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

                             FORM 10-KSB

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

For the fiscal year ended December 31, 2002    Commission File No. 333-83351

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

     For the transition period from           to           .

                         BRONZE MARKETING, INC.
            (Name of small business issuer in its charter)

                Nevada                                   87-0578370
     State or other jurisdiction of                    (I.R.S. Employer
     incorporation or organization                     Identification No.)

        426 South 1000 East, #704, Salt Lake City, Utah 84102
         (Address of principal executive offices)  (zip code)

Issuer's telephone number, including area code:  (801) 537-1257


    (Former name or former address, if changed since last report.)

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

Check whether the Issuer (1) has filed all reports required to be filed by
Section 13 or 15(d) of the Securities Exchange Act of 1934 during the
preceding 12 months (or for such shorter period that the Issuer was required
to file such reports)                            Yes   X      No
and (2) has been subject to such filing requirements for the past 90 days.
                                                 Yes   X      No

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

The Issuer's revenues for its most recent fiscal year.         $5,700

As of February 24, 2003, the aggregate market value of voting stock held by
non-affiliates was approximately $37,500.

The number of shares outstanding of the Issuer's common stock at December 31,
2002: 1,050,000

<PAGE>

                                PART I

ITEM 1.   DESCRIPTION OF BUSINESS

     (A)  BUSINESS DEVELOPMENT.

     Bronze Marketing, Inc. was incorporated under the laws of the State of
Nevada on May 1, 1997.  In connection with its organization, the founders
contributed $5,400 cash to initially capitalize Bronze Marketing in exchange
for 900,000 shares of common stock.

     On May 22, 1997, Bronze Marketing commenced a public offering of up to
100,000 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 July, 1997.  Bronze Marketing sold
100,000 shares of common stock, at $.35 per share, and raised gross proceeds
of $35,000.

     The Company then registered a public offering of its securities.  Bronze
Marketing declared a distribution of 1,000,000 common stock purchase warrants
to shareholders of record as of October 27, 1999.  The Company filed with the
Securities and Exchange Commission a registration statement on Form SB-2,
Commission File No. 333-83351, which became effective October 27, 1999.
Pursuant thereto the Company then distributed 1,000,000 warrants.  The
warrants were exercisable at $1.00 per share, on or before June 30, 2002. The
warrants have now expired, and no securities were ever sold pursuant to the
offering.

     During December 1999, the Company offered and sold, and agreed to issue,
50,000 additional shares of its authorized, but previously unissued, common
stock.  Total proceeds from the sale of stock amounted to $17,500 (or $.35 per
share.) This increased the total issued and outstanding common stock to
1,050,000 shares.

     (B)  BUSINESS OF COMPANY.

     Bronze Marketing was formed to raise capital from public offerings of
its securities, and use the capital or net proceeds from the offering to
provide inventory financing to facilitate the marketing and sale of bronze
sculptures and other artwork. This business was not successful, the Company
experienced losses from its inception and operations were eventually
discontinued.  The Company is not presently engaged in any significant
business activities and has no operations. Presently the Company's principal
activity has been to investigate potential acquisitions. However, the Company
has not located any suitable potential business acquisition and has no plans,
commitments or arrangements with respect to any potential business venture.
There is no assurance the Company could become involved with any business
venture, especially any business venture requiring significant capital.

<PAGE>

ITEM 2.   PROPERTIES

      Bronze Marketing presently has no lease or office facilities but will
use the address of its President without charge for the time being.  The
President will work out of her home until Bronze Marketing commences active
business operations and has the need to lease commercial office space and the
ability to pay for the facilities.  As of the date of this report, Bronze
Marketing has no full-time employees.

ITEM 3.   LEGAL PROCEEDINGS.

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

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

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

                               PART II

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

     (A)  MARKET INFORMATION.

     Bronze Marketing's common stock is quoted on the Electronic Bulletin
Board maintained by the National Association of Securities Dealers, Inc. under
the symbol "BNZE", but has not been traded in the over-the-counter market
except on a limited and sporadic basis. The following sets forth high and low
bid price quotations for each calendar quarter during the last two fiscal
years that trading occurred or quotations were available. Such quotations
reflect inter-dealer prices, without retail mark-up, mark-down or commission
and may not represent actual transactions.

