**UNITED STATES**

**SECURITIES AND EXCHANGE COMMISSION**

**Washington, D.C. 20549**

**Form 10-KSB**

[X ] ANNUAL REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934

For the fiscal years ended December 31, 1999 and  2000

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

For the transition period from _________

Commission file number 0-29243

New Century Resources Corporation

________________________________________________________________________

(Name of small business issuer in its charter)

Nevada                                                                                                                  98-0361773

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

23 Themistodis Dervis Street, Nicosia, Cyprus  1311

________________________________________________________________________

(Address of principal executive offices)  (Zip Code)

Issuer's telephone number :(011) 357 22 816226

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

Title of each class                                                       Name of each exchange on which Registered

None

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

Common

(Title of Class)

Check whether the issuer (1) filed all reports 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 is
not contained in this form, and no disclosure will be contained, to the best of registrant's
knowledge, in definitive proxy or information statements incorporated by reference in Part III of
this Form 10-KSB or any amendment to this Form 10-KSB. [X]

Issuer's revenues for its most recent fiscal year ended December 31, 2000: $10.00

The aggregate market value of the voting common equity held by non-affiliates is $0.00, as the
registrants common equity has not been listed for trading purposes on any exchange for more
than 60 days prior to this filing.

As of December 31, 2000, the registrant has 8,841,724 common shares issued and outstanding.

Documents Incorporated by Reference:

None

**PART I**

**Item 1.        DESCRIPTION OF BUSINESS**

**Business Development**

New Century Resources Corporation (the "Company") was incorporated under the laws of Utah
on July 9, 1979 as WEM Petroleum, Inc.  for the purpose of engaging in the acquisition,
exploration and development of mineral, petroleum and natural gas properties.

**Bankruptcy, receivership or similar proceedings**

Neither the Company nor any of its predecessors has been subject to any bankruptcy, receivership
or similar proceeding.

**Business of the Issuer**

**Inception and Intrastate Offering**

To fund its original business purpose, WEM Petroleum, Inc. filed a registration statement under
the Utah Securities Act, and relied on the exemption from federal registration provided for in
Section 3(a)11, Rule 147, of the Securities Act of 1933,  as amended (the "Act"), for the purpose
of offering for sale an aggregate of 4,000,000 of its unregistered common shares on an intrastate
basis.  The Issuer's Prospectus was declared effective on September 19, 1979 and the Company
closed its offering with all shares offered sold to residents of the State of Utah for gross proceeds
of $100,000.  The Company subsequently amended its Articles of Incorporation to increase in its
capital from 10,000,000 common shares authorized to 50,000,000 common shares authorized.

**The Company's Operations in the Oil Industry**

From inception through 1981, the Company conducted operations in the oil and gas industry.
Pursuant to an option granted the Company in August of 1979, the Company exercised its right
to drill exploratory wells on 640 acres in Cache County, Utah.  Although various wells were
drilled and completed, the Company did not realize any revenues from these oil and gas
operations.  In 1984, the Company attempted to refocus its business efforts into the mining
industry by entering into an option to lease property and mining equipment in Montana.  It ceased
any significant business operations in the latter part of the 1980's when it failed to exercise the
option, due to lack of funding. In 1988, the Company made an effort to commence conducting
business again by expanding its business purpose  to include the marketing and development of
high-tech products.    The Company's Board was also authorized to seek out suitable candidates
for acquisition or merger.  In addition, the Company authorized a reverse split of its issued and
outstanding shares one (1) share for ten (10) shares, although the same was never effected.  The
Company ceased doing business until late 1993.

**Agreement and Plan of Reorganization**

On October 25, 1993, the Company entered in to an Agreement and Plan of Reorganization with
G.C. Gulf Western Trading Limited, a Cyprus corporation ("GC") and the sole shareholders of
GC (the "Plan"), whereby the sole shareholders of GC agreed to surrender all of their right, title
and interest in 250,000 shares of GC, which constituted all of the issued and outstanding shares
of GC, in exchange  for the issuance by the Company of an aggregate of 10,000,000 unregistered
shares of common stock of the Company.  The 10,000,000 shares to be issued under the Plan
were to be issued after giving effect to the one (1) share for ninety-one (91) share reverse split of
its outstanding shares contemplated by the agreement.  Such 10,000,000 post split shares would
have represented 95% of the then issued and outstanding shares of the Company.    Subsequent to
the execution of the Plan, the agreement was renegotiated and the GC shareholders agreed to take
7,200,000 post-split shares of the Company in exchange for their 250,000 shares of GC instead
of the 10,000,000 shares authorized by the original agreement.  When issued, these 7,200,000
common shares constituted 93% of the then issued and outstanding shares of the Company.   By
reason of this agreement, GC became a wholly-owned  subsidiary of the Company .

