FORM 10-KSB
    SECURITIES AND EXCHANGE COMMISSION
          Washington, D.C. 20549
[X] 15,ANNUAL REPORT UNDER SECTION 13 OR 15(D) OF
   THE SECURITIES EXCHANGE ACT OF 1934
    For the fiscal year ended: 6/30/02
                       OR
[ ]15,TRANSITION REPORT PURSUANT TO SECTION 13 OR
15(D) OF THE SECURITIES EXCHANGE ACT OF 1934
For the transition period from            to

Commission file number:       000-27251

    JARRETT/FAVRE DRIVING ADVENTURE, INC.
     (Exact name of Small Business Issuer in its charter)



FLORIDA                         59-3564984
  (State or other jurisdiction of           (I.R.S. Employer
    incorporation or organization           Identification No.)

4279 Burnwood Trail
Denver, North Carolina                28037
 (Address of principal executive offices)            (Zip Code)

Registrant's Telephone number, including area
code:  (888) 467-2231


Securities registered pursuant to
    Section 12(b) of the Act:       None
Securities registered pursuant  to
     Section 12(g) of the Act:
   Common  Stock, $.01 par value

Check whether the Company (1) has filed all
reports required to be filed by Section 13 or
15(d) of the Securities Exchange Act during the
preceding 12 months (or such shorter period that
the Company was required to file such reports),
and (2) has been subject to such filing
requirements for at least 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 Company'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  ]



<PAGE>2

The Company's revenues for its most recent fiscal
year were $662,559. As of June 30, 2002 the
market value of the Company's voting $.0l par
value common stock held by non-affiliates of the
Company was $              .

The number of shares outstanding of Company's
only class of common stock, as of June 30, 2002
was 16,767,912 shares of its $.01 par value
common stock. Check whether the Issuer has filed
all documents and reports required to be filed by
Section 12, 13 or 15(d) of the Exchange Act after
the distribution of securities under a plan
confirmed by a court.
Yes  __x__    No _____

No documents are incorporated into the text by
reference.

Transitional Small Business Disclosure Format
(check one)
 Yes                No     x
     --------          --------



<PAGE>3
             PART I
ITEM 1.    BUSINESS

The Corporation was formed as a C corporation and
incorporated November 24, 1998.  The company is
currently not involved with any proceedings,
bankruptcy or receiverships.

The Corporation is in the operational stage and
offers entertainment based oval driving schools
and events.  These classes are conducted at
various racetracks throughout the country.

The Corporation completed its first driving
classes in Rockingham, NC July of 1999.  Since
July 4th the Corporation has run classes at over
thirty NASCAR tracks.

The Corporation currently owns thirteen(13) race
cars.  These race cars are classified as stock
cars and are equipped for oval or round tracks
only.   They are fully loaded with brand new
Jasper 550hp engines, five(5) point harnesses,
communications, track specific gears and complete
safety cages.

The Corporation has negotiated terms with over
thirty(20) racetracks where, for a fee ranging
from $0 to $10,000 a day we can rent their tracks.

Products and Services.   The Corporation offers
five(5) types of ride or drive programs for
individuals and corporations.  The "Qualifier" is
a three(3) lap ride with a professional driver
which lasts about five(5) minutes, depending on
the length of the track.  The "Season Opener" is a
half day training class culminating in the student
driving for ten(10) laps.  The "Twin Ten" and
"Happy Hour" are also half day driving classes
with the students driving twenty(20) or thirty(30)
laps respectively.  The "Advanced Stock Car
Adventure" is a full day fifty(50) lap class.

The operation is similar to that of a traveling
show in that we transport the stock cars, the
mechanics, the sales staff and the instructors
from event to event.

The main purpose of each event is the thrill of
actually driving the race car.

The Corporation's objective is to utilize this
first "hub" of thirteen(13) race cars on the east
coast to their full potential.  It is in the
Corporation's plans that once this first hub
becomes utilized at least fifteen(15) days per

<PAGE>4

month and is profitable, to then add another "hub"
on the West Coast.  This would entail the purchase
of another ten(10) race cars and the support
equipment necessary to maintain them.

The Corporation has purchased thirteen(13) stock
cars at an approximate price of $50,000 per car.
Parts will be nominal due to the lack of any
sustained stress on the cars, approximately
$10,000 per month per site.  Staffing costs will
be approximately $20,000 per month at each active
"hub".  The company has an operating lease for a
Miller Tractor Trailer to haul the cars from track
to track.  The transporting of staff to the event
and their food and lodging costs average $1000 per
day.

The Corporation also offers a number of add-on
sale items including videos from its Adventure Cam
located in the car (split screen cameras),
clothing and souvenirs.

The Corporation is currently developing its logos
and marketing materials and will commence the
trademarking process for its name and various
products and services.

Marketing.   The Corporation offers its products
and services at various tracks throughout the
country.   The Corporation shall employ a
marketing manager.  These individuals will
primarily be responsible with closing the
prospects created through promotion.   These
services will be sold as corporate outings and
directly to the public through various marketing
and advertising mediums such as television, radio,
billboard, newspaper, direct mail and on-site
marketing.

Promotional and Licensing Agreements.   In
December 1998, the Corporation entered into
promotional and licensing agreements with Dale
Jarrett, Ned Jarrett, Glenn Jarrett, Jason Jarrett
and Brett Favre  (individually, the "Licensor")
whereby these individuals have granted the
Corporation the use of their names and likeliness
in advertising, products and promotional
materials, as well as an agreed upon number of
appearances per year and an agreed upon number of
radio and/or television commercials as set out in



<PAGE>5

each agreement.   Ned Jarrett is the father of
Dale Jarrett and Glenn Jarrett.   Dale Jarrett is
the father of Jason Jarrett.

