Inc. in  Vancouver, B.C. From
December, 1992 to March, 1996, he was Director of Fleet
Management for BC Rail, Ltd., a freight train service in
Vancouver, B.C., Canada. He received a Bachelors Degree in
Commerce from the University of Windsor, Canada in 1982 and
became a member of the Institute of Chartered Accounts of British
Columbia in 1985. Mr. Sinclair devotes his time as required to
our business.

Rex S. Pegg has been the Vice President of Exploration of the
Company since October 5, 1999.  Since April 1989, he has also
been an Independent Geologist/Consultant specializing in
exploration of mining properties. From April 1985 to April 1989,
he was an Exploration Geologist for British Petroleum-Canada.
He received a Bachelor of Science Geological Engineering
(Exploration Option) Degree from the University of Toronto,
Ontario, Canada in 1976.  Mr. Pegg will devote his time as
required to our business.

ITEM 11. EXECUTIVE  COMPENSATION
Neither of our officers or the director have been compensated for
their services and there are no plans to compensate them in the
near future, unless and until we begin to realize revenues and
become profitable in our business operations.

ITEM 12. SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND
MANAGEMENT.
The following table sets forth, as of the date of this
prospectus, the total number of shares owned beneficially by each
of our directors, officers and key employees, individually and as
a group, and the present owners of 5% or more of our total
outstanding shares. The table also reflects what such ownership
will be assuming completion of the sale of all shares in this
offering, which we can't guarantee.  The stockholder listed
below  has direct ownership of his shares and possesses sole
voting and dispositive power with respect to the shares.
<TABLE><CAPTION>
<S>                       <C>         <C>                <C>
Name and Address . . . .  No. of      No. of     Percentage of
Beneficial . . . . . . .  Shares      Shares     of Ownership
Owner (1). . . . . . . .  Before      After      Before   After
                          Offering    Offering  Offering Offering
----------------          --------    --------  -----------------
Derick Sinclair. . . . . 3,000,000    3,000,000    26%     25%
1550 Ostler Court
N. Vancouver, B.C.
Canada V7G 2P1
-----------------
                                  6

All Officers and
Directors as a Group
(one person) . . . . . .  3,000,000  3,000,000      26%     25%
</TABLE>

(1)     The  person  named  above  may  be deemed to be a parent
and promoter of our Company,  within the meaning of such terms
under the Securities Act of 1933, by virtue of his/its direct and
indirect stock holdings.  Mr. Sinclair and Mr. Pegg, Vice
President of Exploration are the only promoters of our Company.

ITEM 13. CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS.
There have been no actual or proposed transactions to which
Registrant was or is to be a party to in which any Director,
Executive Officer, nominee for election as Director, security
holder, or any member of the immediate family of any of the
aforementioned had or is to have a direct or indirect material
interest.

                        PART IV

ITEM 14. EXHIBITS, FINANCIAL STATEMENT SCHEDULES AND
         REPORTS ON FORM 8-K.

(a)     Registrant's financial statement for the years ended
        December 31, 2000 and 1999 are included herein.

(b)     No reports on Form 8-K have been filed during the
        fourth quarter of the fiscal year ended December 31,2000.

 The following exhibits are included herein, except for the
exhibits marked with an asterisk, which are incorporated herein
by reference and can be found in Registrant's original Form SB-2
Registration Statement, filed on May 27, 1999, under SEC File
Number 333-79405.


<TABLE><CAPTION>
<S>                  <C>
Exhibit Number        Description
--------------        -----------
3(i) *                Articles of Incorporation and amendments
3(ii)*                Bylaws
23                    Consent of Accountant

</TABLE>






                                          7
<PAGE>



















                        Natalma Industries, Inc.

