U.S. SECURITIES AND EXCHANGE COMMISSION
                       WASHINGTON, D.C.  20549

                             FORM 10-QSB

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

     FOR THE QUARTERLY PERIOD ENDED:  September 30, 2001

                                  OR

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

                  COMMISSION FILE NUMBER:  333-83375

                      GOURMET HERB GROWERS, INC.
        (Exact name of registrant as specified in its charter)


           NEVADA                                   87-0575571
     (State or other jurisdiction                 (I.R.S. Employer
     of incorporation or organization)            Identification No.)


            2302 Parley's Way, Salt Lake City, Utah 84109
               (Address of principal executive offices)

                            (801) 466-4614
         (Registrant's telephone number, including area code)


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

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 registrant was
required to file such report(s),                 YES [X]  NO [  ]

and (2) has been subject to such filing requirements for the past 90 days.
                                                 YES [X]  NO [  ]

The number of $.001 par value common shares outstanding at September 30, 2001:
1,600,000

<PAGE>

                    PART I - FINANCIAL INFORMATION


ITEM 1.   FINANCIAL STATEMENTS

     See attached.

<PAGE>






                        GOURMET HERB GROWERS, INC.
                       [A Development Stage Company]

                 UNAUDITED CONDENSED FINANCIAL STATEMENTS

                            SEPTEMBER 30, 2001




<PAGE>



                        GOURMET HERB GROWERS, INC.
                       [A Development Stage Company]



                                 CONTENTS

                                                                PAGE


        -  Unaudited Condensed Balance Sheets,
             September 30, 2001 and December 31, 2000              2


        -  Unaudited Condensed Statements of Operations,
             for the three and nine months ended September 30,
             2001 and 2000 and from inception on January 22,
             1998 through September 30, 2001                       3


        -  Unaudited Condensed Statements of Cash Flows,
             for the nine months ended September 30, 2001
             and 2000 and from inception on January 22, 1998
             through September 30, 2001                            4


        -  Notes to Unaudited Condensed Financial Statements   5 - 9



<PAGE>





                        GOURMET HERB GROWERS, INC.
                       [A Development Stage Company]

                    UNAUDITED CONDENSED BALANCE SHEETS


                                  ASSETS

                                        September 30, December 31,
                                             2001         2000
                                         ___________  ___________
CURRENT ASSETS:
  Cash in bank                             $   2,350   $      366
  Prepaid Expense                                  -           15
                                         ___________  ___________
        Total Current Assets                   2,350          381
                                         ___________  ___________

PROPERTY, PLANT AND EQUIPMENT, Net               803          532
                                         ___________  ___________
                                           $   3,153   $      913
                                         ___________  ___________


              LIABILITIES AND STOCKHOLDERS' EQUITY (DEFICIT)


CURRENT LIABILITIES:
  Accounts payable and accrued expenses    $   1,245   $        -
  Accounts payable - related parties           1,527        8,802
  Advances from related parties               15,990            -
                                         ___________  ___________
        Total Current Liabilities             18,762        8,802
                                         ___________  ___________

STOCKHOLDERS' EQUITY (DEFICIT):
  Preferred stock, $.001 par value,
   1,000,000 shares authorized,
   no shares issued and outstanding                -            -
  Common stock, $.001 par value,
   24,000,000 shares authorized,
   1,600,000 shares issued and
   outstanding                                 1,600        1,600
  Capital in excess of par value              39,629       39,629
  Deficit accumulated during the
    development stage                        (56,838)     (49,118)
                                         ___________  ___________
        Total Stockholders' Equity
          (Deficit)                          (15,609)      (7,889)
                                         ___________  ___________
                                           $   3,153   $      913
                                         ___________  ___________

Note: The balance sheet at December 31, 2000 was taken from the audited
   financial statements at that date and condensed.

