SECURITIES EXCHANGE COMMISSION
                             Washington, D.C. 20549


                                   FORM 10-KSB/A
                            Annual Report Pursuant to

                        Fiscal Year Ended April 30, 2004

                        Commission file number 000-27211

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

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

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

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

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

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

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

Check if disclosure of delinquent filers pursuant to Item 405 of Regulation S-B
is not contained in this form, and no disclosure will be contained, to the best
of Registrant's knowledge, in definitive proxy or information statements
incorporated by reference in Part III of this Form 10-KSB or any amendment to
this Form 10-KSB. X

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

There were 225,000 shares of the Registrant's common stock outstanding as of
April 30, 2004.

The aggregate market value of the 225,000 shares of voting common stock held by
non-affiliates of the Registrant is approximately $0 on April 30, 2004.





<PAGE>






                                TABLE OF CONTENTS

PART I

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

PART II

        Item 5.   Market for Common Equity and Related Stockholder
                  Matters                                                     2
        Item 6.   Management's Discussion and Analysis or Plan of
                  Operation                                                   3
        Item 7.   Financial Statements                                        4
        Item 8.   Changes in and Disagreements With Accountants on
                  Accounting and Financial Disclosure                         4
        Item 8a.  Controls and Procedures                                     4

PART III

        Item 9.   Directors, Executive Officers, Promoters and Control
                  Persons; Compliance with Section 16(a) of the
                  Exchange Act                                                5
        Item 10.  Executive Compensation                                      6
        Item 11.  Security Ownership of Certain Beneficial Owners and
                  Management                                                  6
        Item 12.  Certain Relationships and Related Transactions              7
        Item 13.  Exhibits and Reports on Form 8-K                            8
        Item 14.  Principal Accountant Fees and Services                      8
                  SIGNATURES                                                  9



<PAGE>










                                     PART I

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

         History
         -------

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


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

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

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

         The Company does not now have any business operations.

The Company was  unsuccessful  in achieving  operations of low power  television
opportunities.



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

         Facilities
         ----------

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

                                       1

<PAGE>




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

         None

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

         None

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

         As of April 30, 2004, the Company was not a party to any legal
proceedings.

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

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



                                     PART II

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

     As of the date of this report, there has been no trading or quotation of
the Company's common stock. The range of high and low trade quotations for each
fiscal quarter since the last report, as reported by the National Quotation
Bureau Incorporated, was as follows:

                        2004               High          Low
                  First quarter             *             *
                  Second quarter            *             *
                  Third quarter             *             *
                  Fourth quarter            *             *

                        2003               High          Low
                  First quarter             *             *
                  Second quarter            *             *
                  Third quarter             *             *
                  Fourth quarter            *             *


     As of April 30, 2004, there were 16 record holders of the Company's common
Stock.

                                       2
<PAGE>




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

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

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

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

     The Company had total assets of $0 in cash at year-end and liabilities of
$3100. The Company has insufficient assets and cash to carry on any operations
and will have to sell stock or borrow money to achieve any capital. The Company
has no source for any such capital, whatsoever.

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


Year ended April 31, 2004 compared to year ended April 30, 2003. The Company had
no revenues or  operations  for the year ended April 30, 2004 and for year ended
April 30,  2003.  The  Company  was  dormant.  The  company  incurred  $7,149 in
administrative  expenses in year ended April 30, 2004  compared to $4,610 in the
year ended April 30, 2003.

In the year ended April 30, 2004,  the Company had an operating loss of ($7,397)
including interest accrual,  compared to the prior year's loss of ($4,610).  Net
loss per share in year ended April 30,  2004 was ($.03) per share  compared to a
loss in the prior fiscal year of ($.02) per share.

NEED FOR ADDITIONAL FINANCING

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

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

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

                                       3
<PAGE>




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

GOING CONCERN


     The Company's auditor has issued a "going concern" qualification as part of
his opinion in the Audit Report. There is substantial doubt about the ability of
the Company to continue as a "going concern." The Company has no business, no
capital, debt in excess of $9,848 all of which is current, no cash, minimal
other assets, and no capital commitments. The effects of such conditions could
easily be to cause the Company's bankruptcy.

