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 December 31, 2003    Commission File No. 333-4066

[  ] Transition Report Pursuant to Section 13 or 15(d) of the Securities
Exchange Act of 1934

     For the transition period from           to           .

                       KAYENTA KREATIONS, INC.
            (Name of small business issuer in its charter)

                Nevada                                   87-0554463
     State or other jurisdiction of                    (I.R.S. Employer
     incorporation or organization                     Identification No.)

    311 South State Street, Suite 460, Salt Lake City, Utah 84111
         (Address of principal executive offices)  (zip code)

Issuer's telephone number, including area code:  (801) 364-9262


(Former name, former address and former fiscal year, if changed since last
report)

Securities registered under Section 12(b) of the Exchange Act:  None

Securities registered under Section 12(g) of the Act:  None

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
preceding 12 months (or for such shorter period that the Issuer 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 no disclosure of delinquent filers in response to Item 405 of
Regulation S-B is contained in this form, and no disclosure will 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. (Not applicable)                  [   ]

The Issuer's revenues for its most recent fiscal year.     $   -0-

As of April 13, 2004, the aggregate market value of voting stock held by
non-affiliates was approximately $ 164,175  . (See Item 5 herein).

The number of shares outstanding of the Issuer's common stock at December 31,
2003: 1,316,292

<PAGE>

                                PART I

ITEM 1.   DESCRIPTION OF BUSINESS

     (A)  BUSINESS DEVELOPMENT.

     Kayenta Kreations, Inc. (the "Company") was incorporated under the laws
of the State of Nevada on December 26, 1995.  In connection with its
organization, the President and founders of the Company contributed $8,000
cash to initially capitalize the Company in exchange for 800,000 shares of
Common Stock.

     The Company then registered a public offering of its securities to raise
funds from such offering with which to commence business operations.  The
Company filed with the Securities and Exchange Commission a registration
statement on Form SB-2, Commission File No. 333-4066, which became effective
October 21, 1996.  Pursuant thereto the Company sold 218,900 shares of its
common stock to the public at $.25 per share and raised gross proceeds of
$54,725.

     The offering was completed in February, 1997.  The Company then used the
net proceeds from this offering to provide the working capital necessary to
commence business operations.  However, the Company did not generate any
significant revenues from operations and is still considered a development
stage company.

     (B)  BUSINESS OF COMPANY.

     The Company was engaged in the business of producing and marketing
specialty children's coloring art books and art coloring pencils.  This
business was not successful and operations were eventually discontinued.  The
Company is not presently engaged in any significant business activities and
has no operations. Presently the Company's principal activity has been to
investigate potential acquisitions without regard to any specific business or
industry. However, the Company has not located any suitable potential business
acquisition and has no plans, commitments or arrangements with respect to any
potential business venture. There is no assurance the Company could become
involved with any business venture, especially any business venture requiring
significant capital.

EMPLOYEES

     The Company presently has no salaried employees, and does not presently
anticipate the need to hire employees.  The sole officer of the Company will
not be employed full time presently and will not receive a regular salary,
wage or other cash compensation for her time, unless and until the Company's
business operations develop to the point where a full time or other extensive
time commitment is required.

<PAGE>

ITEM 2.   PROPERTIES

     The Company presently has no office facilities but for the time being
will use the office address of Ms. Brenda White, its President, in Salt Lake
City, Utah, on a rent free basis as its principal business address.
Management does not intend to seek other office arrangements immediately, but
will seek such arrangements at such time in the future as the Company's
business requires more extensive facilities, which is not anticipated in the
immediate future.

ITEM 3.   LEGAL PROCEEDINGS.

     The Company is not a party to any material pending legal proceedings
and, to the best of its knowledge, no action has been threatened by or against
the Company.

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

     No matter was submitted to a vote of security holders through the
solicitation of proxies or otherwise during the fourth quarter of the fiscal
year covered by this report.

                               PART II

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

     (A)  MARKET INFORMATION.

     The Company's public offering closed in February, 1997 and the Common
Stock of the Company was eligible for trading in the over-the-counter market
after that time.  The common stock is quoted under the symbol  "KKRI", but has
not been traded in the over-the-counter market except on a very limited and
sporadic basis. The following sets forth high and low bid price quotations for
each calendar quarter during the last two fiscal years that trading occurred
or quotations were available. Such quotations reflect inter-dealer prices,
without retail mark-up, mark-down or commission and may not represent actual
transactions.

     Quarter Ended                 High                Low
     March 31, 2002                .35                 .09
     June 30, 2002                 .09                 .09
     September 30, 2002            .55                 .19
     December 31, 2002             .55                 .27

     March 31, 2003                .35                 .27
     June 30, 2003                 .35                 .35
     September 30, 2003            .35                 .35
     December 31, 2003             .45                 .35

<PAGE>

     (B)  HOLDERS.

     As of February 19, 2003, there were approximately 19 record holders of
the Company's Common Stock.

     (C)  DIVIDENDS.

     The Company has not previously paid any cash dividends on common stock
and does not anticipate or contemplate paying dividends on common stock in the
foreseeable future.  It is the present intention of management to utilize all
available funds for the development of the Company's business.  The only
restrictions that limit the ability to pay dividends on common equity or that
are likely to do so in the future, are those restrictions imposed by law.
Under Nevada corporate law, no dividends or other distributions may be made
which would render the Company insolvent or reduce assets to less than the sum
of its liabilities plus the amount needed to satisfy any outstanding
liquidation preferences.

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

     The Company was incorporated on December 26, 1995.  The Company has not
yet generated any significant revenues from operations and is considered a
development stage company.

     The Company has experienced losses from its inception.  The Company was
engaged in the business of producing and marketing specialty children's
coloring art books and art coloring pencils.  This business was not successful
and operations were eventually discontinued.  The Company has no operating
capital or income producing assets. In light of these circumstances, the
ability of the Company to continue as a going concern is substantially in
doubt.  The financial statements do not include any adjustments that might
result from the outcome of this uncertainty. Management believes their plans
will provide the corporation with the ability to continue in existence.
Management plans to maintain its filings and curtail operations and activities
to keep it in existence. This may  require additional advances from
stockholders to pay accounting and legal fees associated with its filings.

