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

[X] ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE
    ACT OF 1934

                     For the fiscal year ended June 30, 2004

[ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE
    ACT OF 1934

            For the transition period from ___________ to___________

                        Commission File Number: 000-50177

                       NANO SUPERLATTICE TECHNOLOGY, INC.
              (Exact name of small business issuer in its charter)

          Delaware                                               95-4735252
(State or other jurisdiction of                               (I.R.S. Employer
incorporation or organization)                               Identification No.)

          No. 666, Jhensing Rd.
Gueishan Township, Taoyuan County 333
               Taiwan, ROC                                           N/A
(Address of principal executive offices)                          (Zip Code)

                Registrant's Telephone Number: 011-886-3-349-8677

          Wigwam Development, Inc., 1438 Black Brant Place, Parksville,
                               BC V9P 2A3, Canada
                            (Former Name and Address)

Check  whether  the issuer  (1) has filed all  reports  required  to be filed by
Section 13 or 15(d) of the  Securities  Exchange  Act of 1934 during the past 12
months (or for such shorter period that the registrant was required to file such
reports),  and (2) has been subject to such filing  requirements for the past 90
days. YES [X] NO [ ]

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

Issuer's  revenues for its most recent  fiscal  year:  $645,571.  The  aggregate
market value of the common stock held by  non-affiliates of the registrant as of
June 30, 2004 was approximately  $59,655,540,  based upon the closing sale price
of $3.09 per share as reported by The Over the  Counter  Bulletin  Board on such
date. There were 27,370,000  shares of the Company's common stock outstanding on
October 11, 2004.

Transitional Small Business Disclosure Format (check one): YES [ ]  NO [X]

                   DOCUMENTS INCORPORATED BY REFERENCE - NONE
<PAGE>
                                TABLE OF CONTENTS

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PART I ......................................................................  1
     Item 1.  Description of Business........................................  1
     Item 2.  Description of Property........................................  8
     Item 3.  Legal Proceedings..............................................  8
     Item 4.  Submission of Matters to a Vote of Security Holders............  8

PART II .....................................................................  9
     Item 5.  Market for Common Equity and Related Stockholder Matters.......  9
     Item 6.  Management's Discussion and Analysis or Plan of Operation......  9
     Item 7.  Financial Statements........................................... 13
     Item 8.  Changes in and Disagreements With Accountants on Accounting
              and Financial Disclosure....................................... 30
              Controls and Procedures........................................ 30
              Other Information ............................................. 30
     Item 9.  Directors and Officers......................................... 31
     Item 10. Executive Compensation......................................... 32
     Item 11. Security Ownership of Certain Beneficial Owners and
              Management..................................................... 33
     Item 12. Certain Relationships and Related Transactions................. 34
     Item 13. Exhibits and Reports on Form 8-K............................... 34
     Item 14. Principal Accountant Fees and Services......................... 35

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                                     PART I
ITEM 1.  DESCRIPTION OF BUSINESS.

OVERVIEW

     Nano  Superlattice  Technology,  Inc.  (referred to herein as "Nano" or the
"Company") was  incorporated in the State of Delaware on July 20, 1998 under the
name "Wigwam Development, Inc." On May 19, 2004, the Company changed its name to
"Nano  Superlattice  Technology,  Inc." The  Company,  through its  wholly-owned
subsidiary,  Nano  Superlattice  Technology Inc. (BVI), a British Virgin Islands
company  ("Nano-BVI"),  with  operations  in  Taiwan,  is  in  the  business  of
developing and producing  nano-scale coating technology to be applied to various
mechanical  tools and metal surfaces for sale to  manufacturers in the computer,
mechanical  and  molding  industries  in Taiwan.  Nanotechnology,  or  molecular
manufacturing,  is a technological process used in manufacturing  products to be
lighter, stronger, smarter, cheaper, cleaner and more precise.

     Nano   Superlattice   Technology,   Inc.  (Taiwan)   ("Nano-Taiwan"),   the
wholly-owned  subsidiary of Nano-BVI,  was established in Taiwan in January 2002
to perform  nanotechnology  research and development and apply nanotechnology in
actual  production.  Since its formation the Company has successfully  completed
the  construction of its own  manufacturing  plant,  which made  Nano-Taiwan the
first  professional  nano-coating  manufacturer  with  production  capability in
Taiwan.  Generally,  a client  will  supply the Company  with  components  to be
coated. These components are then returned to the clients and placed,  installed
or used in the  client's  products.  The  Company  generates  a  portion  of its
revenues by charging clients a fee for the coating. As the Company develops,  it
intends to expand its services by direct  purchasing  of components to be coated
from suppliers appointed by the client.

     Since  inception  in  2002,  Nano-Taiwan's  business  has  progressed  from
development,  to pilot  production to mass  production.  The Company's  business
strategy is to increase  its market  share by first  focusing on  providing  its
superlattice  nano-coating  technology  service  to  manufacturers  in  domestic
markets,  expanding  into Mainland  China  markets,  and further  expanding into
international  markets.  Since  nanotechnology has a vast application range, the
Company also intends to conduct  further  research into the many additional uses
for  nanotechnology  with the goal of  becoming  an  internationally  recognized
nanotechnology design center.

     In the  future,  the  Company  expects  to expand  the  number  and type of
industries  it is able to service.  The  Company  anticipates  working  with the
developmental   needs  of  Taiwan's   semiconductor,   precision  machinery  and
telecommunication industries to establish micro-component production,  equipment
and inspection technology, and micro-system assembly and testing technology. The
Company also plans to integrate the design technologies of mechanical,  optical,
electronic, magnetic, and micro systems to be applied in future products.

     On May 26, 2004,  the Company  acquired  all of the issued and  outstanding
stock of Nano-BVI,  pursuant to a Share Exchange Agreement,  dated as of May 26,
2004, by and among the Company,  Mr. Wen Chao Hsin, Ms. Alice Tzu-Shia Hwang and
Nano-BVI  (the  "Exchange  Agreement").   Nano-BVI  is  the  parent  company  of
Nano-Taiwan.  Pursuant to the Exchange Agreement, Nano-BVI became a wholly-owned
subsidiary  of the Company.  In exchange for the  Nano-BVI  shares,  the Company
issued  2,504,000  shares of its common stock to the  shareholders of Nano-BVI ,
representing  approximately 91.5% of the Company's issued and outstanding shares
of common stock.  The following five persons were appointed to fill vacancies on
the Company's Board of Directors:  Alice Tzu-Hsia Hwang,  Chien Fang Wang, Kevin
Chung-Chieh  Lin,  Yun-Chun Tseng and Tzu-Sheng Su.  Messrs.  Yu-Chien Cheng and
Tzu-Sheng Su were subsequently appointed to the Board of Directors.

PRINCIPAL SUPPLIERS

     The Company  relies on two main  suppliers of the nickel and aluminum  used
for coating.  Nickel is obtained from Beijing's  Great Wall Ti-Gold  Corporation
for use on the heatsinks coated for Compal Electronics.  Aluminum is supplied by
Germany's  GFE  Corp.,  for use on cell  phone  numeric  key pads and covers for
Silitech  Technology  Corp.  The Company has other  suppliers  from which it can
purchase nickel and aluminum.  Due to the abundant supply of aluminum and nickel
in the marketplace and the limited  quantity of these products that are required

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by the Company to use in its coating processes, the Company believes that it has
and will continue to have ready access to aluminum and nickel  necessary for use
in its coating processes.

SERVICES OR PRODUCTS

     The Company  develops  and produces  nano-scale  coating  technology  to be
applied to various  products  of its  customers  in Taiwan and  Mainland  China,
primarily for use in industrial drills,  milling cutters, cell phone casings and
buttons and heat sinks for  computers.  The  Company's  unique  core  technology
coating system is the Superlattice ABS (Arc Bond and Sputtering)  system coating
technology. Arc Bond and Sputtering are two types of coating technologies. Using
the  Company's  unique   Superlattice   system,  the  Arc  Bond  and  Sputtering
technologies  are  combined to improve a product's  strength and to decrease the
weaknesses and flaws that may be inherent in the use of just one type of coating
technology.  The Superlattice ABS system technology combines multiple nano-scale
layers of metals, mainly nickel and aluminum,  which are known to have excellent
hardness properties and chemical resistance,  in consecutive films that give the
base  material of the product that is coated a new and improved  structure.  The
application  of the coating on  industrial  products is designed to change their
physical  properties,   thus  improving  an  individual  product's   durability,
resistance, and performance.  The Company's nano-coating technology is also more
environmentally friendly than traditional coating or electroplating processes.

     The software the Company uses for its coating  processes is supplied by and
essentially  incorporated into the Company's  manufacturing  machinery by Hauzer
Techno Coating BV of The Netherlands.  While produced by Hauzer,  this machinery
and its software were designed  exclusively by Dr. Yu-Chien Cheng, a Director of
the Company and its Chief  Supervisor of Technology,  and his team of engineers,
consultants  and physics  experts.  The software and the  machinery  represent a
unique  design  which  encompasses  the  Company's  proprietary  technology  and
knowledge and which meet the Company's  equipment  specifications  and technical
production standards. These machines are capable of creating and sustaining high
temperatures,  handling large volumes of metals and creating a vacuum  necessary
for  nano-coating  processes.  The Company  believes  that the  software and the
machinery are the only of their kind in existence.  The Company has an exclusive
agreement  with Hauzer which  prohibits  Hauzer from  utilizing  the software or
reproducing a similar piece of machinery until February 2005,  which date can be
extended to December 31, 2007 upon the Company  purchasing  another machine from
Hauzer.  The term of this agreement  expires December 31, 2007. The construction
of the  machinery  used by the  Company  represents  technical  innovations  and
designs which it believes  have never before been  produced by the  nano-coating
industry.

     Through  the  use  of  computer   controls,   the  Company's   superlattice
nano-coating  technology  enables it to  increase  the value of the  products it
processes.   The  coating   technology   can  be  broadly   applied  to  improve
wear-resistance  and the friction  coefficient of cutting tools and molds, while
laying  down  a  foundation  for  high-speed  processing  techniques,  which  is
difficult to achieve  using  conventional  coating and  chemical  electroplating
technology.  The  Superlattice ABS system is targeted towards the manufacture of
hi-tech  components  in  the  aviation,  electronics,   defense,  and  precision
electrical  engineering  industries.   The  coating  technology  researched  and
developed by the Company is durable and thin, has good heat and shock-resistance
performance and is dent and  abrasion-proof.  The technology can allow a cutting
edge to maintain high cutting strength while avoiding dust accumulation, and can
be used to process steel products,  high-temperature  alloys,  stainless steels,
hard processing materials, aluminum, stone mill, and alloy steel. Molds or tools
which have been coated are at least three (3) times  stronger  than the original
base  materials in terms of their  hardness,  wear-resistance,  peel-resistance,
heat-resistance,   corrosion-resistance,  and  heat  transfer  efficiency.  When
compared to  non-coated  tungsten  carbide,  the  Company's  coating  technology
increases the efficiency of coated  tungsten  carbide by 15% and does not damage
the cutting tools. The Company's thin film coating  technology can be applied to
cutting  tools,  molds,  heat  sinks,   electronic   components  (e.g.,  passive
components   like   resistors,    capacitors,    inductors,    etc.),   sensors,
optoelectronics, and optics.

     The Company believes its self-developed  Superlattice ABS system technology
improves  flaws in  complicated  geometric  structures  of base  materials.  The
Company  believes that its handling method has already become  practical for the
cutting of tools and molds. The Company's system enables coating applications at
the relatively low temperature of 500(0)C and below,  which avoids affecting the
precision or size of the tools or molds being coated, which can become misshapen
at high  temperatures.  The  Company  has adopted  advanced  technology  for its
anti-friction,  anti-oxidation,  and super strength techniques. When utilized on
cutting tools such as grinder blades, drills, milling cutters, screw taps, hobs,
sharper cutters, and saw cutters, the tools' lifespan are prolonged by three (3)

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<PAGE>
to ten (10)  times.  The  melting  phenomenon  of a  nano-coated  knife-edge  is
substantially reduced and the cutting surface is smoother.  The consumption rate
of the cutting tools and machine down time drop, which reduced production costs.

     The  Company  has  successfully   researched,   developed  and  tested  the
TiAlYCrN/CrN/c-m thin film processing technology and super-hard thin films using
metallic  materials such as TiZrN, CrN and TiAlN. The Company has also developed
the TiAlVN  multiple  layer thin film,  which has the  hardness of a diamond and
which, the Company believes, is one of the more advanced coating films currently
on the  market.  The low  temperature  of vacuum  sputtering  technology  allows
metallic coating (copper,  silver, nickel,  aluminum, or chromium) to be applied
to the surface of base materials such as plastics and acrylics.

