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, 2000    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.)

           1020 Belmont Avenue, Salt Lake City, Utah 84105
         (Address of principal executive offices)  (zip code)

Issuer's telephone number, including area code:  (801) 521-4128


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.     $   377

As of April 10, 2001, the aggregate market value of voting stock held by
non-affiliates was approximately $8,067. (See Item 5 herein).

The number of shares outstanding of the Issuer's common stock at April 10,
2001: 1,018,900

<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 the
organization of the Company, 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 has not yet generated any significant revenues from operations and is
still considered a development stage company.

     (B)  BUSINESS OF COMPANY.

     The Company is engaged in the business of producing and marketing
specialty children's coloring art books and art coloring pencils.  The Company
is using the funds derived from the public offering of its securities
primarily to pay for the costs of printing copies of the coloring art books
which the Company has created, and for marketing.

     The Company creates specialty children's coloring art books that depict
various aspects of Southwestern and Western heritage, traditions and culture
of the United States.  Drawings characterize various features and aspects of
the Colorado Plateau and its history, recreation, geography, archeology,
pictographs, flora and fauna.  Different editions of the coloring art book are
being produced and distributed throughout the Colorado Plateau and Great Basin
area.  The different editions are tailored to specific events or areas within
the Colorado Plateau and Great Basin and feature drawings that depict such
events or some aspects of the heritage, culture and traditions that represent
the uniqueness of a particular area.

     For instance, an example of an edition featuring a specific event is the
coloring art book known as the Safari edition, with drawings depicting the
Annual Easter Jeep Safari held in Moab, Utah, which was featured in
demonstration copies which were used by the President in initial, informal
marketing surveys, and is now featured in a regular production edition.  This
event brings over 5,000 participants and visitors from several states in the
U.S.  The Jeep Safari is just one of forty-five organized 4x4 events held
throughout the United States.  Families with children of all ages attend these
events and contribute to the large numbers of participants.  Another edition,
the Southwest edition, features places and events such as the Glen Canyon
<PAGE>
National Recreation Area (Lake Powell), Grand Canyon National Park and other
national and state parks in Utah, Arizona, Colorado and New Mexico.  Each area
featured offers different and distinctive scenic attractions and recreational
activities, including water sports, river running, hiking and mountain biking.
The Southwestern U.S. is also rich in Native American cultural influences, and
another edition known as the Pow-Wow edition features items associated with
those cultures.

     Kayenta offers several type of books. First are the "Edition Books"
which are single sided on 60 lb paper (this is a heavier nicer paper). These
edition books come in three versions: Pow Wow, Safari and Southwest. These
edition books are also available in "Mini Editions". These books can also be
accompanied with pencils for an additional cost. There are 24 images in these
books. Next there is a beginners book with has 30 images on 20 pound paper and
is double sided. This book is cheaper than the "editions" due to the paper
quality. We also make "Custom Coloring Books" typically made of newspaper
print paper and are the size of the mini editions. These books are given away
by the business. We modify the front and back of the book to reflect the name
of the organization that is purchasing/using the books, however our images are
still used inside the book.

     In conjunction with marketing coloring art books, the Company plans to
create and market its own specialized assortment of art quality colored
pencils.  The pencil assortment will feature colors and shades specially
selected by management to match the colors and shades of soils, rocks, plants,
animals and other items commonly seen in the desert Southwest.  The pencils
will be marketed using the Company's own color names as an alternative to
crayons, which can be quite messy and are subject to melting, particularly in
the hot summer temperatures of the desert.

MARKETING, DISTRIBUTION AND ADVERTISING STRATEGIES

     Management of the Company believes that with the dramatic increases seen
in recent years in the numbers of tourists and other visitors coming to
national and state parks and other tourist attractions in the Southwestern
U.S., particularly in the area of the Colorado Plateau, increased
opportunities are presented to market as souvenirs, a variety of products
which feature the distinctive places and events which attract people to these
destinations and/or have themes associated with such destinations.  In
addition to the usual products marketed as souvenirs, management believes that
a potential market exists for a specialty children's coloring art book which
depicts items, places and events in or associated with the Southwestern U.S.
However, the Company has not conducted any formal marketing surveys and there
is no assurance of any market interest or demand for such a product.

