SECURITIES EXCHANGE COMMISSION
                             Washington, D.C. 20549


                                   FORM 10-KSB/A
                            Annual Report Pursuant to
                       the Securities Exchange Act of 1934

                        Fiscal Year Ended April 30, 2002

                        Commission file number 000-27211

                      COLORADO COMMUNITY BROADCASTING, INC.
                      -------------------------------------
             (Exact name of registrant as specified in its charter)

        Colorado                          84-1469319
        --------                          ----------
(State of incorporation)        (I.R.S. Employer Identification No.)

                       7609 Ralston Road, Arvada, CO 80002
                       -----------------------------------
               (Address of principal executive offices) (Zip Code)

     Registrant's telephone number, including area code: (303) 422-8127
                                                         --------------

           Securities registered pursuant to Section 12(g) of the Act:

                                  Common Stock
                                  ------------
                               Title of each class

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

Check if disclosure of delinquent filers pursuant 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

State issuer's revenues for its most recent fiscal year.  $0

There were 225,000 shares of the Registrant's common stock outstanding as of
April 30, 2002.

The aggregate market value of the 225,000 shares of voting common stock held by
non-affiliates of the Registrant is approximately $0 on April 30, 2002.

The registrants revenues in the fiscal year were $25,000.


<PAGE>









                                TABLE OF CONTENTS

PART I

        Item 1.   Description of Business                                      1
        Item 2.   Description of Property                                      2
        Item 3.   Legal Proceedings                                            3
        Item 4.   Submission of Matters to a Vote of Security Holders          3

PART II

        Item 5.   Market for Common Equity and Related Stockholder
                  Matters                                                      3
        Item 6.   Management's Discussion and Analysis or Plan of
                  Operation                                                    4
        Item 7.   Financial Statements                                         5
        Item 8.   Changes in and Disagreements With Accountants on
                  Accounting and Financial Disclosure                          5
           Item 8a.  Controls and Procedures                                   6

PART III

        Item 9.   Directors, Executive Officers, Promoters and Control
                  Persons; Compliance with Section 16(a) of the
                  Exchange Act                                                 6
        Item 10.  Executive Compensation                                       7
        Item 11.  Security Ownership of Certain Beneficial Owners and
                  Management                                                   8
        Item 12.  Certain Relationships and Related Transactions               8
        Item 13.  Exhibits and Reports on Form 8-K                             9
        Item 14.  Principal Accountant Fees and Services                      10

SIGNATURES                                                                    11



<PAGE>


                                     PART I

Item 1.  BUSINESS
         --------

         History
         -------

         Colorado Community Broadcasting, Inc. (the "Company") was formed on
June 23, 1998. The Company contracted to purchase the low power television
license and station serving Estes Park, Colorado. It planned to operate the
station to broadcast local programming mixed with appropriate national
programming. The Company was unable to complete purchase arrangements and
withdrew from the contract.

         Business
         --------

         The Company was seeking other low power station opportunities in market
areas in the western US. On April 17, 2000, the Company entered into a Letter of
Intent to purchase a low power television license of Station K68CW owned by
County Service Area 29 in Lucerne, California.

                  The Letter of Intent was extended several times and
subsequently the Company assigned its right under the Letter of Intent to a
third party for assumption of the obligations.

         There was no financing, cash or equity, arranged for this transaction.
The Company will seek financing from private sources once it develops a business
plan to use the station.

On January 28, 2002, the Registrant entered into an Asset Purchase Agreement
with Mako Communications, LLC to sell its low power television station, W67AF of
Rock Harbor, Florida, subject to FCC approval of the license change for $25,000.
The license transfer was approved and the sale occurred on March 28, 2002.

The Company sold its Monroe County contract for $25,000.

                                       1

<PAGE>




         Financial Information About Industry Segments
         ---------------------------------------------

         See "Financial Statements and supplementary Data," Item 7 below.

         Narrative Description of Business
         ---------------------------------

         The Company does not now have any business operations.

