SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549

                                   FORM 10-KSB/A
(Mark One)

[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

                                       OR

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

Commission File No. 0-27609

                         MONET ENTERTAINMENT GROUP, LTD.
                 ----------------------------------------------
                 (Name of Small Business Issuer in its charter)

                Colorado                                          84-1391993
        ------------------------                             -------------------
        (State of incorporation)                                (IRS Employer
                                                             Identification No.)
    222 Milwaukee Street, Suite 304
           Denver, Colorado                                         80206
---------------------------------------                            --------
(Address of Principal Executive Office)                            Zip Code

Registrant's telephone number, including Area Code: (303) 329-3479 Securities
registered pursuant to Section 12(b) of the Act: None Securities registered
pursuant to Section 12(g) of the Act:

                                  Common Stock
                                (Title of Class)

Check whether the Registrant (1) has filed all reports required to be filed by
Section 13 or 15(d) of the Securities Exchange Act of 1934 during the 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 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 the 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. [X]

The Company's revenues for the most recent fiscal year were $ 0.
                                                            ----
The aggregate market value of the voting stock held by non-affiliates of the
Company on March 26, 2003, was $0.00.

As of March 26, 2003 the Company had 5,000,000 issued and outstanding shares of
common stock.


<PAGE>



EXPLANATORY NOTE ON AMENDMENT

This Amendment has been filed to revise Item 1 Description of Business, Item 6
Management's Discussion and Analysis or Plan of Operations, Item 7 Financial
Statements and Item 13 Exhibits and Reports on Form 8-K to file newly dated
Financial Statement Certifications.


ITEM 1. DESCRIPTION OF BUSINESS

Monet Entertainment Group, Ltd., (the "Company") was formed in 1996 in order to
finance the production of low budget feature length motion pictures and a
variety of other entertainment projects including documentaries, video
recordings and musical recordings.

The Company, in consultation with its auditors has removed the "Development
Stage" designation from its financial statements as of October 1, 2002 as the
Company has been unable to commence operations as planned and has ceased to
actively pursue its prior business plan.

The Company intends to maintain its corporate existence and continue filing its
required reports pursuant to the Securities Exchange Act while it re-evaluates
its motion pictures financing business plan and seeks out other business
opportunities for the Company.


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

PLAN OF OPERATION

The Company intends to maintain its corporate existence and continue filing its
required reports pursuant to the Securities Exchange Act while it re-evaluates
its motion pictures financing business plan and seeks out other business
opportunities for the Company.

Related Party Transactions

During the year ended December 31, 2001, Regatta Capital Ltd., a company owned
by the president of the Company contributed $25,123, to pay for certain expenses
on behalf of the Company. This amount is reflected in the accompanying financial
statement as a credit to additional paid-in capital.

Miscellaneous Income

During the years ended December 31, 2002 and 2001, the Company earned
miscellaneous consulting fees for work unrelated to its principal business
purpose. Miscellaneous income totaled $6,174 and $-0- for the years ended
December 31, 2002 and 2001, respectively.





<PAGE>



ITEM 7. FINANCIAL STATEMENTS









                         MONET ENTERTAINMENT GROUP, LTD.


                              Financial Statements

                                December 31, 2002

                  (with Report of Independent Auditors Thereon)










<PAGE>




                         MONET ENTERTAINMENT GROUP, LTD.
                          Index to Financial Statements





                                                                         Page
                                                                        ------

Report of Independent Auditors......................................     F-2

Balance Sheet at December 31, 2002..................................     F-3

Statements of Operations for the years ended
     December 31, 2002 and 2001.....................................     F-4

Statement of Changes in Shareholders' Equity for the period from
     January 1, 2001 through December 31, 2002......................     F-5

Statements of Cash Flows for the years ended
     December 31, 2002 and 2001.....................................     F-6

Notes to Financial Statements.......................................     F-7







                                      F-1
<PAGE>





                         Report of Independent Auditors


The Board of Directors
Monet Entertainment Group, Ltd.:


We have audited the accompanying balance sheet of Monet Entertainment Group,
Ltd. as of December 31, 2002, and the related statements of operations,
shareholders' equity, and cash flows for years ended December 31, 2002 and 2001.
These financial statements are the responsibility of the Company's management.
Our responsibility is to express an opinion on these financial statements based
on our audits.