     Quarter Ended                 High                Low
     March 31, 2001                .53                 .53
     June 30, 2001                 .50                 .25
     September 30, 2001            .50                 .50
     December 31, 2001             .50                 .50

     March 31, 2002                .50                 .15
     June 30, 2002                 .50                 .50
     September 30, 2002            .50                 .50
     December 31, 2002             .50                 .50

<PAGE>

     (B)  HOLDERS.

     As of February 19, 2003, there were about 47 record holders of the
Company's Common Stock.

     (C)  DIVIDENDS.

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

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

     Bronze Marketing was incorporated on May 1, 1997, but has not generated
significant revenues from operations and is still considered a development
stage company.

PLAN OF OPERATIONS.

     Management's plan of operation for the next twelve months is to use
funds received from sale and liquidation of the remaining inventory of artwork
to provide general working capital during the next twelve months.

     The Company has experienced losses from its inception.  The Company was
formed to raise capital from public offerings of its securities, and use the
capital or net proceeds from the offering to provide inventory financing to
facilitate the marketing and sale of bronze sculptures and other artwork. This
business was not successful and operations were discontinued as of December
31, 2002.  The Company has no operating capital or income producing assets. At
this time, we do not know how long it will be necessary to fund necessary
expenditures from existing capital.  Since the marketing of the artwork was
unsuccessful, investors have lost the money invested and management will not
attempt to pursue further efforts with respect to the marketing and sale of
bronze sculptures and other artwork, and it is unlikely the Company would have
the financial ability to do so in any event.  Instead management will call a
shareholders meeting to decide whether to liquidate the Company or what
direction the Company will pursue, if any.   However, the Company presently
has no commitments or arrangements with respect to any other potential
business venture and there is no assurance the Company could become involved
with any other business venture, especially any business venture requiring
significant capital.

<PAGE>

     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 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.  Management plans to maintain
its filings and curtail operations and activities to keep it in existence.
This may require additional advances from stockholders to pay accounting and
legal fees associated with its filings. 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.

ITEM 7.   FINANCIAL STATEMENTS.

     See attached Financial Statements and Schedules.

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

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

                               PART III

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

     (A)  IDENTIFY DIRECTORS AND EXECUTIVE OFFICERS.

     The following table shows the directors, executive officers and other
significant employees of Bronze Marketing, their ages, and all offices and
positions with Bronze Marketing.  Each director is elected for a period of one
year and thereafter serves until a successor is duly elected by the
stockholders and qualifies.  Officers and other employees serve at the will of
the board of directors.
<TABLE>
<S>                        <C>               <C>
                           Term Served As    Positions
Name of Director  Age      Director/Officer  With Company

Heather Hamby      34      Since inception   President, Secretary-
                                             Treasurer & Director
</TABLE>

     This individual serves as the sole officer and director of Bronze
Marketing.  A brief description of her background and business experience
follows:

<PAGE>

     HEATHER HAMBY has been engaged in the fashion modeling industry for the
past several years.  After graduation from high school in 1987, Ms. Hamby
attended college for two years, and then began a modeling career, initially in
New York City.  One year later, she received a modeling contract with McCarty
Modeling Agency in Salt Lake City, Utah.  In 1991, she began working for Kutte
- Le Gunn Modeling Agency and pursued her career there until 1996.  In 1994
she began working with various Conventions and Trade Shows for a wide variety
of companies nationwide, and is currently working as an independent model with
Nordstrom Fashion Trend Shows.

     There are no arrangements or understandings regarding how long a
director is to serve in that capacity. The director holds no directorships in
any other company subject to the reporting requirements of the Securities
Exchange Act of 1934.

     (B)  IDENTIFY SIGNIFICANT EMPLOYEES.

     None other than the person previously identified.

     (C)  FAMILY RELATIONSHIPS.

     None

     (D)  INVOLVEMENT IN CERTAIN LEGAL PROCEEDINGS.

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

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

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

ITEM 10.  EXECUTIVE COMPENSATION.