ITEM 7.   FINANCIAL STATEMENTS.

     See attached Financial Statements and Schedules.

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

     There are not and have not been any disagreements between the Company
and its accountants on any matter of accounting principles or practices or
financial statement disclosure.

<PAGE>

ITEM 8A.  CONTROLS AND PROCEDURES.

     The issuer's principal executive officer or officers and principal
financial officer or officers, or persons performing similar functions, are
responsible for establishing and maintaining disclosure controls and
procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and
internal control over financial reporting (as defined in Exchange Act Rules
13a-15(f) and 15d-15(f)) for the issuer and have:

     designed such disclosure controls and procedures, or caused such
disclosure controls and procedures to be designed under their supervision,
to ensure that material information relating to the issuer, including its
consolidated subsidiaries, is made known to them by others within those
entities, particularly during the period in which the periodic reports are
being prepared;

     designed such internal control over financial reporting, or caused such
internal control over financial reporting to be designed under their
supervision, to provide reasonable assurance regarding the reliability of
financial reporting and the preparation of financial statements for external
purposes in accordance with generally accepted accounting principles;

     evaluated the effectiveness of the issuer's disclosure controls and
procedures as of the end of the fiscal year (the "Evaluation Date").

     Based on their evaluation as of the Evaluation Date, their conclusions
about the effectiveness of the disclosure controls and procedures were that
nothing indicated:

     any significant deficiencies in the design or operation of internal
controls which could adversely affect the issuer's ability to record, process,
summarize and report financial data;

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

     any material weaknesses in internal controls that have been or should be
identified for the issuer's auditors and disclosed to the issuer's auditors
and the audit committee of the board of directors (or persons fulfilling the
equivalent function).

     Changes in internal control over financial reporting. There was no
significant change in the issuer's internal control over financial reporting
that occurred during the most recent fiscal quarter that has materially
affected, or is reasonably likely to materially affect, the issuer's internal
control over financial reporting.

                               PART III

ITEM 9.   DIRECTORS, EXECUTIVE OFFICERS, PROMOTERS AND CONTROL PERSONS;
          COMPLIANCE WITH SECTION 16(A) OF THE EXCHANGE ACT

<PAGE>

     (A)  IDENTIFY DIRECTORS AND EXECUTIVE OFFICERS.

     The following table sets forth the sole director and executive officer
of the Company, her age, and all offices and positions with the Company.  A
director is elected for a period of one year and thereafter serves until his
or her successor is duly elected by the stockholders and qualifies.  Officers
and other employees serve at the will of the Board of Directors.

<TABLE>
<S>                  <C>  <C>                <C>
                          Term Served As     Positions
Name of Director     Age  Director/Officer   With Company

Brenda White         44   Since February 15, President &
                          2002               Secretary/Treasurer

</TABLE>

     Michelle Barlow resigned February 15, 2002, as the sole
director andexecutive officer of the Company, and appointed Brenda White to
replace her. Brenda White now serves as management of the Company.  A brief
description of her background and business experience is as follows:

     Brenda White serves as President, Secretary/Treasurer and Director of
the Company. She has been employed since 1995 as the secretary of Lynn Dixon,
a principal shareholder of the Company, and serves at his request. Ms. White
holds no directorships in any other company subject to the reporting
requirements of the Securities Exchange Act of 1934.

     (B)  IDENTIFY SIGNIFICANT EMPLOYEES.

     None other than the person previously identified.

     (C)  FAMILY RELATIONSHIPS.

     None

     (D)  INVOLVEMENT IN CERTAIN LEGAL PROCEEDINGS.

     Except as described herein above, no present officer or director of the
Company; 1) has had any petition filed, within the past five years, in Federal
Bankruptcy or state insolvency proceedings on such person's behalf or on
behalf of any entity of which such person was an officer or general partner
within two years of filing; or 2) has been convicted in a criminal proceeding
within the past five years or is currently a named subject of a pending
criminal proceeding; or 3) has been the subject, within the past five years,
of any order, judgment, decree or finding (not subsequently reversed,
suspended or vacated) of any court or regulatory authority involving violation
of securities or commodities laws, or barring, suspending, enjoining or
limiting any activity relating to securities, commodities or other business
practice.

<PAGE>

     (E)  AUDIT COMMITTEE FINANCIAL EXPERT.  The issuer does not have an
audit committee financial expert serving on its audit committee, due to lack
of funds. The Company is not presently engaged in any significant business
activities and has no operations or assets.

COMPLIANCE WITH SECTION 16(A) OF THE EXCHANGE ACT.

     The Issuer is not subject to Section 16(a).

     CODE OF ETHICS. The issuer has adopted a code of ethics that applies to
the issuer's principal executive officer, principal financial officer,
principal accounting officer or controller, or persons performing similar
functions. For purposes of this Item, the term code of ethics means written
standards that are reasonably designed to deter wrongdoing and to promote:
Honest and ethical conduct, including the ethical handling of actual or
apparent conflicts of interest between personal and professional
relationships; Full, fair, accurate, timely, and understandable disclosure in
reports and documents that the issuer files with, or submits to, the
Commission and in other public communications made by the issuer; Compliance
with applicable governmental laws, rules and regulations;  The prompt internal
reporting of violations of the code to the board of directors or another
appropriate person or persons; and Accountability for adherence to the code.
The issuer hereby undertakes to provide to any person without charge, upon
request, a copy of such code of ethics. Such request may be made in writing to
the board of directors at the address of the issuer.

ITEM 10.  EXECUTIVE COMPENSATION.