The Plan contained the normal and usual representations of both parties;  and,  in addition, the
Company agreed to call of Special Meeting of its Shareholders for the purpose of ratifying and
adopting certain resolutions enabling the Company to (i) change its name to New Century
Resources Corporation; (ii) to elect a new Board of Directors namely, George Christodoulou,
Solon Piitarides, and Chloe Papadopoulou as members of the Board (iii) to authorize restatement
of the Company's Articles of Incorporation to better reflect the Company's change in business
and to better reflect the effects of the new Utah Revised Business Corporations Act; (iv) to ratify
the plan of reorganization; (v) to effect the one (1) shares for ninety-one (91) share reverse split
of the Company's issued and outstanding shares required by the agreement; and (v) to appoint a
new auditor. The foregoing meeting was duly held on the same date as the closing of the Plan
pursuant to formal call and notice, and the items listed were voted upon and adopted by a
majority of the shares present either in person or by proxy at the Special Meeting.  Articles of
Amendment changing the name of the Company to New Century Resources Corporation were
filed with Utah Division of Corporations on November 8, 1993.

**Change of Domicile**

On January 11, 1998, the Company changed its domicile to the State of Nevada by effecting a
merger between a company incorporated in Nevada solely for such purpose, New Century
Resources Corporation, a Nevada corporation.  The Articles of Incorporation for the Nevada
corporation were filed in the State of Nevada on January 11, 1994.  A Special Meeting of the
Shareholders of the Company was held pursuant to formal call and notice thereof on January 21,
1994.  The notice of special meeting informed the shareholders that the meeting was being called
to adopt a plan of merger between the Company and the Nevada entity and informed the
shareholders, as required by Utah law, that they were entitled to dissenters' rights.  At the
meeting, a quorum was declared.  Thereupon, stockholders ratified the Plan of Merger and all
shares in the Utah corporation were converted into shares of the Nevada entity, one share for one
share.  The Nevada entity became the surviving corporation and the Utah corporation was
dissolved on February 14, 1994.  As a result of the merger/change of domicile, the Articles of
Incorporation of the Nevada entity became the Articles of the Company.  Under those Articles,
the Company has 150,000,000 shares authorized designated as 50,000,000 preferred shares, par
value $0.001 and 100,000,000 common shares par value $0.001.  The Articles also allow that the
preferred shares may be issued in such series and with such rights and preferences and limitations
as may be determined by the Company's Board of Directors.

**Forward Looking Information**

This registration statement contains certain forward-looking statements information relating to
the Company that are based upon beliefs of the Company's Management as well as assumptions
made by and information currently available to the Management.  When used in this Annual
Report, the words anticipate, believe, estimate, expect, and similar expressions, as they related to
the Company and the Company's Management, are intended to identify forward-looking
statements.  Such statements reflect the current view of the Company with respect to the future
events and are subject to certain risks, uncertainties, and assumptions.  Should one or more of
these risks or uncertainties materialize, or should underlying assumptions prove incorrect, actual
results may vary materially from those described herein as anticipated, believed, estimated or
expected.  The Company does not intend to update these forward looking statements.