                      Audited Financial Statements

                       December 31, 2000 and 1999








                             Clyde Bailey, P.C.
                        Certified Public Accountant
                         10924 Vance Jackson #404
                         San Antonio, Texas 78230






















                                       8
Clyde Bailey, P.C.
Certified Public Accountant
10924 Vance Jackson #404
San Antonio, Texas 78230
(210) 699-1287(ofc.)                 Member:
(888) 699-1287                       American Institute of CPA's
(210) 691-2911(fax)                  Texas Society of CPA's

Board of Directors - Natalma Industries, Inc.

                   INDEPENDENT AUDITOR'S REPORT

I have audited the accompanying balance sheet of Natalma
Industries, Inc. (Company) as of December 31, 2000 and 1999 and
the related statement of operations, statement of stockholders'
equity, and the statement of cash flows for the year then ended
December 31, 2000 and 1999 and from July 9, 1998 (Initial) to
December 31, 2000.  These financial statements are the
responsibility of the Company's management. My responsibility is
to express an opinion on these statements based on my audit.

I conducted my audit in accordance with generally accepted
auditing standards. Those standards require that I 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.  I believe that my
audit provides a reasonable basis for my opinion.

The Company is an exploration stage enterprise, as defined
in Financial Accounting Standards Board No. 7. The Company is
devoting all of its present efforts in securing and establishing
a new business, and its planned principal operations have not
commenced, and, accordingly, no revenue has been derived during
the organizational period.

In my opinion, the financial statements referred to above present
fairly, in all material respects, the financial position of the
Company as of December 31, 2000 and 1999 and the results of its
operations and its cash flows for the period then ended in
conformity with generally accepted accounting principles.

 The accompanying financial statements have been prepared
assuming that the Company will continue as a going concern.  The
Company has limited operations currently and suffered recurring
losses from operations that raise substantial doubt about the
Company's ability to continue as a going concern.  This is
further explained in Note 8 in the notes to financial
statements.

/s/  Clyde Bailey P.C.
San Antonio, Texas
February 17, 2001
                               9
<TABLE><CAPTION>
                         NATALMA  INDUSTRIES,  INC.
                  (An Exploration Stage Enterprise)
                              BALANCE  SHEET
                     As of December 31, 2000 and 1999

                                           2000         1999
                                           ----         ----
                             ASSETS
<S>                                        <C>           <C>
Current Assets
--------------
   Cash. . . . . . . . . . . . . . .$    5,890       $ 10,158
                                    ----------       ---------
Total Current Assets . . . . . . . .     5,890         10,158
                                    ----------       ---------
Total Assets . . . . . . . . . .      5,890         10,158
                                    ==========       =========
LIABILITIES
Current  Liabilities
--------------------
Accounts Payable . . . . . . . . . .         -           2,577
Officer Advances . . . . . . . . . .         -               -
                                    ----------       ---------
Total Current Liabilities. . . . . .         -           2,577
                                    ----------       ---------
Total Liabilities                            -           2,577
Commitments and Contingencies                -               -

STOCKHOLDERS EQUITY

Common Stock                           11,500         11,500

25,000,000 authorized shares,
par value $.001, 11,500,000
shares issued and outstanding
Additional Paid-in-Capital . . . . . . 53,930         53,930
Accumulated Deficit during the
Development Period . .. . . . . .  (59,540)       (57,849)
                                     --------         --------
Total Stockholders' Equity (Deficit) 5,890          7,581
                                     --------         --------
Total liabilities and
stockholders' equity . . . . . . . $  5,890        $ 10,158
                                     ========         ========
</TABLE>

The accompanying notes are integral part of the consolidated
financial statements.

