FORM 10-KSB
 
 SECURITIES AND EXCHANGE COMMISSION
 Washington, D.C. 20549
 
 [X] ANNUAL REPORT PURSUANT TO SECTION 13 or 15(d)
 OF THE SECURITIES EXCHANGE ACT OF 1934
 For the fiscal year ended January 31, 2004
 
 
 Commission File Number: 000-28767
  
 Gaofeng Gold Corp.
 (Formerly Anza Innovations, Inc.)
 
 
 Nevada 88-0403070
 (Jurisdiction of Incorporation) (I.R.S. Employer Identification No.)
 
 4539 Voltaire Street, San Diego, California       92107
 (Address of principal executive offices)      (Zip Code)
 
 Registrant's telephone number, including area code:  (858) 336-8914
 
 Securities registered pursuant to Section 12(b) of the Act:  None
 
 Securities registered pursuant to Section 12(g) of the Act:  Common Shares at $0.001 per share
 
 Yes [X] No [  ] (Indicate by check mark whether the Registrant (1) has filed all report required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 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.)
 
 As of 1/31/04 : the number of shares outstanding of the Registrant's Common Stock was 10,174,353
 
 [  ] (Indicate by check mark whether if disclosure of delinquent filers (Sec. 229.405) is not and will not to the best of Registrant's knowledge be contained herein, in definitive proxy or information statements incorporated herein by reference or any amendment hereto.)
 
  
 Page - 1
  
 Introduction
 
 PART I
 
 Item 1. Description of Business
 (a) Historical Information
 
 
 Item 2. Description of Property
 
 Item 3. Legal Proceedings
 
 Item 4. Submission of Matters to a Vote of Security Holders
 
 PART II
 
 Item 5. Market for Common Equity and Stockholder Matters
 (a) Description of Securities
 (b) Market Information
 (c) Holders
 (d) Dividends
 (e) Sales of Unregistered Common Stock 1999-2001
 
 Item 6. Management's Discussion and Analysis or Plan of Operation
 (a) Plan of Operation
 (c) Discussion and Analysis of Financial Condition and Results of Operations
 (d) Reverse Acquisition Candidate
 
 Item 7. Financial Statements
 
 Item 8. Changes In and Disagreements With Accountants on Accounting and Financial Disclosure
 
 PART III
 
 Item 9. Directors and Executive Officers, Promoters and Control Persons; Compliance with Section 16(a) of the Exchange Act
 
 Item 10. Executive Compensation
 
 Item 11. Security Ownership of Certain Beneficial Owners and Management
 (a) Changes in Control
 
 Item 12. Certain Relationships and Related Transactions
 
 Item 13. Exhibits, Financial Statement Schedules, and Reports on Form 8-K
 (a) Financial Statements
 (b) Form 8-K Reports
 (c) Exhibits
 
 Page - 2  INTRODUCTION
 
 This Registrant (Reporting Company) has elected to refer to itself, whenever possible, by normal English pronouns, such as "We", "Us" and "Our".
 
 This Form 10-KSB contains forward-looking statements. Such statements include statements concerning plans, objectives, goals, strategies, future events, results or performances, and underlying assumptions that are not statements of historical fact. This document and any other written or oral statements made by us or on our behalf may include forward-looking statements which reflect our current views, with respect to future events or results and future financial performance. Certain words indicate forward-looking statements, words like believe", "expect", "anticipate", "intends", "estimates", "forecast", "projects", and similar expressions.
  PART I
 
 
 Item 1. Description of Business.
 
 ( a ) Historical Information. The origin of this Corporation, Gaofeng Gold Corp., formerly  Anza Innovations, Inc. was incorporated in the State of Nevada on August 20, 1998, for the purpose of establishing a computer aided post-production editing service for various media businesses.
 
 (1) On October 15, 1998, we authorized our initial issuances: 60,420,000 shares to seven founders pursuant to section 4(2) of the Securities Act of 1933 at par value of $0.001.
 
 (2) Also on October 15, 1998, we offered a maximum of 300 units at $1,000.00 per unit. Each unit consisted of 40,000 shares of common stock and 10 warrants to purchase up to an additional 40,000 shares of common stock for $0.075 within eighteen months of the offering date. The result was that we placed 10,620,000 shares to 27 highly sophisticated investors, with pre-existing relationships to management, pursuant to Regulation D, Rule 504, as then in force, promulgated by the Securities and Exchange Commission pursuant to section 3(b) of the Act. All warrants expired and are of no further force or effect.
 
 (3) About April 26, 2000, we formally issued an additional 2,080,000 shares to four highly sophisticated investors pursuant to Section 4(2) of the Securities Act of 1933, at $0.0125 per share. It appears that these shares had been subscribed for in November of 1999.
 
 (4) As a result, on July 31, 2000 we had 73,122,000 shares of common stock issued and outstanding, and no other shares, warrants, options or convertible securities.
 
 (5) On September 5, 2000 we repurchased 24,000,000 shares of common stock from our principal J. Dan Sifford, for $2,400 (par value pre-split), being the basis on which such shares had been issued to him previously).
 
 (6) Forward Split. On April 5, 2001 a 2 for 1 forward split was put into effect, pursuant to a mandatory share exchange.
 
 Page - 3
 
 (7) On or about April 5, 2001, we acquired 100% of the issued and outstanding shares of TriLucent Technologies, Inc., ("TTI") a private Nevada corporation, for the issuance of 6,400,000 new investment shares of our common stock. In connection with the transaction, we changed our name to TriLucent Technologies Corp. The nominees of the private corporation were elected to our Board of Directors, to replace the existing directors, who resigned on April 6, 2001.
 
 (8) On April 6, 2001a forward split of our common stock was put into effect such that every one share became two shares. Also certain of our affiliates agreed to cancel 38,494,000 shares of our common stock to facilitate the acquisition of TTI.
 
 (9) On October 30, 2001 1,000,000 shares were issued for services to John Grey for consulting.
 
