<PAGE>


                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C.  20549

                                   FORM 10KSB

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

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

Commission  File  No.  000-32011
                       ---------


                              BALSAM VENTURES, INC.
                              ---------------------
              (Exact name of Registrant as specified in its charter)

          NEVADA                             52-2219056
----------------                             ----------
(State  or  other  jurisdiction  of          (I.R.S.  Employer
incorporation  or  organization)             Identification  Number)

SUITE  208,  20  EAST  FOOTHILL  BLVD.
ARCADIA,  CALIFORNIA                         91006
--------------------                         -----
(Address  of  principal executive offices)   (Zip Code)

Registrant's  telephone  number,  including  area  code:     (626)  574-2911
                                                              --------------

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

Securities  registered  pursuant to Section 12 (g) of the Act: COMMON STOCK, PAR
VALUE  $0.001  PER  SHARE

Check  whether  the  issuer  (l)  has  filed all reports required to be filed by
Section  13  or 15(d) of the Exchange Act during the past 12 months (or for such
shorter  period  that the registrant was required to file such reports), and (2)
has  been  subject to such filing requirements for the past 90 days.
[ X ] Yes   [ ]  No

Check  if there is no disclosure of delinquent filers in response to Item 405 of
Regulation  S-B  is  not  contained  in  this  form,  and  no disclosure will be
contained,  to  the  best  of  registrant's  knowledge,  in  definitive proxy or
information statements incorporated by reference in Part III of this Form 10-KSB
or  any  amendment  to  this  Form  10-KSB.  [   ]

Revenues  for  2002  were  NIL.

The  aggregate  market value of the voting stock held by non-affiliates computed
by  reference to the last reported sale price of such stock as of April 30, 2003
is:  $200,000

The number of shares of the issuer's Common Stock outstanding as of December 31,
2002  was  20,200,000.

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



<PAGE>



                                      PART I
                                     -------

ITEM  1.     DESCRIPTION  OF  BUSINESS

Overview

We  were  incorporated on August 17, 1999 under the laws of the state of Nevada.

In accordance with our original business plan, we have developed a free Internet
web  site at our "www.usacitizenship.net" domain that provides a reliable source
of  information  on immigration into the United States.  Our business plan is to
draw  users  to  our web site so that we can sell and generate revenues from the
sale of web site advertisements.  We believe that the an Internet web site which
offers  free  information  on  the process of immigrating into the United States
would  attract  substantial  usage.  We  believe  that  if  we are successful in
attracting  people  to  our  web site, we will be able to generate revenues from
advertisers  who  are  interested  in  the  demographics  of our web site users.

We  have  completed  the  development  of  our  web site and our web site is now
operational.  We  have  yet to achieve any sales of advertising on our web site.
Our  business  plan  is  to solicit advertisers whose target market includes the
users  of  our  web  site in order to generate revenues.  We have not earned any
revenue  to  date.

As  discussed  below,  on  June  6, 2002, we entered into an exclusive licensing
agreement  (the  "License  Agreement")  with Cool Can Technologies, Inc., ("Cool
Can").  We  have  delayed  development  of  our  web  site  business in order to
concentrate  on  development  of  the  technology  licensed  under  the  License
Agreement.  In the event that we are not successful in renegotiating the License
Agreement  as  described  below,  we  intend  to focus on the web site business.

License  of  Cool  Can  Technology

On  June  6,  2002,  we  entered into an exclusive licensing agreement which was
amended  on  September  2,  2002  (the  "License  Agreement")  with  Cool  Can
Technologies, Inc., ("Cool Can") pursuant to which we were granted the exclusive
worldwide  right  and license, for a period of 40 years, to enjoy, commercialize
and  exploit  Cool  Can's proprietary Instacool self-chilling beverage container
technology  (the  "Technology").  The  licensed  rights  include  the  right  to
manufacture,  use  and  sell apparatus and products embodying the Technology and
the  right  to  grant  sub-licenses  of  our  right to manufacture, use and sell
products  embodying  the Technology.  The consideration we have agreed to pay to

Cool  Can  pursuant  to  the  License  Agreement  is  as  follows:

1.   we  must  pay Cool Can a license fee of $200,000 by December 2, 2002 (which
     sum  has  not  been  paid);

2.   we  must  expend  $1,800,000  to  develop  and commercialize the Technology
     within  27  months  of  June  6,  2002;  and

3.   we must pay ongoing royalties to Cool Can equal to 5% of gross profits from
     sales  of  products  or  5%  of gross licensing revenues subject to minimum
     royalty payments of $200,000 per year in each of our fiscal years following
     the  fiscal  year  ended  June  30,  2004.

                                       2

<PAGE>



4.   we  must issue 300,000 shares of our common stock to Cool Can (which shares
     have  not  yet  been  issued).

We  are  presently in default of the License Agreement because we have failed to
pay  the  $200,000 license fee by December 2, 2002 and we have received a notice
of  default  from  Cool  Can  on  March 10, 2003 which required us to remedy the
default  within  30  days  (the  "Default  Period") or lose our rights under the
license  agreement.  We  are  in  discussions  with  Cool Can to renegotiate the
license  agreement  in  view  of  the  difficulty  of obtaining financing in the
current  financial market environment.  Cool Can continues to extend the default
period  while discussions are ongoing and we feel confident that we will be able
to renegotiate the agreement to permit us to proceed with the development of the
technology.