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


-2-
<PAGE>



                        GOURMET HERB GROWERS, INC.
                       [A Development Stage Company]

               UNAUDITED CONDENSED STATEMENTS OF OPERATIONS



                                For the            For the
                              Three Month         Nine Month   From Inception
                              Period Ended       Period Ended   on January 22,
                              September 30,      September 30,  1998, Through
                           __________________  __________________September 30,
                             2001      2000      2001      2000      2001
                           ________  ________  ________  ________  _________

REVENUE:
  Sales                    $  5,767  $  7,449  $  6,897  $ 10,415  $  32,374

COST OF SALES                     -       322       659       887      4,532
                           ________  ________  ________  ________  _________
GROSS PROFIT                  5,767     7,127     6,238     9,528     27,842

EXPENSES:
  General and
    administrative            7,173     5,563    13,958    16,268     82,370
                           ________  ________  ________  ________  _________

INCOME (LOSS) FROM
  OPERATIONS                 (1,406)    1,564    (7,720)   (6,740)   (54,528)
                           ________  ________  ________  ________  _________

OTHER INCOME (EXPENSE):           -         -         -         -     (2,310)
  Loss on disposition of
    assets                 ________  ________  ________  ________  _________

     Total Other Income
       (Expense)                  -         -         -         -     (2,310)
                           ________  ________  ________  ________  _________

(INCOME) LOSS BEFORE
  INCOME TAXES               (1,406)    1,564    (7,720)   (6,740)   (56,838)

CURRENT TAX EXPENSE               -         -         -         -          -

DEFERRED TAX EXPENSE              -         -         -         -          -
                           ________  ________  ________  ________  _________

NET INCOME (LOSS)          $ (1,406) $  1,564  $ (7,720) $ (6,740) $ (56,838)
                           ________  ________  ________  ________  _________

INCOME (LOSS) PER COMMON
  SHARE                    $   (.00) $    .00  $   (.00) $   (.00) $    (.04)
                           ________  ________  ________  ________  _________





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

-3-
<PAGE>





                        GOURMET HERB GROWERS, INC.
                       [A Development Stage Company]

               UNAUDITED CONDENSED STATEMENTS OF CASH FLOWS



                                                               From Inception
                                               For the Nine     on January 22,
                                               Months Ended     1998 Through
                                               September 30,    September 30,
                                              _________________  ___________
                                                2001      2000       2001
                                              ________  ________  __________
Cash Flows From Operating Activities:
 Net loss                                     $ (7,720) $ (6,740) $  (56,838)
 Adjustments to reconcile net
   loss to net cash used by
   operating activities:
   Loss on disposition of assets                     -         -       2,310
   Non cash expense                                  -         -       5,060
   Depreciation and amortization                   151       435       1,186
   Changes in assets and liabilities:
     Decrease in prepaid assets                     15         -           -
      Increase (decrease) in accounts payable
       and accrued expenses                      1,245    (2,881)      1,245
      Increase in accounts payable - related
       party                                       775         -       1,527
                                              ________  ________  __________
     Net Cash (Used) by Operating
       Activities                               (5,534)   (9,186)    (45,510)
                                              ________  ________  __________
Cash Flows From Investing Activities:
 Payments for building and equipment              (422)        -      (4,299)
                                              ________  ________  __________
     Net Cash (Used) by Investing  Activities     (422)        -      (4,299)
                                              ________  ________  __________

Cash Flows From Financing Activities:
 Proceeds from common stock issuance                 -         -      41,850
 Payments for stock offering costs                   -         -      (5,681)
 Proceeds from advances from related parties     7,940     5,600      15,990
                                              ________  ________  __________
     Net Cash Provided by Financing
       Activities                                7,940     5,600      52,159
                                              ________  ________  __________
Net Increase (Decrease) in Cash                  1,984    (3,586)      2,350

Cash at Beginning of Period                        366     3,730           -
                                              ________  ________  __________
Cash at End of Period                         $  2,350  $    144  $    2,350
                                              ________  ________  __________
Supplemental Disclosures of Cash Flow Information:

 Cash paid during the period for:
   Interest                                   $      -  $      -  $        -
   Income taxes                               $      -  $      -  $        -

Supplemental Schedule of Noncash Investing and Financing Activities:
 For the nine months ended September 30, 2001:
   None

 For the nine months ended September 30, 2000:
   None



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


-4-
<PAGE>



                        GOURMET HERB GROWERS, INC.
                       [A Development Stage Company]

             NOTES TO UNAUDITED CONDENSED FINANCIAL STATEMENTS

NOTE 1 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

  Organization  -  Gourmet  Herb Growers, Inc. (the Company)  was  organized
  under  the  laws of the State of Nevada on January 22, 1998.  The  Company
  has commenced planned principal operations and is considered a development
  stage  company  as defined in Statement of Financial Accounting  Standards
  (SFAS)  No.  7.   The Company is growing gourmet herbs and vegetables  for
  restaurants and delicatessens.  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.

