U. S. Securities and Exchange Commission

                             Washington, D. C. 20549



                                   FORM 10-KSB



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

                   For the fiscal year ended December 31, 2002
                   -------------------------------------------

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

     For the transition period from               to
                                    -------------    -------------

                               Commission File No.
                               -------------------
                                     0-32393


                        CENTROID CONSOLIDATED MINES CO.
                        -------------------------------
                 (Name of Small Business Issuer in its Charter)

           NEVADA                                              87-0645507
           ------                                              ----------
(State or Other Jurisdiction of                     (I.R.S. Employer I.D. No.)
 incorporation or organization)


                         4685 Highland Dr., Suite 202
                            Salt Lake City, UT 84117
                            ------------------------
                    (Address of Principal Executive Offices)
                    Issuer's Telephone Number: (801) 278-9424


                              None; Not Applicable.
                              ---------------------
          (Former Name or Former Address, if changed since last Report)


Securities Registered under Section 12(b) of the Exchange Act:   None
Name of Each Exchange on Which Registered:                       None
Securities Registered under Section 12(g) of the Exchange Act:

$0.001 Par Value Common Voting Stock
------------------------------------
Title of Class

     Check  whether  the Issuer (1) filed all  reports  required  to be filed by
Section 13 or 15(d) of the  Exchange  Act during the past 12 months (or for such
shorter period that the Company was required to file such reports),  and (2) has
been subject to such filing requirements for the past 90 days.

     (1)   Yes  X    No            (2)   Yes  X    No
               ---      ---                  ---      ---


     Check  if  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. [ ]

            State Issuer's revenues for its most recent fiscal year:
                              December 31, 2002 - $0.


     State the aggregate market value of the voting stock held by non-affiliates
computed by reference  to the price at which the stock was sold,  or the average
bid and asked  prices of such stock,  as of a specified  date within the past 60
days.

     December  31,  2002 - $580.69  There are  approximately  580,694  shares of
common  voting stock of the Company held by  non-affiliates.  Because  there has
been no "public  market" for the  Company's  common  stock  during the past five
years,  the Company has  arbitrarily  valued these shares at par value of $0.001
per share.

                   (ISSUERS INVOLVED IN BANKRUPTCY PROCEEDINGS
                           DURING THE PAST FIVE YEARS)
None; Not applicable.

     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      No
                                                 ---      ---

                     (APPLICABLE ONLY TO CORPORATE ISSUERS)

     State the number of shares  outstanding of each of the Issuer's  classes of
common equity, as of the latest practicable date:

                                December 31, 2002
                                    1,714,352

                       DOCUMENTS INCORPORATED BY REFERENCE

     A description of "Documents Incorporated by Reference" is contained in Item
13 of this Report.

Transitional Small Business Issuer Format   Yes  X   No
                                                ---     ---


                                     PART I

Item 1.  Description of Business.
---------------------------------

Business Development.
---------------------

     Organization and Charter Amendments.
     -----------------------------------

    The predecessor of Centroid  Consolidated  Mines Co., a Nevada  Corporation
(the  "Company"),  Centroid  Consolidated  Mines  Co.,  an  Arizona  Corporation
("CCM-Arizona")  was  organized  under the laws of the State of Arizona on April
15, 1936, to engage in general mining,  milling,  and ore reduction  business as
well as any lawful business determined by the Board of Directors.

     CCM-Arizona's   initial  authorized  capital  was  $100,000  consisting  of
1,000,000   shares  of  ($0.10)  par  value  common  voting  stock.  A  copy  of
CCM-Arizona's  initial Articles of Incorporation  was filed as an exhibit to the
Company's  registration  statement  on Form 10-SB on  February  26,  2001 and is
incorporated herein by this reference. See Part III, Item 1.

     On July 15, 1999,  CCM-Arizona  merged with and into the  Company,  for the
sole purpose of changing CCM-Arizona's domicile from the state of Arizona to the
state of Nevada. In conjunction with the merger,  the par value of the Company's
common voting stock was changed from $.10 to $.001,  while the Company  retained
it's  authorized  shares at 30,000,000.  Copies of the following  documents were
filed as an exhibit to the  Company's  registration  statement  on Form 10-SB on
February 26, 2001 and are  incorporated  herein by this  reference:  Articles of
Incorporation  of the Company;  Agreement and Plan of Merger of CCM-Arizona  and
the Company and Articles of Merger of CCM-Arizona with and into the Company. See
Part III, Item 1.

     On  September  20,  1999,  pursuant to a Unanimous  Consent of the Board of
Directors and Consent of Majority  Stockholders,  a Certificate  of Amendment to
the Articles of Incorporation was filed,  whereby the outstanding  shares of the
Corporation  were reverse split on a basis of 1 for 15, retaining the authorized
shares at  30,000,000  and the par value at one mill  ($0.001)  per share,  with
appropriate  adjustments  made in the additional paid in capital accounts of the
Company,  with all fractional shares being rounded up to the nearest whole share
and provided  further,  that all shares required for rounding be provided by the
Company. A copy of the Certificate of Amendment to the Articles of Incorporation
is incorporated herein by this reference. See Part III, Item 1.

     Material Changes in Control Since Inception and Related Business History.
     -------------------------------------------------------------------------

     On May 27, 1999, Thomas A. Phelps,  Vice President and Director and Wallace
M. Phelps,  Secretary  and  Director,  appointed  Jason Kershaw as President and
Director,  Harold  Jenson as Vice  President  and  Director  and Jason Jenson as
Secretary  and  Director  and in  seriatim,  resigned  their  positions  as Vice
President and Director and Secretrary and Director, respectively.