 (10) Debt Conversion Issuance. On November 20, 2001 70,000,000 shares were issued, under rule 144, for $1,257,834.00 in outstanding debts.
 
 (11) Reverse Split. On December 14, 2001 a 100 for 1 reverse split was put into effect, pursuant to a mandatory share exchange. The Board of Directors of the Company approved the reverse split which was done in order for the Company to avoid bankruptcy and dissolution.
 
 (12) On January 22, 2002, the company filed a preliminary 14C Information Statement in relation to the spin-off or distribute the subsidiary to our shareholders as indicated.
 
 (13) On March 6, 2002, the company filed an 8-K referring to the recent filing of the preliminary 14C Information Statement ("PRE 14C") filed on January 22, 2002, in relation to the following information reported herein. The company elected to not spin-off or distribute the subsidiary to our shareholders as indicated in the PRE 14C, and therefore the Plan of Reorganization did not go into effect.
 
 (14) In April 2002, 250,000 shares were issued for services in connection with rescission of our former subsidiary acquisition.
 
 (15) On November 26, 2002, the company filed a Definitve 14C Information Statement to authorize a reverse split of the corporations common stock, four shares to one share; provided that no shareholder shall be reversed below 100 shares, and no shareholder owning less than 100 shares shall be reversed; and to authorize a corporate name change to Anza Innovations, Inc.
 
 (16) On September 25, 2003, in an effort to focus on acquiring mining projects in the United States and China, the sole Officer and Director of Anza Innovations, Inc., Mark S. Polis, appointed three new directors to the Board of Directors of the Company, and resigned his position as Chief executive Officer and Director of the Company. The new officers and directors of the Company were all experienced in mining operations and had financial and management backgrounds. The new Directors were David G. Stevenson, George D. Hennessey, and James E. Henderson. Mr. Stevenson assumed the responsibilities of Chief Executive Officer, Mr. Henderson assumed the duties of Secretary/Treasurer and Mr. Hennessey became Vice-President.
 
 Page - 4
  (17) In October of 2003, the company issued 100,000 shares of common stock to the new Directors of the company in lieu of cash compensation. The 100,000 shares were subsequently canceled on October 20, 2003.
 
 (18) On October 20, 2003, due to conflicts in other unrelated business ventures, Directors David G. Stevenson and George D. Hennessey, resigned their positions on the Board of Directors and as officers of the Company. Mr. Henderson assumed the duties as sole Officer and Director to appoint Kevin A. Polis, Attorney at Law, as Sole Interim Officer and Director/Custodian.
 
 (19) On November 21, 2003, the company issued 1,500,000 shares to Mark S. Polis for $225,000 in back salaries owed to Mr. Polis.
 
 (20) On December 16, 2003, the company formally issued 7,000,000 common shares of stock to ten highly sophisticated investors pursuant to Section 4(2) of the Securities Act of 1933 and Rule 506 of Regulation D promulgated by the Securities and Exchange Commission, at $0.015 per share.
 
 Gaofeng Gold Corp.
 
 Share reconciliation for year ending January 31, 2004
 
 
 DATE  EVENT      BALANCE
 
 01/31/03     Balance at year end    1,674,353
 
 10/15/03     Issued 100,000 shares to Directors  1,774,353
 
 10/20/03     Cancel 100,000 shares to Directors  1,674,353
 
 11/21/03     Issue 1,500,000 S-8 shares   3,174,353
 
 12/16/03     Issue 7,000,000 506 Regulation D  10,174,353
 
 01/31/04     Year End Balance    10,174,353
 
 
 ( b ) Our Business. The original business of the Company involved the application of its proprietary technologies to the exploration of oil and gas deposits in North America. Initially, the Company planned on raising working capital to cover overhead expenses and further development of its technologies. Unfortunately, due to adverse circumstances in the public equity markets, the Company was unable to secure a substantive capital raise in order to fund its operations. Due to this fact and the fact that management still feels that the Company's technologies will ultimately be successful in the exploration of oil and gas. This being done, Gaofeng Gold Corp. intends to restructure its capitalization and begin to seek a qualified, acquisition target. During the past twelve months, no further acquisition action had been taken, and many not be taken during the next twelve months.
 
 Page - 5
  (c) More Recent Events.  None.
 
 (d)  New Business Direction. The company is currently in the process of reviewing potential companies and or businesses to acquire. There is no specified industry that the company is concentrating on. The parameters for the acquisition will be revenue and financial capabilities with identifiable sustainable capital resources.
 
 (e) Financing Plans. For more information, please see Item 6 of Part II, Management's Discussion and Analysis.
 
 (f) Government Regulation. There are no issues of government regulation unique to this Registrant or its business.
 
 (g) Competition. N/A
 
 (h) Planned Acquisitions. None. However, we are in the process of evaluating different business opportunities for future acquisitions.
 
 (i) Employees. We have one remaining officer as of January 31, 2004 and no employees.
 
 (j) Voluntary Reporting Contingency. We do not anticipate any contingency upon which we would voluntarily cease filing reports with the SEC, even though we are not required to do so. It is in our compelling interest to report our affairs quarterly, annually and currently, as the case may be, generally to provide accessible public information to interested parties, and also specifically to maintain its qualification for the OTCBB.
 
 
 Item 2. Description of Property.
 
 None.
 
 
 Item 3. Legal Proceedings.
 
 There are no legal proceedings pending against the Company, as of the preparation of this Report.
 
 
 Item 4. Submission of Matters to a Vote of Security Holders. None.
 
 
 Page - 6
  
 PART II
 
 
 Item 5. Market for Common Equity and Stockholder Matters.
 
 
 ( a ) Description of Securities . We are authorized to issue 200,000,000 shares of a single class of Common Voting Stock, of par value $0.001. There were 10,174,353 shares issued and outstanding on January 31, 2004. There are no preferred shares Issued and Outstanding.
 