                                       10
<PAGE>





<TABLE><CAPTION>

                             NATALMA  INDUSTRIES,  INC.
                   (An Exploration Stage Enterprise)
                               Statement of Operations
                               -----------------------

                            ------------------ From 7/8/98
                            For the Years Ended    (Initial)
                               December 31             to
                               2000	   1999        12/31/00
                            ------------------     -----------
<S>                          <C>         <C>           <C>
Revenues
Revenue . . . . .  . . .   $    -    $     -       $   -

Expenses
Professional Fees.  . . . .    650         -         650
Operating expenses  . . . .  1,041     2,349       3,390
Option to Purchase
   Mineral Property .  . .      -     55,500      55,500
                           -------   -------      ------
Total Expenses .  . . .   1,691    57,849      59,540
Net Income before
  Taxes. . . . . . . .   (1,691)  (57,849)    (59,540)

Provision for Income Taxes
Income Tax Benefit . . . .      -         -        -
Net Income (Loss)  . .   (1,691)  (57,849)    (59,540)

Basic and Diluted Earnings
 Per Common Share .  . . .$ (0.00)  (0.01)     $(0.01)
                          -------  --------      ------
Weighted Average number
of Common Shares used in
per share calculations    11,500,000 11,500,000 11,500,000
                          ========== ========== ==========
</TABLE>


The accompanying notes are integral part of the consolidated
financial statements.









                              11
<PAGE>




<TABLE><CAPTION>
                           NATALMA  INDUSTRIES,  INC.
                    (An Exploration Stage Enterprise)
                      Statement of Stockholders' Equity
                          As at December 31, 2000


                    $0.001    Paid-in  Accumulated Stockholders'
          Shares   Par Value   Capital   Deficit       Equity
-----------------------------------------------------------------
<S>         <C>       <C>        <C>        <C>          <C>
Balance
July 9,
1998           -         -       -            -           -

Issuance
of common
stock       3,000,000  3,000     -            -          3,000

Net Income
(Loss)                                     -           -
            -----------------------------------------------------
Balance
December
31, 1999    3,000,000  3,000      -        -         3,000

Issuance
of Common
Stock       8,500,000  8,500       72,000     -        80,500

Expenses
for stock
offering           -      -       (18,070)    -       (18,070)

Net Income
(Loss)                                 (57,849)   (57,849)

================================================================
Balance at
December
31, 1999  11,500,000  11,500     53,930 (57,849)   (7,581)
          ------------------------------------------------------
Net Income
(Loss)                                 (1,691)    (1,691)
          ------------------------------------------------------
Balance at
December
31, 2000  11,500,000  11,500     53,930 (59,540)   5,890
          ======================================================
</TABLE>
The accompanying notes are integral part of the consolidated
financial statements.
                                       12
<PAGE>



<TABLE><CAPTION>
                                NATALMA  INDUSTRIES, INC.
                      (An Exploration Stage Enterprise)
                                Statement of Cash Flows

                         --------------------- From 7/8/98
                           For the Years Ended     (Initial)
                              December 31            to
                         ---------------------    12/31/00
                            2000        1999     ------------
<S>                          <C>        <C>          <C>
Cash Flows from
Operating Activities:
---------------------
Net Income (Loss) . . $ (1,691)  $  (57,849)  $ (59,540)

Changes in operating
assets and liabilities:
  Organizational costs
  expensed under SOP 98-5     -         125          -
Stock Issued for
  Services and Mineral
  Option                      -         500         3,500
Increase(Decrease) in
Accounts Payable          (2,577)  2,577      -
                        ---------   ---------    --------
Total Adjustments   $  (2,577)  $  3,202     $   3,500
                        ---------   ---------    --------
Net cash Used in
Operating Activities   $  (4,268) (54,647)    $ (56,040)
                       ---------   ---------    ---------
Cash Flows from
Investing Activities
--------------------
Purchase of Mineral
Properties                   -       -             -
                       ---------   ---------    --------
Net Cash Used in
Investing Activities         -       -             -
                       ---------  ----------    --------
Cash Flows from
Financing Activities
--------------------
Payments on stockholder
    Advance                  -   (14,500)      -
Proceeds from issuance
of stock                     -    80,000       80,000
Costs incurred to raise
capital                      -    (5,185) (18,070)
                       ---------   ---------    ---------
Net Cash Provided by
Financing Activities   $     -    60,315    $  61,930
                       ---------   ---------    ---------
Net Increase (Decrease)
in Cash                $ (4,268)   5,668    5,890