     Management intends to pursue marketing efforts in different areas.
Presently, the Company has sold its coloring books to businesses such as a car
dealership, to be given away by the business for promotional use, to keep
children occupied and entertained while parents attend to business.  The
Company intends to place its emphasis on advertising on the Internet, using
various search engines and links to arts and crafts home pages. Management
also intends to attend small, local fairs and other events of this nature
where booths are offered to potential vendors for a nominal fee.  Management
<PAGE>
of the Company will contact the organizers of such special events to obtain
booth space or otherwise acquire rights of distribution during such events,
and intends to market the products on a retail basis to the participants and
others attending such events.

     The Company intends to prepare flyers and brochures advertising its
products, which will be distributed by mail and dropped off in direct
contacts.  Management will also prepare demonstration copies of the books for
use in direct contacts.  Management anticipates that distribution of the
Company's products will be handled through mail order or by direct delivery
for the most part.  Management intends to have printed on each copy of any
edition or version of the books, ordering information and/or forms, and
possibly a toll free 800 number for convenience in ordering. Inasmuch as the
Company's products will be targeted mainly toward tourist traffic, management
anticipates that the seasonality of the business will coincide with the
tourist season in the Colorado Plateau area, which basically begins in March
or April and continues into October or November, with its peak during the
summer months.

COMPETITION

     The proposed business of the Company is very specialized and there is no
assurance of market interest or demand.  The tourist industry in general and
the marketing of souvenirs and other specialty items of interest to tourists
is highly competitive and most of the Company's competitors have substantially
greater financial and personnel resources than the Company.  Management is
aware of limited numbers of tourist oriented coloring books or similar
specialty items, but is not aware of anyone marketing a coloring art book
exactly like the Company intends to market.

EMPLOYEES

     The Company presently has no salaried employees, and does not presently
anticipate the need to hire employees upon completion of the offering.  The
sole officer of the Company will not be employed full time initially 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.

ITEM 2.   PROPERTIES

     The Company presently has no office facilities but for the time being
will use the home office facilities of Ms. Michelle Barlow, its President, in
Salt Lake City, Utah, on a rent free basis as its principal place of business.
Management does not intend to seek other office arrangements immediately upon
completion of the offering, 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.  The Company may use a portion of
the proceeds of this offering for such purpose, if and as needed.
<PAGE>

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 was not closed until late February, 1997
and the Common Stock of the Company was not eligible for trading in the over-
the-counter market until 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, 1999                .56                 .56
     June 30, 1999                 .56                 .56
     September 30, 1999            .56                 .50
     December 31, 1999             .56                 .56

     March 31, 2000                2.00                .56
     June 30, 2000                 2.00                2.00
     September 30, 2000            2.00                2.00
     December 31, 2000             .63                 .50

     (B)  HOLDERS.

     As of April 10, 2001, there were approximately 22 record holders of the
Company's Common Stock.

     (C)  DIVIDENDS.

     The Company has not previously paid any cash dividends on common stock
<PAGE>
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 has
limited operating capital and income producing assets. In light of the above
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's plan of operation for the next
twelve months is 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. Its
Web page is still available for sales and marketing of its product through the
year.  The Company believes sales from this site and from others who have
committed to purchase its product will cover expenses which will be curtailed
to the minimum amount possible.  Management believes it has resources
currently available to maintain the entity as a going concern.

     However, there is absolutely no assurance of this.  If the marketing of
the coloring art books is unsuccessful, investors will have lost their money
and management will not attempt to pursue further marketing efforts with
respect to such product, and it is unlikely the Company would have the
financial ability to do so in any event.  Instead management will call a
shareholders meeting to decide whether to liquidate the Company or what
direction the Company will pursue, if any.  However, the Company presently has
no plans, commitments or arrangements with respect to any other potential
business venture and there is no assurance the Company could become involved
with any other business venture, especially any business venture requiring
significant capital.