 Each holder of Common Stock is entitled to one vote per share on all matters submitted for action by the stockholders. All shares of Common Stock are equal to each other with respect to the election of directors and cumulative voting is not permitted; therefore, the holders of more than 50% of the outstanding Common Stock can, if they choose to do so, elect all of the directors. The terms of the directors are not staggered. Directors are elected annually to serve until the next annual meeting of shareholders and until their successor is elected and qualified. There are no preemptive rights to purchase any additional Common Stock or other securities of the Registrant. The owners of a majority of the common stock may also take any action without prior notice or meeting which a majority of shareholders could have taken at a regularly called shareholders meeting, giving notice to all shareholders thereafter of the action taken. In the event of liquidation or dissolution, holders of Common Stock are entitled to receive, pro rata, the assets remaining, after creditors, and holders of any class of stock having liquidation rights senior to holders of shares of Common Stock, have been paid in full. All shares of Common Stock enjoy equal dividend rights. There are no provisions in the Articles of Incorporation or By-Laws which would delay, defer or prevent a change of control.
 
 ( b ) Market Information . Our Company, has one class of securities, Common Voting Equity Shares (Common Stock). The Company's Common Stock is quoted in the over-the-counter market, on the Bulletin Board (OTCBB). To the best of our knowledge there has been inconsistent trading in our common shares. We face a sporadic and potentially volatile trading market. Quotations for, and transactions in, the Securities are capable of rapid fluctuations, resulting from the influence of supply and demand on relatively thin volume. There may be buyers at a time when there are no sellers, and sellers when there are no buyers, resulting in significant variations of bid and ask quotations by market-making dealers, attempting to adjust changes in demand and supply. A sporadic market is also particularly vulnerable to short selling, sell orders by persons owning no shares of stock, but intending to drive down the market price so as to purchase the shares to be delivered at a price below the price at which the shares were sold short.
  
 Quarterending
ourquarter
high bid
low bid
volumeApril 02
1st
.90
.13
32,000July 02
2nd
.40
.12
28,000Oct 02
3rd
.57
.05
21,000Jan 03
4th
.56
.05
30,000April 03
1st
.0375
.0375
0July 03
2nd
.0375
.0375
0Oct 03
3rd
.0375
.0375
0Jan 04
4th
.08
.08
0
  Page - 7
  The market value of non-affiliate shares is calculated as follows:
 
 Total I & O
10,174,353Affiliate
(0)non-affiliate
10,174,353
$0.017
Ave. Price per share
$170,000
 
 
 ( c ) Holders . Management calculates that the approximate number of shareholders of Record of the Company's Common Stock, as of January 31, 2004 was approximately 56 and the number of Beneficial Owners to be approximately 1200.
 
 ( d ) Dividends. We have not paid any cash dividends on our Common Stock, and do not anticipate paying cash dividends on our Common Stock in the next year. We anticipate that any income generated in the foreseeable future will be retained for the development and expansion of our business. Future dividend policy is subject to the discretion of the Board of Directors and will depend upon a number of factors, including future earnings, debt service, capital requirements, business conditions, the financial condition of the Company and other factors that the Board of Directors may deem relevant.
 
 ( e ) Sales of Unregistered Common Stock - Fiscal year ended January 2004 .
 
 1. 7,000,000 new investment shares of common stock were issued to the accredited investors, pursuant to section 4(2) of the 1933 Act, around December 16, 2003.
 
 
 Options and Derivative Securities. There are no outstanding options or derivative securities of this Registrant. There are no shares issued or reserved which are subject to options or warrants to purchase, or securities convertible into common stock of this Registrant.
 
 Risks of "Penny Stock." The Company's common stock may be deemed to be "penny stock" as that term is defined in Reg. Section 240.3a51-1 of the Securities and Exchange Commission. Penny stock are stocks (i) with a price of less than five dollars per share; (ii) that are not traded on a "recognized" national exchange; (iii) whose prices are not quoted on the NASDAQ automated quotation system (NASDAQ) listed stocks must still meet requirement (i) above); or (iv) in issuers with net tangible assets less than $2,000,000 (if the issuer has been in continuous operation for at least three years) or $5,000,000 (if in continuous operation for less than three years), or with average revenues of less than $6,000,000 for the last three years.
 
 Section 15(g) of the Securities Exchange Act of 1934, as amended, and Reg. Section 240.15g-2 of the Securities and Exchange Commission require broker-dealers dealing in penny stocks to provide potential investors with a document disclosing the risks of penny stocks and to obtain a manually signed and dated written receipt of the document before effecting any transaction in a penny stock for the investor's account. Potential investors in the Company's common stock are urged to obtain and read such disclosure carefully before purchasing any shares that are deemed to be "penny stock."
 
 Page - 8
  Moreover, Reg. Section 240.15g-9 of the Securities and Exchange Commission requires broker/dealers in penny stocks to approve the account of any investor for transactions in such stocks before selling any penny stock to that investor. This procedure requires the broker-dealer to (i) obtain from the investor information concerning his or her financial situation, investment experience and investment objectives; (ii) reasonably determine, based on that information, that transactions in penny stocks are suitable for the investor and that the investor has sufficient knowledge and experience as to be reasonably capable of evaluating the risks of penny stock transactions; (iii) provide the investor with a written statement setting forth the basis on which the broker-dealer made the determination in (ii) above; and (iv) receive a signed and dated copy of such statement from the investor, confirming that it accurately reflects the investor's financial situation, investment experience and investment objectives. Compliance with these requirements may make it more difficult for investors in the Company's common stock to resell their shares to third parties or to otherwise dispose of them.
 
 
 Item 6. Management's Discussion and Analysis or Plan of Operation.
 
 ( a ) Plan of Operation .
 
 1. Historical. During 2003, GFGG had been attempting to secure financing through the placement of equity to private and institutional sources, but due to the rapid deterioration of the junior capital markets and, in particular, the technology sectors, securing financing was minimal.
 
  2. Material More Recent Events. Due to the difficulty is raising capital for launching the technologies of Gaofeng Gold Corp., it was decided upon by the board of directors to search for a new sophisticated Board of Directors in an effort to revive the company into a viable operating entity. We had no business or business plan as of January 31, 2003.
 
