SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549

                                   FORM 10-KSB/A

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

For the fiscal year ended March 31, 2004

[ ]     Transition Report Pursuant to Section 13 or 15(d) of the Securities
 Exchange Act of 1934 [No Fee Required]

For the transition period from                          to

Commission File Number 0-30595
CIK Number 0001092791

                       PACIFIC LAND AND COFFEE CORPORATION
              (Exact name of small business issuer in its charter)

                         DELAWARE                                    33-0619256
                 (State or other jurisdiction of incorporation or organization)
                                           (I.R.S. Employer Identification No.)

             1650 Ala Moana, Suite 507
                 Honolulu, Hawaii                                        96815
           (Address of principal executive offices)                  (Zip Code)

Registrant's telephone number, including area code:               (808) 371-4266
                                                             -------------------

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

Securities registered pursuant to Section 12(g) of the Act:  Common Stock, par
                                                                 value $.001
                                                             -------------------

           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 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 ]

           State issuer's revenues for its most recent fiscal year: $35,924

           The aggregate market value of the voting stock held by non-affiliates
of the  registrant  as of March 31, 2004 was not  determinable  since the Common
Stock was not traded.

           The number of shares  outstanding  of the issuer's  classes of Common
Stock as of March 31, 2004:

Common Stock, $.001 Par Value - 10,000,000 shares

Transitional Small Business Format     Yes [      ]   No [  X  ]

                    DOCUMENTS INCORPORATED BY REFERENCE: NONE


<PAGE>


                                     PART I

Item 1.   DESCRIPTION OF BUSINESS

Background

         On May 20, 2003, Pacific Land and Coffee Corporation, formerly known as
Back Channel Investments, Inc., a publicly reporting Delaware corporation formed
in  April  1994  solely  to seek for and make an  acquisition,  entered  into an
acquisition  agreement  whereby it acquired  all of the common  stock of Pacific
Land and Coffee  Corporation,  a Hawaii corporation formed on February 14, 2003.
There were two officers,  directors and shareholders of the Hawaii  corporation.
The  acquisition  was  effected  as a tax  free  share  exchange,  with  the two
shareholders of Pacific Land and Coffee Corporation (Hawaii) receiving 7,000,000
new shares of common stock and the existing  shareholders of the Delaware parent
retaining  all of their  3,000,000  shares  (after  giving  effect  to a 3-for-1
forward stock split) of common stock, which were originally issued in April 1994
for total  consideration  of $1,015  ($.0003 per  share).  The  stockholders  of
Pacific Land and Coffee Corporation (Hawaii) believed that the acquisition would
enable their company to benefit from being part of a reporting company, that the
combined  entity would likely be able to become  publicly  trading,  and that it
would be better able to attract debt or equity  financing for its  business.  No
promoter or any other  person was paid or  compensated  in  connection  with the
acquisition.  Jehu Hand,  the founder and former  President  of Back  Channel is
currently  Pacific  Land's  counsel  and a principal  stockholder.  There was no
particular  value assigned to the shares of either company since neither had any
appreciable  assets or  history  of  operations.  The  Hawaii  corporation  is a
wholly-owned   subsidiary  and  all  operations  are  conducted  by  the  Hawaii
subsidiary.  The Delaware  corporation  subsequently  changed its name from Back
Channel  Investments,  Inc. to Pacific  Land and Coffee  Corporation.  Unless we
state otherwise, all references to Pacific Land and Coffee refer to the combined
entity.

         The  executive  offices of the  Company  are located at 1650 Ala Moana,
Suite 507, Honolulu, Hawaii 96815. Its telephone number is (808) 371-4266.

Risk Factors

         The  securities of Pacific Land and Coffee are highly  speculative  and
very risky.  Before you buy consider the following  risk factors and the rest of
this report.

We are still in the development stage and may never be successful.


         Pacific Land and Coffee's  activities  have been limited.  We have only
one customer to date, to whom the first orders were shipped in the quarter ended
September,  2003. Our  cumulative  losses since  inception to June 30, 2004 are
$3,574.  There can be no assurance  that Pacific Land and Coffee will be able to
market its coffee and coffee related  products,  achieve a significant  level of
sales or attain profitability,  although Pacific Land and Coffee can continue to
exist  indefinitely  at its current  level of sales.  If we do not  increase our
level of sales or common  stock will not  attain  any value in any  market  that
might  develop,  and investors  will not be able to realize any value from their
ownership of shares.  Likewise, in the event we lose our current customer and do
not obtain any other customer,  we will cease business  operations.  We have not
formulated  any  contingency  plans to take  effect in the  event  our  business
operations  cease,  and if our  operations  cease  investors  will  likewise not
realize any value from their ownership of shares.



         We need funding to implement our business plan.

         Pacific Land and Coffee is in need of approximately $300,000 in funding
to carry out its business  plan for the next 12 months for  marketing  costs and
general and administrative  expenses. We have not identified any source for this
required  funding.  If we do not  receive  funding we will not be able to market
effectively  to obtain new  customers.  If we do not obtain new  customers,  our
sales will not increase. If our sales do not increase, our common stock will not
attain any value in any market that might  develop,  and  investors  will not be
able to realize any value from their ownership of shares.

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<PAGE>
The first $100,000 in funding will be used primarily for salaries.

         .If we receive  less than all of the  $300,000  in funding we  require,
most of the  first  $100,000  we  receive  will be used  for  salaries  of sales
associates or sales  representatives,  but not for management.  The remainder of
the first $100,000 will be used for other marketing  expenses.  As a result,  we
will be expending these amounts and not purchasing inventory which can be resold

         Pacific  Land  and  Coffee  has no long  term or  firm  contracts  with
customers.

         We have  only one  customer,  to whom we ship as  purchase  orders  are
received.  This  customer is under no  contractual  obligation  to purchase  our
products.  We do not  have a firm  contract  with  this or any  other  customer.
Because of our lack of history of operations and limited sales, lack of sales in
a short period of time would cause us to suspend operations.

         If  our  one  customer  decided  to no  longer  purchase  from  us,  or
significantly  reduced the  quantity or  frequency  of orders,  we would have no
sales. In that event,  if we are unable to obtain one or more new customers,  we
will not have  any  sales.  If we do not  have  any  sales  we  cannot  continue
operations.

         We don't have a website  and do not plan to  significantly  utilize the
internet for marketing.

         We plan to establish a website summer 2004 for informational  purposes.
We do not plan to market to retail customers, and it is management's belief that
wholesale  purchasers of specialty coffee green beans and coffee products do not
at this time rely on the  internet  to locate  supply.  Therefore,  in the event
management's assessment of the role of internet marketing of wholesale specialty
coffee green beans and coffee products is incorrect,  or in the future wholesale
purchasers  begin to  utilize  the  internet  to  locate  supply,  we will  lose
potential sales.

         We  presently  lack  full  time  management,  which  might  result in a
conflict of interest.

         Until such time as we obtain  $300,000  in funding,  management  is not
devoting  full  time  to  Pacific  Land  and  Coffee's  business.  As a  result,
management is  conducting  only limited  marketing of our products,  and we only
have one  customer.  For so long as  management  is not  full  time,  we  cannot
anticipate any significant  increases in sales. In addition,  because management
is not  receiving  any  salary,  they are  devoting  most of their time to other
business  activities.  Consequently,  management may have a conflict of interest
between  their  duties to  Pacific  Land and  Coffee  and their  other  business
activities.

Fluctuating Coffee Prices Can Cause Losses

      The supply and price of coffee  beans are  subject to  volatility  and are
influenced by numerous  factors  which are beyond our control.  We intend to use
short-term  coffee  futures and options  contracts  primarily for the purpose of
partially  hedging and  minimizing  the effects of changing  green coffee prices
once we have  sufficient  sales to  justify  the  transaction  costs of  futures
trading.  In the meantime we will be exposed to potential losses in the event of
unforeseen  price increases in green coffee prices.  The use of these derivative
financial  instruments  can  enable us to  attempt  to  mitigate  the  effect of
changing  prices  although  it  generally  remains  exposed to loss when  prices
decline  significantly  in a short  period of time and remain at higher  levels,
preventing us from obtaining inventory at favorable prices. We expect to be able
to pass green coffee price increases through to customers,  thereby  maintaining
our gross profits.  However,  we cannot predict  whether we will be able to pass
inventory price increases through to our customers.