     The  Company's  technology  provides  stronger  adhesion  and better  meets
physical requirements of its customers.  For drill bits, the Company's customers
require  coatings  which enhance  hardness,  heat and abrasion  resistance.  For
heatsinks,  the Company's  customer  desires that only one portion of the object
(the  wetting  layer) be coated with the  substrate,  which is  impossible  with
traditional  coating  methods such as electric  plating.  For  products  such as
mobile phone cases and key pads, the Company's  customers require coatings which
make  the  product  smoother,   sleeker,  scratch  resistant  and  aesthetically
pleasing.

     According  to the  Ministry of  Economic  Affairs'  Science and  Technology
Association of Taiwan,  Taiwan's printed circuit boards'  production  volume and
drill usage are ranked as among the highest in the world. The lifespan of a 0.25
mm (bore  diameter)  printed  circuit board  machine drill  commonly used in the
Taiwanese  market can be prolonged by more than five (5) to ten (10) times after
processing by the Company.  In addition,  the  electronics  industry is trending
toward "lighter,  thinner,  shorter, and smaller", and therefore printed circuit
boards are moving  towards higher  densities in wiring and holes.  The Company's
superlattice  nano-coating processes aids this trend by strengthening drill bits
so that they can punch  smaller  holes into  circuit  boards and can be used for
longer  periods  of time,  thus  reducing  costs and  enhancing  product  value.
Strengthening and adding to the lifespan of drill bits with continually  smaller
diameters  permits computer and electronics  manufacturers to make products with
more components, memory and functions.

     The Company's  super-hard alloy coating materials were especially developed
for  printed  circuit  board  drills  in  response  to market  requirements  for
diversified,  multi-layer  and high density base  materials for printed  circuit
boards.  Compared to other thin film techniques,  the ABS system is effective in
reducing friction and distortion, increasing anti-oxidation,  high-speed cutting
suitability  and  hardness.  This not only  increases the lifespan of customers'
(printed circuit board  manufacturers)  drills, but also reduces the replacement
frequency of drill heads and lowering costs. In addition,  the Company  believes
that Taiwan's annual cell phone  production has and will continue to represent a
significant  market for the Company.  The design and  selection of materials for
cell  phone  casing  and  buttons  have now  become as  important  as cell phone
functions.  The  Company's  low  temperature  vacuum  sputtering  technology  is
designed especially for polymer materials and consumptive  application materials
like cell phones.  The Company's  believes its products make its customers  more
competitive,  and in return the Company's  customers  create a potential for its
future market development.  The Company's goal is to create products with strong
technical  features  and  output,  and  create  stockholder  profits  and client
competitiveness through effective cost management and control.

     The Company  believes the market for its products is strong and is expected
to grow.  It is  estimated  by the  Ministry  of Economic  Affairs'  Science and
Technology  Association  of Taiwan  that the drill  market in  Taiwan's  printed
circuit board  industry was over NT$1 billion in 2003.  According to predictions
made by the Industrial Technology Research Institute of Taiwan, the output value
of the micrometer/nanometer-molds' material and application markets by 2008 will
be approximately NT$5 billion and approximately NT$25 billion respectively;  the
output value for nano-structure  surface processing technology for molds will be
approximately NT$500 million and approximately NT$2 billion,  respectively;  and
the output values for nano-precision processing technology will be approximately
NT$10 billion and approximately NT$30 billion, respectively.

     The  government  of China has awarded  the Company a special  five year tax
free  status.   This  has  been  awarded  to  us  due  to  our   involvement  in
nanotechnology  related  fields,  which is one of the  Republic of China's  "Ten
National Projects".

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<PAGE>
PATENTS, TRADEMARKS,  LICENSES, FRANCHISES,  CONCESSIONS,  ROYALTY AGREEMENTS OR
LABOR CONTRACTS

     In the hard-coating field, Dr. Cheng was awarded a ten year patent on anode
arc ion  plating  technology  on October 25,  2002 in the  People's  Republic of
China.  Dr.  Cheng has entered  into an  agreement  with the Company  whereby he
granted the Company use of the technology under this patent without condition in
exchange for receiving equity in the Company. This agreement expires on December
31, 2009. There is a pending patent application in Taiwan. The patent is used by
the Company as part of its superlattice nano-coating technology.

SALES AND MARKETING

     The  Company has a developed a  multi-phase  sales and  marketing  strategy
which  initially  focuses on  developing  and  consolidating  domestic  markets,
advancing  more  significantly  into Mainland  China markets and expanding  into
international   markets  by   incorporating   global  planning  and  management.
Specifically,  the Company's sales and marketing plan includes  targeting as its
customers  printed  circuit  board  manufacturers  and  large  scale  outsourced
processing  factories.  The Company's strategic  objectives for the remainder of
2004  through  2006 will be to  consolidate  domestic  markets and  subsequently
develop the  Mainland  China  market.  The Company  believes  that the  advanced
economy and  concentrated  electronics and computer markets in Taiwan present it
with a significant business opportunity in various product areas.

     The Company  has a Sales  Department  that is  responsible  for  developing
customers and generating orders,  arranging production,  liaising with customers
and  reviewing  contracts.  The  Company has  adopted a  "One-on-One  Marketing"
strategy to market its technologies.  In "One-on-One Marketing," the Company has
and continues to establish a concise statistical and business profile of each of
its  customers   whereby  it  records  each   customer's   products,   business,
requirements  and history.  The Company  believes that this approach enables its
sales  executives to respond more quickly to each  customer's  requirements  and
enables the Company to better provide products and services to its customers. As
part of its  "One-on-One  Marketing"  strategy,  the  Company  employs a special
system  called  Client  Relationship  Management,  or CRM.  The CRM system is an
integrated  system for marketing,  sales and service that enables the Company to
record  information  regarding  its  clients'  practices  and  behaviors  and to
proactively seek business  opportunities  based on related sales knowledge.  The
goal of the CRM system is to create an environment  which  facilitates  business
operations and optimizes profitability by customizing products for the Company's
clients in a timely and efficient manner.

COMPETITION

     The  Company's  primary  competition  comes from the  traditional  electric
plating industry.  Electroplating is the process of producing a coating, usually
metallic,  on a surface by the action of electric  current.  The deposition of a
metallic  coating onto an object is achieved by putting a negative charge on the
object to be coated and  immersing it into a solution  which  contains a salt of
the metal to be deposited.  The Company also competes with other  companies that
use nano-coating processes, such as American Standard in the United States.

     The  Company  believes  that  it  has  a  competitive  advantage  over  its
competitors. Due to the imperfect and inefficient nature of traditional electric
plating as well as the high quality and diverse  applications  and attributes of
nano-coatings,  the Company  believes that its business plan offers a compelling
alternative to electric plating.  In addition,  the electroplating  process uses
liquids and  chemicals  which are  difficult to control and which have waste and
contamination  issues. The Company also believes that the general  developmental
direction of its business is  significantly  different  from other  nano-coating
companies  in its  marketing  efforts,  product  focus,  production  process and
substrate  materials  employed.  Other  nano-coating  companies  have  generally
focused on decorative coatings and not the computer-related,  high-tech products
on which  the  Company  is  focusing.  The  Company  believes  that the level of
complexity of its nano-coatings  and its production  processes are more advanced
that that of its competitors.

     Businesses engaged in nano-coatings and similar technologies evolve rapidly
and there is  intense  competition.  Companies  of all sizes are  engaged in the
development and  commercialization  of technologies similar to ours. Many of our
competitors have  substantially  greater  financial and other resources,  larger
research and development  staffs and more experience in the regulatory  approval
process.  Moreover,  potential  competitors  have or may have  patents  or other
rights that conflict with patents covering our technologies.

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EMPLOYEES

     The Company has a total of 33 full-time employees,  working in the areas of
Sales,  Finance,  Technical,  Quality Assurance and  Manufacturing.  None of the
Company's employees are members of a union or labor organization.

RESEARCH AND DEVELOPMENT

     The  Company has spent the last year  researching  and  developing  special
holders that can operate in conjunction with its specially designed machinery to
facilitate the coating of certain products that need to be positioned  precisely
inside the plasma chamber during the coating  process.  Over the past two years,
the Company has incurred approximately  US$300,000 and approximately  US$350,000
in fiscal year 2003 and 2004,  respectively,  on research and development costs,
including consulting fees, personnel and equipment.

RISK FACTORS

     In addition to the other  information in this annual report,  the following
factors should be considered  carefully in evaluating the Company's business and
prospects.  THE FOLLOWING  MATTERS,  AMONG OTHERS,  MAY HAVE A MATERIAL  ADVERSE
EFFECT ON THE BUSINESS, FINANCIAL CONDITION, LIQUIDITY, RESULTS OF OPERATIONS OR
PROSPECTS,  FINANCIAL OR OTHERWISE, OF THE COMPANY. REFERENCE TO THIS CAUTIONARY
STATEMENT IN THE CONTEXT OF A  FORWARD-LOOKING  STATEMENT OR STATEMENTS SHALL BE
DEEMED TO BE A STATEMENT THAT ANY ONE OR MORE OF THE FOLLOWING FACTORS MAY CAUSE
ACTUAL RESULTS TO DIFFER MATERIALLY FROM THOSE IN SUCH FORWARD-LOOKING STATEMENT
OR STATEMENTS.

RISKS RELATED TO OUR BUSINESS

WE ARE SUBJECT TO RISKS INHERENT FOR RECENTLY ESTABLISHED  BUSINESSES BASED ON A
NEW TECHNOLOGY.

     We face risks such as:

     *    lack  of  diversity  in our  business,  which  creates  a  substantial
          reliance on the success of our only technology,  nano-coatings,  which
          has not yet gained widespread acceptance in the marketplace;
     *    our  inability  to improve on and  enhance our  existing  nano-coating
          technology;
     *    our customers using in-house coating facilities instead of outsourcing
          these processes to us;
     *    rapid increases in competition from other companies, some of which may
          have  considerable  greater  financial and other resources than we do;
          and
     *    other  technologies,  such as laser boring technology,  which may make
          our technology less desirable to existing or potential customers.

THE  DEVELOPMENT AND MAINTENANCE OF OUR MACHINERY IS EXPENSIVE AND WE MAY NOT BE
ABLE TO PROVIDE OUR PRODUCTS IN A TIMELY FASHION.

     Our   nano-coating   processes  are  expensive  and  require  us  to  incur
significant  costs.  We were  required to develop  the  software  and  machinery
necessary for the nano-coating processes.  This machinery is complex and we face
risks in running our production facilities, including:

     *    hiring and maintaining  qualified,  full-time employees to operate our
          machinery;
     *    further  developing  our software  and  machinery to adapt to changing
          market conditions;
     *    decreasing  production  times to better service our customers'  needs;
          and
     *    obtaining  a  continuous  supply  of  high  quality  electrical  power
          necessary to operate our machinery.

If we are not  successful  in meeting  these  challenges,  we may not be able to
supply our customers with products in a timely fashion and our business could be
materially adversely affected.

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<PAGE>
WE HAVE A LIMITED OPERATING HISTORY.

     We have a limited operating history upon which potential investors may base
an  evaluation  of our  prospects  and  there can be no  assurance  that we will
achieve our objectives.  Our prospects must be considered in light of the risks,
expenses and  difficulties  frequently  encountered  by companies in their early
stages of development,  particularly companies in a rapidly evolving market such
as nanotechnology and particularly nano-coating technology.  Such risks include,
but are not limited to:

     *    our ability to obtain and retain  customers  and attract a significant
          number of new customers;
     *    our ability to implement our growth strategy, especially our sales and
          marketing efforts;
     *    risks associated with financings and liquidity requirements; and
     *    rapidly changing customer requirements.

THE INABILITY TO OBTAIN PATENT AND COPYRIGHT  PROTECTION  FOR OUR  TECHNOLOGY OR
MISAPPROPRIATION  OF  OUR  INTELLECTUAL  PROPERTY  COULD  ADVERSELY  AFFECT  OUR
COMPETITIVE POSITION.

     Our success depends on our software and internally developed  technologies,
know-how, and related intellectual properties. Management regards the technology
as proprietary and will attempt to protect it by seeking patents,  copyrights or
trademarks,   and  by  invoking  trade  secret  laws  and   confidentiality  and
nondisclosure  agreements.  Despite these precautions,  it may be possible for a
third party to obtain and use our services or technology without authorization.