     Bronze Marketing has not paid any compensation to its executive officer
and director to date.  Bronze Marketing has no employment agreement with nor
key man life insurance on management. Management is entitled to reimbursement
of any out of pocket expenses reasonably and actually incurred on behalf of
Bronze Marketing. The officer does not devote full time or a significant

<PAGE>

amount of time to the affairs of Bronze Marketing, is not a full time employee
and does not receive any salary or wage.  We do not know how long this
arrangement may continue, nor do we know how long the services of the officer
will continue to be available.

COMPENSATION OF DIRECTORS.

     None

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

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

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

     The following table shows stock ownership information of officers,
directors and any others who we know to be beneficial owners of more than 5%
of our stock. Any person who has or shares the power to decide how to vote or
whether to dispose of stock is a beneficial owner.

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

Heather Hamby          Common      500,000 shares      50%
426 S. 1000 E. #704
SLC, UT 84102

Lynn Dixon             Common      400,000 shares      40%
311 S. State, #460
SLC, UT 84111

All officers and       Common      500,000 shares      50%
directors as a group
(1 person)

</TABLE>

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

<PAGE>

ITEM 12.  CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS.

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

     In connection with the organization of Bronze Marketing, its officers,
directors and other stockholders paid an aggregate of $5,400 cash to purchase
900,000 shares of Common Stock of Bronze Marketing at a price of $.006 per
share. In July, 1997, Bronze Marketing completed an offering under Regulation
D, Rule 504 as promulgated by the Securities and Exchange Commission and sold
100,000 shares of common stock, at $.35 per share, and raised gross proceeds
of $35,000.  These are free-trading shares.

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

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

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

     (B)  REPORTS ON FORM 8-K have not been filed during the last quarter of
the fiscal year ended December 31, 2002.

ITEM 14. CONTROLS AND PROCEDURES.

     The issuer's principal executive officer or officers and principal
financial officer or officers, or persons performing similar functions, are
responsible for establishing and maintaining disclosure controls and
procedures (as such term is defined in paragraph (c) of Rule 15d-14) for the
issuer and have:

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

<PAGE>

     evaluated the effectiveness of the issuer's disclosure controls and
procedures as of a date within 90 days prior to the filing date of the report
(the "Evaluation Date").

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

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

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

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

     Changes in internal controls. There were no significant changes in the
issuer's internal controls or in other factors that could significantly affect
these controls subsequent to the date of their evaluation, including any
corrective actions with regard to significant deficiencies and material
weaknesses.

<PAGE>

                              SIGNATURES

In accordance with Section 12 of the Securities Exchange Act of 1934, the
registrant caused this registration statement to be signed on its behalf by
the undersigned, thereunto duly authorized.


BRONZE MARKETING, INC.


By:   /s/ Heather Hamby                Date:   February 28, 2003
     Heather Hamby, President and Secretary/Treasurer
     Chief Executive Officer and
     Chief Financial Officer


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



By:    /s/ Heather Hamby               Date:    February 28, 2003
     Heather Hamby, President and Secretary/Treasurer
     Chief Executive Officer and
     Chief Financial Officer




CERTIFICATION PURSUANT TO SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002

     The undersigned Chief Executive Officer and Chief Financial Officer
certify that this report fully complies with the requirements of Section 13 or
15(d) of the Securities Exchange Act of 1934, and the information contained in
the report fairly presents, in all material respects, the financial condition
and results of operations of the Company.




Date:   February 28, 2003          by:    /s/ Heather Hamby
                               Heather Hamby, President & Director


<PAGE>

                           CERTIFICATIONS*
I, Heather Hamby, certify that:
1. I have reviewed this annual report on Form 10-KSB of Bronze Marketing,
Inc., the  registrant;
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 factors 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: February 28, 2003  by:     /s/ Heather Hamby
                              Heather Hamby, President & Director
                    (Chief Executive Officer and Chief Financial Officer)

* Provide a separate certification for each principal executive officer and
principal financial officer of the registrant. See Rules 13a-14 and 15d-14.
The required certification must be in the exact form set forth above.