Our Intended Operations

         Pacific  Land and Coffee  Corporation's  products  can be divided  into
these categories:

              o     Branded Coffee;
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              o     Private Label Coffee;

              o     Wholesale Green Coffee;

              o  Coffee  dyed  wearing  apparel;   Compact  commercial  espresso
              machines.  Hot and cold coffee beverages,  dried vanilla beans for
              coffee flavoring extracts, and other coffee products.

         We intend to conduct  wholesale  coffee  operations in accordance  with
strict  freshness  and quality  standards.  Our primary  business  focus will be
roasting,  blending,  packaging and  distributing  coffee for sale under private
labels for companies  throughout the world.  We also intend to sell  unprocessed
green coffee to  specialty  gourmet  roasters,  and to  distribute  the espresso
machines and other coffee related products to cafes and specialty retail stores.

         We have no website at present  but we intend to develop one in the near
future.  We have not  contracted  with any party to develop a website,  but have
discussed web design with several independent  consultants.  We plan to select a
designer and have a website in place by the end of summer 2004.

Industry Overview

          Almost 52% of  adult-aged  Americans  drink some type of coffee and on
average  they  drink  3.2  cups  per  day,  according  to  the  National  Coffee
Association's  2002 study.  The United States  coffee  market  consists of three
distinct product categories:

         o     commercial ground roast, mass-merchandised coffee; and

         o specialty  coffees,  which include  gourmet  coffees  (premium  grade
arabica coffees sold in whole bean and ground form) and premium coffees (upscale
coffees mass-marketed by the leading coffee companies).

         o     instant or freeze dried coffee.

         Specialty coffee, or what is sometimes called gourmet coffee, is coffee
roasted  using mainly high  quality  Arabica  beans.  The Arabica bean is widely
considered in the industry to be superior to its counterpart,  the Robusta bean,
which is used mainly in non-specialty coffee. High quality Arabica beans usually
grow at high elevations, absorb little moisture and mature slowly. These factors
result in beans with a mild aroma and a bright, pleasing flavor that is suitable
for specialty coffee.

         Based on estimates  supplied by the  Specialty  Coffee  Association  of
America,  sales of  brewed,  whole  bean and  ground  specialty  coffee  totaled
approximately  $10.9 billion in 2002 as compared to $7.5 billion in 1999. Aiding
this  growth has been the  increase  in the number of  specialty  coffee  retail
outlets, which grew from 1,650 units in 1991 to over 15,500 in 2003, as reported
by the Specialty Coffee Association of America.

         We believe that several  factors  have  contributed  to the increase in
demand for gourmet and specialty coffee including:

         o     greater consumer awareness of gourmet and specialty coffee as a
 result of its
                  increasing availability;

         o   increased quality differentiation over commercial grade coffees by
                  consumers;

         o        increasing  demand for all premium  food  products,  including
                  gourmet and specialty coffee,  where the differential in price
                  from the commercial  brands is small compared to the perceived
                  improvement in product quality and taste;

                                        4
<PAGE>
         o     the overall low price of Arabica coffee beans, which has allowed
                  consumers to afford higher end specialty 100% Arabica coffees;
 and

         o        ease of preparation of gourmet and specialty coffees resulting
                  from the  increased  use of automatic  drip coffee  makers and
                  home espresso machines.

         Although the overall  coffee  industry is mature,  the specialty  green
coffee market represents the fastest growing segment of the coffee industry,  as
the number of gourmet  coffee  houses have been  increasing  in all areas of the
United States.  According to the Specialty  Coffee  Association of America,  the
number of gourmet  coffee  houses has grown from 1,650 in 1991 to  approximately
13,500 in 2001 and is projected to increase to 18,000 by 2015.

Products

         Our products can be divided into four categories:

         o     Branded Coffee;

         o     Private Label Coffee;

         o     Wholesale Green Coffee; and

         o     Coffee machines, coffee apparel and other related beverages and
products.

         Branded Coffee. We will roast,  grind and blend coffee according to our
own recipes and package the coffee at a roaster  sub-leased  from an  affiliated
party, Coscina Brothers in Honolulu, Hawaii. The sublease ends December 31, 2007
and  provides  for a payment  of $.75 per  pound,  minimum  $750 per  month.  We
subleased  the  roaster on October 1, 2003.  We have not yet  developed  our own
recipes.  We then will sell the  packaged  coffee  under our  proprietary  brand
labels to supermarkets, wholesalers and individually owned stores throughout the
United States, shipping directly from our factory or bonded warehouses.

         Each of our name brands will be directed at a particular segment of the
consumer  coffee market.  Our initial  branded  coffees will be Kona Wave Hawaii
Coffee and Coffee Works.

         Private label coffee.  From our leased roaster in Honolulu,  Hawaii, we
intend to roast,  blend,  package and distribute coffee under private labels for
companies  worldwide.  Our private label coffee will be distributed in foil bags
and brick packs in a variety of sizes. We intend to produce private label coffee
for customers  primarily  hotels,  restaurants,  and retail stores who desire to
sell coffee under their own name but do not want to engage in the  manufacturing
process.  Sellers of private label coffee seek to achieve a similar quality at a
lower cost to the national brands  representing a better value for the consumer.
We have received an order to produce  private label roasted coffee to a Japanese
customer,  Jungle  Coffee.  We estimate  the order value to be about  $7,000 per
month.  The first orders were shipped in the quarter  ended  September  30, 2003
totaling  about  $12,000.  We  shipped  $19,000 in orders in the  quarter  ended
December  31,  2003 and  $36,000 in the year ended  March 31,  2004.  For larger
orders that require  additional  production  capacity,  we intend to arrange for
subcontractors in strategic  locations (but have not yet made any agreements) to
produce product according to our specifications.

         Wholesale Green Coffee. The number of specialty coffee outlets, such as
Starbucks,  Deidrichs  and  Seattle's  Best have been  increasing  in the United
States.  Although  we do not plan to sell to these large  chains,  the growth in
specialty  coffee  sales has  created  a  marketplace  for  higher  quality  and
differentiated products which can be priced at a premium. As a roaster/dealer of
green coffee located in Hawaii,  we believe we will be favorably  positioned for
our specialty coffee sales of Hawaiian green coffee.

         Green  gourmet  coffee  beans are sold as markets  for  Hawaiian  green
coffee are growing  rapidly,  direct from  warehouses to the small  roasters and
gourmet coffee shop operators which then roast the beans themselves.

                                        5
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Raw Materials

          Coffee is a commodity traded on the Commodities and Futures  Exchange.
Coffee prices are subject to fluctuation.  Over the past five years, the average
price per pound of coffee beans  ranged from  approximately  $.42 to $3.18.  The
price for coffee  beans on the New York  Exchange  as of March 20, 2003 was $.63
per pound.

         We intend to purchase our green coffee primarily from Hawaiian growers,
but we may also  purchase  from  dealers  located  within and without the United
States for coffees from around the world.

         The supply and price of coffee beans are subject to volatility  and are
influenced by numerous  factors  which are beyond our control.  Supply and price
can be affected by many factors such as weather,  politics and  economics in the
coffee  exporting  countries.  Increases  in the cost of coffee  beans can, to a
certain  extent,  be passed on to our customers in the form of higher prices for
coffee beans and processed  coffee.  However,  there can be no assurance that we
will be successful in passing coffee price increases to customers without losses
in sales volume or margin. Drastic or prolonged increases in coffee prices could
also  adversely  impact  our  business  as it could lead to a decline in overall
consumption of coffee.

         Similarly,  rapid  decreases in the cost of coffee beans could force us
to lower our sales prices before realizing cost reductions in our purchases.  In
addition,  a worldwide  supply  shortage of gourmet  coffee  beans could have an
adverse impact on us.