     We may need to resort to  litigation in the future to enforce or to protect
our intellectual  property rights. In addition,  our technologies and patent may
be claimed to conflict  with or infringe  upon the  patent,  trademark  or other
proprietary rights of third parties.  If this occurred,  we would have to defend
ourselves  against such challenges,  which could result in substantial costs and
the  diversion  of  resources.  Any of these events  could  materially  harm our
business.

WE MAY HAVE  FUTURE  CAPITAL  NEEDS FOR WHICH WE WILL NEED TO ACCESS  ADDITIONAL
FINANCING.

     We currently  anticipate that our available funds and resources,  including
sales,  will be sufficient to meet our anticipated needs for working capital and
capital  expenditures for the next nine months. We will need to raise additional
funds in the  future in order to fund more  research  and  development  and more
rapid expansion and to develop new or enhanced products. If additional funds are
raised  through  the  issuance of equity or  convertible  debt  securities,  our
current  stockholders  may experience  dilution and any such securities may have
rights,  preferences  or privileges  senior to those of the rights of our common
stock. There can be no assurance that additional  financing will be available on
terms  favorable  to us, or at all. If adequate  funds are not  available or not
available on acceptable terms, we may not be able to fund our expansion, promote
our  brand  name as we  desire,  take  advantage  of  unanticipated  acquisition
opportunities,  develop or enhance products or respond to competitive pressures.
Any such inability could have a material adverse effect on our business, results
of operations and financial condition.

WE MAY NOT BE ABLE TO RETAIN OUR KEY MANAGEMENT.

     As a small  company  with a limited  number  of  personnel,  we are  highly
dependent  on the  services of Ms.  Alice  Tzu-Shia  Hwang,  our  President  and
Chairman of the Board, Dr. Yu-Chien Cheng,  Chief Supervisor of Technology and a
member of our Board of Directors,  as well as the other principal members of our
management and  scientific  staff.  The loss of one or more of such  individuals
could  substantially  impair  ongoing  research and  development  programs.  Our
success  depends in large part upon our  ability  to attract  and retain  highly
qualified personnel.  We compete in our hiring efforts with other nanotechnology
and high tech  companies  and we may have to pay higher  salaries to attract and
retain personnel.

WE MAY NOT BE ABLE TO EXPLOIT THE PATENT HELD BY DR. CHENG.

     We  exploit  the  patent  held by Dr.  Cheng  as  part of our  nano-coating
technology  and  processes.  Even though we and Dr.  Cheng have  entered  into a
formal  agreement  regarding our  exploitation  of this patent,  which agreement

                                       6
<PAGE>
expires in December 31,  2009.  If this  agreement  expires and we are unable to
renew it, or if Dr. Cheng restricts or otherwise prohibits the use of the patent
held by him, our business could be materially adversely affected.

OUR STOCK PRICE IS HIGHLY VOLATILE.

     Our stock price has fluctuated  dramatically.  There is a significant  risk
that the  market  price of our  common  stock  will  decrease  in the  future in
response to any of the following factors,  some of which are beyond our control:

     *    variations in our quarterly operating results;
     *    general economic slowdowns;
     *    changes in market valuations of similar companies;
     *    sales of large blocks of our common stock;
     *    announcements  by us or  our  competitors  of  significant  contracts,
          acquisitions,   strategic  partnerships,  joint  ventures  or  capital
          commitments; and
     *    fluctuations   in  stock  market   prices  and   volumes,   which  are
          particularly    common   among   highly    volatile    securities   of
          internationally-based companies.

RISKS ASSOCIATED WITH DOING BUSINESS IN ASIA

     There are  substantial  risks  associated  with our Asian  operations.  The
establishment and expansion of international operations has required significant
management  attention and resources  since our founding.  All of our current and
anticipated  future  revenues are or are  expected to be derived from Asia.  Our
international   operations  are  subject  to  additional  risks,  including  the
following,  which,  if  not  planned  and  managed  properly,  could  materially
adversely  affect our  business,  financial  condition  and  operating  results,
language  barriers  and other  difficulties  in staffing  and  managing  foreign
operations;

     *    legal  uncertainties or  unanticipated  changes  regarding  regulatory
          requirements,  liability, export and import restrictions,  tariffs and
          other trade barriers;
     *    longer customer payment cycles and greater  difficulties in collecting
          accounts receivable;
     *    uncertainties  of laws and  enforcement  relating to the protection of
          intellectual property;
     *    seasonal reductions in business activity; and
     *    potentially uncertain or adverse tax consequences.

     In addition,  changes in the political and overall  economic  conditions of
the Asian  region,  which are outside the  control of  management,  could have a
material  adverse  effect  on our  business,  operating  results  and  financial
condition.  We have historically  conducted  transactions with customers outside
the United States in United States  dollars.  Payroll and other costs of foreign
operations  are payable in foreign  currencies,  primarily Hong Kong dollars and
Chinese  Renminbi.  To the  extent  future  revenue  is  denominated  in foreign
currencies,  we would be subject to increased risks relating to foreign currency
exchange  rate  fluctuations  that could have a material  adverse  affect on our
business,  financial  condition  and  operating  results.  To date,  we have not
engaged  in any  hedging  transactions  in  connection  with  our  international
operations.

     INTERNAL POLITICAL RISKS. Our operations and assets in China are subject to
significant   political  and  economic   uncertainties.   Changes  in  laws  and
regulations,  or  their  interpretation,   or  the  imposition  of  confiscatory
taxation,  restrictions on currency  conversion,  imports and sources of supply,
devaluations  of  currency  or the  nationalization  or other  expropriation  of
private  enterprises  could  have a  material  adverse  effect on our  business,
results of operations and financial condition. Under its current leadership, the
Chinese  government has been pursuing  economic  reform  policies that encourage
private  economic  activity and greater economic  decentralization.  There is no
assurance,  however,  that the Chinese  government will continue to pursue these
policies,  or that it will not  significantly  alter these policies from time to
time without notice.

     LACK OF REMEDIES AND  IMPARTIALITY  UNDER CHINESE LEGAL SYSTEM.  Unlike the
United States,  China has a civil law system based on written  statutes in which
judicial  decisions have little  precedence  value.  The Chinese  government has

                                       7
<PAGE>
enacted  some  laws and  regulations  dealing  with  matters  such as  corporate
organization and governance,  foreign investment,  commerce, taxation and trade.
However, their experience in implementing, interpreting and enforcing these laws
and regulations is limited,  and our ability to enforce  commercial claims or to
resolve  commercial  disputes is unpredictable.  These matters may be subject to
the exercise of considerable  discretion by agencies of the Chinese  government,
and forces  unrelated to the legal merits of a particular  matter or dispute may
influence their determination.

     FOREIGN CORRUPT  PRACTICES ACT. The Company is subject to the United States
Foreign Corrupt Practices Act, which generally prohibits United States companies
from engaging in bribery or other prohibited  payments to foreign  officials for
the purpose of obtaining or retaining  business.  Foreign  companies,  including
some  that  may  compete  with  us,  are  not  subject  to  these  prohibitions.
Corruption,  extortion,  bribery, pay-offs, theft and other fraudulent practices
occur from  time-to-time in China. We have attempted to implement  safeguards to
prevent  losses from such  practices  and to  discourage  such  practices by our
employees and agents.  There is no assurance,  however,  that we will not suffer
such  losses  or that our  employees  or other  agents  will not  engage in such
conduct for which we might be held responsible.

ITEM 2. DESCRIPTION OF PROPERTY.

     The  Company  does not own any real  property.  The Company has two primary
business  locations  that it  leases  and in  which  it  maintains  both  office
administration,  sales and  production  facilities.  The location of its primary
business  and  manufacturing  operations  is No. 666,  Jhensing  Road,  Gueishan
Hsiang,  Taoyuan  Hsien,  Taiwan.  The term of this  lease is from April 1, 2004
until  March  31,  2006 and the  Company  pays a monthly  rent of  approximately
US$3,800. The total square meters of this facility is 1,487. The second location
is in Wu-Ku  Industrial  Park at 5F, No. 200 Wu-Chuan 7th Rd., Wu-Ku  Industrial
Park,  Taipei Hsien,  ROC. The term of this lease is from November 1, 2003 until
December 31, 2004 and the Company pays a monthly rent of approximately US$1,600.
The total square meters of this facility is 456.

ITEM 3. LEGAL PROCEEDINGS.

     Currently we are not a party to any legal proceedings,  nor are we aware of
any pending or threatened actions against us. Additionally, we will require that
each of our  client's  indemnify  us before we perform  any  on-site  consulting
services or assist with the opening of any new locations.

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

     No matters  were  submitted to a vote of security  holders  during the year
ended June 30, 2004.

                                       8
<PAGE>
                                    PART II

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

     On June 17, 2004, the Company's  common stock  qualified for listing on The
Over the Counter  Bulletin Board. The Company's common stock is currently listed
under the symbol  "NSLT".  Prior to that time the Company was quoted on the Pink
Sheets  L.L.C.  During that time,  no public  market  existed for the  Company's
common  stock or any other  securities  of the Company and  therefore no pricing
information  for our prior two fiscal years is available.  The  following  table
sets forth the range of high and low bid prices  reported by Nasdaq for the time
period of June 17, 2004 to June 30, 2004.  The quotations  reflect  inter-dealer
prices, without retail mark-up,  mark-down or commission,  and may not represent
actual transactions.

                                             High         Low
                                             ----         ---
     FISCAL 2004
     Quarter Ended June 30, 2004             $3.09       $1.20

     As of September 30, 2004, there were approximately  1,660 record holders of
the common  stock.  The  Company has not paid any cash  dividends  on its common
stock,  and it  currently  intends  to retain any  future  earnings  to fund the
development and growth of its business.

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

FORWARD-LOOKING STATEMENTS

     This annual report contains  forward-looking  statements within the meaning
of the federal securities laws. These include statements about our expectations,
beliefs,  intentions or strategies for the future, which we indicate by words or
phrases such as "anticipate,"  "expect," "intend," "plan," "will," "we believe,"
"the  Company  believes,"   "management  believes"  and  similar  language.  The
forward-looking statements are based on our current expectations and are subject
to certain risks,  uncertainties  and assumptions,  including those set forth in
the discussion  under  "Description  of Business,"  including the "Risk Factors"
described in that section, and "Management's  Discussion and Analysis or Plan of
Operation." Our actual results may differ materially from results anticipated in
these  forward-looking  statements.  We base our  forward-looking  statements on
information  currently  available to us, and we assume no  obligation  to update
them.

SALES DURING THE FISCAL YEAR ENDED JUNE 30, 2004

     Although  our  primary  business  focus  is the  superlattice  nano-coating
industry, in order to facilitate,  maintain and make viable our business plan we
have engaged in a number of sales  activities  in the role of a trading  company
involving a variety of wire and cable products as well as related  manufacturing
machinery.  We conducted these business  activities to fund the  continuation of
our  development  process and further the research and  development  of our core
nano-coating  technology  as well as to better  achieve  our  Company's  overall
business  objectives.  In the  fiscal  year  ended  June 30, 2004,  the  sale of
individual wires and cables as well as sets of mechanical  equipment used in the
manufacture  of electric  cables  generated  more than 55% of our total revenue.
While these business  activities have been successful and profitable they do not
represent  our long term focus or the  regular  and  continued  practice  in the
future of our company and we do not anticipate generating material revenues from
these activities during fiscal year 2005.

                                       9
<PAGE>
FACTORS THAT COULD AFFECT FUTURE RESULTS

     Factors that might cause actual  results,  performance or  achievements  to
differ  materially  from those  projected  or  implied  in such  forward-looking
statements include,  among other things:

     *    the impact of competitive products;
     *    changes in laws and regulations;
     *    adequacy and availability of insurance coverage;
     *    limitations on future financing;
     *    increases  in the cost of  borrowings  and  unavailability  of debt or
          equity capital;
     *    the inability of the Company to gain and/or hold market share;
     *    exposure to and expense of resolving  and defending  liability  claims
          and other litigation;
     *    consumer acceptance of the Company's products;
     *    managing and maintaining growth;
     *    customer demands;
     *    market and industry conditions,
     *    the success of product development and new product  introductions into
          the marketplace;
     *    the departure of key members of management, and
     *    the effect of the United  States  War on  Terrorism,  as well as other
          risks and  uncertainties  that are described  from time to time in the
          Company's filings with the Securities and Exchange Commission.