Cool  Can's  proposed  product  is  referred  to  as the "InstaCool" product and
consists  of  a  module  for  insertion  in an aluminium beverage container that
incorporates  a cartridge of liquid carbon dioxide ("CO2") that is held in place
by a cartridge holder.   The module consists of proprietary technology for which
Cool Can has been granted patent protection.  The module would be inserted in an
aluminium  beverage  container  during an automated canning process.  Containers
incorporating  the  InstaCool  product  would  be  identified  and  sold  as
self-chilling  beverage  containers.  To  start the chilling process, a consumer
would  pull  the  tab  off the container as with a regular non-chilling beverage
container.  When  the  tab on the lid of the beverage container is pulled by the
consumer,  a valve mechanism within the container releases the compressed liquid
CO2.  The  escaping  CO2  forms into small particles of frozen snow at extremely
cold  temperatures  and  rapidly imparts a chilling action to the beverage.  The
targeted result is that the consumer may purchase a beverage at room temperature
and enjoy it cold without having to purchase it from a cooler or purchase ice to
cool  the  beverage.

Significant  Employees

We  have  no  significant employees other than the officers and directors of the
company.

Research  and  Development  Expenditures

We have incurred no research and development expenditures during the fiscal year
ended  December  31,  2002.

Subsidiaries

We  do  not  have  any  subsidiaries.

Patents  and  Trademarks

We  do  not  own,  either  legally  or  beneficially,  any  patent or trademark.

Subject  to  the  License  Agreement, the patents and trademarks included in the
Technology  remain  the  property  of Cool Can however; we have a right of first
refusal to acquire the patents and trademarks should Cool Can seek to dispose of
the  Technology  during  the  currency  of  the  License  Agreement.


                                       3

<PAGE>


ITEM  2.     DESCRIPTION  OF  PROPERTIES

We  have no real estate property holdings and at this time we have no agreements
to  acquire  any  properties.  We  do  not  lease  any  real  property.


ITEM  3.     LEGAL  PROCEEDINGS

We  are  not  currently  a  party  to  any  legal  proceedings.

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

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



                                       4

<PAGE>


                                     PART II

                                     -------

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

Market  Information

Our  common  stock  is quoted on the NASD Over-the-Counter Bulletin Board at the
present  time  under  the  symbol  BLSV.  On April 30, 2003, our stock's closing
price was $0.02 per share. This price, however, is an inter-dealer price without
retail  mark-up,  mark-down  or  commission  and  may  not  represent  an actual
transaction.  The  high and the low trades for the 52 week range ended April 30,
2003  were  $0.015  to  $2.52.  These  prices  are  closing prices and appear as
approximate  figures.

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

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


                                       5

<PAGE>




Holders  of  Our  Common  Stock

As  of  December  31,  2002, there were 8 holders of the record of the Company's
common  stock.  The  company  believes  that a large number of stockholders hold
stock on deposit with their brokers or investment bankers registered in the name
of  stock  depositories.

Recent  Sales  of  Unregistered  Securities

We did not complete any unregistered sales of our common stock during the fiscal
year  ended  December  31,  2002.

Under  the  amendment  to our License Agreement with Cool Can dated September 2,
2002,  we  have  agreed to issue 300,000 shares of our common stock to Cool Can.
These  shares  have  not  been  issued to date.   These shares will be issued in
reliance  on  the  exemption  contained in section 4(2) of the Securities Act of
1933.

Dividends

There  are  no  restrictions  in  our  articles  of incorporation or bylaws that
prevent  us from declaring dividends.   The Nevada Revised Statutes, however, do
prohibit  us  from  declaring  dividends  where,  after  giving  effect  to  the
distribution  of  the  dividend:

1.   We  would  not  be  able  to  pay our debts as they become due in the usual
     course  of  business;  or

2.   Our  total  assets would be less than the sum of our total liabilities plus
     the  amount  that would be needed to satisfy the rights of shareholders who
     have  preferential  rights  superior  to  those receiving the distribution.


We have neither declared nor paid any cash dividends on our capital stock and do
not  anticipate  paying  cash  dividends  in the foreseeable future. Our current
policy  is  to  retain  any  earnings  in  order to finance the expansion of our
operations. Our board of directors will determine future declaration and payment
of dividends, if any, in light of the then-current conditions they deem relevant
and  in  accordance  with  the  Nevada  Revised  Statutes.


ITEM  6.     MANAGEMENT'S  DISCUSSION  AND  ANALYSIS  OF FINANCIAL CONDITION AND
RESULTS  OF  OPERATIONS  AND  PLAN  OF  OPERATIONS


Plan  of  Operations

Our  plan  of  operations  for the next twelve months will include the following
components,  subject  to  our  achieving  the  required  financing:




                                       6

<PAGE>




     (1)  We plan to defer proceeding with an advertising and marketing campaign
          for  our  web  site  in order to concentrate our efforts and financial
          resources  on  the  InstaCool  technology.  We  anticipate  spending
          approximately  $6,000 over the next twelve months on ongoing operating
          and  administrative expenses associated with maintaining our web site.

     (2)  We  plan  to  raise the required $200,000 to pay for the payment under
          our  License  Agreement for the InstaCool technology already past due;

     (3)  We  plan  to  spend  approximately  $300,000  to develop the InstaCool
          Technology. We plan to proceed with product development and production
          of  samples  of  our  self-chilling  beverage container modules. These
          costs  will be accounted for under our license agreement with Cool Can
          towards  the  expenditures for the development of the Technology to be
          incurred  by  us  pursuant  to  the  license  agreement. This phase of
          development  will  include  the  following  elements  and  will  take
          approximately  nine  months  once  financing  is  in  place:

          (a)  Product  fabrication,  including  testing  and  studying  design
               concepts,  making  required  design modifications, developing and
               building  a  fully  functioning  prototype self-chilling beverage
               container.

          (b)  Follow  on prototype development including, analysis, testing and
               fine  tooling  required  for  production  and  finalizing  all
               production  drawings  and  specifications.

          (c)  Producing  high-volume  production  cost  estimates  and methods,
               including  estimation  of  tooling  costs,  sourcing  production
               facilities  and  requesting  bids  for  tender  from  potential
               manufacturers  of component parts and analysis and cost estimates
               for  projected  method  of  assembling  of  chilling  module.

