SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549
                                   FORM 10-KSB
(Mark One)
   [X] Annual report under Section 13 or 15(d) of the Securities Exchange Act of
1934 for the fiscal year ended December 31, 2002
   [ ] Transition report under Section 13 or 15(d) of the Securities Exchange
Act of 1934 (No fee required) for the transition period from to

                        Commission file number: 000-29323
                                                ---------

                             Star Energy Corporation


              Nevada                           87-0643634
              ------                           ----------
 (State or Other Jurisdiction of            (I.R.S. Employer
  Incorporation or Organization)           Identification No.)

                 1403 East 900 South Salt Lake City, Utah 84105
                 ----------------------------------------------
               (Address of Principal Executive Offices) (Zip Code)

                                 (801) 582-9609
                                 --------------
                (Issuer's Telephone Number, Including Area Code)

Securities registered under Section 12(b) of the Exchange Act:


       Title of Each Class            Name of each Exchange on Which Registered
       -------------------            ------------------------------------------
 Common Stock ($0.001 Par Value)                         None

Check whether the issuer: (1) 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.

 Yes    X             No
        ------          ------

Check if there is no disclosure of delinquent filers in response to Item 405 of
Regulation S-B 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 [_].

The registrant's total revenues for the year ended December 31, 2002 were $ 0.

The aggregate market value of the registrant's common stock, $0.001 par value
(the only class of voting stock), held by non-affiliates is not available since
Star Energy Corporation has no publicly traded market for its stock.

At December 31, 2002, the number of shares outstanding of the registrant's
common stock, $0.001 par value (the only class of voting stock), was 1,312,500.

                                                         1

<PAGE>



                                                 TABLE OF CONTENTS

                                                      PART I
                                                                            Page


Item1. Description of Business.................................................3

Item 2.  Description of Property...............................................5

Item 3.  Legal Proceedings.....................................................5

Item 4.  Submission of Matters to a Vote of Security-Holders...................5


                                                      PART II

Item 5.  Market for Common Equity and Related Stockholder Matters..............6

Item 6.  Management's Discussion and Analysis or Plan of Operation.............6

Item 7.  Financial Statements..................................................7

Item 8.  Changes in and Disagreements With Accountants on
                      Accounting and Financial Disclosure 8

                                                     PART III

Item 9.   Directors and Executive Officers.....................................8

Item 10.  Executive Compensation...............................................9

Item 11.  Security Ownership of Certain Beneficial Owners and Management......10

Item 12.  Certain Relationships and Related Transactions......................11

Item 13.  Exhibits, List and Reports on Form 8-K..............................11

Signatures       .............................................................12

 Index to Exhibits............................................................14



                                        2

<PAGE>




                                     PART I

                         ITEM 1. DESCRIPTION OF BUSINESS
<TABLE>
<CAPTION>
<S><C>

History

Star Energy Corporation (formally known as Cairo Acquisitions, Inc.)(the
"Company") was formed as a Nevada corporation on December 7, 1999, to engage in
any lawful undertaking. The Company has been in the developmental stage since
inception and has never engaged in any operational activities, other than
issuing shares to its shareholders and considering potential business
opportunities. During the last quarter of the Company's most recent fiscal year
management decided to seek out a business opportunity in the oil and gas sector.

General

The Company's intention is to acquire an interest in proven reserves of oil and
gas with limited up front acquisition costs in partnership with established
small independent producers on properties that realize limited production but
have the potential to develop additional production. The Company has focused
that strategy primarily on oil and natural gas properties with proven developed
and undeveloped reserves that are economically feasible but not attractive in
terms of potential recoveries to the major oil and gas companies due to the
limited scope of the operations. The Company believes that these types of
properties can be operated at a profit and intends to define its growth strategy
accordingly. Management intends to seek a working interest in an oil and gas
producing property within the United States.

Nonetheless, the Company has not entered into any agreement, nor does it have
any commitment or understanding to enter into or become engaged in any
transaction, as of the date of this filing. Any decision to participate in a
specific business opportunity will be made based upon a Company analysis of the
merits of the prospective business based on objective criteria.

Selection of a Business

The Company anticipates that potential business opportunities will be referred
from various sources, including its officers and directors, professional
advisors, securities broker-dealers, venture capitalists, persons involved in
the financial community, and others who may present unsolicited proposals. The
Company will not engage in any general solicitation or advertising for a
business opportunity, and will rely on the personal contacts of its officers and
directors and their affiliates, as well as indirect associations with other
business and professional people. Management's reliance on "word of mouth" may
limit the number of potential business opportunities identified. While it is not
presently anticipated that the Company will engage unaffiliated professional
firms specializing in business acquisitions or reorganizations, such firms may
be retained if management deems it in the best interest of the Company. Finder's
fees paid to professional acquisition firms could involve one-time cash
payments, payments based on a percentage of the business opportunity's revenues
or payments involving the issuance of securities (including those of the
Company), or any combination of these or other compensation arrangements.
Consequently, the Company is unable to predict the cost of utilizing such
services. As of December 31, 2002, there have been no discussions, agreements or
understandings with any professional advisors, financial consultants, broker-
dealers or venture capitalists. The Company's present intention is to rely upon
its officers and directors to effect those services that might normally be
provided by professional advisors or financial consultants.