         The Company intended to seek opportunities demonstrating the potential
of long-term growth as opposed to short-term earnings. Low-power TV (LPTV) is
relatively unused broadcast category created by the Federal Communications
Commission (FCC). While high-power TV stations boast large antennae and enough
power to transmit many miles, their low-power counterparts have smaller
antennae, less expensive gear and transmit within a much more limited area. A
typical LPTV station has a reach of between five and twenty miles. Most easily
cover an average city; many can reach entire counties. The local LPTV niche can
actually contain several different markets, especially in areas with diverse
populations. For independent producers who want their programming on LPTV, that
local angle is critical. The sorts of shows successfully produced by
independents for LPTV: special interest programming; high school sports;
neighborhood call-in shows; regional real estate and legal advice shows; city
and country political forums; local church services; community arts and
entertainment programs, and a wide range of talk show formats covering local
issues not seen on national TV. Low-power TV opens up opportunities for
videomakers to get their programming into a commercial broadcasting environment.
Independent producers in markets where LPTV exists should definitely view it as
potential sources to air their programming, now and in the future.

         The Company was unsuccessful in achieving operations of CPTV
opportunities.



Item 2.  PROPERTIES
         ----------

         Facilities
         ----------

         The Company has no property. The Company does not currently maintain an
office or any other facilities. It does currently maintain a mailing address at
7609 Ralston Road, Arvada, CO 80002. The Company pays no rent for the use of
this mailing address. The Company does not believe that it will need to maintain
an office at any time in the foreseeable future in order to carry out its plan
of operations described herein.

                                       2
<PAGE>




         Real Property
         -------------

         None

         Mineral Properties
         ------------------

         None

Item 3.  LEGAL PROCEEDINGS
         -----------------

         As of April 30, 2002, the Company was not a party to any legal
proceedings.

Item 4.  SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS
         ---------------------------------------------------

     No matters were submitted during the period covered by this report to a
vote of security holders of the Company, through the solicitation of proxies or
otherwise.

                                     PART II

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

     As of the date of this report, there has been no trading or quotation of
the Company's common stock. It has never been approved for trading in any name.

                        2002               High          Low
                  First quarter             *             *
                  Second quarter            *             *
                  Third quarter             *             *
                  Fourth quarter            *             *

                        2001               High          Low
                  First quarter             *             *
                  Second quarter            *             *
                  Third quarter             *             *
                  Fourth quarter            *             *


     As of April 30, 2002, there were 16 record holders of the Company's common
Stock.

         The Company has not declared or paid any cash dividends on its common
stock and does not anticipate paying dividends for the foreseeable future.

                                       3
<PAGE>




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

         Financial Condition and Changes in Financial Condition
         ------------------------------------------------------

         Liquidity and Capital Resources
         -------------------------------

     The Company had total assets of $5,259 in cash at year-end and liabilities
of $3100. The Company has insufficient assets and cash to carry on any
operations and will have to sell stock or borrow money to achieve any capital.
The Company has no source for any such capital, whatsoever.

Results of Operations
---------------------

Year ended April 31, 2001 compared to year ended April 30, 2002. The Company had
revenues  of $25,000  from sale of its Monroe  County  LPTV  contract to a third
party for the year ended  April 30,  2002  compared  to none in 2001.  While the
company  sought  business  opportunities  in the low  power  television  station
business in the year, its attempts to operate any were unsuccessful. The company
incurred  $20,119  in  administrative  expenses  in year  ended  April 30,  2002
compared to $21,426 in the year ended April 30, 2001.

In the year ended April 30, 2002, the Company had a profit of $4,881
attributable to the sale of the Monroe County LPTV station compared to the prior
year's loss of ($21,426). Net profit per share in year ended April 30, 2002 was
$.02 per share compared to a loss in the prior fiscal year of ($.01) per share.

NEED FOR ADDITIONAL FINANCING

     The Company does not have capital  sufficient  to meet the  Company's  cash
needs,   including  the  costs  of  compliance  with  the  continuing  reporting
requirements  of the  Securities  Exchange Act of 1934. The Company will have to
seek loans or equity  placements to cover such cash needs.  Lack of its existing
capital may be a sufficient impediment to prevent it from accomplishing the goal
of expanding its operations. There is no assurance,  however, that without funds
it will ultimately allow company to carry out its business.

                                       4
<PAGE>

The  Company  will  need to raise  additional  funds  to  expand  its  business
activities in the future.

         No commitments to provide additional funds have been made by management
or  other  stockholders.  Accordingly,  there  can  be  no  assurance  that  any
additional  funds  will be  available  to the  Company  to allow it to cover its
expenses as they may be incurred.