     (4)  We anticipate spending approximately $20,000 on professional fees over
          the  next  twelve  months  in complying with our reporting obligations
          under  the  Securities  Exchange  Act  of  1934.

     (5)  We  anticipate  spending  approximately  $140,000  on general overhead
          expenses,  including  office  expenses  and  consulting  fees.

We  anticipate  that  we  will  be spending approximately $666,000 over the next
twelve-month  period  pursuing  our  stated  plan  of  operations.  Of  these
anticipated  expenditures, we anticipate that $363,000 will be spent on our plan
of  operations  over  the  next  six  months.  Our present cash reserves are not
sufficient  for  us  to  carry  out  our  plan of operations without substantial
additional  financing.  We  are  currently  attempting  to arrange for an equity
financing that would enable us to proceed with our plan of operations.  However,
we  do  not  have  any financing arrangements in place and there is no assurance
that  we  will be able to achieve the required financing.  If we are not able to
complete a financing to pay for the $200,000 due under our License Agreement and
Cool  Can  refuses  to grant a further extension of the default period, then our
License  Agreement  will  terminate and we will lose all rights to the InstaCool
Technology.  If  we  are  successful  in maintaining our license of the Cool Can
technology,  there  is  no  assurance that we will be able to achieve sufficient



                                       7

<PAGE>



financing  that  would  be required to commercialize this technology and to earn
revenues.  We  are presently in default of the License Agreement because we have
failed  to  pay  the  $200,000  license  fee  by  December  2,  2002.  We are in
discussions  with  Cool  Can  to  renegotiate the license agreement and Cool Can
continues  to  extend  the Default Period while the negotiations take place.  In
the  event  that  we are not successful in renegotiating the agreement with Cool
Can,  we  intend  to focus on the advertising and marketing campaign for our web
site.

Our  actual expenditures and business plan may differ from the one stated above.
Our  board of directors may decide not to pursue this plan.  In addition, we may
modify  the  plan  based  on  available  financing.

Results  of  Operations

We did not earn any revenues during the fiscal year ended December 31, 2002.  We
do not anticipate earning revenues until we commence sales of advertising on our
immigration  web  site  or  we  are successful completing the development of the
InstaCool  technology and are successful in commercializing this technology.  We
are  presently  in the development stage and we can provide no assurance that we
will be successful in earning revenues from our immigration web site or from the
InstaCool  technology  even  if  we  achieve  the  financing  to  develop  this
technology.

We  incurred  operating  expenses  in the amount of $163,424 for the fiscal year
ended  December  31,  2002  as  compared  to  $18,989  for the fiscal year ended
December  31,  2001.  The  largest  component  of  our  operating  expenses were
consulting  services in the amount of $93,847 for the fiscal year ended December
31,  2002,  of  which  $91,020 was incurred in the last six months of the fiscal
year.  These consulting services were incurred in connection with our efforts to
raise  the  financing necessary to complete the $200,000 payment due to Cool Can
under  the  License Agreement and to proceed with development of the Technology.
For  the  fiscal  year  ended  December  31,  2002,  our operating expenses also
included  professional  fees  in  the  amount  of  $44,628  associated  with our
acquisition  for the license of the InstaCool Technology and compliance with our
ongoing  reporting  requirements  under the Securities Exchange Act of 1934.  We
also  incurred  office  and  sundry expenses in the amount of $6,757 during this
period  compared  to  $1,243  for  the  same period last year. We anticipate our
operating  costs will increase without any corresponding increase in revenues if
we  achieve  the  financing  necessary  to  proceed  with the development of the
InstaCool  technology.

We  incurred  a  loss  of  $163,434  for the fiscal year ended December 31, 2002
compared  to a loss of $18,989 in the prior year.  Our net loss was attributable
entirely  to  our  operating  expenses.

Liquidity  and  Financial  Condition

We  had cash of $45 as of December 31, 2002 as compared to cash of $14,877 as of
December  30,  2001.  At  December  31, 2002 we had a working capital deficit of
$150,356  as  compared  to working capital of $13,068 at December 31, 2001.  The
decrease  in working capital is attributable primarily to our operating expenses
during  the  year ended December 31, 2002, our inability to earn revenues during
this  year  and  an  increase  in  our  accounts  payable.

We  will  require  additional  financing  if  we  are  not successful in earning
revenues  from  either  our  web  site or the InstaCool technology.  There is no
assurance  that  we  will  be  able  to  obtain additional financing if and when
required.  We  anticipate  that  any  additional financing may be in the form of


                                       8

<PAGE>


sales  of  additional shares of our common stock which may result in dilution to
our  current  shareholders.

Forward  Looking  Statements

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


ITEM  7.     FINANCIAL  STATEMENTS

Index  to  Financial  Statements:

1.   Auditors'  Report;

2.   Audited  Financial  Statements  for  the  year  ended  December  31,  2002,
     including:

     a.   Balance  Sheets  as  at  December  31,  2002  and  2001;

     b.   Statements  of  Operations for the years ended December 31, 2002
          and  December  31,  2002 and for the period from inception August
          17, 1999 to December 31, 2002.

     c.   Statements  of  Cash  Flows  for the years ended December 31, 2002 and
          December  31,  2001 and for the period from inception August 17, 1999
          to December 31, 2002

     d.   Statements  of  Stockholders'  (Deficiency)

     e.   Notes  to  Financial  Statements.