  Condensed  Financial  Statements - The accompanying  financial  statements
  have  been  prepared  by the Company without audit.   In  the  opinion  of
  management,   all   adjustments  (which  include  only  normal   recurring
  adjustments)  necessary to present fairly the financial position,  results
  of  operations and cash flows at September 30, 2001 and 2000 and  for  the
  periods then ended have been made.

  Certain   information  and  footnote  disclosures  normally  included   in
  financial  statements  prepared  in  accordance  with  generally  accepted
  accounting  principles have been condensed or omitted.   It  is  suggested
  that these condensed financial statements be read in conjunction with  the
  financial statements and notes thereto included in the Company's  December
  31,  2000 audited financial statements.  The results of operations for the
  periods  ended September 30, 2001 and 2000 are not necessarily  indicative
  of the operating results for the full year.

  Organization Costs - During 1998, the Company expensed organization  costs
  of  $1,000,  which reflect amounts expended to organize  the  Company,  in
  accordance with Statement of Position 98-5.

  Loss  Per  Share  -  The computation of loss per share  is  based  on  the
  weighted average number of shares outstanding during the periods presented
  in  accordance with Statement of Financial Accounting Standards (SFAS) No.
  128, "Earning Per Share" [See Note 6].

  Cash and Cash Equivalents - For purposes of the financial statements,  the
  Company  considers  all highly liquid debt investments  purchased  with  a
  maturity of three months or less to be cash equivalents.

  Property, Plant and Equipment - Property, plant and equipment is stated at
  cost.   Expenditures for major renewals and betterments  that  extend  the
  useful  lives of property and equipment are capitalized, upon being placed
  in  service.   Expenditures for maintenance and  repairs  are  charged  to
  expense  as  incurred.  Depreciation is computed for  financial  statement
  purposes using the straight-line method over the estimated useful lives of
  the assets, which range from five to ten years.

  Accounting  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, the disclosures of contingent  assets
  and  liabilities at the date of the financial statements, and the reported
  amount  of  revenues  and  expenses during the  reported  period.   Actual
  results could differ from those estimated.


-5-
<PAGE>




                        GOURMET HERB GROWERS, INC.
                       [A Development Stage Company]

             NOTES TO UNAUDITED CONDENSED FINANCIAL STATEMENTS

NOTE 1 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES [Continued]

  Recently  Enacted Accounting Standards - Statement of Financial Accounting
  Standards  ("SFAS") No. 140, "Accounting for Transfers  and  Servicing  of
  Financial  Assets  and Extinguishments of Liabilities - a  replacement  of
  FASB  Statement No. 125", SFAS No. 141, "Business Combinations", SFAS  No.
  142, "Goodwill and Other Intangible Assets", and SFAS No. 143, "Accounting
  for  Asset Retirement Obligations", were recently issued.  SFAS  No.  140,
  141,  142  and 143 have no current applicability to the Company  or  their
  effect on the financial statements would not have been significant.

  Revenue Recognition - The Company recognizes revenue upon delivery of  the
  product.   Direct costs, including fertilizer, chemicals, seeds and  soil,
  are charged to cost of goods sold.  Indirect costs are included in general
  and administrative.

NOTE 2 - PROPERTY, PLANT AND EQUIPMENT

  Property, plant and equipment consisted of the following at September 30,
  2001    and December 31, 2000:

                                       September 30,   December 31,
                                            2001          2000
                                       ____________    ____________
         Greenhouse and equipment      $      1,120    $        699

         Less accumulated depreciation         (317)           (167)
                                       ____________    ____________
                                       $        803    $        532
                                       ____________    ____________

  Depreciation  expense for the periods ended September 30,  2001  and  2000
  amounted to $151 and $95, respectively.

  During  November 2000, the Company's greenhouse was destroyed in  a  fire.
  Consequently,  the greenhouse was written-off for a loss of $2,310  during
  the year 2000. The Company completed a new greenhouse in March 2001.

NOTE 3 - CAPITAL STOCK AND WARRANTS

  Common  Stock  - During January 1998, in connection with its organization,
  the  Company  issued  1,450,000 shares of its previously  authorized,  but
  unissued common stock.  Total proceeds from the sale of stock amounted  to
  $4,350 (or $.003 per share).

  During  April  and  May  1998, the Company issued 150,000  shares  of  its
  previously  authorized, but unissued common stock in  a  public  offering.
  Total  proceeds from the sale of stock amounted to $37,500  (or  $.25  per
  share).   Offering  costs  of $5,681 were offset  to  additional  paid  in
  capital.