Cash Balance, Begin
Period                   10,158       4,490          -
                       ---------   ---------    ---------
Cash Balance, End
Period                $   5,890 $ 10,158 $ 5,890
                      =========   =========    =========
Supplemental
Disclosures:
  Cash Paid for
    Interest          $       -    $     -      $    -
  Cash Paid for
    income taxes      $       -    $     -      $    -
Stock Issued for Option
  to Purchase                    500,000     500,000
Stock Issued for
   Services                       3,000,000   3,000,000
</TABLE>

     The accompanying notes are integral part of the consolidated
      financial statements.

                                    13
<PAGE>


                             NATALMA INDUSTRIES, INC.
                          Notes to Financial Statements

Note 1  -  SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

Organization
Natalma Industries, Inc. ("the Company") was incorporated under
the laws of the State of Nevada on July 9, 1998 for the purpose
to promote and carry on any lawful business for which a
corporation may be incorporated under the laws of the State of
Nevada. The company has a total of 25,000,000 authorized common
shares with a par value of $.001 per share and with 11,500,000
common shares issued and outstanding as of December 31, 2000 and
1999.

Fixed Assets
The Company has no fixed assets at this time.

Exploration Stage Enterprise
The Company is an exploration  stage enterprise, as
defined in Financial Accounting Standards Board No. 7  and
Industry Guide 7 of the SEC Industry Guides.  The Company is
devoting all of its present efforts in securing and establishing
a new business, and its planned principal operations have not
commenced, and, accordingly, no revenue has been derived during
the organizational period.

Federal Income Tax
The Company will be taxed under Subchapter C of the Internal
Revenue Code for its US operations. The Company has adopted the
provisions of Financial Accounting Standards Board Statement No.
109, Accounting for Income Taxes. The Company accounts for income
taxes pursuant to the provisions of the Financial Accounting
Standards Board Statement No.  109, "Accounting for Income
Taxes", which requires an asset and liability approach to
calculating deferred income taxes.  The asset and liability
approach requires the recognition of deferred tax liabilities and
assets for the expected future tax consequences of temporary
differences between the carrying amounts and the tax basis of
assets and liabilities.

Use of Estimates
The preparation of financial statements in conformity with
generally accepted accounting principles requires management to
make estimates and assumptions that affect the reported amounts
of assets and liabilities and disclosure on 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.

Cash and Cash Equivalents
For purposes of the statement of cash flows, the Company
considers all highly liquid debt instruments purchased with a
maturity of three months or less to be cash equivalents.

Accounting Method
The Company's financial statements are prepared using the accrual
method of accounting. Revenues are recognized when earned and
expenses when incurred. Fixed assets are stated at cost.
Depreciation and amortization using the straight-line method for
financial reporting purposes and accelerated methods for income
tax purposes.

                                     14

<PAGE>


Earnings per Common Share
The Company adopted Financial Accounting Standards (SFAS) No.
128, "Earnings Per Share," which simplifies the computation of
earnings per share requiring the restatement of all prior
periods.

Basic earnings per share are computed on the basis of the
weighted average number of common shares outstanding during each
year.

Diluted earnings per share are computed on the basis of the
weighted average number of common shares and dilutive securities
outstanding.  Dilutive securities having an anti-dilutive effect
on diluted earnings per share are excluded from the calculation.

Comprehensive Income
Statement of Financial Accounting Standards (SFAS) No. 130,
"Reporting Comprehensive Income," establishes standards for
reporting and display of comprehensive income, its components and
accumulated balances.  Comprehensive income is defined to include
all changes in equity except those resulting from investments by
owners and distributions to owners.  Among other disclosures,
SFAS No.130 requires that all items that are required to be
recognized under current accounting standards as components
of comprehensive income be reported in a financial statement that
is displayed with the same prominence as other financial
statements. The Company does not have any assets requiring
disclosure of comprehensive income.