                                        3

<PAGE>



The Company will not restrict its search to any particular geographical
location. Management reserves the right to evaluate and enter into any type of
oil and gas exploration, development or production business in any location. In
seeking a business venture, the decision of management will not be controlled by
an attempt to take advantage of any anticipated or perceived near term appeal of
the oil and gas industry, but will be based on the Company's business objective
of seeking long-term capital appreciation. The Company may participate in a
newly organized business venture or in a more established business.
Participation in a new business may entail greater risks for the Company's
shareholders since, current management does not have a proven track record and
the profitability of the venture will be untested and impossible to accurately
forecast. Should the Company participate in a more established venture that is
experiencing financial difficulty, risks may stem from the Company's inability
to generate sufficient funds to manage or reverse the circumstances causing such
financial problems.

The analysis of new businesses will be undertaken by or under the supervision of
the Company's officers and directors. In analyzing prospective businesses,
Company's management will consider, to the extent applicable, the available
technical, financial, and managerial resources required for any given business
venture. Management will also consider the nature of present and expected
competition; potential exploration; the likelihood for growth and expansion; the
possibility of generating a profit over time; and other relevant factors.

The Company will analyze all relevant factors and make a determination based on
a composite of available information, without reliance on any single factor. The
period within which the Company will decide to participate in a given business
venture cannot be predicted and will depend on certain factors, including the
time involved in identifying business opportunities, the time required for the
Company to complete its analysis of such business opportunities, and the time
required to prepare the appropriate documentation to conclude a business
opportunity.

Government Regulation

Exploration, development, production and sale of oil and natural gas in the
United States is subject to extensive federal, state and local laws and
regulations, including complex tax laws and environmental laws and regulations.
Existing laws or regulations, as currently interpreted or reinterpreted in the
future, or future laws or regulations could harm the Company's business, results
of operations and financial condition once it has acquired an oil and gas sector
business. The Company may, at some future date, be required to make large
expenditures to comply with environmental and other governmental regulations.
Matters subject to regulation include oil and gas production, the disposal of
saltwater resulting from operations and the processing, handling and disposal of
hazardous materials, such as hydrocarbons and naturally occurring radioactive
materials, discharge permits for drilling operations, spacing of wells,
environmental protection, reports concerning operations, and taxation. Under
these laws and regulations, the Company could be liable for personal injuries,
property damage, oil spills, discharge of hazardous materials, reclamation
costs, remediation, clean-up costs and other environmental damages as a future
consequence of acquiring an oil and gas sector business opportunity.

Competition

The oil and natural gas industry is highly competitive. We will compete against
hundreds of other companies for property acquisitions and for opportunities to
explore or to develop and produce oil and natural gas. Many of our prospective
competitors will have greater financial and technical resources than

                                        4

<PAGE>



our Company, administered by large staffs. The competition is widely diverse,
and comes primarily from three sources: (1) those competitors that are seeking
oil and gas fields for expansion, further drilling, or increasing production
through improved engineering techniques (2) income-seeking entities purchasing a
predictable stream of earnings based upon historic production from the field
being acquired, and (3) small companies seeking exploration opportunities in
unknown, unproven territories. The Company will also face strong competition in
procuring services from a limited pool of laborers, drilling service contractors
and equipment vendors.

Employees

The Company is a development stage company and currently has no employees. Our
executive officers will devote only such time to the affairs of the Company as
they deem appropriate, which is estimated to be approximately five (5) hours per
month. Management of the Company expects to use consultants, attorneys, and
accountants as necessary, and does not anticipate a need to engage any full-time
employees as long as business needs are being identified and evaluated. The need
for employees and their availability will be addressed in connection with a
decision concerning whether or not to acquire or participate in a specific oil
and gas sector opportunity.

                         ITEM 2. DESCRIPTION OF PROPERTY

The Company currently maintains its offices at 1403 East 900 South, Salt Lake
City, Utah 84105. The office space is owned by Ruairidh Campbell, one of our
officers, directors, and a substantial shareholder of the Company. The Company
pays no rent for the use of this address. The Company does not believe that it
will need to maintain an expanded office presence at any time in the foreseeable
future in order to carry out the plan of operation described herein.

                            ITEM 3. LEGAL PROCEEDINGS

The Company is currently not a party to any legal proceedings.

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

On November 18, 2002, a majority of the shareholders of the Company comprised of
four (4) individuals, constituting approximately ninety seven percent (97%) of
the Company's issued and outstanding securities, approved Shareholders Action in
Lieu of an Extraordinary Special Meeting of the Shareholders that authorized
management to effect a one for five (1-5) reverse split of the Company's common
stock with no change to the authorized capital structure or par value of the
shares and approved an amendment to the Company's articles of incorporation
causing the Company to change its name from "Cairo Acquisitions, Inc." to "Star
Energy Corporation. The reverse split was effected on November 18, 2002 and the
name change was effected on November 21, 2002.


                                        5

<PAGE>



                                     PART II

             ITEM 5. MARKET FOR COMMON EQUITY AND RELATED STOCKHOLDE
                                     MATTERS

The Company currently has no public trading market. The Company may file a Form
15c-(2)(11) in an effort to obtain a quote on the NASD over-the-counter bulletin
board to create a public market. Management believes that the creation of a
public trading market for the Company's securities would make the Company a more
attractive candidate for funding its plan of operation. However, there is no
guarantee that the Company would obtain a quote on the NASD over-the-counter
bulletin board, or that a public market for the Company's securities would
develop, or, if such a market did develop, that it would continue, even if a
quote on the NASD over the counter bulletin board was obtained.

Record Holders

As of December 31, 2002, there were seventy-seven (78) shareholders of record
holding a total of 1,312,500 shares of common stock. The holders of the common
stock are entitled to one vote for each share held of record on all matters
submitted to a vote of stockholders. Holders of the common stock have no
preemptive rights and no right to convert their common stock into any other
securities. There are no redemption or sinking fund provisions applicable to the
common stock.