-6-
<PAGE>





                        GOURMET HERB GROWERS, INC.
                       [A Development Stage Company]

             NOTES TO UNAUDITED CONDENSED FINANCIAL STATEMENTS

NOTE 3 - CAPITAL STOCK AND WARRANTS [Continued]

  Preferred Stock - The Company has authorized 1,000,000 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 September 30, 2001.

  Common  Stock  Warrants Offering -.  During 1999 the  Company  declared  a
  dividend of 800,000 warrants to purchase common stock ("the warrants")  to
  shareholders  of  record  as of November 5, 1999.   The  Company  filed  a
  registration  statement  with the United States  Securities  and  Exchange
  Commission  on Form SB-2 under the Securities Act of 1933 to register  the
  shares  of common stock underlying the warrants.  Each warrant allows  the
  holder  to  acquire  one share of common stock at $1.25  per  share.   The
  warrants  are  exercisable  at any time until  September  30,  2002.   The
  Company  may redeem all or a portion of the warrants, at $.01 per warrant,
  at any time upon 30 days' prior written notice to the warrant holders.

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.   At
  September  30,  2001,  the  Company has available  unused  operating  loss
  carryforwards  of  approximately $56,800, which  may  be  applied  against
  future taxable income and which expire in 2018 and 2021.

  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  assets  are
  approximately  $19,300  as  of  September 30,  2001,  with  an  offsetting
  valuation allowance at September 30, 2001 of the same amount.  The  change
  in the valuation allowance for the nine months ended September 30, 2001 is
  approximately $2,700.

NOTE 5 - RELATED PARTY TRANSACTIONS

  Management Compensation - During the nine months ended September 30, 2001,
  the Company paid $1,750 in salary to the Company's president.

  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 his home
  as a mailing address, as needed, at no expense to the Company.


-7-
<PAGE>



                        GOURMET HERB GROWERS, INC.
                       [A Development Stage Company]

             NOTES TO UNAUDITED CONDENSED FINANCIAL STATEMENTS

NOTE 5 - RELATED PARTY TRANSACTIONS [Continued]

  Greenhouse  and Property - During the period ended December 31,  1998  the
  Company  built  a greenhouse on the property of an officer/shareholder  of
  the  Company.  From inception to December 31, 1999, the Company   recorded
  rent  expense of $230 per month for the rent-free use of the property with
  an offsetting capital contribution entry to capital in excess of par value
  of  the  same amount.  Beginning January 1, 2000, the Company began paying
  $275  rent per month to the Company's president.  Because of the  fire  in
  November  2000, this payment of rent was temporarily halted until  another
  greenhouse could be erected.  A second greenhouse was completed  in  March
  2001.   Rent  expense  for the nine months ended September  30,  2001  was
  $1,925.

  Sales - During the nine months ended September 30, 2001, the Company  sold
  $2,824  (approximately 41% of total sales) of the Company's product  to  a
  restaurant owned by the Company's president.

  Shareholder  Advances  - A shareholder of the Company  has  made  advances
  totaling $15,990 to the Company to pay expenses of the Company.  These are
  reflected  as  an  accounts  payable to related  party  in  the  financial
  statements.

NOTE 6 - LOSS PER SHARE

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

                                For the            For the
                              Three Month         Nine Month    From Inception
                              Period Ended       Period Ended   on January 22,
                              September 30,      September 30,  1998, Through
                           ___________________ __________________September 30,
                              2001     2000       2001      2000      2001
                           _________ _________ _________ _________ _________
  (Income) loss from
    continuing operations
    available to
    common shareholders
    (numerator)            $ (1,406) $   1,564 $ (7,720) $ (6,740) $(56,838)
                           _________ _________ _________ _________ _________
  Weighted average number
    of common shares
    outstanding used in
    loss per share for the
    period (denominator)   1,600,000 1,600,000 1,600,000 1,600,000 1,588,976
                           _________ _________ _________ _________ _________

  Dilutive  earnings (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 earnings (loss) per share.

  At  September 30, 2001 the Company had 800,000 outstanding warrants  which
  were  not  used in the computation of loss per share because their  effect
  would be anti-dilutive.