     On October  10,  1999,  the Company  issued  6,000,000  "unregistered"  and
"restricted"  shares  of  common  stock at a value of $.001  per share to Jenson
Services, Inc., in consideration of the payment of $6,000.00 for audit and other
corporate  expenses  incurred  on behalf of the  Company.  On  November 1, 2000,
5,000,000 of the above mentioned  "unregistered"  and  "restricted"  shares were
canceled and returned to treasury.  As a result,  Jenson Services became a 66.2%
shareholder of the Company.

     Jenson Services is an "accredited"  investor. The Company believes that the
offer  and  sale  of  these   securities  was  exempt  from  the   registration
requirements of the Securities Act,  pursuant to Sections 4(2) and 4(6) thereof,
and  Regulation D of the  Securities  and Exchange  Commission  and from various
similar state exemptions.

Business.
---------

     CCM-Arizona  acquired land and mining claims in Arizona and operated  until
approximately  1952.  In 1954  CCM-Arizona  entered  a  Receivership  under  the
jurisdiction  and  provisions of Chapter XI of the  Bankruptcy Act of the United
States,  which continued  through May of 1955. Since that time,  CCM-Arizona had
been  inactive with respect to mining  operations  but, did maintain some mining
assets  and  mining  claims  until  June of 1994.  All  assets  were  eventually
liquidated in satisfaction of debts or as consideration for services by officers
and directors. To the extent that assets were depleted,  additional common stock
of  CCM-Arizona  and the Company have been issued to officers  and  directors as
compensation  for  services  through  1994.  CCM-Arizona  and the  Company  have
essentially been dormant since June 30, 1994.

     Other than the  above-referenced  matters  and  seeking  and  investigating
potential  assets,  properties or businesses to acquire,  the Company has had no
business  operations for over 5 years. To the extent that the Company intends to
continue  to seek the  acquisition  of assets,  property  or  business  that may
benefit the Company and its  stockholders,  it is  essentially  a "blank  check"
company.  Because  the  Company has  limited  assets and  conducts no  business,
management  anticipates  that any such  acquisition  would  require  it to issue
shares of its common stock as the sole  consideration for the acquisition.  This
may result in substantial  dilution of the shares of current  stockholders.  The
Company's  Board of  Directors  shall  make the final  determination  whether to
complete any such  acquisition;  the approval of stockholders will not be sought
unless  required by  applicable  laws,  rules and  regulations,  its Articles of
Incorporation  or Bylaws,  or contract.  The Company makes no assurance that any
future enterprise will be profitable or successful.

     The Company is not currently engaging in any substantive  business activity
and has no plans to engage in any such activity in the  foreseeable  future.  In
its present form,  the Company may be deemed to be a vehicle to acquire or merge
with a business or company.  The Company  does not intend to restrict its search
to any particular business or industry,  and the areas in which it will seek out
acquisitions,  reorganizations  or mergers may include,  but will not be limited
to, the fields of high technology,  manufacturing,  natural resources,  service,
research and development, communications,  transportation, insurance, brokerage,
finance and all medically related fields,  among others.  The Company recognizes
that the number of suitable potential business ventures that may be available to
it may be extremely  limited,  and may be  restricted  to entities who desire to
avoid what  these  entities  may deem to be the  adverse  factors  related to an
initial public  offering  ("IPO").  The most prevalent of these factors  include
substantial  time  requirements,  legal and accounting  costs,  the inability to
obtain an underwriter who is willing to publicly offer and sell shares, the lack
of or the  inability to obtain the  required  financial  statements  for such an
undertaking,  limitations  on the  amount of  dilution  to public  investors  in
comparison to the stockholders of any such entities, along with other conditions
or requirements  imposed by various federal and state securities laws, rules and
regulations.  Any of these types of  entities,  regardless  of their  prospects,
would require the Company to issue a substantial  number of shares of its common
stock to  complete  any such  acquisition,  reorganization  or  merger,  usually
amounting to between 80 and 95 percent of the outstanding  shares of the Company
following the completion of any such  transaction;  accordingly,  investments in
any such private  entity,  if available,  would be much more  favorable than any
investment in the Company.

     In the event that the Company  engages in any  transaction  resulting  in a
change of control of the  Company  and/or the  acquisition  of a  business,  the
Company will be required to file with the  Commission  a Current  Report on Form
8-K within 15 days of such  transaction.  A filing on Form 8-K also requires the
filing of audited financial statements of the business acquired,  as well as pro
forma financial  information  consisting of a pro forma condensed balance sheet,
pro forma statements of income and accompanying explanatory notes.

     Management  intends to  consider  a number of  factors  prior to making any
decision as to whether to participate in any specific business endeavor, none of
which may be  determinative  or provide  any  assurance  of  success.  These may
include,  but will not be limited to an analysis of the quality of the  entity's
management  personnel;  the  anticipated  acceptability  of any new  products or
marketing concepts;  the merit of technological  changes;  its present financial
condition,  projected  growth potential and available  technical,  financial and
managerial  resources;  its working  capital,  history of operations  and future
prospects;  the nature of its present and expected competition;  the quality and
experience  of its  management  services  and the depth of its  management;  its
potential  for  further  research,  development  or  exploration;  risk  factors
specifically  related to its  business  operations;  its  potential  for growth,
expansion and profit;  the  perceived  public  recognition  or acceptance of its
products,  services,  trademarks  and name  identification;  and numerous  other
factors  which are  difficult,  if not  impossible,  to properly  or  accurately
analyze, let alone describe or identify, without referring to specific objective
criteria.

     Regardless,  the  results  of  operations  of any  specific  entity may not
necessarily be indicative of what may occur in the future, by reason of changing
market  strategies,  plant or product  expansion,  changes in product  emphasis,
future management  personnel and changes in innumerable other factors.  Further,
in  the  case  of a new  business  venture  or one  that  is in a  research  and
development mode, the risks will be substantial,  and there will be no objective
criteria to examine the  effectiveness or the abilities of its management or its
business  objectives.  Also,  a firm market for its products or services may yet
need to be established,  and with no past track record, the profitability of any
such entity will be unproven and cannot be predicted with any certainty.