**Business of Issuer**

**Principal Business Asset of the Company - Klein Trekkopje Uranium Deposit**

The principal asset of the Company's wholly owned subsidiary and operating entity, GC Gulf
Western Trading Limited., a Cypriot corporation ("GC Gulf"), consisted of a 70% interest in a
uranium prospecting grant located in Namibia, called the "Klein Trekkopje Uranium Deposit".
The grant covered approximately 45,000 hectares of land situated in South Damaraland,
Namibia.  GC Gulf's  basis in the property, as of the date  GC Gulf was acquired by the
Company,  was approximately $9,500,000, with acquisition costs at $8,580,000 and development
costs of approximately $910,000.  The property had been extensively investigated and explored
and there are extensive reports of the reserves on the property.   The reserve reports which were
the basis of the Company's acquisition of the Klein Trekkopje uranium prospect were prepared
by the South African Atomic Energy Commission and by Research Centre Du Pau du Aquitaine
of France which estimated the uranium reserves just prior to the Company's acquisition of the
prospect at $858,000,000.   The entire reserve is considered "undeveloped" and as of the date
hereof, no mining operations have been conducted.   However, the Company was required to do
extensive development work on the prospect in order to keep its concession in effect and procure
the existing renewal of the prospect which runs through November of 2002 without further
exploration or development work by the Company.  GC Gulf also has an option to acquire the
remaining thirty percent (30%) interest in the uranium prospect for an aggregate sum of
$3,000,000, exercisable at any time so long as the Company retains its interest in the property.

**Divestiture of Klein Trekkopje Uranium Deposit**

Effective December 12,2000, pursuant to resolutions adopted by the Company's Board of
Directors, the Company divested itself of its wholly owned subsidiary, G.C. Gulf Western
Trading Limited. The continued depressed market for uranium was the determining factor in this
decision, coupled with the inability to raise the capital sufficient to pay the on-going expenses of
maintaining the prospecting grant. As consideration for the foregoing, George Christodoulou, the
President and a director of the Company cancelled approximately $1,000,000 of indebtedness
owed to Mr. Christodoulou.

The Company presently has no assets or liabilities and does not engage in any business
operations of any kind of nature. The Company has no commitments, understandings, or
agreements with regard to any proposed business operations or opportunities. It is the intention of
Management to actively solicit interested third parties who may be interested in acquiring a
controlling interest in what is essentially a "shell" corporation. Such transactions are commonly
referred to as "reverse mergers", whereby the Company would acquire all the issued and
outstanding shares of a private entity in exchange for a controlling interest in the public
company. No assurance can be given that Management of the Company will be successful in
attracting a suitable candidate for this type of transaction or some other type of business
combination; or what time frame might be involved in consummating any such transaction.

**ITEM 2. DESCRIPTION OF PROPERTY**

As of the date of this Annual Report, the Company has no property, either real or personal. As
discussed infra, the Company has divested itself of its uranium prospect grant located in
Namibia, Africa; and otherwise the company is granted free space and rent from the Gulf Group
of companies in Nicosia, Cyprus.

**ITEM 3. LEGAL PROCEEDINGS**

Neither the Company nor its officers and directors are the subject of any material legal
proceedings arising out of the Company's former or present operations.

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

None.

**PART II**

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

The Company's common stock is not presently traded on any exchange or stock quotation
medium. Prior to December 1999, the Company's common stock was quoted on the National
Quotation Bureau's "pink sheets", but no bona fide public market has ever existed for the
Company's common stock. It is the intention of Management to apply for quotation listing in the
"pink sheets" or on the NASD Over-the-Counter quotation medium as circumstances warrant and
when the Company becomes qualified for any such listing.

During the past three years, the Company has not offered or sold any of it common equity to the
public or any individual.

The Company has approximately 400 shareholders of record.

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

The Company, since its divestiture of its uranium property in December of 2000, has no assets or
liabilities and has not conducted any business operations, except to maintain its active status and
attempt to complete its required filings with the Commission. The Company has no employees
and all funds necessary to pay for the maintenance of the Company, including the payment of
legal and accounting expense have been contributed by George Christodoulou, the President of
the Company. Mr. Christodoulou has agreed to continue to pay personally these expenses for the
next twelve months.

The company does not anticipate the need to raise any additional capital for the next twelve
months through the offer and sale of its common equity.

It is the intention of Management to solicit third parties who may have an interest in acquiring a
controlling interest in the Company by way of merger, reorganization or some other business
combination. Any offers with respect to the foregoing would be subject to approval by a majority
of the Company's shares issued and outstanding at a special meeting of shareholders called for
that purpose.

