<PAGE>



                       SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C.  20549

                                   FORM 10KSB

[X]  ANNUAL  REPORT  PURSUANT  TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE
     ACT  OF  1934
     For  the  fiscal  year  ended  December  31,  2002
                                    -------------------

[ ]  TRANSITION  REPORT  PURSUANT  TO  SECTION  13 OR 15(d) OF THE SECURITIES
     EXCHANGE  ACT  OF  1934
     For  the  transition  period  from  _________  to  ____________

Commission  File  No.  000-27621
                       ---------



                               STUDIO BROMONT INC.
                               -------------------
             (Exact name of Registrant as specified in its charter)

FLORIDA                                                 95-4720231
-------                                                 ----------
(State  or  other  jurisdiction  of                     (I.R.S.  Employer
incorporation  or  organization)                        Identification  Number)

2300  W.  SAHARA  AVE.,  SUITE  500
LAS  VEGAS,  NEVADA                                     89102
------------------------------------                    -----
(Address  of principal executive offices)               (Zip Code)

Registrant's  telephone  number,  including  area  code:     (514)891-9070
                                                             -------------

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

Securities  registered  pursuant to Section 12 (g) of the Act: 50,000,000 SHARES
OF  COMMON  STOCK

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

Revenues  for  2002  were  $NIL

The  aggregate  market value of the voting stock held by non-affiliates computed
by  reference  to  the last reported sale price of such stock as of December 31,
2002  is:  $959,239

The number of shares of the issuer's Common Stock outstanding as of December 31,
2002  is  13,703,416

Transitional  Small Business Disclosure Format (check one):  Yes [ ]   No [X]




<PAGE>



                                     PART I
                                     ------

ITEM 1.  DESCRIPTION  OF  BUSINESS

HISTORY

The Company ("We" or "Our") was incorporated on July 17, 1992, under the laws of
the  state  of  Florida.  The initial name of the Company was American Financial
Seminars,  Inc.

Since  its inception, the Company has sought out various business opportunities,
none  of which have been successful over a sustained period of time. On February
22,  2001,  3838421  Canada  Inc.,  a  Canadian  corporation  ("3838421"), sold,
transferred  and  assigned to the company its exclusive worldwide license to use
and  commercialize the client software known as the Gnotella Client ("Gnotella")
and  its  associated  trademark  license. The business operations of the Company
from  February  22,  2001,  through  approximately  December  17,  2001,  was
commercializing  Gnotella  and promoting peer-to-peer computing generally. On or
around  December  2001, the development of Gnotella ceased and the Company began
looking  for  other  businesses  or  products that had potential for profit. The
Company  retained  its  rights  in  Gnotella  and  could  restart development of
Gnotella  again in the future if the Company can obtain sufficient financing and
the  Company  determines  that  it  is  in  their  best  interest.

On  or  around  February 2002, the Company entered into a plan of reorganization
with  Studio  Bromont,  Inc.  If  the  plan  had  been consummated, the business
operations  of  Studio Bromont Inc. would have become the business operations of
the Company. The plan of reorganization was never closed, and on or around March
2002,  the  plan  expired  according  to  its  terms  and was never consummated.

In  contemplation of the transactions set forth in the plan, the Company changed
its  name to Studio Bromont, Inc. and that remains the name of the Company as of
the  date  of  this  filing.

The  Company's  present  business  continues  to  consist  of seeking to acquire
products  or  businesses  that  the  have  the  potential  for  profit.



GENERAL



The  business  objectives  discussed  herein  are  extremely general and are not
intended  to  be  restrictive on the discretion of the Company's management. Due
primarily  to  the Company's limited capital, management anticipates that it may
be  able  to  participate  only  in  the  acquisition  of one potential business
venture.

SELECTION  OF  A  BUSINESS

The  Company  anticipates  various  referral  sources  for  possible  business
acquisitions  including  its  officers  and  directors,  professional  advisors,
securities  broker-dealers,  venture  capitalists,  members  of  the  financial
community,  and  others who may present unsolicited proposals.  The Company will
not  engage  in  any  general  solicitation  or  advertising  for  a  business
opportunity,  but  instead  rely  on  the  personal  contacts  of  its officers,
directors,  and  their affiliates, as well as indirect associations



                                       2



<PAGE>



between  them and other business and professional people. By relying on "word of
mouth,"  the  Company  may be limited in the number of potential acquisitions it
can  identify.

While  it is not presently anticipated that the Company will engage unaffiliated
professional  firms  specializing  in  business acquisitions or reorganizations,
such  firms  may  be  retained  if  management  deems  it  in the Company's best
interest.

The  Company  will not restrict its search to any particular business, industry,
or  geographical  location.  Management reserves the right to evaluate and enter
into  any  type  of  business  in any location. The Company may participate in a
newly  organized  business  venture,  a  more established company entering a new
phase of growth, or a company in need of additional capital to overcome existing
financial  problems.  Participation  in  a  new business venture entails greater
risks  since  its management, in many instances, has not proved its ability, the
market  for  the business' products or services has not likely been established,
and  the  profitability of the business will be unknown and not capable of being
predicted  accurately.  If  the  Company participates in a more established firm
with  existing  financial  problems,  it  may  be  subjected to risk because the
financial  resources  of the Company may not be adequate to eliminate or reverse
the  circumstances  leading  to  such  financial  problems.

The  officers  and  directors  will  supervise the analysis of any new potential
business  acquisitions.  To  the  extent  possible,  in  analyzing  prospective
businesses,  management  will  consider the following factors: (a) the available
technical,  financial,  and  managerial  resources  of  the  business;  (b)  the
business'  working capital and other prospects for the future; (c) the nature of
the  business'  present and expected competition; (d) the quality and experience
of  management services which may be available and the depth of that management;
(e)  the  potential  for  further research, development, or exploration; (f) the
potential  for  profit;  (g)  the  perceived public recognition or acceptance of
products,  services,  or  trade  or  service marks; and (h) name identification.