         Gourmet green coffee,  unlike most coffee,  does not trade  directly to
commodities  markets.  Instead,  it tends to  trade on a  negotiated  basis at a
substantial  premium over  commodity  coffee  pricing,  depending on the origin,
supply and demand at the time of purchase.

         From time to time,  we might  engage in the purchase and sale of coffee
futures and option contracts to guard against the effects of fluctuations in the
price of  green  coffee  beans  and to  supplement  our  supply  of  coffee,  if
necessary.  Management  has no experience  in the coffee  futures  business.  We
intend to use the  services  of John King,  of Harold King  Company,  a licensed
commodities broker specializing in coffee futures,  but we have not entered into
a contract with that firm to act for us.

Trademarks

         We hold a license to the common law trademark  Coscina Brothers Coffee.
We believe that this brand is  recognizable  in the  marketplace  and that brand
recognition will be important to the success of our branded coffee business.

Marketing

         We intend to market our  private  label and  wholesale  coffee  through
trade shows, industry publications,  face to face contact and through the use of
non-exclusive independent food and beverage sales brokers.

         For our private label and brand coffees,  we will, from time to time in
conjunction with retailers and with  wholesalers,  conduct in-store  promotions,
such as product demonstrations, coupons, price reductions and two-for-one.

         We believe that our unique and  specialized  product mix will enable us
to profitably grow and endure potential  commodity price volatility  inherent in
the coffee futures market. We seek to achieve  conservative  growth by enhancing
and  developing  long-term  relationships  with our  customers by expanding  our
product lines to satisfy changing

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<PAGE>
consumer tastes and  preferences.  We hope to
capitalize  on our  commitment  to quality and service and our personal  contact
with our customers.  We do not intend to compete on price alone nor do we intend
to grow sales at the  expense of  profitability.  We will  continue  to evaluate
opportunities for growth consistent with our business strategy.

         Because we have only  recently  commenced  operations  and have limited
sources of  operating  capital,  we believe  that  unless we obtain  substantial
funding  as set forth  under  "Plan of  Operations"  it will take a  significant
amount of time, at least several years, before we can meet our growth goals.

          In the event we lose our current  customer and do not obtain any other
customer,  we will  cease  business  operations.  We  have  not  formulated  any
contingency plans to take effect in the event our business operations cease.






Competition

         The coffee  market is highly  competitive.  We will  compete with other
suppliers  and  distributors  of green  coffee  beans and roasted  coffees.  Our
products will compete directly against  specialty coffees sold at retail through
supermarkets  and a growing  number of  specialty  coffee  stores.  We  believe,
however,  that we compete primarily across product lines and that competition in
regions in which we do not currently have  significant  market presence does not
differ  significantly from competition in those markets in which we currently do
business.

         Brand Competition. Our proprietary brand coffees will compete with many
other branded  coffees  which are sold in  supermarkets  and  specialty  stores,
primarily in the United  States.  The branded coffee is dominated by three large
companies:  Kraft General  Foods,  Inc.,  Proctor & Gamble Co. and Sara Lee, who
also  market  gourmet  coffee  in  addition  to  non-gourmet  coffee.  Our large
competitors have greater access to capital than us and have a greater ability to
conduct marketing and promotions.

         Private Label Competition. There are approximately four major producers
of coffee for  private  label sale in the United  States.  Many other  companies
produce coffee for sale on a regional  basis.  The principal  competitors are E.
Govina & Sons,  Kroger and the coffee division of Sara Lee. Both Kroger and Sara
Lee are larger and have more  financing and  resources  than we do and therefore
are able to devote more resources to product development and marketing. However,
because  Kroger owns the stores in which it sells coffee and therefore  competes
directly with potential  purchasers of its private label coffee,  many customers
will  not  purchase  private  label  coffee  from  Kroger.  Competition  for the
specialty  types of coffees we will sell is at the same cost level as our larger
competitors. Our ability to provide the special handling and meet the order size
of customers  that buy this product can be better served,  in our opinion,  by a
company which in our opinion is more highly focused.

         We believe that we can compete by providing a high level of quality and
customer  service.  This service includes  ensuring that the coffee produced for
each label maintains a consistent taste and delivering the coffee on time in the
proper  quantities.  We also intend to provide our private label  customers with
information on the coffee market on a regular  basis.  Private label coffee also
competes  with all of the branded  coffee on the market.  Sara Lee also produces
branded coffees which compete directly with their private label products.

         Wholesale Green Coffee Competition. There are many green coffee dealers
throughout  the United  States.  Many of these  dealers have  greater  financial
resources than us.  However,  we believe that our location in Hawaii will assist
in locating  good supply of  Hawaiian  beans.  Because we are also a roaster and
packaging  facility  as well as a seller of green  coffee,  we can  provide  our
roasting  facility as a value added  service to our gourmet  roaster  customers.
Because the gourmet green coffee beans are sold  unroasted to small coffee shops
and roasters that market their  products to local gourmet  customers,  we do not
believe that our gourmet green coffee  customers  compete with our private label
or branded  coffee lines of  business.  We believe it helps to have this type of
business to increase the awareness level and maintain prices.

Government Regulation

         Our coffee roasting operations will be subject to various  governmental
laws, regulations, and licenses relating to customs, health and safety, building
and land use, and environmental protection.  Our roasting facility is subject to
state  and  local  air-quality  and  emissions   regulation.   If  we  encounter
difficulties  in obtaining any

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<PAGE>
necessary  licenses or complying  with these laws
and regulations, then our product offerings could be limited.

         We believe that we will be in compliance in all material  respects with
all such laws and  regulations  and that we have obtained all material  licenses
and permits  that are required for the  operation  of our  business.  We are not
aware of any environmental  regulations that have or that we believe will have a
material adverse effect on our operations.

Employees

         We have no employees  other than our officers.  Upon receipt of funding
we plan to hire two persons in marketing and one in  administration.  All of our
employees are full time.


Item 2.   DESCRIPTION OF PROPERTY

          We are currently  using a limited amount of office space of an officer
and director.  We think our existing  office space will be adequate for the next
year. We also lease a roasting facility from the officer and director as needed.

Item 3.   LEGAL PROCEEDINGS

          Pacific  Land  and  Coffee  is  not  a  party  to  any  pending  legal
proceeding.

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

          No matters  were  submitted to a vote of security  holders  during the
fourth quarter of the fiscal year ended March 31, 2004.

                                     PART II


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

         Our common  stock has never been traded.  As of March 31,  2004,  there
were approximately 120 record holders of common stock.

         There are no warrants or options outstanding and no registration rights
have been  granted.  At the  present  time  10,000,000  shares are  outstanding,
including  3,000,000 which were outstanding  prior to the acquisition of Pacific
Land and Coffee  (Hawaii).  These 3,000,000 shares are eligible for resale under
Rule 144(k).

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


          We did not receive  revenues from  operations  until the quarter ended
September 30, 2003. Our initial  product  offered is a special  roasted blend to
one customer in Japan,  commencing in September,  2003. We also intend to engage
in the brokerage of green coffee beans,  but have not yet brokered any beans. We
have no arrangements,  contracts or understandings  with any person with respect
to green bean coffee bean brokerage. With respect to coffee brokerage orders, we
do not take  ownership of the green beans,  but only receive a commission on the
sale.  This contrasts with the sales of roasted blend,  in which we purchase the
materials and resell to the purchaser.


            Management's  experience  in the coffee  industry is that as typical
for coffee  brokerage and small specialty coffee sales, we do not have long term
sales  contracts.  We do not  have  any  written  contracts  for the sale of our
product.  We produce and ship as purchase orders are received.  We must wait for
future  purchase  orders to make sales

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<PAGE>
in the future.  Because coffee prices are
variable  and demand can also be variable,  we believe  that selling  under long
term contracts would not be practicable in our industry. Our purchase orders are
payable net 30 days,  but  currently we are  receiving  payment  immediately  on
shipment.  The sales in the quarter ended September 30, 2003 were about $12,000,
and $19,700 in the quarter ended December 31, 2003, or approximately $36,000 for
the year ended March, 2004.