ITEM 7.   FINANCIAL STATEMENTS.

     See attached Financial Statements and Schedules.

<PAGE>

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 their accountants on any matter of accounting principles or practices or
financial statement disclosure.

                               PART III

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

     (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

Michelle Barlow          38   Since inception  President &
                                               Secretary/Treasurer
</TABLE>

     This individual serves as management of the Company.  A brief
description of her background and business experience is as follows:

     MICHELLE BARLOW serves as President, Secretary/Treasurer and Director of
the Company.  Ms. Barlow has completed two years of college course work
majoring in accounting and business at the University of Utah and Salt Lake
Community College, and is currently self employed as the small business owner
of an accounting service.  Ms. Barlow owned and operated Plants by Design, a
business engaged in interior landscaping, from 1986 to 1989.  From 1989 to
1995, she was employed at the University of Utah as an Administrative
Assistant, where she was involved in various bookkeeping and accounting
procedures, including payroll, general ledger, year end tax return preparation
and submitting financial reports, as well as writing governmental proposals
and securing grants and private funds for research.  Ms. Barlow also has
operating experience in various computer software programs for both Macintosh
and IBM PC compatible systems.  Because of her personal interests, she has
traveled in and studied as a hobby the geology of the Colorado Plateau and
also its plant and animal life, culture and traditions.

     Ms. Barlow holds no directorships in any other company subject to the
reporting requirements of the Securities Exchange Act of 1934.

<PAGE>

     (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.

COMPLIANCE WITH SECTION 16(A) OF THE EXCHANGE ACT

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

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. Barlow 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

Michelle Barlow       Common     250,000 shares          25%
1020 Belmont Ave.
Salt Lake City, UT
84105

Eslie Barlow          Common     275,000 shares          27%
1354 S. 1000 W.
Salt Lake City, UT
84104

Lynn Dixon            Common     275,000 shares          27%
311 S. State, #460
Salt Lake City, UT
84111

All officers and      Common     250,000 shares          25%
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.  See "Certain
Transactions."

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:

<PAGE>

     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.  See "Principal Shareholders."

     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 home of Ms. Michelle Barlow on a rent
free basis, until such time as the business operations of 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. Barlow will be available for any specific
length of time in the future.  Ms. Barlow anticipates initially devoting up to
approximately 20% 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. Barlow 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. Barlow would be
determined if and when such arrangements become necessary.

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 to obtain her
livelihood, as well as schooling activities, inasmuch as the President is
still continuing to pursue her educational goals.  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
<PAGE>
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
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.

<PAGE>
                               PART IV

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.

     (B)  REPORTS ON FORM 8-K have not been filed during the last quarter of
the fiscal year ended December 31, 2000.

<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/ Michelle Barlow                       Date: April 11, 2001
     Michelle Barlow, 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/ Michelle Barlow                       Date: April 11, 2001
     Michelle Barlow, 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.

<PAGE>



















                      KAYENTA KREATIONS, INC.
                   (A Development  Stage Company)

                        FINANCIAL STATEMENTS

           FOR THE YEARS ENDED DECEMBER 31, 2000 AND 1999

                                WITH

                   INDEPENDENT  AUDITOR'S REPORT


 <PAGE>
                     KAYENTA KREATIONS, INC.
                   (A Development Stage Company)


                              CONTENTS


                                                    PAGE

  Independent Auditor's Report                        1

  Balance Sheets, December 31, 2000 and 1999          2

  Statements of Operations, for the years ended
       December 31, 2000 and 1999                     3

  Statement of Stockholders' Equity, from inception
       to December 31, 2000                           4

  Statements of Cash Flows, for the years ended
       December 31, 2000 and 1999                     5

  Notes to Financial Statements                      6-7






  <PAGE>






  Independent Auditor's Report

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

  I have audited the accompanying balance sheets of Kayenta Kreations,
  Inc. (a development stage company) as of December 31, 2000 and 1999 and
  the related statements of operations, stockholders' equity and cash
  flows for the years then ended and from inception (December 26, 1995) to
  December 31, 2000.  These financial statements are the responsibility of
  the Company's management.  My responsibility is to express an opinion on
  the financial statements based on my audits.