The  decision to participate in a specific business may be based on management's
analysis  of  the  quality  of  the  other  firm's management and personnel, the
anticipated  acceptability  of  new products or marketing concepts, the merit of
technological changes, and other factors which are difficult, if not impossible,
to analyze through any objective criteria. It is anticipated that the results of
operations of a specific firm may not necessarily be indicative of the potential
for  the  future  because  of  the  requirement to substantially shift marketing
approaches,  expand  significantly,  change  product  emphasis,  change  or
substantially  augment  management,  and  other  factors.

The Company will analyze all available factors and make a determination based on
a  composite  of  available  facts,  without  reliance on any single factor. The
period  within  which  the  Company  may  participate  in  a  business cannot be
predicted  and  will  depend  on  circumstances  beyond  the  Company's control,
including  the  availability of businesses, the time required for the Company to
complete  its  investigation  and  analysis  of  prospective  business, the time
required  to  prepare  appropriate  documents  and  agreements  provided for the
Company's  participation,  and  other  circumstances.

ACQUISITION  OF  A  BUSINESS

In  implementing  a structure for a particular business acquisition, the Company
may  become  a  party  to  a merger, consolidation, or other reorganization with
another  corporation  or  entity;  joint  venture;



                                       3



<PAGE>



license;  purchase  and sale of assets; or purchase and sale of stock, the exact
nature  of  which  can  not be predicted. Notwithstanding the above, the Company
does  not  intend  to participate in a business through the purchase of minority
stock  positions.  The  Company  is  unable  to  acquire  a  business with cash.
Therefore,  any acquisition would have to be in exchange for Company stock. When
and  if  the  transaction is completed, it is likely that the present management
and  shareholders  of  the  Company  will  not  be in control of the Company. In
addition, a majority or all of the Company's directors may, as part of the terms
of  the acquisition transaction, resign and be replaced by new directors without
a  vote  of  the  Company's  shareholders.

It is anticipated that any securities issued in any such reorganization would be
issued  in reliance on exemptions from registration under applicable federal and
state  securities  laws. In some circumstances, however, as a negotiated element
of  the  transaction,  the Company may agree to register such securities. In the
event the Company registers such securities, the Company would incur substantial
expenses  to  register  the  securities.  The issuance of substantial additional
securities  and  their  potential  sale  into  any  trading  market  may  have a
depressive  effect  on  such  market.

The Company will comply with all federal and state disclosure laws in connection
with  the  acquisition  of  any  target  company.  If possible, the Company also
intends  to  provide  shareholders  with information including audited financial
statements  regarding  a  target company even if it is not required. However, in
some  circumstances, time constraints and the best interests of shareholders may
prohibit  such  disclosure.

OPERATION  OF  BUSINESS  AFTER  ACQUISITION

The  Company's  operation  following  its  acquisition  of  a  business  will be
dependent  on  the  nature  of  the  business  and  the interest acquired. It is
expected that the business will present various risks, which cannot be predicted
at  the  present  time.

GOVERNMENT  REGULATION

It  is  impossible  to  predict  the government regulation, if any, to which the
Company  may be subject until it has acquired an interest in a business. The use
of assets and/or conduct of business which the Company may acquire could subject
it  to  environmental,  public  health  and  safety,  land  use, trade, or other
governmental  regulations.  In  selecting  a  business  in  which  to acquire an
interest,  management  will  endeavor to ascertain, to the extent of the limited
resources  of  the  Company,  the  effects  of such government regulation on the
prospective  business of the Company. In certain circumstances, however, such as
the  acquisition  of  an interest in a new or start-up business activity, it may
not  be possible to predict with any degree of accuracy the impact of government
regulation.  The  inability  to ascertain the effect of government regulation on
prospective  business  activity will make the acquisition of an interest in such
business  a  higher  risk.

COMPETITION

The  Company  will  be  involved  in  intense  competition  with  other business
entities,  many of which will have a competitive edge over the Company by virtue
of  their  stronger financial resources and prior experiences in business. There
is  no  assurance  that  the  Company  will  be successful in obtaining suitable
investments.



                                       4



<PAGE>



GNOTELLA

As  mentioned  previously,  the  Company  continues  to  own certain rights with
respect  to  the commercialization of Gnotella software, though the exact status
of  and value of those rights may be subject to dispute. It is certain, however,
that  at  the  present  time there is no development or promotion of Gnotella on
behalf  of  the  Company.  It  remains  uncertain  whether  any  development and
promotion  will  commence  in  the  future.

Gnotella  is a real time peer-to-peer online search and file-sharing program run
from  a  user's  desktop  as  a servent (a server and a client in a peer-to-peer
network).  Gnotella  allows  users to interface directly with each other with no
intermediate  or  central  authority.  Users access and download Gnotella, which
installs  onto  their  computers.  Once  installed  and  executed  on a computer
connected  to  the  Internet,  the  software  locates  other computers utilizing
Gnotella  or compatible software, and connects to one or more such computers, as
determined  by  the  user.

The  totality  of  computers  connected  to  each  other  utilizing  Gnotella or
compatible software is known as the Gnutella Network. Once connected, a user can
search  the  Gnutella Network for files matching his or her search criteria, and
download  the  files located onto his or her own computer. Gnotella allows users
to  search for and share any type of digital file, including without limitation,
word  processing,  audio,  video,  text,  spreadsheets, and software. A user can
typically  connect  to and search thousands to tens of thousands of peers in the
network,  and  can  gain  access  to  terabytes  of  information.

There  have been downloads of Gnotella version 0.9.8 from users in 121 countries
on  five  continents.  Despite the wide usage of the software as previously made
available  to  the  Internet public by the Company, the software was distributed
basically  free of charge. The Company was ultimately unsuccessful in developing
a  revenue  structure  that  would  return to the Company revenues sufficient to
continue  to  develop  and  provide  the  software  to  the  public.

EMPLOYEES

As  of the date of this report, we have no employees other than our sole officer
and  director.

SUBSIDIARIES

We  currently have no subsidiaries.

PATENTS  AND  TRADEMARKS

We  hold  an  exclusive worldwide license to use and commercialize together with
its  trademark  license. There is no expiration on the license or the trademark.