We conducted our audits in accordance with the standards of the Public Company
Accounting Oversight Board (United States). Those standards require that we plan
and perform the audit to obtain reasonable assurance about whether the financial
statements are free of material misstatement. An audit includes examining, on a
test basis, evidence supporting the amounts and disclosures in the financial
statements. An audit also includes assessing the accounting principles used and
significant estimates made by management, as well as evaluating the overall
financial statement presentation. We believe that our audits provide a
reasonable basis for our opinion.

In our opinion, the financial statements referred to above present fairly, in
all material respects, the financial position of Monet Entertainment Group, Ltd.
as of December 31, 2002, and the results of its operations and its cash flows
for each of the years ended December 31, 2002 and 2001 in conformity with
generally accepted accounting principles in the United States.




Cordovano and Honeck, LLP
Denver, Colorado
February 16, 2005


                                      F-2

<PAGE>



                        MONET ENTERTAINMENT GROUP, LTD.
                                 Balance Sheet
                               December 31, 2002


                                     Assets

Current assets:
    Cash ...........................................................   $  8,179
                                                                       --------

                   Total current assets ............................      8,179

Other assets .......................................................        115
                                                                       --------

                   Total assets ....................................   $  8,294
                                                                       ========

                      Liabilities and Shareholders' Equity

Liabilities:
    Trade payables .................................................   $  1,590
    Income tax payable (Note 4) ....................................      1,207
                                                                       --------

                   Total liabilities ...............................      2,797
                                                                       --------

Shareholders'equity:
    Preferred stock , no par value; authorized 25,000,000 shares,
       issued and outstanding, -0- shares ..........................         --
    Common stock , no par value; authorized 25,000,000 shares,
       issued and outstanding, 5,000,000 shares ....................      9,919
    Additional paid-in capital .....................................     25,123
    Retained deficit ...............................................    (29,545)
                                                                       --------

                   Total shareholders' equity ......................      5,497
                                                                       --------

                   Total liabilities and shareholders' equity ......   $  8,294
                                                                       ========




                 See accompanying notes to financial statements
                                      F-3
<PAGE>


                        MONET ENTERTAINMENT GROUP, LTD.
                            Statements of Operations



                                                     Years Ended December 31,
                                                    ---------------------------
                                                        2002           2001
                                                    -----------     -----------

Costs and expenses:
    General and administrative expenses ........    $     1,590     $    25,123
                                                    -----------     -----------

              Total expenses ...................         (1,590)        (25,123)

Other income (loss):
    Miscellaneous income (Note 3) ..............          6,174              --
    Interest income ............................             44              --
    Impairment loss (Note 1) ...................         (5,000)             --
                                                    -----------     -----------

              Loss before
                 income taxes ..................           (372)        (25,123)

Income tax provision (Note 4) ..................         (1,207)             --
                                                    -----------     -----------

              Net loss .........................    $    (1,579)    $   (25,123)
                                                    ===========     ===========

Basic and diluted loss per share ...............    $     (0.00)    $     (0.01)
                                                    ===========     ===========

Weighted average common shares outstanding .....      5,000,000       5,000,000
                                                    ===========     ===========





                 See accompanying notes to financial statements

                                      F-4


<PAGE>
<TABLE>
<CAPTION>

                         MONET ENTERTAINMENT GROUP, LTD.
                  Statement of Changes in Shareholders' Equity




                                    Common Stock      Additional
                               ---------------------   paid-in      Retained
                                 Shares      Amount    capital      deficit       Total
                               ---------   ---------  ----------   ----------   ----------


<S>                            <C>         <C>         <C>          <C>          <C>
Balance at January 1, 2001 .   5,000,000   $   9,919   $      --    $  (2,843)   $   7,076
Contributed capital (Note 2)          --          --      25,123           --       25,123
Net loss ...................          --          --                  (25,123)     (25,123)
                               ---------   ---------   ---------    ---------    ---------

Balance at December 31, 2001   5,000,000       9,919      25,123      (27,966)       7,076
Net loss ...................          --          --          --       (1,579)      (1,579)
                               ---------   ---------   ---------    ---------    ---------