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

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

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

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

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

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


Item 8a.  Controls and Procedures

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

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

                                       4
<PAGE>




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


                                    PART III

Item 9. Directors and Executive  Officers of the Registrant and Compliance  with
Section 16(a)
--------------------------------------------------------------------------------
The directors and executive officers of the Company as of April 30, 2004, are as
follows:

  Name              Age      Position                           Term
  ----              ---      --------                           ----

Adelisa Shwayder     64       President and Director             Annual

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

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

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

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

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

         a.   Adelisa Shwayder          President and Director


                                       5
<PAGE>





Item 10. Executive Compensation
-------------------------------
         The Company accrued a total of $0 in compensation to the executive
officers as a group for services rendered to the Company in all capacities
during the fiscal year ended April 30, 2000. No one executive officer received,
or has accrued for his benefit, in excess of $60,000 for the year. No cash
bonuses were or are to be paid to such persons.

SUMMARY COMPENSATION TABLE OF EXECUTIVES

     None for any of prior 3 years. The Company has no employee  incentive stock
option plan.

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

   Option/SAR Grants Table (None)

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

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



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

         The following table sets forth information, as of April 30, 2001, with
respect to the beneficial ownership of the Company's no par value common stock
by each person known by the Company to be the beneficial owner of more than five
percent of the outstanding common stock.

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

Adelisa Shwayder                             200,000              88%
Officers and Directors as a group            200,000              88%


                                       6


<PAGE>






                                     PART IV

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

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

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

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

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

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

                                       7
<PAGE>




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

           The following documents are filed as part of this report:

           1.  Reports on Form 8-K:  None

           2.  Exhibits:

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

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

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

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

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


         Audit Fees. MJC is billing the Company $6,500 for the following
professional services: audit of the annual financial statement of the Company
for the fiscal year ended April 30, 2002, April 30, 2003 and April 30, 2004 and
review of the interim financial statements included in quarterly reports on Form
10-QSB for the periods ended July 31, 2002, October 31, 2002, January 31, 2003,
July 31, 2003, October 31, 2003, January 31, 2004 and July 31, 2004.

         There were no audit related fees in 2002, 2003 or 2004. There were no
tax fees or other fees in 2002, 2003 or 2004 paid to Auditors or Auditors
affiliates.

         The Company's Board acts as the audit committee and had no
"pre-approval policies and procedures" in effect for the auditors' engagement
for the audit year 2002, 2003 and 2004.

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

                                       8
<PAGE>




                 SIGNATURES

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

COLORADO COMMUNITY BROADCASTING, INC.
(Registrant)

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


                                      9

<PAGE>
                              FINANCIAL STATEMENTS
                                TABLE OF CONTENTS




                                                             PAGE
                                                            -------

INDEPENDENT AUDITOR'S REPORT.................................................F-1

 BALANCE SHEET...............................................................F-2

 STATEMENT OF OPERATIONS ....................................................F-3

 STATEMENT OF STOCKHOLDERS' EQUITY (DEFICIT).................................F-4

 STATEMENT OF CASH FLOWS.....................................................F-5

NOTES TO FINANCIAL STATEMENTS..........................................F-6 - F-8

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

                              Financial Statements
                                 April 30, 2004



<PAGE>

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

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



                          INDEPENDENT AUDITOR'S REPORT


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

We have audited the accompanying balance sheets of Colorado Community
Broadcasting, Inc. (A Development Stage Company) as of April 30, 2004 and 2003,
and the related statement of operations, cash flows, and changes in
stockholders' equity for the years then ended and for the period from March 16,
1998 (inception) to April 30, 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 audits.

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

In our opinion, the financial statements referred to above present fairly, in
all material respects, the financial position of Colorado Community
Broadcasting, Inc. at April 30, 2004, and the results of their operations and
their cash flows for the year ended April 30, 2004 and 2003 and for the period
from March 16, 1998 (inception) to April 30, 2004 in conformity with generally
accepted accounting principles.

The accompanying financial statements have been prepared assuming that the
Company will continue as a going concern. As discussed in Note 5 to the
financial statements, conditions exist which raise substantial doubt about the
Company's ability to continue as a going concern unless it is able to generate
sufficient cash flows to meet its obligations and sustain its operations.
Management's plans in regard to these matters are also described in Note 5. The
financial statements do not include any adjustments that might result from the
outcome of this uncertainty.