<PAGE>

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

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




<PAGE>









                          BRONZE MARKETING, INC.
                       [A Development Stage Company]

                           FINANCIAL STATEMENTS

                             DECEMBER 31, 2002























<PAGE>

                          BRONZE MARKETING, INC.
                       [A Development Stage Company]




                                 CONTENTS

                                                          PAGE

        -  Independent Auditors' Report                    F-1


        -  Balance Sheet, December 31, 2002                F-2


        -  Statements of Operations, for the years
            ended December 31, 2002 and 2001
            and from inception on May 1, 1997
            through December 31, 2002                      F-3

        -  Statement of Stockholders' Equity (Deficit),
            from inception on May 1, 1997 through
            December 31, 2002                              F-4

        -  Statements of Cash Flows, for the years
            ended December 31, 2002 and 2001
            and from inception on May 1, 1997
            through December 31, 2002                      F-5


        -  Notes to Financial Statements                F-6 - F-10




<PAGE>




                       INDEPENDENT AUDITORS' REPORT



Board of Directors
BRONZE MARKETING, INC.
Salt Lake City, Utah

We  have audited the accompanying balance sheet of Bronze Marketing,  Inc.
[a  development  stage  company] at December 31,  2002,  and  the  related
statements  of operations, stockholders' equity (deficit) and  cash  flows
for  the  years ended December 31, 2002 and 2001 and for the  period  from
inception  on  May  1,  1997 through 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 audit.

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

In  our opinion, the financial statements audited by us present fairly, in
all material respects, the financial position of Bronze Marketing, Inc. as
of December 31, 2002, and the results of its operations and its cash flows
for  the  years ended December 31, 2002 and 2001 and for the  period  from
inception  on  May 1, 1997 through December 31, 2002, in  conformity  with
generally accepted accounting principles in the United States of America.

The  accompanying  financial statements have been  prepared  assuming  the
Company will continue as a going concern.  As discussed in Note 6  to  the
financial  statements, the Company has incurred losses since its inception
and  has  current liabilities in excess of current assets.  These  factors
raise substantial doubt about the ability of the Company to continue as  a
going  concern.  Management's plans in regards to these matters  are  also
described  in  Note  6.   The  financial statements  do  not  include  any
adjustments that might result from the outcome of these uncertainties.


PRITCHETT, SILER, & HARDY, P.C.


January 17, 2003
Salt Lake City, Utah

<PAGE>

                          BRONZE MARKETING, INC.
                       [A Development Stage Company]

                               BALANCE SHEET


                                  ASSETS


                                                      December 31,
                                                          2002
                                                      ___________
CURRENT ASSETS:
  Cash                                                 $    1,901
                                                      ___________
        Total Current Assets                                1,901
                                                      ___________
                                                       $    1,901
                                                    ____________


              LIABILITIES AND STOCKHOLDERS' EQUITY (DEFICIT)


CURRENT LIABILITIES:
  Accounts payable                                     $        -
  Advances from shareholders                               22,800
                                                      ___________
        Total Current Liabilities                          22,800
                                                      ___________

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,
   1,050,000 shares issued and
   outstanding                                              1,050
  Capital in excess of par value                           51,926
  Deficit accumulated during the
   development stage                                     (73,875)
                                                      ___________
        Total Stockholders' Equity (Deficit)             (20,899)
                                                      ___________
                                                      $    1,901
                                                    ____________







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

                                  F-2
<PAGE>

                          BRONZE MARKETING, INC.
                       [A Development Stage Company]

                         STATEMENTS OF OPERATIONS


                                       For the        From Inception
                                     Years Ended         on May 1,
                                     December 31,      1997, Through
                                ______________________  December 31,
                                   2002       2001         2002
                                ___________  _________   __________
REVENUE                          $       -    $     -     $      -

EXPENSES:
  General and administrative             -          -            -
                                ___________  _________   __________
        Total Expenses                   -          -            -
                                ___________  _________   __________
LOSS BEFORE INCOME TAXES                 -          -            -

CURRENT TAX EXPENSE                      -          -            -

DEFERRED TAX EXPENSE                     -          -            -
                                ___________  _________   __________
LOSS FROM CONTINUING
  OPERATIONS                             -          -            -
                                ___________  _________   __________

DISCONTINUED OPERATIONS:
  Loss from operations of
   discontinued bronze
   artwork marketing business
   (net of $0 in income taxes)      (6,385)    (6,469)     (73,209)
  Gain (loss) on disposal
   of discontinued operations
   (net of $0 in income taxes)           -          -            -
                                ___________  _________   __________
LOSS FROM DISCONTINUED
  OPERATIONS                        (6,385)    (6,469)     (73,209)
                                ___________  _________   __________