Pursuant to these agreements, the Corporation has
issued an aggregate of 5,500,000 Common Shares of
the Corporation.  The term of each agreement is
Ten (10) years unless sooner terminated by the
occurrence of any of the following:

(a)  a material breach by the Corporation of the
agreement which breach has not been satisfied
within thirty (30) days of receipt of written
notice from the Licensor;

(b)  upon receipt of written notice from the
Licensor if, as a result of (i) any act or
omission of the Corporation, (ii) any claim or
charge against the Corporation or (iii) any other
occurrence or circumstances involving the
Corporation, the continued association of Licensor
with the Corporation would be detrimental to the
value of the Licensed Material or to Licensor's
image or reputation;

(c)  the failure of the Corporation to continually
operate and manage the business according to the
policies, practices and standards agreed to by the
parties;

(d)  the failure of the Corporation to raise the
$100,000 in investment capital; and

(e)  the failure of the Corporation to comply with
any laws and regulations, the consequences of
which are material adverse to the Corporation.

During the term of the agreements, the Licensor
agrees not to directly or indirectly (whether for
compensation or otherwise), provide promotional
appearances or services to any business which
competes with the Corporation's business of owning
and managing driving schools.

The Corporation has also agreed not to issue any
additional common shares in the Corporation's
stock to insiders, directors without the
Licensor's approval.   Additionally, any and all
future financings will be offered to the Licensor
prior to outside fullment.   There will be no
issuance of preferred shares and/or warrants to
insiders of the Corporation for at least five (5)
years from November 24, 1998.

<PAGE>6

Competition.  The driving schools industry is
currently experiencing a limited degree of
competition with regard to availability, price,
service, quality and location.  There are own
well-established market leader (Richard Petty
Driving Experience) that is nationally recognized
and which possess substantially greater financial,
marketing personnel and other resources than the
Corporation.    There are also a small number of
local or regional schools.  Virtual reality
driving experiences are also becoming more and
more realistic and therefore a growing competitor.
It is also likely that other competitors will
emerge in the near future.   There is no assurance
that the Corporation will compete successfully
with other established driving schools.   The
Corporation shall compete on the basis of
availability, price, service, quality and
location.  Inability to compete successfully might
result in increased costs, reduced yields and
additional risks to the investors herein.

Employees.   The Corporation employs seven full
time employees responsible for securing the
Driving Adventure locations, procurement of
equipment, racecars, and the development and
implementation of the Corporation's marketing
plan.    Each active location has up to 20
employees including but not limited to a mechanic,
four to ten driving instructors, two
administrators, a flagman and a site manager.

Additional employees and/or independent
contractors will be obtained as required.

Seasonal Nature of Business Activities.   The
Corporation's operations have shown to be seasonal
partly because some track locations may only
operate on certain days or certain times of the
year.  Primarily, this is due to the weather.  It
is the Corporation's plans to run more tracks in
the south during the winter.  The Corporation
expects a steady revenue stream throughout the
year.

Government Regulation.    The Corporation does not
currently need any government approval of our
services.  The Corporation is not aware of any
existing or probable governmental regulations on
our business or industry.  The Corporation is
required to maintain a minimum of five million
dollars($5,000,000) of liability insurance,



<PAGE>7


worker's compensation and property and casualty
insurance. Currently the company has one hundred
million dollars ($100,000,000) of liability.

ITEM 2.  PROPERTIES.

The Corporation's executive offices are located at
4279 Burnwood Trail, Denver, NC 28037.  This
location has 10,000 square feet and is leased on a
month to month basis for $2,000 per month.

ITEM 3.    LEGAL PROCEEDINGS.

The Company is not involved in any legal
proceedings at this date.

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

During the fourth quarter of the fiscal year
ended June 30, 2002, no matters were submitted to
a vote of Jarrett/Favre's security holders,
through the solicitation of proxies.





<PAGE>8
                  PART II

ITEM 5.    MARKET FOR COMPANY'S COMMON EQUITY AND
RELATED STOCKHOLDER MATTERS

Market Information.    The Corporation began
trading publicly on the NASD Over the Counter
Bulletin Board on June 22, 2000.

The following table sets forth the range of high
and low bid quotations for the Company's common
stock as reported on the NASD Bulletin Board, by
Wienstock Securities, Paragon Securities, Sharpe
Capital, Herzog Securities, Nite Securities, Mayer
Shweitzer, GVR Capital, Fleet Securities and
Program.    The quotations represent inter-dealer
prices without retail markup, markdown or
commission, and may not necessarily represent
actual transactions.
<TABLE>
<CAPTION>
        Quarter  Ended                 High Bid             Low Bid
              
                        <c>                  <c>
             9/30/00                     1.125                1.75
            12/31/00                      .696                1.25
             3/31/00                     .9375               .8125
             6/30/01                     .9063               .9063
             9/30/01                     .50                   .35
            12/31/01                     .27                   .15
             3/31/02                     .25                   .10
             6/30/02                     .10                   .10
</TABLE>

The Corporation has never paid any cash dividends
nor does it intend, at this time, to make any cash
distributions to its shareholders as dividends in
the near future.

As of September 30, 2002, the number of holders of
Corporation's common stock is 244.

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

Trends and Uncertainties.  Demand for the
Corporation's products are dependent on, among
other things, general economic conditions which
are cyclical in nature.  Inasmuch as a major
portion of the Corporation's activities are the
receipt of revenues from its driving school
services and products, the Corporation's business
operations may be adversely affected by the
Corporation's competitors and prolonged
recessionary periods.


<PAGE>9

There are no known trends, events or uncertainties
that have or are reasonably likely to have a
material impact on the corporation's short term or
long term liquidity.  Sources of liquidity both
internal and external will come from the sale of
the corporation's products as well as the private
sale of the company's stock.  There are no material
commitments for capital expenditure at this time.
There are no trends, events or uncertainties that
have had or are reasonably expected to have a
material impact on the net sales or revenues or
income from continuing operations.  There are no
significant elements of income or loss that do not
arise from the Corporation's continuing operations.
There are no known causes for any material changes
from period to period in one or more line items of
the corporation's financial statements.

The Corporation currently has classes planned
through December 2003.

Capital and Source of Liquidity.   The Corporation
currently has no material commitments for capital
expenditures.  The Corporation has no plans for
future capital expenditures such as additional
race cars at this time.