Dividends

The Company has not declared any dividends since inception and does not
anticipate paying any dividends in the foreseeable future. The payment of
dividends is within the discretion of the Board of Directors and will depend on
the Company's earnings, capital requirements, financial condition, and other
relevant factors. There are no restrictions that currently limit the Company's
ability to pay dividends on its common stock other than those generally imposed
by applicable state law.

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

Plan of Operations

The Company's plan of operation is to acquire, develop and produce proven
reserves of oil and gas with limited up front acquisition costs in partnership
with established small independent producers on properties that realize limited
production but have the potential to develop additional production on the same
properties. The Company intends to focus that strategy primarily on oil and
natural gas properties with proven developed and undeveloped reserves that are
economically feasible but not attractive in terms of potential recoveries to the
major oil and gas companies due to the limited scope of the operations. The
Company believes that these types of properties can be operated at a profit and
intends to define its growth strategy accordingly. Management intends to seek a
working interest in an oil and gas producing property within the United States.

Nonetheless, the Company has not yet entered into any agreement, nor does it
have any commitment or understanding to enter into or become engaged in any
transaction, as of the date of this filing. Any decision to participate in a
specific business opportunity will be made based upon a Company analysis of the
merits of the prospective business based on objective criteria.

                                        6

<PAGE>



Management believes that the Company has sufficient resources to meet the
anticipated needs of the Company's operations through at least the calendar year
ending December 31, 2003. The Company anticipates that its major shareholders
will contribute sufficient funds, if necessary to satisfy the cash needs of the
Company through calendar year ending December 31, 2003. However, there can be no
assurances to that effect, as the Company has no revenues and the Company's need
for capital may change dramatically if it acquires an interest in an oil and gas
sector business opportunity during that period. Further, the Company does intend
to raise additional capital through private placements or the public
registration of its securities in anticipation of identifying an oil and gas
sector business opportunity.

Going Concern

The Company's auditors have expressed an opinion as to the Company's ability to
continue as a going concern as a result of an accumulated deficit of $17,998 as
of December 31, 2002. The Company's ability to continue as a going concern is
subject to the ability of the Company to realize a profit and /or obtain funding
from outside sources. Management's plan to address the Company's ability to
continue as a going concern includes: (1) obtaining funding from private
placement sources; (2) obtaining additional funding from the sale of the
Company's securities; (3) establishing revenues from a suitable business
opportunity; (4) obtaining loans and grants from various financial institutions
where possible. Although management believes that it will be able to obtain the
necessary funding to allow the Company to remain a going concern through the
methods discussed above, there can be no assurances that such methods will prove
successful.

                          ITEM 7. FINANCIAL STATEMENTS

The Company's audited financial statements for the periods ended December 31,
2002 and 2001 are attached hereto as F-1 through F-12.

                                        7

<PAGE>



                             STAR ENERGY CORPORATION
                       (Formerly Cairo Acquisitions, Inc.)
                          (A Development Stage Company)

                              FINANCIAL STATEMENTS

                           December 31, 2002 and 2001





























                                        1

<PAGE>



                             STAR ENERGY CORPORATION
                       (Formerly Cairo Acquisitions, Inc.)
                          (A Development Stage Company)

                                      INDEX



                                                                                    Page

Independent Auditors' Report                                                         F-2

Balance Sheets                                                                       F-3

Statements of Operations                                                             F-4

Statements of Stockholders' (Deficit) Equity                                         F-5

Statements of Cash Flows                                                             F-6

Notes to Financial Statements                                                        F-7


                                        1

<PAGE>



INDEPENDENT AUDITORS' REPORT

To the Stockholders' and
Board of Directors of
Star Energy Corporation (Formerly Cairo Acquisitions, Inc.)

We have audited the accompanying balance sheets of Star Energy Corporation
(formerly Cairo Acquisitions, Inc.) (a development stage company), as of
December 31, 2002 and 2001 and the related statements of operations,
stockholders' (deficit) equity, and cash flows for the years then ended and the
cumulative amounts since inception. 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 auditing standards generally accepted
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 audits provide a
reasonable basis for our opinion.

In our opinion, the financial statements referred to above present fairly, in
all material respects, the financial position of Star Energy Corporation
(formerly Cairo Acquisitions, Inc.) (a development stage company), as of
December 31, 2002 and 2001 and the results of its operations and its cash flows
for the years then ended and the cumulative amounts since inception, in
conformity with accounting principles generally accepted in the United States of
America.

The accompanying financial statements have been prepared assuming that the
Company will continue as a going concern. As discussed in Note 2 to the
financial statements, the Company's revenue generating activities are not in
place and the Company has incurred a loss. These conditions raise substantial
doubt about its ability to continue as a going concern. Management's plans
regarding those matters also are described in Note 2. The financial statements
do not include any adjustments that might result from the outcome of this
uncertainty.



JONES SIMKINS LLP
Logan, Utah
March 3, 2003


                                       F-2

<PAGE>




                                            STAR ENERGY CORPORATION
                                      (Formerly Cairo Acquisitions, Inc.)
                                      -----------------------------------
                                         (A Development Stage Company)
                                                BALANCE SHEETS
                                          December 31, 2002 and 2001



                                ASSETS                                                   2002              2001
                                ------
                                                                                 ------------      ------------

Current assets:
  Cash                                                                          $           4                54
                                                                                 ------------      ------------

     Total current assets                                                       $           4                54
                                                                                 ============      ============


LIABILITIES AND STOCKHOLDERS' DEFICIT

Current liabilities:
  Accounts payable                                                              $       6,140             2,245
  Related party payable                                                                 2,500             2,500
                                                                                 ------------      ------------