CUMULATIVE EFFECT OF CHANGE
  IN ACCOUNTING PRINCIPLE                -          -         (666)
                                ___________  _________   __________
NET LOSS                          $ (6,385)  $ (6,469)   $ (73,875)
                                ___________  _________   __________
LOSS PER COMMON SHARE:
  Continuing operations                  -          -           -
  Operations of discontinued
    bronze artwork marketing
    business                          (.01)      (.01)       (.07)
  Gain (loss) on disposal of
    discontinued operations              -          -           -
  Cumulative effect of change
    in accounting principle              -          -        (.00)
                                ___________  _________   __________
  Net Loss Per Common Share       $   (.01)   $  (.01)    $  (.07)
                                ___________  _________   __________


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

                                  F-3
<PAGE>

                          BRONZE MARKETING, INC.
                       [A Development Stage Company]

                STATEMENT OF STOCKHOLDERS' EQUITY (DEFICIT)

                 FROM THE DATE OF INCEPTION ON MAY 1, 1997

                         THROUGH DECEMBER 31, 2002


                                                         Capital    Deficit
                                                           in     Accumulated
                  Preferred Stock      Common Stock       Excess    During
                  _______________   __________________      of        the
                                                           Par    Development
                   Shares  Amount     Shares   Amount     Value       Stage
                  _______  ______   _________  _______   ________   _________
BALANCE,
 May 1, 1997            -  $    -           -  $     -     $    -   $      -

Issuance of 900,000
 shares of common
 stock for cash at
 $.006 per share,
 May 1997               -       -     900,000      900      4,500          -

Issuance of 100,000
 shares of common
 stock for cash at
 $.35 per share,
 net of offering
 costs of $4,924,
 June 1997              -       -     100,000      100     29,976          -

Net loss for the
 period ended
 December 31, 1997      -       -           -        -          -       (239)
                   ______  ______   _________  _______   ________   _________
BALANCE,
 December 31, 1997      -       -   1,000,000    1,000     34,476       (239)

Net loss for the
 year ended
 December 31, 1998      -       -           -        -          -       (504)
                   ______  ______   _________  _______   ________   _________
BALANCE,
 December 31, 1998      -       -   1,000,000    1,000     34,476       (743)

Issuance of 50,000
 shares of common
 stock for cash at
 $.35 per share,
 December 1999          -       -      50,000       50     17,450          -

Net loss for the
 year ended
 December 31, 1999      -       -           -        -          -    (42,245)
                   ______  ______   _________  _______   ________   _________
BALANCE,
 December 31, 1999      -       -   1,050,000    1,050     51,926    (42,988)

Net loss for the
 year ended
 December 31, 2000      -       -           -        -          -    (18,033)
                   ______  ______   _________  _______   ________   _________
BALANCE,
 December 31, 2000      -       -   1,050,000    1,050     51,926    (61,021)

Net loss for the
 year ended
 December 31, 2001      -       -           -        -          -     (6,469)
                   ______  ______   _________  _______   ________   _________
BALANCE,
 December 31, 2001      -       -   1,050,000    1,050     51,926    (67,490)

Net loss for the
 year ended
 December 31, 2002      -       -           -        -          -     (6,385)
                   ______  ______   _________  _______   ________   _________
BALANCE,
 December 31, 2002      -  $    -   1,050,000  $ 1,050   $ 51,926   $(73,875)
                   ______  ______   _________  _______   ________   _________



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

                                 F-4
<PAGE>

                          BRONZE MARKETING, INC.
                       [A Development Stage Company]