The Corporation anticipates in addition to
revenues to raise additional capital to conduct
operations during the next twelve(12) months.  The
corporation intends to raise the necessary capital
through the private sale of stock.  The
Corporation believes that there will be sufficient
capital from revenues and the private sale of
stock to conduct operations for the next
twelve(12) months.

Presently, the Corporation's revenue comprises
eighty(80) percent of the total cash necessary to
conduct operations.  The remaining twenty(20)
percent of the cash necessary to conduct
operations will come from the private sale of
stock.  Future revenues from classes and events
will determine the amount of offering proceeds
necessary to continue operations.

The board of directors has no immediate offering
plans in place.  The board of directors shall
determine the amount and type of offering as the
Corporation's financial situation dictates.

For the year ended June 30, 2002, the Corporation
acquired plant and equipment of $69,111 resulting
in net cash used in investing activities of
$69,111.

<PAGE>10

For the year ended June 30, 2001, the Corporation
acquired plant and equipment of $17,116 resulting
in net cash used in investing activities of
$17,116.

For the year ended June 30, 2002, the Corporation
sold or subscribed common stock for cash of
$100,000.   For the year ended June 30, 2002, the
Corporation received proceeds from officer
advances of $150,000.   The Corporation repaid
$25,680 of long-term debt.   The Corporation
received proceeds from notes payable of $102,500
and repaid long-term debt of $18,563.   As a
result, the Corporation had net cash provided by
financing activities of $308,257.

For the year ended June 30, 2001, the Corporation
sold or subscribed common stock for cash of
$210,000.   For the year ended June 30, 2001, the
Corporation received proceeds from officer
advances of $127,308.   The Corporation repaid
$9,692 of long-term debt.   As a result, the
Corporation had net cash provided by financing
activities of $327,616.

On a long term basis, liquidity is dependent on
continuation of operation and receipt of revenues.

Results of Operations.    For the year ended June
30, 2002, the Corporation had sales of $662,559
with cost of sales of $440,078 for a gross profit
of $222,481.

For the year ended June 30, 2002, the Corporation
had general and administrative expenses of
$745,335.  These expenses consisted of advertising
expense of $28,291, amortization of service
contracts of $94,107, compensation of officers of
$54,249, consulting expenses of $35,411,
depreciation of $127,077, professional fees of
$9,939, rent of $44,887, salaries and wages of
$169,100, telephone expense of $17,325, travel
expenses of $4,198 and other expenses of $140,535.

For the year ended June 30, 2001, the Corporation
had sales of $914,785 with cost of sales of
$670,419 for a gross profit of $244,366.

For the year ended June 30, 2001, the Corporation
had general and administrative expenses of
$1,249,478.  These expenses consisted of
advertising expense of $37,523, amortization of
service contracts of $94,107, compensation of
officers of $120,000, consulting expenses of

<PAGE>11

$306,200, depreciation of $113,464, printing costs
of $979, professional fees of $26,041, rent of
$74,553, salaries and wages of $182,493, telephone
expense of $18,323, travel expenses of $245 and
other expenses of $275,547.

The Corporation shall focus on limiting its
administrative costs.

Plan of Operation.  The Corporation may experience
problems; delays, expenses and difficulties
sometimes encountered by an enterprise in the
Corporation's stage, many of which are beyond the
Corporation's control.  These include, but are not
limited to, unanticipated problems relating to
additional costs and expenses that may exceed
current estimates and competition.

The Corporation is not delinquent in any of its
obligations even though the Corporation has
generated limited operating revenues.  The
Corporation intends to market its products and
services utilizing cash made available from the
private sale of its securities and operations. The
Corporation's management is of the opinion that
the proceeds of the sales of its securities and
future revenues will be sufficient to pay its
expenses for the next twelve months.


ITEM 7. FINANCIAL STATEMENTS AND
        SUPPLEMENTARY DATA

Financial Statements

The response to this item is being submitted as a
separate section of this report beginning on page
20.

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

There have not been any changes in or
disagreements with accountants on accounting and
financial disclosure.



<PAGE>12
             PART III

ITEM 9.    DIRECTORS AND EXECUTIVE OFFICERS OF
THE COMPANY

Board of Directors.  The following persons listed
below have been retained to provide services as
director until the qualification and election of
his successor.  All holders of Common Stock will
have the right to vote for Directors of the
Corporation.  The Board of Directors has primary
responsibility for adopting and reviewing
implementation of the business plan of the
Corporation, supervising the development business
plan, review of the officers' performance of
specific business functions.  The Board is
responsible for monitoring management, and from
time to time, to revise the strategic and
operational plans of the Corporation.    Directors
receive no cash compensation or fees for their
services rendered in such capacity.

Mr. Shannon is a full time employee of the
Corporation.

The Executive Officers and Directors are:
<TABLE>
<CAPTION>
Name                                Position                      Term(s) of Office

                                   <c>                                <c>
Timothy B. Shannon, age 40        President, Director            Inception to Present
                               Chief Executive Officer
                               Chief Financial Officer              June 13, 2002
    to present

Brian C. Rosenbloom, age 41        Director                      Inception to Present


Glenn Jarrett, age 51          Chief Operating Officer           Inception to Present
                                      Director
</TABLE>

Resumes:

Timothy B. Shannon.   Mr. Shannon has been
President, Director and Chief Executive Officer of
the Corporation since its inception.  Previously,
Mr. Shannon has been employed in the investors
relations industry and currently serves as Vice
President and a principal of Shannon/Rosenbloom
Marketing, an Orlando, Florida investor relations
firm.   From 1992 to 1994, Mr. Shannon was an
investment advisor with Great Western Financial
Securities and Hearn Financial, a Corporation that
he co-founded.   Mr. Shannon spent six years as a



<PAGE>13

systems engineer and marketing representative with
IBM after graduating in 1983 from the University
of South Florida with a degree in Computer
Science.