         In the quarter ended June 30, 2004,  our sales were $8,877,  with gross
margin  of  $1,186,  or about  13%.  Our  general  and  administrative  expenses
primarily  consisted  of legal and  professional  fees  related  to our year end
audit.


         Our plan of  operation  for  calendar  2004 will  depend on  whether we
obtain  outside  funding.  If we do not  receive  outside  funding,  our plan of
operations  will be simple.  Based entirely on our  communications  with our one
customer, management believes, and has no reason to doubt, that we will continue
to achieve  the  current  level of sales  (about  $4,000 per month)  without any
significant marketing expenditures.  However, we cannot be certain of any future
sales.  Management  is  confident  that  Pacific Land and Coffee can continue to
enjoy at least its limited  level of sales,  but this belief is solely  based on
management's  communications  with  our one  customer.  Management  will use its
current business contacts to attempt to achieve additional sales. In particular,
Mr. Coscina has 25 years  experience in the coffee  industry.  We hope to obtain
purchase  orders with other  purchasers  in the fiscal year which ends March 31,
2005,  based on Management's  discussions  with numerous  potential  purchasers.
There are no  contingencies  or  conditions  to the above  sales  other than our
performance  under purchase  orders.  We will not require any outside funding to
accomplish  these sales,  nor will we need to make any capital  expenditures  or
hire employees and expect that we will slowly obtain additional specialty coffee
orders and green bean brokerage transactions. Business expenses will be advanced
by the  officers,  who will accrue  salaries  until the  receipt of  significant
revenues.  It's very  difficult  for  management to project our sales for fiscal
2005.  Management,  based on the  above  mentioned  discussions  with  potential
customers,  is hopeful that sales will gradually  increase but cannot  guarantee
sales will  remain at current  levels,  sales  will not  decrease,  nor that any
increase will occur. In the event we lose our current customer and do not obtain
any other customer,  we will cease business  operations.  We have not formulated
any contingency plans to take effect in the event our business operations cease.



         We  hope  to be  able  to  expand  our  operations  if we  can  receive
significant  outside funding.  We will not receive any proceeds from the sale of
shares in this offering. We are seeking $300,000 in funding for 12 months of our
business plan as follows:

                  Marketing                          $100,000
                  General and Administration$180,000
                  Research and Development  $ 20,000

         Upon receipt of the full amount of the funding  Pacific Land and Coffee
will  commence  marketing  primarily  of our  specialty  coffee  and green  bean
brokerage services.  We will develop proprietary coffee blends from research and
development  funds.  We believe we can  develop  several  blends and  attractive
packaging with such amount.  Marketing expenses will be comprised of printing of
marketing  materials and media costs, and salaries for sales  representatives or
sales associates. General and administrative costs include salaries estimated at
an aggregate of $10,000 per month for 12 months,  lease  expense,  telephone and
travel  expense.  In the event we obtain such  funding we believe that lead time
will be 2-3 months from funding until the commencement of increased sales.  With
full funding we will be able to hire sales assistants and to undertake marketing
via tradeshows and advertisements in industry  publications.  If we receive less
than the full  $300,000 we need,  we will not be able to  complete  this plan in
full.  If we receive  $100,000 in funding,  most of this amount will be used for
salaries of sales associates or sales  representatives.  The receipt of $200,000
will enable us to advertise,  to utilize trade shows and conventions,  to market
as well as direct mail, but we will not be able to pay management salaries.


         In our business of green bean brokerage, we will not ourselves purchase
any green beans or hold inventory.  As brokers, we will be engaged by either the
supplier who has green beans that it wishes to sell or by a purchaser who wishes
to purchase  beans.  Brokers  often advise in matters  peripheral  to the actual
sales transaction such as shipping arrangements.  Broker revenues consist of the
spread  between  the net  proceeds  to the  supplier  and the amount paid by the
purchaser.


         We do not have any agreements or understandings with respect to sources
of capital.  We have not  identified  any potential  sources.  Investors  cannot
expect that we will be able to raise any funds  whatsoever.  Even if we are able
to find one or more  sources of capital,  its likely that we will not be able to
raise the entire amount required  initially,  in which case our development time
will  be  extended  until  such  full  amount  can be  obtained.  Even if we are
successful  in obtaining  the required  funding,  we probably will need to raise
additional funds at the end of 12 months.

                                        9
<PAGE>
         Information   included  in  this  report   includes   forward   looking
statements,  which can be identified by the use of  forward-looking  terminology
such as may, will, expect,  anticipate,  believe,  estimate, or continue, or the
negative  thereof or other  variations  thereon or comparable  terminology.  The
statements in "Risk Factors" and other statements and disclaimers in this report
constitute cautionary statements identifying important factors,  including risks
and uncertainties,  relating to the forward-looking  statements that could cause
actual results to differ materially from those reflected in the  forward-looking
statements.

         Since we have not yet generated significant and consistent revenues, we
are a development stage company as that term is defined in paragraphs 8 and 9 of
SFAS No. 7. Our activities to date have been limited to seeking capital; seeking
supply  contracts and development of a business plan. Our auditors have included
an explanatory paragraph in their report on our financial  statements,  relating
to the  uncertainty  of our  business  as a going  concern,  due to our  lack of
operating  history  or  current  revenues,  its  nature as a start up  business,
management's  limited  experience  and limited  funds.  We do not  believe  that
conventional  financing,  such as bank loans,  is  available  to us due to these
factors.  We have no bank line of credit  available to us.  Management  believes
that it will be able to raise the required funds for operations from one or more
future offerings, in order to effect our business plan. Management has refrained
from discussions  regarding specific equity or debt offerings  commencing on the
filing  of a  pending  Registration  Statement.  However,  prior to such  filing
management  found  significant  interest  from  individual  investors  in making
investments  in  Pacific  Land and  Coffee  provided  that a listing on a public
market was obtained.  No terms have been  discussed,  and we cannot  predict the
price or terms of any offering nor the amount of dilution existing  shareholders
may experience as a result of such offering.  We do not expect to sell shares in
any proposed financing for less than $.01 per share.

Forward looking information

         Our future operating results are subject to many factors, including:

         o     the impact of rapid and persistent fluctuations in the price of
coffee beans;

         o     fluctuations in the supply of coffee beans;

         o     general economic conditions and conditions which affect the
 market for coffee;

         o     our success in implementing our business strategy or introducing
 new
            products;

         o     our ability to attract and retain customers;

         o     the effects of competition from other coffee manufacturers and
other
            beverage alternatives;

         o     changes in tastes and preferences for, or the consumption of,
            coffee;

         o     our ability to obtain additional financing; and

         o     other risks which we identify in future filings with the SEC.

      In some cases, you can identify forward-looking  statements by terminology
such as "may," "should," "could," "predict," "potential,"  "continue," "expect,"
"anticipate,"  "future,"  "intend,"  "plan,"  "believe,"  "estimate" and similar
expressions  (or the  negative of such  expressions).  Any or all of our forward
looking statements in this  annual report  and in any other public statements
we make may turn out to be wrong. They can be affected by inaccurate assumptions
we might make or by known or unknown risks and uncertainties.  Consequently,  no
forward  looking  statement  can be  guaranteed.  In  addition,  we undertake no
responsibility  to update any  forward-looking  statement  to reflect  events or
circumstances which occur after the date of this report.

                                        10
<PAGE>

Item 7.  FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA

            The consolidated  financial statements of the Company required to be
            included in Item 7 are set forth in the Financial Statements Index.

                                        11

<PAGE>


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

          David T. Thomson,  PC. ("Thomson")  resigned as independent auditor of
the Registrant's  Pacific Land and Coffee Corporation  (Hawaii) subsidiary ("PLC
Hawaii") on September 8, 2003. The report by Thomson on the financial statements
of PLC Hawaii  dated April 17, 2003,  including a balance  sheet as of March 31,
2004 and the statements of operations, cash flows and statement of stockholders'
equity for the period  inception  (February  14, 2003) to March 31, 2004 did not
contain an adverse  opinion or a  disclaimer  of opinion,  or was  qualified  or
modified as to  uncertainty,  audit scope or accounting  principles.  During the
period  covered by the financial  statements  through the date of resignation of
the former accountant, there were no disagreements with the former accountant on
any  matter  of  accounting   principles  or  practices,   financial   statement
disclosure,  or  auditing  scope  or  procedure.  Thomson  was  provided  by the
disclosure  set forth above and  provided  the  Registrant  with a letter to the
effect that it did not disagree with the above statements as far as they related
to  Thomson.  A copy of  Thomson's  letter is filed as an exhibit to our Current
Report on Form 8-K dated September 8, 2003.