     Management  will  attempt  to  meet  personally  with  management  and  key
personnel  of the entity  sponsoring  any business  opportunity  afforded to the
Company,  visit and inspect material facilities,  obtain independent analysis or
verification  of  information   provided  and  gathered,   check  references  of
management  and key  personnel  and conduct other  reasonably  prudent  measures
calculated to ensure a reasonably  thorough  review of any  particular  business
opportunity;  however,  due to time constraints of management,  these activities
may be limited.

     The Company is unable to predict the time as to when and if it may actually
participate in any specific  business  endeavor.  The Company  anticipates  that
proposed  business  ventures  will  be made  available  to it  through  personal
contacts  of  directors,   executive   officers  and   principal   stockholders,
professional advisors, broker dealers in securities,  venture capital personnel,
members  of the  financial  community  and others  who may  present  unsolicited
proposals.  In certain cases,  the Company may agree to pay a finder's fee or to
otherwise  compensate  the persons who submit a potential  business  endeavor in
which  the  Company  eventually  participates.  Such  persons  may  include  the
Company's directors,  executive officers, beneficial owners or their affiliates.
In this  event,  such  fees may  become a factor  in  negotiations  regarding  a
potential acquisition and,  accordingly,  may present a conflict of interest for
such individuals.

     Although the Company has not identified any potential  acquisition  target,
the possibility  exists that the Company may acquire or merge with a business or
company in which the Company's executive officers, directors,  beneficial owners
or their affiliates may have an ownership interest.  Current Company policy does
not  prohibit  such  transactions.  Because  no such  transaction  is  currently
contemplated,  it is impossible to estimate the potential  pecuniary benefits to
these persons.

     Further,  substantial fees are often paid in connection with the completion
of these types of acquisitions, reorganizations or mergers, ranging from a small
amount to as much as $250,000. These fees are usually divided among promoters or
founders,  after deduction of legal,  accounting and other related expenses, and
it is not  unusual  for a  portion  of  these  fees  to be paid  to  members  of
management or to principal  stockholders as consideration for their agreement to
retire a portion of the shares of common stock owned by them.  In the event that
such  fees are paid,  they may  become a factor in  negotiations  regarding  any
potential acquisition by the Company and, accordingly, may present a conflict of
interest for such individuals.

Principal Products and Services.
--------------------------------

     The  limited  business  operations  of the  Company,  as now  contemplated,
involve those of a "blank check" company. The only activities to be conducted by
the  Company  are to  manage  its  current  limited  assets  and to seek out and
investigate the  acquisition of any viable business  opportunity by purchase and
exchange for securities of the Company or pursuant to a reorganization or merger
through which securities of the Company will be issued or exchanged.

Distribution Methods of the Products or Services.
-------------------------------------------------

     Management will seek out and  investigate  business  opportunities  through
every reasonably available fashion, including personal contacts,  professionals,
securities broker dealers,  venture capital personnel,  members of the financial
community and others who may present unsolicited proposals; the Company may also
advertise its  availability as a vehicle to bring a company to the public market
through a "reverse" reorganization or merger.

Status of any Publicly Announced New Product or Service.
--------------------------------------------------------

     None; Not applicable.

Competitive Business Conditions.
--------------------------------

     Management  believes  that there are  literally  thousands of "blank check"
companies engaged in endeavors similar to those engaged in by the Company;  many
of  these  companies  have   substantial   current  assets  and  cash  reserves.
Competitors  also  include  thousands  of other  publicly-held  companies  whose
business  operations  have proven  unsuccessful,  and whose only viable business
opportunity is that of providing a publicly-held vehicle through which a private
entity may have access to the public capital markets. There is no reasonable way
to predict the  competitive  position of the Company or any other  entity in the
strata of these endeavors;  however, the Company, having limited assets and cash
reserves,  will no doubt be at a  competitive  disadvantage  in  competing  with
entities which have recently  completed  IPO's,  have significant cash resources
and have recent operating  histories when compared with the complete lack of any
substantive operations by the Company for the past several years.

Sources and Availability of Raw Materials and Names of Principal Suppliers.
---------------------------------------------------------------------------

     None; Not applicable.

Dependence on One or a Few Major Customers.
-------------------------------------------

     None; Not applicable.

Patents, Trademarks, Licenses, Franchises, Concessions, Royalty Agreements
or Labor Contracts.
-------------------

     None; Not applicable.

Need for any Governmental Approval of Principal Products or Services.
---------------------------------------------------------------------

     Because the Company currently  produces no products or services,  it is not
presently subject to any governmental regulation in this regard. However, in the
event that the Company  engages in a merger or acquisition  transaction  with an
entity  that  engages  in  such  activities,  it  will  become  subject  to  all
governmental  approval  requirements  to which the merged or acquired  entity is
subject.

Effect of Existing or Probable Governmental Regulations on Business.
--------------------------------------------------------------------

     The integrated  disclosure system for small business issuers adopted by the
Commission  in  Release  No.  34-30968  and  effective  as of August  13,  1992,
substantially  modified the information  and financial  requirements of a "Small
Business  Issuer,"  defined to be an issuer  that has  revenues of less than $25
million;  is a U.S. or Canadian issuer; is not an investment  company;  and if a
majority-owned subsidiary, the parent is also a small business issuer; provided,
however,  an entity is not a small business issuer if it has a public float (the
aggregate  market  value  of  the  issuer's   outstanding   securities  held  by
non-affiliates) of $25 million or more.