                         STATEMENTS OF CASH FLOWS


                                          For the        From Inception
                                        Years Ended         on May 1,
                                        December 31,     1997, Through
                                    ___________________   December 31,
                                       2002      2001         2002
                                    _________  ________    __________
Cash Flows From
 Operating Activities:
  Net loss                          $  (6,385) $ (6,469)   $ (73,875)
  Adjustments to reconcile
   net loss to net cash used
   by operating activities:
    Inventory adjustment                    -         -       11,725
    Bad debt expense - related party        -         -       25,860
    Effect of change in
     accounting principle                   -         -          666
    Amortization expense                    -         -          334
    Change in assets and liabilities:
      Decrease in inventory             5,700     6,025       11,725
      (Increase) in interest
       receivable - related party           -         -       (3,821)
      (Decrease) in accounts payable     (675)   (1,100)           -
                                    _________  ________    __________
        Net Cash (Used) by
         Operating Activities          (1,360)   (1,544)     (27,386)
                                    _________  ________    __________
Cash Flows From
 Investing Activities:
  Payment of organization costs             -         -       (1,000)
  (Increase) in note
    receivable - related party              -         -      (36,489)
  (Increase) in advance
    receivable - related party              -         -       (9,000)
                                    _________  ________    __________
        Net Cash (Used) by
         Investing Activities               -         -      (46,489)
                                    _________  ________    __________
Cash Flows From
 Financing Activities:
  Proceeds from common
   stock issuance                           -         -       57,900
  Proceeds from advances
   from shareholders                        -         -       22,800
  Stock offering costs                      -         -       (4,924)
                                    _________  ________    __________
        Net Cash Provided by
         Financing Activities               -         -       75,776
                                    _________  ________    __________
Net Increase (Decrease) in Cash        (1,360)   (1,544)       1,901

Cash at Beginning of Period             3,261     4,805            -
                                    _________  ________    __________
Cash at End of Period                $  1,901  $  3,261     $  1,901
                                    _________  ________    __________

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

Supplemental Schedule of Noncash Investing and Financing Activities:
  For the years ended December 31, 2002 and 2001:
     None

  For the period from inception on May 1, 1997 through December 31, 2000:
     The  Company  expensed its remaining organizational costs  of  $666  in
     accordance with Statement of Position 98-5.

     The  Company's  receivables and advances from related  parties  in  the
     amount  of  $49,130  were  converted for inventory  in  the  amount  of
     $23,450.  Bad debt expense of $25,860 was recorded for the remainder.


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

                                 F-5
<PAGE>

                          BRONZE MARKETING, INC.
                       [A Development Stage Company]

                       NOTES TO FINANCIAL STATEMENTS

NOTE 1 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

  Organization - Bronze Marketing, Inc. ("the Company") was organized  under
  the  laws  of  the  State of Nevada on May 1, 1997. The Company  initially
  engaged in the business of providing inventory financing to facilitate the
  marketing  of bronze artwork and sculptures created by a relative  of  the
  Company's president.  The Company received royalties from the sale of  the
  inventory.   However,  during 1999 the Company restructured  its  business
  plans  to  market  its  inventory of bronze artwork and  sculptures.   The
  Company  discontinued  its  bronze artwork  marketing  business  effective
  December 31, 2002 [See Note 2].  The Company has not generated significant
  revenues  and  is  considered a development stage company  as  defined  in
  Statement  of Financial Accounting Standards No. 7.  The Company  has,  at
  the  present  time, not paid any dividends and any dividends that  may  be
  paid  in  the  future will depend upon the financial requirements  of  the
  Company and other relevant factors.

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

  Inventory - Inventory is carried at the lower of cost or market using  the
  First In, First Out method [See Note 3].

  Revenue Recognition - The Company recognizes revenue from royalties in the
  period  when  the  underlying sales take place.  Revenue  from  sales  are
  recognized upon delivery of the product.

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

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

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

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

                                 F-6
<PAGE>

                          BRONZE MARKETING, INC.
                       [A Development Stage Company]

                       NOTES TO FINANCIAL STATEMENTS

NOTE 1 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES [Continued]

  Recently  Enacted Accounting Standards - Statement of Financial Accounting
  Standards  ("SFAS")  No.  141,  "Business  Combinations",  SFAS  No.  142,
  "Goodwill  and  Other  Intangible Assets", SFAS No. 143,  "Accounting  for
  Asset   Retirement  Obligations",  SFAS  No.  144,  "Accounting  for   the
  Impairment or Disposal of Long-Lived Assets", SFAS No. 145, "Rescission of
  FASB Statements No. 4, 44, and 64, Amendment of FASB Statement No. 13, and
  Technical  Corrections", SFAS No. 146, "Accounting  for  Costs  Associated
  with  Exit or Disposal Activities", SFAS No. 147, "Acquisitions of Certain
  Financial  Institutions - an Amendment of FASB Statements No. 72  and  144
  and  FASB Interpretation No. 9", and SFAS No. 148, "Accounting for  Stock-
  Based  Compensation  - Transition and Disclosure - an  Amendment  of  FASB
  Statement  No. 123", were recently issued.  SFAS No. 141, 142,  143,  145,
  146,  147  and 148 have no current applicability to the Company  or  their
  effect  on the financial statements would not have been significant.   The
  Company  has  adopted SFAS No. 144 and has applied it to  the  year  ended
  December 31, 2002.