CRITICAL ACCOUNTING POLICIES

     Our  discussion  and  analysis  or plan of  operation  is  based  upon  our
consolidated  financial statements,  which have been prepared in accordance with
accounting  principles  generally accepted in the United States. The preparation
of these financial  statements  requires us to make estimates and judgments that
affect the reported amounts of assets,  liabilities,  revenues and expenses, and
related  disclosure of contingent assets and liabilities.  On an on-going basis,
we evaluate our estimates,  including  those related to bad debts,  inventories,
intangible  assets,  income taxes and  contingencies.  We base our  estimates on
historical  experience and on various other  assumptions that are believed to be
reasonable  under the  circumstances,  the  results  of which form the basis for
making  judgments about the carrying  values of assets and liabilities  that are
not readily  apparent from other  sources.  Actual results may differ from these
estimates under different assumptions or conditions.

     Management  believes the following critical accounting policies reflect its
more  significant  estimates  and  assumptions  used in the  preparation  of its
consolidated financial statements.

     Business  Combinations  - SFAS 141 requires that all business  combinations
initiated or completed  after June 30, 2001 be accounted  for using the purchase
method of accounting.  The statement provides for recognition and measurement of
intangible  assets  separate from goodwill.  Income and expenses of the acquired
entity are included in the financial statements of the Company as of the date of
acquisition.

     Accounting for the  Impairment or Disposal of Long-Lived  Assets - SFAS 144
provides guidance for determining whether long-lived assets should be tested for
impairment, the accounting for any such impairment and the specific criteria for
classifying assets to be disposed of as held for sale.

                                       10
<PAGE>
     Principles of Consolidation - The consolidated financial statements include
the  accounts  of Nano  Superlattice  Technology,  Inc,  and it's  wholly  owned
subsidiary  Nano  Superlattice  Technology,  Inc.  (BVI) and its majority  owned
subsidiary, Nano Superlattice Technology,  Inc. (Taiwan),  collectively referred
to within as the Company. All material intercompany  accounts,  transactions and
profits have been eliminated in consolidation.

RESULTS OF OPERATIONS

     Because our predecessor Wigwam Development,  Inc. did not have any revenues
in 2003 or 2002, had entirely different management and had an entirely different
business plan, we do not believe that comparisons between the fiscal years ended
June 30, 2003 and 2002 would be informative or helpful and,  therefore,  we have
only provided a discussion for the fiscal years ended June 30, 2004 and 2003.

     The  following  table  sets  forth,  for  the  periods  indicated,  certain
operating information expressed as a percentage of revenue:

                                                             Year Ended
                                                              June 30,
                                                      ----------------------
                                                      2003(1)           2004
                                                      -------           ----
     Net sales                                         N/A             100.0%
     Cost of sales                                     N/A              43.2
     Gross profit                                      N/A              56.8
     General and administrative expenses               N/A               7.9
     Income (loss) from operations                     N/A              48.9
     Interest income                                   N/A                 *
     Net income (loss)                                 N/A              32.1%

----------
*    Less than 1%
1    In 2003,  we did not have any net  sales,  however,  we did have  $8,762 in
     general  and   administrative   expenses.   For  this  reason,   percentage
     comparisons for 2003 are not applicable.

YEAR ENDED JUNE 30, 2004 COMPARED TO THE YEAR ENDED JUNE 30, 2003

YEAR ENDED JUNE 30, 2004 AND JUNE 30, 2003 FOR THE COMPANY AND NANO-TAIWAN

     SALES. Net sales for the year ended June 30, 2004 were $645,571 compared to
$0 for the year ended June 30,  2003.  The  increase in net sales was due to the
acquisition of all of the issued and outstanding stock of Nano-BVI,  which holds
92.1% all of the issued and outstanding stock of Nano-Taiwan.  Nano-Taiwan's net
sales for the year ended June 30, 2004 totaled $5,734,679 compared to $4,736,213
for the year ended June 30,  2003,  an increase of $998,466 or 21%. The increase
in net sales was due to a general  increase  in business  to  customers  and new
customers.

     COST OF SALES.  Cost of sales for the year ended June 30, 2004 was $278,994
or 43.2% of sales,  as compared to $0 during the year ended June 30,  2003.  The
increase  in cost  of  sales  was due to the  acquisition  of  Nano-BVI  and its
subsidiary Nano-Taiwan.  Nano-Taiwan's cost of sales for the year ended June 30,
2004 was $5,118,562,  or 89.3% of sales, as compared to approximately $3,390,813
or 71.6% of sales,  for the year ended June 30,  2003.  The  increase in cost of
sales  as a  percentage  of net  sales  was due to an  increase  in the  cost of
material  that  Nano-Taiwan  was not  able to  pass on to its  customers  and an
increase in the sales of lower margin products.

     GENERAL AND ADMINISTRATIVE  EXPENSES.  General and administrative  expenses
were $50,699, or 7.9% of sales, for the year ended June 30, 2004, as compared to
$8,762 for the year ended June 30, 2003. The increase was due to the acquisition
of  Nano-BVI  and  its  subsidiary   Nano-Taiwan.   Nano-Taiwan's   general  and

                                       11
<PAGE>
administrative  expenses for the year ended June 30, 2004 were $568,347,  or 10%
of sales, as compared to approximately $641,395, or 13.5% of sales, for the year
ended June 30, 2003. The increase in general and administrative expenses was due
to a general increase in business.

     INCOME (LOSS) FROM  OPERATIONS.  Income (loss) from operations for the year
ended June 30, 2004 was  $315,878,  compared to a loss from  operations  for the
year  ended  June  30,  2003 of  ($8,762).  The  increase  in loss  income  from
operations   was  due  to  the   acquisition  of  Nano-BVI  and  its  subsidiary
Nano-Taiwan.  Nano-Taiwan's  income from  operations for the year ended June 30,
2004 was $47,770 as compared to income from  operations of $704,005 for the year
ended June 30, 2003. This change was the result of increased cost of sales.

     OTHER (INCOME)  EXPENSE.  Total other (income)  expense was $25,614 for the
year ended June 30, 2004 as compared to $0 for the year ended June 30, 2003,  as
a  result  of the  acquisition  of  Nano-BVI  and  its  subsidiary  Nano-Taiwan.
Nano-Taiwan's  other  (income)  expense  for the year  ended  June 30,  2004 was
($16,010) as compared to other (income)  expense of  approximately  ($9,210) for
the year ended June 30, 2003.

     NET INCOME  (LOSS).  Net income (loss) for the year ended June 30, 2004 was
$207,264  compared to net loss of ($8,762) for the year ended June 30, 2003. The
increase in net income was due to the acquisition of Nano-BVI and its subsidiary
Nano-Taiwan.  Nano-Taiwan  had a net income for the year ended June 30,  2004 of
$43,318 as compared  to net income of $692,804  for the year ended June 30, 2003
for the reasons primarily described above.

LIQUIDITY AND CAPITAL RESOURCES

     Cash and cash  equivalents  were $580,443 at June 30, 2004 and $454 at June
30, 2003. The Company's  current  assets totaled  $2,667,001 at June 30, 2004 as
compared to $454 at June 30, 2003. The Company's total current  liabilities were
$1,323,981  at June 30,  2004 as compared  to $2,300 at June 30,  2003.  Working
capital at June 30,  2004 was  $1,343,020  and  ($1,846) at June 30,  2003.  The
Company  believes that its  short-term  financial  needs will be met by existing
working  capital for at least the next nine  months.  During the year ended June
30, 2004,  net cash used in  operations  was  ($462,269) as compared to net cash
used in operations of ($6,572)  during the same period in 2003. Cash provided by
financing activities was $1,043,072 and $0 for the years ended June 30, 2004 and
2003, respectively. The net change in cash and cash equivalents was $579,989 and
($6,572) for the year ended 2004 and 2003, respectively.

     CAPITAL EXPENDITURES. Total capital expenditures during the year ended June
30, 2004 were $8,403 compared to $0 for the year ended June 30, 2003.

     WORKING  CAPITAL  REQUIREMENTS.  The  Company's  operations  and short term
financing  do not  currently  meet the cash needs of the  Company.  The  Company
believes  it will be able to  generate  revenues  from  sales and raise  capital
through  private  placement  offerings of its equity  securities  to provide the
necessary  cash  flow to meet  anticipated  working  capital  requirements.  The
Company's  actual working  capital needs for the long and short term will depend
upon numerous factors,  including the Company's operating results,  competition,
and the availability of credit  facilities,  none of which can be predicted with
certainty.  Future expansion of the Company will depend on operating results and
will be limited by its ability to enter into financings and raise capital.

OFF-BALANCE SHEET ARRANGEMENTS

     The  Company  has  never  entered  into  any  off-balance  sheet  financing
arrangements and has never established any special purpose entities. The Company
has not guaranteed any debt or commitments of other entities or entered into any
options on non-financial assets.

                                       12
<PAGE>
ITEM 7. FINANCIAL STATEMENTS.

     The consolidated  financial statements and the reports and notes, which are
attached hereto are incorporated herein by reference.

INDEX TO FINANCIAL STATEMENTS

Report of Independent Public Accountants                                      14

Consolidated Balance Sheets - As of June 30, 2004 and 2003                    15

Consolidated Statements of Income - For the Years Ended June 30, 2004
and June 30, 2003                                                             16

Consolidated Statements of Cash Flows - For the Years Ended June 30, 2004
and June 30, 2003                                                             17

Consolidated Statements of Changes in Stockholders' Equity - For the
Years Ended June 30, 2004 and June 30, 2003                                   18

Notes to Consolidated Financial Statements                                    19

                                       13
<PAGE>
                          INDEPENDENT AUDITOR'S REPORT


To the Board of Directors and Stockholders
NANO SUPERLATTICE TECHNOLOGY, INC. AND SUBSIDIARIES
(Formerly Wigwam Development, Inc.)


We  have  audited  the   accompanying   consolidated   balance  sheets  of  Nano
Superlattice  Technology,  Inc. and Subsidiaries  ("the Company") as of June 30,
2004 and the related consolidated statements of income, changes in stockholders'
equity, and cash flows for the year then ended.  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.  The  financial
statements  of Nano  Superlattice  Technology,  Inc. as of June 30,  2003,  were
audited by other auditors whose report dated August 1, 2003, on those  financial
statements  included an  explanatory  paragraph  that  described  the  Company's
recurring  losses and limited  capital  resources that raise  substantial  doubt
about its ability to  continue as a going  concern,  as  discussed  in Note 4 to
those financial statements.

We conducted our audit 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 consolidated  financial statements referred to above present
fairly, in all material  respects,  the consolidated  financial position of Nano
Superlattice  Technology,  Inc.  and  Subsidiaries  as of June 30,  2004 and the
consolidated  results of its  operations and cash flows for the year then ended,
in conformity with accounting principles generally accepted in the United States
of America.