                                       5



<PAGE>



ITEM 2.  DESCRIPTION  OF  PROPERTY

We  maintain our head office address at at 2300 West Sahara Ave., Suite 500, Las
Vegas,  Nevada 89102. We pay no rent for the use of this address. We are not the
owner  or  lessee  of  any  real  property.

ITEM 3.  LEGAL  PROCEEDINGS

We  are  not  a party to any material legal proceedings and to our knowledge, no
such  proceedings  are  threatened  or  contemplated.

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

No  matters were submitted to the shareholders for a vote during the fiscal year
ended  December  31,  2002.


                                     PART II

ITEM 5.  MARKET  FOR REGISTRANT'S COMMON EQUITY AND RELATED STOCKHOLDERS MATTERS

MARKET  INFORMATION

Our  common  stock  is quoted on the NASD Over-the-Counter Bulletin Board at the
present  time  under the symbol SBRTE. On May 8, 2003, our stock's closing price
was  $0.07  per  share.  This  price,  however, is an inter-dealer price without
retail  mark-up,  mark-down  or  commission  and  may  not  represent  an actual
transaction. The high and the low trades for the 52 week range ended May 8, 2003
were  $0.02  to $0.17. These prices are closing prices and appear as approximate
figures.

The Securities Exchange Commission has adopted rules that regulate broker-dealer
practices  in  connection  with  transactions  in penny stocks. Penny stocks are
generally  equity  securities  with  a  price  of  less  than  $5.00, other than
securities  registered on certain national securities exchanges or quoted on the
Nasdaq  system,  provided that current price and volume information with respect
to  transactions  in  such securities is provided by the exchange or system. The
penny  stock  rules  require  a broker-dealer, prior to a transaction in a penny
stock  not  otherwise  exempt  from  those  rules,  deliver  a standardized risk
disclosure  document  prepared  by  the  Commission,  which:  (a)  contains  a
description  of  the  nature and level of risk in the market for penny stocks in
both  public  offerings and secondary trading; (b) contains a description of the
broker's  or  dealer's  duties  to  the  customer and of the rights and remedies
available  to  the  customer with respect to a violation to such duties or other
requirements  of  Securities'  laws;  (c)  contains  a  brief,  clear, narrative
description  of  a  dealer market, including bid and ask prices for penny stocks
and  significance  of  the  spread between the bid and ask price; (d) contains a
toll-free  telephone  number  for inquiries on disciplinary actions; (e) defines
significant  terms  in  the  disclosure document or in the conduct of trading in
penny stocks; and (f) contains such other information and is in such form as the
Commission  shall  require  by  rule  or regulation. The broker-dealer also must
provide,  prior to effecting any transaction in a penny stock, the customer: (a)
with  bid  and offer quotations for the penny stock; (b) the compensation of the
broker-dealer  and  its salesperson in the transaction; (c) the number of shares
to which such bid and ask prices apply, or other comparable information relating
to the depth and liquidity of the market



                                       6



<PAGE>



for  such  stock; and (d) monthly account statements showing the market value of
each  penny  stock  held in the customer's account. In addition, the penny stock
rules  require that prior to a transaction in a penny stock not otherwise exempt
from  those  rules;  the broker-dealer must make a special written determination
that  the penny stock is a suitable investment for the purchaser and receive the
purchaser's  written  acknowledgment  of  the  receipt  of  a  risk  disclosure
statement,  a  written  agreement  to transactions involving penny stocks, and a
signed  and  dated  copy  of  a  written  suitably  statement.

These  disclosure  requirements  may  have  the  effect  of reducing the trading
activity  in  the  secondary market for our stock if it becomes subject to these
penny  stock  rules. Therefore, if our common stock becomes subject to the penny
stock  rules,  stockholders  may  have  difficulty  selling  those  securities.

The  quotations reflect inter-dealer prices, without retail mark-up, markdown or
commission  and  may  not  represent  actual  transactions.  The  source  of the
quotation  information  is  Yahoo  Finance.

DIVIDENDS

We  have  not  declared  any  dividends  since  our  incorporation. There are no
dividend  restrictions  that  limit  our  ability to pay dividends on our common
stock in our Articles of Incorporation or Bylaws. Chapter 607 of Title 36 of the
Florida  Statutes  does  provide  limitations  our ability to declare dividends.
Section  607.06401  of  Chapter 607 prohibits us from declaring dividends where,
after  giving  effect  to  the  distribution  of  the  dividend:

1.   we  would  not  be  able to pay its debts when they became due in the usual
     course  of  business;  or

2.   our  total  assets would be less than the sum of its total liabilities plus
     the  amount that would be needed, if we were to be dissolved at the time of
     distribution,  to  satisfy  the  preferential  rights  upon  dissolution of
     stockholders  whose preferential rights are superior to those receiving the
     distribution.

At  the  present  time,  we have no shareholders who have rights preferential to
those  of  the  common  shareholders.

Section 607.0623 of Chapter 607 allows the board of directors to issue shares of
stock  pro  rata  to  the  Company's  shareholders  as  a  share  dividend.

RECENT  SALES  OF  UNREGISTERED  SECURITIES

We  did  not sell of any shares of its common stock during the fiscal year ended
December  31,  2002.



                                       7



<PAGE>



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

PLAN  OF  OPERATIONS

Our  principal  asset  is a license to use and commercialize the client software
known as "Gnotella" ("Gnotella"). For most of the fiscal year ended December 31,
2001,  our  business plan called for the development of upgrades to Gnotella and
the  establishment of a broad user base for the software. During December, 2001,
three  of  the  four  members  of the board of directors of the Company resigned
their  positions and further development and promotion of Gnotella ceased. Since
that  time, the remaining director has sought new business opportunities for the
Company.

RESULTS  OF  OPERATIONS  FOR  FISCAL  YEAR  ENDED  DECEMBER  31,  2002

We did not earn any revenue for the fiscal year ended December 31, 2002 and have
not  earned  any  revenue  since  our  inception  on  July  17,  1992. We do not
anticipate  earning  revenues  until  we are able to secure financing which will
enable  us  to  pursue  other  business  opportunities.