     Total current liabilities                                                          8,640             4,745
                                                                                 ------------      ------------

Stockholders' deficit:
    Preferred stock, $.001 par value, 5,000,000 shares
      authorized, no shares issued and outstanding                                          -                 -
    Common stock, $.001 par value, 45,000,000 shares
      authorized, 1,312,500 shares issued and outstanding                               1,312             1,312
    Additional paid-in capital                                                          8,050             8,050
    Deficit accumulated during the development stage                                 (17,998)          (14,053)
                                                                                 ------------      ------------

     Total stockholders' deficit                                                      (8,636)           (4,691)
                                                                                 ------------      ------------

     Total liabilities and stockholders' deficit                                $           4                54
                                                                                 ============      ============

                 See accompanying notes to financial statements


                                       F-3

<PAGE>




                                                STAR ENERGY CORPORATION
                                          (Formerly Cairo Acquisitions, Inc.)
                                          -----------------------------------
                                             (A Development Stage Company)
                                                STATEMENTS OF OPERATIONS
                                         Years Ended December 31, 2002 and 2001




                                                                                                           Cumulative
                                                                          2002           2001               Amounts
                                                             -----------------     -----------------    ----------------

Revenue                                                  $                   -                     -                   -

General and administrative costs                                         3,945                 3,804              17,998
                                                             -----------------     -----------------    ----------------

               Loss before income taxes                                (3,945)               (3,804)            (17,998)


Provision for income taxes                                                   -                     -                   -
                                                             -----------------     -----------------    ----------------

               Net loss                                  $              (3,945)              (3,804)            (17,998)
                                                             =================     =================    ================


Loss per common share - basic and diluted                $                   -                     -
                                                             =================     =================


Weighted average common shares -
   basic and diluted                                                 1,313,000             1,299,000
                                                             =================     =================

                 See accompanying notes to financial statements

                                       F-4

<PAGE>




 STAR ENERGY CORPORATION(Formerly Cairo Acquisitions, Inc.) (A Developmental Stage Company)
                             -----------------------
                  STATEMENTS OF STOCKHOLDERS' (DEFICIT) EQUITY
           December 7, 1999 ( Date of Inception) to December 31, 2002
                                     Deficit
                                                                                                                         Accumulated
                                                                                             Additional                   During the
                                              Preferred Stock        Common Stock             Paid-in                    Development
                                     ------------------------ --------------------------
                                        Shares    Amount         Shares         Amount        Capital          Stage          Total
                                     ---------   ---------    -------------   ----------    -----------   -------------------------
Balance at December 7, 1999               -   $    -                 -          $  -         $    -        $            -  $      -
(date of inception)
Issuance of common stock for:
    Cash                                  -        -                118,100          118            792                 -       910

    Stock subscription receivable         -        -                 89,000           89            356                 -       445


Net loss                                  -        -                       -           -              -             (910)     (910)
                                                                          -
                                     ---------   ---------    -------------   ----------    -----------   --------------- ---------

Balance at December 31, 1999              -        -                207,100          207          1,148             (910)       445


Issuance of common stock for services     -        -              1,001,400        1,001          4,006                 -      5,007

                                                                                                                                  -
Net loss                                  -        -                      -           -               -           (9,339)   (9,339)
                                                                          -           -               -
                                     ---------   ---------    -------------   ----------    -----------   --------------- ---------

Balance at December 31, 2000              -        -              1,208,500        1,208          5,154          (10,249)   (3,887)


Issuance of common stock for cash         -        -                104,000          104          2,896                       3,000
                                                                                                                        -
                                                                                                                                  -
Net loss                                  -        -                                       -
                                                                          -                           -           (3,804)   (3,804)
                                     ---------   ---------    -------------   ----------    -----------   --------------- ---------

Balance at December 31, 2001              -        -              1,312,500        1,312          8,050          (14,053)   (4,691)


Net loss                                  -        -                                       -
                                                                          -                           -           (3,945)   (3,945)
                                     ---------   ---------    -------------   ----------    -----------   --------------- ---------

Balance at December 31, 2002              -        -
                                              $   -               1,312,500     $  1,312   $      8,050          (17,998)    (8,636)
                                     =========   =========    =============   ==========    ===========   =============== ==========

                                      F-5
                                                   STAR ENERGY CORPORATION
                                                   -----------------------
                                             (Formerly Cairo Acquisitions, Inc.)
                                                (A Development Stage Company)
                                                   STATEMENTS OF CASH FLOWS
                                                   ------------------------
                                            Years Ended December 31, 2002 and 2001


                                                                                                                    Cumulative
                                                                              2002               2001                  Amounts
                                                                  ----------------    ---------------     --------------------
Cash flows from operating activities:
    Net loss                                                  $            (3,945)            (3,804)                 (17,998)
    Adjustments to reconcile net loss to net cash
      used in operating activities:
          Stock compensation expense                                             -                  -                    5,007
          Increase in accounts payable                                       3,895                311                    6,140

         Net cash used in operating activities                                (50)            (3,493)                  (6,851)

Cash flows from investing activities:                                            -                  -                        -
Cash flows from financing activities:
   Increase in related party payable                                             -                  -                    2,500
   Decrease in stock subscription receivable                                     -                  -                      445
   Issuance of common stock                                                      -              3,000                    3,910

          Net cash provided by financing activities                              -              3,000                    6,855

          Net increase (decrease) in cash                                     (50)              (493)                        4

Cash, beginning of period                                                       54                547                        -

Cash, end of period                                           $   4                                54                        4
                                                                  ================    ===============     ====================

                                  See accompanying notes to financial statements


                                                   F-6


<PAGE>



                             STAR ENERGY CORPORATION
                       (Formerly Cairo Acquistions, Inc.)
                          (A Development Stage Company)
                          NOTES TO FINANCIAL STATEMENTS
                     Years Ended December 31, 2002 and 2001

Note 1 - Organization and Summary of Significant Accounting Policies

Organization

The Company was organized under the laws of the State of Nevada on December 7,
1999 (date of inception). The Company proposes to seek business ventures that
will allow for long-term growth. Further, the Company is considered a
development stage company as defined in SFAS No. 7 and has not, thus far,
commenced planned principal operations.