         On October 15, 2003 the Registrant engaged Mantyla  McReynolds,  LLC as
its new independent accountants.  Prior to the engagement of Mantyla McReynolds,
LLC  the  Registrant  did  not  consult  with  Mantyla  McReynolds,  LLC  on the
application of accounting principles to any specific transaction nor the type of
audit opinion that might be rendered on the Registrant's financial statements.

                                    PART III

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

Directors and Executive Officers

         The members of the Board of  Directors of Pacific Land and Coffee serve
until the next annual meeting of  stockholders,  or until their  successors have
been elected. The officers serve at the pleasure of the Board of Directors.  The
following are the  directors  and executive  officers of Pacific Land and Coffee
since its inception on February 14, 2003. They devote substantially full time to
Pacific Land and Coffee.

         Dale G. Nielsen                    Chief Executive Officer and Director
         Alfred Coscina                     Chief Financial Officer, Secretary
and Director

         Dale G.  Nielsen,  55, has been  president of General  Pacific,  Inc.,
 for more than the past five years.
General Pacific, Inc. consults on real estate, retailing and telecommunications.

         Alfred  Coscina,  65, has been founder and president of Daga Restaurant
Ware,  Coscina  Brothers Coffee Company and Kona Wave Coffee Company since 1978.
Prior to 1973 he was owner of  Boston  Insulated  Wire and Cable and  Rockbestos
Wire and Cable. He graduated with a degree in psychology from Alfred  University
and he attended  graduate courses in pyschology at the University of Buffalo and
the University of New Mexico.

Code of Ethics

          Pacific Land and Coffee has not adopted a code of ethics which applies
to the chief executive officer,  or principal  financial ad accounting  officer,
because of our level of operations at this time.

Audit Committee Financial Expert

         Pacific  Land and Coffee does not have an audit  committee.  The entire
board of  directors  functions as the audit  committee.  Pacific Land and Coffee
does  not  have a  financial  expert  on its  audit  committee,  because  of the
difficulty  encountered by all small public companies in obtaining outside board
members. We cannot predict when, if ever, we will be able to attract a person to
the board of directors who is a financial expert.


                                        12
<PAGE>
Item 10. EXECUTIVE COMPENSATION

         The following  table sets forth the cash and all other  compensation of
Pacific Land and Coffee's  executive  officers and directors  during each of the
last three fiscal years.  The  remuneration  described in the table includes the
cost to Pacific  Land and Coffee of any  benefits  which may be furnished to the
named  executive  officers,  including  premiums for health  insurance and other
benefits  provided to such  individual  that are extended in connection with the
conduct of Pacific Land and Coffee's  business.  The  executive  officers  named
below did not receive any manner of compensation in the years set forth below.

         Until we obtain  funding,  officers are devoting  most of their time to
other  employment and are serving  without  compensation.  Following  funding we
expect that the aggregate monthly compensation for management will be $10,000.
<TABLE>
<CAPTION>

                           Summary Compensation Table

                     ANNUAL COMPENSATION                                       LONG TERM COMPENSATION


    Name and                                                   Other Annual          Awards     Payouts         All
    Principal Position              Year         Salary                 Bonus                   Compensation
Other
                                                                              RestrictedSecurities           LTIP
Compensation
                                                                              Stock   Underlying Payouts ($)
                                                                              Awards ($)Options SARs(#)

<S>                        <C>      <C>               <C>           <C>            <C>      <C>         <C>       <C>
 Dale G. Nielsen           2004     $      0          0             0              0        0           0         0
 CEO                       2003           0          0             0              0        0           0
                           2002            0          0             0              0        0           0         0

Alfred Coscina             2004     $      0          0             0              0        0           0         0
 CFO                       2003           0          0             0              0        0           0
                           2002            0          0             0              0        0           0         0



</TABLE>


         Pacific  Land and Coffee  Corporation,  by  resolution  of its Board of
Directors  and  stockholders,  adopted a 1994 Stock  Option Plan (the "Plan") on
April 20,  1994.  The Plan  enables  the  Company  to offer an  incentive  based
compensation  system to  employees,  officers and  directors and to employees of
companies who do business with the Company.

         In the discretion of a committee  comprised of  non-employee  directors
(the  "Committee"),  directors,  officers,  and key  employees  or  employees of
companies  with  which we do  business  become  participants  in the  Plan  upon
receiving  grants in the form of stock options or restricted  stock.  A total of
2,000,000  shares are authorized for issuance under the Plan, of which no shares
are  issued.  The  Company  may  increase  the number of shares  authorized  for
issuance  under the Plan or may make other  material  modifications  to the Plan
without  shareholder  approval.  However,  no amendment  may change the existing
rights of any option holder.


                                   13
<PAGE>
         Any shares  which are subject to an award but are not used  because the
terms and  conditions  of the award are not met, or any shares which are used by
participants to pay all or part of the purchase price of any option may again be
used for awards  under the Plan.  However,  shares with respect to which a stock
appreciation right has been exercised may not again be made subject to an award.

         Stock  options  may  be  granted  as  non-qualified  stock  options  or
incentive  stock  options,  but incentive  stock options may not be granted at a
price  less  than 100% of the fair  market  value of the stock as of the date of
grant (110% as to any 10% shareholder at the time of grant); non-qualified stock
options may not be granted at a price less than 85% of fair market  value of the
stock as of the date of grant.  Restricted  stock may not be  granted  under the
Plan in connection with incentive stock options.

         Stock  options  may be  exercised  during a period of time fixed by the
Committee except that no stock option may be exercised more than ten years after
the date of grant or three years after death or disability,  whichever is later.
In the discretion of the Committee, payment of the purchase price for the shares
of stock  acquired  through the  exercise of a stock option may be made in cash,
shares  of  Common  Stock  or by  delivery  or  recourse  promissory  notes or a
combination  of  notes,  cash and  shares  of the  Company's  common  stock or a
combination  thereof.  Incentive  stock options may only be issued to directors,
officers and employees.

         Stock  options  may be granted  under the Plan may include the right to
acquire an Accelerated Ownership Non-Qualified Stock Option ("AO"). If an option
grant  contains  the AO  feature  and if a  participant  pays all or part of the
purchase price of the option with shares of common stock,  then upon exercise of
the option the  participant  is granted an AO to  purchase,  at the fair  market
value as of the date of the AO grant, the number of shares of common stock equal
to the sum of the number of whole shares used by the  participant  in payment of
the purchase price and the number of whole shares,  if any,  withheld as payment
for withholding  taxes. An AO may be exercised between the date of grant and the
date of  expiration,  which  will be the same as the date of  expiration  of the
option to which the AO is related.

         Stock  appreciation  rights and/or  restricted  stock may be granted in
conjunction  with, or may be unrelated to stock  options.  A stock  appreciation
right entitles a participant to receive a payment,  in cash or common stock or a
combination  thereof,  in an amount equal to the excess of the fair market value
of the stock at the time of exercise  over the fair market  value as of the date
of grant.  Stock  appreciation  rights may be exercised  during a period of time
fixed by the  Committee not to exceed ten years after the date of grant or three
years after death or disability,  whichever is later.  Restricted stock requires
the  recipient  to  continue  in service as an  officer,  director,  employee or
consultant  for a fixed period of time for  ownership of the shares to vest.  If
restricted  shares or stock  appreciation  rights  are  issued  in  tandem  with
options,  the  restricted  stock or stock  appreciation  right is canceled  upon
exercise of the option and the option will  likewise  terminate  upon vesting of
the restricted shares.