We  incurred  total  expenses of $579,570 for the fiscal year ended December 31,
2002, compared to expenses of $424,880 in the previous fiscal year. Our expenses
for  the  fiscal  year  ended December 31, 2002 consisted of: (a) administrative
expenses  in  the  amount of $78,929; (b) Payment to consultants and salaries in
the  amount  of  $469,519;  and  (c)  $31,122  in  loss  of  assets.

Our  net loss for the fiscal year ended December 31, 2002 was $579,570, compared
to  a net loss of $424,880 in the previous fiscal year. Our net loss is entirely
attributable  to  our  expenses.

LIQUIDITY  AND  CAPITAL  RESOURCES

At  December  31,  2002,  we  had  no  current assets and current liabilities of
$641,980.  For  the  next  12  months,  we  will  continue  to seek out business
opportunities that we can engage and/or operating companies that we can acquire.
We  therefore  believe  the  Company  will  need to raise as much as $900,000 by
selling  common  shares  or  by borrowing in order to have sufficient capital to
meet  its needs for the next 12 months. The Company attempted without success to
raise  sufficient  capital  to  vigorously  pursue  its  business  during  2001.
Accordingly,  there  is significant doubt as to whether we will be able to raise
the  $900,000. Therefore the day to day operations of the Company are contingent
upon  our  creditors  allowing  us  to  proceed without immediate payment of our
obligations  and  upon our ability to raise sufficient monies to sustain minimal
operations  while we search for a business opportunity. It is impossible to know
at  this  point  whether  we  will  be  successful  in  this  attempt.

It  should  also  be  noted  that  the Company is obligated to satisfy the costs
associated  with  filing the required reports under the Exchange Act of 1934. It
appears  at  the  present time that these costs will also have to be met through
the  continued  sale  of  stock  or by borrowing additional funds. The Company's
current  operating  plan  is  to  (i)  handle  the  administrative and reporting
requirements  of  a  public  company;  and  (ii)  search for potential business,
products,  technologies  and  companies  for  acquisition.



                                       8



<PAGE>



FORWARD  LOOKING  STATEMENTS

Many  statements made in this report are forward-looking statements that are not
based  on  historical  facts.  Because  these forward-looking statements involve
risks  and  uncertainties, there are a number of factors that could cause actual
results  to  differ  materially  from  those  expressed  or  implied  by  these
forward-looking  statements.  The forward-looking statements made in this report
relate  only  to  events  as  of  the  date  on  which  the statements are made.



                                       9



<PAGE>




ITEM 7.  FINANCIAL  STATEMENTS
                                                                         Page
                                                                         ----

Independent  Auditor's  Report                                            F-1

Financial  Statements:

     Consolidated  Balance  Sheet  as  of  December  31,  2002            F-2

     Consolidated  Statement  of  Operations  For  the  Years             F-3
     Ended  December 31,  2002  and  December  31,  2001  and
     the  Period  July  17, 1992 (date  of  inception)  to
     December  31,  2002

     Consolidated  Statement  of  Changes  in  Stockholders'              F-4
     Equity  for  the  Period  July  17,  1992  (Date  of
     Inception)  to  December  31,  2002

     Consolidated  Statements  of  Cash  Flows  For  the                  F-5
     Years  Ended  December  31,  2002  and  2001  and
     the  Period July 17, 1992 (date of inception) to
     December  31,  2002

     Notes  to  Consolidated  Financial  Statements                    F-6 - F-8



                                       10



<PAGE>



SELLERS  AND  ANDERSEN  L.L.C.              941  East  3300  South,
------------------------------              Suite  202
Certified  Public  Accountants              Salt  Lake  City,  Utah  84106
and  Business  Consultants
Member  SEC  Practice  Section              Telephone  801  486-0096
of  the  AICPA

                        Fax  801  486-0098




Board  of  Directors
Studio  Bromont,  Inc.
Las Vegas, Nevada


We  have  audited  the  accompanying  balance  sheet  of  Studio  Bromont,  Inc.
(development  stage  company)  at  December  31,  2002  and  the  statements  of
operations,  stockholders'  equity,  and cash flows for the years ended December
31,  2002  and 2001 and the period July 17, 1992 (date of inception) to December
31,  2002.  These  financial  statements are the responsibility of the Company's
management. Our responsibility is to express an opinion based on these 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  audit  to  obtain reasonable assurance about whether the financial
statements  are free of material misstatement. An audit includes examining, on a
test  basis,  evidence  supporting  the amounts and disclosures in the financial
statements.  An audit also includes assessing the accounting principles used and
significant  estimates  made  by  management  as  well as evaluating the overall
financial  statements  presentation.  We  believe  that  our  audit  provides  a
reasonable  basis  for  our  opinion.

In  our  opinion,  the financial statements referred to above present fairly, in
all  material  respects,  the  financial  position  of  Studio  Bromont, Inc. at
December  31,  2002  and the results of operations, and cash flows for the years
ended  December  31,  2002  and  2001  and  the  period  July  17, 1992 (date of
inception)  to  December  31,  2002,  in  conformity  with accounting principles
generally  accepted  in  the  United  States  of  America.

The  accompanying  financial  statements  have  been  prepared assuming that the
Company  will continue to grow as a going concern. The Company does not have the
necessary  working  capital  to service its debt for its planned activity, which
raises  substantial  doubt  about  its  ability  to continue as a going concern.
Management's  plans  in  regard  to these matters are described in Note 5. These
financial  statements  do not include any adjustments that might result from the
outcome  of  this  uncertainty.