Cash and Cash Equivalents

For purposes of the statement of cash flows, the Company considers all highly
liquid investments with a maturity of three months or less to be cash
equivalents.

Income Taxes

Deferred income taxes are provided in amounts sufficient to give effect to
temporary differences between financial and tax reporting, principally related
to net operating loss carryforwards.

Earnings Per Share

The computation of basic earnings per common share is based on the weighted
average number of shares outstanding during the year.

The computation of diluted earnings per common share is based on the weighted
average number of shares outstanding during the year plus the common stock
equivalents which would arise from the exercise of stock options and warrants
outstanding using the treasury stock method and the average market price per
share during the year. Common stock equivalents are not included in the diluted
earnings per share calculation when their effect is antidilutive. The Company
does not have any stock options or warrants outstanding at December 31, 2002 and
2001.

Note 1 - Organization and Summary of Significant Accounting Policies (continued)
--------------------------------------------------------------------

Concentration of Credit Risk

The Company maintains its cash in bank deposit accounts, which, at times, may
exceed federally insured limits. The Company has not experienced any losses in
such accounts and believes it is not exposed to any significant credit risk on
cash and cash equivalents.



                                                      F-7


<PAGE>



                             STAR ENERGY CORPORATION
                       (Formerly Cairo Acquistions, Inc.)
                          (A Development Stage Company)
                          NOTES TO FINANCIAL STATEMENTS
                     Years Ended December 31, 2002 and 2001

Use of Estimates in the Preparation of Financial Statements

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


Note 2 - Going Concern

As of December 31, 2002, the Company's revenue generating activities are not in
place, and the Company has incurred a loss for the year then ended. These
factors raise substantial doubt about the Company's ability to continue as a
going concern.

Management intends to seek additional funding through business ventures. There
can be no assurance that such funds will be available to the Company, or
available on terms acceptable to the Company.




                                       F-8


<PAGE>



                             STAR ENERGY CORPORATION
                       (Formerly Cairo Acquistions, Inc.)
                          (A Development Stage Company)
                          NOTES TO FINANCIAL STATEMENTS
                     Years Ended December 31, 2002 and 2001

Note 3 - Income Taxes

The difference between income taxes at statutory rates and the amount presented
in the financial statements is a result of the following:
                                                                 Years Ended
                                                             December 31,                   Cumulative
                                                    ----------------------------
                                                         2002            2001                 Amounts
                                                         ----            ----                ---------

Income tax benefit at statutory rate             $       1,000             -                     3,000
Change in valuation allowance                           (1,000)            -                   (3,000)
                                                        -------        ---------                ------

                                                 $       -                 -                     -
                                                     =========         =========             =========


Deferred tax assets are as follows at December 31:

                                                         2002               2001
                                                         ----               ----

Operating loss carryforwards                     $       3,000             2,000
Valuation allowance                                     (3,000)           (2,000)
                                                        ------            ------

                                                 $       -                 -
                                                     =========         =========


The Company has net operating loss carryforwards of approximately $18,000, which
begin to expire in the year 2019. The amount of net operating loss carryforwards
that can be used in any one year will be limited by significant changes in the
ownership of the Company and by the applicable tax laws which are in effect at
the time such carryforwards can be utilized.





                                       F-9


<PAGE>



                             STAR ENERGY CORPORATION
                       (Formerly Cairo Acquistions, Inc.)
                          (A Development Stage Company)
                          NOTES TO FINANCIAL STATEMENTS
                     Years Ended December 31, 2002 and 2001

Note 4 - Supplemental Cash Flow Information

The Company paid interest of $0 and $101 during the years ended December 31,
2002 and 2001.

No amounts have been paid for income taxes since inception.


Note 5 - Fair Value of Financial Instruments

The Company's financial instruments consist of cash and payables. The carrying
amount of cash and payables approximates fair value because of the short-term
nature of these items.


Note 6 - Stock Plan

The Company has adopted a benefit plan (the Plan). Under the Plan, the Company
may issue shares of the Company's common stock or grant options to acquire the
Company's common stock from time to time to employees, directors, officers,
consultants or advisors of the Company on the terms and conditions set forth in
the Plan. In addition, at the discretion of the Board of Directors, stock may
from time to time be granted under this Plan to other individuals, including
consultants or advisors, who contribute to the success of the Company but are
not employees of the Company.

As of December 31, 2002 and 2001, no stock options had been issued under this
plan.


Note 7 -Related Party Transactions

At December 31, 2002 and 2001, the Company has a related party payable of $2,500
due to an officer of the Company. The payable is unsecured, non-interest bearing
and due on demand.





                                      F-10


<PAGE>



                             STAR ENERGY CORPORATION
                       (Formerly Cairo Acquistions, Inc.)
                          (A Development Stage Company)
                          NOTES TO FINANCIAL STATEMENTS
                     Years Ended December 31, 2002 and 2001

Note 8 - Reverse Common Stock Split

Effective November 18, 2002, the Company approved a 1-for-5 reverse common stock
split. All common share amounts and per share information have been
retroactively adjusted to reflect this common stock split in the accompanying
financial statements.