Brian C. Rosenbloom.   Mr. Rosenbloom was
Secretary/Treasurer, Vice President, Chief
Financial Officer until his resignation on June
13, 2002 for personal reasons and has been a
Director of the Corporation since its inception.
Previously, Mr. Rosenbloom had been in the
investor relations industry and currently acts as
President and a principal of Insider Snapshot, an
Orlando, Florida investor relations firm.    Prior
to that, Mr. Rosenbloom had been involved in the
investment and finance industry working in various
capacities.  Mr. Rosenbloom graduated from the
University of Albany in 1982.

Glenn Jarrett.  Mr. Jarrett has been Chief
Operating Officer and a Director of the
Corporation since its inception.  Mr. Jarrett
works as an auto racing announcer and consultant.
Mr. Jarrett has been a senior motorsports
announcer for TNN since 1991.  He is a motorsports
announcer (Pits) at contracted events and is the
co-producer and co-host of the "World of Racing"
radio program on MRN radio which airs weekdays.
Mr. Jarrett has an extensive background in auto
racing.   He drove in the NASCAR Busch Series from
1982 to 1988 and ran a total of eighteen (18)
NASCAR Winston Cup Races from 1977 to 1983.   Mr.
Jarrett is the acting consultant and marketing
coordinator for DAJ Racing, Inc. and has been a
guest speaker at many auto racing and related
functions.  Mr. Jarrett graduated from the
University of North Carolina in 1972 with a
Bachelor of Science degree in Business
Administration.

Indemnification.  The Corporation shall indemnify
to the fullest extent permitted by, and in the
manner permissible under the laws of the State of
Florida, any person made, or threatened to be
made, a party to an action or proceeding, whether
criminal, civil, administrative or investigative,
by reason of the fact that he is or was a director
or officer of the Corporation, or served any other
enterprise as director, officer or employee at the
request of the Corporation.  The Board of
Directors, in its discretion, shall have the power
on behalf of the Corporation to indemnify any
person, other than a director or officer, made a



<PAGE>14

party to any action, suit or proceeding by reason
of the fact that he/she is or was an employee of
the Corporation.

Insofar as indemnification for liabilities arising
under the Act may be permitted to directors,
officers and controlling persons of the
Corporation, the Corporation has been advised that
in the opinion of the Securities and Exchange
Commission such indemnification is against public
policy as expressed in the Act and is, therefore,
unenforceable.   In the event that a claim for
indemnification against such liabilities (other
than the payment by the Corporation of expenses
incurred or paid by a director, officer or
controlling person of the Corporation in the
successful defense of any action, suit or
proceedings) is asserted by such director,
officer, or controlling person in connection with
any securities being registered, the Corporation
will, unless in the opinion of its counsel the
matter has been settled by controlling precedent,
submit to a court of appropriate jurisdiction the
question whether such indemnification by it is
against public policy as expressed in the Act and
will be governed by the final adjudication of such
issues.

INDEMNIFICATION OF OFFICERS OR PERSONS CONTROLLING
THE CORPORATION FOR LIABILITIES ARISING UNDER THE
SECURITIES ACT OF 1933, IS HELD TO BE AGAINST
PUBLIC POLICY BY THE SECURITIES AND EXCHANGE
COMMISSION AND IS THEREFORE UNENFORCEABLE.

ITEM 10.   EXECUTIVE COMPENSATION

Since inception, the following cash compensation
has been paid by the Corporation to its officers
and directors, during which there were three (3)
officers and three (3) directors.
<TABLE>
<CAPTION>
                                                                    Long Term Compensation
                       Annual Compensation                            Awards               Payouts
 (a)                    (b)     (c)            (d)      (e)      (f)     (g)      (h)            (i)
                                                       Other                                    All
Name                                                   Annual Restricted         LTIP           Other
and                                                    Compen-   Stock  Options/ Pay-          Compen-
Principal                       Salary        Bonus    sation    Awards  SARs    Outs          sation
Position                Year      ($)          ($)       ($)       ($)   ($)     ($)             ($)

                     <c>       <c>          <c>       <c>       <c>    <c>    <c>             <c>

Timothy B. Shannon
President
Chief Executive Officer  2000     $60,000                  (1)
                         2001     $60,000
                         2002     $54,249



<PAGE>15

Brian C. Rosenbloom
Vice President
Secretary/Treasurer
Chief Financial Officer  2000     $60,000                  (1)
                         2001     $60,000
                         2002           0
Glenn Jarrett(2)
Chief Operating Officer  2000           0
                         2001           0
                         2002           0
</TABLE>
(1)Mr. Shannon and Mr. Rosenbloom returned 50,000
shares each to the Corporation for cash in the
aggregate of $99,000.

(2)The Corporation has entered into an agreement
with Glenn Jarrett under which he will receive the
option to purchase 250,000 Common Shares of the
Corporation at an option exercise price of $2.50
per Common Share.   The term of the option is ten
years.

The Corporation retains the right to increase or
decrease the cash compensation of its employees as
necessitated by business conditions.

The Corporation has not entered into Employment
Agreements with its officers.

Board of Directors Compensation.  Currently board
members receive no special compensation for
meetings or time incurred.    Director liability
insurance may be provided to all members of the
Board of Directors.  No differentiation shall be
made for any further compensation of "outside
directors" and those officers of the Corporation
serving in that capacity.

Stock Option Plan.    The Corporation shall
implement an employee stock option program.   The
specifics of the plan have yet to be determined.


ITEM 11.   SECURITY OWNERSHIP OF CERTAIN
BENEFICIAL OWNERS AND MANAGEMENT

The following tabulates holdings of shares of the
Corporation by each person who, subject to the
above, at the date of this prospectus, holds of
record or is known by Management to own
beneficially more than 5.0% of the Common Shares
and, in addition, by all directors and officers of



<PAGE>16

the Corporation individually and as a group.
Each named beneficial owner has sole voting and
investment power with respect to the shares set
forth opposite his name.