     The sole officer/director is entitled to reimbursement of any out of
pocket expenses reasonably and actually incurred on behalf of the Company.
Presently, the officer only devotes a portion of her time to the affairs of
the Company.  She is not employed full time and does not receive a regular
salary, wage for her time, and will not unless and until the Company's
business operations develop to the point where a full time or other extensive
time commitment is required.  The Company presently has no formal employment
agreements or other arrangements or understandings with the officer regarding
the commitment of time or the payment of salaries or other compensation.
However, the officer is prepared to devote such time as may be necessary to
the development of the Company's business.  The amounts of compensation and
other terms of any full time employment arrangements with Ms. White would be
determined if and when such arrangements become necessary.

COMPENSATION OF DIRECTORS

     None

<PAGE>

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

     The Company has not entered into any contracts or arrangements with any
named executive officer which would provide such individual with a form of
compensation resulting from such individual's resignation, retirement or any
other termination of such executive officer's employment with the Company or
its subsidiary, or from a change-in-control of the Company or a change in the
named executive officer's responsibilities following a change-in-control.

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

     The following table sets forth certain information with respect to the
beneficial ownership of the Company's common stock with respect to each
director of the Company, each person known to the Company to be the beneficial
owner of more than five percent (5%) of said securities, and all directors and
executive officers of the Company as a group:

<TABLE>
<S>                  <C>       <C>                   <C>
                     Title of  Amount and Nature of  Percent
Name and Address      Class    Beneficial Ownership  of Class

Brenda White          Common         -0- shares            0%
311 S. State, #460
Salt Lake City, UT
84111

Michelle Barlow       Common     250,000 shares           19%
1020 Belmont Ave.
Salt Lake City, UT
84105

Eslie Barlow          Common     342,250 shares           26%
1354 S. 1000 W.
Salt Lake City, UT
84104

Lynn Dixon            Common     505,142 shares           38%
311 S. State, #460
Salt Lake City, UT
84111

All officers and      Common         -0- shares            0%
directors as a
group
(1 person)
</TABLE>

     The foregoing amounts include all shares these persons are deemed to
beneficially own regardless of the form of ownership.

CHANGES IN CONTROL

<PAGE>

     Michelle Barlow and Eslie Barlow have pledged all shares beneficially
owned by them, in connection with a $100,000 loan from Lynn Dixon, to secure a
promissory note dated May 3, 2001. In the event of a default in the obligation
secured by the pledge, an execution upon the pledge could, at a subsequent
date, result in a change in control of the Company.

ITEM 12.  CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS.

     The Company has entered into certain transactions with officers,
directors or affiliates of the Company which include the following:

     In connection with the organization of the Company, its founding
shareholders paid an aggregate of $8,000 cash to purchase 800,000 shares of
Common Stock of the Company.  Upon incorporation, $5,000 was initially
contributed in exchange for 500,000 shares of Common Stock.  Subsequently in
March of 1996, an additional $3,000 was contributed in exchange for 300,000
shares of Common Stock.

     On February 27, 2002, additional common stock was issued to Lynn Dixon;
100,000 shares in exchange for $10,000 cash, and 130,142 shares in
cancellation of indebtedness totaling $13,014.17 of principal and accrued
interest. Also, 67,250 shares were issued to an entity controlled by Eslie
Barlow in cancellation of indebtedness totaling $6,179.64 of principal and
accrued interest. This increased the total issued and outstanding common stock
to 1,316,292 shares.

     It is contemplated that the Company may enter into certain transactions
with officers, directors or affiliates of the Company which may involve
conflicts of interest in that they will not be arms' length transactions.
These transactions include the following:

     The Company presently has no office facilities but for the time being
will use as its business address the office address of Ms. Brenda White on a
rent free basis, until such time as the Company may require more extensive
facilities and the Company has the financial ability to rent commercial office
space.  There is presently no formal written agreement for the use of such
facilities, and no assurance that such facilities will be available to the
Company on such a basis for any specific length of time.

     The Company has no formal written employment agreement or other
contracts with its President, and there is no assurance that the services and
facilities to be provided by Ms. White will be available for any specific
length of time in the future.  Ms. White anticipates devoting only a portion
of her time to the affairs of the Company.  If and when the business
operations of the Company increase and a more extensive time commitment is
needed, Ms. White is prepared to devote more time to the Company, in the event
that becomes necessary.  The amounts of compensation and other terms of any
full time employment arrangements with Ms. White would be determined if and
when such arrangements become necessary.

<PAGE>

CONFLICTS OF INTEREST

     In addition to the conflicts of interest that are inherent in the
foregoing transactions, conflicts of interest may also arise from the fact
that the President and director of the Company will not be employed full time
and will have other activities and business interests, to which she will also
devote time and attention.  Inasmuch as the President will not receive any
regular salary or wage from the Company, at least initially, these other
activities include other employment or business activities.  These other
activities could give rise to a conflict with respect to certain operations of
the Company, particularly with respect to the amount of time management
devotes to the Company and to these other activities.

     A director of the Company owes fiduciary duties to the Company which may
conflict with these other interests.  The Company has not entered into any non
compete, confidentiality or similar agreements with the director.  The
fiduciary duties that directors owe to a Company include the duty not to
withhold from the Company, or appropriate, any corporate opportunity which the
Company may be able to exploit, the duty not to use for their personal benefit
or the benefit of any other individual or entity any information not generally
known which they acquire through their association with the Company, and in
short, the duty to deal fairly with the Company.  The Company's current
director intends to submit to the Company any potential business she becomes
aware of which may constitute a corporate opportunity to the Company.  The
Company's policy is that all transactions between the Company and any
affiliates be on terms no less favorable to the Company than could be obtained
from unaffiliated parties.