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


                                      F-1
<PAGE>


<TABLE>
<CAPTION>


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


<S>                                                                     <C>               <C>



                                                                           2004               2003
                                                                        ------------      -------------
ASSETS:

Current Assets:
  Cash                                                                          $ -              $ 649
                                                                        ------------      -------------

TOTAL ASSETS                                                                    $ -              $ 649
                                                                        ============      =============


LIABILITIES AND STOCKHOLDERS' DEFICIT:

Liabilities:
  Accounts payable and accrued expenses                                      $6,748                $ -
  Advances from stockholders                                                  3,100              3,100
                                                                        ------------      -------------

TOTAL LIABILITIES                                                             9,848              3,100
                                                                        ------------      -------------

Stockholders' Deficit:
  Common stock, $.0001 par value, 100,000,000
    shares authorized, 225,000 shares issued and
    outstanding                                                                  22                 22
  Additional paid-in capital                                                 26,978             26,978
  Subscription receivable                                                      (250)              (250)
  Deficit accumulated during the development stage                          (36,598)           (29,201)
                                                                        ------------      -------------

Total Stockholders' Deficit                                                  (9,848)            (2,451)
                                                                        ------------      -------------

TOTAL LIABILITIES AND STOCKHOLDERS' DEFICIT                                     $ -              $ 649
                                                                        ============      =============


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

                                      F-2




<PAGE>
<TABLE>
<CAPTION>


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



                                                                                              March 16, 1998
                                                             For the Year Ended                (Inception) to
                                                                  April 30,                      April 30,
                                                          2004                 2003                 2004
                                                          ----                 ----                 ----
<S>                                                     <C>                   <C>                 <C>


INCOME                                                       $ -                   $ -             $ 25,000


OPERATING EXPENSES:
Professional Fees                                          7,058                 4,500               57,603
Bank Charges                                                  91                   110                  486
Telephone                                                      -                     -                   50
Entertainment                                                  -                     -                   38
Travel                                                         -                     -                3,173
                                                        --------              --------            ---------
Total Operating Expenses                                   7,149                 4,610               61,350
                                                        --------              --------            ---------
OTHER INCOME (EXPENSES)
Interest expense                                            (248)                    -                 (248)
                                                        --------              --------            ---------
NET LOSS                                                $ (7,397)             $ (4,610)           $ (36,598)
                                                        ========              ========            =========
Weighted average number of
  shares outstanding                                     225,000               225,000
                                                        ========              ========
Net Loss Per Share                                       $ (0.03)              $ (0.02)
                                                        ========              ========
* Less than $0.01 per share

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

                                      F-3

<PAGE>
<TABLE>
<CAPTION>


                     COLORADO COMMUNITY BROADCASTING, INC.
                         (A Development Stage Company)
                 Statement of Changes in Stockholders' Deficit


                                                                                            Deficit
                                                                                          Accumulated
                                                                  Additional                During the  Stockholders'
                                              Common Stock         Paid-In    Subscription  Development   Deficit
                                          Shares       Amount      Capital    Receivable      Stage       Totals
                                          ------       ------      -------    ----------      -----       ------

<S>                                        <C>             <C>      <C>         <C>        <C>           <C>

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

Stock issued for services                  200,000           20       1,980           -           -        2,000
Stock issued for cash                       25,000            2      24,998     (10,500)          -       14,500
Net loss for year                                -            -           -           -      (2,793)      (2,793)
                                           -------         ----     -------     -------    --------      -------
Balance -   April 30, 1999                 225,000           22      26,978     (10,500)     (2,793)      13,707
                                           -------         ----     -------     -------    --------      -------
Cash payment of subscription receivable          -            -           -      10,250           -       10,250
Net loss for year                                -            -           -           -      (5,253)      (5,253)
                                           -------         ----     -------     -------    --------      -------
Balance -   April 30, 2000                 225,000           22      26,978        (250)     (8,046)      18,704
                                           -------         ----     -------     -------    --------      -------
Net loss for year                                -            -           -           -     (21,426)     (21,426)
                                           -------         ----     -------     -------    --------      -------
Balance -   April 30, 2001                 225,000           22      26,978        (250)    (29,472)      (2,722)
                                           -------         ----     -------     -------    --------      -------
Net income for year                              -            -           -           -       4,881        4,881
                                           -------         ----     -------     -------    --------      -------
Balance -   April 30, 2002                 225,000           22      26,978        (250)    (24,591)       2,159
                                           -------         ----     -------     -------    --------      -------
Net loss for year                                -            -           -           -      (4,610)      (4,610)
                                           -------         ----     -------     -------    --------      -------
Balance -   April 30, 2003                 225,000           22      26,978        (250)    (29,201)      (2,451)
                                           -------         ----     -------     -------    --------      -------
Net loss for year                                -            -           -           -      (7,397)      (7,397)
                                           -------         ----     -------     -------    --------      -------
Balance -   April 30, 2004                 225,000         $ 22     $26,978      $ (250)   $(36,598)     $ (9,848)
                                           =======         ====     =======     =======    ========      ========
</TABLE>
The accompanying notes are an integral part of these financial statement.