                                       9

<PAGE>




                              BALSAM VENTURES INC.
                          (A Development Stage Company)



                              FINANCIAL STATEMENTS


                           DECEMBER 31, 2002 AND 2001
                             (Stated in U.S Dollars)




<PAGE>


                                                    Morgan
                                                    & Company
                                                    Chartered Accountants





                          INDEPENDENT AUDITORS' REPORT




To  the  Shareholders  and  Directors  of
Balsam  Ventures  Inc.
(A  Development  Stage  Company)


We  have  audited  the  accompanying  balance  sheets of Balsam Ventures Inc. (a
development  stage company) as at December 31, 2002 and 2001, and the statements
of  operations,  stockholders' equity (deficiency), and cash flows for the years
then  ended, and for the period from inception, August 17, 1999, to December 31,
2002.  These  financial  statements  are  the  responsibility  of  the Company's
management.  Our  responsibility  is  to  express  an opinion on these financial
statements  based  on  our  audits.

We  conducted  our  audits  in  accordance with United States generally accepted
auditing standards. Those standards require that we plan and perform an audit to
obtain  reasonable  assurance  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,  these  financial  statements  present fairly, in all material
respects,  the  financial  position  of  the Company as at December 31, 2002 and
2001,  and  the  results  of  its  operations and cash flows for the years ended
December  31, 2002 and 2001, and for the period from inception, August 17, 1999,
to  December  31,  2002,  in  accordance  with  United States generally accepted
accounting  principles.

The  accompanying  financial  statements  have  been  prepared assuming that the
Company  will  continue  as  a  going  concern.  As  discussed  in Note 1 to the
financial  statements,  the  Company  has suffered recurring losses and net cash
outflows from operations since inception.  These factors raise substantial doubt
about  the  Company's ability to continue as a going concern. Management's plans
in  regard  to  these  matters  are  also  discussed in Note 1.  These financial
statements  do not include any adjustments that might result from the outcome of
this  uncertainty.




Vancouver,  B.C.                                     /s/ Morgan & Company
March  25,  2003                                     Chartered  Accountants


Tel:  (604) 687-5841       Member of            P.O. Box 10007 Pacific Centre
Fax:  (604) 687-0075         ACPA        Suite 1488 - 700 West Georgia Street
www.morgan-cas.com        International               Vancouver, B.C. V7Y 1A1


<PAGE>





                              BALSAM VENTURES INC.
                          (A Development Stage Company)

                                 BALANCE SHEETS
                            (Stated in U.S. Dollars)

<TABLE>
<CAPTION>


---------------------------------------------------------
                                        DECEMBER  31
                                      2002       2001
---------------------------------------------------------



<S>                                <C>         <C>

ASSETS

Current
  Cash                             $      45   $ 14,877

Software Development Costs             8,675      8,675
                                   ---------------------
                                   $   8,720   $ 23,552
=========================================================


LIABILITIES

Current
  Accounts payable                 $ 150,401   $  1,809
                                   ---------------------



SHAREHOLDER'S EQUITY (DEFICIENCY)

Share Capital
  Authorized:
    100,000,000 common shares,
    par value with $0.001 per share

  Issued and outstanding:
    20,200,000 common shares at
    December 31, 2002 and
    10,100,000 common shares at
    December 31, 2001                 20,200     10,100

Additional paid-in capital            64,900     64,900

Deficit Accumulated During
The Development Stage               (226,781)   (53,257)
                                   ---------------------


                                    (141,681)    21,743
                                   ---------------------

                                   $   8,720   $ 23,552
=========================================================



</TABLE>




<PAGE>





                              BALSAM VENTURES INC.
                          (A Development Stage Company)

                            STATEMENTS OF OPERATIONS
                            (Stated in U.S. Dollars)


<TABLE>
<CAPTION>

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

                                                     INCEPTION
                                                     AUGUST 17
                                  YEARS ENDED          1999 TO
                                  DECEMBER 31        DECEMBER 31
                               2002         2001        2002
----------------------------------------------------------------
<S>                         <C>          <C>          <C>
Expenses
  Consulting services       $    93,847  $         -  $ 93,947
  Domain registration                46          135       251
  Professional fees              44,628       16,693    92,862
  Office and sundry               6,757        1,243     9,047
  Regulatory                      6,160            -     6,160
  Stock Transfer Services         2,887          918     5,315
  Travel                          9,099            -     9,099
                            -----------------------------------

Loss For The Year               163,424       18,989  $216,681
===============================================================
Loss Per Share              $      0.01  $      0.01
=====================================================

Weighted Average Number Of
 Shares Outstanding          20,200,000   20,200,000
=====================================================


</TABLE>




<PAGE>



                              BALSAM VENTURES INC.
                          (A Development Stage Company)

                            STATEMENTS OF CASH FLOWS
                            (Stated in U.S. Dollars)


<TABLE>
<CAPTION>

------------------------------------------------------------------------
                                                            INCEPTION
                                                            AUGUST 17
                                           YEARS ENDED        1999 TO
                                           DECEMBER 31      DECEMBER 31
                                         2002       2001        2002
------------------------------------------------------------------------


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

Cash Flows From Operating Activities
  Net loss for the year               $(163,424)  $(18,989)  $(216,681)

Adjustments To Reconcile Net
 Loss To Net
  Cash Used By Operating Activities
    Change in accounts payable          148,592        941     150,401
                                       --------------------------------


                                        (14,832)   (18,048)    (66,280)
                                       --------------------------------



Cash Flows From Investing Activity
  Software development costs                  -     (5,675)     (8,675)
                                       --------------------------------

Cash Flows From Financing Activities
  Share capital                               -          -      75,000
  Subscriptions receivable                    -          -           -
                                       --------------------------------



                                              -          -      75,000
                                       --------------------------------

Increase (Decrease) In Cash             (14,832)   (23,723)         45

Cash, Beginning Of Year                  14,877     38,600           -
                                       --------------------------------

Cash, End Of Year                     $      45   $ 14,877   $      45
=======================================================================


</TABLE>


<PAGE>



                              BALSAM VENTURES INC.
                          (A Development Stage Company)

                 STATEMENT OF STOCKHOLDERS' EQUITY (DEFICIENCY)