As of the date of this report, there are no commitments, understandings or agreements with
respect to any proposed merger, reorganization, reverse merger or other business combination
presently contemplated or being considered by the Company. The Company cannot determine
when, or if, its efforts will ultimately result in the consummation of an agreement with another
third party.

**ITEM 7. FINANCIAL STATEMENTS**

Randy Simpson CPA, P.C.

11775 South Nicklaus Road

Sandy, Utah 84092

Fax & Phone (801) 572-3009

Board of Directors and Stockholders

New Century Resources Corporation

Las Vegas, Nevada

INDEPENDENT AUDITORS' REPORT

I have audited the accompanying balance sheet of New Century Resources Corporation as of
December 31, 2000 and the related statements of operations shareholders' equity, and cash flows
for the years ended December 31, 2000 and December 31, 1999.  These financial statements are
the responsibility of the Company's management.  My responsibility is to express an opinion on
these financial statements based on my audit.

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

In my opinion, based on my audit, the financial statements referred to above present fairly, in all
material respects, the financial position of New Century Resources Corporation as of December
31, 2000, and the results of its operations, shareholders' equity and cash flows for the year ended
December 31, 2000 and December 31, 1999, in conformity with generally accepted accounting
principles.

/s/ Randy Simpson, CPA, P.C.

A Professional Corporation

June 4, 2001

Sandy, Utah

New Century Resources Corporation

BALANCE SHEET

December 31, 2000

|**ASSETS**                                                                                 |            
|------------------------------------------------------------------------------------------ | -----------
|Current Assets:                                                                            |            
|Cash -Bank of Cyprus                                                                       | $-         
|Total current assets                                                                       | -          
|Fixed Assets:                                                                              |            
|Office furnishings and equipment                                                           | 9,866      
|Accumulated depreciation                                                                   | (9,866)    
|Net fixed assets                                                                           | -          
|Total Assets                                                                               | $-         
|LIABILITIES AND SHAREHOLDERS' EQUITY                                                       |            
|Current Liabilities:                                                                       |            
|Accounts payable                                                                           | $-         
|Advances by shareholder                                                                    | -          
|Total current liabilities                                                                  | -          
|Shareholders Equity:                                                                       |            
|Preferred stock, $ .001  par value, authorized 50,000,000  shares; no
shares issued        | -          
|Common stock, $.001 par value, authorized 100,000,000 shares;
8,481,724 shares outstanding | 8,482      
|Additional paid in capital                                                                 | 1,625,606  
|Accumulated deficit                                                                        | (1,634,088)
|Total Shareholders' Equity                                                                 | -          
|Total Liabilities and Shareholders' Equity                                                 | $-         
|                                                                                           |            

See accompanying notes to financial statements

New Century Resources Inc.

STATEMENT OF OPERATIONS

|                                                               | Year Ended
December
31, 2000 | Year Ended
December
31, 1999
|-------------------------------------------------------------- | ---------------------------- | ----------------------------
|Income:                                                        |                              |                             
|Interest income                                                | 10                           | -                           
|Total income                                                   | 10                           | -                           
|Operating expense:                                             |                              |                             
|Legal fees                                                     | 10,000                       | -                           
|Accounting and audit fees                                      | 2,000                        | 2,050                       
|General & administrative expenses                              | 777                          | 1,166                       
|Depreciation expenses                                          | 315                          | 316                         
|Total operating expense                                        | 13,092                       | 3,532                       
|Net Loss                                                       | $(13,082)                    | $(3,532)                    
|Net loss per common share                                      | $(0.00)                      | $(0.00)                     
|Weighted average shares outstanding -primary and fully
dulited | 8,481,724                    | 8,481,724                   
|                                                               |                              |                             
|                                                               |                              |                             
|                                                               |                              |                             
|                                                               |                              |                             
|                                                               |                              |                             
|                                                               |                              |                             