Note 9 - Subsequent Event

The Company is proposing to raise a maximum of $125,000 through the sale of
6,250,000 shares of common stock at $.02 per share in a private placement.


Note 10 - Recent Accounting Pronouncements

In June 2001, the Financial Accounting Standards Board issued Statement of
Financial Accounting Standards No. 143, Accounting for Asset Retirement
Obligations (SFAS 143). This Statement requires that the fair value of a
liability for an asset retirement obligation be recognized in the period in
which it is incurred if a reasonable estimate of fair value can be made. The
associated asset retirement costs are capitalized as part of the carrying amount
of the long- lived asset. The statement is effective for fiscal years beginning
after June 15, 2002. Management does not expect the adoption of SFAS 143 to have
a significant impact on the financial position or results of operations of the
Company.

In April 2002, the Financial Accounting Standards Board issued Statement of
Financial Accounting Standards No. 145, Rescission of FASB Statements No. 4, 44,
and 64, Amendment of FASB Statement No. 13, and Technical Corrections (SFAS
145). This Statement changes the method for reporting gains on the
extinguishment of debt and eliminates an inconsistency between the required
accounting for sale-leaseback transactions and the required accounting for
certain lease modifications that have economic effects that are similar to
sale-leaseback transactions. This Statement also amends other existing
authoritative pronouncements to make various technical corrections, clarify
meanings, or describe their applicability under changed conditions. Management
does not expect the adoption of SFAS 145 to have a significant impact on the
financial position or results of operations of the Company.

In June 2002, the Financial Accounting Standards Board issued Statement of Financial
Accounting Standards No. 146, Accounting for Costs Associated with Exit or Disposal Activities






                                      F-11

<PAGE>



                             STAR ENERGY CORPORATION
                       (Formerly Cairo Acquistions, Inc.)
                          (A Development Stage Company)
                          NOTES TO FINANCIAL STATEMENTS
                     Years Ended December 31, 2002 and 2001

Note 10 - Recent Accounting Pronouncements (continued)
------------------------------------------

(SFAS 146). This Statement addresses financial accounting and reporting for
costs associated with exit or disposal activities and nullifies Emerging Issues
Task Force (Issue No. 94-3, "Liability Recognition for Certain Employee
Termination Benefits and Other Costs to Exit an Activity (including Certain
Costs Incurred in a Restructuring)." The provisions of this Statement are
effective for exit or disposal activities that are initiated after December 31,
2002. Management does not expect the adoption of SFAS 146 to have a significant
impact on the financial position or results of operations of the Company.

                                      F-12

<PAGE>



ITEM 8.           CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS

The Company has had no changes in or disagreements with its accountants, as to
accounting or financial disclosure over the two most recent fiscal years.

                                                    PART III

              ITEM 9. DIRECTORS, EXECUTIVE OFFICERS, PROMOTERS, AND
                                 CONTROL PERSONS

The following individual constitutes all of the Company's executive officers and
directors as of March 10, 2003.

Name                                                      Age          Position
Dr. Nafi Onat                               57                         President and Director
Ruairidh Campbell                           39                         Chief Financial Officer and Director

Dr. Nafi Onat, was elected as an officer and director of the Company on November
25, 2002. He estimates that he will spend approximately 5 hours per month, on
the Company's business during the next 12 months. He also has significant
responsibilities with other companies, as detailed in the following paragraph.
He will serve until the next annual meeting of the Company's shareholders and
his successor is elected and qualified. Thereafter, directors will be elected
for one-year terms at the annual shareholders meeting. Officers will hold their
positions at the pleasure of the board of directors, absent any employment
agreement.

Dr. Onat graduated from the Middle East Technical University with Bachelor of
Science and Master of Science degrees in Petroleum Engineering and then from the
Colorado School of Mines with a Doctorate in Petroleum Engineering. Dr. Nafi's
experience includes the position of manger of operations for Wenner Petroleum
Corporation, a Denver based oil and gas producer and as a consultant for
Resource Services International, a petroleum engineering consulting firm located
in Denver. Since 1997, Dr. Onat has worked as a consultant for his own
consulting firm, Sure Engineering, L.L.C. Dr. Onat's current consulting work
includes domestic and international coal bed methane projects, reserve
evaluations, well completions and production optimization.

Ruairidh W. Campbell, was elected as an officer and director of the Company on
December 10, 1999. He estimates that he will spend approximately 5 hours per
month, on the Company's business during the next 12 months. He also has
significant responsibilities with other companies, as detailed in the following
paragraph. He will serve until the next annual meeting of the Company's
shareholders and his successor is elected and qualified. Thereafter, directors
will be elected for one-year terms at the annual shareholders meeting. Officers
will hold their positions at the pleasure of the board of directors, absent any
employment agreement.

Mr. Campbell graduated from the University of Texas at Austin with a Bachelor of
Arts in History and then from the University of Utah College of Law with a Juris
Doctorate with an emphasis in corporate law, including securities and taxation.
Over the past five years he has been an officer and director of several public
companies: InvestNet, Inc. an inactive public entity that was formally a mineral
resource development company from February 2000 to present, Allied Resources
Inc., an oil and gas production


                                        8

<PAGE>



company from June 1998 to present, NovaMed, Inc., an inactive public entity that
was formally a manufacturer of medical devices from April 1995 to present,
Montana Mining Corp., a mineral exploration company from December 1999 to
present, EnterNet, Inc., an internet retailer of vitamin products from February
2000 to July 2001 and Bren Mar Resources, Ltd., a Canadian mineral resource
development company from February 1995 to May 2001. All executive officers are
elected by the Board and hold office until the next Annual Meeting of
stockholders and until their successors are elected and qualify.