     The  Commission,  state  securities  commissions  and  the  North  American
Securities Administrators Association, Inc. ("NASAA") have expressed an interest
in adopting  policies that will streamline the registration  process and make it
easier for a small business issuer to have access to the public capital markets.
The present laws, rules and regulations  designed to promote availability to the
small  business  issuer of these  capital  markets and similar  laws,  rules and
regulations  that may be  adopted  in the future  will  substantially  limit the
demand for "blank  check"  companies  like the Company,  and may make the use of
these companies obsolete.

Sarbanes-Oxley Act.
-------------------

     On July 30, 2002,  President Bush signed into law the Sarbanes-Oxley Act of
2002 (the  "Sarbanes-Oxley  Act"). The Sarbanes-Oxley Act imposes a wide variety
of new regulatory  requirements on  publicly-held  companies and their insiders.
Many of these requirements will affect us. For example:

          * Our chief  executive  officer and chief  financial  officer must now
     certify the accuracy of all of our periodic reports that contain  financial
     statements;

          * Our  periodic  reports  must  disclose  our  conclusions  about  the
     effectiveness of our disclosure controls and procedures; and

          * We may not make any loan to any director or executive officer and we
     may not materially modify any existing loans.

     The Sarbanes-Oxley Act has required us to review our current procedures and
policies to determine  whether they comply with the  Sarbanes-Oxley  Act and the
new  regulations  promulgated  thereunder.  We  will  continue  to  monitor  our
compliance  with all future  regulations  that are adopted  under the  Sarbanes-
Oxley Act and will take whatever  actions are necessary to ensure that we are in
compliance.

Research and Development.
-------------------------

     None; Not applicable.

Cost and Effects of Compliance with Environmental Laws.
-------------------------------------------------------

     None; Not applicable.  However,  environmental  laws, rules and regulations
may have an adverse  effect on any business  venture viewed by the Company as an
attractive  acquisition,  reorganization or merger candidate,  and these factors
may further  limit the number of potential  candidates  available to the Company
for acquisition, reorganization or merger.

Number of Employees.
--------------------

     None; Not applicable.

Item 2.  Description of Property.
---------------------------------

     The Company has no assets,  property or business;  its principal  executive
office  address  and  telephone  number  are the  business  office  address  and
telephone number of its majority shareholder, Duane S. Jenson, and are currently
provided at no cost.  Because the Company has had no  business,  its  activities
will be  limited  to  keeping  itself in good  standing  in the State of Nevada,
seeking out  acquisitions,  reorganizations  or mergers and preparing and filing
the  appropriate  reports with the  Securities  and Exchange  Commission.  These
activities have consumed an insubstantial amount of management's time.

Item 3.  Legal Proceedings.
---------------------------

     The  Company  is  not a  party  to any  pending  legal  proceeding.  To the
knowledge  of  management,  no federal,  state or local  governmental  agency is
presently  contemplating  any  proceeding  against  the  Company.  No  director,
executive officer or affiliate of the Company or owner of record or beneficially
of more than five percent of the  Company's  common stock is a party  adverse to
the Company or has a material interest adverse to the Company in any proceeding.

Item 4.  Submission of Matters to a Vote of Security Holders.
-------------------------------------------------------------

     No matter was submitted to a vote of the Company's  security holders during
the calendar year covered by this Report.  Further,  there have been no meetings
of stockholders since July 1999.


                                     PART II

Item 5.  Market for Common Equity and Related Stockholder Matters.
------------------------------------------------------------------

Market Information.
-------------------

     The  Company's  stock is  currently  traded on the OTC-BB  under the symbol
"CCMC", however,  management does not expect any public market to develop unless
and until the Company  completes  an  acquisition  or merger.  In any event,  no
assurance  can be given  that any  market for the  Company's  common  stock will
develop or be maintained.

Holders.
--------

     The number of record  holders of the Company's  common stock as of December
31, 2002, is approximately 1,220.

Dividends.
----------

     The Company has not declared any cash  dividends with respect to its common
stock and does not intend to declare  dividends in the foreseeable  future.  The
future dividend policy of the Company cannot be ascertained  with any certainty,
and until the Company completes any acquisition, reorganization or merger, as to
which no assurance may be given, no such policy will be formulated. There are no
material  restrictions  limiting,  or that are  likely to limit,  the  Company's
ability to pay dividends on its common stock.

Sales of "Unregistered" and "Restricted" Securities Over The Past Three Years.
------------------------------------------------------------------------------

    On October  10,  1999,  the Company  issued  6,000,000  "unregistered"  and
"restricted"  shares  of  common  stock at a value of $.001  per share to Jenson
Services, Inc., in consideration of the payment of $6,000.00 for audit and other
corporate  expenses  incurred  on behalf of the  Company.  On  November 1, 2000,
5,000,000 of the above mentioned  "unregistered"  and  "restricted"  shares were
canceled and returned to treasury.  As a result,  Jenson Services became a 66.2%
shareholder of the Company.

     Jenson Services is an "accredited"  investor. The Company believes that the
offer  and  sale  of  these   securities  was  exempt  from  the   registration
requirements of the Securities Act,  pursuant to Sections 4(2) and 4(6) thereof,
and  Regulation D of the  Securities  and Exchange  Commission  and from various
similar state exemptions.

Item 6.  Management's Discussion and Analysis or Plan of Operation.
-------------------------------------------------------------------

Plan of Operation.
------------------

     The Company has not engaged in any material  operations or had any revenues
from  operations  during the last two  calendar  years.  The  Company's  plan of
operation  for the next 12  months is to  continue  to seek the  acquisition  of
assets,   properties  or  businesses  that  may  benefit  the  Company  and  its
stockholders.  Management anticipates that to achieve any such acquisition,  the
Company will issue shares of its common stock as the sole consideration for such
acquisition.