See accompanying notes to financial statements

New Century Resources Corporation

Statements of Stockholders' Equity

From December 31, 1998 to December 31, 2000

|                                                                                                     |           |        |            |              |           
|---------------------------------------------------------------------------------------------------- | --------- | ------ | ---------- | ------------ | ----------
|Balances at
December
31, 1998
restated                                                               | 8,481,724 | $8,482 | $2,611,544 | $(1,617,474) | $1,002,552
|Net loss
year ended
December
31, 1999                                                                | -         | -      | -          | (3,532)      | (3,532)   
|Divestiture
of
subsidary -
G. C. Gulf
Western
Trading
Limited
and debt
elimination
December
12, 2000 | -         | -      | (985,938)  | -            | (985,938) 
|Net loss
year ended
December
31, 2000                                                                | -         | -      | -          | (13,082)     | (13,082)  
|Balances at
December
31, 2000                                                                        | 8,481,724 | 8,482  | $1,625,606 | $(1,634,088) | $(0)      

See accompanying notes to financial statements

New Century Resources Corporation

STATEMENTS OF CASH FLOW

|                                                 | Year Ended
December
31,2000 | Year Ended
December
31,1999
|------------------------------------------------ | --------------------------- | ---------------------------
|Cash used in operating activities:               |                             |                            
|Net loss                                         | $(13,082)                   | $(3,532)                   
|Expenses not requiring an outlay of cash:        |                             |                            
|Depreciation expense                             | 315                         | 316                        
|Cash flows used in operating activities          | (12,767)                    | (3,216)                    
|Cash used in investing activities:               |                             |                            
|Mineral development costs                        | -                           | (106,757)                  
|Net increase cash flow from financing activities | -                           | (106,757)                  
|Cash provided by financing activities:           |                             |                            
|Advances by shareholder                          | 12,200                      | 109,967                    
|Net increase cash flow from financing activities | 12,200                      | 109,967                    
|Net increase (decrease) in cash for period       | (567)                       | (6)                        
|Cash at beginning of period                      | 567                         | 573                        
|CASH AND CASH EQUIVALENTS AT END OF
PERIOD       | $-                          | $567                       
|                                                 |                             |                            
|                                                 |                             |                            
|                                                 |                             |                            
|                                                 |                             |                            

See accompanying notes to financial statements

NEW CENTURY RESOURCES CORPORATION

NOTES TO FINANCIAL STATEMENTS

December 31, 2000

A. ORGANIZATION AND ACCOUNTING POLICIES

New Century Resources Corporation divested itself of its 100% owned subsidiary G.C. Gulf
Western Trading Limited (" G.C.") on December 12, 2000, thereby eliminating the Trekkopje
mining claims, a capitalized cost of $10,533,252, the related liabilities amounting to $8,500,000
from its acquisition, the note payable to its principal stockholder, which aggregated, came to a
total of $1,046,640, and any claims to accrued interest. This divestiture was the unanimous
decision of the board of directors, which was based in part, upon the Corporation's inability to
raise the necessary capital to fund the exploration and development of the Trekkopje uranium
reserves. In addition, a feasibility study conducted by Dr. Brian Hambleton played crucial role in
their decision making process, concluding that, due to the current Uranium market, exploitation
of the Uranium reserves on the property would not be financially viable, and did not foresee any
immediate or mid-term prospects in world market conditions and pricing which would lead to a
pricing level justifiable of the exploitation of the Uranium reserves.  The Corporation is now
inactive, and with the elimination of the assets and liabilities of G. C., is without any significant
assets or liabilities.

The Corporation was domiciled to Nevada in January 1994, although it was originally
incorporated in Utah in July 1979 as WEM Petroleum, Inc.  In October 1993, the Corporation
changed its name to New Century Resources Corporation, acquiring 100% of the outstanding
stock of G. C. Gulf Western Trading Limited in exchange for 7,200,000 shares of stock, which
gave the stockholders of G.C. control of the Corporation by which it has conducted its
operations.  The Corporation was inactive for a number of years prior to the merger and,
therefore, accounted for the merger as a reverse merger or recapitalization of G.C.   No goodwill
or other write-up to fair market value of the assets of G.C. occurred at the time of the merger, and
the accounting for the merger approximates the pooling of interests method of accounting.

Income Taxes

The Corporation has incurred losses from inception, and has not been subject to any significant
income taxes - foreign or U. S.  The Company has recognized no income tax assets from future
benefits of its loss carryforward, as realization is doubtful. The Corporation has not filed a
consolidated tax return, so it is doubtful that any of its losses will be available for U. S. federal
income tax purposes, as its operating subsidiary, G.C., incurred the majority of the losses in the
development of a Uranium mine in Namibia.