INDEMNIFICATION

     The general corporation law of Nevada permits provisions in the
articles, by-laws or resolutions approved by shareholders which limit
liability of directors and officers for breach of fiduciary duty to certain
specified circumstances, namely, breaches of their duties of loyalty, acts or
omissions not in good faith or which involve intentional misconduct or knowing
violation of law, acts involving unlawful payment of dividends or unlawful
stock purchases or redemptions, or any transaction from which a director or
officer derives an improper personal benefit.  The Company's by-laws indemnify
its officers and directors to the full extent permitted by Nevada law.  The
by-laws with these exceptions eliminate any personal liability of an officer
or director to the Company or its shareholders for monetary damages for the
breach of fiduciary duty and therefore an officer or director cannot be held
liable for damages to the Company or its shareholders for gross negligence or
lack of due care in carrying out his or her fiduciary duties.  The Company's
Articles provide for indemnification to the full extent permitted under law
which includes all liability, damages and costs or expenses arising from or in
connection with service for, employment by, or other affiliation with the
Company to the maximum extent and under all circumstances permitted by law.
Nevada law permits indemnification if a director or officer acts in good faith
in a manner reasonably believed to be in, or not opposed to, the best
interests of the corporation.  A director or officer must be indemnified as to
any matter in which he or she successfully defends himself or herself.
Indemnification is prohibited as to any matter in which the director or

<PAGE>

officer is adjudged liable to the corporation.  Insofar as indemnification for
liabilities arising under the Securities Act may be permitted to directors,
officers, and controlling persons of the Company pursuant to the foregoing
provisions or otherwise, the Company has been advised that in the opinion of
the Securities and Exchange Commission, such indemnification is against public
policy as expressed in the Act and is, therefore, unenforceable.

     Except as disclosed in this item, in notes to the financial statements
or elsewhere in this report, the Company is not aware of any indebtedness or
other transaction in which the amount involved exceeds $60,000 between the
Company and any officer, director, nominee for director, or 5% or greater
beneficial owner of the Company or an immediate family member of such person;
nor is the Company aware of any relationship in which a director or nominee
for director of the Company was also an officer, director, nominee for
director, greater than 10% equity owner, partner, or member of any firm or
other entity which received from or paid the Company, for property or
services, amounts exceeding 5% of the gross annual revenues or total assets of
the Company or such other firm or entity.

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

     (A)  EXHIBITS to this report are all documents previously filed which
are incorporated herein as exhibits to this report by reference to
registration statements and other reports previously filed by the Company
pursuant to the Securities Act of 1933 and the Securities Exchange Act of
1934.

     Exhibits required by Item 601 of Regulation S-B.

          31. Certifications required by Rules 13a-14(a) or 15d-14(a).

          32. Section 1350 Certifications

     (B)  REPORTS ON FORM 8-K. A Form 8-K was filed October 7, 2003 reporting
Changes in Registrant's Certifying Accountant during the quarter. Effective
September 22, 2003, David T. Thomson P.C. resigned as the registrant's
certifying accountant. Effective October 6, 2003, Pritchett, Siler, & Hardy,
P.C. was selected as the registrant's new certifying accountant for the year
ended December 31, 2003.


ITEM 14. PRINCIPAL ACCOUNTANT FEES AND SERVICES.

(1) AUDIT FEES

     The aggregate fees billed for each of the last two fiscal years for
professional services rendered by the principal accountant for the audit of
the Company's annual financial statements and review of financial statements
included in the Company's Form 10-Q (17 CFR 249.308a) or 10-QSB (17 CFR
<PAGE>
249.308b) or services that are normally provided by the accountant in
connection with statutory and regulatory filings or engagements for those
fiscal years was $3,425 for the fiscal year ended December 31, 2002 and $3,425
for the fiscal year ended December 31, 2003.

(2) AUDIT-RELATED FEES

     The aggregate fees billed in each of the last two fiscal years for
assurance and related services by the principal accountant that are reasonably
related to the performance of the audit or review of the Company's financial
statements was $-0- for the fiscal year ended December 31, 2002 and $-0- for
the fiscal year ended December 31, 2003.

(3) TAX FEES

     The aggregate fees billed in each of the last two fiscal years for
professional services rendered by the principal accountant for tax compliance,
tax advice, and tax planning was $300 for the fiscal year ended December 31,
2002 and $300 for the fiscal year ended December 31, 2003.

(4) ALL OTHER FEES

     The aggregate fees billed in each of the last two fiscal years for
products and services provided by the principal accountant, other than the
services reported above was $-0- for the fiscal year ended December 31, 2002
and $-0- for the fiscal year ended December 31, 2003.

(5) PRE-APPROVAL POLICIES AND PROCEDURES

     Before the accountant is engaged by the issuer to render audit or non-
audit services, the engagement is approved by the company's the board of
directors acting as the audit committee.

<PAGE>












                          KAYENTA KREATIONS, INC.
                       [A Development Stage Company]

                           FINANCIAL STATEMENTS

                             DECEMBER 31, 2003














<PAGE>

                          KAYENTA KREATIONS, INC.
                       [A Development Stage Company]




                                 CONTENTS

                                                                   PAGE

        -    Independent Auditors' Report                            1


        -    Balance Sheet, December 31, 2003                        2


        -    Statements of Operations, for the years
               ended December 31, 2003 and 2002
               and from inception on December 26,
               1995 through December 31, 2003                        3


        -    Statement of Stockholders' Equity (Deficit),
               from inception on December 26, 1995
               through December 31, 2003                           4 - 5


        -    Statements of Cash Flows, for the years
               ended December 31, 2003 and 2002
               and from inception on December 26,
               1995 through December 31, 2003                        6


        -    Notes to Financial Statements                         7 - 11





<PAGE>






                       INDEPENDENT AUDITORS' REPORT



Board of Directors
KAYENTA KREATIONS, INC.
Salt Lake City, Utah

We  have audited the accompanying balance sheet of Kayenta Kreations, Inc.
[a  development  stage company] as of December 31, 2003, and  the  related
statements of operations, stockholders equity (deficit) and cash flows for
the  years ended December 31, 2003 and 2002 and from inception on December
26,  1995 through December 31, 2003.  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 audit.

We  conducted  our audit in accordance with generally accepted  accounting
standards  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   statement
presentation.  We believe that our audit provides a reasonable  basis  for
our opinion.

In  our opinion, the financial statements audited by us present fairly, in
all  material respects, the financial position of Kayenta Kreations,  Inc.
[a  development stage company] as of December 31, 2003, and the results of
its  operations and its cash flows for the years ended December  31,  2003
and  2002  and for the period from inception on December 26, 1995  through
December  31,  2003,  in  conformity with  generally  accepted  accounting
principles in the United States of America.