NOTE 2 - DISCONTINUED OPERATIONS

  On  December  31,  2002,  the  Company  discontinued  its  bronze  artwork
  marketing  business.   The  Company has accounted  for  this  disposal  in
  accordance  with  Statement  of Financial Accounting  Standards  No.  144,
  "Accounting  for  the  Impairment or Disposal of Long-Lived  Assets".   At
  December  31,  2002,  the Company had no assets or liabilities  associated
  with its discontinued bronze artwork marketing business.

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

                                                                From
                                                              Inception
                                           For the               on
                                          Years Ended       May 1, 1997,
                                          December 31,         Through
                                      ______________________ December 31,
                                          2002       2001        2002
                                      ___________  _________  __________
    Revenue                            $   5,700   $  6,025   $  13,804
    Cost of goods sold                    (5,700)    (6,025)    (11,725)
    General and administrative            (6,385)    (6,469)    (41,524)
    Bad debt expense - related party           -          -     (25,860)
    Inventory adjustment                       -          -     (11,725)
    Interest income - related party            -          -       3,821
                                      ___________  _________  __________
    Net loss                           $  (6,385)  $ (6,469)  $ (73,209)
                                      ___________  _________  __________

NOTE 3 - INVENTORY

  Inventory consisted of finished bronze sculptures acquired from a relative
  of  the  Company's  president [See Note 7].  The  inventory  was  held  on
  consignment  by  art  galleries and the Sculptor in the  states  of  Utah,
  Wyoming  and  Colorado.   During the year ended  December  31,  2000,  the
  Company  adjusted the carrying value of its inventory down by  $11,725  to
  estimated  market  value.   During 2002,  the  Company  sold  all  of  its
  remaining inventory to an art gallery.

                                 F-7
<PAGE>

                          BRONZE MARKETING, INC.
                       [A Development Stage Company]

                       NOTES TO FINANCIAL STATEMENTS

NOTE 4 - CAPITAL STOCK AND WARRANTS

  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 December 31, 2002.

  Common  Stock - During May 1997, in connection with its organization,  the
  Company  issued 900,000 shares of its previously authorized, but  unissued
  common  stock.  Total proceeds from the sale of stock amounted  to  $5,400
  (or $.006 per share).

  During  June  1997,  the Company issued 100,000 shares of  its  previously
  authorized,  but unissued common stock. Total proceeds from  the  sale  of
  stock  amounted to $35,000 (or $.006 per share).  Stock offering costs  of
  $4,924  were  netted  against the proceeds as a reduction  to  capital  in
  excess of par value.

  During  December 1999, the Company issued 50,000 shares of its  previously
  authorized,  but unissued common stock.  Total proceeds from the  sale  of
  stock amounted to $17,500 (or $.35 per share.)

  Common  Stock  Warrants - During 1999 the Company declared a  dividend  of
  1,000,000  warrants to purchase common stock to shareholders of record  as
  of  October 27, 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 allowed the holder to acquire  one  share  of
  common  stock at $1.00 per share.  All 1,000,000 warrants expired on  June
  30, 2002.

NOTE 5 - INCOME TAXES

  The  Company  accounts for income taxes in accordance  with  Statement  of
  Financial  Accounting  Standards No. 109 "Accounting  for  Income  Taxes".
  SFAS  No.  109  requires  the  Company  to  provide  a  net  deferred  tax
  asset/liability  equal  to  the  expected future  tax  benefit/expense  of
  temporary  reporting differences between book and tax  accounting  methods
  and any available operating loss or tax credit carryforwards.  The Company
  has  available  at  December 31, 2002, an operating loss  carryforward  of
  approximately $73,900, which may be applied against future taxable  income
  and which expires in various years through 2022.