Office Furniture, Equipment and Depreciation

The Corporation's office furniture and equipment are stated at cost. Depreciation has been
provided on the straight-line basis over periods of five to ten years.

Foreign Currency

The Corporation has no significant foreign currency gains or losses in the translation of either
balance sheets or income statements amounts, as the majority of its operations have been
conducted in U.S. dollars.

B.  COMMON STOCK

The Corporation has no stock options or other dilutive stock instruments outstanding.  The
Corporation reverse split its stock 91:1 in October 1993 and redeemed 520,000 shares in the year
ended December 31, 1997 for a contribution to capital of $1,425.  The Corporation has had no
other stock transactions since this date.

C.  DIVESTURE OF G.C. GULF WESTERN TRADING LIMITED - RESTATEMENT OF
PRIOR ACCOUNTING

On December 12, 2000, the Company divested itself of its 100% owned subsidiary and its
primary stockholder forgave the balance owed him in the amount of  $1,046,640.  The
transaction resulted in a reduction of paid-i n capital for the Corporation of $985,938, which is
the amount of the capitalized mineral development costs in excess of the liabilities eliminated.
The Company had an option to acquire the Klein Trekkopje Uranium deposit in Namibia for
$8,500,000, subject to confirmation of the Uranium reserves through a drilling program.  The
Corporation's prior auditors reflected the option liability price as paid-in capital; however, U.S.
generally accepted accounting principles (GAAP) require the liability for the purchase price to be
carried as a liability. Therefore, the Corporation restated its paid-in capital by reducing it by the
$8,500,000 option price, which has not been exercised to date.

The Corporation has not previously reported its operations or balance sheets under U.S. GAAP,
but has reported its operations under International Accounting Standards.  The Corporation's
prior auditors accrued consulting revenues from its primary shareholder for the amounts he
advanced for operating costs and depreciation expenses.  These accrued revenues, which totaled
$ 3,532 in 1999, were eliminated under U.S. GAAP income recognition. The Company's net loss,
accumulated deficit, and paid-in capital have been increased by this amount.

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

Effective February 1, 2001, the Company was informed that KPMG, Chartered Accountants,
with offices in Nicosia, Cyprus, were not authorized to sign reports for Securities & Exchange
Commission purposes. The audited financial statements of the Company for its year ended
December 31, 1999 were prepared by KPMG utilizing international standards of accounting, and
therefore not acceptable for filing with the Commission. Notwithstanding the foregoing, the
Company's audited financial statements for the year ended December 31, 1999 were erroneously
filed as part of the Company's original Form 10SB filing. KPMG further indicated in its February
1, 2001 letter that "....it should be noted that the scope of our work for deriving the respective
opinions was limited in the sense that it was not planned to address potential listing." Due to
KPMG's inability to act as the Company's auditor, the Company's Board of Directors requested
that Randy Simpson CPA of Salt Lake City, Utah to undertake the preparation of the Company's
financial statements and accepted the appointment of the Company's auditor.

KPMG's opinion for the Company's year ended December 31, 1999 financial statements duly
noted that the Company had not engaged in any actual mining operations and that there was a
substantial uncertainty the Company could continue as a going concern.

Other than the foregoing, the Company is unaware of any differences or disagreements with its
former accountants as to accounting principles or practices, financial statement disclosure, or
auditing scope or procedure.

**PART III**

**ITEM 9. DIRECTORS, EXECUTIVE OFFICERS, PROMOTORS AND CONTROL
PERSONS; COMPLIANCE WITH 16(a) OF THE EXCHANGE ACT**

The names, addresses, ages and respective positions of the directors and officers of New Century
Resources Corporation are as follows.  These persons were elected to their respective positions
on the date indicated and will, under the Company's By-Laws, serve for one year or until their
replacements are elected.

|Name and Address                                                              | Age | Position Held & Date Elected                                                
|----------------------------------------------------------------------------- | --- | ----------------------------------------------------------------------------
|George Christodoulou
23 Themistocles Dervis St
3rd Floor
1066 Nicosia, Cyprus | 57  | President          October 25, 1993