The  accompanying  financial statements have been  prepared  assuming  the
Company will continue as a going concern.  As discussed in Note 5  to  the
financial  statements, the Company has incurred losses since its inception
and  has  no  on-going  operations.   Further,  the  Company  has  current
liabilities  in excess of current assets.  These factors raise substantial
doubt  about  the ability of the Company to continue as a  going  concern.
Management's plans in regards to these matters are also described in  Note
5.   The  financial statements do not include any adjustments  that  might
result from the outcome of these uncertainties.




PRITCHETT, SILER & HARDY, P.C.

February 2, 2004
Salt Lake City, Utah


<PAGE>

                          KAYENTA KREATIONS, INC.
                       [A Development Stage Company]

                               BALANCE SHEET


                                  ASSETS

                                                      December 31,
                                                          2003
                                                      ___________
CURRENT ASSETS:
  Cash                                                $     1,747
                                                      ___________
        Total Current Assets                                1,747
                                                      ___________
                                                      $     1,747
                                                      ___________


              LIABILITIES AND STOCKHOLDERS' EQUITY (DEFICIT)

CURRENT LIABILITIES:
  Accounts payable                                    $       885
  Accrued interest - related party                            738
  Shareholder loans                                         4,000
                                                      ___________
        Total Current Liabilities                           5,623
                                                      ___________

STOCKHOLDERS' EQUITY (DEFICIT):
  Preferred stock, $.001 par value,
   5,000,000 shares authorized,
   no shares issued and outstanding                             -
  Common stock, $.001 par value,
   50,000,000 shares authorized,
   1,316,292 shares issued and
   outstanding                                              1,316
  Capital in excess of par value                           76,358
  Deficit accumulated during the
    development stage                                    (81,550)
                                                      ___________
        Total Stockholders' Equity (Deficit)              (3,876)
                                                      ___________
                                                      $    1,747
                                                      ___________








 The accompanying notes are an integral part of this financial statement.

                                     2
<PAGE>

                          KAYENTA KREATIONS, INC.
                       [A Development Stage Company]

                         STATEMENTS OF OPERATIONS

                                                For the        From Inception
                                               Year Ended      on December 26,
                                              December 31,      1995 Through
                                           __________________   December 31,
                                             2003      2002         2003
                                           ________  ________  ______________
REVENUE                                    $      -  $      -  $            -

EXPENSES:
  General and administrative                  6,891     6,245          13,136
                                           ________  ________  ______________
LOSS BEFORE OTHER INCOME (EXPENSE)           (6,891)   (6,245)        (13,136)

OTHER INCOME (EXPENSE)
  Interest expense                             (424)     (314)         (3,092)
                                           ________  ________  ______________
LOSS BEFORE INCOME TAXES                     (7,315)   (6,559)        (16,228)

CURRENT TAX EXPENSE                               -         -               -

DEFERRED TAX EXPENSE                              -         -               -
                                           ________  ________  ______________
LOSS FROM CONTINUING OPERATIONS              (7,315)   (6,559)        (16,228)
                                           ________  ________  ______________
DISCONTINUED OPERATIONS:
  Loss from operations of discontinued
    coloring art book business
    (including gain on disposal of $0,
    $0, and $0 respectively)                      -         -         (64,924)
  Income tax benefit                              -         -               -
                                           ________  ________  ______________
LOSS FROM DISCONTINUED OPERATIONS                 -         -         (64,924)
                                           ________  ________  ______________
CUMULATIVE EFFECT OF CHANGE
  IN ACCOUNTING PRINCIPLE                         -         -            (398)
                                           ________  ________  ______________

NET LOSS                                   $ (7,315) $ (6,559) $      (81,550)
                                           ________  ________  ______________

LOSS PER COMMON SHARE:
  Continuing operations                    $   (.01) $   (.01) $         (.02)
  Discontinued operations                         -         -            (.06)
  Cumulative effect of change in
    accounting principle                          -         -            (.00)
                                           ________  ________  ______________

  Net Loss Per Common Share                $   (.01) $   (.01) $         (.08)
                                           ________  ________  ______________



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

                                     3
<PAGE>

                          KAYENTA KREATIONS, INC.
                       [A Development Stage Company]

                STATEMENT OF STOCKHOLDERS' EQUITY (DEFICIT)

              FROM THE DATE OF INCEPTION ON DECEMBER 26, 1995

                         THROUGH DECEMBER 31, 2003

                                                                      Deficit
                                                                    Accumulated
                         Preferred Stock  Common Stock   Capital in During the
                          _____________ ________________  Excess of Development
                          Shares Amount   Shares  Amount  Par Value    Stage
                          ______ ______ _________ ______ __________ ___________
BALANCE, December 26, 1995     - $    -         - $    - $        - $         -

Issuance of 500,000 shares
  of common stock for cash
  of $5,000, or $.01 per
  share, December 1995         -      -   500,000    500      4,500           -

Net loss for the period
  ended December 31, 1995      -      -         -      -          -          (2)
                          ______ ______ _________ ______ __________ ___________
BALANCE, December 31, 1995     -      -   500,000    500      4,500          (2)

Issuance of 300,000 shares
  of common stock for cash
  of $3,000, or $.01 per
  share, March 1996            -      -   300,000    300      2,700           -

Capital contribution           -      -         -      -         20           -

Net loss for the year
  ended December 31, 1996      -      -         -      -          -        (365)
                          ______ ______ _________ ______ __________ ___________
BALANCE, December 31, 1996     -      -   800,000    800      7,220        (367)

Issuance of 218,900 shares
  of common stock for cash
  of $54,725, or $.25 per
  share, net of stock
  offering costs of
  $14,533, February 1997       -      -   218,900    219     39,973           -

Net loss for the year
  ended December 31, 1997      -      -         -      -          -     (21,705)
                          ______ ______ _________ ______ __________ ___________
BALANCE, December 31, 1997     -      - 1,018,900  1,019     47,193     (22,072)