              Shareholdings at Date of
                   This Prospectus
<TABLE>
<CAPTION>
                                                      Percentage of
                            Number & Class(1)          Outstanding
Name and Address                  of Shares           Common Shares

   
                             <c>                    <c>
Timothy Shannon                  3,000,000                17.89%
3660 Maguire Blvd
Suite 101
Orland, Florida 32803

Brian Rosenbloom                 3,000,000                17.89%
3660 Maguire Blvd
Suite 101
Orland, Florida 32803

Dale Jarrett                     1,500,000                 8.95%
3182 9th Tee Drive
Newton, NC 28658

Brett Favre                      1,500,000                 8.95%
132 Westover Drive
Hattiesburg, MS 39402

Ned Jarrett                      1,000,000                  5.96%
3182 9th Tee Drive
Newton, NC 28658

Glenn Jarrett                    1,000,000                  5.96%
3182 9th Tee Drive
Newton, NC 28658

All Directors & Officers
as a group (3 persons)           7,000,000                41.75%
</TABLE>
(1)Pursuant to Rule 13d-3 under the Securities
Exchange Act of 1934, as amended, beneficial
ownership of a security consists of sole or shared
voting power (including the power to vote or
direct the voting) and/or sole or shared
investment power (including the power to dispose
or direct the disposition) with respect to a
security whether through a contract, arrangement,
understanding, relationship or otherwise.   Unless
otherwise indicated, each person indicated above



<PAGE>17

has sole power to vote, or dispose or direct the
disposition of all shares beneficially owned,
subject to applicable unity property laws.


ITEM 12.    CERTAIN RELATIONSHIPS AND RELATED
TRANSACTIONS


Shannon/Rosenbloom Marketing will not conduct the
promotion and marketing for the Jarrett/Favre
Driving Adventure, Inc.  The Corporation has not
and does not intend to enter into any promotion
agreement with any company.

The Corporation has not acquired and does not plan
to acquire any assets from a promoter.

ITEM 13.    EXHIBITS, FINANCIAL STATEMENT
SCHEDULES, AND REPORTS ON FORM 8-K

     (A)    FINANCIAL STATEMENTS AND SCHEDULES

The following financial statements and schedules
are filed as part of this report:

Report of Independent Public Auditors..........
Balance Sheet..................................
Statement of Operations........................
Statement of Stockholder's Equity..............
Statement of Comprehensive Loss
Statement of Cash Flows........................
Notes to Financial Statements..................

Schedules Omitted:    All schedules other than
those shown have been omitted because they are
not applicable, not required, or the required
information is shown in the financial  statements
or  notes  thereto.





<PAGE>18

INDEPENDENT AUDITOR'S REPORT

Board of Directors and Shareholders
The Jarrett/Favre Driving Adventure, Inc.

We have audited the balance sheet of The
Jarrett/Favre Driving Adventure, Inc. as of June
30, 2002, and the related statements of operations,
stockholders' equity and cash flows for years ended
June 30, 2002 and 2001.  These financial statements
are the responsibility of the Company's management.
Our responsibility is to express an opinion on
these financial statements based on our audits.

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

In our opinion, the financial statements referred
to above, present fairly, in all material respects,
the financial position of The Jarrett/Favre Driving
Adventure, Inc. as of June 30, 2002, and the
related statements of operations, stockholders'
equity and cash flows for the years ended June 30,
2002 and 2001, in conformity with generally
accepted accounting principles.

James E. Scheifley & Associates, P.C.
Certified Public Accountants

Englewood, Colorado
October 8, 2002


<PAGE>19
The Jarrett/Favre Driving Adventure, Inc.
              Balance Sheet
              June 30, 2002

                  ASSETS
                  ------
<TABLE>
<CAPTION>
Current assets:

                                                    <c>
  Cash                                               $  6,644
  Inventory                                             3,652
  Prepaid expenses                                     88,944
                                                     --------
      Total current assets                             99,240

Property and equipment, at cost, net of
  accumulated depreciation of $324,964                343,476

Other assets                                            4,880
                                                     --------
                                                     $447,596
                                                     ========
LIABILITIES AND STOCKHOLDERS' EQUITY
------------------------------------
Current liabilities:
  Note payable - bank                                $ 87,500
  Current portion of long-term debt                    20,270
  Accounts payable                                     79,394
  Accrued expenses                                     66,121
  Accrued salaries - officers                         168,000
  Deferred revenue                                    109,734
  Officer advances                                    326,527
                                                    ---------
     Total current liabilities                        857,546

Long-term debt                                         48,984

Commitments and contingencies (Note 6)

Stockholders' equity:
 Common stock, $.01 par value,
 100,000,000 shares authorized,
  16,767,912 shares issue and outstanding            167,679
 Additional paid-in capital                        3,505,548
 Subscriptions to common stock                        10,000
 Unearned services                                  (630,280)
 Deficit                                          (3,511,881)
                                                   ---------
                                                    (458,934)
                                                   ---------
                                                   $ 447,596
                                                   =========
</TABLE>
See accompanying notes to financial statements.



<PAGE>20

The Jarrett/Favre Driving Adventure, Inc.
Statements of Operations
For The Years Ended June 30, 2002 and 2001
<TABLE>
<CAPTION>
                                                 2002            2001
                                                ------          ------

                                              <c>             <c>
Sales                                        $  662,559        $  914,785
Cost of sales and services                      440,078           670,419
                                             ----------        ----------
Gross profit                                    222,481           244,366

 General and administrative expenses:
  Advertising expense                            28,291            37,523
  Amortization of service contracts              94,107            94,107
  Compensation of officers                       54,249           120,000
  Consulting expenses                            35,411           306,200
  Depreciation                                  127,077           113,464
  Internet and website expenses                  20,216            45,815
  Professional fees                               9,939            26,041
  Rent                                           44,887            74,553
  Salaries and wages                            169,100           182,493
  Telephone expense                              17,325            18,323
  Travel expenses                                 4,198               248
  Other                                         140,535           230,711
                                              ---------        ----------
     Total                                      745,335         1,249,478
                                              ---------        ----------
(Loss) from operations                         (522,854)       (1,005,112)

Other income and (expense):
 Interest expense                               (38,351)          (10,173)
 Other income                                    21,475             6,828
                                              ---------        ----------
                                                (16,876)           (3,345)
                                              ---------        ----------
(Loss) before taxes                            (539,730)       (1,008,457)
Income taxes                                          -                 -
                                              ---------        ----------
  Net (loss)                                  $(539,730)      $(1,008,457)
                                              =========       ===========
Per share information:
Basic and diluted (loss) per share            $   (0.04)      $     (0.08)
                                              =========       ===========
Weighted average shares outstanding          14,912,520        13,422,250
                                             ==========       ===========
</TABLE>

See accompanying notes to financial statements.