         Irrespective   of  whether  the  Company's  cash  assets  prove  to  be
inadequate to meet the Company's  operational  needs,  the Company might seek to
compensate providers of services by issuances of stock in lieu of cash.

GOING CONCERN

     The Company's auditor has issued a "going concern" qualification as part of
his opinion in the Audit Report. There is substantial doubt about the ability of
the Company to continue as a "going  concern."  The Company has no business,  no
capital,  debt in excess of $460,000 all of which is current,  no cash,  minimal
other assets, and no capital  commitments.  The effects of such conditions could
easily be to cause the Company's bankruptcy.

     Management  hopes  to  seek  and  obtain  funding,  via  loans  or  private
placements  of stock  for  operations,  debt  and to  provide  working  capital.
Management  has  plans to seek  capital  in the  form of loans or stock  private
placements in the next year of approximately $100,000.



Item 7.  Financial Statements and Supplementary Data
         -------------------------------------------

                  Please refer to pages F-1 through F-8.

Item 8.  Changes in and Disagreements on Accounting and Financial Disclosure
-------------------------------------------------------------------

         In connection with audits of two most recent fiscal years and any
interim period preceding resignation, no disagreements exist with any former
accountant on any matter of accounting principles or practices, financial
statement disclosure, or auditing scope of procedure, which disagreements if not
resolved to the satisfaction of the former accountant would have caused him to
make reference in connection with his report to the subject matter of the
disagreement(s).

         The principal accountants' reports on the financial statements for any
of the past two years contained no adverse opinion or a disclaimer of opinion
nor was qualified as to uncertainty, audit scope, or accounting principles
except for the "going concern" qualification.

                                       5
<PAGE>




Item 8a.  Controls and Procedures

Evaluation of Internal and Disclosure Controls
----------------------------------------------

     The management of the company has evaluated the effectiveness of the
issuer's disclosure controls and procedures as July 31, 2004 (evaluation date
and have concluded that the disclosure controls and procedures are adequate an
effective based upon their evaluation as of the evaluation date.

     There were no significant changes in internal controls or in other factors
that could significantly affect internal controls subsequent to the date of the
most recent evaluation of such, including any corrective actions with regard to
significant deficiencies and material weaknesses.

                                    PART III

Item 9. Directors and Executive  Officers of the Registrant and Compliance  with
Section 16(a)

The directors and executive officers of the Company as of April 30, 2002, are as
follows:

  Name              Age      Position                           Term
  ----              ---      --------                           ----
Victor F. Mantecon   52       President and Director             Annual
(resigned 2002)
Adelisa Shwayder     62       Secretary/Treasurer and Director   Annual
Wesley F. Whiting    67       Director                           Annual

         Victor F. Mantecon, President and Director, has been in Hispanic media
for all his professional career, having begun his career as a Spanish language
radio announcer on KCUL-FM in 1965. In 1965, a Dallas radio station began
broadcasting eight hours of Spanish programming daily. Over the next five years,
Mr. Mantecon served in the development of the station, both in programming and
marketing, under the direction of Marcos Rodriguez, Sr., who in 1976 bought the
station changed the name to KESS FM, and established the first twenty-four hour
Spanish radio station in the Metroplex. Over the next ten years, Mr. Mantecon
developed an experience in all phases of Spanish radio: programming, operations,
marketing, and became station manager of both KESS, and its sister station KRVA.
In 1981-82, Mr. Mantecon later moved to station KTIA as GM for two years, and
four years manager of KUQQ AM (1983-1987, the first English delivery bilingual
format in the country. Mr. Mantecon is currently is currently president of
Hispano Independent Television (HIT-TV) since 1999), involved in the creation of
the first bilingual Television network in the U.S., and the acquisition of
television properties in high density Hispanic markets. He served as general
manager of Raylo Television, the first Univision network feed in the metroplex
on Channel 33 (1981-1982). He began Association with Mission Products as
producers of Buenos Dias Dallas-Fort Worth, the first daily live morning show on
the Univision affiliate Ch 23,

                                       6
<PAGE>



(November 19991-June 1993). The show was changed to De Todo Un Poco in
September, 1993). 1993 when it began airing as an afternoon show at 5:00 p.m. He
resigned in 2002.