                                             /s/ Sellers and Andersen LLC

May  21,  2003

Salt  Lake  City,  Utah




                                       F-1





<PAGE>



                             STUDIO  BROMONT  INC.
                         (Development  Stage  Company)
                                BALANCE  SHEET
                             December  31,  2002
<TABLE>
<CAPTION>
================================================================================

ASSETS
CURRENT  ASSETS

<S>                                                <C>                     <C>

   Cash                                             $     -
                                                     -------

   Total Current Assets                                                     $     -
                                                                            =======


LIABILITIES AND STOCKHOLDERS' EQUITY
CURRENT LIABILITIES

   Accounts payable                                                           666,512
                                                                            ---------

Total Current Liabilities                                                     641,980
                                                                            ---------


STOCKHOLDERS' DEFICIENCY

   Common stock
      50,000,000 shares authorized
      at $0.001 par value;
      13,703,416 shares issued
      and outstanding                                                             13,703

   Capital in excess of par value                                                627,808

   Deficit accumulated during the
   Development stage                                                          (1,308,023)
                                                                              -----------

Total Stockholders' Deficiency                                                  (666,512)
                                                                              -----------
                                                                            $          -
                                                                            =============

</TABLE>





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


                                       F-2




<PAGE>



                                   STUDIO  BROMONT  INC.
                         (Development  Stage  Company)
                           STATEMENT  OF  OPERATIONS
          For  the  Years  Ended  December  31,  2002  and  2001  and  the
       Period  July  17,  1992  (date  of  inception)  to  December  31,  2002
================================================================================

<TABLE>
<CAPTION>


<S>                               <C>          <C>         <C>

                                  Dec  31,     Dec  31,     Jul 17, 1992 to
                                   2002          2001       Dec 31, 2002
--------------------------------------------------------------------------------

REVENUES                          $        -   $       -   $         -
                                  -----------  ----------  ------------


EXPENSES
   Administrative                     66,681     140,434       313,186
   Depreciation & amortization                    14,738        14,738
   Consultants & salaries            469,519     306,488       948,977

                                     536,200     461,660     1,276,901
                                  -----------  ----------  ------------
OTHER EXPENSES
   Loss of assets                     31,122           -        31,122
                                  -----------  ----------  ------------

NET LOSS                          $ (567,322)  $(461,660)  $(1,308,023)
                                  ===========  ==========  ============



NET LOSS PER COMMON SHARE

Basic                             $     (.05)  $    (.05)
                                  -----------  ----------


AVERAGE   OUTSTANDING SHARES

    Basic   (stated  in  1,000s)      11,775       9,668
                                  -----------  ----------



</TABLE>



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


                                        F-3




<PAGE>



                                   STUDIO  BROMONT  INC.
                              (Development  Stage  Company)
                   STATEMENT  OF  CHANGES  IN  STOCKHOLDERS'  EQUITY
                For  the  Period  July  17,  1992  (Date  of  Inception)
                                  to  December  31, 2002
================================================================================

<TABLE>
<CAPTION>



                                            Common  Stock       Capital in
                                           ---------------      Excess of    Accumulated
                                            Shares     Amount   Par Value    Deficit
--------------------------------------------------------------------------------------------

<S>                                         <C>         <C>      <C>         <C>

Balance July 17, 1992
   (date of inception)                             -    $    -   $     -     $         -

Issuance of common stock
   for services  at $0.001                      1,000,000    1,000      1,500          -

Net operating loss for the period
   ended December 31, 1992                            -         -         -          (2,500)

Issuance of common stock for cash
   at $.05 - net of issuance costs              2,500,000    2,500    116,825             -

Contribution to capital - expenses                    -         -       1,500             -

Net operating loss for the year
   ended December 31, 1998                            -         -        -         (120,450)

Issuance of common stock for cash
   at $0.005 - net of issuance costs            5,000,000    5,000     18,667

Net operating loss for the year ended
   December 31, 1999                                  -         -        -          (32,490)

Net operating loss for the year ended
   December 31, 2000                                  -         -        -         (123,601)

Issuance of common stock for
   software rights                              1,168,224    1,168     (1,168)            -


Net operating loss for the year ended
   December 31,  2001                                 -         -        -         (461,660)

Issuance of common stock for services
    at $.10 - June 21, 2002                     4,035,192    4,035    399,484             -

Contribution to capital - expenses                    -         -      91,000             -

Net operating loss for the year ended
   December  31, 2002                                 -         -          -       (567,322)


Balance December 31, 2002                      13,703,416  $13,703  $ 627,808   $(1,308,023)
                                               ==========  =======  ==========  ============


</TABLE>



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



                                       F-4




<PAGE>



                                   STUDIO BROMONT INC.
                               (Development Stage Company)
                                 STATEMENT OF CASH FLOWS
                 For the Years Ended December 31, 2002 and 2001 and the
              Period July 17, 1992 (date of inception) to December 31, 2002
=============================================================================
<TABLE>
<CAPTION>


                                             DEC  31,     DEC  31,     JUL  17,  1992  TO
                                               2002         2001         DEC  31,  2002
--------------------------------------------------------------------------------

CASH  FLOWS  FROM
OPERATING ACTIVITIES

<S>                                         <C>          <C>          <C>
Net loss                                    $(567,322)   $(461,660)   $(1,308,023)

Adjustments to reconcile net
  loss to net cash provided
  by operating  activities

  Changes in accounts payables                 41,681       97,789        193,786

  Contributions to
   capital - expenses                          91,000           -          92,500

  Capital stock issued as
   payment for expenses                       403,519           -         406,019

  Depreciation and amortization                   -         14,738             -

  Equipment abandoned                          31,122           -              -

  Net Increase (Decrease) in
   Cash Flows  from Operations                    -       (349,133)      (615,719)
                                              --------    ---------      ---------
CASH FLOWS FROM INVESTING
ACTIVITIES
   Purchase equipment                             -        (45,440)            -
                                              --------    ---------      ---------

CASH FLOWS FROM FINANCING

ACTIVITIES

   Proceeds from loans                            -        161,774        240,996
   Proceeds from common
    stock subscriptions                           -        231,731        374,723
                                              --------    ---------      ---------
Net Change  in Cash                               -         (1,068)            -

Cash at Beginning of Period                       -          1,068             -
                                              --------    ---------      ---------

Cash at End of Period                       $     -      $      -     $        -
===================================================================================

</TABLE>


SCHEDULE  OF  NONCASH  OPERATING  ACTIVITIES
    Contributions to capital  - expenses - 2000-2002                    $ 92,500
                                                                          ------
stock issued as payment for expenses 1992-2002             406,019
                                                           -------


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




                                       F-5




<PAGE>



                             STUDIO  BROMONT,  INC.
                        (  Development  Stage  Company  )
                        NOTES  TO  FINANCIAL  STATEMENTS
                              December  31,  2002
================================================================================



1.   ORGANIZATION

The  Company was incorporated under the laws of the State of Florida on July 17,
1992  with  authorized  common  stock  of 50,000,000 shares at $0.001 par value.