Segments of an Enterprise and Related Information
Statement of Financial Accounting Standards (SFAS) No. 131,
Disclosures about Segments of an Enterprise and Related
Information, supersedes SFAS No. 14, "Financial Reporting for
Segments of a Business Enterprise." SFAS 131 establishes
standards for the way that public companies report information
about operating segments in annual financial statements and
requires reporting of selected information about operating
segments in interim financial statements issued to the public.
It also establishes standards for disclosures regarding products
and services, geographic areas and major customers.  SFAS 131
defines operating segments as components of a company about which
separate financial information is available that is evaluated
regularly by the chief operating decision maker in deciding how
to allocate resources and in assessing performance. The Company
has evaluated this SFAS and does not believe it is applicable at
this time.

                                 15
<PAGE>


Employers' Disclosure about Pensions and Other Postretirement
Benefits
Statement of Financial Accounting Standards (SFAS) 132,
"Employers' Disclosure about Pensions and Other Postretirement
Benefits," revises standards for disclosures regarding pensions
and other postretirement benefits. It also requires additional
information on changes in the benefit obligations and fair values
of plan assets that will facilitate financial analysis. This
statement does not change the measurement or recognition of
the pension and other postretirement plans. The financial
statements are unaffected by implementation of this new standard.

Accounting for Derivative Instruments and Hedging Activities
Statement of Financial Accounting Standards (SFAS) 133,
"Accounting for Derivative Instruments and Hedging Activities,"
establishes accounting and reporting standards for derivative
instruments, including certain derivative instruments embedded in
other contracts, (collectively referred to as derivatives) and
for hedging activities. It requires that an entity recognize all
derivatives as either assets or liabilities in the statement
of financial position and measure those instruments at fair
value. If certain conditions are met, a derivative may be
specifically designated as (a) a hedge of the exposure to changes
in the fair value of a recognized asset or liability or an
unrecognized firm commitment, (b) a hedge of the exposure to
variable cash flows of a forecasted transaction, or (c) a
hedge of the foreign currency exposure of a net investment in a
foreign operation, an unrecognized firm commitment, an available-
for sale security, or a foreign-currency-denominated forecasted
transaction. Because the Company has no derivatives, this
accounting pronouncement has no effect on the Company's financial
statements.

Fair Value of Financial Instruments
The Financial Accounting Standards Board ("FASB") Statement No.
107. "Disclosure About Fair Value of Financial Instruments" is a
part of a continuing process by the FASB to improve information
on financial statements. The carrying amounts reported in the
balance sheets for the Company's assets and liabilities
approximate their fair values as of December 31, 2000 and 1999.

Impairment of Long-Lived Assets
The Company follows SFAS No. 121, "Accounting for Impairment of
Long-Lived Assets and for Long-Lived Assets to be Disposed Of".
The Statement requires that long-lived assets and certain
identifiable intangible to be held and used by an entity be
reviewed for impairment whenever event of changes in
circumstances indicate that the carrying amount of an asset may
not be recoverable.



                                    16

<PAGE>

Note 2 - COMMON STOCK

The Company issued 8,500,000 shares of common stock to various
investors for cash totaling $80,500.

The Company issued 500,000 shares of common stock at $.001 per
share in accordance with the Assignment of Option to Purchase
Agreement of Mineral Properties.

Note 3 - SUPPLEMENTARY OF SCHEDULE OF NONCASH ACTIVITIES

No amounts were actually paid for either interest or income taxes
during the years ender December 31, 2000 and 1999.

During the year ended December 31, 1999, deferred offering cost
of $12,885 previously included in organization costs, were
charged to additional paid-in-capital in accordance with Staff
Accounting Bulletin 5A.

On May 11, 1999 an related third party acquired a total of
500,000 shares of the Company's common stock as partial payment
for mineral properties.