            Adelisa Shwayder, Secretary and Director, received a BS from the
University of Puerto Rico and an MS from Stanford University. She is currently a
school psychologist for the Denver Public School system. She was previously a
school psychologist for Arlington County Virginia and the Illinois Department of
Child Development.

     Wesley  Whiting,  Director,  Mr.  Whiting  was  President,   director,  and
secretary of Berge Exploration,  Inc.  (1978-88) and president,  vice president,
and director of NELX, Inc.  (1994-1998),  and was vice president and director of
Intermountain   Methane  Corporation   (1988-91),   and  president  of  Westwind
Production,  Inc.  (1997-1998).  He was a director of Kimbell deCar  Corporation
1998 to 2000, and he has been President and a director of Dynadapt System,  Inc.
and Utilitec, Inc. since 1998, and JNS Marketing, Inc. from 1999 to 2001. Mr.
Whiting resigned subsequent to year end.

         No appointee for a director position has been subject of any civil
regulatory proceeding or any criminal proceeding in the past five years.

         The term of office of each director and executive officer ends at, or
immediately after, the next annual meeting of shareholders of the Company.
Except as otherwise indicated, no organization by which any director or officer
has been previously employed is an affiliate, parent or subsidiary of the
Company.

         Section 16(a) of the Securities Exchange Act of 1934, as amended (the
"Exchange Act"), requires the Company's officers and directors, and persons who
own more than 10% of a registered class of the Company's equity securities, to
file reports of ownership and changes in ownership of equity securities of the
Company with the Securities and Exchange Commission and NASDAQ. Officers,
directors and greater-than 10% shareholders are required by the Securities and
Exchange Commission regulation to furnish the Company with copies of all Section
16(a) filings.

         1.   The following people did not file reports under Section 16(a)
              during the 2001-2002 fiscal year:

         a.   Victor F. Mantecone       President and Director
         b.   Adelisa Shwayder          Secretary and Director
         c.   Wesley F. Whiting         Director


Item 10. Executive Compensation
         ----------------------

         The Company accrued a total of $0 in compensation to the executive
officers as a group for services rendered to the Company in all capacities
during the fiscal year ended April 30, 2002. No one executive officer received,
or has accrued for his benefit, in excess of $60,000 for the year. No cash
bonuses were or are to be paid to such persons.

                                       7
<PAGE>





SUMMARY COMPENSATION TABLE OF EXECUTIVES

         The Company has no employee incentive stock option plan.

         There are no plans pursuant to which cash or non-cash compensation was
paid or distributed during the last fiscal year, or is proposed to be paid or
distributed in the future, to the executive officers of the Company. No other
compensation not described above was paid or distributed during the last fiscal
year to the executive officers of the Company. There are no compensatory plans
or arrangements, with respect to any executive office of the Company, which
result or will result from the resignation, retirement or any other termination
of such individual's employment with the Company or from a change in control of
the Company or a change in the individual's responsibilities following a change
in control.

   Option/SAR Grants Table (None)

   Aggregated Option/SAR Exercises in Last Fiscal Year and FY-End Option/SAR
   value (None)

   Long Term Incentive Plans - Awards in Last Fiscal Year (None)

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


         The following table sets forth information, as of April 30, 2002, with
respect to the beneficial ownership of the Company's no par value common stock
by each person known by the Company to be the beneficial owner of more than five
percent of the outstanding common stock.

                                          Number of        Percentage of
                  Name                   Shares Owned           Class
------------------------------------   ----------------  --------------

Victor F. Mantecon                                 0                0
(resigned)
Adelisa Shwayder                             200,000              88%
Wesley F. Whiting                                  0                0
(resigned)
Officers and Directors as a group            200,000              88%





                                     PART IV

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

The Company has adopted a policy under which any consulting or finder's fee that
may be paid to a third party or affiliate for consulting services to assist
management in evaluating a prospective business opportunity would be paid in
stock or in cash. Any such issuance of stock would be made on an ad hoc basis.

                                       8
<PAGE>




Accordingly, the Company is unable to predict whether or in what amount such a
stock issuance might be made.

Although there is no current plan in existence, it is possible that the Company
will adopt a plan to pay or accrue compensation to its officers and directors
for services related to seeking business opportunities and completing a merger
or acquisition transaction.