Since  its  inception the Company has made several name changes resulting in the
present  name.

The  Company was organized for the purpose of marketing a software license known
as "Gnotella", however, in late 2001 this activity was abandoned and the Company
has  remained  inactive  after  that  date.

The  Company  is  in  the  development  stage.

2.   SUMMARY  OF  SIGNIFICANT  ACCOUNTING  POLICIES

Accounting  Methods
-------------------

The  Company  recognizes  income  and  expenses  based  on the accrual method of
accounting.

Dividend  Policy
----------------

The  Company  has  not  yet  adopted  a  policy  regarding payment of dividends.

Income  Taxes
-------------

On  December  31,  2002,  the  Company had a net operating loss carry forward of
$1,283,491.  The  amount  of carryforward that may be available to offset future
profits has not been determined and therefore no provision for a tax benefit has
been  provided.

The  loss  carryforward  expires  starting  in  2007  through  2023.

Basic  and  Diluted  Net  Income  (Loss)  Per  Share
----------------------------------------------------

Basic  net  income  (loss)  per share amounts are computed based on the weighted
average  number  of  shares  actually outstanding. Diluted net income (loss) per
share  amounts  are  computed using the weighted average number of common shares
and  common  equivalent  shares  outstanding as if shares had been issued on the
exercise of the common share rights unless the exercise becomes antidilutive and
then  only  the  basic  per  share  amounts  are  shown  in  the  report.


                                        F-6



<PAGE>



                             STUDIO  BROMONT,  INC.
                          (Development  Stage  Company)
                  NOTES  TO  FINANCIAL  STATEMENTS  (Continued)
                              December  31,  2002



2.   SUMMARY  OF  SIGNIFICANT  ACCOUNTING  POLICIES  -  continued

Statement  of  Cash  Flows
--------------------------

For  the  purposes  of  the  statement  of cash flows, the Company considers all
highly  liquid  investments  with  a maturity of three months or less to be cash
equivalents.

Financial  and  Concentrations  Risk
------------------------------------

The  Company  does  not have any concentration or related financial credit risk.

Revenue  Recognition
--------------------

Revenue is recognized on the sale and delivery of a product or the completion of
a  service  provided.

Advertising  and  Market  Development
-------------------------------------

The  company  expenses  advertising  and  market  development costs as incurred.

Estimates  and  Assumptions
---------------------------

Management  uses  estimates and assumptions in preparing financial statements in
accordance with accounting principles generally accepted in the United States of
America.  Those  estimates  and  assumptions  affect the reported amounts of the
assets and liabilities, the disclosure of contingent assets and liabilities, and
the reported revenues and expenses. Actual results could vary from the estimates
that  were  assumed  in  preparing  these  financial  statements.

Financial  Instruments
----------------------

The  carrying  amounts of financial instruments, including accounts payable, are
considered  by  management  to  be  their  estimated  fair  values.

Recent  Accounting  Pronouncements
----------------------------------

The  Company  does  not  expect  that  the  adoption  of other recent accounting
pronouncements  will  have  a  material  impact  on  its  financial  statements.

Reclassifications
-----------------

Certain  reclassifications  have  been  made to the 2001 financial statements to
conform  with  2002  presentation.



                                        F-7




<PAGE>



                             STUDIO  BROMONT,  INC.
                          (Development  Stage  Company)
                  NOTES  TO  FINANCIAL  STATEMENTS  (Continued)
                              December  31,  2002



4.   RELATED  PARTY  TRANSACTIONS

Officer-directors  have  acquired             %  of the common stock outstanding
and  have  made  demand  no  interest  loans  to  the  Company  of  $141,574.

5.   GOING  CONCERN

The  Company  will need additional working capital to service its debt and to be
successful  in  its  planned  activity  which raises substantial doubt about its
ability  to  continue as a going concern. Continuation of the Company as a going
concern  is  dependent  upon  obtaining  additional  working  capital  and  the
management  of  the  Company  has  developed  a strategy, which it believes will
accomplish  this  objective  through  additional  equity  funding, and long term
financing,  which  will  enable  the  Company  to  operate  in  the coming year.



                                        F-8



<PAGE>




ITEM 8.  CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNING AND
         FINANCIAL  DISCLOSURE

We  have  had  no  disagreements  with our independent auditors on accounting or
financial  disclosures.


                                    PART III
                                    --------

ITEM 9.  DIRECTORS  AND  EXECUTIVE  OFFICERS  OF  THE  REGISTRANT

The  following  information sets forth the name of the sole officer and director
of  the  Company,  his  present positions with the Company, and his biographical
information.

Name                                 Office(s)  Held
----------------                    ------------------
Rodger  Brulotte                    Director  and  CEO


TERM  OF  OFFICE

Directors  of the Company are appointed for a one year term to hold office until
the  next  annual  meeting of the holders of the Company's common stock or until
removed  from  office  in accordance with the Company's by-laws. Officers of the
Company  are appointed by the Company's board of directors and hold office until
removed  by  the  Company's  board  of  directors.

RODGER  BRULOTTE

Prior  to  joining  the  Company,  Mr.  Brulotte  worked with the Montreal Expos
baseball  team  for  over  30  years. During this time, he played many different
roles  from  promotions  coordinator  to  radio  broadcaster.  As  promotions
coordinator,  Mr.  Brulotte managed the Expos' social events and implemented the
very  first  ticket  sales  department  done  by  phone in the United States and
Canada.  Mr.  Brulotte  also  worked closely with Harrison Erickson, the company
responsible  for  the conception of the Sesame Street characters, to develop the
Expos' mascot, Youppie. During his time with the Expos, Mr. Broulotte also was a
part  of the team recognized for the best marketing of the year in 1980 in Major
League  Baseball.  Mr.  Broulotte became a broadcaster for the Expos in 1984 for
the  Montreal  French  radio  networks.