Note 4 - MINERAL PROPERTIES

On December 11, 1998, the Company entered into an Option to
Purchase Agreement with an unrelated third party, ("Seller)
wherein the Company would acquire 100% of the rights, title and
interests in and to a total of 10 unpatented mining claims in the
Whitehorse Mining District, Yukon Territory, Canada.  The
Agreement called for the Company to pay $55,000 U.S. in cash and
to issue 500,000 shares of its common stock. On March 16, 1999,
the Company consummated the Agreement by paying the Seller
$55,000 U.S. in cash. On May 11, 1999 the Company issued 500,000
shares of its common stock. In addition, the Company has agreed
to pay a 2% net smelter returns on all minerals produced by the
properties to the Seller, and to complete a minimum of $80,000,
Canadian, exploration and development work on the properties on
or before September 1, 2002. The Company has expensed the cost
of the option when the payments were paid in March 16, 1999.

Note 5 - ORGANIZATION COSTS

The Company has incurred legal, accounting and other formation
costs. During the year ended December 31, 1999,  these costs were
charged to operations in accordance with the American Institute
of Certified Public Accountants' Statement of Position 98-5.
During the year ended December 31, 1998, the Company also
incurred $12,885 in expenses related to an offering of shares of
its common stock.  At December 31, 1999, these costs were
included in organization costs, as no proceeds had yet been
received from the offering. During the year ended



                                   17
<PAGE>


December 31, 1999, these expenses, plus additional offering costs
incurred, were charged against the gross proceeds received from
the offering in accordance with the Securities and Exchange
Commission's Staff Accounting Bulletin 5A.

Note 6 - RELATED PARTIES

During 1999, the Company paid the major shareholder a total of
$14,500, which had been advanced previously to the Company.

Note 7 - INCOME TAXES

Deferred tax benefits and liabilities are calculated using
enacted tax rates in effect for the year in which the differences
are expected to reverse.  The following is a schedule of the
composition of the provision for income taxes:

<TABLE><CAPTION>
	  		    2000	    1999
 
                          <c>            <c>
Current			   $ -0-	    $-0-
Deferred		     -0-	     -0-
                          ------------   ------------
Total provisions for
income taxes		   $ -0- 	   $-0-
                           ===========     ==========
</TABLE>

Deferred federal income taxes consist of future tax benefits and
liabilities attributed to:

<TABLE><CAPTION>
 			                2000      1999
 
                                     <c>       <c>
Net operating loss carryforward      $   575	$ 799
		Valuation allowance	(575)    (799)
                                     --------   -------
Total provisions for income taxes    $	 -0-	$  -0-
                                      =======   =======
</TABLE>

The net operating loss carryforward will expire if not applied by
2020.

Note 8 - GOING CONCERN
The Company's financial statements are prepared using generally
Accepted accounting principles applicable to a going concern,
which contemplates the realizations of assets and liquidation of
liabilities in the normal course of business.  However, the
Company does not have significant cash or other material assets,
nor does it have an established source of revenues sufficient to
cover its operating costs and to allow it to continue as a going
concern that raise substantial doubt about the Company's
ability to continue as a going concern .  The
stockholders/officers and or directors have committed to
advancing operating costs of the Company interest free.

Note 9 - SUBSEQUENT EVENTS

There were no other material subsequent events that have occurred
since the balance sheet date that warrants disclosure in these
financial statements.




                               18
<PAGE>
















                               SIGNATURES
                               ----------


Pursuant to the requirements of Section 13 or 15(d) 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.



                              NATALMA INDUSTRIES, INC., Registrant

Dated:  January 12, 2002      By:/s/ Derick Sinclair
                              President, Secretary, Treasurer
                              and Director


Pursuant to the requirements of the Securities Exchange Act of
1934, this report has been signed below by the following persons
on behalf of Registrant and in the capacities and on the dates
indicated:


By: /s/ Derick Sinclair, President, Secretary, Treasurer and
        Director

Date: January 12, 2002


By: /s/ Rex Pegg, Vice President

Date: January 12, 2002














                                  19
<PAGE>