 We do not anticipate any contingency upon which we would voluntarily cease filing reports with the SEC, even though we may cease to be required to do so. It is in our compelling interest to report its affairs quarterly, annually and currently, as the case may be, generally to provide accessible public information to interested parties, and also specifically to maintain its qualification for the OTCBB. We will continue to file required reports and will begin the evaluation of possible future corporate opportunities and may or may not find a target within the next twelve months.
 
 (b) Cash Requirements and of Need for additional funds, twelve months. Under our current status we have minimal cash requirements for the next twelve months, for the reason that we anticipate some activity during that period, other than compliance with our reporting requirements and finding a profitable business combination. Our required management, legal and professional service requirements during the upcoming twelve month period is believed to be capable of being secured for deferred payment or payment in new investment shares of common stock. There is a significant exception to the previous statement. Our Auditor cannot lawfully or properly be compensated otherwise than by payment for services in cash as billed by such independent auditor. This significant cash requirement is foreseen to be not less than $5,000.00 or more than $10,000.00 during the next twelve months. It may be necessary for us to obtain this minimal funding by borrowing, possibly with a guaranty from our officers, directors or principal shareholder. There is no assurance possible that even these minimal requirements for cash can be met. The failure to maintain current auditing of the corporate affairs would result in the failure of to meet our intentions to file periodic reports, voluntarily or otherwise, at the close of our next fiscal year, January 31, 2005. The expenses of our audit, legal and professional requirements, may be advanced by its management and principal shareholder. No significant cash or funds are required for Management to evaluate possible transactions.
 
 Page - 9
  The Company is a development stage company as defined in Financial Accounting Standards Board Statement No.7. It is concentrating substantially all of its efforts in raising capital and developing its business operations in order to generate significant revenues. We have no present business or business plan other than to seek a profitable business combination, most likely in a reverse acquisition or similar transaction. Accordingly, our plan is to seek one or more profitable business combinations or acquisitions to secure profitability for shareholders. We will eventually concentrate on selecting a business combination candidate. No current fund raising programs are being conducted or contemplated before merger, acquisition or combination is announced, and then any such capital formation would be offered to investors based upon the assets and businesses to be acquired, and not in our present condition, without businesses, revenues, or income producing assets.
 
 In the event, contrary to the expectation of management, that no combination is made within the next twelve to eighteen months, we may be forced to effect some advances from our Principal Shareholder, for costs involved in maintenance of corporate franchise and filing reports as may be required. Should this become necessary, the maximum amount of such advances is estimated not to exceed $20,000.00. No agreement by the Principal shareholder to make such advances is in place, and no guarantee can presently be given that additional funds, if needed, will be available. It is by far more likely that advances will take the form of providing services on a deferred compensation basis. Should further auditing be required, such services by the Independent Auditor may not be the subject of deferred compensation. The expenses of independent Audit cannot be deferred or compensated in stock or notes, or otherwise than direct payment of invoices in cash.
 
 
 ( c ) Discussion and Analysis of Financial Condition and Results of Operations .
 
 ( 1 ) Operations and Results for the past two fiscal years .
 
 Operations
For the year ended
January 31
2004
For the year ended
January 31 2003
Cumulative
Total
Since
InceptionSelected InformationRevenues:
$0
$0
$179,619Total Revenues
0
0
179,619General and Administrative
68,368
381,437
2,387,773Total Expenses
68,368
381,437
2,387,773Net (Loss)
(68,368)
(381,437)
(2,208,154)Net Loss per share
-
(0.10)
(1.25)Weighted average shares outstanding
15,197,412
4,267,488
1,089,006  
 Page - 10
  ( 2 ) Financial Condition for the past two fiscal years .
 
 Balance Sheet:
Selected Information


January 31 2004


January 31
2003Cash and Equivalents

$
99,019


$35Accounts Receivable


0


0Current Assets

$
99,019

$
35Total Assets

$
99,019

$
35Accounts Payable

$
1,750

$
35,152Total Liabilities

$
1,750

$
200,152Common Stock


40,697


6,697Paid-in Capital


2,324,759


1,991,627Accumulated Deficit


(2,268,187
)

(2,198,441
)Total Equity


97,269


(200,117
)Total Liabilities and Equity

$
99,019

$
35
 
 
 Attention is directed to the Notes accompanying our financial statements, including but not limited to the following matters:
 
 Note 2 - Going Concern. The accompanying financial statements have been prepared assuming that the Company will continue as a going concern. The Company is dependent upon raising capital to continue operations. The financial statements do not include any adjustments that might result from the outcome of this uncertainty. It is management's plan to raise capital in order to define their business operations, thus creating necessary operating revenues.
 
 Note 3 -Development Stage Company. The Company is a development stage company as defined in Financial Accounting Standards Board Statement 7. It is concentrating substantially all of its efforts in raising capital and developing its business operations in order to generate operating revenues.
 
 ( d ) Reverse Acquisition Candidate . We are searching for a profitable business opportunity. The acquisition of such an opportunity could and likely would result in some change in control of the company at such time. This would likely take the form of a reverse acquisition. That means that we would likely acquire businesses and assets for stock in an amount that would effectively transfer control of the company to the acquisition target company or ownership group. It is called a reverse-acquisition because it would be an acquisition by this Registrant in form, but would be an acquisition of our company in substance. Capital formation issues for the future of our Company would arise only when targeted business or assets have been identified. Until such time, we have no basis upon which to propose any substantial infusion of capital from sources outside of our circle of affiliates.
 
 
 Page - 11
  Item 7. Financial Statements.
 