  I conducted my audits in accordance with generally accepted auditing
  standards.  Those  standards require that I 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.  I believe that
  my audits provide a reasonable basis for my opinion.

  In my opinion, the financial statements referred to above present
  fairly, in all material respects, the financial position of Kayenta
  Kreations, Inc. (a development stage company) as of December 31, 2000
  and 1999 and the results of its operations and its cash flows for the
  years then ended and from inception (December 26, 1995) to December 31,
  2000, in conformity with generally accepted accounting principles.

  The accompanying financial statements have been prepared assuming that
  the Company will continue as a going concern.  As shown in the financial
  statements, the Company is in the development stage and has incurred a
  net loss of $13,014 for 2000 and has incurred net losses since
  inception.  At  December 31, 2000, the Company has a $350 cash
  overdraft.  These factors, and the others discussed in Note 5 raise
  substantial doubt about the Company's ability to continue as a going
  concern.  The financial statements do not include any adjustment
  relating to the recoverability and classification of recorded assets, or
  the amounts and classification of liabilities that might be necessary in
  the event the Company cannot continued in existence.

  As discussed in Note 1 to the financial statements under organization
  costs, the Company in 1999 changed its method of accounting for the
  costs of organizing the Company.



  /s/David T. Thomson, P.C.
  Salt Lake City, Utah
  March  30, 2001

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<S>                                                  <C>      <C><C>
KAYENTA KREATIONS, INC.
(A Development Stage Company)

BALANCE SHEETS

ASSETS

                                                     December 31,December 31,
                                                         2000      1999

CURRENT ASSETS
  Cash in bank                                              $0        $0
  Accounts receivable                                        0        28
  Prepaid expenses                                           0       255
  Supplies                                                  32         0
  Inventory                                                650       965
                                                     _________ _________

    Total Current Assets                                   682     1,248
                                                     _________ _________

EQUIPMENT AND DISPLAYS
  Office equipment                                       4,040     8,806
  Displays                                               3,931     3,931
                                                     ___________________

                                                         7,971    12,737
  Less accumulated depreciation                         (5,119)   (5,589)
                                                     _________ _________

                                                         2,852     7,148
                                                     _________ _________

TOTAL ASSETS                                            $3,534    $8,396
                                                     ===================

LIABILITIES AND STOCKHOLDERS' EQUITY

CURRENT LIABILITIES
  Bank overdraft                                          $350      $123
  Accounts payable and accrued expenses                  1,176       349
  Stockholders' advances                                10,530     3,300
  State franchise tax payable                              100       100
                                                     _________ _________

    Total current Liabilities                           12,156     3,872
                                                     _________ _________

DEFERRED TAXES PAYABLE                                       0       132
                                                     _________ _________

STOCKHOLDERS' EQUITY
  Preferred stock; $.001 par value, 5,000,000 shares
    authorized, no shares issued and outstanding             0         0
  Common stock; $.001 par value, 50,000,000 shares
    authorized, 1,018,900 and 1,018,900 shares           1,019     1,019
    issued and outstanding respectively
  Capital in excess of par value                        47,193    47,193
  Earnings(deficit) accumulated during the             (56,834)  (43,820)
    development stage                                _________ _________

    Total Stockholders' Equity                          (8,622)    4,392
                                                     _________ _________

TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY              $3,534    $8,396
                                                     ========= =========

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

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<S>                                        <C>        <C><C>    <C><C>
KAYENTA KREATIONS, INC.
(A Development Stage Company)

STATEMENTS OF OPERATIONS

                                             For the    For the  Cumulative
                                           Year Ended  Year EndedDuring the
                                           December 31,          Development
                                                      December 31,
                                              2000       1999      Stage