Director           October 25, 1993    
|Solon Piitarides
Liondiou 1 Street, No. 252
Liamasol, Cyprus                  | 67  | Vice-President     October 25, 1993
Director                October 25, 1993
|Chloe Papadopoulou
23 Themistocles Dervis  Str
3rd Floor
1066 Nicosia, Cyprus | 38  | Secretary          October 25, 1993
Director           October 25, 1993     

George Christodoulou

Mr. Christodoulou was received his secondary education in South Africa where he completed
post high school classes in mechanical engineering and geology.  He relocated to Cyprus in 1983
where he organized and has, since that date, been the President and Chief Executive Officer of
G.C. Gulf Group of companies, a group of approximately 9 companies including Dimacor
Diamond Mining Company Pty. Ltd., Loston Diamond Mine Pty. Ltd. and Loxton Exploration
Pty. Ltd., African Coast Diamonds and Minerals (Pty.) Ltd., GSE Diamond Merchants (Pty) Ltd.,
GC Gulf Minerals, Ltd. and GC Gulf Western Trading, Ltd., Petroleum Development Services
Marketing, Ltd. and Gulf Western Mining Ltd., all of which are and have been involved in
various forms of trading, mineral exploration and mining.  He has been engaged in the mineral
exploration and mining business for more than thirty years.

Solon Piitarides

Since 1967 Mr. Piitarides has been Chairman and Managing Director of Fairways Limassol Ltd.,
representative of Mitsubishi Motors, the largest automotive dealer in Cyprus.  During that period
he has been actively involved in government and party responsibilities in Cyprus, and has been
the Chief Executive Officer of a seven company group of family real property holding and
development companies under the leadership of Solon Piitarides Developments, Ltd., a Cyprus
corporation.

Chloe Papadapoulou

Since 1985 Ms. Papadopoulou has been employed by GC Gulf Minerals, Ltd.  Initially she acted
as telephone-telex operator and performed filing and secretarial services.  In 1987 she became the
office administrator for the Gulf group of companies and has, since 1988, been the Secretary of
the Gulf group of companies and acted as personal assistant and business adviser to Mr.George
Christodoulou, Chairman and CEO of the Companies.

Significant Employees

At the present time the only person performing significant services for the Company is George
Christodoulou who is serving without compensation.  Required ministerial services are
performed by employees of the Gulf Western Companies of which Mr. Christodoulou is also
president, without charge to the Company.

Involvement in Certain Legal Proceedings

No director, executive officer, or person nominated to become a director or executive officer of
the Company, or controlling stockholder has ever :

(1)    Filed a petition under federal bankruptcy laws or any state insolvency law, now had a
receiver, fiscal agent or similar officer appointed by a court for the business or property of such
person, or any partnership in which he was a general partner at or within two years before the
time of such filing, or any corporation or business association of which he was an executive
officer at or within two years before the time of such filing;

(2)    Was convicted in a criminal proceeding or named subject of a pending criminal proceeding
(excluding traffic violations and other minor offences);

(3)    Was the subject of any order, judgment or decree, not subsequently reversed, suspended or
vacated, of any court of competent jurisdiction, permanently or temporarily enjoining him or her
from or otherwise limiting his involvement in any type of business, securities or banking
activities;

(4)    Was found by a court of competent jurisdiction in a civil action, by the Securities and
Exchange Commission or the Commodity Futures Trading Commission to have violated any
federal or state securities law, and the judgment in such civil action or finding by the Securities
and Exchange Commission has not been subsequently reversed, suspended , or vacated.

Family Relationships

There are no family relationships between any of the officers or directors of the Company.
However, Shirley Christodoulou, who holds 2,800,000 shares constituting 33.01% of the
Company's outstanding common shares is the wife of George Christodoulou, president, CEO and
a director of the Company.

Compliance with 16(a) of the Exchange Act

George Christodoulou, Solon Piitaridea, and Chloe Papadopoudou, officers and directors of the
Company, as well as Shirley Christodoulou, as of the date of this Report, have failed to file their
respective Form 3's with the Commission. However, during the time in which they were required
to file their Form 3's, no reportable transactions have occurred that would occasion the filing of
Form 4 or Form 5.