 The Audit Committee of this Corporation for this fiscal year consists of our Board of Directors. Management is responsible for our internal controls and the financial reporting process. Our independent auditors are responsible for performing an independent audit of our financial statements in accordance with generally accepted accounting standards and to issue a report thereon. It is the responsibility of our Board of Directors to monitor and oversee these processes. In this context the Committee has met and held discussions with management and the independent accountants. Management recommended to the Committee that our financial statements were prepared in accordance with generally accepted accounting principles, and the Committee has reviewed and discussed the financial statements with Management and such independent accountants, matters required to be discussed by Statement on Auditing Standards No. 61 (Communication with Audit Committees). Our independent accountants also provided to the Committee the written disclosures required by Independence Board Standard No. 1 (Independence Discussions with Audit Committees), and the Committee discussed with the independent accountants that firm's independence.
 
 Based upon the Committee's discussions, and review, of the foregoing, the Committee recommended that our audited financial statements in our Annual Report on Form 10-KSB for the year ended January 31, 2004 be included and filed with the Securities and Exchange Commission.
 
 Please see Exhibit FK-04 for our Audited Financial Statements for the years ended January 31, 2004 and 2003. Our Balance Sheet and Statement of Operations have been substantially reproduced in the preceding Item 6 and discussed therein.
 
 
 Item 8. Changes In and Disagreements With Accountants on Accounting and Financial Disclosure.
 
 On February 9th, 2004, the Board of Directors resolved substantially as follows:
 
 1. The previous auditors Chisholm & Associates is now relieved and discharged prospectively, as a our corporate auditors. Our reports on the financial statements for either of the past two years contained no adverse opinion or disclaimer of opinion, nor were modified as to uncertainty, audit scope or accounting principles. During the two most recent fiscal years and later interim period through the termination of the client-auditor relationship, there were no disagreements of the type described under Item 304(a)(1)(iv)(A) of Regulation S-B. Chisholm & Associates has reviewed the disclosure required by Item 304(a) before it was filed with the Commission and has had the opportunity to furnish Registrant with a letter addressed to the Commission containing any new information, clarification of the Registrant's expression of its views, or the respects in which it does not agree with the statements made by the Registrant in response to Item 304(a).
 
 Page - 12
  2. The Registrant engaged Chisholm, Bierwolf & Nilson, LLC as its independent accountants for the fiscal year ending December 31, 2003. During the most recent fiscal year and any subsequent interim period prior to engaging Chisholm, Bierwolf & Nilson, the Company did not consult with Chisholm, Bierwolf & Nilson regarding either (i) the application of accounting principles to a specific transaction, either completed or proposed; or the type of audit opinion that might be rendered on the Registrant's financial statements; or (ii) any matter that was either the subject matter of a disagreement, as defined in 304(a)(1)(iv) of Regulation S-K and related instructions, or a reportable event, as defined in Item 304(a)(1)(iv)(A) of Regulation S-K. Chisholm, Bierwolf & Nilson has reviewed the disclosure required by Item 304(a) before it was filed with the Commission and has had the opportunity to furnish Registrant with a letter addressed to the Commission containing any new information, clarification of the Registrant's expression of its views, or the respects in which it does not agree with the statements made by the Registrant in response to Item 304(a). Please see Exhibit 16.1 for the Auditor's Letter.
 
  
 The Remainder of this Page is Intentionally left Blank
 
 Page - 13
    
 PART III
 
 
 Item 9. Directors and Executive Officers, Promoters and Control Persons; Compliance with Section 16(a) of the Exchange Act.
 
 
 ( a ) Current Disclosure.
 
 Kevin A. Polis, Esq. , age 32, is our Sole Officer and Director/Custodian. Mr. Polis has a J.D. from the Thomas Jefferson School of Law. Mr. Polis has been involved in business transactions over the past four years. Mr. Polis is currently serving a Sole Officer and Director for custodian purposes only.
 
 ( b ) Material More Recent Events.
 
 None.
  
 Item 10. Executive Compensation.
 
 Management has devoted only an insubstantial amount of time to date, on the affairs of this corporation. No compensation has been accrued or paid to date, nor has any plan of compensation been adopted as of this time. The costs of doing business are believed to be adequately reflected in our financial statements, and are reflected in the billings to us, by our consultant. Please refer to Item 12 of this Part III, for more information and disclosure about our principal consultant.
 
 Summary Compensation, Table A. The disclosure of Executive compensation is provided in the tabular form required by the Securities and Exchange Commission, pursuant to Regulation 228.402.
 
 
 Long Term CompensationAnnual Compensation
Awards
Payoutsa



Name
and
Principal
Position
b





Year
c





Salary
($)
d





Bonus
($)
e


Other
Annual
Compen-sation
($)
f


Restricted
Stock
Awards
($)
g
Securi-ties
Under-
lying
Options
SARs (#)
h




LTIP
Payouts
($)
i


All Other
Compen-sation
($)Kevin A. Polis,
2003
$25,000
0
0
0
0
0
0President
2002
0
0
0
0
0
0
02001
0
0
0
0
0
0
0 
 
 Page - 14
  Item 11. Security Ownership of Certain Beneficial Owners and Management.
 
 Table A/B
 Common Stock
 Officers and Directors and Owners of 5% or more
 
 
 Name and Address of Beneficial Owner
Ownership
PercentKevin A. Polis,Sole Officer and Director
0
0%All Officers and Directors as a Group
0
0Total Shares Issued and Outstanding: for reference only
10,174,353
100%
 
 
 ( a ) Changes in Control . None.
 
 (b) More recent events.  On or about February 9, 2004, the company changed its name to Gaofeng Gold Corp. and affected a forward stock split of 1 for 4 of the issued and outstanding common stock of the company .
 
 Item 12. Certain Relationships and Related Transactions.
 
 None.
 
 Item 13. Exhibits, Financial Statement Schedules, and Reports on Form 8-K.
 
 ( a ) Financial Statements . FK-04 Audited Financial Statements for the years ended January 31, 2004, 2003 and from inception.
 
 ( b ) Form 8-K Reports . We filed a Current Report on Form 8-K on February 18, 2004 to announce the change in our auditors.
 
 ( c ) Exhibits .
 