October 7, 2004
San Diego, California

                                       14
<PAGE>
               NANO SUPERLATTICE TECHNOLOGY, INC. AND SUBSIDIARIES
                       (FORMERLY WIGWAM DEVELOPMENT, INC.)
                           CONSOLIDATED BALANCE SHEETS
                             JUNE 30, 2004 AND 2003

<TABLE>
<CAPTION>
                                                                       2004                2003
                                                                    ----------          ----------
<S>                                                                 <C>                 <C>
                                     ASSETS

Current Assets
   Cash and cash equivalents                                        $  580,443          $      454
   Accounts receivable, net                                            911,206                   0
   Inventory                                                         1,041,837                   0
   Investments                                                         133,515                   0
                                                                    ----------          ----------
      Total Current Assets                                           2,667,001                 454
                                                                    ----------          ----------

Fixed Assets, net                                                    4,111,428                   0
                                                                    ----------          ----------
      Total Fixed Assets                                             4,111,428                   0
                                                                    ----------          ----------
Other Assets
   Deposits                                                            510,556                   0
   Other current assets                                                 57,612                   0
                                                                    ----------          ----------
      Total Other Assets                                               568,168                   0
                                                                    ----------          ----------
      Total Assets                                                  $7,346,597          $      454
                                                                    ==========          ==========

                      LIABILITIES AND STOCKHOLDERS' EQUITY

                                                                       2004                2003
                                                                    ----------          ----------
Current Liabilities
   Accounts payable and accrued expenses                            $1,066,730          $    2,300
   Due to related party                                                157,251                   0
   Current portion, debt                                               100,000                   0
                                                                    ----------          ----------
      Total Current Liabilities                                      1,323,981               2,300

Long-term debt, net of current portion                                 597,710                   0
                                                                    ----------          ----------
   Total Liabilities                                                 1,921,691               2,300
                                                                    ----------          ----------
   Minority interest                                                   457,575                   0
                                                                    ----------          ----------
Stockholders' Equity
   Common stock, $.0001 par value, 80,000,000 shares
    authorized, 27,370,000 and 1,233,000 issued and
    outstanding, respectively                                            2,737                 125
   Additional paid in capital                                        4,778,732              24,175
   Cumulative foreign-exchange translation adjustment                    4,744                   0
   Retained earnings (deficit)                                         181,118             (26,146)
                                                                    ----------          ----------
      Total Stockholders' Equity                                     4,967,331              (1,846)
                                                                    ----------          ----------
      Total Liabilities and Stockholders' Equity                    $7,346,597          $      454
                                                                    ==========          ==========
</TABLE>

                                       15
<PAGE>
               NANO SUPERLATTICE TECHNOLOGY, INC. AND SUBSIDIARIES
                       (FORMERLY WIGWAM DEVELOPMENT, INC.)
                        CONSOLIDATED STATEMENTS OF INCOME
                    FISCAL YEARS ENDED JUNE 30, 2004 AND 2003

                                                2004                   2003
                                            ------------           ------------

Sales, net                                  $    645,571           $          0
Cost of sales                                    278,994                      0
                                            ------------           ------------
      Gross profit                               366,577                      0

General and administrative expenses               50,699                  8,762
                                            ------------           ------------

      Income (loss) from operations              315,878                 (8,762)
                                            ------------           ------------

Other (Income) Expense
   Interest income                                   (23)                     0
   Interest expense                                  277
   Minority interest                              25,360                      0
                                            ------------           ------------

      Total Other (Income) Expense                25,614                      0
                                            ------------           ------------

      Income (loss) before income taxes          290,264                 (8,762)

Provision for income taxes                        83,000                      0
                                            ------------           ------------

      Net income (loss)                     $    207,264           $     (8,762)
                                            ============           ============

Net loss per share (basic and diluted)
  Basic                                     $       0.01           $      (0.01)
  Diluted                                   $       0.01           $      (0.01)

Weighted average number of shares
  Basic                                       14,016,995              1,233,000
  Diluted                                     14,016,995              1,233,000


                                       16
<PAGE>
               NANO SUPERLATTICE TECHNOLOGY, INC. AND SUBSIDIARIES
                       (FORMERLY WIGWAM DEVELOPMENT, INC.)
                      CONSOLIDATED STATEMENTS OF CASH FLOWS
                    FISCAL YEARS ENDED JUNE 30, 2004 AND 2003

<TABLE>
<CAPTION>
                                                               2004                  2003
                                                           -----------           -----------
<S>                                                        <C>                   <C>
CASH FLOWS FROM OPERATING ACTIVITIES
   Net Income (loss)                                       $   207,264           $    (8,762)

Adjustments to reconcile net income (loss) to net
 cash used in operating activities:
   Amortization                                                  6,254                     0
   Depreciation                                                 63,630                     0
   Minority interest                                            25,360                     0
   Decrease (Increase) in receivables                         (106,169)                    0
   Decrease (Increase) in inventory                           (685,163)                    0
   Decrease (Increase) in deposit                             (510,556)                    0
   Decrease (Increase) in other current assets                  29,577                     0
   (Decrease) Increase in accounts payable
    and accrued expenses                                       507,534                 2,190
                                                           -----------           -----------
   Total Adjustments                                          (669,533)                2,190
                                                           -----------           -----------
   Net cash provided by (used in) operations                  (462,269)               (6,572)
                                                           -----------           -----------
CASH FLOWS FROM INVESTING ACTIVITIES
   Purchase of fixed assets                                     (8,403)                    0
                                                           -----------           -----------
   Net cash used in investing activities                        (8,403)                    0
                                                           -----------           -----------
CASH FLOWS FROM FINANCING ACTIVITIES
   Cash received in acquisition of subsidiary                  785,821                     0
   Proceeds of loan from related party                         157,251                     0
   Issuance of short-tem debt                                  100,000                     0
                                                           -----------           -----------
   Net cash provided by financing activities                 1,043,072                     0
                                                           -----------           -----------

Effect of exchange rate change on cash                           7,589                     0

Net change in cash and cash equivalents                        579,989                (6,572)
                                                           -----------           -----------

Cash and cash equivalents at beginning of year                     454                 7,026
                                                           -----------           -----------

Cash and cash equivalents at end of year                   $   580,443           $       454
                                                           ===========           ===========
Supplemental cash flows disclosures:
   Income tax payments                                     $    20,462           $         0
                                                           -----------           -----------

   Interest payments                                       $    18,216           $         0
                                                           -----------           -----------
                                                                    --                    --
                                                           -----------           -----------
</TABLE>

           See Accompanying Notes and Auditor's Report

                                       17
<PAGE>
               NANO SUPERLATTICE TECHNOLOGY, INC. AND SUBSIDIARIES
                       (FORMERLY WIGWAM DEVELOPMENT, INC.)
           CONSOLIDATED STATEMENTS OF CHANGES IN STOCKHOLDERS' EQUITY
                    FISCAL YEARS ENDED JUNE 30, 2004 AND 2003

<TABLE>
<CAPTION>
                                                                 2004                   2003
                                                             ------------           ------------
<S>                                                             <C>                    <C>
Common stock, par value $.001
   Balance at beginning of year                                 1,233,000              1,233,000
   Stock cancellation                                          (1,000,000)                     0
   Issuance of stock                                            2,504,000                      0
   Stock split                                                 24,633,000                      0
                                                             ------------           ------------

   Balance at end of year                                      27,370,000              1,233,000
                                                             ------------           ------------
Common stock, par value $.001 (thousands of shares)
   Balance at beginning of year                              $        125           $        125
   Stock cancellation                                                (102)                     0
   Issuance of stock                                                  250                      0
   Stock split                                                      2,463                      0
                                                             ------------           ------------

   Balance at end of year                                           2,737                    125
                                                             ------------           ------------
Additional paid in capital
   Balance at beginning of year                                    24,175                 24,175
   Issuance of stock                                            4,754,557                      0
                                                             ------------           ------------

   Balance at end of year                                       4,778,732                 24,175
                                                             ------------           ------------
Cumulative foreign-exchange translation adjustment
   Balance at beginning of year                                         0                      0
   Foreign currency translation                                     4,744                      0
                                                             ------------           ------------

   Balance at end of year                                           4,744                      0
                                                             ------------           ------------
Retained (deficits)
   Balance at beginning of year                                   (26,146)               (17,384)
   Net income (loss)                                              207,264                 (8,762)
                                                             ------------           ------------

   Balance at end of year                                         181,118                (26,146)
                                                             ------------           ------------

Total stockholders' equity at end of year                    $  4,967,331           ($     1,846)
                                                             ============           ============
</TABLE>

                                       18
<PAGE>
               NANO SUPERLATTICE TECHNOLOGY, INC. AND SUBSIDIARIES
                       (FORMERLY WIGWAM DEVELOPMENT, INC.)

                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                             JUNE 30, 2004 AND 2003


NOTE A - ORGANIZATION

     Nano Superlattice Technology, Inc., formerly Wigwam Development,  Inc., was
     incorporated on July 20, 1998 under the laws of the State of Delaware. Nano
     Superlattice  Technology,  Inc. (BVI) was incorporated on February 18, 2004
     under the laws of the British Virgin Islands. Nano Superlattice Technology,
     Inc.  (Taiwan) was incorporated  under the laws of the Republic of China on
     January  15,  2002.  Nano  Superlattice  Technology,  Inc owns  100% of the
     capital  stock  of Nano  Superlattice  Technology,  Inc.  (BVI),  and  Nano
     Superlattice Technology, Inc. (BVI) owns 92.1% of the capital stock of Nano
     Superlattice   Technology,   Inc.   (Taiwan).   Collectively   these  three
     corporations  are referred to herein as the  "Company".  When used in these
     notes, the terms "Company," means Nano  Superlattice  Technology,  Inc. and
     its subsidiaries.

     On May 26, 2004, Nano Superlattice  Technology,  Inc. (BVI) became a wholly
     owned subsidiary of Nano Superlattice  Technology,  Inc through an Exchange
     Agreement.   Pursuant  to  the  Exchange   Agreement,   Nano   Superlattice
     Technology,   Inc.   (BVI)  became  a  wholly  owned   subsidiary  of  Nano
     Superlattice  Technology,  Inc. and, in exchange for the Nano  Superlattice
     Technology,  Inc. (BVI) shares, Nano Superlattice  Technology,  Inc. issued
     2,504,000   shares  of  its  common  stock  to  the  shareholders  of  Nano
     Superlattice Technology,  Inc. (BVI),  representing 91.5% of the issued and
     outstanding  capital stock of Nano  Superlattice  Technology,  Inc. at that
     time.

     The Company through its acquisition of Nano Superlattice  Technology,  Inc.
     (BVI)  and  Nano  Superlattice  Technology,  Inc.  (Taiwan)  is  no  longer
     considered a development  stage  company,  as it was during the fiscal year
     ended June 30, 2003.

     The Company, through Nano Superlattice Technology,  Inc. (Taiwan) is in the
     business of developing and producing  nano-scale  coating  technology to be
     applied  to  various  mechanical  tools  and  metal  surfaces  for sales to
     manufacturers   specifically  in  the  computer,   mechanical  and  molding
     industries.  Nanotechnology, or molecular manufacturing, is a technological
     process designed to allow products to be manufacture red lighter, stronger,
     smarter, cheaper, cleaner and more precise. The Company also engages in the
     wholesale  of wire  and  cable  products  business  in  order  to fund  the
     continuation of the nano process.  This wholesale activity is not the focus
     of the Company.

     The Company operates in an industry  characterized  by rapid  technological
     changes.  They will need  additional  investments  and  funding in order to
     complete the development and improvements necessary for the development and
     production of the nano-scale coating technology.

                                       19
<PAGE>
               NANO SUPERLATTICE TECHNOLOGY, INC. AND SUBSIDIARIES
                       (FORMERLY WIGWAM DEVELOPMENT, INC.)

             NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)
                             JUNE 30, 2004 AND 2003


NOTE B - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

     Revenue Recognition
     Revenue from sales of products to customers is recognized  upon shipment or
     when title  passes to  customers  based on the terms of the  sales,  and is
     recorded net of returns, discounts and allowances.

     Principles of Consolidation
     The  consolidated   financial  statements  include  the  accounts  of  Nano
     Superlattice  Technology,  Inc,  and  it's  wholly  owned  subsidiary  Nano
     Superlattice Technology, Inc. (BVI) and its majority owned subsidiary, Nano
     Superlattice Technology, Inc. (Taiwan),  collectively referred to within as
     the Company. All material intercompany  accounts,  transactions and profits
     have been eliminated in consolidation.

     Risks and Uncertainties
     The Company is subject to substantial risks from, among other things, rapid
     change in  technology,  rapidly  changing  customer  requirements,  limited
     operating history, and the volatility of public markets.

     Contingencies
     Certain  conditions  may exist as of the date the financial  statements are
     issued,  which may result in a loss to the  Company  but which will only be
     resolved  when  one or more  future  events  occur  or fail to  occur.  The
     Company's management and legal counsel assess such contingent  liabilities,
     and such  assessment  inherently  involves  an  exercise  of  judgment.  In
     assessing loss contingencies  related to legal proceedings that are pending
     against  the  Company  or  unasserted   claims  that  may  result  in  such
     proceedings,  the Company's legal counsel evaluates the perceived merits of
     any legal  proceedings or unasserted claims as well as the perceived merits
     of the amount of relief sought or expected to be sought.

     If the  assessment  of a contingency  indicates  that it is probable that a
     material  loss has been  incurred  and the amount of the  liability  can be
     estimated,  then the estimated  liability would be accrued in the Company's
     financial statements. If the assessment indicates that a potential material
     loss contingency is not probable but is reasonably possible, or is probable
     but  cannot be  estimated,  then the  nature of the  contingent  liability,
     together with an estimate of the range of possible loss if determinable and
     material would be disclosed.

     Loss contingencies  considered to be remote by management are generally not
     disclosed unless they involve guarantees, in which case the guarantee would
     be disclosed.

                                       20
<PAGE>
               NANO SUPERLATTICE TECHNOLOGY, INC. AND SUBSIDIARIES
                       (FORMERLY WIGWAM DEVELOPMENT, INC.)

             NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)
                             JUNE 30, 2004 AND 2003


NOTE B - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)

     Use of Estimates
     The  preparation  of financial  statements  in  conformity  with  generally
     accepted   accounting   principles  requires  management  to  make  certain
     estimates and  assumptions  that affect the reported  amounts of assets and
     liabilities and disclosure of contingent assets and liabilities at the date
     of the  financial  statements  and the  reported  amounts of  revenues  and
     expenses  during the  reporting  period.  Actual  results could differ from
     those estimates.  Significant estimates include  collectibility of accounts
     receivable, accounts payable, sales returns and recoverability of long-term
     assets.

     Allowance for Doubtful Accounts
     The Company provides an allowance for loss on receivables based on a review
     of the  current  status  of  existing  receivables,  historical  collection
     experience,  subsequent  collections  and  management's  evaluation  of the
     effect of existing economic conditions.

     Fixed Assets
     Property and  equipment are stated at cost less  accumulated  depreciation.
     Expenditures for major additions and improvements are capitalized and minor
     replacements,  maintenance  and repairs are charged to expense as incurred.
     Depreciation  is provided on the  straight-line  method over the  estimated
     useful lives of the assets, or the remaining term of the lease, as follows:

                  Furniture and Fixtures                5 years
                  Equipment                             5 -10 years
                  Computer Hardware and Software        2- 5 years

     Exchange Gain (Loss):
     During  fiscal  year  ended  June  30,  2004,  the   transactions  of  Nano
     Superlattice  Technology,  Inc.  - Taiwan  were  denominated  in a  foreign
     currency and are recorded in New Taiwan dollars at the rates of exchange in
     effect  when  the  transactions  occur.   Exchange  gains  and  losses  are
     recognized  for the  different  foreign  exchange  rates  applied  when the
     foreign currency assets and liabilities are settled.

     Translation Adjustment
     As of June 30, 2004,  the accounts of Nano  Superlattice  Technology,  Inc.
     (Taiwan) were maintained, and their financial statements were expressed, in
     New Taiwan Dollars (NTD).  Such financial  statements  were translated into
     U.S.  Dollars  (USD) in  accordance  with  Statement of Financial  Accounts
     Standards ("SFAS") No. 52, "Foreign Currency Translation",  with the NTD as
     the  functional  currency.  According  to the  Statement,  all  assets  and
     liabilities  were  translated at the current  exchange rate,  stockholder's
     equity are translated at the historical  rates and income  statement  items
     are translated at the weighted  average  exchange rate for the period.  The
     resulting  translation  adjustments are reported under other  comprehensive
     income in accordance with SFAS No. 130, "Reporting Comprehensive Income".

     As of  June  30,  2004,  the  exchange  rates  between  NTD and the USD was
     NTD$1=USD$0.02967 The weighted-average rate of exchange between NTD and USD
     was NTD$1 = USD$0.02962  Total  translation  adjustment  recognized for the
     year ended June 30, 2004 is $4,744.

                                       21
<PAGE>
               NANO SUPERLATTICE TECHNOLOGY, INC. AND SUBSIDIARIES
                       (FORMERLY WIGWAM DEVELOPMENT, INC.)

             NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)
                             JUNE 30, 2004 AND 2003


NOTE B - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)

     Fair Value of Financial Instruments
     The Company  measures its financial  assets and  liabilities  in accordance
     with generally accepted accounting principles. For certain of the Company's
     financial  instruments,  including  accounts  receivable (trade and related
     party),  notes  receivable and accounts  payable (trade and related party),
     and accrued  expenses,  the carrying amounts  approximate fair value due to
     their short  maturities.  The amounts owed for long-term debt and revolving
     credit  facility also  approximate  fair value because  interest  rates and
     terms offered to the Company are at current market rates.

     Statement of Cash Flows
     In  accordance  with  Statement of Financial  Accounting  Standards No. 95,
     "Statement  of Cash Flows",  cash flows from the  Company's  operations  is
     based upon the local currencies. As a result, amounts related to assets and
     liabilities  reported on the  statement of cash flows will not  necessarily
     agree with changes in the corresponding balances on the balance sheet.

     Concentration of Credit Risk
     Financial   instruments   that   potentially   subject   the   Company   to
     concentrations  of credit  risk are  cash,  accounts  receivable  and other
     receivables arising from its normal business activities. The Company places
     its cash in what it believes to be  credit-worthy  financial  institutions.
     However,  cash balances  have  exceeded the FDIC insured  levels at various
     times  during  the year and at  year-end.  The  Company  has a  diversified
     customer  base,  most of which are related  parties.  The Company  controls
     credit risk related to accounts receivable through credit approvals, credit
     limits and  monitoring  procedures.  The  Company  routinely  assesses  the
     financial strength of its customers and, based upon factors surrounding the
     credit risk,  establishes  an allowance,  if required,  for  un-collectible
     accounts  and, as a  consequence,  believes  that its  accounts  receivable
     credit risk exposure beyond such allowance is limited.

     Inventory
     Inventory is valued at the lower of cost or market.  Cost is  determined on
     the weighted average method. As of June 30, 2004,  inventory consisted only
     of finished goods.

                                       22
<PAGE>
               NANO SUPERLATTICE TECHNOLOGY, INC. AND SUBSIDIARIES
                       (FORMERLY WIGWAM DEVELOPMENT, INC.)

             NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)
                             JUNE 30, 2004 AND 2003


NOTE B - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)

     Cash and Cash Equivalents
     The Company considers all highly liquid investments  purchased with initial
     maturities of three months or less to be cash equivalents.

     Advertising
     Advertising costs are expensed in the year incurred.

     Income Taxes
     Provisions  for income taxes are based on taxes payable or  refundable  for
     the current year and deferred  taxes on temporary  differences  between the
     amount of taxable  income and pretax  financial  income and between the tax
     bases of assets and liabilities and their reported amounts in the financial
     statements.

     Deferred  tax  assets  and   liabilities  are  included  in  the  financial
     statements at currently  enacted income tax rates  applicable to the period
     in which the  deferred  tax  assets  and  liabilities  are  expected  to be
     realized or settled as prescribed in SFAS No. 109,  "Accounting  for Income
     Taxes".  As changes in tax laws or rates are  enacted,  deferred tax assets
     and liabilities are adjusted through the provision for income taxes.

     Earnings Per Share
     The Company uses SFAS No. 128,  "Earnings Per Share",  for  calculating the
     basic and diluted  earnings  (loss) per share.  Basic  earnings  (loss) per
     share are computed by dividing  net income  (loss)  attributable  to common
     stockholders by the weighted  average number of common shares  outstanding.
     Diluted earnings per share are computed similar to basic earnings per share
     except  that  the   denominator   is  increased  to  include  common  stock
     equivalents, if any, as if the potential common shares had been issued.

     Impairment of Long-Lived Assets and Long-Lived Assets to be Disposed of
     The Company  adopted the  provision  of FASB No. 121,  "Accounting  for the
     Impairment of Long-Lived  Assets and for  Long-Lived  Assets to be Disposed
     of".  This   statement   requires  that   long-lived   assets  and  certain
     identifiable  intangibles  be reviewed for  impairment  whenever  events or
     changes in circumstances  indicate that the carrying amount of an asset may
     not be  recoverable.  Recoverability  of  assets  to be  held  and  used is
     measured by a comparison  of the carrying  amount of an asset to future net
     cash  flows  expected  to be  generated  by the asset.  If such  assets are
     considered to be impaired,  the  impairment to be recognized is measured by
     the amount by which the  carrying  amounts  of the  assets  exceed the fair
     values of the assets.  In assessing the  impairment  of these  identifiable
     intangible  assets,  identifiable  goodwill will be allocated on a pro rata
     basis using fair values of the assets at the original  acquisition date. In
     estimating  expected future cash flows for determining  whether an asset is
     impaired  and if expected  future cash flows are used in  measuring  assets
     that are  impaired,  assets  will be grouped at the  lowest  level  (entity
     level)  for which  there  are  identifiable  cash  flows  that are  largely
     independent  of the cash  flows of other  groups  of  assets.  Assets to be
     disposed of are reported at the lower of the carrying  amount or fair value
     less costs to sell. In recording an impairment  loss, any related  goodwill
     would be  reduced  to zero  before  reducing  the  carrying  amount  of any
     identified impaired asset.

                                       23
<PAGE>
               NANO SUPERLATTICE TECHNOLOGY, INC. AND SUBSIDIARIES
                       (FORMERLY WIGWAM DEVELOPMENT, INC.)

             NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)
                             JUNE 30, 2004 AND 2003


NOTE B - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)

     For  goodwill not  identifiable  with an impaired  asset,  the Company will
     establish  benchmarks at the lowest lever  (entity  level) as its method of
     assessing impairment. In measuring impairment, unidentifiable goodwill will
     be  considered  impaired if the fair value at the lowest level is less than
     its carrying  amount.  The fair value of  unidentifiable  goodwill  will be
     determined by subtracting the fair value of the recognized net asset at the
     lowest level  (excluding  goodwill) from the value at the lowest level. The
     amount of the impairment loss should be equal to the difference between the
     carrying  amount of goodwill and the fair value of  goodwill.  In the event
     that impairment is recognized, appropriate disclosures would be made.

     New Accounting Pronouncements
     In  December  2003,  the FASB issued  FASB  Interpretation  No. 46 (revised
     December 2003) ("Interpretation  46"),  "Consolidation of Variable Interest
     Entities."  Application of this interpretation is required in our financial
     statements for interests in variable  interest entities that are considered
     to be  special-purpose  entities  for the year  ended  June 30,  2004.  Our
     Company  determined that we do not have any  arrangements or  relationships
     with  special-purpose  entities.  Application of  Interpretation 46 for all
     other types of  variable  interest  entities  is  required  for our Company
     effective March 31, 2004.

     Interpretation  46 addresses the  consolidation of business  enterprises to
     which the usual  condition  (ownership  of a majority  voting  interest) of
     consolidation  does not apply. This  interpretation  focuses on controlling
     financial  interests that may be achieved through  arrangements that do not
     involve voting interests. It concludes that in the absence of clear control
     through voting interests,  a company's exposure (variable  interest) to the
     economic risks and potential  rewards from the variable  interest  entity's
     assets and  activities  are the best evidence of control.  If an enterprise
     holds a  majority  of the  variable  interests  of an  entity,  it would be
     considered the primary beneficiary.  The primary beneficiary is required to
     include  assets,  liabilities and the results of operations of the variable
     interest entity in its financial statements.

                                       24
<PAGE>
               NANO SUPERLATTICE TECHNOLOGY, INC. AND SUBSIDIARIES
                       (FORMERLY WIGWAM DEVELOPMENT, INC.)

             NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)
                             JUNE 30, 2004 AND 2003


NOTE C - EXCHANGE AGREEMENT

     On May 26, 2004, Nano Superlattice  Technology,  Inc. (BVI) became a wholly
     owned subsidiary of Nano Superlattice Technology,  Inc. through an Exchange
     Agreement.  Nano Superlattice  Technology,  Inc. acquired all of the issued
     and outstanding capital stock of Nano Superlattice  Technology,  Inc. (BVI)
     pursuant to the Exchange  Agreement,  by issuing  2,504,000  shares of Nano
     Superlattice Technology, Inc. common stock.

     In  connection  with the  exchange  and change in  control  the name of the
     Company was  changed  from Wigwam  Development,  Inc. to Nano  Superlattice
     Technology, Inc. and the officers and directors of Wigwam Development, Inc.
     resigned and new officers and directors were appointed.

NOTE D - STOCK PURCHASE BUSINESS COMBINATION

     On May 25, 2004,  the Company  completed the purchase of Nano  Superlattice
     Technology,  Inc. (Taiwan), by acquiring  approximately  ninety-two percent
     (92.1%) of the outstanding  capital stock of Nano Superlattice  Technology,
     Inc. (Taiwan) in exchange for $4,656,357. The acquisition was accounted for
     using the purchase  method of accounting and,  accordingly,  the results of
     operations  of  Nano  Superlattice  Technology,  Inc.  (Taiwan)  have  been
     included  in the  consolidated  financial  statements  since  the  date  of
     acquisition.

     The following (unaudited) pro forma consolidated results of operations have
     been prepared as if the acquisition of Nano Superlattice  Technology,  Inc.
     had occurred at July 1, 2003:

                                                     Year Ending
                                                    June 30, 2004
                                                    -------------
          Sales                                       $5,734,679
          Net income                                      37,893
          Net income per share--basic                       .003
          Net income per share--diluted                     .003

     The pro forma information is presented for informational  purposes only and
     is not  necessarily  indicative of the results of operations  that actually
     would have been achieved had the  acquisitions  been consummated as of that
     time, nor is it intended to be a projection of future results.