<PAGE>21
        The Jarrett/Favre Driving Adventure, Inc.
      Statement of Changes in Stockholders' Equity
       For The Years Ended June 30, 2002 and 2001
<TABLE>
<CAPTION>
                                Additional
                 Common Stock     Paid-in  Stock Sub- Unearned
ACTIVITY      Shares     Amount   Capital  scriptions Services    Deficit     Total
              ------     ------ ---------- ---------- --------    -------     -----

             <c>        <c>       <c>      <c>         <c>        <c>       <c>
Balance June
 30, 2000
          12,448,500     124,485  1,894,684  895,000  (779,169)(1,963,694)    171,306

Shares issued
  for cash   200,000       2,000    198,000                                   200,000

Shares issued
  for services
             195,000        1,950   254,050                                   256,000

Common stock subscribed
   for services                               10,000                           10,000

Issuance of
  subscribed shares
             895,000        8,950   886,050                                  (895,000)
Amortization of
  unearned services                                     91,667                 91,667

Net loss for
 the year ended
  June 30, 2001                                                (1,008,457) (1,008,457)
           ---------     -------- ---------- -------- -------- ----------  ----------
Balance June
 30, 2001
          13,738,500     $137,385 $3,232,784  $10,000 (687,502) $(2,972,151)$(279,484)
Shares issued for cash
           1,000,000       10,000     90,000                                  100,000
Shares issued for services
             500,000        5,000     35,000           (34,445)                 5,555
Shares issued for debt conversion
           1,529,412       15,294    119,706                                  135,000
Compensation value of shares and
  Issued at less than fair market value
                                      28,058                                   28,058
Amortization of unearned services                       91,667                 91,667
Net loss for the year ended
  June 30, 2002                                                    (539,730) (539,730)
           ---------     --------   -------- -------  --------   ----------  --------
Balance June 30, 2002
          16,767,912     $167,679 $3,505,548 $10,000 $(630,280) $(3,511,881)$(458,934)
          ==========     ======== ========== ======= =========  =========== =========
</TABLE>
  See accompanying notes to financial statements.

<PAGE>22

The Jarrett/Favre Driving Adventure, Inc.
Statements of Cash Flows
For The Years Ended June 30, 2002 and 2001
<TABLE>
<CAPTION>
                                              2002             2001
                                             ------           ------

                                            <c>              <c>
Net (loss)                                 $  (539,730)   $(1,008,457)
  Adjustments to reconcile net (loss) to net
   cash provided by (used in) operating activities:
  Depreciation and amortization               186,739        207,571
  Common stock issued for services             40,000        256,000
  Compensation value of stock & options        28,058              -
  Interest added to officer loans              29,899              -
Changes in assets and liabilities:
   (Increase) decrease in accounts receivable   5,634         (3,762)
   (Increase) decrease in inventory             5,782          3,707
   (Increase) in prepaid expenses              (5,203)       (36,531)
    Increase in deferred revenue               (5,079)         6,351
    Increase in accounts payable and
     accrued expenses                         (36,871)       245,575
                                             --------      ---------
      Total adjustments                       248,959        678,911
                                             --------      ---------
  Net cash (used in)
   operating activities                      (290,771)      (329,546)
                                             --------      ---------
Cash flows from investing activities:
  Acquisition of plant and equipment          (17,116)       (69,111)
                                             --------      ---------
Net cash (used in) investing activities
 investing activities                         (17,116)       (69,111)
                                             --------      ---------
Cash flows from financing activities:
  Common stock sold or subscribed for cash    100,000        210,000
  Proceeds from officer advance               150,000        127,308
  Repayment of officer advance                (25,680)             -
  Proceeds from notes payable                 102,500              -
  Repayment of long-term debt                 (18,563)        (9,692)
                                            ---------      ---------
  Net cash provided by
   financing activities                       308,257        327,616
                                            ---------      ---------
Increase (decrease) in cash                       370        (71,041)
Cash and cash equivalents,
 beginning of period                            6,274         77,315
                                            =========      =========
Cash and cash equivalents,
 end of period                              $   6,644      $   6,274
                                            =========      =========
</TABLE>

See accompanying notes to financial statements.



<PAGE>23

The Jarrett/Favre Driving Adventure, Inc.
Statements of Cash Flows
For The Years Ended June 30, 2002 and 2001
<TABLE>
<CAPTION>
                                              2002             2001
                                             ------           ------

                                            <c>              <c>
Supplemental cash flow information:
  Cash paid for interest                   $  8,452           $ 6,254
  Cash paid for income taxes               $      -           $     -


Non-cash Investing and Financing Activities:
  Common stock issued for debt conversion  $135,000           $     -
  Vehicles acquired for notes payable      $      -           $70,793
</TABLE>
See accompanying notes to financial statements.



<PAGE>24

The Jarrett/Favre Driving Adventure, Inc.
Notes to Financial Statements
June 30, 2002

Note 1. Organization and Summary of Significant
Accounting Policies.

The Company was incorporated in Florida on November
24, 1998 and has elected to be taxed as a "C"
corporation.   The Company offers the "NASCAR"
driving experience to the public.  The Company owns
several 'NASCAR" type automobiles and has secured
several racetrack locations at which it offers
these services at various dates during the year.

     Inventory:
Inventory is valued at the lower of cost or market
on a first-in first-out basis and consists
primarily of finished goods and includes primarily
promotional items that bear the Company's logo.

     Property, Plant and Equipment:
Property, plant and equipment are recorded at cost
and are depreciated based upon estimated useful
lives using the straight-line method. Estimated
useful lives range from 3 to 5 years for furniture
and fixtures and from 5 to 10 years for equipment.