     During the next 12 months, the Company's only foreseeable cash requirements
will  relate to  maintaining  the  Company in good  standing  or the  payment of
expenses  associated  with  reviewing or  investigating  any potential  business
venture,  which  the  Company  expects  to pay from its  cash  resources.  As of
December 31, 2002, it had no cash or cash  equivalents.  If additional funds are
required  during  this  period,  such funds may be  advanced  by  management  or
stockholders as loans to the Company. Because the Company has not identified any
such  venture as of the date of this  Report,  it is  impossible  to predict the
amount of any such loan.  However,  any such loan should not exceed  $25,000 and
will be on terms no less favorable to the Company than would be available from a
commercial lender in an arm's length transaction. As of the date of this Report,
the Company is not engaged in any  negotiations  with any person  regarding  any
such venture.

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

     Other than seeking the acquisition of assets, properties or businesses that
may benefit the  Company and its  stockholders,  the Company has had no material
business  operations in the two most recent  calendar years, or in the last five
years.

     At  December  31,  2002,  the  Company's  had no  assets.  See the Index to
Financial Statements, Item 7 of this Report.

Liquidity.
----------

     None; Not applicable.

Item 7.  Financial Statements.
------------------------------


          Independent Auditors' Report

          Balance Sheets - December 31, 2002

          Statements of Operations for the years ended
          December 31, 2002 and 2001, and for the period from Reactivation
          [June 8, 1999] through December 31, 2002

          Statements of Stockholders' Equity/(Defecit)for the
          years ended December 31, 2002 and 2001, and for the period from
          Reactivation [June 8, 1999] through December 31, 2002

          Statements of Cash Flows for the years ended
          December 31, 2002 and 2001, and for the period from Reactivation
          [June 8, 1999] through December 31, 2002

          Notes to the Financial Statements

<PAGE>



                         CENTROID CONSOLIDATED MINES CO.
                          [A Development Stage Company]

                              FINANCIAL STATEMENTS

                                December 31, 2002

                       [WITH INDEPENDENT AUDITORS' REPORT]



<PAGE>
<TABLE>
<CAPTION>



                        Centroid Consolidated Mines, Co.
                          [A Development Stage Company]


                                TABLE OF CONTENTS


<S>                                                                              <C>



                                                                                  Page

Independent Auditors' Report ...................................................   1


Balance Sheet -- December 31, 2002 .............................................   2


Statements of Operations for the years ended December 31, 2002 and 2001, and for
the period from Reactivation [June 8, 1999] through December 31, 2002 ..........   3


Statements of Stockholders' Equity/(Deficit) for the years ended December 31,
2002 and 2001, and for the period from Reactivation [June 8, 1999] through
December 31, 2002 ..............................................................   4


Statements of Cash Flows for the years ended December 31, 2002 and 2001, and
for the period from Reactivation [June 8, 1999] through December 31, 2002 ......   5


Notes to Financial Statements ..................................................   6 -- 8

</TABLE>
<PAGE>


                        CENTROID CONSOLIDATED MINES, CO.
                          [A Development Stage Company]

                              FINANCIAL STATEMENTS

                                December 31, 2002


                       [WITH INDEPENDENT AUDITORS' REPORT]

<PAGE>
<TABLE>
<CAPTION>


                               Centroid Consolidated Mines, Co.
                                [A Development Stage Company]


                                       TABLE OF CONTENTS

<S>                                                                                             <C>

                                                                                                Page

Independent Auditors Report                                                                       1

Balance Sheet -- December 31, 2002                                                                2

Statements of Operations for the years ended December 31, 2002 and 2001, and for
the period from Reactivation [June 8, 1999] through December 31, 2002                             3

Statements of Stockholders' Equity/(Deficit) for the years ended December 31, 2002
and 2001, and for the period from Reactivation [June 8, 1999] through December 31,
2002                                                                                              4

Statements of Cash Flows for the years ended December 31, 2002 and 2001, and for
the period from Reactivation [June 8, 1999] through December 31, 2002                             5

Notes to Financial Statements                                                                   6 -- 8


</TABLE>
<PAGE>


Independent Auditors' Report


The Board of Directors and Shareholders
Centroid Consolidated Mines, Co.[a development stage company]:


     We have audited the  accompanying  balance  sheet of Centroid  Consolidated
Mines,  Co. [a  development  stage  company] as of December  31,  2002,  and the
related statements of operations,  stockholders' deficit, and cash flows for the
years ended  December  31, 2002 and 2001,  and for the period from  reactivation
[June 8, 1999] through  December 31, 2002.  These  financial  statements are the
responsibility of the Company's management.  Our responsibility is to express an
opinion on these financial statements based on our audit.

     We conducted our audit 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  audit  provides  a
reasonable basis for our opinion.

     In our opinion,  the financial statements referred to above present fairly,
in all material respects, the financial position of Centroid Consolidated Mines,
Co. [a  development  stage  company] as of December 31, 2002, and the results of
operations  and cash flows for the years  ended  December  31,  2002 and 2001 in
conformity with accounting principles generally accepted in the United States of
America.

     The  accompanying  financial  statements  have been prepared  assuming that
Centroid  Consolidated Mines, Co. will continue as a going concern. As discussed
in Note 2 to the financial  statements,  the Company has accumulated losses from
operations  and has  minimal  assets  which  raise  substantial  doubt about its
ability to continue as a going  concern.  Management's  plans in regard to these
matters are also  described in Note 2. The  financial  statements do not include
any adjustment that might result from the outcome of this uncertainty.