                           DECEMBER 31, 2002 AND 2001
                            (Stated in U.S. Dollars)


<TABLE>
<CAPTION>


                                       COMMON STOCK
                               ----------------------------
                                                  ADDITIONAL  SHARE
                                                  PAID-IN     SUBSCRIPTIONS
                               SHARES    AMOUNT   CAPITAL     RECEIVABLE    DEFICIT      TOTAL
                               ----------------------------------------------------------------


<S>                          <C>         <C>      <C>       <C>           <C>         <C>
Shares issued for cash at
 0.001                        5,000,000  $ 5,000  $      -  $         -   $       -   $   5,000
Shares issued for cash at
 0.01                         5,000,000    5,000    45,000            -           -      50,000
Shares issued for cash at
 0.20                           100,000      100    19,900            -           -      20,000
Subscriptions receivable              -        -         -       (2,500)          -      (2,500)
Net loss for the period               -        -         -            -      (2,926)     (2,926)
                             -------------------------------------------------------------------
Balance,
 December 31, 1999            10,100,000   10,100    64,900       (2,500)     (2,926)     69,574

Subscriptions receivable              -        -         -        2,500           -       2,500
Net loss for the year                 -        -         -            -     (31,342)    (31,342)
                             -------------------------------------------------------------------
Balance,
 December 31, 2000           10,100,000   10,100    64,900            -     (34,268)     40,732

Net loss for the year                 -        -         -            -     (18,989)    (18,989)
                             -------------------------------------------------------------------
Balance,
 December 31, 2001           10,100,000   10,100    64,900            -     (53,257)     21,743

Stock split (2 for 1)        10,100,000   10,100         -            -     (10,100)          -
 Net loss for the year                -        -         -            -    (163,424)   (163,424)
                             -------------------------------------------------------------------
Balance,
 December 31, 2002           20,200,000  $20,200  $ 64,900  $         -   $(226,781)  $(141,681)
                            =====================================================================


</TABLE>




<PAGE>


                              BALSAM VENTURES INC.
                          (A Development Stage Company)

                          NOTES TO FINANCIAL STATEMENTS

                           DECEMBER 31, 2002 AND 2001
                            (Stated in U.S. Dollars)



1.   NATURE  OF  OPERATIONS

     a)   Organization

The Company was incorporated in the State of Nevada, U.S.A., on August 17, 1999.

     b)   Development  Stage  Activities

     i)   The  Company  plans to launch a free information Website to assist and
          attract  the people wanting information on immigration to the USA. The
          Company plans to use the Website to earn income from companies who are
          prepared  to  pay  to  have Web advertising in the form of a button or
          banners on the Website selling their products or services. The Company
          plans to solicit advertisers who are targeting sales of their products
          and  services  at  people  using  the  Company's  website.

     ii)  The  Company  plans  to  commercialize  and  exploit the self-chilling
          beverage  container  technology  that  it has acquired pursuant to the
          license  agreement  detailed  in  Note  3.

     The  Company is in the development stage, therefore, recovery of its assets
     is dependent upon future events, the outcome of which is indeterminable. In
     addition,  successful  completion  of the Company's development program and
     its  transition,  ultimately  to the attainment of profitable operations is
     dependent  upon  obtaining  adequate  financing  to  fulfil its development
     activities  and  achieve  a  level  of  sales  adequate to support its cost
     structure.

c)     Going  Concern

     Since  inception,  the  Company  has suffered recurring losses and net cash
     outflows  from  operations.  The  Company  expects  to  continue  to  incur
     substantial  losses  to complete the development of its business. Since its
     inception,  the  Company  has  funded  operations  through  common  stock
     issuances,  related  party  loans, and the support of creditors in order to
     meet  its strategic objectives. Management believes that sufficient funding
     will  be  available  to meet its business objectives, including anticipated
     cash  needs  for  working  capital,  and  is  currently  evaluating several
     financing  options,  including  a  public  offering of securities. However,
     there  can  be  no  assurance  that  the  Company  will  be  able to obtain
     sufficient  funds  to  continue  the  development of and, if successful, to
     commence  the  sale  of  its products under development. As a result of the
     foregoing,  there  exists  substantial doubt about the Company's ability to
     continue  as a going concern. These financial statements do not include any
     adjustments  that  might  result  from  the  outcome  of  this uncertainty.



<PAGE>


                              BALSAM VENTURES INC.
                          (A Development Stage Company)

                          NOTES TO FINANCIAL STATEMENTS

                           DECEMBER 31, 2002 AND 2001
                            (Stated in U.S. Dollars)



2.   SIGNIFICANT  ACCOUNTING  POLICIES

     The  financial  statements  of the Company have been prepared in accordance
     with generally accepted accounting principles in the United States. Because
     a  precise  determination  of many assets and liabilities is dependent upon
     future  events,  the  preparation  of  financial  statements  for  a period
     necessarily  involves  the  use  of  estimates  which  have been made using
     careful  judgement.

     The  financial  statements  have,  in  management's  opinion, been properly
     prepared  within  reasonable limits of materiality and within the framework
     of  the  significant  accounting  policies  summarized  below:

     a)   Development  Stage  Company

     The  Company  is  a developed stage company as defined in the Statements of
     Financial Accounting Standards No. 7. The Company is devoting substantially
     all  of  its  present  efforts  to establish a new business and none of its
     planned  principal  operations have commenced. All losses accumulated since
     inception  have  been considered as part of the Company's development stage
     activities.

     b)   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 for
     the  reporting  period.  Actual  results could differ from these estimates.

     c)   Software  Development  Costs

     Software  development  costs  represent  capitalized  costs  of  design,
     configuration, coding, installation and testing of the Company's website up
     to  its  initial  implementation.  Upon  implementation  the  asset will be
     amortized  to  expense  over its estimated useful life of three years using
     the  straight  line  method.  Ongoing  website post-implementation costs of
     operation,  including training and application maintenance, will be charged
     to  expense  as  incurred.