     Revenue Recognition:
Revenue is recognized at the time the product is
delivered or the service is performed. Provision
for sales returns will be estimated based on the
Company's historical return experience, however
sales returns have not been significant due to the
nature of the services provided by the Company.

     Intangible Assets and Long Lived Assets:
The Company makes reviews for the impairment of
long-lived assets and certain identifiable
intangibles whenever events or changes in
circumstances indicate that the carrying amount of
an asset may not be recoverable.  Under SFAS No.
121, an impairment loss would be recognized when
estimated future cash flows expected to result from
the use of the  asset and its eventual disposition
is less than its carrying amount.  No such
impairment losses have been identified by the
Company for the period ended June 30, 2002.

      Cash:
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.



<PAGE>25

     Estimates:
The preparation of the Company's financial
statements requires management to make estimates
and assumptions that affect the amounts reported in
the financial statements and accompanying notes.
Actual results could differ from these estimates.

     Advertising costs:
Advertising costs are charged to operations when
the advertising first takes place. Advertising
costs charged to operations were $28,291 and
$37,523 for the years ended June 30, 2002 and 2001,
respectively.

     Fair value of financial instruments
The Company's short-term financial instruments
consist of cash and cash equivalents, accounts and
loans receivable, and payables and accruals.  The
carrying amounts of these financial instruments
approximates fair value because of their short-term
maturities.  Financial instrument that potentially
subjects the Company to a concentration of credit
risk consists principally of cash.  During the year
the Company maintained cash deposits at financial
institutions in excess of the $100,000 limit
covered by the Federal Deposit Insurance
Corporation.  The Company does not hold or issue
financial instruments for trading purposes nor does
it hold or issue interest rate or leveraged
derivative financial instruments

     Stock-based Compensation
The Company adopted Statement of Financial
Accounting Standard No. 123 (FAS 123), Accounting
for Stock-Based Compensation at its inception. Upon
adoption of FAS 123, the Company continued to
measure compensation expense for its stock-based
employee compensation plans using the intrinsic
value method prescribed by APB No. 25, Accounting
for Stock Issued to Employees. The Company paid
stock based compensation during the period ended
June 30, 2002 as described in Note 4.

New Accounting Pronouncements

In June 2001, the Financial Accounting Standards
Board issued SFAS No. 141, Business Combinations
("SFAS 141), which is required to be adopted for
business combinations initiated after June 30,
2001. SFAS 141 prohibits the use of the pooling of
interest method of accounting.

Management believes that the adoption of SFAS No.
141 has had no impact on the Company for the year
ended June 30, 2002.

<PAGE>26

In June 2001, the Financial Accounting Standards
Board issued SFAS No. 142, Goodwill and Other
Intangible Assets ("SFAS 142), which is required to
be adopted for fiscal years beginning after
December 15, 2001.  The Company plans to adopt SFAS
142 during the first quarter of its 2002 fiscal
year.  SFAS 142 establishes accounting rules for
recording goodwill and other intangible assets. It
prohibits the amortization of goodwill and
intangible assets that have an indefinite useful
life.  Such assets are required to be tested for
impairment on an annual basis. Company plans to
follow the requirements of SFAS 142 to account for
any merger that it may enter into.

Management believes that the adoption of SFAS No.
142 has had no impact on the Company for the year
ended June 30, 2002.

Note 2.  Property, Plant and Equipment.

Property, plant and equipment consists of the
following at June 30, 2002:

Office furniture an equipment        $  22,226
Shop and track equipment                98,754
Race vehicles                          438,397
Vehicles - other                       109,063
                                     ---------
                                       668,440
Less accumulated depreciation         (324,964)
                                     ---------
                                     $ 343,476

Depreciation charged to operations was $127,077 and
$113,464 for the years ended June 30, 2002 and
2001, respectively.

Note 3.  Other Assets

Other assets at June 30, 2001 consist of
principally of costs associated with the
development of the Company's internet web site and
the software component thereof which will enable
the Company to offer its services and arrange for
payment therefore electronically.  The Company is
amortizing these costs over a five-year period that
began at July 1, 1999.  Amortization expense
recorded during the year ended June 30, 2002 and
2001 amounted to $2,440 for each period.



<PAGE>27

Note 4. Stockholders' Equity

During December 1998 the Company negotiated
personal service contracts with certain members of
the Jarrett family and Bret Favre.  The Jarretts
and Favre have had a prior business relationship
related to automobile racing.  The contracts
require the individuals to provide personal
appearances and to participate in the advertising
and promotional efforts of the Company for a period
of ten years.  The Company issued an aggregate of
5,500,000 shares in connection with the personal
service contracts.

The unearned services under the contracts aggregate
$595,835 at June 30, 2002 and are classified as a
reduction of stockholders' equity.  Services
charged to expense during the years ended June 30,
2002 and 2001 amounted to $91,667 for each period.
The services will be charged to expense ratably
over the remaining terms of the contracts (7.5
years).

During June 2001, the Company issued 200,000 shares
of its restricted common stock to an unrelated of
investor for cash at $1.00 per share.  Also in June
2001, the Company received $10,000 in cash pursuant
to a stock subscription agreement with an unrelated
individual for the purchase of 10,000 shares of
restricted common stock.  Additionally during 2001,
the Company authorized the issuance of 195,000
shares of its common stock to employees,
consultants and others for services rendered to the
Company during the year.  Aggregate expense related
to the shares issued for services amounted to
$256,000 and was based upon the trading value of
the Company's common stock at the date the shares
were authorized by the Company's Board of
Directors.

During December 2001, the Company issued 1,000,000
shares of its restricted common stock to a major
shareholder for cash at $.10 per share, which was
the bid price of the Company's common stock at the
time of the sale.  Additionally during 2001, the
Company issued 500,000 shares of its common stock
to a consultant for services rendered to the
Company during the year. The shares were valued at
$.08 per share, which was the bid price of the
common stock at the date the stock issuance was
approved by the Board of Directors.  The contract
covers a three year term and at June 30, 2002,
$34,445 of contract services had not been provided.
This amount is included in the caption "Unearned
services" in the accompanying financial statements.