                                                   Mantyla McReynolds
Salt Lake City, Utah
March 21, 2003

<PAGE>
<TABLE>
<CAPTION>


                               Centroid Consolidated Mines, Co.
                                [A Development Stage Company]
                                         Balance Sheet
                                       December 31, 2002



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


ASSETS


      Total Current Assets                                                     $                 0
                                                                                 ------------------
                       Total Assets                                            $                 0
                                                                                 ==================

LIABILITIES AND STOCKHOLDERS' DEFICIT


Liabilities:
  Current Liabilities:
  Franchise taxes payable                                                      $                50
  Payable to shareholders - Note 6                                                          17,246
                                                                                 ------------------
      Total Current Liabilities                                                             17,296
           Total Liabilities                                                                17,296


Stockholders' Deficit:
  Capital Stock -- 30,000,000 shares authorized having a
   par value of $.001 per share; 1,714,352 shares issued
   and outstanding - Note 5                                                                  1,714
  Additional Paid-in Capital                                                             1,137,279
  Accumulated deficit prior to development stage                                        (1,132,993)
  Deficit accumulated during the development stage                                         (23,296)
                                                                                 ------------------
                Total Stockholders' Deficit                                                (17,296)
                                                                                 ------------------
        Total Liabilities and Stockholders' Deficit                            $                 0
                                                                                 ==================


                        See accompanying notes to financial statements


                                              2
</TABLE>
<PAGE>
<TABLE>
<CAPTION>


                               Centroid Consolidated Mines, Co.
                                [A Development Stage Company]
                                   Statements of Operations
     For the years ended December 31, 2002 and 2001, and for the period from Reactivation
                           [June 8, 1999] through December 31, 2002

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


                                                                                            June 8,
                                                                                              1999
                                                                                            through
                                                        2002               2001             December
                                                                                            31, 2002
                                                   --------------     --------------      ------------
Revenues                                       $               0  $               0   $             0

General & Administrative Expenses                          8,679              2,574            23,081
                                                   --------------     --------------      ------------

               Operating Loss                             (8,679)            (2,574)          (23,081)

                                                   --------------     --------------      ------------
        Net Loss Before Income Taxes                      (8,679)            (2,574)          (23,081)

Provision for Income Taxes                                      0                 0               215
                                                   --------------     --------------      ------------

Net Loss                                       $          (8,679) $          (2,574)  $       (23,296)
                                                   ==============     ==============      ============


Loss Per Share                                 $            (.01) $            (.01)  $          (.01)
                                                   ==============     ==============      ============

Weighted Average Shares Outstanding                    1,714,352          1,714,352         1,617,503
                                                   ==============     ==============      ============




                                   See accompanying notes to financial statements

                                                         3
</TABLE>
<PAGE>
<TABLE>
<CAPTION>


                                          Centroid Consolidated Mines, Co.
                                           [A Development Stage Company]
                                    Statements of Stockholders' Equity/(Deficit)
                For the years ended December 31, 2002 and 2001, and for the period from Reactivation
                                      [June 8, 1999] through December 31, 2002

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



                                                             Additional                             Net
                               Common          Common          Paid-in         Accumulated     Stockholders'
                               Shares           Stock          Capital           Deficit          Deficit
                            ------------    ------------    ------------      ------------    --------------
Balance, June 8, 1999         10,663,886     $1,066,389         $66,604       $(1,132,993)    $           0

Change par value with merge
with Nevada corporation                      (1,055,725)       1,055,725                                   0

Reverse stock split 1:15
September 13, 1999           (9,949,534)         (9,950)           9,950                                   0

Issued stock for debt at $0.006,

October 12, 1999              1,000,000           1,000           5,000                               6,000

Net loss for the Year Ended
 December 31, 1999                                                                 (8,049)           (8,049)
                            ------------    ------------    ------------      ------------    --------------
Balance, December 31, 1999    1,714,352           1,714       1,137,279        (1,141,042)           (2,049)
                            ------------    ------------    ------------      ------------    --------------
Net loss for the Year Ended
December 31, 2000                                                                  (3,994)           (3,994)
                            ------------    ------------    ------------      ------------    --------------
Balance, December 31, 2000    1,714,352           1,714       1,137,279        (1,145,036)           (6,043)
                            ------------    ------------    ------------      ------------    --------------
Net loss for the Year Ended
December 31, 2001                                                                  (2,574)           (2,574)

Balance, December 31, 2001    1,714,352           1,714       1,137,279        (1,147,610)           (8,617)

Net loss for the Year Ended
December 31, 2002                                                                  (8,679)           (8,679)

Balance, December 31, 2002    1,714,352    $      1,714    $  1,137,279      $ (1,156,289)    $     (17,296)
                            ============    ============    ============      ============    ==============




                                   See accompanying notes to financial statements

                                                         4
</TABLE>
<PAGE>
<TABLE>
<CAPTION>



                                Centroid Consolidated Mines, Co.
                                  [A Development Stage Company]
                                    Statements of Cash Flows
  For the years ended December 31, 2002 and 2001, and for the period from Reactivation [June 8,
                                 1999] through December 31, 2002

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


                                                                                              June 8,
                                                                                               1999
                                                                                              through
                                                                                             December
                                                              2002            2001           31, 2002
                                                           -----------     -----------     -------------
Cash Flows from Operating Activities
Net Loss                                                      $(8,679)        $(2,574)         $(23,296)
Adjustments to reconcile net income to net cash provided
by
 operating activities:
     Issued shares to directors for debt                            0               0             6,000
     Increase in shareholder loans                              8,984           2,574            17,246
     Decrease in current liabilities                             (305)              0                50
                                                           -----------     -----------     -------------
        Net Cash Used for Operating Activities                      0               0                 0

            Net Increase/(Decrease) in Cash                         0               0                 0

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

Ending Cash Balance                                                $0              $0                $0
                                                           ===========     ===========     =============

Supplemental Disclosure of Cash Flow Information:
  Cash paid during the year for interest                           $0              $0                $0
  Cash paid during the year for income taxes                        0               0                 0
Supplemental Non-cash disclosures
 Stock issued to reduce debt                                       $0              $0            $6,000



                         See accompanying notes to financial statements

                                                5
</TABLE>
<PAGE>


                                Centroid Consolidated Mines, Co.
                                  [A Development Stage Company]
                                  Notes to Financial Statements
                                        December 31, 2002


Note 1         Organization and Summary of Significant Accounting Policies

               (a) Organization

     Centroid  Consolidated  Mines,  Co.  (Company) was originally  incorporated
under the laws of the State of Arizona  in April,  1936.  On June 8,  1999,  the
Company formed a wholly owned  subsidiary  under the laws of the State of Nevada
for the purpose of  effecting a change of domicile of the  Company.  The Arizona
corporation was merged into the Nevada corporation in August 1999.