  The  amount of and ultimate realization of the benefits from the operating
  loss carryforwards for income tax purposes is dependent, in part, upon the
  tax  laws in effect, the future earnings of the Company, and other  future
  events,  the  effects  of  which cannot be  determined.   Because  of  the
  uncertainty  surrounding  the realization of the loss  carryforwards,  the
  Company  has established a valuation allowance equal to the tax effect  of
  the  loss  carryforwards and, therefore, no deferred tax  asset  has  been
  recognized  for  the loss carryforwards.  The net deferred  tax  asset  is
  approximately $25,000 and $23,000 as of December 31, 2002 and December 31,
  2001,  respectively, with an offsetting valuation allowance  of  the  same
  amount.  The change in the valuation allowance for the year ended December
  31, 2002 is approximately $2,000.

                                  F-8
<PAGE>

                          BRONZE MARKETING, INC.
                       [A Development Stage Company]

                       NOTES TO FINANCIAL STATEMENTS

NOTE 6 - GOING CONCERN

  The  accompanying  financial statements have been prepared  in  conformity
  with  generally  accepted accounting principles in the  United  States  of
  America, which contemplate continuation of the Company as a going concern.
  However,  the  Company  has incurred losses since its  inception  and  has
  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.

NOTE 7 - RELATED PARTY TRANSACTIONS

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

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

  Advances  From  Shareholders - At December 31, 2002, shareholders  of  the
  Company had advanced a total of $22,800 to the Company.  The advances  are
  due on demand and bear no interest.

  Agreements - The Company had previously entered into an agreement  with  a
  relative  of  the  Company's president that provided for  the  Company  to
  finance  the  production of bronze sculptures and the Company  was  to  be
  reimbursed  the  casting costs and receive a royalty  of  three  to  seven
  percent  upon  the sale of each sculpture produced.  On January  1,  1998,
  this  financing was converted into a 7% note receivable.  On September  1,
  1999,  the Company entered into a new agreement with the relative  of  the
  Company's president.  The new agreement provided for the Company  to  take
  ownership  of  the remaining sculpture inventory of the  relative  of  the
  Company's  president  as  payment  in  full  on  the  advances,  the  note
  receivable and its related accrued interest of $9,000, $36,489 and $3,821,
  respectively,  totaling  $49,310.  The Company  valued  the  inventory  at
  $23,450, which was the carry-over basis.  The excess amount of $25,860 was
  recorded as bad debt expense.

                                 F-9
<PAGE>

                          BRONZE MARKETING, INC.
                       [A Development Stage Company]

                       NOTES TO FINANCIAL STATEMENTS

NOTE 8 - LOSS PER SHARE

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

                                     For the          From Inception
                                   Years Ended          on May 1,
                                   December 31,       1997, Through
                              ______________________   December 31,
                                 2002        2001          2002
                              __________   _________    __________
  Loss from continuing
    operations (numerator)      $      -    $      -    $       -

  Loss from discontinued
    operations (numerator)        (6,385)     (6,469)     (73,209)

  Gain (loss) on disposal
    of discontinued
    operations (numerator)             -           -            -

  Cumulative effect of
    change in accounting
    principle (numerator)              -           -         (666)
                              __________   _________    __________

  Loss available to common
    shareholders (numerator)    $ (6,385)   $ (6,469)   $ (73,875)
                              __________   _________    __________
  Weighted average number
    of common shares
    outstanding during
    the period used in
    loss per share
    (denominator)              1,050,000   1,050,000    1,021,429
                              __________   _________    __________

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

  During   1999,  the  Company  adopted  Statement  of  Position  98-5   and
  accordingly expensed its remaining organization costs of $666.   This  was
  accounted for as a cumulative effect of change in accounting principle.

NOTE 9 - CUMULATIVE EFFECT OF CHANGE IN ACCOUNTING PRINCIPLE

  In  1997,  the  Company paid $1,000 in organization  costs  which  reflect
  amounts  expended  to  organize the Company.  The Company  was  previously
  amortizing  the  costs, but during 1998, in accordance with  Statement  of
  Position  98-5,  the Company expensed the remaining $666  in  organization
  costs which has been accounted for as a change in accounting principle.

                                   F-10

<PAGE>