<PAGE>


                              BALSAM VENTURES INC.
                          (A Development Stage Company)

                          NOTES TO FINANCIAL STATEMENTS

                           DECEMBER 31, 2002 AND 2001
                            (Stated in U.S. Dollars)



2.     SIGNIFICANT  ACCOUNTING  POLICIES  (Continued)

     d)   Impairment  of  Long-Lived  Assets

     The  Company periodically evaluates potential impairments of its long-lived
     assets,  including  intangibles.  When  the  Company  determines  that  the
     carrying  value  of long-lived assets may not be recoverable based upon the
     existence  of  one  or more indicators of impairment, the Company evaluates
     the  projected undiscounted cash flows related to the assets. If these cash
     flows  are less than the carrying value of the assets, the Company measures
     the  impairment using discounted cash flows or other methods of determining
     fair  value.

     Long-lived  assets  to  be  disposed of are carried at the lower of cost or
     fair  value  less  estimated  costs  of  disposal.

     e)   Income  Taxes

     The Company has adopted Statement of Financial Accounting Standards No. 109
     -  "Accounting for Income Taxes" (SFAS 109). This standard requires the use
     of  an  asset and liability approach for financial accounting and reporting
     on  income taxes. If it is more likely than not that some portion or all if
     a  deferred  tax  asset  will  not  be  realized,  a valuation allowance is
     recognized.

     f)   Financial  Instruments

     The  Company's  financial instruments consist of cash and accounts payable.

     Unless otherwise noted, it is management's opinion that this Company is not
     exposed  to  significant  interest  or  credit  risks  arising  from  these
     financial  instruments.  The  fair  value  of  these  financial instruments
     approximate  their  carrying  values,  unless  otherwise  noted.

     g)   Foreign  Currency  Translation

     The  Company's  functional  currency  is  the  U.S. dollar. Transactions in
     foreign  currency  are  translated  into  U.S.  dollars  as  follows:

          i)   monetary  items at the rate prevailing at the balance sheet date;
          ii)  non-monetary  items  at  the  historical  exchange  rate;
          iii) revenue  and  expense  at  the  average rate in effect during the
               applicable  accounting  period.


<PAGE>


                              BALSAM VENTURES INC.
                          (A Development Stage Company)

                          NOTES TO FINANCIAL STATEMENTS

                           DECEMBER 31, 2002 AND 2001
                            (Stated in U.S. Dollars)



2.     SIGNIFICANT  ACCOUNTING  POLICIES  (Continued)

     h)   Stock  Based  Compensation

     The  Company  measures compensation cost for stock based compensation using
     the  intrinsic  value  method of accounting as prescribed by A.P.B. Opinion
     No.  25  -  "Accounting  for  Stock  Issued  to Employees". The Company has
     adopted those provisions of Statement of Financial Accounting Standards No.
     123  -  "Accounting for Stock Based Compensation", which require disclosure
     of  the  pro-forma  effect  on  net  earnings  and earnings per share as if
     compensation  cost  had been recognized based upon the estimated fair value
     at  the  date  of  grant  for  options  awarded.

     i)   Basic  and  Diluted  Loss  Per  Share

     In  accordance with SFAS No. 128 - "Earnings Per Share", the basic loss per
     common  share  is  computed  by  dividing  net  loss  available  to  common
     stockholders  by  the weighted average number of common shares outstanding.
     Diluted  loss per common share is computed similar to basic loss per common
     share  except  that  the  denominator is increased to include the number of
     additional  common shares that would have been outstanding if the potential
     common  shares  had  been  issued  and if the additional common shares were
     dilutive.  At  December 31, 2002, the Company has no stock equivalents that
     were  anti-dilutive  and  excluded  in  the earnings per share computation.


3.   LICENSE

     Pursuant to an exclusive license agreement, as amended, dated June 5, 2002,
     the  Company  has  acquired  the  exclusive  worldwide  license  to  use,
     commercialize  and  license  the  technology  for  self-chilling  beverage
     containers.  In  consideration  of  the grant of the exclusive license, the
     Company  agreed  to:


     a)   Issue  300,000  restricted  common  shares;

     b)   Pay  a license fee of US$200,000 within 180 days following the date of
          execution  of  the  agreement;

     c)   Incur  the development expenditures not less than $1,800,000 within 27
          months  following  the  date  of  execution  of  the  agreements;


<PAGE>

                              BALSAM VENTURES INC.
                          (A Development Stage Company)

                          NOTES TO FINANCIAL STATEMENTS

                           DECEMBER 31, 2002 AND 2001
                            (Stated in U.S. Dollars)



3.   LICENSE  (Continued)

     d)   Pay  royalties  on  the  following  basis:

          i)   a  sales  royalty  on  the  sale of products equal to 5% of gross
               profits;  and
          ii)  a  license  royalty on revenues from sub-licensing equal to 5% of
               gross  license  revenue.

     The royalties in respect of any fiscal year following the fiscal year ended
     June  30,  2004  shall  not  be  less  than  $200,000  per  year.


4.   SHARE  CAPITAL

     During  the  year,  the  Company increased its issued and outstanding share
     capital  by  way  of a two for one split of the Company's common stock. The
     stock  split  was effected by the completion of a stock dividend to each of
     the  Company's  shareholders of one common share for every one common share
     held.


5.   RELATED  PARTY  TRANSACTIONS

     During  the  year ended December 31, 2002, director's compensation totalled
     $21,127  (2001  -  $Nil).

     Accounts  payable  includes  $25,656  (2001  -  $Nil)  due  to  directors.


6.   CONTINGENCY

     As  at December 31, 2002, the Company was in default under the terms of the
     amended  license  agreement  described in Note 3. Upon receipt of notice of
     default,  the  Company  will have thirty days to correct the default or the
     exclusive  license  will  terminate.