SALES
  Sales - net                                     $377    $1,501     $2,814
  Less cost of Sales                              (284)     (722)    (1,518)
                                           ________________________________

    Gross Margin                                    93       779      1,296
                                           ________________________________

SELLING, GENERAL AND ADMINISTRATIVE
  Accounting and legal                           5,322     3,313     15,320
  Amortization                                       0         0        602
  General and administrative                     2,284     5,325     31,258
  Depreciation                                   2,335     2,615      8,096
                                           ________________________________

    Total Selling, General and                   9,941    11,253     55,276
    Administration                         ________________________________

NET INCOME FROM OPERATIONS                      (9,848)  (10,474)   (53,980)

OTHER INCOME (EXPENSE)
  Loss on asset disposal                        (2,547)        0     (2,547)
  Interest income                                    0        38        900
  Interest expense                                (751)      (27)      (809)
                                           ________________________________

NET INCOME(LOSS) BEFORE INCOME TAXES           (13,146)  (10,463)   (56,436)

Income tax (provision) benefit                     132      (132)         0
                                           ________________________________

NET INCOME (LOSS) BEFORE CUMULATIVE
EFFECT OF ACCOUNTING CHANGE                    (13,014)  (10,595)   (56,436)

Cumulative effect of accounting change
for organization costs                               0      (398)      (398)
                                           ________________________________

NET INCOME (LOSS)                             $(13,014) $(10,993)  $(56,834)
                                           =========== ========= ==========
EARNINGS(LOSS) PER SHARE BEFORE
ACCOUNTING CHANGE                                   $0     $0.01      $0.05
                                           =========== ========= ==========
CUMULATIVE EFFECT OF ACCOUNTING CHANGE              $0     $0.00      $0.00
                                           =========== ========= ==========
EARNINGS (LOSS) PER SHARE                        $0.01     $0.01      $0.05
                                           =========== ========= ==========

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


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<TABLE>
<S>                                   <C>    <C><C>   <C><C>     <C><C>
KAYENTA KREATIONS, INC.
(A Development Stage Company)

STATEMENT OF STOCKHOLDERS' EQUITY

                                                                   Earnings
                                                                    (Loss)
                                                                  Accumulated
                                                       Capital in   During
                                                                     the
                                      Common Stock     Excess of  Development
                                      Shares   Amount  Par Value     Stage

BALANCE, December 26, 1995(Inception)       0       $0         $0         $0

Shares issued to initial stockholders
  for cash December 26, 1995
  at $.01 per share                   500,000      500      4,500          0

Net income(loss) from December 26,
  1995(inception)to December 31, 1995       0        0          0         (2)
                                     _______________________________________

BALANCE, December 31, 1995            500,000      500      4,500         (2)

Additional shares issued to initial
  stockholders for cash March 6, 1996
  at $.01 per share                   300,000      300      2,700          0

Capital contributed by officer and          0        0         20          0
shareholder

Net income(loss) for the year ended
  December 31, 1996                         0        0          0       (365)
                                     _______________________________________

BALANCE, December  31, 1996           800,000      800      7,220       (367)

Shares issued persuant to a sale of
  common to the public for cash
  February 1997 at $.25 per share     218,900      219     54,506          0

Direct costs of offering                    0        0    (14,533)         0

Net income (Loss) for the year ended
  December 31, 1997                         0        0          0    (21,705)
                                     _______________________________________

BALANCE, December  31, 1997         1,018,900    1,019     47,193    (22,072)
                                     =======================================
Net income (Loss) for the year
ended December 31, 1998                     0        0          0    (10,755)
                                     _______________________________________

BALANCE, December 31, 1998          1,018,900    1,019     47,193    (32,827)
                                     =======================================
Net income (Loss) for the
year ended December 31, 1999                0        0          0    (10,993)
                                     _______________________________________

BALANCE, December 31, 1999          1,018,900    1,019     47,193    (43,820)

Net income (Loss) for the
year ended December 31, 2000                0        0          0    (13,014)
                                     _______________________________________

BALANCE, December 31, 2000          1,018,900   $1,019    $47,193   $(56,834)
                                     =======================================