Although management has no current plans to cause the Company to do so, it is
possible that the Company may enter into an agreement with an acquisition
candidate requiring the sale of all or a portion of the Common Stock held by the
Company's current stockholders to the acquisition candidate or principals
thereof, or to other individuals or business entities, or requiring some other
form of payment to the Company's current stockholders, or requiring the future
employment of specified officers and payment of salaries to them. It is more
likely than not that any sale of securities by the Company's current
stockholders to an acquisition candidate would be at a price substantially
higher than that originally paid by such stockholders. Any payment to current
stockholders in the context of an acquisition involving the Company would be
determined entirely by the largely unforeseeable terms of a future agreement
with an unidentified business entity.

Transactions with Management and Others
---------------------------------------

There were no transactions or series of transactions during the Registrant's
last fiscal year or the current fiscal year, or any currently proposed
transactions or series of transactions, in which the amount involved exceeds
$60,000 and in which to the knowledge of the Registrant, any director, executive
officer, nominee, future director, five percent shareholder, or any member of
the immediate family of the foregoing persons, have or will have a direct or
indirect material interest, except that Adelisa Shwayders husband was paid
consulting fees totalling $20,000 in the year.

Item 13. Exhibits and Reports on Form 8-K
         --------------------------------

           The following documents are filed as part of this report:

           1.  Reports on Form 8-K:  None

           2.  Exhibits:


                                      INDEX
                                      -----
Regulation
S-K Number               Exhibit                              Page Number
----------               -------                              -----------

3.1 Articles of Incorporation
*Incorporated by reference to Registration Statement #000-27211

                                       9
<PAGE>




3.2 Bylaws
Incorporated by reference to Registration Statement #000-27211

Item     14.      Principal      Accountant      Fees     and     Services     -
-------------------------------------------------------

General.  Michael  Johnson & Co., LLC,  CPAs ("MJC") is the Company's  principal
auditing  accountant  firm.  The  Company's  Board of Directors  has  considered
whether the provisions of audit services is compatible  with  maintaining  MJC's
independence.

         Audit Fees. MJC billed the Company $5,000 for the following
professional services: audit of the annual financial statement of the Company
for the fiscal year ended April 30, 2002 and April 30, 2003, and review of the
interim financial statements included in quarterly reports on Form 10-QSB for
the periods ended July 31, 2002, October 31, 2002, January 31, 2003, July 31,
2003 and October 31, 2003. MJC billed the Company $5,000 for the year 2002 and
2003 audit and review.

         There were no audit related fees in 2002 or 2003. There were no tax
fees or other fees in 2002 or 2003 paid to Auditors or Auditors affiliates.

         The Company's Board acts as the audit committee and had no
"pre-approval policies and procedures" in effect for the auditors' engagement
for the audit year 2002 and 2003.

         All audit work was performed by the auditors' full time employees.




                                       10
<PAGE>






                                   SIGNATURES

Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange
Act of 1934, the registrant has duly caused this report to be signed on its
behalf by the undersigned, thereunto duly authorized.

COLORADO COMMUNITY BROADCASTING, INC.
(Registrant)

Date:  November 15, 2004
                                         /s/Daniel Medina
                                         ------------------------------
                                         Daniel Medina, President

                                       11

<PAGE>
                      COLORADO COMMUNITY BROADCASTING, INC.
                          (A Development Stage Company)

                              Financial Statements
                       Years Ended April 30, 2002 and 2001



<PAGE>




                          Certified Public Accountants
                        9175 East Kenyon Ave., Suite 100
                             Denver, Colorado 80237

Michael B. Johnson C.P.A.                             Telephone:  (303) 796-0099
Member:  A.I.C.P.A.                                         Fax:  (303) 796-0137
Colorado Society of C.P.A.s




                          INDEPENDENT AUDITOR'S REPORT


To the Board of Directors
Colorado Community Broadcasting, Inc.
Englewood, Colorado

We have audited the accompanying balance sheets of Colorado Community
Broadcasting, Inc. (A Development Stage Company) as of April 30, 2002 and 2001,
and the related statement of operations, cash flows, and changes in
stockholders' equity for the years then ended and for the period from March 16,
1998 (inception) to April 30, 2002. These financial statements are the
responsibility of the Company's management. Our responsibility is to express an
opinion on these financial statements based on our audits.