                                      F-4
<PAGE>
<TABLE>
<CAPTION>


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


                                                                                                  March 16, 1998
                                                                   For the Year Ended             (Inception) to
                                                                       April 30,                    April 30,
                                                                 2004                2003             2004
                                                                 ----                ----             ----
<S>                                                                <C>               <C>              <C>

Cash Flows From Operating Activities:
  Net (Loss)                                                       $ (7,397)         $ (4,610)        $ (36,598)
  Adjustments to reconcile net loss to net cash
    used in operating activities:
  Non-cash item included in loss:
    Stock issued for services                                             -                 -             2,000
   Changes in assets and liabilities:
    Increase in  accrued expenses                                     6,748                 -             6,748
                                                                   --------          --------         ---------
                                                                      6,748                 -             6,748
                                                                   --------          --------         ---------
Net Cash Used in Operating Activities                                  (649)           (4,610)          (27,850)
                                                                   --------          --------         ---------
Cash Flow From Financing Activities:
  Proceeds (payments) from/to advances                                    -                 -             3,100
  Issuance of common stock                                                -                 -            24,750
                                                                   --------          --------         ---------
  Net Cash Provided By Financing Activities                               -                 -            27,850
                                                                   --------          --------         ---------
Increase (Decrease) in Cash                                            (649)           (4,610)                -

Cash and Cash Equivalents - Beginning of period                         649             5,259                 -
                                                                   --------          --------         ---------
Cash and Cash Equivalents - End of period                               $ -             $ 649               $ -
                                                                   ========          ========         =========


Supplemental Cash Flow Information:
  Cash paid for :
  Interest paid                                                         $ -               $ -               $ -
                                                                   ========          ========         =========
  Taxes paid                                                            $ -               $ -               $ -
                                                                   ========          ========         =========
</TABLE>
The accompanying notes are an integral part of these financial statements.

                                      F-5
<PAGE>


                      COLORADO COMMUNITY BROADCASTING, INC.
                          (A Development Stage Company)
                          Notes To Financial Statements
                                 April 31, 2004


NOTE 1 - ORGANIZATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES:

         Nature of Operations

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

         The Company's fiscal year end is April 30.

         Basis of Presentation - Development Stage Company

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

         Basis of Accounting

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

         Estimates

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

         Cash and Cash Equivalents

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

         Net earning (loss) per share

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

         Income Taxes

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

                                      F-6

<PAGE>




                      COLORADO COMMUNITY BROADCASTING, INC.
                          (A Development Stage Company)
                          Notes To Financial Statements
                                 April 30, 2004

NOTE 1 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES: (Continued)
         ------------------------------------------


         Other Comprehensive Income

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

         Fair Value of Financial Instruments

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


NOTE 2 - CAPITAL STOCK TRANSACTIONS:

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


NOTE 3 - INCOME TAXES

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

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

         Deferred tax assets
            Net operating loss carryforwards                            $36,598
            Valuation allowance for deferred tax assets                 (36,598)
                                                                         -------
         Net deferred tax assets                                        $     -
                                                                        ========

        Realization of deferred tax assets is dependent upon future earnings, if
        any, the timing and amount of which are uncertain. Accordingly, the net
        deferred tax assets have been fully offset by a valuation allowance. As
        of April 30, 2003, the Company had net operating loss carryforwards of
        approximately $36,598 for federal and state income tax purposes. These
        carryforwards, if not utilized to offset taxable income begin to expire
        in 2007. Utilization of the net operating loss may be subject to
        substantial annual limitation due to the ownership change limitations
        provided by the Internal Revenue Code and similar state provisions. The
        annual limitation could result in the expiration of the net operating
        loss before utilization.


NOTE 4 - SHORT-TERM BORROWINGS:

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

                                      F-7

<PAGE>






                      COLORADO COMMUNITY BROADCASTING, INC.
                          (A Development Stage Company)
                          Notes To Financial Statements
                                 April 30, 2004


NOTE 5 - GOING CONCERN:

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

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

                                      F-8