     On  March  10,  2003,  the  Company  received  notice  of  default from the
     licensor.




<PAGE>



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

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

                                    PART III
                                    --------

ITEM  9.     DIRECTORS  AND  EXECUTIVE  OFFICERS  OF  THE  REGISTRANT

Our executive officers and directors and their respective ages as of January 31,
2003  are  as  follows:

Directors:

Name  of  Director               Age
----------------------          -----
David  Lam                        47
John  Boschert                    33

Executive  Officers:

Name  of  Officer                Age       Office
--------------------            -----      -------
David  Lam                       47        President and Chief Executive Officer
John  Boschert                   33        Secretary, Treasurer,  and  Chief
                                           Financial  Officer

Set forth below is a brief description of the background and business experience
of  our  executive  officers  and  directors.

Mr.  David  Lam  is our president, chief executive officer and a director of the
company.  Mr.  Lam  was  appointed  as  president,  chief  executive officer and
director  of  the  Company  on  December 10, 2002.  Mr. Lam is the president and
chief  executive officer of Mediverse International, Inc. of Arcadia, California
since  1994.  Mediverse  is  a  medical  device exporting company and Mr. Lam is
responsible  for  domestic  strategic  alliances  and  building the distribution
network  in  Far  East  Asia.  Mr.  Lam  is also the Managing Director of Topher
Investment,  L.L.C.  since  1997,  where he focuses on the acquisitions/sales of
commercial  real  estate  investments  and  property  management.

Mr. John Boschert is our secretary, treasurer, and chief financial officer.  Mr.
Boschert  was  our president from July 4, 2002 to December 10, 2002 when Mr. Lam
was  appointed.  Mr. Boschert has worked for Universal Domains Incorporated as a
consultant  since  1998 and was involved with the daily operations of Prime Time
Foods  and  Primo's  Mexican  Specialties.  Prior  to  joining Universal Domains
Incorporated,  Mr.  Boschert  worked  in  the  investor relations department for
Harbour  Pacific  Capital Ltd. from 1997 to 1998. During the period from 1993 to
1997,  Mr.  Boschert  was  the  managing  partner of Concept Restaurants Ltd., a
Vancouver  based  company  which  owned  and operated a number of restaurants in
British  Columbia.  Mr. Boschert received his diploma in business administration
from  Langara  Community  College  in  1989.


                                       10

<PAGE>



Term  of  Office

Our  Directors  are  appointed for a one-year term to hold office until the next
annual  general  meeting  of  our  shareholders  or until removed from office in
accordance  with  our  bylaws.  Our  officers  are  appointed  by  our  board of
directors  and  hold  office  until  removed  by  the  board.

Significant  Employees

We  have  no  significant  employees  other  than  our  executive  officers  and
directors.

Section  16(A)  Beneficial  Ownership  Reporting  Compliance

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


                              Number      Transactions      Known  Failures
                              Of Late     Not Timely        To File a Required
Name and Principal Position   Reports     Reported          Form
--------------------------------------------------------------------------------

David  Lam,  Director,        None        None               None
President,  and  Chief  Executive  Officer
--------------------------------------------------------------------------------
John Boschert, Director       None        None               None
Secretary,  Treasurer,
and  Chief  Financial
Officer
--------------------------------------------------------------------------------


                                       11

<PAGE>


ITEM  10.               EXECUTIVE  COMPENSATION

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

Annual  Compensation  Table

<TABLE>
<CAPTION>
                         Annual Compensation       Long Term Compensation
                    ----------------------------  ------------------------
                                          Other                             All
                                          Annual    Awards       Payouts   Other
                                            Com-  --------------  -------   Com-
                                            pen-  Restricted                pen-
                                            sa-   Stock   Options/  LTIP    sa-
Name      Title      Year  Salary  Bonus    tion  Awarded SARs*(#)payouts($)tion
----------------------------------------------------------------------------------
<S>       <C>        <C>   <C>     <C>     <C>    <C>     <C>     <C>       <C>
Robert    Former
Smith     Director,
          Secretary,
          Treasurer  2002      0        0        0       0      0      0        0
----------------------------------------------------------------------------------
                     2001      0        0        0       0      0      0        0
----------------------------------------------------------------------------------
David     Director,
Lam       President,
          and
          Chief
          Executive
          Officer    2002      0        0        0       0      0      0        0
----------------------------------------------------------------------------------
                     2001     N/A      N/A      N/A     N/A    N/A    N/A      N/A
----------------------------------------------------------------------------------
John      Director,
Boschert  Secretary,
          Treasurer,
          and
          Chief
          Financial  2002      0        0    $18,000*    0      0      0        0
----------------------------------------------------------------------------------
                     2001     N/A      N/A      N/A     N/A    N/A    N/A      N/A
----------------------------------------------------------------------------------

</TABLE>



*  Each of Messrs. Lam and Boschert receive management fees of $3,000 per month.


At  the  present  time,  these  amounts  are  being  accrued  pending receipt of
financing.


Stock  Option  Grants

We  did  not  grant  any stock options to the executive officers during our most
recent  fiscal year ended December 31, 2002.  We have also not granted any stock
options  to  the  executive officers since December 31, 2002, In addition, as of
December 31, 2001, no retirement, pension or insurance programs or other similar
programs  have  been  adopted  by  us  for  the  benefit  of  our  employees.