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


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<S>                                       <C>        <C><C>     <C><C>
KAYENTA KREATIONS, INC.
(A Development Stage Company)

STATEMENTS OF CASH FLOWS

                                            For the    For the    Cumulative
                                          Year Ended  Year Ended  During the
                                          December 31,December 31,Development
                                             2000        1999      Stage

CASH FLOWS FROM OPERATING ACTIVITIES
  Cash from sales                                $377     $1,501     $2,814
  Cash paid for organization costs                  0          0     (1,000)
  Cash from interest                                0         38        900
  Cash paid for interest                          (22)       (27)       (80)
  Cash paid for supplies and employee          (7,226)   (10,095)   (48,403)
    services                              _________________________________

    Net Cash(Used) by Operating                (6,871)    (8,583)   (45,769)
    Activities                            ___________ __________ __________

CASH FLOWS FROM INVESTING ACTIVITIES
  Disposal(acquisition) of equipment - net       (586)       108    (13,323)
                                          ___________ __________ __________

    Net cash(Used) by Investing Activities       (586)       108    (13,323)
                                          ___________ __________ __________

CASH FLOWS FROM FINANCING ACTIVITIES
  Sale of common stock                              0          0     62,725
  Direct offering costs                             0          0    (14,533)
  Contributed capital and stockholders'         7,230      3,300     10,550
    advances                              ___________ __________ __________

    Net Cash Provided(Used) By Financing        7,230      3,300     58,742
    Activities                            ___________ __________ __________

NET INCREASE (DECREASE) IN CASH                  (227)    (5,175)      (350)

CASH - BEGINNING OF PERIOD                       (123)     5,052          0
                                          ___________ __________ __________

CASH - END OF PERIOD                            $(350)     $(123)     $(350)
                                          =========== ========== ==========

RECONCILIATION OF NET INCOME TO NET CASH
PROVIDED (USED) BY OPERATING ACTIVITIES

NET INCOME (LOSS)                            $(13,014)  $(10,993)  $(56,834)
                                          ___________ __________ __________

Adjustments to reconcile net income(loss)
to net cash provided (used) by operating
activities
  Amortization of organization costs                0          0        602
  Cumulative effect of accounting change            0        398        398
  Depreciation                                  2,335      2,615      8,096
  Asset disposal                                2,547       (172)     2,375
  Deferred taxes                                 (132)       132          0
  Change in assets and liabilities
    Organization costs                              0          0     (1,000)
    Accounts receivable                            28        (28)         0
    Prepaid expenses                              255       (255)         0
    Supplies                                      (32)         0        (32)
    Inventory                                     315         50       (650)
    Accounts payable                              827       (230)     1,176
    Franchise taxes payable                         0       (100)       100
                                          _________________________________

      Total Adjustments                         6,143      2,410     11,065
                                          ___________ __________ __________

NET CASH PROVIDED(USED)BY OPERATING ACTIVITIES $(6,871)  $(8,583)  $(45,769)
                                          =========== ========== ==========

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


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                      KAYENTA KREATIONS, INC.
                   (A Development Stage Company)

                   NOTES TO FINANCIAL STATEMENTS

  NOTE   1 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

       Organization  -  The Company was organized under the laws of the
       State of Nevada on December 26, 1995, and has elected a fiscal
       year end of December 31st.  The Company was formed to engage in
       the business of producing and marketing a children's coloring art
       book depicting various aspects of life in the Southwestern and
       Western United States. The Company is considered a development
       stage Company as defined in SFAS 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 requirement of
       the Company and other relevant factors.

       Net income per Share  -  The computation of net income (loss) per
       share of common stock is based on the weighted average number of
       shares outstanding during the period presented.

       Organization Costs  -  The Company was amortizing its organization
       costs, which reflected amounts expended to organize the Company,
       over sixty (60) months using the straight-line method.  In 1998,
       the Accounting Standards Executive Committee (AcSEC) of the
       American Institute of Certified Public Accountants issued
       Statement of Position (SOP) 98-5, "Reporting on the Costs of
       Start-Up Activities." The SOP requires costs of start-up
       activities and organization costs to be expensed as incurred.
       During 1999, the Company adopted the SOP and recognized a charge
       for the cumulative effect of accounting change of  $398.