     The  Company  was  organized  to engage in mining  and any  mining  related
business.  It  acquired  land and mining  claims in Arizona and  operated  until
approximately  1952.  In 1954 the  Company  entered  a  Receivership  under  the
jurisdiction  and  provisions of Chapter XI of the  Bankruptcy Act of the United
States,  which  continued  through May of 1955.  Since that time the Company has
been  inactive with respect to mining  operations  but, did maintain some mining
assets for several years. All assets were eventually  liquidated in satisfaction
of debts or as consideration for services by Company officers and directors.  To
the extent that assets were depleted, additional common stock of the company has
been issued to company  officers as compensation  for services through 1994. The
Company has essentially  been dormant since June 30, 1994. In 1999, new officers
and directors were elected as part of reactivation procedures and the Company is
now considered to be in the development stage.


               (b) Income Taxes

     The Company  applies the  provisions  of Statement of Financial  Accounting
Standards No. 109 [the  Statement],  Accounting for Income Taxes.  The Statement
requires an asset and liability approach for financial  accounting and reporting
for income taxes, and the recognition of deferred tax assets and liabilities for
the temporary differences between the financial reporting basis and tax basis of
the  Company's  assets and  liabilities  at enacted tax rates  expected to be in
effect when such amounts are realized or settled.  The cumulative effect of this
change in  accounting  for income taxes as of December 31, 2002 is $0 due to the
valuation allowance established and described below.


               (c) Net Loss Per Common Share

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


               (d) Statement of Cash Flows

     For purposes of the statements of cash flows, the Company considers cash on
deposit in the bank to be cash. The Company had $0 cash at December 31, 2002.

                                                     6
<PAGE>


                                      Centroid Consolidated Mines, Co.
                                       [A Development Stage Company]
                                        Notes to Financial Statements
                                              December 31, 2002
                                                 [continued]


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

               (e)    Use of Estimates in Preparation of Financial Statements

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


Note 2         Liquidity

     The Company has accumulated  losses through  December 31, 2002 amounting to
$1,156,289  ($23,296 since  reactivation),  and does not  anticipate  generating
sufficient cash flows from  operations to meet the Company's cash  requirements.
These factors raise substantial doubt about the Company's ability to continue as
a going concern.

     Management  plans include finding a  well-capitalized  merger  candidate to
commence  operations.  The financial  statements do not include any  adjustments
that might result from the outcome of this uncertainty.


Note 3         Income Taxes

     Below is a summary of deferred tax asset calculations on net operating loss
carry  forward  amounts.  Loss carry  forward  amounts  expire  through  2022. A
valuation  allowance  is  provided  when it is more  likely  than not that  some
portion of the deferred tax asset will not be realized.


                                             NOL
Description                                Balance          Tax           Rate
   Federal Income Tax                          $23,296        $3,494      15%
   Valuation allowance                                       (3,494)
                                                       -------------
Deferred tax asset 12/31/2002                                     $0

         The allowance has increased $1,301 from $2,193 as of December 31, 2001.


                                                     7
<PAGE>

                                      Centroid Consolidated Mines, Co.
                                       [A Development Stage Company]
                                        Notes to Financial Statements
                                              December 31, 2002
                                                 [continued]

Note 5         Common Stock

     The Company adopted an Agreement of Merger and Joint Corporate  Resolutions
regarding the Agreement of Merger to effect the change of domicile,  and provide
for  the  pro  rata  issuance  of  shares  of  the  Nevada  corporation  to  the
stockholders  of the Arizona  corporation  on the  surrender of any  certificate
thereof.

     As a result of the  merger,  the par value of common  stock was  changed to
$.001 from $.10. Thus, immediately after the merger, the equity account balances
for common stock and  additional  paid-in  capital were $10,664 and  $1,122,329,
respectively.

     Effective  September  20, 1999,  the Company  reverse  split the issued and
outstanding  common stock on a basis of one for fifteen (1:15),  while retaining
the current authorized  capital and par value, and with appropriate  adjustments
in the stated and surplus accounts. All fractional shares were rounded up to the
nearest whole share.

     In October,  1999, the Company issued 6,000,000 unregistered and restricted
shares of common stock, at par, to a shareholder as reimbursement  for $6,000 in
expenses (see Note 6). In 2000, the Company cancelled 5,000,000 of those shares.
The revised value per share is $.006.


Note 6         Related Party Transactions

     A shareholder has paid general and administrative expenses on behalf of the
Company, through December 31, 2002, of $23,246. The Company recorded a liability
for this  amount  which has been  reduced by the common  shares  issued  ($6,000
above).  The  balance  ($17,246)  is  unsecured,   payable  on  demand,  and  is
non-interest bearing.


                                                     8
<PAGE>



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

     Mantyla, McReynolds & Associates, 5872 South 900 East, Suite 250, Salt Lake
City, Utah 84121, has been retained as the Company's  auditor for the past three
years. During that time, there has been no disagreement  between the Company and
its auditor.