NOTE E - CASH

     The Company maintains its cash balances at various banks in Taiwan and Hong
     Kong. All balances are insured by the Central Deposit Insurance Corporation
     (CDIC).  As of June 30,  2004,  there  were no  uninsured  portions  of the
     balances held at the bank.

                                       25
<PAGE>
               NANO SUPERLATTICE TECHNOLOGY, INC. AND SUBSIDIARIES
                       (FORMERLY WIGWAM DEVELOPMENT, INC.)

             NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)
                             JUNE 30, 2004 AND 2003


NOTE F - FIXED ASSETS

     Fixed assets consist of the following:

                                                  2004                  2003
                                              -----------           -----------
         Machinery and equipment              $ 4,453,862           $        --
         Furniture and fixtures                   146,124                    --
                                              -----------           -----------

                                              $ 4,599,986           $        --

         Accumulated depreciation                (488,558)                   --
                                              -----------           -----------

                                              $ 4,111,428           $        --
                                              ===========           ===========

NOTE G - COMMITMENTS

     The Company leases two facilities  under operating leases that terminate on
     various dates.  Rental expense for these leases  consisted of $1,668 and $0
     for  June  30,  2004  and  2003.  The  Company  has  future  minimum  lease
     obligations as June 30:

                    2005                          $56,254
                    2006                           34,714
                                                  -------
                    Total                         $90,968
                                                  =======

NOTE H - LONG-TERM INVESTMENT

     In August 2003,  the Company  purchased  approximately  forty-five  percent
     (45%) of Chen-Kun-Tai  Co. for $133,515.  Chen-Kun-Tai  Co. is not publicly
     traded or listed and has not had any activity  since the purchase date. The
     Company has  subsequently  returned the shares to the  Chen-Kun-Tai  Co. on
     August 23, 2004 at cost.

NOTE I - COMPENSATED ABSENCES

     Employees earn annual vacation leave at the rate of seven (7) days per year
     for the first three years. Upon completion of the third year of employment,
     employees earn annual  vacation leave at the rate of ten (10) days per year
     for years.  At termination,  employees are paid for any accumulated  annual
     vacation leave. As of June 30, 2004 vacation liability exists in the amount
     of $1,385.

                                       26
<PAGE>
               NANO SUPERLATTICE TECHNOLOGY, INC. AND SUBSIDIARIES
                       (FORMERLY WIGWAM DEVELOPMENT, INC.)

             NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)
                             JUNE 30, 2004 AND 2003


NOTE J - INCOME TAXES

     Total Federal and State income tax expense for the year ended June 30, 2004
     amounted  to  $83,000.  For the  year  ended  June  30,  2004,  there is no
     difference  between the federal  statutory  tax rate and the  effective tax
     rate.

     The following is a reconciliation of income tax expense:

2004                     U.S.          State      International      Total
                       -------        -------     -------------     -------
     Current           $62,000        $     0        $21,000        $83,000
     Deferred                0              0              0              0
                       -------        -------        -------        -------
          Total        $62,000        $     0        $21,000        $83,000
                       =======        =======        =======        =======

2003                     U.S.          State      International      Total
                       -------        -------     -------------     -------
     Current           $     0        $     0        $     0        $     0
     Deferred                0              0              0              0
                       -------        -------        -------        -------

          Total        $     0        $     0        $     0        $     0
                       =======        =======        =======        =======

     Reconciliation of the differences between the statutory U.S. Federal income
     tax rate and the effective rate is as follows:

                                       2004           2003
                                      ------         ------

     Federal statutory tax rate           29%             0%
     State, net of federal benefit         0%             0%
                                      ------         ------

     Effective tax rate                   29%             0%
                                      ======         ======

                                       27
<PAGE>
               NANO SUPERLATTICE TECHNOLOGY, INC. AND SUBSIDIARIES
                       (FORMERLY WIGWAM DEVELOPMENT, INC.)

             NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)
                             JUNE 30, 2004 AND 2003


NOTE K - DEBT

     At June  30,  2004,  the  Company  had  notes  payable  outstanding  in the
     aggregate amount of $697,710. Payable as follows:


     Notes payable to a bank in Taiwan,
     interest at 5.05% per annum, due on
     December 14, 2004                                             $ 100,000

     Notes payable to a bank in Taiwan,
     interest at 6.96% per annum, due on
     November 10, 2008                                                80,143

     Notes payable to a bank in Taiwan,
     interest at 6.27% per annum, due on
     November 10, 2008                                               186,659

     Notes payable to a bank in Taiwan,
     interest at 5% per annum, due on
     April 30, 2007                                                  289,044

     Note payable to a bank in Taiwan,
     interest at 7.47% per annum, due on
     November 4, 2005                                                 41,864
                                                                   ---------
                                                                     697,710

     Current portion                                               $ 100,000
                                                                   ---------

     Long-term portion                                             $ 597,710
                                                                   =========

NOTE L - RELATED PARTY TRANSACTIONS

     Throughout  the  history of the  Company,  certain  members of the Board of
     Directors  and general  management  have made loans to the Company to cover
     operating  expenses or operating  deficiencies.  As of June 30,  2004,  the
     Company  has  a  non  interest-bearing  loan  from  Alice  Tzu-Shia  Hwang,
     President of the Company, in the amount of $157,251.

                                       28
<PAGE>
               NANO SUPERLATTICE TECHNOLOGY, INC. AND SUBSIDIARIES
                       (FORMERLY WIGWAM DEVELOPMENT, INC.)

             NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)
                             JUNE 30, 2004 AND 2003


NOTE M - FAIR VALUE OF FINANCIAL INSTRUMENTS

     The carrying  amounts of cash and cash  equivalents,  accounts  receivable,
     deposits and accounts payable  approximate  their fair value because of the
     short maturity of those instruments.

     The carrying amounts of the Company's long-term debt approximate their fair
     value  because  of the  short  maturity  and/or  interest  rates  which are
     comparable to those currently  available to the Company on obligations with
     similar terms.

                                       29
<PAGE>
ITEM 8.  CHANGES  IN  AND  DISAGREEMENTS  WITH  ACCOUNTANTS  ON  ACCOUNTING  AND
         FINANCIAL DISCLOSURE.

     None.

ITEM 8A. CONTROLS AND PROCEDURES

     Under  the  supervision  and  with  the   participation  of  the  Company's
management,  including  our chief  executive  officer  and the  chief  financial
officer,  the Company conducted an evaluation of the effectiveness of the design
and operation of its  disclosure  controls and  procedures,  as defined in Rules
13a-15(e) and 15d-15(e) under the Securities Exchange Act of 1934, as of the end
of the period  covered by this report  (the  "Evaluation  Date").  Based on this
evaluation,  the Company's chief executive  officer and chief financial  officer
concluded as of the Evaluation Date that the Company's  disclosure  controls and
procedures  were  effective  such that the material  information  required to be
included in our Securities and Exchange  Commission ("SEC") reports is recorded,
processed,  summarized  and reported  within the time  periods  specified in SEC
rules  and  forms   relating  to  the  Company,   including  our   consolidating
subsidiaries,  and was  made  known to them by  others  within  those  entities,
particularly during the period when this report was being prepared.

     Additionally,  there were no significant  changes in the Company's internal
controls or in other  factors that could  significantly  affect  these  controls
subsequent  to the  Evaluation  Date.  We have not  identified  any  significant
deficiencies  or material  weaknesses  in our internal  controls,  and therefore
there were no corrective actions taken.

ITEM 8B. OTHER INFORMATION

     None.

                                       30
<PAGE>
                                    PART II

ITEM 9. DIRECTORS AND OFFICERS

     Set forth below are the names of the directors,  executive officers and key
employees of the Company as of September 30, 2004:


      Name                    Age                 Title
      ----                    ---                 -----
Alice Tzu-Shia Hwang          50     President and Chairman of the Board of
                                     Directors

Yu-Chien Cheng                54     Director and Chief Supervisor of Technology

Chien-Fang Wang               52     Director and Vice President

Kevin Chung-Chieh Lin (1)     44     Director

Yun-Chun Tseng (1)            43     Director

Tzu-Sheng Su (1)              43     Director

----------
(1)  Members of the Audit Committee.

     Executive  officers of the Company are  appointed at the  discretion of the
Board of Directors with no fixed term. There are no family relationships between
or among any of the executive officers or directors of the Company.

     The  following is a brief  description  of each  director's  and  executive
officer's business experience:

     Alice Tzu-Shia  Hwang,  is President and Chairman of the Board of Directors
of the Company  since  January 2002.  She became  president of Nano Taiwan,  the
Company's  operating  subsidiary,  in 2002.  Ms.  Hwang is the primary  business
director and head of all marketing and sales projects with the Company.  She has
implemented  numerous business projects  throughout her many years in management
and sales for such publicly held companies as Long Chance Industrial Inc., a PVC
plastics  supplier  for the wire and  cable  industry,  from  1995 to 2001,  and
Evertop Wire & Cable Co., a producer of computer cabling from 1987 to 1995. From
1978 to 1986,  she was the Chief of  Research &  Development  for wire and cable
materials  and Director of Quality  Management  at Hong Tai Electric  Industrial
Co., an electronics  manufacturing  company.  Ms. Hwang has a degree in Chemical
Engineering from Nanya Institute of Technology and a degree in Oceanography from
the National Taiwan Ocean University.

     Yu-Chien  Cheng,  is a Director  of the  Company  and Chief  Supervisor  of
Technology since November 2002. Dr. Cheng's  responsibilities include overseeing
both the production process and research and development. Dr. Cheng has had many
years of experience in research and helped in founding Nano Taiwan.  From August
1992 to  1997,  Dr.  Cheng  served  as the  Chief  Supervisor  of  Research  and
Development for Olof Hassen  Technology  Inc., a metal materials  company.  From
1997 to 2002, Dr. Cheng served as the Research  Director and Production  Manager
at China Grinding Wheel Corp.'s polished  materials  division located in Taiwan.
Mr. Cheng graduated from the National  Taiwan  University with a master's degree
in mechanical engineering.  He also received training in Plasma Physics from the
UK's Sheffield Hallam University.

     Chien-Fang  Wang,  is a Director and Vice  President  of the Company  since
January 2002.  Since 2002,  Mr. Wang has been  employed as the General  Business
Manager  for Nano  Taiwan.  He is  primarily  involved  in  projects  related to
business development and sales and marketing. For 20 years prior to joining Nano
Taiwan,  Mr. Wang served as Chief of  Manufacturing  for Evertop Cable & Wire, a
computer cable company. Mr. Wang has a bachelor's degree in Chemical Engineering
from the Electrical Engineering Department at Tatung University in Taiwan.

                                       31
<PAGE>
     Kevin  Chung-Chieh Lin, is a Director of the Company since June 2004. Since
1996,  Mr. Lin has been the Chief  Executive  Officer  of  Chyun-Hwa  Group,  an
investment company involved in corporate finance and securities consulting.  Mr.
Lin has also been involved in venture capital and strategic  investments and has
invested  in,  developed  and  managed  more than  fifteen  public  and  private
companies  in  Taiwan  and  China.  Mr.  Lin's  investment  experience  has been
particularly in the biotech and electronics industries.  Mr. Lin has a degree in
Economics from Tan Jiang University.

     Yun-Chun Tseng, is a Director of the Company since June 2004. Over the past
five years, Ms. Tseng has been primarily  involved in  international  trade. Ms.
Tseng  established  Shanghai  Moli-Lai  Electronics  Inc., an electronics  trade
company,  where he has overseen sales,  trade, design and manufacture of various
electronic products and computer peripherals.  Ms. Tseng graduated with a degree
in Business Administration from Ming Teh Business College.

     Tzu-Sheng Su, is a Director of the Company since October 2004. In 1993, Mr.
Su  procured an agency  license  from the  National  Tax  Administration  of the
government of Taiwan to conduct tax,  bookkeeping and accountancy  functions for
both  corporations and individuals.  In October 1993, Mr. Su established his own
accounting  firm and has  conducted  large scale  accounting,  auditing  and tax
oriented  matters  for more  than 70 public  and  private  businesses.  Prior to
October  1993,  Mr. Su served as the finance  manager for several  manufacturing
companies in both Taiwan and China.  Mr. Su  graduated  from  Taiwan's  National
Chin-Yi   Institute  of  Technology  with  a  technical   degree  in  Industrial
Administration.