We conducted our audits in accordance with generally accepted auditing
standards. 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 Colorado Community
Broadcasting, Inc. at April 30, 2002, and the results of their operations and
their cash flows for the year ended April 30, 2002 and 2001 and for the period
from March 16, 1998 (inception) to April 30, 2002 in conformity with generally
accepted accounting principles.

The accompanying financial statements have been prepared assuming that the
Company will continue as a going concern. As discussed in Note 1 to the
financial statements, conditions exist which raise substantial doubt about the
Company's ability to continue as a going concern unless it is able to generate
sufficient cash flows to meet its obligations and sustain its operations.
Management's plans in regard to these matters are also described in Note 1. The
financial statements do not include any adjustments that might result from the
outcome of this uncertainty.



Michael Johnson & Co., LLC
Denver, Colorado
November 15, 2004
/s/Michael Johnson & Co. LLC

<PAGE>
<TABLE>
<CAPTION>


                      COLORADO COMMUNITY BROADCASTING, INC.
                          (A Development Stage Company)
                                 Balance Sheets
                                    April 30,



<S>                                                                     <C>               <C>

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

Current Assets:
  Cash                                                                       $5,259              $ 378
                                                                        ------------      -------------

TOTAL ASSETS                                                                 $5,259              $ 378
                                                                        ============      =============


LIABILITIES AND STOCKHOLDERS' EQUITY:

Liabilities:
  Accounts Payable                                                              $ -                $ -
  Short-term Borrowings from Shareholders                                     3,100              3,100
                                                                        ------------      -------------

TOTAL LIABILITIES                                                             3,100              3,100
                                                                        ------------      -------------

Stockholders' Equity:
  Common stock, $.0001 par value, 100,000,000
    shares authorized, 225,000 shares issued and
    outstanding                                                                  22                 22
  Additional paid-in capital                                                 26,978             26,978
  Subscription receivable                                                      (250)              (250)
  Deficit accumulated during the development stage                          (24,591)           (29,472)
                                                                        ------------      -------------

Total Stockholders' Equity                                                    2,159             (2,722)
                                                                        ------------      -------------

TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY                                   $5,259              $ 378
                                                                        ============      =============


</TABLE>
The accompanying notes are an integral part of these financial statements.

                                      F-1




<PAGE>
<TABLE>
<CAPTION>


                     COLORADO COMMUNITY BROADCASTING, INC.
                         (A Development Stage Company)
                            Statement of Operations.


                                                                                            March 16, 1998
                                                           For the Year Ended               (Inception) to
                                                                April 30,                     April 30,
                                                       2002                 2001                 2002
                                                       ----                 ----                 ----
<S>                                                     <C>                  <C>                  <C>


INCOME                                                  $ 25,000                   $ -             $ 25,000


OPERATING EXPENSES:
Professional Fees                                         20,000                20,455               46,045
Bank Charges                                                 119                    71                  285
Telephone                                                      -                     -                   50
Entertainment                                                  -                     -                   38
Travel                                                         -                   900                3,173
Total Operating Expenses                                  20,119                21,426               49,591
                                                        --------             ---------            ---------
Net Loss from Operations                                 $ 4,881             $ (21,426)           $ (24,591)
                                                        ========             =========            =========
Weighted average number of
  shares outstanding                                     225,000               225,000
                                                        ========             =========
Net Loss Per Share                                        $ 0.02              $ (0.095)
                                                        ========             =========
* Less than $0.01 per share

</TABLE>
The accompanying notes are an integral part of these financial statements.

                                      F-2
<PAGE>
<TABLE>
<CAPTION>


                      COLORADO COMMUNITY BROADCASTING, INC.
                          (A Development Stage Company)
                  Statements of Changes in Stockholders' Equity
                For the Period March 16, 1998 to April 30, 2002




                                                                                                              Accumulated
                                                                              Additional                      During the
                                                         Common Stock           Paid-In      Subscription     Development
                                                      Shares        Amount      Capital       Receivable        Stage        Totals
                                                      ------        ------      -------       ----------        -----        ------
<S>                                                     <C>            <C>      <C>               <C>            <C>        <C>

Balance -  March 16, 1998                                     -         $ -           $ -             $ -             $ -       $ -