 Exhibit
 Number   Description of Exhibit
 
 FK-04  Audited Financial Statements for the years ended January 31, 2004, 2003 and from inception.*
 
 *Filed herewith
 
 
 Page - 15
  
 SIGNATURES
 
 
   Pursuant to the requirements of the Securities Exchange Act of 1934, this report has been signed below by the following persons on behalf of the Registrant and in the individual capacities and on the date indicated.
 Gaofeng Gold, Corp.
  Dated: April 30, 2004
 By
 
 
 
 /s/ Kevin A. Polis
 _______________________________
 Kevin A. Polis
 Sole Officer and Director
 
 
 Page - 16
  
 EXHIBIT 31
 
 
 
  Page - 17
  
  CERTIFICATIONS PURSUANT TO SECTION 302
 
 I, Kevin A. Polis, certify that:
  1. I have reviewed this Annual report on Form 10Q-SB of Gaofeng Gold Corporation
  2. Based on my knowledge, this Annual report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this Annual report;
  3. Based on my knowledge, the financial statements, and other financial information included in this Annual report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this Annual report;
  4. The registrant's other certifying officers and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-14 and 15d-14) for the registrant and have:
  a) designed such disclosure controls and procedures to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this Annual report is being prepared;
  b) evaluated the effectiveness of the registrant's disclosure controls and procedures as of a date within 90 days prior to the filing date of this Annual report (the "Evaluation Date"); and
  c) presented in this Annual report our conclusions about the effectiveness of the disclosure controls and procedures based on our evaluation as of the Evaluation Date;
  5. The registrant's other certifying officers and I have disclosed, based on our most recent evaluation, to the registrant's auditors and the audit committee of registrant's board of directors (or persons performing the equivalent functions):
  a) all significant deficiencies in the design or operation of internal controls which could adversely affect the registrant's ability to record, process, summarize and report financial data and have identified for the registrant's auditors any material weaknesses in internal controls; and
  b) any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant's internal controls; and
  6. The registrant's other certifying officers and I have indicated in this Annual report whether there were significant changes in internal controls or in other factors that could significantly affect internal controls subsequent to the date of our most recent evaluation, including any corrective actions with regard to significant deficiencies and material weaknesses.
  Dated: May 13, 2004
 /s/Kevin A. Polis
 Kevin A. Polis
 sole remaing officer director
   
 
 
 Page - 18
   
 EXHIBIT 32
 
 
 
 
 Page - 19
  CERTIFICATION PURSUANT TO 18 U.S.C. SECTION 1350,
 AS ADOPTED PURSUANT TO SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002
 
 CERTIFICATION OF CUSTODIAN
  In connection with the Annual Report of Gaofeng Gold Corporation , a Nevada corporation (the "Company"), on 10-QSB for the period ended January 31, 2003 as filed with the Securities and Exchange Commission (the "Report"), I, Kevin A. Polis, Interim sole officer director of the Company, certify, pursuant to 906 of the Sarbanes-Oxley Act of 2002 (18 U.S.C. 1350), that to my knowledge:
  (1) The Report fully complies with the requirements of section 13(a) or 15(d) of the Securities Exchange Act of 1934; and
  (2) The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company.
  Dated: May 13, 2004
  /s/Kevin A. Polis
 Kevin A. Polis
 Interim sole officer director
  
 Page - 20
  
 
 
 GAOFENG GOLD CORP
 (Formerly ANZA INNOVATIONS, INC.)
 (A Development Stage Company)
 
 FINANCIAL STATEMENTS
 
 January 31, 2004 and 2003
 
   
 Page - 21
  
 
 **C O N T E N T S**
 
 
 Independent Auditors Report
 
 Balance Sheets
 
 Statements of Operations
 
 Statement of Stockholders Equity
 
 Statements of Cash Flows
 
 Notes to the Financial Statements
 
   
 
 Page - 22
  
 
 
 
 INDEPENDENT AUDITORS REPORT
 
 
 To the Board of Directors and Stockholders of
 Gaofeng Gold Corp.
 (formerly Anza Innovations, Inc.)
 
 We have audited the accompanying balance sheets of Gaofeng Gold Corp. (a development stage company) as of January 31, 2004 and 2003 and the related statements of operations, stockholders equity and cash flows for the years then ended, and from inception on August 20, 1998 through January 31, 2004. These financial statements are the responsibility of the Companys management. Our responsibility is to express an opinion on these financial statements based on our audits.
 
 We conducted our audits in accordance with auditing standards generally accepted in the United States of America. Those standards require that we plan and perform the audits to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for our opinion.
 
 In our opinion, the financial statements referred to above present fairly, in all material respects, the financial position of Gaofeng Gold Corp. (a development stage company) as of January 31, 2004 and 2003 and the results of its operations and cash flows for the years then ended, and from inception on August 20, 1998 through January 31, 2004 in conformity with accounting principles generally accepted in the United States of America.
 
 The accompanying financial statements have been prepared assuming that the Company will continue as a going concern. As discussed in Note 2, the Companys recurring operating losses and lack of working capital raise substantial doubt about its ability to continue as a going concern. Managements plans in regard to those matters are also described in Note 2. The financial statements do not include any adjustments that might result from the outcome of this uncertainty.
 
 
 /s/Chisholm, Bierwolf & Nilson
 Chisholm, Bierwolf & Nilson, LLC
 Bountiful, Utah
 May 4, 2004
 
 
 Page - 23
  Gaofeng Gold Corp.
 (formerly Anza Innovations, Inc.)
 (A Development Stage Company)
 Balance Sheet
   January 31,2004


2003CURRENT ASSETSCash

$
99,019

$
35TOTAL CURRENT ASSETS


99,019


35TOTAL ASSETS

$
99,019

$
35LIABILITIES & STOCKHOLDERS' EQUITYCURRENT LIABILITIESAccounts Payable

$
1,750

$
35,152Accrued Wages


0


165,000TOTAL CURRENT LIABILITIES


1,750


200,152STOCKHOLDERS' EQUITYCommon Stock, $.001 Par Value; Authorized 100,000,000Shares; Issued and Outstanding, 40,697,412 and 6,697,412shares, respectively