Net loss for the year
  ended December 31, 1998      -      -         -      -          -     (10,755)
                          ______ ______ _________ ______ __________ ___________
BALANCE, December 31, 1998     -      - 1,018,900  1,019     47,193     (32,827)

Net loss for the year
  ended December 31, 1999      -      -         -      -          -     (10,993)
                          ______ ______ _________ ______ __________ ___________
BALANCE, December 31, 1999     -      - 1,018,900  1,019     47,193     (43,820)

Net loss for the year
  ended December 31, 2000      -      -         -      -          -     (13,014)

                                [Continued]

                                     4
<PAGE>

                          KAYENTA KREATIONS, INC.
                       [A Development Stage Company]

                STATEMENT OF STOCKHOLDERS' EQUITY (DEFICIT)

              FROM THE DATE OF INCEPTION ON DECEMBER 26, 1995

                         THROUGH DECEMBER 31, 2003

                                [Continued]

                                                                      Deficit
                                                                    Accumulated
                         Preferred Stock  Common Stock   Capital in During the
                          _____________ ________________  Excess of Development
                          Shares Amount   Shares  Amount  Par Value    Stage
                          ______ ______ _________ ______ __________ ___________
BALANCE, December 31, 2000     -      - 1,018,900  1,019     47,193     (56,834)

Capital distribution on
  assets exchanged for
  debt                         -      -         -      -       (280)          -

Net loss for the year
  ended December 31, 2001      -      -         -      -          -     (10,842)
                          ______ ______ _________ ______ __________ ___________
BALANCE, December 31, 2001     -      - 1,018,900  1,019     46,913     (67,676)

Issuance of 100,000 shares
  of common stock for cash
  of $10,000, or $.10 per
  share, February 2002         -      -   100,000    100      9,900           -

Issuance of 197,392 shares
  of common stock to repay
  debt and accrued
  interest totaling
  $19,742, or
  approximately $.10 per
  share, February 2002         -      -   197,392    197     19,545           -

Net loss for the year
  ended December 31, 2002      -      -         -      -          -      (6,559)
                          ______ ______ _________ ______ __________ ___________
BALANCE, December 31, 2002     -      - 1,316,292  1,316     76,358     (74,235)

Net loss for the year
  ended December 31, 2003      -      -         -      -          -      (7,315)
                          ______ ______ _________ ______ __________ ___________
BALANCE, December 31, 2003     - $    - 1,316,292 $1,316 $   76,358 $   (81,550)
                          ______ ______ _________ ______ __________ ___________












 The accompanying notes are an integral part of this financial statement.

                                     5
<PAGE>

                          KAYENTA KREATIONS, INC.
                       [A Development Stage Company]

                         STATEMENTS OF CASH FLOWS


                                                For the        From Inception
                                               Year Ended      on December 26,
                                              December 31,      1995 Through
                                           __________________   December 31,
                                             2003      2002         2003
                                           ________  ________  ______________
Cash Flows from Operating Activities:
 Net loss                                  $ (7,315) $ (6,559) $      (81,550)
 Adjustments to reconcile net loss to net
   cash used by operating activities:
  Amortization expense                            -         -             602
  Depreciation                                    -         -           9,610
  Effect of change in accounting principle        -         -             398
  Loss on disposal of assets                      -         -           4,485
  Changes in assets and liabilities:
   Increase in accounts payable                 785         -             885
   Increase in accrued interest - related
     party                                      424       314             738
                                           ________  ________  ______________
        Net Cash (Used) by Operating
          Activities                         (6,106)   (6,245)        (64,832)
                                           ________  ________  ______________
Cash Flows from Investing Activities:
 Payment of organization costs                    -         -          (1,000)
 Purchase of equipment                            -         -         (13,323)
                                           ________  ________  ______________
        Net Cash (Used) by Investing
          Activities                              -         -         (14,323)
                                           ________  ________  ______________
Cash Flows from Financing Activities:
 Proceeds from shareholder loans                  -     4,000          22,690
 Proceeds from common stock issuance              -    10,000          72,725
 Stock offering costs                             -         -         (14,533)
 Capital contributions                            -         -              20
                                           ________  ________  ______________
        Net Cash Provided by Financing
          Activities                              -    14,000          80,902
                                           ________  ________  ______________

Net Increase (Decrease) in Cash              (6,106)    7,755           1,747

Cash at Beginning of Period                   7,853        98               -
                                           ________  ________  ______________

Cash at End of Period                      $  1,747  $  7,853  $        1,747
                                           ________  ________  ______________

Supplemental Disclosures of Cash Flow Information:
  Cash paid during the periods for:
    Interest                               $      -  $      -  $           80
    Income taxes                           $      -  $      -  $            -

Supplemental Schedule of Non-cash Investing and Financing Activities:
  For the year ended December 31, 2003:
     None

  For the year ended December 31, 2002:
     In  February 2002, the Company issued 197,392 shares of  common stock to
     repay loans and accrued interest totaling $19,742.


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

                                     6
<PAGE>

                          KAYENTA KREATIONS, INC.
                       [A Development Stage Company]

                       NOTES TO FINANCIAL STATEMENTS

NOTE 1 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

  Organization - Kayenta Kreations, Inc. ("the Company") was organized under
  the  laws  of  the  State  of Nevada on December 26,  1995.   The  Company
  previously produced and marketed a children's coloring art book  depicting
  various  aspects  of life in the Southwestern and Western  United  States.
  The Company discontinued its coloring art book business effective December
  30,  2001  [See Note 2].  The Company is currently seeking other  business
  opportunities.  The Company has not generated significant revenues and  is
  considered  a  development  stage  company  as  defined  in  Statement  of
  Financial  Accounting Standards No. 7.  The Company has,  at  the  present
  time,  not  paid any dividends and any dividends that may be paid  in  the
  future  will  depend upon the financial requirements of  the  Company  and
  other relevant factors.

  Cash  and Cash Equivalents - The Company considers all highly liquid  debt
  investments purchased with a maturity of three months or less to  be  cash
  equivalents.