**ITEM 10. EXECUTIVE COMPENSATION**

Neither during the last fiscal year nor at any time since 1994 has the Company paid any
compensation to officers, directors or executives.  The Board of Directors has adopted a general
resolution generally permitting the payment of executive compensation, but neither
compensation amounts nor any plan for the payment of the same have been approved.  It is not
anticipated that any executive compensation will be paid, aside from the reimbursement of
out-of-pocket expenses, unless or until the Company is able to enter into revenue producing
activities.

The Company has not adopted, and does not intend to adopt in the foreseeable future, any stock
appreciation rights, compensation plan providing for cash, shares or other compensation to any
executive, or long term incentive plan.

Question regarding the Gulf Companies.

Employment Contracts

The Company is not party to any employment contracts.

**ITEM 11. SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND
MANAGEMENT AND RELATED STOCKHOLDER MATTERS**

The following table sets forth the amount and nature of beneficial ownership of each of the
executive officers and directors of the Company and each person known to a beneficial owner of
more than five percent of the issued and outstanding shares of the Company.  The table sets forth
the information based on 8,481,724 common shares issued and outstanding as of the date hereof.

|Title of
Class | Position(s)With or
Relationship to
Company | Name and Address of
Beneficial Owner | Amount and
Nature of
Beneficial
Ownership | Percent of
Class
Current
|-------------- | ------------------------------------------ | ------------------------------------ | ----------------------------------------- | ------------------------
|Common         | Director, President,
CEO                   | George Christodoulou                 | 1,650,000
Record and
Beneficial           | 19.45%                  
|Common         | Secretary, Tresurer,
Director              | Chloe Papadaploulou                  | 20,000
Record and
Beneficial              | .2%                     
|Common         | Vice President,
Director                   | Solon Piitarides                     | 1,000,000
Record and
Beneficial           | 11.79%                  
|Common         | Officers and Directros
as a group          |                                      | 5,470,000 (2)                             | 64.49%                  
|Common         | 5% or more
shareholder                     | Shirley Christodoulou                | 2,800,000 (1)
Record and
Beneficial       | 33.01%                  
|Common         | 5% or more
shareholder                     | Costa Vassiliades                    | 1,100,000
Record and
Beneficial           | 12.97%                  

1  Shirley Christodoulou is the wife of George Christodoulou, an officer and director of the
Company; the shares held in her name, therefore, could be construed as being owned by George
Christodoulou.

2.  In calculating the amount of shares owned by all officers and directors as a group, Shirley
Christodoulou's shares have been included as a result of her relationship with George
Christodoulou, president, CEO and director.

Change of Control Arrangements

There has been no change in control of the Company since 1993. and there are no present
arrangements or provisions related to any such changes in the future.

Market information

The Company's common stock is not quoted on any exchange, the OTC Bulletin Board or the
National Quotation Bureaus "pink sheet". It is the intention of Management to apply for a listing
to have its common equity quoted on the "pink sheets" or OTC bulletin Board when
circumstances and eligibility criteria can be met. The Company cannot determine if, and when
that may be accomplished.

As of the date of this report, there are approximately 400 shareholders of record.

**ITEM 12. CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS**

The Company has not been party to any transactions of any type or sort with any of its directors,
executive officers or promoters within the last two years and no such transaction is contemplated
in the foreseeable future.

The only parent of the Company who maintains any business relationship with the company is
George Christodoulou who, with his wife assigned a 70% interest in the Klein Trekkopje
Uranium Deposit to the Company in exchange for 7,200,000 of its common shares in 1994.  Mr.
And Mrs. Christodoulou control approximately 54.5% of the outstanding shares of the Company
at this time.

There has been no transaction between the Company and Mr. Christodoulou or any person or
corporation with which he has been affiliated since the 1994 transaction.

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

|Item 3.ii | By-Laws
|--------- | -------

SIGNATURES

In accordance with Section 13 or 15(d) of the Exchange Act, the registrant caused this report to
be signed on its behalf by the undersigned, thereunto duly authorized.

**NEW CENTURY RESOURCES CORPORATION**

By:  /s/ George Christodoulou

George Christodoulou, President and Director

Dated: May 21, 2002