Stock issued for services                               200,000          20         1,980               -               -     2,000
Stock issued for cash                                    25,000           2        24,998         (10,500)              -    14,500
Net loss for year                                             -           -             -               -          (2,793)   (2,793)
                                                        -------        ----     ---------         -------        --------   --------
Balance - April 30, 1999                                225,000          22        26,978         (10,500)         (2,793)   13,707
                                                        -------        ----     ---------         -------        --------   --------
Cash payment of subscription receivable                       -           -             -          10,250               -    10,250
Net loss for year                                             -           -             -               -          (5,253)   (5,253)
                                                        -------        ----     ---------         -------        --------   --------
Balance - April 30, 2000                                225,000          22        26,978            (250)         (8,046)   18,704
                                                        -------        ----     ---------         -------        --------   --------
Net loss for year                                             -           -             -               -         (21,426)  (21,426)
                                                        -------        ----     ---------         -------        --------   --------
Balance - April 30, 2001                                225,000          22        26,978            (250)        (29,472)   (2,722)
                                                        -------        ----     ---------         -------        --------   --------
Net loss for year                                             -           -             -               -           4,881     4,881
                                                        -------        ----     ---------         -------        --------   --------
Balance - April 30, 2002                                225,000        $ 22       $26,978          $ (250)       $(24,591)  $ 2,159
                                                        =======        ====     =========         =======        ========   ========

</TABLE>

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

                                      F-3

<PAGE>
<TABLE>
<CAPTION>


                     COLORADO COMMUNITY BROADCASTING, INC.
                          (A Development Stage Company)
                            Statements of Cash Flows
                                Indirect Method

                                                                                                  March 16, 1998
                                                                   For the Year Ended             (Inception) through
                                                                       April 30,                    April 30,
                                                                 2002                2001             2002
                                                                 ----                ----             ----
<S>                                                                 <C>             <C>               <C>        <C>

Cash Flows From Operating Activities:
  Net (Loss)                                                        $ 4,881         $ (21,426)        $ (24,591)
  Adjustments to reconcile net loss to net cash
    used in operating activities:
  Non-cash item included in loss:
    Stock issued for services                                             -                 -             2,000
   Changes in assets and liabilities:
    Increase in  Accrued Expenses                                         -                 -                 -
                                                                    ------------    ---------         ---------
                                                                          -                 -                 -
                                                                    ------------    ---------         ---------
Net Cash Used in Operating Activities                                 4,881           (21,426)          (22,591)
                                                                    ------------    ---------         ---------
Cash Flow From Financing Activities:
  Proceeds from Short-Term Borrowings                                     -             2,000             3,100
  Issuance of Common Stock                                                -                 -            24,750
                                                                    ------------    ---------         ---------
  Net Cash Provided By Financing Activities                               -             2,000            27,850
                                                                    ------------    ---------         ---------
Increase (Decrease) in Cash                                           4,881           (19,426)            5,259

Cash and Cash Equivalents - Beginning of period                         378            19,804                 -
                                                                    ------------    ---------         ---------
Cash and Cash Equivalents - End of period                           $ 5,259             $ 378           $ 5,259
                                                                    ============    =========         =========


Supplemental Cash Flow Information:
  Cash paid for :
  Interest paid                                                         $ -               $ -               $ -
                                                                    ============    =========         =========
  Taxes paid                                                            $ -               $ -               $ -
                                                                    ============    =========         =========

</TABLE>
The accompanying notes are an integral part of these financial statements.

                                      F-4

<PAGE>
                      COLORADO COMMUNITY BROADCASTING, INC.
                          (A Development Stage Company)
                          Notes To Financial Statements
                             April 31, 2002 and 2001


NOTE 1 - ORGANIZATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES:

         Nature of Operations

          Colorado Community Broadcasting, Inc. (the "Company") was incorporated
          on March 16, 1998 in the state of  Colorado.  The Company is primarily
          engaged in raising  capital funds from  investors and  contracting  to
          purchase a low power television license and station.

         Going Concern

         The accompanying financial statements have been prepared in conformity
         with generally accepted accounting principles, which contemplates
         continuation of the Company as a going concern. The Company has no
         assets and its operations are in the development stage.