  Inventory - Inventory is carried at the lower of cost or market using  the
  first-in, first-out (FIFO) method.

  Revenue  Recognition  -  The Company recognizes revenue  from  sales  upon
  delivery of the product.

  Income  Taxes  - The Company accounts for income taxes in accordance  with
  Statement  of  Financial  Accounting Standards No.  109,  "Accounting  for
  Income  Taxes."   This statement requires an asset and liability  approach
  for accounting for income taxes.

  Discontinued  Operations - The Company has adopted Statement of  Financial
  Accounting  Standards No. 144, "Accounting for the Impairment or  Disposal
  of  Long-Lived  Assets".  SFAS No. 144 modifies previous  disclosures  and
  requires additional disclosures for discontinued operations and the assets
  associated with discontinued operations.

  Loss  Per  Share - The Company computes loss per share in accordance  with
  Statement of Financial Accounting Standards No. 128 "Earnings Per  Share,"
  which  requires the Company to present basic and dilutive loss  per  share
  when the effect is dilutive [See Note 8].

  Accounting  Estimates  -  The  preparation  of  financial  statements   in
  conformity  with generally accepted accounting principles  in  the  United
  States  of  America requires management to make estimates and  assumptions
  that   affect  the  reported  amounts  of  assets  and  liabilities,   the
  disclosures  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
  estimated by management.


                                     7
<PAGE>

                          KAYENTA KREATIONS, INC.
                       [A Development Stage Company]

                       NOTES TO FINANCIAL STATEMENTS

NOTE 1 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES [Continued]

  Recently  Enacted Accounting Standards - Statement of Financial Accounting
  Standards ("SFAS") No. 146, "Accounting for Costs Associated with Exit  or
  Disposal  Activities", SFAS No. 147, "Acquisitions  of  Certain  Financial
  Institutions  - an Amendment of FASB Statements No. 72 and  144  and  FASB
  Interpretation   No.  9",  SFAS  No.  148,  "Accounting  for   Stock-Based
  Compensation - Transition and Disclosure - an Amendment of FASB  Statement
  No.  123",  SFAS  No.  149,  "Amendment of  Statement  133  on  Derivative
  Instruments  and  Hedging Activities", and SFAS No. 150,  "Accounting  for
  Certain Financial Instruments with Characteristics of both Liabilities and
  Equity",  were recently issued.  SFAS No. 146, 147, 148, 149 and 150  have
  no  current applicability to the Company or their effect on the  financial
  statements would not have been significant.

  Reclassification - The financial statements for periods prior to  December
  31,   2003  have  been  reclassified  to  conform  to  the  headings   and
  classifications used in the December 31, 2003 financial statements.

NOTE 2 - DISCONTINUED OPERATIONS

  On  December 30, 2001, the Company discontinued all its existing  coloring
  art  book  business and sold its remaining assets to repay debt [See  Note
  6].   The  Company  has  accounted for this disposal  in  accordance  with
  Statement of Financial Accounting Standards No. 144, "Accounting  for  the
  Impairment or Disposal of Long-Lived Assets".  At December 31,  2003,  the
  Company  had  no  assets or liabilities associated with  its  discontinued
  business operations.

  The  following is a summary of the results of operations of the  Company's
  discontinued business operations:

                                                For the        From Inception
                                               Year Ended      on December 26,
                                              December 31,      1995 Through
                                           __________________   December 31,
                                             2003      2002         2003
                                           ________  ________  ______________
         Revenue                           $      -  $      -  $        2,814
         Cost of goods sold                       -         -          (1,518)
         General and administrative               -         -         (64,410)
         Other income (expense)                   -         -          (1,810)
                                           ________  ________  ______________
         Net loss                          $      -  $      -  $      (64,924)
                                           ________  ________  ______________

NOTE 3 - CAPITAL STOCK

  Preferred Stock - The Company has authorized 5,000,000 shares of preferred
  stock, $.001 par value, with such rights, preferences and designations and
  to  be issued in such series as determined by the Board of Directors.   No
  shares are issued and outstanding at December 31, 2003.

                                     8
<PAGE>

                          KAYENTA KREATIONS, INC.
                       [A Development Stage Company]

                       NOTES TO FINANCIAL STATEMENTS

NOTE 3 - CAPITAL STOCK [Continued]

  Common Stock - In December 1995, in connection with its organization,  the
  Company  issued 500,000 shares of its previously authorized  but  unissued
  common  stock.  Total proceeds from the sale of stock amounted  to  $5,000
  (or $.01 per share).

  In  March  1996,  the  Company issued 300,000  shares  of  its  previously
  authorized  but unissued common stock.  Total proceeds from  the  sale  of
  stock amounted to $3,000 (or $.01 per share).

  In  February  1997,  the Company issued 218,900 shares of  its  previously
  authorized,  but unissued common stock.  Total proceeds from the  sale  of
  stock  amounted to $54,725 (or $.25 per share).  Stock offering  costs  of
  $14,533  were  netted against the proceeds as a reduction  to  capital  in
  excess of par value.

  In  February  2002,  the Company issued 197,392 shares of  its  previously
  authorized  but unissued common stock to repay loans and accrued  interest
  totaling  $19,742  owed to shareholders of the Company  (or  approximately
  $.10 per share).

  In  February  2002,  the Company issued 100,000 shares of  its  previously
  authorized  but  unissued common stock to a shareholder  of  the  Company.
  Total  proceeds from the sale of stock amounted to $10,000  (or  $.10  per
  share).

  Capital  Contribution / Distribution - In 1997, an officer/shareholder  of
  the Company contributed $20 to the Company.  In 2001, the Company repaid a
  loan  and  accrued interest totaling $1,219 owed to an officer/shareholder
  of  the Company by transferring equipment with a net book value of $1,499.
  The  difference of $280 was recorded as a capital distribution  [See  Note
  6].