40,697


6,697Additional paid-in capital


2,324,759


1,991,627Accumulated deficit during the development stage


(2,268,187
)

(2,198,441
)Total Stockholders' Equity


97,269


(200,117
)TOTAL LIABILITIES & STOCKHOLDERS' EQUITY

$
99,019

$
35
     Page - 24
  Gaofeng Gold Corp.
 (formerly Anza Innovations, Inc.)
 (A Development Stage Company)
 Statement of Operations
   FromInception onAugust 20,1998For the Years Ended


throughJanuary 31,


January 31,2004


2003


2004Revenues

$
-

$
-

$
179,619General and Administrative


68,368


381,437


2,387,773Total Expenses


68,368


381,437


2,387,773Net Loss from Operations


(68,368
)

(381,437
)

(2,208,154
)Other Income (Expense)Interest Expense


(1,378
)

(39,499
)

(60,033
)Total Other Income (Expense)


(1,378
)

(39,499
)

(60,033
)Net Income (Loss)

$
(69,746
)
$
(420,936
)
$
(2,268,187
)Loss per Share

$
-

$
0.10

$
(1.25
)Weighted AverageShares Outstanding


15,197,412


4,267,488


1,809,006
    Page - 25
  Gaofeng Gold Corp.
 (formerly Anza Innovations, Inc.)
 (A Development Stage Company)
 Statement of Stockholders' Equity
 AccumulatedDeficitAdditional


During theCommon Stock


Paid-In


DevelopmentShares


Amount


Capital


StageBalances at August 20, 1998


-

$
-

$
-

$
-August 1998 - common stock issuedfor organizational costs at $6,042


1,208,440


1,208


4,834


-January 1999 - common stock issuedfor cash at $1.25 per share


212,400


212


265,288


-Net (loss) for the year ended July 31, 1999











(96,550
)Balance at July 31, 1999


1,420,840


1,421


270,121


(96,550
)April 2000 - common stock issuedfor cash at $0.63 per share


41,600


42


25,958


-Net (loss) for the year ended July 31, 2000











(91,992
)Balance at July 31, 2000


1,462,440


1,462


296,080


(188,542
)September 2000 - cancellation of shares


(480,000
)

(480
)

480September 2000 - Distribution toshareholders in spin-off


-


-


-


(95,530
)Net (loss) for the period ended January 31, 2001











(13,470
)Balance at January 31, 2001


982,440


982


296,560


(297,542
)February 2001 - cancellation of shares


(705,880
)

(706
)

(125,030
)

-October 2001 - stock issued forservices at $1.00 per share


10,000


10


9,990


-November 2001 - stock issued fordebt at $1.80 per share


700,000


700


1,257,134


-December 2001 - stock issued forrounding due to stock split


16


-


-


-Net (loss) for the year ended January 31, 2002











(1,479,963
)Balance at January 31, 2002


986,576

$
987

$
1,438,654

$
(1,777,505
)April 2002 - Stock issued for serviceswith reference to recission ofacquisition of subsidiary


1,000,000


1,000


174,000


-Shares issued for debt conversion


4,652,500


4,653


377,888


-October 18, 2002 - stock issued forrounding due to stock split


58,336


58


1,085


-Net (loss) for the year ended January 31, 2003











(420,936
)Balance at January 31, 2003


6,697,412

$
6,697

$
1,991,627

$
(2,198,441
)May 2003 - Capital contributed by shareholder


-


-


37,132


-November 2003 - Shares issued for wages at $0.04 per share


6,000,000


6,000


219,000


-December 2003 - Shares issued for cash at $0.01 per share


28,000,000


28,000


77,000


-Net (loss) for the year ended January 31, 2004


-


-


-


(69,746
)Balance at January 31, 2004


40,697,412

$
40,697

$
2,324,759

$
(2,268,187
)
    Page - 26
  Gaofeng Gold Corp.
 (formerly Anza Innovations, Inc.)
 (A Development Stage Company)
 Statement of Cash Flows
  FromInception onAugust 20,1998For the Years Ended


throughJanuary 31,


January 31,2004


2003


2004Cash Flows from Operating ActivitiesNet Loss

$
(69,746
)
$
(420,936
)
$
(2,268,187
)Adjustments to reconcile net loss tonet cash provided by operations:Shares issued for services


60,000


176,143


246,143Shares issued for accrued wages


165,000


-


165,000Shares issued for debt


-


382,540


382,540Shares issued for accrued interest


-


-


19,156Notes payable issued for expenses


-


-


1,042,443Depreciation and amortization


-


-


70,013Increase (Decrease) in accrued liabilities


(165,000
)

(172,864
)

(201,778
)Decrease (Increase) in receivables


-


-


(63,790
)Increase (Decrease) in payables


3,730


35,152


371,897Increase (Decrease) in advances


-


-


32,910Net Cash (Used) Provided by Operating Activities


(6,016
)

35


(203,653
)Cash Flows from Investing ActivitiesCash acquired from subsidiary


-


-


9,070Cash contributed in distribution


-


-


(1,176
)Cash paid for property and equipment


-


-


(176,722
)Net Cash (Used) Provided by Investing Activities


-


-


(168,828
)Cash Flows from Financing ActivitiesProceeds from notes payable


-


-


75,000Issued common stock for cash


105,000


-


396,500Net Cash (Used) Provided by Financing Activities


105,000


-


471,500Net increase (decrease) in cash


98,984


35


99,019Beginning Cash


35


-


-Ending Cash

$
99,019

$
35

$
99,019Supplemental Cash Flow InformationCash paid for interest

$
-

$
-

$
-Cash paid for income taxes

$
-

$
-

$
-Non-cash activitiesShares issued for subsidiary

$
-

$
-

$
960,000Shares issued for services

$
60,000

$
176,143

$
246,143Shares issued for debt conversion

$
-

$
-

$
-Notes payable issued for expenses

$
-

$
-

$
1,042,443Shares issued for notes payable and interest

$
-

$
-

$
1,640,374Shares issued for accrued wages

$
165,000

$
-

$
165,000Forgiveness of accounts payable by shareholder

$
37,132

$
-

$
37,132
    Page - 27
    GAOFENG GOLD CORP.
 (Formerly Anza Innovations, Inc.)
 (A Development Stage Company)
 Notes to the Financial Statements
 January 31, 2004 and 2003
 