No other persons are expected to make any significant contributions to the
Company who are not executive officers or directors of the Company.

COMPLIANCE WITH SECTION 16(A) OF THE EXCHANGE ACT

Based solely upon a review of Forms 3, 4 and 5 furnished to the Company, the
Company is aware of certain persons who during the fiscal year ended December
31, 2002 were directors, officers, or beneficial owners of more than ten percent
of the common stock of the Company who failed to file, on a timely basis,
reports required by Section 16(a) of the Securities Exchange Act of 1934, as
amended, during such fiscal year as follows:

Dr. Nafi Onat failed to timely file a Form 3 or Form 5 disclosing his
appointment as a director and as an officer of the Company. Ruairidh Campbell
failed to timely file a Form 3, Form 4 or Form 5 disclosing his appointment as a
director, officer and shareholder owning in excess of 10% of the Company's
common stock.

ITEM 10.          EXECUTIVE COMPENSATION

No cash compensation was paid to any of the Company's executive officers during
the fiscal year ended December 31, 2002. The Company, as of December 31, 2002,
has issued Ruairidh Campbell a total of 2,500,000 (pre-reverse split) shares for
his services to the Company valued at $2,500. There is currently no policy in
place that prevents the Company from compensating Dr. Nafi Onat, Ruairidh
Campbell or any future officer, director or affiliate, in the form of the
Company's shares of common stock or other non-cash compensation. The Company has
no current plans to compensate any of the aforementioned entities in this manner
in the foreseeable future. However, the Company may agree to register the shares
pursuant to an appropriate registration statement on or after the Company
effects a merger or acquisition.

The Company has no agreement or understanding, express or implied, with any
officer, director, or principal stockholder, or their affiliates or associates,
regarding employment with the Company or compensation for services. The Company
has no plan, agreement, or understanding, express or implied, with any officer,
director, or principal stockholder, or their affiliates or associates, regarding
the issuance to such persons of any shares of the Company's authorized and
unissued common stock. There is no understanding between the Company and any of
its present stockholders regarding the sale of a portion or all of the common
stock currently held by them in connection with any future participation by the
Company in a business. There are no other plans, understandings, or arrangements
whereby any of the Company's officers, directors, or principal stockholders, or
any of their affiliates or associates, would receive funds, stock, or other
assets in connection with the Company's participation in a business. No advances
have been made or contemplated by the Company to any of its officers, directors,
or principal stockholders, or any of their affiliates or associates.


                                        9

<PAGE>



                                           SUMMARY COMPENSATION TABLE


                                       Annual Compensation                          Long Term Compensation
                                                                   --------------------------------------------------------

                                                                            Awards                       Payouts

   Name and Principal                                                    Restricted     Securities                    All Other
        Position                                       Other Annual        Stock        Underlying                  Compensation
                                   Salary     Bonus    Compensation       Award(s)       Options         LTIP            ($)
                          Year       ($)       ($)          ($)             ($)            SARs        payouts
                                                                                           (#)           ($)
     Dr. Nafi Onat,       2002        0         -            -               -              -             -               -
 President and Director
   Ruairidh Campbell      2002        -         -            -               -              -             -               -
Chief Financial Officer   2001        -         -            -               -              -             -               -
      and Director        2000        -         -            -           2,500,000*         -             -               -
------------------------ -------  --------- --------- ---------------  -------------- -------------- ------------ -----------------

* The 2,500,000 restricted common shares issued to Ruairidh Campbell in exchange
for services were issued prior to the reverse split (1:5) implemented on
November 18, 2002.

Compensation of Directors

Currently there are no plans to compensate the directors of the Company for
their services.

ITEM 11. SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND
MANAGEMENT

The following table sets forth, as of December 31, 2002 the number and
percentage of outstanding shares of common stock which, according to the
information supplied to the Company, were beneficially owned by (i) each current
director of the Company, (ii) each current executive officer of the Company,
(iii) all current directors and executive officers of the Company as a group,
and (iv) each person who, to the knowledge of the Company, is the beneficial
owner of more than 5% of the Company's outstanding common stock. Except as
otherwise indicated, the persons named in the table below have sole voting and
dispositive power with respect to all shares beneficially owned, subject to
community property laws (where applicable).



                                       10

<PAGE>





  Title of Class              Name And Address of                  Amount And Nature of           Percent of Class
                               Beneficial Owner                    Beneficial Ownership

      Common             Dr. Nafi Onat, president and                       0                            0%
       Stock                       director
                             8268 S. Jasmine Court
                           Englewood, Colorado 80112

      Common               Ruairidh Campbell, chief                      600,000                        45.7%
       Stock            financial officer and director
                              3310 Werner Avenue
                              Austin, Texas 78722
------------------- --------------------------------------- ---------------------------------- -----------------------

      Common               Michael Redford, General                      300,000                        22.8%
       Stock                Guisan-Quai 36, Zurich
                                  Switzerland
------------------- --------------------------------------- ---------------------------------- -----------------------

      Common            Wolfgang Zagel, Burglistasse 6,                  300,000                        22.8%
       Stock                  Zurich, Switzerland
------------------- --------------------------------------- ---------------------------------- -----------------------

      Common              Denise Soares, 400-850 West                    104,000                        7.9%
       Stock              Hastings Street, Vancouver,
                            British Columbia Canada
------------------- --------------------------------------- ---------------------------------- -----------------------

      Common              All Executive Officers and                     600,000                        45.7%
       Stock                 Directors as a Group
------------------- --------------------------------------- ---------------------------------- -----------------------

ITEM 12.  CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS

On December 10, 1999 the Company issued 500,000 (pre-reverse split) shares of
common stock to Ruairidh Campbell and 500,000 (pre-reverse split) shares of
common stock to Richard Surber, at the time officers and directors of the
Company, at par value of $0.001, for a total of $1,000.