SECTION  16(A)  BENEFICIAL  OWNERSHIP  REPORTING  COMPLIANCE

Section  16(a) of the Exchange Act requires the Company's executive officers and
directors,  and  persons  who  beneficially  own  more  than  ten percent of the
Company's  equity  securities,  to  file  reports  of  ownership  and changes in
ownership  with  the Securities and Exchange Commission. Officers, directors and
greater  than ten percent shareholders are required by SEC regulation to furnish
the  Company  with  copies  of  all  Section 16(a) forms they file. Based on its
review  of  the  copies  of such forms received by it, the Company believes that
during  the  fiscal  year  ended  December 31, 2002 all such filing requirements
applicable  to  its  officers  and  directors  were complied with exception that
reports  were  filed  late  by  the  following  persons:



                                       11



<PAGE>


--------------------------------------------------------------------------------
                               NUMBER        TRANSACTIONS       KNOWN  FAILURES
                               OF  LATE       NOT  TIMELY       TO  FILE  A
Name  and                       REPORTS        REPORTED          REQUIRED FORM
Principal  Position
--------------------------------------------------------------------------------


Rodger  Brulotte,  CEO
and  Director                    None            None               None
--------------------------------------------------------------------------------



ITEM  10.               EXECUTIVE  COMPENSATION


The  table  below  summarizes all compensation awarded to, earned by, or paid to
our executive officers by any person for all services rendered in all capacities
to  us  for  the  fiscal  year ended December 31, 2002 and the fiscal year ended
December  31,  2001.

                         ANNUAL COMPENSATION       LONG TERM COMPENSATION
--------------------------------------------------------------------------------
                                            Other                           All
                                           Annual                          Other
                                            Com-  Restrict-                 Com-
                                            pen-  ed      Warr-             pen-
                                            sa-   Stock   ants &  LTIP       sa-
Name      Title      Year  Salary  Bonus    tion  Awarded Options payouts($)tion
--------------------------------------------------------------------------------
Rodger    CEO        2001     0     0         0     0       0        0        0
Brulotte  and
          Director
--------------------------------------------------------------------------------
                     2002     0     0         0     0       0        0        0
--------------------------------------------------------------------------------

STOCK  OPTION  GRANTS

We  did  not grant any stock options to our sole officer and director during our
most  recent  fiscal  year  ended  December  31,  2002.



                                       12



<PAGE>



ITEM 11.  SECURITY  OWNERSHIP  OF  CERTAIN  BENEFICIAL  OWNERS  AND  MANAGEMENT

The  following  table  sets  forth  certain information concerning the number of
shares  of  our  common stock owned beneficially as of December 31, 2002 by: (i)
each person (including any group) known to us to own more than five percent (5%)
of  any  class  of  our voting securities, (ii) each of our directors, and (iii)
officers  and directors as a group. Unless otherwise indicated, the shareholders
listed  possess  sole  voting  and  investment  power with respect to the shares
shown.



================================================================================
                   Name and address           Number of Shares   Percentage  of
Title  of class    of beneficial owner        of Common Stock    Common Stock(1)
================================================================================
Common Stock       383421  Canada  Inc.          1,168,224           12.1%
                   1170  Peel  Floor  6          Shares
                   c/o:  Peter  Martin
                   Montreal, QC,
                   Canada H3V 4S8
--------------------------------------------------------------------------------
Common  Stock      Crosswinds  Holdings  Inc.    1,500,000           15.5%
                   Providence  House             Shares
                   East  Hill  Street
                   Nassau,  Bahamas
--------------------------------------------------------------------------------
Common  Stock      AS-B  &  CIE  S.A.            2,500,000           25.9%
                   9  rue  des  Alpes            Shares
                   P.O.  Box  1023
                   CH-1211  Geneve  1
                   Switzerland
--------------------------------------------------------------------------------
Common  Stock      Robert  Lockwood              900,000             9.3%
                   12746  Campbell  Place        Shares
                   Surrey,  BC,
                   Canada  V3V  6C8
--------------------------------------------------------------------------------
Common  Stock      All  Officers  and
                   Directors  as a Group         0                   0%
                   (1 person)                    Shares
--------------------------------------------------------------------------------

(1)  Based on 13,703,416 shares of our common stock issued and outstanding as of
     December  31,  2002.

================================================================================

Except  as otherwise noted, it is believed that all persons have full voting and
investment  power  with  respect to the shares indicated. Under the rules of the
Securities  and Exchange Commission, a person (or group of persons) is deemed to
be a beneficial owner of a security if he or she, directly or indirectly, has or
shares  the power to vote or to direct the voting of such security, or the power
to



                                       13



<PAGE>



dispose of or to direct the disposition of such security. Accordingly, more than
one person may be deemed to be a beneficial owner of the same security. A person
is  also  deemed to be a beneficial owner of any security, which that person has
the right to acquire within 60 days, such as options or warrants to purchase the
Common  Stock  of  the  Company.

CHANGE  IN  CONTROL

We  are not aware of any arrangement that might result in a change in control of

our  company  in  the  future.

ITEM 12.  CERTAIN  RELATIONSHIPS  AND  RELATED  TRANSACTIONS

None  of the following parties has, since the beginning of the fiscal year ended
December  31,  2002  had  any  material  interest,  direct  or  indirect, in any
transaction  with  us  or in any presently proposed transaction that has or will
materially  affect  us:

     -    Any  of  our  directors  or  officers;
     -    Any  person  proposed  as  a  nominee  for  election  as  a  director;
     -    Any  person  who  beneficially  owns,  directly  or indirectly, shares
          carrying  more  than  10%  of  the  voting  rights  attached  to  our
          outstanding  shares  of  common  stock;
     -    Any  of  our  promoters;
     -    Any  relative  or  spouse  of any of the foregoing persons who has the
          same  house  as  such  person.