         The future success of the Company is likely dependent on its ability to
         attain additional capital to develop its proposed products and
         ultimately, upon its ability to attain future profitable operations.
         There can be no assurance that the Company will be successful in
         obtaining such financing, or that it will attain positive cash flow
         from operations.

         The Company's fiscal year end is April 30.


NOTE 2 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES:

         Basis of Presentation - Development Stage Company

         The Company has not earned any significant revenue from limited
         principal operations. Accordingly, the Company's activities have been
         accounted for as those of a "Development Stage Enterprise" as set forth
         in Financial Accounting Standards Board Statement No. 7 ("SFAS 7").
         Among the disclosures required by SFAS 7 are that the Company's
         financial statements be identified as those of a development stage
         company, and that the statements of operations, stockholders' equity
         (deficit) and cash flows disclose activity since the date of the
         Company's inception.

         Basis of Accounting

         The accompanying financial statements have been prepared on the accrual
         basis of accounting in accordance with accounting principles generally
         accepted in the United States.

         Estimates

         The preparation of financial statements in conformity with accounting
         principles generally accepted in the United States requires management
         to make estimates and assumptions that affect certain reported amounts
         and disclosures. Accordingly, actual results could differ from those
         estimates.

         Cash and Cash Equivalents

          For purposes of the  statement of cash flows,  the Company  considered
          all cash and other highly liquid  investments with initial  maturities
          of three months or less to be cash equivalents.

                                      F-5

<PAGE>

                      COLORADO COMMUNITY BROADCASTING, INC.
                          (A Development Stage Company)
                          Notes To Financial Statements
                             April 30, 2002 and 2001


NOTE 2 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES: (Continued)
         ------------------------------------------

         Net earning (loss) per share

         Net loss per share is based on the weighted average number of common
         shares and common share equivalents outstanding during the period.

         Income Taxes

         The Company accounts for income taxes under SFAS No. 109, which
         requires the asset and liability approach to accounting for income
         taxes. Under this method, deferred tax assets and liabilities are
         measured based on differences between financial reporting and tax bases
         of assets and liabilities measured using enacted tax rates and laws
         that are expected to be in effect when differences are expected to
         reverse.

         Other Comprehensive Income

         The Company has no material components of other comprehensive income
         (loss) and, accordingly, net loss is equal to comprehensive loss in all
         periods.

         Fair Value of Financial Instruments

         The carrying amount of accounts payable is considered to be
         representative of its respective fair value because of the short-term
         nature of this financial instrument.


NOTE 3 - INCOME TAXES

         There has been no provision for U.S. federal, state, or foreign income
         taxes for any period because the Company has incurred losses in all
         periods and for all jurisdictions.

         Deferred income taxes reflect the net tax effects of temporary
         differences between the carrying amounts of assets and liabilities for
         financial reporting purposes and the amounts used for income tax
         purposes. Significant components of deferred tax assets are as follows:

         Deferred tax assets
            Net operating loss carryforwards                         $24,591
            Valuation allowance for deferred tax assets              (24,591)
                                                                    -------
         Net deferred tax assets                                     $     -
                                                                    ========

        Realization of deferred tax assets is dependent upon future earnings, if
        any, the timing and amount of which are uncertain. Accordingly, the net
        deferred tax assets have been fully offset by a valuation allowance. As
        of April 30, 2002, the Company had net operating loss carryforwards of
        approximately $24,591 for federal and state income tax purposes. These
        carryforwards, if not utilized to offset taxable income begin to expire
        in 2007. Utilization of the net operating loss may be subject to
        substantial annual limitation due to the ownership change limitations
        provided by the Internal Revenue Code and similar state provisions. The
        annual limitation could result in the expiration of the net operating
        loss before utilization.

                                      F-6
<PAGE>


                      COLORADO COMMUNITY BROADCASTING, INC.
                          (A Development Stage Company)
                          Notes To Financial Statements
                             April 30, 2002 and 2001



NOTE 4 - SHORT-TERM BORROWINGS:

         Officers of the Company have provided services and advanced cash to the
         Company for operations. These advances are unsecured; bear no interest,
         and due on demand.


NOTE 5 - CAPITAL STOCK TRANSACTIONS:

         The authorized capital stock of the Company is100,000,000 shares of
         common stock at $.0001 par value. The Company has issued 225,000 shares
         to sixteen individuals for $25,000 and services.


                                      F-7