-8-
<PAGE>



                        GOURMET HERB GROWERS, INC.
                       [A Development Stage Company]

             NOTES TO UNAUDITED CONDENSED FINANCIAL STATEMENTS

NOTE 7 - GOING CONCERN

  The  accompanying  financial statements have been prepared  in  conformity
  with   generally   accepted  accounting  principles,   which   contemplate
  continuation of the Company as a going concern.  However, the Company  has
  incurred  losses since its inception, and has not yet been  successful  in
  establishing  profitable  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 and/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.


-9-
<PAGE>

ITEM 2:  MANAGEMENT'S DISCUSSION & ANALYSIS OR PLAN OF OPERATIONS

     The Company was only recently incorporated January 22, 1998. Upon
inception, the Company issued 1,450,000 shares of common stock to its founding
stockholders.  On April 2, 1998, the Company commenced a public offering of up
to 150,000 shares of its common stock, in reliance upon Rule 504 of Regulation
D, promulgated by the U.S. Securities & Exchange Commission under the
Securities Act of 1933.  The offering closed in May, 1998.  Pursuant thereto,
the Company sold 150,000 shares, increasing the total issued and outstanding
common stock to 1,600,000 shares.

     In July, 1999, the Company filed a registration statement on Form SB-2
with the U.S. Securities & Exchange Commission under the Securities Act of
1933, to register the distribution and exercise of warrants.  This
registration statement was declared effective on November 5, 1999.  At that
time the Company became subject to the information requirements of the
Securities Exchange Act of 1934.  Accordingly, the Company files annual and
quarterly reports and other information with the Commission.  No securities
have yet been sold pursuant to this offering.

PLAN OF OPERATIONS.

     Management's plan of operation for the next twelve months is to continue
using existing capital and any funds from exercise of warrants to provide
general working capital during the next twelve months.

     Gourmet Herb Growers commenced planned principal operations and began to
generate revenues from sales of its produce during the first year of
operations in amounts sufficient to generate a gross profit, so it is not
still considered a development stage company for accounting and financial
reporting purposes. However, revenues have not yet been generated in
sufficient amounts to offset operating costs, resulting in a net loss each
year since inception. Furthermore, during November 2000, the company's
greenhouse was destroyed in a fire. The greenhouse was written-off for a loss
of $2,310 during the year 2000. The Company completed a new greenhouse in
March 2001.

     The accompanying financial statements have been prepared in conformity
with generally accepted accounting principles, which contemplate continuation
of the Company as a going concern.  However, the Company has incurred losses
since its inception, and has not yet been successful in establishing
profitable 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 and/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.

<PAGE>

                     PART II - OTHER INFORMATION

ITEM 1.  LEGAL PROCEEDINGS

     The Company is not a party to any material pending legal proceedings. No
such action is contemplated by the Company nor, to the best of its knowledge,
has any action been threatened against the Company.

ITEM 2.  CHANGES IN SECURITIES AND USE OF PROCEEDS

     (a)  No instruments defining the rights of the holders of any class of
          registered securities have been materially modified.

     (b)  No rights evidenced by any class of registered securities have
          been materially limited or qualified by the issuance or
          modification of any other class of securities.

     (c)  During the period covered by this report, there were not any
          securities that the issuer sold without registering the securities
          under the Securities Act.

     (d)  In July, 1999, the Company filed a registration statement on Form
          SB-2 with the U.S. Securities & Exchange Commission under the
          Securities Act of 1933, to register the distribution and exercise
          of warrants.  This registration statement was declared effective
          on November 5, 1999.  No securities have yet been sold pursuant to
          the offering.

ITEM 3.  DEFAULTS UPON SENIOR SECURITIES

     There has not been any material default in the payment of principal,
interest, a sinking or purchase fund installment, or any other material
default not cured within 30 days, with respect to any indebtedness of the
issuer exceeding 5 percent of the total assets of the issuer.

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

     No matter has been submitted to a vote of security holders during the
period covered by this report, through the solicitation of proxies or
otherwise.

ITEM 5.  OTHER INFORMATION

     None.

ITEM 6.  EXHIBITS AND REPORTS ON FORM 8-K

     (a)  Exhibits required by Item 601 of Regulation S-B.  None

     (b)  Reports on Form 8-K.  No reports on Form 8-K were filed during the
          quarter for which this report is filed.

<PAGE>

                              SIGNATURES

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


                              GOURMET HERB GROWERS, INC.



Date: November 13, 2001                 by:   /s/ Rino Di Meo
                                   Rino Di Meo, President & Director