<PAGE>28

Additionally during 2002, the Company authorized
the issuance of 1,411,765 common shares to a former
officer for the conversion of $120,000 of accrued
salary at an exchange price of $.085 per share. The
bid price of the Company's common stock at the time
of the exchange was $.10 per share.  The Company
has recorded $21,176 of compensation expense in
connection with this transaction.  The Company also
authorized the issuance of 117,647 common shares to
an individual for the conversion of $15,000 of
notes payable at an exchange price of $.128 per
share, which was equivalent to the bid price of the
Company's common stock at the time of the exchange.

On March 6, 2002, the Company authorized the
conversion of $24,000 of accrued consulting fees
into common stock at an exchange price of $.085 per
share. The bid price of the Company's common stock
at that date was $.10 per share.  The Company has
recorded $4,235 of consulting expense in connection
with this transaction.  The shares had not been
issued as of June 30, 2002.

The Company has an aggregate of 200,000 options to
purchase common stock at $1.00 per share and
200,000 options to purchase common stock at $2.00
per share outstanding at June 30, 2001.  No options
were exercised during the year ended June 30, 2002.
No additional options were granted during the year
ended June 30, 2001 and 2002.

Note 5. Income Taxes.

Deferred income taxes may arise from temporary
differences resulting from income and expense items
reported for financial accounting and tax purposes
in different periods. Deferred taxes are classified
as current or non-current, depending on the
classifications of the assets and liabilities to
which they relate. Deferred taxes arising from
temporary differences that are not related to an
asset or liability are classified as current or
non-current depending on the periods in which the
temporary differences are expected to reverse.  The
Company had no significant deferred tax items arise
during any of the periods presented.

The Company has not provided for income taxes
during any period presented as a result of
operating losses. The Company has a net operating
loss carryforward at June 30, 2002 of approximately
$3,539,000 that will expire $350,000 in 2019 and
$1,608,000 in 2020, $1,008,000 in 2021 and $573,000
in 2022.  The Company has fully reserved the

<PAGE>29

deferred tax asset that would arise from the loss
carryforward since the Company believes that it is
more likely than not that future income from
operations will not be available to utilize the
deferred tax asset.

The deferred tax asset and the related reserve are
as follows:
<TABLE>
<CAPTION>
Deferred tax asset

                                              <c>
 Tax benefit of net operating loss            $ 1,203,000
 Less valuation allowance                      (1,203,000)
                                              -----------
Net deferred tax asset                        $         -
</TABLE>
During the year ended June 30, 2002 the valuation
allowance for deferred tax assets increased by
$195,000.

Note 6. Notes Payable and Long-term Debt

The Company has three vehicle purchase contracts
outstanding at June 30, 2002 having an outstanding
balance at that date of $69,253.  The loans are due
in monthly installments of $2,114 including
interest at from 7.9% to 10% through April 2006.
Three support vehicles collateralize the loans.
Principal repayments are due as follows: $20,270 in
2003, $22,126 in 2004, $15,606 in 2005 and $11,251
in 2006.

Additionally during February 2002, the Company
negotiated a $100,000 line of credit with a bank.
The outstanding balance of the line amounted to
$87,500 at June 30, 2002 and the year end interest
rate was 5.25%.  Interest payments are due monthly
and the principal balance is due in full on
February 11, 2003.  The loan is unsecured and has
been guaranteed by an officer of the Company.

Note 7. Commitments and contingencies

Operating leases:
The Company leases its office and garage facilities
on a month to month basis.  Additionally, the
Company has operating leases associated with
vehicles with a terms ending in April 2003. Minimum
future rentals payable under the leases are as
follows:

Year                    Amount
2003				$15,934

<PAGE>30

Rent expense amounted to $56,880 and $74,553 for
the years ended June 30, 2002 and 2001,
respectively.

Note 8.  Related Party Transactions

During the year ended June 30, 2002, certain the
Company's officers and directors advanced an
aggregate of $150,000 in cash to the Company and
$25,680 of repayments were made.  The aggregate
balance of all advances amounted to $326,527 at
June 30, 2002.  Certain of the advances bear
interest at 9% per year and interest of $29,899 has
been added to the loan balances.  The advances are
expected to be repaid currently.

During the year ended June 30, 2001, certain the
Company's officers and directors advanced an
aggregate of $127,308 in cash to the Company.

At June 30, 2002, the Company had accrued salary
for its officer aggregating $168,000. The officer
is due $60,000 per year in annual salary.

Note 9.  Business Segments and Related Information

The Company offers a "NASCAR" type driving
experience to the general public at racetrack
locations in the United States.  To date its
revenues have consisted of sales from the driving
program and sales of promotional type apparel
bearing the Company's logo.  The Company expects to
continue sales of these items in conjunction with
its driving experience business and does not expect
that such sales will constitute a separate business
segment. Sales of promotional items amounted to
$13,656 and $17,078 during the years ended June 30,
2002 and 2001, respectively.

To date the Company has had no foreign sales and
has no long-lived assets outside of the United
States.


(b)    List of Exhibits

The following exhibits are filed with this report:

  None


 (B)    REPORTS ON FORM 8-K
          None



<PAGE>31

                  SIGNATURES

Pursuant to the requirements of Section 13 or
15(d) of the Securities Exchange Act of 1934, as
amended, the Company has duly caused this Report
to be signed on its behalf by the undersigned
duly authorized person.

Date:    October 14, 2002

Jarrett/Favre Driving Adventure, Inc.

/s/ Timothy Shannon
------------------------------
By: Timothy Shannon, President

Pursuant to the requirements of the Securities
Exchange Act of 1934, as amended, this report has
been signed below by the following persons on
behalf of the Company and in the capacities and
on the dates indicated.
<TABLE>

                                                               <c>
/s/Timothy B. Shannon           Principal Executive Officer   October 14, 2002
-------------------                     Director

/s/Brian C. Rosenbloom            Principal Financial Officer
                                    Controller/Director       October 14, 2002

/s/Glenn Jarrett                        Director              October 14, 2002
-------------------
</TABLE>