Balance at December 31, 2002   5,000,000   $   9,919   $  25,123    $ (29,545)       5,497
                               =========   =========   =========    =========    =========
</TABLE>






                 See accompanying notes to financial statements


                                      F-5
<PAGE>



                        MONET ENTERTAINMENT GROUP, LTD.
                            Statements of Cash Flows


                                                        Years Ended December 31,
                                                        -----------------------
                                                            2002        2001
                                                         ---------    ---------
Cash flows from operating activities:
    Net loss .........................................   $ (1,579)    $(25,123)
    Adjustments to reconcile net loss to net
      cash provided by operating activities:
        Contributed capital (Note 2) .................         --       25,123
        Impairment loss (Note 1) .....................      5,000           --
          Changes in operating liabilities:
            Trade and income tax payable .............      2,797           --
                                                         --------     --------

                Net cash provided by
                  operating activities ...............      6,218           --
                                                         --------     --------

                Net change in cash and
                  cash equivalents ...................      6,218           --

Cash and cash equivalents:
    Beginning of period ..............................      1,961        1,961
                                                         --------     --------

    End of period ....................................   $  8,179     $  1,961
                                                         ========     ========

Supplemental disclosure of cash flow information:
   Cash paid during the year for:
      Income taxes ...................................   $     --     $     --
                                                         ========     ========
      Interest .......................................   $     --     $     --
                                                        ========     ========




                 See accompanying notes to financial statements

                                      F-6

<PAGE>



                         MONET ENTERTAINMENT GROUP, LTD.
                          Notes to Financial Statements


(1)     Summary of Significant Accounting Policies

Organization and Basis of Presentation

Monet Entertainment Group, Ltd. (The "Company") was formed on September 20, 1996
in Colorado. The purpose of the Company was to engage in two pursuits within the
entertainment industry which involve developing a unique "completion guarantee"
to assure the completion of selected projects and developing a financing program
for full length motion pictures. Until October 1, 2002, the Company had been in
the development stage.

Use of Estimates

The preparation of financial statements in accordance with generally accepted
accounting principles requires management to make estimates and assumptions that
affect the reported amounts of assets and liabilities and the disclosure of
contingent assets and liabilities at the date of financial statements and the
reported amounts of revenues and expenses during the reporting period. Actual
results could differ from those estimates.

Cash and Cash Equivalents

The Company considers all highly liquid securities with original maturities of
three months or less when acquired to be cash equivalents. Cash equivalents at
December 31, 2002, were approximately $-0-.

Impairment of Long-Lived Assets

In accordance with Statement of Financial Accounting Standards (SFAS) No. 144,
Accounting for the Impairment or Disposal of Long-Lived Assets, the Company
evaluates their long-lived assets (excluding the full cost pool), including
related intangibles of identifiable business activities for impairment when
events or changes in circumstances indicate, in management's judgment, that the
carrying value of such assets may not be recoverable. The determination of
whether impairment has occurred is based on management's estimate of
undiscounted future cash flows attributable to the assets as compared to the
carrying value of the assets. If impairment has occurred, estimating the fair
value for the assets and recording a provision for loss if the carrying value is
greater than fair value determine the amount of the impairment recognized. For
assets identified to be disposed of in the future, the carrying value of these
assets are compared to the estimated fair value less the cost to sell to
determine if impairment is required. Until the assets are disposed of, an
estimate of the fair value is re-determined when related events or circumstances
change.

During its initial operating period, the Company acquired an interest in a
feature-length motion picture, tentatively entitled Salvation. This interest was
conveyed by Mr. Stephen Replin, President and principal stockholder of the
Company in exchange for 2,295,000 shares of common stock. Mr. Replin, in 1996,
acquired a 25 percent interest in the film for $25,000. He conveyed 20 percent
of his interest in the film to Monet, thereby providing the Company with a five
percent ownership position. When Monet Entertainment acquired its interest in
the film in 1996, the film was incomplete. As of December 31, 2002, the film has
been completed for more than four years. Management continues efforts to sell
the film outright to a distributor, however there are no prospects of a sale. An
outright sale contemplates a fixed price agreement in which the sellers do not
retain rights to share in the profits, if any, resulting from the distribution
and promotion of the film. During the year ended December 31, 2002 management
concluded that there is no longer a realistic possibility of selling the film in
the foreseeable future and has elected to write off the cost of the investment.
During the year ended December 31, 2002, an impairment loss of $5,000 was
recorded and reflected in the accompanying financial statements. As of December
31, 2002, Monet retains its ownership interest in the film.