                                     PART IV
                                     -------

ITEM 13.  EXHIBITS,  FINANCIAL  STATEMENTS,  SCHEDULES  AND  REPORTS ON FORM 8-K

EXHIBITS  REQUIRED  BY  ITEM  601  OF  FORM  8-K


EXHIBIT  NUMBER       DESCRIPTION  OF  EXHIBIT
--------------------------------------------------------------------------------
99.1                  Certifications  of  Chief Executive Officer and Chief
                      Financial Officer pursuant to pursuant to 18 U.S.C.
                      Section 1350, as adopted pursuant to Section  906 of
                      the  Sarbanes-Oxley  Act  of  2002  (1)
--------------------------------------------------------------------------------

     (1)  Filed  as  an  Exhibit  to  this  Annual  Report  on  Form  10-KSB

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

REPORTS  ON  FORM  8-K

The  company  did  not  submit any reports on Form 8-K for the fiscal year ended
December  31,  2002.



                                       14



<PAGE>



ITEM 14.  CONTROLS  AND  PROCEDURES.

As  required  by  Rule  13a-15  under  the  Securities Exchange Act of 1934 (the
"Exchange Act"), we carried out an evaluation of the effectiveness of the design
and operation of our disclosure controls and procedures within the 90 days prior
to  the  filing  date  of this report. This evaluation was carried out under the
supervision  and with the participation of our Chief Executive Officer and Chief
Financial  Officer,  Mr.  Rodger Brulotte. Based upon that evaluation, our Chief
Executive  Officer  and  Chief  Financial  Officer concluded that our disclosure
controls  and procedures are effective in timely alerting management to material
information  relating to us required to be included in our periodic SEC filings.
There  have  been  no  significant  changes in our internal controls or in other
factors that could significantly affect internal controls subsequent to the date
we  carried  out  our  evaluation.

Disclosure  controls  and  procedures are controls and other procedures that are
designed  to  ensure that information required to be disclosed our reports filed
or  submitted  under  the  Exchange  Act  is recorded, processed, summarized and
reported,  within  the  time  periods  specified  in the Securities and Exchange
Commission's  rules  and  forms.  Disclosure  controls  and  procedures include,
without  limitation, controls and procedures designed to ensure that information
required  to  be  disclosed  in  our  reports  filed  under  the Exchange Act is
accumulated  and  communicated  to  management,  including  our  Chief Executive
Officer  and  Chief  Financial  Officer,  to  allow  timely  decisions regarding
required  disclosure.



                                       15



<PAGE>



                                   SIGNATURES



In  accordance with the requirements of the Securities and Exchange Act of 1934,
the  Registrant  has  duly  caused this report to be signed on its behalf by the
undersigned,  thereunto  duly  authorized.

STUDIO  BROMONT  INC.




By:     /s/  Rodger  Brulotte
        ----------------------
        Rodger  Brulotte
        Sole  Director,
        Principal  Executive  Officer,
        Principal  Financial  Officer,  and
        Principal  Accounting  Officer
        Date:  May  16,  2003



                                       16



<PAGE>



                                 CERTIFICATIONS

I,  Rodger  Brulotte,  Chief  Executive  Officer  and Chief Financial Officer of
Studio  Bromont,  Inc.  (the  "Registrant"),  certify  that;

(1)  I  have  reviewed this annual report on Form10-KSB of Studio Bromont, Inc.;

(2)  Based  on  my  knowledge,  this  annual  report does not contain any untrue
     statement  of a material fact or omit to state a material fact necessary to
     make  the  statements  made, in light of the circumstances under which such
     statements  were made, not misleading with respect to the period covered by
     this  annual  report;

(3)  Based  on  my  knowledge,  the  financial  statements,  and other financial
     information  included in this annual report, fairly present in all material
     respects  the  financial condition, results of operations and cash flows of
     the Registrant as of, and for, the periods presented in this annual report.

(4)  The  Registrant's  other  certifying  officers  and  I  are responsible for
     establishing and maintaining disclosure controls and procedures (as defined
     in  Exchange  Act  Rules  13a-14  and  15d-14) for the Registrant and have:

     a)   designed  such  disclosure  controls  and  procedures  to  ensure that
          material  information  relating  to  the  Registrant,  including  its
          consolidated  subsidiaries, is made known to us by others within those
          entities,  particularly  during the period in which this annual report
          is  being  prepared;

     b)   evaluated  the  effectiveness  of the Registrant's disclosure controls
          and procedures as of a date within 90 days prior to the filing date of
          this  annual  report  (the  "Evaluation  Date");  and

     c)   presented  in  this  annual  report  our  conclusions  about  the
          effectiveness  of  the disclosure controls and procedures based on our
          evaluation  as  of  the  Evaluation  Date;

(5)  The  Registrant's  other certifying officers and I have disclosed, based on
     our  most  recent  evaluation,  to  the Registrant's auditors and the audit
     committee  of  Registrant's  board  of directors (or persons performing the
     equivalent  functions):

     a)   all  significant  deficiencies  in the design or operation of internal
          controls  which  could  adversely  affect  the Registrant's ability to
          record,  process,  summarize  and  report  financial  data  and  have
          identified  for  the  Registrant's auditors any material weaknesses in
          internal  controls;  and

     b)   any  fraud, whether or not material, that involves management or other
          employees  who  have  a  significant role in the Registrant's internal
          controls;  and

(6)  The  Registrant's  other  certifying  officers and I have indicated in this
     annual  report  whether  or  not there were significant changes in internal
     controls  or  in  other  facts  that  could  significantly  affect internal
     controls  subsequent  to  the date of our most recent evaluation, including
     any corrective actions with regard to significant deficiencies and material
     weaknesses.

Date:     May  16,  2003                  /s/  Rodger  Brulotte
                                          ------------------------------
                                          (Signature)
                                          CHIEF  EXECUTIVE  OFFICER  AND
                                          CHIEF  FINANCIAL  OFFICER



                                       17