 NOTE 1 -SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
 
 a. Organization
 
 Gaofeng Gold Corp., (formerly Anza Innovations, Inc.) (the Company) was incorporated on August 20, 1998 under the laws of the State of Nevada. The Company is currently engaged in the development of a computer-aided editing service.
 
 b. Accounting Method
 
 The Company recognizes income and expense on the accrual basis of accounting.
 
 c. Cash and Cash Equivalents
 
 The Company considers all highly liquid investments with maturities of three months or less to be cash equivalents.
 
 d. Earnings (Loss) Per Share
 
 The computation of earnings per share of common stock is based on the weighted average number of shares outstanding at the date of the financial statements.
 
 From InceptionAugust 20, 1998For the Years Ended


throughJanuary 31,


January 312004


2003


2004Income (loss) numerator

$
(69,746
)
$
(420,936
)
$
(2,268,187
)Shares (denominator)


15,197,412


4,267,488


1,809,006Per share amount

$
-

$
(0.10
)
$
(1.25
)
   
 
 Page - 28
    GAOFENG GOLD CORP.
 (Formerly Anza Innovations, Inc.)
 (A Development Stage Company)
 Notes to the Financial Statements
 January 31, 2004 and 2003
 
 
 NOTE 1 -SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued)
 
 e. Fiscal Year End
 
 The Company has elected a January 31 fiscal year end.
 
 f. Provision for Income Taxes
 
 No provision for income taxes has been recorded due to net operating loss carryforwards totaling approximately $2,268,187 that will be offset against future taxable income. These NOL carryforwards begin to expire in the year 2019. No tax benefit has been reported in the financial statements because the Company believes there is a 50% or greater chance the carryforward will expire unused.
 
 Deferred tax assets and the valuation account is as follows at January 31, 2004 and 2003:
  
 January 31,2004


2003Deferred tax asset:NOL carryforward

$
770,755

$
747,470Valuation allowance


(770,755
)

(747,470
)Total

$
-

$
-
   g. Revenue Recognition
 
 Revenue from editing services is recorded as services are performed.
 
 NOTE 2 -GOING CONCERN
 The accompanying financial statements have been prepared assuming that the Company will continue as a going concern. The Company has had recurring operating losses and is dependent upon financing to continue operations. The financial statements do not include any adjustments that might result from the outcome of this uncertainty. It is managements plan to raise capital in order to pursue its business operations, thus creating necessary operating revenue.
 
 NOTE 3 -DEVELOPMENT STAGE COMPANY
 
 The Company is a development stage company as defined in Financial Accounting Standards Board Statement No. 7. It is concentrating substantially all of its efforts in raising capital and defining its business operation in order to generate significant revenues.
 
 
 Page - 29
    GAOFENG GOLD CORP.
 (Formerly Anza Innovations, Inc.)
 (A Development Stage Company)
 Notes to the Financial Statements
 January 31, 2004 and 2003
 
 NOTE 4 -ACQUISITION AND RESCISSION OF ACQUISITION OF SUBSIDIARY
 
 On February 27, 2001, the Board of Directors and shareholders of the Company approved a plan of reorganization and acquisition with TriLucent Technologies, Inc. (TTI), a private Nevada Company. Pursuant to the agreement, the Company exchanged 64,000 shares of their common stock for all of the outstanding shares of TTI, increased the number of shares authorized to 100,000,000, and changed their name to TriLucent Technologies, Corporation. Also pursuant to the agreement, certain shareholders of the Company returned 176,470 shares of the Companys common stock to facilitate the acquisition.
 
 On January 31, 2002, the Board of Directors and shareholders of the Company approved a plan of rescission of the acquisition of TTI. Pursuant to the agreement, the Company exchanged the TTI shares which were acquired in the acquisition for their shares which were issued in the acquisition. The investment recorded on the date of the acquisition has been reversed and the intercompany accounts have been eliminated and recorded through additional paid in capital. The January 31, 2002 financial statements include the operations of TTI from February 27, 2001, the date of acquisition, to January 31, 2002, the date of the plan of rescission.
 
 NOTE 5 -REORGANIZATION AND SPIN-OFF
 
 On September 1, 2000, the Board of Directors and shareholders of the Company approved a plan of reorganization and spin-off whereby the operations and assets of the Company were spun out to NetFilms, Inc., a subsidiary of the Company. The shareholders of the Company were then issued shares in and distributed all interest of NetFilms, Inc.
 
 NOTE 6 -STOCK SPLIT
  
 In October 2002, the Company completed a reverse stock split of 4-for-1. The financial statements have been retroactively restated for the stock split.
 
 In April 2001 and November 2001, the Company completed a forward stock split of 2-for-1 and a reverse split of 1-for-100, respectively. The financial statements have been retroactively restated for the stock splits.
 
 In September 2000, the Company completed a forward stock split of 10-for-1. The financial statements have been retroactively restated for the stock split.
 
 NOTE 7 -RELATED PARTY TRANSACTIONS
  
 During the year ended January 31, 2004, the Company issued 6,000,000 shares of common stock to an officer in settlement of accrued wages of $225,000.
 
 During the year ended January 31, 2004, a shareholder of the Company forgave an accounts payable of $37,132.
 
 Page - 30
    GAOFENG GOLD CORP.
 (Formerly Anza Innovations, Inc.)
 (A Development Stage Company)
 Notes to the Financial Statements
 January 31, 2004 and 2003
 
 NOTE 8 -SUBSEQUENT EVENT
  
 During February 2004, the Company changed its name to Gaofeng Gold Corp., and approved a 4 for 1 forward stock split. These financial statements have been retroactively restated for the forward stock split.
 
 Page - 31