Item 11.    SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT

         The following table sets forth  information  relating to the beneficial
ownership of Company  common stock as of March 31, 2004 by (i) each person known
by  Pacific  Land and Coffee to be the  beneficial  owner of more than 5% of the
outstanding  shares of common  stock and (ii) each of Pacific  Land and Coffee's
directors and executive officers. Unless otherwise noted below, Pacific Land and
Coffee  believes  that all  persons  named in the  table  have sole  voting  and
investment power with respect to all shares of common stock  beneficially  owned
by them. For purposes  hereof,  a person is deemed to be the beneficial owner of
securities  that can be  acquired  by such  person  within 60 days from the date
hereof upon the exercise of warrants or options or the conversion of convertible
securities.  Each  beneficial  owner's  percentage  ownership is  determined  by
assuming that any warrants,  options or convertible  securities that are held by
such person (but not those held by any other  person) and which are  exercisable
within 60 days from the date hereof, have been exercised.

                                        14
<PAGE>
<TABLE>
<CAPTION>

    Name and Address                           Common Stock                Percentage


<S>                                              <C>                          <C>
Dale G. Nielsen(1)                               4,662,000                    46.6%

Alfred Coscina(1)                                2,338,000                    23.4

Jehu Hand(2)                                     2,400,000                     24%
24351 Pasto Road, Suite B
Dana Point, California 92629
All officers and directors
  as a group (2 persons)                         7,000,000                     70%
</TABLE>

(1)      The address of this person is c/o the Company.
(2)      Includes  2,400,000 shares held by Ecco Petroleum Family Limited
 Partnership  which Mr. Hand controls and
of which the beneficial owner is a family irrevocable trust for the benefit of
 his children.

Item 12.  CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS

         Back Channel  Investments,  Inc. was organized as a Delaware
 corporation on April 21, 1994 to seek out an
advantageous  acquisition.  On May 20, 2003, Back Channel  Investments,  Inc.
 acquired all of the capital stock of
Pacific  Land and Coffee  Corporation,  a Hawaii  corporation,  in exchange
for  7,000,000  shares of newly issued
common  stock of Back  Channel  Investments,  Inc..  Prior to the  exchange
 Back  Channel  Investments,  Inc.  had
3,000,000  shares  outstanding  (after giving effect to a three-for-one
 forward stock split).  As a result,  there
are 10,000,000 shares  outstanding.  Back Channel  Investments,  Inc. has
 subsequently  changed its name to Pacific
Land &  Coffee  Corporation,  the same  name as its  Hawaii  subsidiary.
 References  to  Pacific  Land and  Coffee
Corporation  in this  report are to the  combined  entity  unless  otherwise
noted.  Prior to the  exchange,  Back
Channel  Investments,  Inc. and Pacific Land and Coffee Corporation had no
 affiliation or prior  relationship.  The
terms of the share exchange were negotiated at arm's length.

            We sublease a roaster  facility  in Hawaii from a limited  liability
company owned by Alfred Coscina, an officer and director. Through March 31, 2004
no usage had occurred under this lease.



                                        15
<PAGE>


                                     PART IV


Item 13.    EXHIBITS AND REPORTS ON FORM 8-K

            (a) Exhibits.  The following exhibits of the Company are
 included herein.

    Exhibit No.            Document Description

2.                         Agreement  and  Plan of  Reorganization  between
 Back  Channel  Investments,  Inc.  and
                  Pacific Land and Coffee Corporation (2)

3.       Certificate of Incorporation and Bylaws

         3.1.     Articles of Incorporation(1)
         3.2      Articles of Amendment(2)
         3.3      Bylaws(1)

10.      Material Contracts

         10.1 Stock Option Plan.(1)
         10.2 Sublease of Roaster Facilities(4)

16.1     Letter regarding change in certifying accountant(3)

(1)      Filed with the Company's original Form 10-SB.
(2)      Filed with Registration Statement on Form SB-2, file no. 333-105564
 and incorporated by reference.
(3)      Incorporated by reference to the Current Report on Form 8-K dated
September 8, 2003.
(4)      Filed with Amendment No. 1 to Registration Statement 333-105564 and
 incorporated by reference(5)

        (b)                Reports on Form 8-K.- None

Item 14. Controls and Procedures.

  Not Applicable

Item 15. Principal Accountant Fees and Services.

Audit Fees

Our principal accountants,  Mantyla, McReynolds LLC, billed us $3,257 and $1,724
for audit fees and review of  quarterly  filings in the fiscal years ended March
31, 2004 and 2003, respectively.

Less than 50% of the hours  expended  by our  auditors on the audit for the year
ended March 31, 2004 were performed by persons'  other than Mantyla  McReynolds,
LLC's permanent full time employees.

There were $2,619, $0 and $0,  respectively paid in audit related fees, tax fees
and all other fees to Mantyla McReynolds during the year ended March 31, 2004.


                                   16
<PAGE>
Audit Committees pre-approval policies and procedures.

We do not have an audit committee.  Our engagement of Mantyla McReynolds LLC was
approved  by the Board of  Directors.  No  services  described  in Item  9(e)(2)
through 9(e)(4) of Schedule 14A were performed by our auditors.



                                   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 on November 4, 2004.



                                            PACIFIC LAND AND COFFEE CORPORATION


                                                     By:    /s/ Dale G. Nielsen
                                                              Dale G. Nielsen
                                                         Chief Executive Officer


        Pursuant to the  requirements  of the  Securities  Exchange Act of 1934,
this  report has been  signed  below by the  following  persons on behalf of the
Registrant and in the capacities on November 4, 2004.


By:     /s/ Dale G. Nielsen                Chief Executive Officer and Director
        Dale G. Nielsen                       (principal executive officer)


By:     /s/ Alfred Coscina               Chief Financial  Officer and Director
        Alfred Coscina              (principal financial and accounting officer)


<PAGE>
<TABLE>
<CAPTION>



                                        PACIFIC LAND AND COFFEE CORPORATION
                                           [A Development Stage Company]


                                                 TABLE OF CONTENTS






                                                                                                                             Page

<S>                                                                                                                          <C>
Independent Auditors' Report                                                                                                 1

Balance Sheet -- March 31, 2004                                                                                              2

Statements of Operations for the periods ended March 31, 2004 and 2003 and for the                                           3
period from Inception [February 14, 2003] through March 31, 2004

Statement of Stockholders' Equity  for the period from Inception [February 14,
2003] through March 31, 2004                                                                                                 4

Statements of Cash Flows for periods ended March 31, 2004 and March 31, 2003
and for the period from Inception [February 14, 2003] through March 31, 2004                                                 5

Notes to Financial Statements                                                                                                6 - 9


</TABLE>





<PAGE>







                       Report of Independent Registered Public Accounting Firm


The Board of Directors and Shareholders
Pacific Land and Coffee Corporation [a development stage company]:


We have  audited  the  accompanying  balance  sheet of  Pacific  Land and Coffee
Corporation [a development  stage company] as of March 31, 2004, and the related
statements of operations,  stockholders'  equity, and cash flows for the periods
ended March 31, 2004 and 2003 and for the period from  inception  [February  14,
2003] through March 31, 2004. These financial  statements are the responsibility
of the  Company's  management.  Our  responsibility  is to express an opinion on
these financial statements based on our audit.

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

In our opinion,  the financial  statements  referred to above present fairly, in
all  material  respects,  the  financial  position  of  Pacific  Land and Coffee
Corporation [a development  stage company] as of March 31, 2004, and the results
of its  operations  and cash flows for the periods ended March 31, 2004 and 2003
and for the period  from  inception  [February  14,  2003] to March 31,  2004 in
conformity with accounting principles generally accepted in the United States of
America.

The accompanying  financial  statements have been prepared assuming that Pacific
Land and Coffee  Corporation  will continue as a going concern.  As discussed in
Note 2 to the financial  statements,  the Company has limited  operating capital
with revenue from  operations.  Realization  of a major portion of the assets is
dependent upon the Company's ability to meet its future financing  requirements,
and the success of future  operations.  These  factors raise  substantial  doubt
about the  Company's  ability to  continue  as a going  concern.  The  financial
statements do not include any  adjustment  that might result from the outcome of
this uncertainty.