NOTE 4 - INCOME TAXES

  The  Company  accounts for income taxes in accordance  with  Statement  of
  Financial  Accounting  Standards No. 109 "Accounting  for  Income  Taxes".
  SFAS  No.  109  requires  the  Company  to  provide  a  net  deferred  tax
  asset/liability  equal  to  the  expected future  tax  benefit/expense  of
  temporary  reporting differences between book and tax  accounting  methods
  and any available operating loss or tax credit carryforwards.  The Company
  has  available  at  December 31, 2003, an operating loss  carryforward  of
  approximately $78,800, which may be applied against future taxable  income
  and which expires in various years through 2024.

  The  amount of and ultimate realization of the benefits from the operating
  loss carryforwards for income tax purposes is dependent, in part, upon the
  tax  laws in effect, the future earnings of the Company, and other  future
  events,  the  effects  of  which cannot be  determined.   Because  of  the
  uncertainty  surrounding  the realization of the loss  carryforwards,  the
  Company  has established a valuation allowance equal to the tax effect  of
  the  loss  carryforwards and, therefore, no deferred tax  asset  has  been
  recognized  for  the loss carryforwards.  The net deferred  tax  asset  is
  approximately $26,800 and $11,200 as of December 31, 2003 and December 31,
  2002,  respectively, with an offsetting valuation allowance  of  the  same
  amount.  The change in the valuation allowance for the year ended December
  31, 2003 is approximately $15,600.

                                     9
<PAGE>

                          KAYENTA KREATIONS, INC.
                       [A Development Stage Company]

                       NOTES TO FINANCIAL STATEMENTS

NOTE 5 - GOING CONCERN

  The  accompanying  financial statements have been prepared  in  conformity
  with  generally  accepted accounting principles in the  United  States  of
  America, which contemplate continuation of the Company as a going concern.
  However, the Company has incurred losses since its inception and has no on-
  going  operations.  Further, the Company has current liabilities in excess
  of  current  assets.   These  factors raise substantial  doubt  about  the
  ability  of  the Company to continue as a going concern.  In this  regard,
  management  is  proposing  to  raise any necessary  additional  funds  not
  provided  by operations through loans or through additional sales  of  its
  common  stock.  There is no assurance that the Company will be  successful
  in  raising this additional capital or in achieving profitable operations.
  The  financial statements do not include any adjustments that might result
  from the outcome of these uncertainties.

NOTE 6 - RELATED PARTY TRANSACTIONS

  Management Compensation - The Company has not paid any compensation to its
  officers and directors, as the services provided by them to date have only
  been nominal.

  Office  Space - The Company has not had a need to rent office  space.   An
  officer/shareholder  of the Company is allowing the  Company  to  use  her
  office as a mailing address, as needed, at no expense to the Company.

  Shareholder Loans - At December 31, 2003, a shareholder of the Company had
  loaned  a total of $4,000 to the Company.  The advances are due on  demand
  and  bear interest at 10% per annum.  Interest expense for the years ended
  December 31, 2003 and 2002 amounted to $424 and $314, respectively.

  Stock  Issuances - In February 2002, the Company issued 197,392 shares  of
  common stock to repay loans and accrued interest totaling $19,742 owed  to
  shareholders of the Company [See Note 3].

  In  February 2002, the Company issued 100,000 shares of common stock to  a
  shareholder of the Company for $10,000 [See Note 3].

  Capital  Distribution  -  In December 2001, the Company  discontinued  its
  existing business operations and sold its remaining assets, having  a  net
  book  value  of  $1,499,  to an officer and stockholder  in  exchange  for
  cancellation  of  a  loan and accrued interest owed  to  the  officer  and
  stockholder in the total amount of $1,219.  The assets were assigned, sold
  and  transferred  to  the  officer  in  satisfaction  of  the  debt.   The
  difference between the net book value of the assets and the amount of  the
  debt  was  $280  and  has been recorded as a capital distribution  in  the
  financial statements [See Note 3].

NOTE 7 - CUMULATIVE EFFECT OF CHANGE IN ACCOUNTING PRINCIPLE

  The  Company  was  previously  amortizing its  organization  costs,  which
  reflect  amounts  expended to organize the Company, but  during  1999,  in
  accordance  with  Statement of Position 98-5,  the  Company  expensed  the
  remaining  $398 in organization costs which has been accounted  for  as  a
  change in accounting principle.

                                     10
<PAGE>

                          KAYENTA KREATIONS, INC.
                       [A Development Stage Company]

                       NOTES TO FINANCIAL STATEMENTS


NOTE 8 - LOSS PER SHARE

  The  following data show the amounts used in computing loss per share  for
  the periods presented:

                                              For the          From Inception
                                             Year Ended        on December 26,
                                            December 31,        1995 Through
                                       ______________________   December 31,
                                          2003        2002          2003
                                       __________  __________  ______________
  Loss from continuing operations
    (numerator)                        $   (7,315) $   (6,559) $      (16,228)
  Loss from discontinued operations
    (numerator)                                 -           -         (64,924)
  Cumulative effect of change in
    accounting principle (numerator)            -           -            (398)
                                       __________  __________  ______________
  Loss available to common
    shareholders (numerator)           $   (7,315) $   (6,559) $      (81,550)
                                       __________  __________  ______________
  Weighted average number of common
    shares outstanding during the
    period used in loss per share
    (denominator)                       1,316,292   1,291,509       1,048,380
                                       __________  __________  ______________

  Dilutive  loss per share was not presented, as the Company had  no  common
  equivalent  shares  for  all  periods  presented  that  would  affect  the
  computation of diluted loss per share.


                                     11
<PAGE>

                              SIGNATURES

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


Kayenta Kreations, Inc.



By:   /s/ Brenda White                         Date:   April 13, 2004
     Brenda White, President and Secretary/Treasurer
     Chief Executive Officer and
     Chief 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 the
dates indicated.



By:     /s/ Brenda White                       Date:   April 13, 2004
     Brenda White, President and Secretary/Treasurer
     Chief Executive Officer and
     Chief Financial Officer





<PAGE>


Supplemental Information to be Furnished With Reports Filed Pursuant to
Section 15(d) of the Exchange Act by Non Reporting Issuers

No annual report or proxy statement has been sent to security holders.