                                       12

<PAGE>




ITEM  11.     SECURITY  OWNERSHIP  OF  CERTAIN  BENEFICIAL OWNERS AND MANAGEMENT

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


                                          Number  of
                     Name and address     Shares  of      Percentage  of
Title  of  class     of beneficial owner  Common Stock    Common Stock(1)
--------------------------------------------------------------------------------
<S>                              <C>                         <C>
Common Stock         David Lam            1,240,000 Shares             6.1%
                     Director, President,
                     and Chief Executive
                     Officer
                     20 E. Foothill
                     Blvd., #208
                     Arcadia, California
                     91006
--------------------------------------------------------------------------------
Common Stock         John Boschert        9,000,000 Shares             44.6%
                     Director, Secretary,
                     Treasurer, and
                     Chief Financial Officer
                     2154 West 33rd Avenue
                     Vancouver, BC, Canada V6M 1B9
--------------------------------------------------------------------------------
Common Stock         All Officers and     10,240,000 Shares            50.7%
                     Directors
                     as a Group
                     (two persons)
--------------------------------------------------------------------------------

</TABLE>



     (1)  Based  on 20,200,000 shares of our common stock issued and outstanding
          as  of  December  31,  2002.


Except  as otherwise noted, it is believed that all persons have full voting and
investment  power  with  respect to the shares indicated. Under the rules of the
Securities  and Exchange Commission, a person (or group of persons) is deemed to
be a beneficial owner of a security if he or she, directly or indirectly, has or
shares  the power to vote or to direct the voting of such security, or the power
to  dispose  of or to direct the disposition of such security. Accordingly, more
than  one  person may be deemed to be a beneficial owner of the same security. A
person  is  also  deemed  to  be  a beneficial owner of any security, which that
person  has  the right to acquire within 60 days, such as options or warrants to
purchase  the  Common  Stock  of  the  Company.


                                       13

<PAGE>



Change  In  Control

On  July  4,  2002,  Mr.  John  Boschert, as purchaser, and Mr. Robert Smith, as
seller,  entered  into  the  Stock  Purchase  Agreement,  pursuant  to which Mr.
Boschert  has  acquired  10,000,000  shares  of  our  common stock (representing
approximately  49.5%  of  the  outstanding  shares  of  our common stock) for an
aggregate  purchase price of $42,000.  The consideration for the acquisition has
been  paid  from the personal funds of Mr. Boschert.  The purchase of the shares
of  common  stock  by  Mr.  Boschert from Mr. Smith was consummated in a private
transaction  and  Mr.  Boschert  may  now  be  considered to be in "control" the
Company.  As  a condition of the Stock Purchase Agreement, Mr. Smith resigned as
president,  director,  secretary and treasurer of the Company.  Mr. Boschert was
appointed  as  a  president  and  director  of the Company with the authority to
appoint  our  executive  officers  to  fill  the  vacancies  of  Mr.  Smith.

On  December  10,  2002,  Mr.  John  Boschert  resigned  as  President and Chief
Executive  Officer  of the Company and Mr. David Lam was appointed as President,
Chief Executive Officer and a Director of the Company.  Mr. Boschert remains the
Secretary,  Treasurer,  Chief  Financial  Officer and a Director of the Company.

In connection with the appointment of Mr. Lam, Mr. Boschert transfered 1,000,000
restricted  common  shares  of  the  Company to Mediverse International, Inc., a
company  controlled  by  Mr.  Lam.

We  are not aware of any arrangement that might result in a change in control of
our  company  in  the  future.


ITEM  12.     CERTAIN  RELATIONSHIPS  AND  RELATED  TRANSACTIONS

None  of  the  following  parties  has, since our date of incorporation, had any
material  interest,  direct  or  indirect,  in any transaction with us or in any
presently  proposed  transaction  that  has  or  will  materially  affect  us:

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



                                       14

<PAGE>





                                     PART IV
                                     -------

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

EXHIBITS  REQUIRED  BY  ITEM  601  OF  FORM  8-K


--------------------------------------------------------------------------------
Exhibit
Number         Description  of  Exhibit
--------------------------------------------------------------------------------
99.1 and 99.2  Certifications  of  Chief  Executive  Officer and Chief Financial
               Officer  pursuant  to  pursuant  to  18  U.S.C.  Section 1350, as
               adopted  pursuant  to  Section  906  of the Sarbanes-Oxley Act of
               2002.  (1)
--------------------------------------------------------------------------------
(1)     Filed  as  an  Exhibit  to  this  Annual  Report  on  Form  10-KSB
--------------------------------------------------------------------------------

REPORTS  ON  FORM  8-K

     Date  of  Filing  Form  8-K   Description  of  Form  8-K
     ---------------------------   --------------------------
     June  20, 2002                Form  8-K  announcing  Cool  Can  license
                                   agreement  dated  June  5,  2002

     December  23,  2002           Form  8-K  announcing  the  Mr. John Boschert
                                   resigned  as  President  and  Chief Executive
                                   Officer  and  Mr.  David Lam was appointed as
                                   President,  Chief  Executive  Officer,  and a
                                   Director  of  the  Company

ITEM  14.     CONTROLS  AND  PROCEDURES.

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


                                       15

<PAGE>


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


                                       16

<PAGE>


                                   SIGNATURES

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

BALSAM  VENTURES,  INC.




By:  /s/ David  Lam
     --------------------------
     David  Lam
     President,  Chief  Executive  Officer,  and
     Director
     Date:  May  9,  2003



<PAGE>



                                 CERTIFICATIONS

I,  David  Lam,  Chief  Executive  Officer  of  Balsam  Ventures,  Inc.  (the
"Registrant"),  certify  that;

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

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

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

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

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

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

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

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

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

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

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



Date:  May  9,  2003                 /s/ David  Lam
                                    ___________________________________
                                   (Signature)

                                   Chief  Executive  Officer

<PAGE>
                                 CERTIFICATIONS

I,  John  Boschert,  Chief  Financial  Officer  of  Balsam  Ventures,  Inc. (the
"Registrant"),  certify  that;

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

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

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

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

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

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

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

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

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

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


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



Date:  May  9,  2003               /s/ John  Boschert
                                   ___________________________________
                                   (Signature)

                                   Chief  Financial  Officer