       Income Taxes  -  Due to losses at December 31, 2000 and 1999 no
       provision for income taxes has been made.  There are deferred
       income taxes resulting from income and expense items being
       reported for financial accounting and tax reporting purposes in
       different periods.  Those differences arise from the recording of
       depreciation for financial statement purposes as to  depreciation
       for tax purposes.

       Cash and Cash Equivalents  -  For purposes of the statement of
       cash flows, the Company considers all highly liquid debt
       instruments purchased with a maturity of three months or less to
       be cash equivalents.  At December 31, 2000 and 1999 the Company
       did not have non-cash investing and financing activities.

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

       Inventory  -  Inventories are stated at the lower of cost,
       determined by the First-in, First-out method, or market. Cost
       includes materials and conversion costs.

       Equipment and displays  -  Equipment and displays are recorded at
       cost. The Company uses the straight line method of computing
       depreciation for financial reporting purposes and generally uses
       accelerated methods for income tax purposes. The estimated lives
       of the equipment and displays is 5 to 7 years.



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                      KAYENTA KREATIONS, INC.
                   (A Development Stage Company)

                   NOTES TO FINANCIAL STATEMENTS


  NOTE   2  -  COMMON STOCK TRANSACTIONS

       The Company was formed through the issuance of 800,000 shares of
       common stock for $8,000.

       During February 1997, the Company completed an offering of stock
       to the public at a price of $.25 per share. The Company sold
       218,900 shares for a total of $54,725. The direct costs of the
       offering were $14,533.

  NOTE   3  -  RELATED PARTY TRANSACTIONS

       The Company is using the home of its President as its office on a
       rent free basis.  The rent is of nominal value.  As of December
       31, 2000 and 1999 no compensation has been paid or accrued to any
       officers or directors of the Corporation.

       Certain stockholders of the Company have advanced funds on a
       short-term basis.  The advances carry interest at 10% per annum
       and are unsecured.  The advances and interest are to be repaid as
       soon as possible by the Company.  The total amount advanced at
       December 31, 2000 is $10,530.

  NOTE   4  -  INCOME TAXES

       The income tax provision consists of the following:

    Current income taxes payable       $      -
    Deferred tax liability (benefit)       (132)

                                       $   (132)

       The income tax provision differs from the expense that would
       result form applying federal statutory tax rates to income before
       income taxes because of differences of depreciation expense
       between book and tax.

              At December 31, 2000 and 1999 the Company had net federal
       operating losses (NOL) of $55,293 and $44,108 respectively which
       can be carried forward to offset operating income. The NOL will
       expire as shown below. Valuation allowances of $8,436 and $6,616
       respectively, have been established for deferred tax assets.  The
       change in the NOL allowances for 2000 and 1999 was $1,820 and
       $1,552. The net operating losses expire as follows:

                Year of
               Expiration         Amount
                    2010          $     2
                    2011          $   365
                    2012          $21,836
                    2018          $11,556
                    2019          $10,349
                    2020          $11,185


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  <PAGE>

                      KAYENTA KREATIONS, INC.
                   (A Development Stage Company)

                   NOTES TO FINANCIAL STATEMENTS


  NOTE   5  -  GOING CONCERN


       The company has experienced losses of $13,014 and $10,933 in 2000
       and 1999 and has experienced losses from its inception.  The
       Company has limited operating capital and no income producing
       assets and again sustained losses during its development stage. In
       light of the above 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.  The Company is continuing to try to market and sale its
       products.  Management believes it has resources currently
       available to maintain the entity as a going concern.

  NOTE   6  -  ADVERTISING

       The Company expenses advertising costs as they are incurred.  The
       amounts paid for advertising for the years ended December 31, 2000
       and 1999 was $-0- and $585.

























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