           SECTION 16(a) OF BENEFICIAL OWNERSHIP REPORTING COMPLIANCE

     Based  on the  Company's  review  of  copies  of  Forms  3 filed  with  the
Securities and Exchange Commission (the "SEC") or written  representations  from
certain  reporting  persons,  we believe  that  during  fiscal  year  2004,  all
officers,  directors,  and greater than  ten-percent  beneficial  owners  timely
complied  with  the  applicable  filing  requirements  of  Section  16(a) of the
Securities Exchange Act of 1934, except for Messrs. Wang, Lin and Cheng, and Ms.
Hwang and Ms.  Tseng,  each of whom did not file  their  respective  Form 3 on a
timely basis.

ITEM 10. EXECUTIVE COMPENSATION.

SUMMARY COMPENSATION TABLE

     The following table sets forth all cash  compensation paid or to be paid by
the Company, as well as certain other compensation paid or accrued,  during each
of the Company's last three fiscal years to each named executive officer.

<TABLE>
<CAPTION>
                                                                       Long Term Compensation
                                                                                Awards
                                            Annual Compensation       ------------------------
Name/Principal                       -----------------------------     Restricted       Stock     All Other
Position              Fiscal Year    Salary($)  Bonus($)  Other($)    Stock Award($)   Options     Comp.($)
--------              -----------    ---------  --------  --------    --------------   -------     --------
<S>                      <C>         <C>       <C>         <C>        <C>             <C>         <C>
Alice Tzu-Shia Hwang     2004        35,200       --        --            --              --         --
                         2003            --       --        --            --              --         --
                         2002            --       --        --            --              --         --
</TABLE>

BOARD COMMITTEES AND DESIGNATED DIRECTORS

     The  Board  of  Directors  currently  has  only  one  committee,  an  Audit
Committee.  The Audit Committee  consists of three directors,  Kevin Chung-Chieh
Lin  (Chairman),  Yun-Chun  Tseng  and  Tzu-Sheng  Su,  each of whom  meets  the
independence  requirements  and standards  currently  established by the SEC. In
addition,  the Board of Directors  has  determined  that Mr.  Tzu-Sheng Su is an
"audit  committee  financial  expert"  and  "independent"  as defined  under the

                                       32
<PAGE>
relevant rules of the SEC. The Audit  Committee  assists the Board by overseeing
the performance of the independent auditors and the quality and integrity of our
internal  accounting,  auditing and  financial  reporting  practices.  The Audit
Committee is responsible  for retaining  (subject to  stockholder  ratification)
and, as necessary,  terminating,  the independent auditors, annually reviews the
qualifications, performance and independence of the independent auditors and the
audit  plan,  fees and audit  results,  and  pre-approves  audit  and  non-audit
services to be performed by the auditors and related fees.

DIRECTOR COMPENSATION

     Our directors are  reimbursed  for expenses  incurred by them in connection
with attending  meetings of our Board of Directors,  but they do not receive any
other compensation for serving on the Board of Directors.

EMPLOYMENT CONTRACTS AND TERMINATION OF EMPLOYMENT, AND CHANGE-IN-CONTROL

     Not applicable.

CODE OF ETHICS

     On  October  12,  2004,  we  adopted a code of ethics  that  applies to our
Principal Executive Officer and Principal  Financial Officer,  and other persons
who  perform  similar  functions.  A copy of our Code of  Ethics  is filed as an
exhibit to this Annual Report on Form 10-KSB.  Our Code of Ethics is intended to
be a codification of the business and ethical  principles which guide us, and to
deter wrongdoing,  to promote honest and ethical conduct,  to avoid conflicts of
interest,  and  to  foster  full,  fair,  accurate,  timely  and  understandable
disclosures,   compliance  with   applicable   governmental   laws,   rules  and
regulations,  the prompt internal reporting of violations and accountability for
adherence to this Code.

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

     The following  table sets forth as of October 13, 2004 the number of shares
of our Common Stock  beneficially owned by (i) each person who is known by us to
be the beneficial owner of more than five percent of the Company's Common Stock;
(ii) each director;  (iii) each of the named  executive  officers in the Summary
Compensation  Table;  and (iv) all directors and executive  officers as a group.
Unless  otherwise  indicated,  the  stockholders  listed in the table  have sole
voting and investment power with respect to the shares indicated.

<TABLE>
<CAPTION>
                                           Number of Common Stock Shares      % of Common Stock
Name and Address of Beneficial Owner**         Beneficially Owned(1)          Beneficially Owned
--------------------------------------         ---------------------          ------------------
<S>                                                <C>                              <C>
Alice Tzu-Shia Hwang                               3,000,000                        10.9%
Yo-Chien Cheng                                     3,000,000                        10.9%
Chien-Fang Wang                                      810,000                         2.9%
Kevin Chung-Chien Lin                              1,000,000                         3.6%
Yun Chun Tseng                                       254,000                           *
Tzu-Sheng Su                                              --                           *
All executive officers and directors
 as a group (6) persons                            8,065,000                        29.4%
</TABLE>

----------
*    Indicates less than one percent.
**   Unless otherwise  indicated,  the address for each beneficial owner is: c/o
     Nano Superlattice Technology, Inc., No 666 Jhensing Rd., Gueishan Township,
     Taoyuan County 333, Taiwan, ROC.
(1)  Beneficial  ownership is  determined  in  accordance  with the rules of the
     Securities  and  Exchange  Commission  and  generally  includes  voting  or
     investment  power with respect to the shares shown.  Except as indicated by
     footnote and subject to community  property laws where  applicable,  to our
     knowledge,  the  stockholders  named in the  table  have  sole  voting  and
     investment  power  with  respect  to  all  common  stock  shares  shown  as
     beneficially owned by them.

                                       33
<PAGE>
ITEM 12. CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS.

     Throughout  the  history of the  Company,  certain  members of the Board of
Directors  and  management  have made loans to the  Company  to cover  operating
expenses  or  operating  deficiencies.  As of June 30,  2004,  the Company has a
non-interest  bearing loan from Alice  Tzu-Shia  Hwang,  its  President,  in the
amount of $157,251.

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

EXHIBITS

     The following exhibits are filed as part of this report:

EXHIBIT
NUMBER                             DESCRIPTION
------                             -----------
2.1       Share Exchange Agreement, dated May 26, 2004 (incorporated herewith by
          reference  to  Exhibit  2.1 to Nano  Superlattice  Technology,  Inc.'s
          Current Report on Form 8-K filed with the SEC on June 6, 2004).

3.1*      Certificate of Incorporation of Nano Superlattice Technology, Inc.

3.2*      By-laws of Nano Superlattice Technology, Inc.

14.1*     Code of Ethics.

21.1*     Subsidiaries of Nano Superlattice Technology, Inc.

31*       Certification of Chief Executive  Officer and Chief Financial  Officer
          Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.

32*       Certification of Chief Executive  Officer and Chief Financial  Officer
          Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.

----------
*   Filed herewith.

REPORTS ON FORM 8-K:

     On July 20,  2004,  we filed a report on Form 8-K,  under  Items 4 and 7 to
disclose a change in our certifying accountants.

     On  August  10,  2004,  we filed an  amendment  to our  Report on Form 8-K,
initially filed on April 27, 2004, under Items 1 and 7. The following  financial
statements were attached to such amendment:

a) FINANCIAL STATEMENTS OF BUSINESSES ACQUIRED

     (1) Unaudited Balance Sheet of Nano Superlattice Technology,  Inc. (Taiwan)
as of April 30, 2004.

     (2) Unaudited  Statements of Income of Nano Superlattice  Technology,  Inc.
(Taiwan) for the ten month period from July 1, 2003 through April 30, 2004

                                       34
<PAGE>
     (3) Audited  Financials  Statements and Notes thereto of Nano  Superlattice
Technology, Inc. (Taiwan) for the fiscal years ended December 31, 2002 and 2003

(b) PRO FORMA FINANCIAL INFORMATION

     (1) Unaudited Pro Forma  Condensed  Combined  Balance Sheet as of April 30,
2004

     (2) Unaudited Pro Forma Condensed Combined Statements of Income for the ten
month period from July 1, 2003 through April 30, 2004

     (3) Unaudited Pro Forma Condensed Combined Balance Sheet as of June 30,2003

     (4) Unaudited  Pro Forma  Condensed  Combined  Statements of Income for the
fiscal year ended June 30, 2003.

ITEM 14. PRINCIPAL ACCOUNTANT FEES AND SERVICES

     During fiscal years ended June 30, 2004 and 2003, our principal independent
auditor was Armando C. Ibarra, a Professional  Corporation.  However,  our audit
for the fiscal year ended June 30, 2004, was performed by our current  principal
independent  auditor  Lichter Weil & Associates.  The following are the services
provided and the amount billed:

AUDIT FEES

     The aggregate fees billed by Lichter,  Weil & Associates  for  professional
services rendered for the audit of the Company's annual financial statements for
the fiscal year ended June 30, 2004 was $37,500.

     The aggregate fees billed by Armando C. Ibarra, a Professional Corporation,
for  professional  services  rendered  for the  audit  of the  Company's  annual
financial statements for the fiscal years ended June 30, 2003 and for the review
of the financial  statements included in the Company's Quarterly Reports on Form
10-QSB for fiscal year 2003 and 2004 was $6,000.

AUDIT RELATED FEES

     Other  than the fees  described  under  the  caption  "Audit  Fees"  above,
Lichter,  Weil & Associates  did not bill any fees for  services  rendered to us
during fiscal year 2004 for assurance  and related  services in connection  with
the audit or review of our consolidated financial statements.

     Other than the fees described under the caption "Audit Fees" above, Armando
C.  Ibarra,  a  Professional  Corporation,  did not bill  any fees for  services
rendered  to us  during  fiscal  year  2004 or 2003 for  assurance  and  related
services in connection  with the audit or review of our  consolidated  financial
statements.

TAX FEES

     The aggregate  fees billed by Lichter,  Weil & Associates  for tax services
during the fiscal year ended June 30, 2004 was $3,000. There were no fees billed
by Armando C. Ibarra,  a Professional  Corporation,  for tax services during the
fiscal year ended June 30, 2003.

PRE-APPROVAL OF SERVICES

     The Audit Committee will pre-approve all services, including both audit and
non-audit services, provided by our independent accountants. For audit services,
each year the  independent  auditor  will  provide the Audit  Committee  with an
engagement  letter  outlining  the scope of the audit  services  proposed  to be
performed  during the year,  which must be formally  accepted  by the  Committee

                                       35
<PAGE>
before the audit  commences.  The independent  auditor will also submit an audit
services fee proposal,  which also must be approved by the Committee  before the
audit commences.

     None of the services performed by Armando C. Ibarra above were pre-approved
by our Audit  Committee,  as our current Board was not in control of the Company
prior to May 26, 2004. Our Board  pre-approved all of the professional  services
to be provided by Lichter, Weil & Associates in connection with its audit of our
financial  statements and the other professional  services it will provide to us
during the fiscal year ended June 30, 2005. In the future all such  professional
services will be pre-approved by our Audit Committee.

                                       36
<PAGE>
                                   SIGNATURES

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

                                    NANO SUPERLATTICE TECHNOLOGY, INC.


Date: October 13, 2004              By: /s/ Alice Tzu-Shia Hwang
                                       ---------------------------------------
                                    Name:  Alice Tzu-Shia Hwang
                                    Title: President and Chairman of the Board
                                           (Principal Executive Officer)


Date: October 13, 2004              By: /s/ Chien-Fang Wang
                                       ---------------------------------------
                                    Name:  Chien-Fang Wang
                                    Title: Vice President
                                           (Principal Financial Officer)

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

<TABLE>
<CAPTION>
         NAME                                         TITLE                           DATE
         ----                                         -----                           ----
<S>                                      <C>                                   <C>
/s/ Alice Tzu-Shia Hwang                 President and Chairman of the Board    October 13, 2004
------------------------------------     (Principal Executive Officer)
Alice Tzu-Shia Hwang


/s/ Yu-Chien Chang                       Chief Inspector and Director           October 13, 2004
------------------------------------
Yu-Chien Cheng


/s/ Chien-Fang Wang                      Vice President and Director            October 13, 2004
------------------------------------     (Principal Financial Officer)
Chien-Fang Wang


/s/ Kevin Chung-Chieh Lu                 Director                               October 13, 2004
------------------------------------
Kevin Chung-Chieh Lin


/s/ Yun-Chun Tseng                       Director                               October 13, 2004
------------------------------------
Yun-Chun Tseng


/s/ Tzu-Sheng Su                         Director                               October 13, 2004
------------------------------------
Tzu-Sheng Su
</TABLE>

                                       37