On January 12, 2000, the Company issued 2,500,000 (pre-reverse split) shares of
common stock to Ruairidh Campbell and 2,500,000 (pre-reverse split) shares of
common stock to Richard Surber valued at par ($0.001) a share in exchange for
services rendered.

ITEM 13. EXHIBITS AND REPORTS ON FORM 8-K

(a)Exhibits required to be attached by Item 601 of Regulation S-B are listed in
the Index to Exhibits on page 14 of this Form 10-KSB, and are incorporated
herein by this reference.

(b)Reports on Form 8-K. The Company filed the following report on Form 8-K for
the quarter ended December 31, 2002. 1. The Company filed an 8-K on November 26,
2002 to disclose a one for five (1:5) reverse split of the Company's common
stock and a name change from "Cairo Acquisitions, Inc." to "Star Energy
Corporation". The reverse split was implemented on November 18, 2002 and the
name change filed on November 21, 2002.


                                       11

<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, this 10th day of March, 2003

                                                                       Star Energy Corporation


                                                                       /s/ Dr. Nafi Onat
                                                                       -----------------
                                                                       Name: Dr. Nafi Onat
                                                                       Title: President and Director





                Signature                                        Title                                 Date


                                                                                                  March 10, 2003

          /s/ Ruairidh Campbell                   Chief Financial Officer and Director
          ---------------------
           Ruairidh Campbell


                                       12

<PAGE>



      CERTIFICATION PURSUANT TO RULE 13a-14 OF THE SECURITIES EXCHANGE ACT
    OF 1934, AS AMENDED, AS ADOPTED PURSUANT TO SECTION 302 OF THE SARBANES-
                                OXLEY ACT OF 2002

We, Dr. Nafi Onat, president and Ruairidh Campbell, chief financial officer of Star Energy Corporation
certify that:

1. We have reviewed this annual report on Form 10-KSB of Star Energy Corporation;

2. Based on our 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 our 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. We 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. We 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. We 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: March 10, 2003

/s/Dr. Nafi Onat                                              /s/ Ruairidh Campbell
Dr. Nafi Onat, president                                       Ruairidh Campbell, chief financial officer



                                       13

<PAGE>



INDEX TO EXHIBITS

Exhibit         Page
                 No.            No. Description

3(i)              *          Articles of Incorporation of Cairo Acquisitions, Inc., a Nevada corporation, filed
                             with the State of Nevada on December 10, 1999

3(i)(a)         15           Amendment to the Articles of
                             Incorporation, filed with the State of Nevada on
                             November 21, 2003

3(ii)           *            By-laws of the Company adopted on
                             December 7, 1999.

4               *            Employee Benefit Plan adopted on
                             December 14, 1999.

99.1            16           Certification Pursuant to 18 U.S.C.
                             Section 1350, Section 906 of the Sarbanes-
                             Oxley Act of 2002


* Incorporated by reference from Form 10-SB/A-2 filed June 27, 2000.



                                       14

<PAGE>



                                Exhibit 3(i)(a)
                              ARTICLES OF AMENDMENT
                                     TO THE
                          ARTICLES OF INCORPORATION OF

                            Cairo Acquisitions, Inc.

Pursuant to Section 78.320 of the Nevada Revised Statutes, the undersigned
persons, desiring to amend the Articles of Incorporation of Cairo Acquisitions,
Inc., under the laws of the State of Nevada, do hereby sign, verify, and deliver
to the Office of the Secretary of State of the State of Nevada this Amendment to
the Articles of Incorporation for the above-named company (hereinafter referred
to as the "Company"):

Pursuant to the provisions of Section 78.320, the amendment contained herein was
duly approved and adopted by a majority of shareholders and by the board of
directors of the Company.

FIRST:  The  Articles  of  Incorporation  of the  Company  were first filed and
approved  by the  Office  of the  Secretary  of State of the  State of Nevada on
December 10, 1999.

SECOND: The following amendment to change the name of the Company to Star Energy
Corporation, was adopted by 6,520,000 shares, or 97 %, of the 6,562,500 issued
and outstanding shares of common stock entitled to approve such amendment.

 THIRD:  The First  article of the Articles of  Incorporation  of the Company is
hereby amended and stated in its entirety to read as follows:

         "FIRST: The name of the Company shall be Star Energy Corporation."


DATED this 18th day of November, 2002.



/s/ Ruairidh Campbell
Ruairidh Campbell, President, and Director



                                       15

<PAGE>


Exhibit 99.1

                CERTIFICATION PURSUANT TO 18 U.S.C. SECTION 1350,
                  SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002

In connection with the quarterly report of the Company on Form 10-KSB for the
period ending December 31, 2002 as filed with the Commission on the date hereof,
we, Dr. Nafi Onat, president and Ruairidh Campbell, chief financial officer of
the Company, certify, pursuant to 18 U.S.C. section 1350, as adopted pursuant to
section 906 of the Sarbanes-Oxley Act of 2002, that:

(1) This 10-KSB  complies with the  requirements of section 13 (a) or 15 (d) of
the Securities Exchange Act; and

(2) The financial information contained in this Form 10-KSB fairly presents, in
all material respects, the financial condition and result of operations of the
Company.

/s/ Dr. Nafi Onat
Dr. Nafi Onat, President


/s/ Ruairidh Campbell
Ruairidh Campbell, Chief Financial Officer



                                       16

<PAGE>


</TABLE>