Mantyla McReynolds
Salt Lake City, Utah
June 18, 2004




<PAGE>

<TABLE>
<CAPTION>


                                          PACIFIC LAND AND COFFEE COMPANY
                                           [A Development Stage Company]
                                                   Balance Sheet
                                                  March 31, 2004





                                                      ASSETS


Current Assets:
<S>                                                                                             <C>
    Cash in bank                                                                                $                  1,609
                                                                                                   ---------------------
      Total Current Assets                                                                                        1,609
                                                                                                   ---------------------
                             Total Assets                                                       $                  1,609
                                                                                                   =====================

                                       LIABILITIES AND STOCKHOLDERS' EQUITY


Liabilities:
  Current Liabilities:
  Accounts payable                                                                              $                      0
                                                                                                   ---------------------
      Total Current Liabilities                                                                                       0
           Total Liabilities                                                                                           0


Stockholders' Equity:
  Preferred Stock - 1,000,000 shares  authorized having a par value of $.001 per
      share, 1,000,000 shares issued
and     no shares outstanding                                                                                         0
  Common Stock -- 20,000,000 shares authorized having a
   par value of $.001 per share; 10,000,000 shares issued
   and outstanding - Note 3                                                                                      10,000
  Additional Paid-in Capital                                                                                     (6,020)
                                                                                                                 =======
  Deficit accumulated during the development stage                                                               (2,371)
                                                                                                   ---------------------
                      Total Stockholders' Equity                                                                  1,609
                                                                                                   ---------------------
              Total Liabilities and Stockholders' Equity                                        $                 1,609
                                                                                                   =====================




</TABLE>



                                  See accompanying notes to financial statements

                                                         2

<PAGE>
<TABLE>
<CAPTION>



                                                 PACIFIC LAND AND COFFEE CORPORATION
                                                   [A Development Stage Company]
                                                      Statements of Operations
                                           For the periods  ended March 31, 2004
                            and 2003 and for the periodfrom  Inception [February
                            14, 2003] through March 31, 2004




                                                                                        Twelve                Two       February 14,
                                                                                        Months              Months      2003 through
                                                                                       March 31,           March 31,       March 31,
                                                                                         2004                2003              2004
<S>                                                                               <C>                 <C>                 <C>
Revenues                                                                          $           35,924  $               0      35,924

Cost of Sales
  Cost of Goods Sold                                                                           31,465                 0      31,465
                                                                                  ------------------- ----------------- ----------
  Gross Profit                                                                                  4,459                 0       4,459

General & Administrative Expenses                                                               5,635              1,195      6,830
                                                                                  ------------------- ------------------------------

                      Operating Loss                                                           (1,176)            (1,195)     2,371)

                                                                                  ------------------- ------------------------------
               Net Loss Before Income Taxes                                                    (1,176)            (1,195)    (2,371)

Provision for Income Taxes                                                                          0                  0           0
                                                                                  ------------------- ------------------------------

Net Loss                                                                          $            (1,176) $          (1,195) $  (2,371)
                                                                                  =================== ==============================


Loss Per Share                                                                    $            (0.01) $            (0.01)     (0.01)
                                                                                  =================== =================== ==========

Weighted Average Shares Outstanding-Note 1                                          10,000,000          10,000,000        10,000,000
                                                                                  =================== =================== ==========

</TABLE>


                                 See accompanying notes to financial statements

                                                                 3

<PAGE>

<TABLE>
<CAPTION>


                                                PACIFIC LAND AND COFFEE CORPORATION
                                                   [A Development Stage Company]
                                                 Statement of Stockholders' Equity
                                         For the periods ended March 31, 2004 and 2003 and
                                      from Inception [February 14, 2003] through March 31, 2004




                                                                           Additional                                     Net
                                      Common              Common             Paid-in             Accumulated         Stockholders'
                                      Shares               Stock             Capital               Deficit              Equity
                                  --------------      --------------     ---------------      ----------------     ----------------
<S>                                            <C>    <C>                <C>                  <C>                  <C>
Balance, February 14, 2003                     0      $            0     $             0      $             0      $             0
Shares issued to initial
stockholders for cash at
inception at approximately $1.00
per share                                  1,000                   0               1,002                                      1,002
Contributed Capital-Corporate
organization and start-up costs,
at inception, services and costs
at estimated fair market value                                                     1,000                                      1,000
Net loss from February 14, 2003
(inception) to March 31, 2003
                                                                                                       (1,195)              (1,195)
                                  --------------      --------------     ---------------      ----------------     ----------------
Balance, March 31, 2003                    1,000      $            0     $        2,002                (1,195)                  807
Change in outstanding shares
from a recapitalization of the
Company.                               9,999,000      $       10,000     $      (10,000)                                          0
Cash contributed for working
capital                                                                            1,978                                      1,978
Net loss for year ended  March
31, 2004                                                                                               (1,176)              (1,176)
                                  --------------      --------------     ---------------      ----------------     ----------------

Balance, March 31, 2004               10,000,000      $       10,000     $       (6,020)      $        (2,371)     $         1,609
                                                                        -       -------

                                  ==============      ==============     ===============      ================     ================




</TABLE>








                                See accompanying notes to financial statements

                                                                 4

<PAGE>
<TABLE>
<CAPTION>



                                                 PACIFIC LAND AND COFFEE CORPORATION
                                                   [A Development Stage Company]
                                                      Statements of Cash Flows
                                         For the periods ended March 31, 2004 and 2003 and
                                      from Inception [February 14, 2003] through March 31, 2004




                                                                                         Twelve             Two           February
                                                                                          Months           Months          14, 2003
                                                                                           ended            ended           Through
                                                                                        March 31,        March 31,        March 31,
                                                                                          2004             2003             2003

Cash Flows from Operating Activities
<S>                                                                                <C>              <C>              <C>
Net Loss                                                                           $       (1,176)  $       (1,195)  $      (2,371)
Adjustments to reconcile net loss to net cash provided by
operating activities:
    Contributed Capital-noncash fair market value of
    start-up and organization services and costs                                               0            1,000            1,000
                                                                                  ---------------  ---------------  ---------------
             Net Cash Used for Operating Activities                                       (1,176)            (195)          (1,371)

Cash Flow from Financing Activities:
 Proceeds from the sale of stock/contributed cash                                          1,978            1,002            2,980
                                                                                  ---------------  ---------------  ---------------
             Net Cash provided by Financing activities                                     1,978            1,002            1,609

                      Net Increase in Cash                                                   802              807            1,609

Beginning Cash Balance                                                                       807                0                0
                                                                                  ---------------  ---------------  ---------------

Ending Cash Balance                                                               $        1,609   $          807   $        1,609
                                                                                  ===============  ===============  ===============

Supplemental Disclosure of Cash Flow Information:
  Cash paid during the year for interest                                           $            0   $            0   $           0
  Cash paid during the year for income taxes                                       $            0   $            0   $           0








</TABLE>









                                 See accompanying notes to financial statements

                                                                 5

<PAGE>

                                             PACIFIC LAND AND COFFEE CORPORATION
                                                   [A Development Stage Company]
                                                   Notes to Financial Statements
                                                           March 31, 2004

Note 1               Organization and Summary of Significant Accounting Policies
                     -----------------------------------------------------------

                  (a) Organization

                  Pacific  Land  and  Coffee   Corporation   (the  Company)  was
                  organized  under the laws of the  State of Hawaii on  February
                  14, 2003 and has elected a fiscal year end of March 31st.  The
                  Company  was  organized  for the purpose of the  research  and
                  development  of tropical  plantation  plants,  to own and sell
                  real and  personal  property and to sell  products.  Currently
                  selling coffee and/or coffee related products.

                  On May 20,  2003,  the  Company  combined  with  Back  Channel
                  Investments, Inc., in a reverse merge pursuant to an Agreement
                  and Plan of  Reorganization.  Back  Channel  acquired  all the
                  outstanding  shares of common stock of the Company in exchange
                  for  7,000,000  shares of Back  Channel's  common  stock.  The
                  surviving entity is Pacific Land and Coffee Corporation.  Upon
                  completion of the agreement,  the combined Company essentially
                  re-capitalized  to  have  10,000,000  shares  outstanding.  No
                  change  in net book  value or  goodwill  was  recognized.  The
                  pre-merger financial statements of Pacific Land and Coffee are
                  now  the  historical  financial  statements  of  the  Combined
                  Company.