Income Taxes

The Company accounts for income taxes under the provisions of Statement of
Financial Accounting Standards No. 109, Accounting for Income Taxes (SFAS 109).
SFAS 109 requires recognition of deferred tax liabilities and assets for the
expected future tax consequences of events that have been included in the
financial statements or tax returns. Under this method, deferred tax liabilities
and assets are determined based on the difference between the financial
statement and tax bases of assets and liabilities using enacted tax rates in
effect for the year in which the differences are expected to reverse.


                                      F-7
<PAGE>



                         MONET ENTERTAINMENT GROUP, LTD.
                          Notes to Financial Statements



Revenue Recognition

Revenue from consulting services is recognized as the services are provided.

Financial Instruments and Concentration of Credit Risk

At December 31, 2002, the fair value of the Company's financial instruments
approximate their carrying value based on their terms and interest rates.

Earnings (loss) per Common Share

The Company reports loss per share using a dual presentation of basic and
diluted loss per share. Basic loss per share excludes the impact of common stock
equivalents. Diluted loss per share utilizes the average market price per share
when applying the treasury stock method in determining common stock equivalents.
At December 31, 2002, there were no variances between the basic and diluted loss
per share as there were no potentially dilutive securities outstanding.

(2)      Related Party Transaction

During the year ended December 31, 2001, Regatta Capital Ltd., a company owned
by the president of the Company contributed $25,123, to pay for certain expenses
on behalf of the Company. This amount is reflected in the accompanying financial
statement as a credit to additional paid-in capital.

 (3)     Miscellaneous Income

During the years ended December 31, 2002 and 2001, the Company earned
miscellaneous consulting fees for work unrelated to its principal business
purpose. Miscellaneous income totaled $6,174 and $-0- for the years ended
December 31, 2002 and 2001, respectively.

(4)      Income Taxes

Permanent and temporary differences between the recognition of certain expense
items for income tax purposes and financial reporting purposes are as follows:


                                                              December 31,
                                                      --------------------------
                                                         2002            2001
                                                      ---------        ---------
Deficit per books ............................        $   (372)        $(25,123)
Permanent difference due to:
    Contributed capital ......................              --           25,123
Temporary differences due to:
    Impairment loss ..........................           5,000               --
    Accrued expenses .........................           1,590               --
                                                      --------         ---------

Income (loss) for tax purposes ...............        $  6,218         $     --
                                                      --------         ---------

    Current income tax expense:
      Federal ................................        $    919         $     --
      State ..................................             288               --
                                                      --------         ---------
        Total income tax expense .............        $  1,207         $     --
                                                      ========         =========

At December 31, 2002, the Company had no deferred tax asset or expense.




                                      F-8

<PAGE>


ITEM 13. EXHIBITS AND REPORTS ON FORM 8-K

(a) Exhibits


 3.1     Articles and Bylaws 1)
31.1     Sarbanes Oxley Section 302 Certification
31.2     Sarbanes Oxley Section 302 Certification
32.1     Sarbanes Oxley Section 906 Certification
32.2     Sarbanes Oxley Section 906 Certification



(1) Incorporated by reference, and as same exhibit number, from the Company's
Registration Statement on Form 10-SB (Commission File Number 0-27609).

(b) The Company did not file any reports on Form 8-K during the quarter ending
December 31, 2003.


                                   SIGNATURES


         In accordance with Section 13 or 15(a) of the Exchange Act, the
Registrant has caused this Amended Report to be signed on its behalf by the
undersigned, thereunto duly authorized on the 2nd day of March 2005.

                                       MONET ENTERTAINMENT GROUP, LTD.


                                       /s/ Stephen D. Replin
                                       -----------------------------------------
                                       Stephen D. Replin, President, Chief
                                       Executive Officer and Principal
                                       Financial Officer


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


Signature                                   Title                       Date
---------                                   -----                       ----

/s/ Stephen D Replin
-----------------------------
Stephen Replin                            Director               March 2, 2005








<PAGE>