                  The  Company is  considered  a  development  stage  company as
                  defined in Statement of Financial  Accounting Standards No. 7.
                  The Company has at the present  time,  not paid any  dividends
                  and any  dividends  that may be paid in the future will depend
                  upon the  financial  requirements  of the  Company  and  other
                  relevant factors.

                  (b) Income Taxes

                  The Company  applies the  provisions of Statement of Financial
                  Accounting  Standards No. 109 [the Statement],  Accounting for
                  Income Taxes.  The  Statement  requires an asset and liability
                  approach for  financial  accounting  and  reporting for income
                  taxes,   and  the  recognition  of  deferred  tax  assets  and
                  liabilities   for  the  temporary   differences   between  the
                  financial  reporting  basis  and tax  basis  of the  Company's
                  assets and  liabilities at enacted tax rates expected to be in
                  effect  when such  amounts are  realized or settled.  Due to a
                  loss from inception, the Company has no tax liability. At this
                  time the Company has no deferred  taxes arising from temporary
                  differences  between income for financial reporting and income
                  tax purposes.

                  (c) Net Loss Per Common Share

                  Loss per common share is based on the weighted-average  number
                  of shares  outstanding.  There are no common stock equivalents
                  outstanding,   thus,   basic  and   diluted   loss  per  share
                  calculations are the same.

                  (d) Cash and Cash Equivalents

                  For  purposes  of the  statement  of cash  flows,  the Company
                  considers all highly liquid debt instruments  purchased with a
                  maturity  of  three  months  or less  to be cash  equivalents.
                  During the period  ending  March 31,  2004 the Company did not
                  have non-cash investing or financing activities.

                                                               6

<PAGE>



                                             Pacific Land and Coffee Corporation
                                                  [A Development Stage Company]
                                                  Notes to Financial Statements
                                                         March 31, 2004

Note 1    Organization and Summary of Significant Accounting Policies[continued]
                    -----------------------------------------------------------

                  (e) Use of Estimates in Preparation of Financial Statements

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

                  (f) Revenue Recognition

         The Company  recognizes  revenues in accordance with the Securities and
         Exchange  Commission,  Staff  Accounting  Bulletin  (SAB)  number  104,
         "Revenue  Recognition  in  Financial  Statements."  SAB  104  clarifies
         application  of U.  S.  generally  accepted  accounting  principles  to
         revenue transactions.

         To date, the Company has recognized revenue primarily from sales to one
         customer.  Revenue  on coffee  and  accessory  sales is  recognized  as
         products  are  delivered  to the  customer  or  retailer.  That is, the
         arrangements  of the sale are  documented,  the product is delivered to
         the  customer  or  the  retailer,   the  pricing  becomes  final,   and
         collectibility  is reasonably  assured.  The Company may also recognize
         revenue from brokered coffee sales. This revenue is recognized when the
         transaction  is complete  and based on the  contract.  Brokered  coffee
         sales  shall be  recorded  as the net  commission  recognizable  to the
         Company. To date, no brokered revenue has been recognized.

         The  Company  records  accounts  receivable  for sales  which have been
         delivered  but for which  money  has not been  collected.  The  balance
         uncollected as of March 31, 2004 was $0. For customer purchases paid in
         advance,  the Company  records a liability  until products are shipped.
         There was no  outstanding  unearned  revenue from  product  sales as of
         March 31, 2004.




                  (g) Inventory

                  Inventories  are stated at the lower of cost or  market,  cost
                  being determined on a first-in,  first-out method. The Company
                  has no inventory as of March 31, 2004. To date,  inventory has
                  been shipped from the supplier directly to the customer.


Note 2                     Going Concern

                  The Company has limited operating capital with limited revenue
                  from operations.  Realization of a major portion of the assets
                  is  dependent  upon the  Company's  ability to meet its future
                  financing requirements,  and the success of future operations.
                  These  factors  raise  substantial  doubt about the  Company's
                  ability  to  continue  as  a  going  concern.   The  financial
                  statements  do not include any  adjustment  that might  result
                  from the outcome of this uncertainty.





                                                               7

<PAGE>



                                           PACIFIC LAND AND COFFEE CORPORATION
                                                  [A Development Stage Company]
                                       Notes to Financial Statements [continued]
                                                         March 31, 2004

Note 3                     Common Stock

                  The Company at  inception  issued 1,000 shares of common stock
                  to two initial  stockholders at approximately  $1.00 per share
                  for a total amount of $1,002.

                  On May 20,  2003,  the  Company  combined  with  Back  Channel
                  Investments, Inc., in a reverse merge pursuant to an Agreement
                  and Plan of  Reorganization.  Bank Channel acquired all of the
                  outstanding  shares of common stock of the Company in exchange
                  for 7,000,000 shares of Back Channel's common stock.  Prior to
                  the  combination,  Back Channel had 1,000,000 shares of common
                  stock  outstanding  which were  forward  split on the basis of
                  three for one. The surviving entity is Pacific Land and Coffee
                  Corporation.  Upon  completion of the agreement,  the combined
                  Company  essentially  re-capitalized to have 10,000,000 shares
                  outstanding.

                  The  company  is in  the  process  of  filing  a  registration
                  statement with the Securities and Exchange  Commission on Form
                  SB-2. The offering  includes  3,000,000 shares of common stock
                  of Pacific Land & Coffee Corporation, which are offered by the
                  selling  stockholders.  The expenses of the offering  shall be
                  paid by Pacific Land and Coffee.  Pacific Land and Coffee will
                  not  receive  any  proceeds  from  the  sale  of  the  selling
                  stockholders.  Certain of the selling  stockholders which were
                  promoters or  affiliates of Pacific Land and Coffee are deemed
                  underwriters.


Note 4                     Income Taxes

                  Below is a summary of deferred tax asset  calculations  on net
                  operating  loss carry  forward  amounts.  Loss  carry  forward
                  amounts  expire  in 2024.  Currently  there  is no  reasonable
                  assurance that the Company will be able to take advantage of a
                  deferred tax asset,  thus,  an  offsetting  allowance has been
                  established for the deferred asset.
<TABLE>
<CAPTION>

                                             NOL
Description                                Balance              Tax                 Rate
----------------------------------      -------------     ---------------    ------------------
<S>                                            <C>                   <C>            <C>
   Federal Income Tax                          $2,371                $356           15%
   Valuation allowance                                              (356)
                                                          ---------------
Deferred tax asset 3/31/04                                             $0
                                                          ===============
</TABLE>

                The allowance has increased $177 from $179 as of March 31, 2003



                                                               8

<PAGE>


                                             PACIFIC LAND AND COFFEE CORPORATION
                                                  [A Development Stage Company]
                                       Notes to Financial Statements [continued]
                                                         March 31, 2004


Note 5                     Related Party Transactions

                  An officer of the Company is  providing  a mailing  address to
                  the Company without  charge.  This service has been determined
                  by the  Company to have only  nominal  value.  As of March 31,
                  2004 no compensation  has been paid or accrued to any officers
                  or directors of the Corporation.

                  An  officer  and  director  of the  Company  prepared  initial
                  corporate  documents and forms related to the incorporation of
                  the Company at no cost to the  Company.  The fair market value
                  of the  start-up  and  organizational  services and costs were
                  estimated to be $1,000.  During the fiscal year,  two officers
                  and  shareholders  of the  Company  contributed  a $1,978  for
                  expenses of the Company These  contributions have been treated
                  as paid-in capital in these financial statements.

                  On March 3, 2003 the Company entered into a license  agreement
                  with a company,  whose  President  is also a  director  of the
                  Company, to exclusively use, sell and distribute, all of their
                  Hawaiian specialty coffee products.  The Company agrees to pay
                  a royalty of ten percent of net sales price for each  licensed
                  product sold.


                                                               9