                                    PART III

Item 9.  Identification of Directors and Executive Officers.
------------------------------------------------------------

     The  following  table sets  forth the names of all  current  directors  and
executive  officers  of the  Company.  These  persons  will serve until the next
annual  meeting of the  stockholders  or until their  successors  are elected or
appointed and qualified, or their prior resignation or termination.

<TABLE>
<CAPTION>

                                   Date of         Date of
                    Positions    Election or     Termination
Name                  Held       Designation   or Resignation
----                  ----       -----------   --------------
<S>                   <C>             <C>            <C>
Jason Kershaw         Director and       1999                *
                      President

Harold Jenson         Director and       1999                *
                      Vice President

Jason Jenson          Director and       1999                *
                      Secretary/
                      Treasurer

</TABLE>
     * These persons presently serve in the capacities indicated.

Business Experience.
--------------------

     Jason  Kershaw,  President  and a director is 32 years of age. Mr.  Kershaw
graduated from the University of Utah,  with a Bachelor of Science  degree.  Mr.
Kershaw has been  working as a  Pharmaceutical  representative  since  August of
2000. Previously, Mr. Kershaw had been employeed as a respiratory therapist with
Intermountain Health Care since 1994.

     Harold Jenson, Vice President and a director is 34 years of age. Mr. Jenson
has been working in the  construction  industry since 1998. Mr. Jenson currently
is a partner in Jenson Orton Contruction, a Utah based construction company.

     Jason Jenson,  Secretary and a director is 27 years of age. Mr. Jenson owns
his own painting business, which he has operated since 1993.

Significant Employees.
----------------------

     The Company has no employees  who are not executive  officers,  but who are
expected to make a significant contribution to the Company's business.

Family Relationships.
---------------------

    Jason  Jenson and  Harold  Jenson are  cousins.  There are no other  family
relationships between any director or executive officer. Jason Jenson and Harold
Jenson are nephews of Duane Jenson, the majority shareholder of Jenson Services.

Involvement in Certain Legal Proceedings.
-----------------------------------------

     Except as stated  above,  during the past five years,  no director,  person
nominated to become a director, executive officer, promoter or control person of
the Company:

          (1) was a general partner or executive officer of any business against
     which  any  bankruptcy  petition  was  filed,  either  at the  time  of the
     bankruptcy or two years prior to that time;

          (2) was  convicted  in a  criminal  proceeding  or named  subject to a
     pending criminal  proceeding  (excluding traffic violations and other minor
     offenses);

          (3) was  subject to any order,  judgment or decree,  not  subsequently
     reversed,  suspended or vacated,  of any court of  competent  jurisdiction,
     permanently  or  temporarily  enjoining,  barring,  suspending or otherwise
     limiting his  involvement  in any type of business,  securities  or banking
     activities; or

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

Compliance with Section 16(a) of the Exchange Act.
--------------------------------------------------

     Form 3's were  filed  for the  Officers  and  Directors  as well as the 10%
shareholder of the Company on or about March 9, 2001.

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

     There has been no executive  compensation  paid by the Company for services
rendered in the last three years.

     No cash  compensation,  deferred  compensation or long-term  incentive plan
awards were issued or granted to the  Company's  management  during the calendar
years ended  December  31,  2002 or 2001.  Further,  no member of the  Company's
management   has  been  granted  any  option  or  stock   appreciation   rights;
accordingly,  no tables  relating to such items have been  included  within this
Item.

     There are no conditions relating to payment of compensation to officers and
directors that a target company must comply with and loans made by  shareholders
to the  Company  are  typically  forgiven  with no  recourse  upon  closing of a
transaction.  No loans have been made or are anticipated to be made to officers,
directors, affiliates, or lending institutions.

Compensation of Directors.
--------------------------

     There  are  no  standard  arrangements  pursuant  to  which  the  Company's
directors are compensated for any services  provided as director.  No additional
amounts are payable to the Company's  directors for committee  participation  or
special assignments.

     There are no arrangements  pursuant to which any of the Company's directors
was  compensated  during the  Company's  last  completed  calendar  year for any
service provided as director.

Employment Contracts and Termination of Employment and
Change-in-Control Arrangements.
-------------------------------

     There are no  employment  contracts,  compensatory  plans or  arrangements,
including payments to be received from the Company, with respect to any director
or executive officer of the Company which would in any way result in payments to
any  such  person  because  of his  or  her  resignation,  retirement  or  other
termination  of  employment  with the Company or any  subsidiary,  any change in
control of the Company, or a change in the person's responsibilities following a
change in control of the Company.

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

Security Ownership of Certain Beneficial Owners.
------------------------------------------------

     The  following  table sets forth the  shareholdings  of those  persons  who
beneficially  own more than five  percent of the  Company's  common  stock as of
December 31, 2002, with the  computations  being based upon 1,714,352  shares of
common stock being outstanding.

<TABLE>
<CAPTION>

                                   Number of Shares    Percentage
Name and Address                  Beneficially Owned    of Class
-----------------                  ----------------    -----------

                                  <C>             <C>
Jenson Services, Inc.*                 1,000,000         58.3%
5525 S. 900 E. #110
Salt Lake City, UT 84117

Duane S. Jenson                          133,658          7.9%
5525 S. 900 E. #110
Salt Lake City, UT  84117              ---------        ------
                                       1,133,658         66.2%

     * Duane S. Jenson may be deemed beneficial owner of these shares due to his
relationship  with Jenson  Services,  Inc. Mr. Jenson is CEO and owner of Jenson
Services, Inc.

</TABLE>

Security Ownership of Management.
---------------------------------

     The following table sets forth the shareholdings of the Company's directors
and executive officers as of the December 31, 2002:

<TABLE>
                        Number of Shares
                       Beneficially Owned     Percentage of
Name and Address         as of 12/31/02           of Class
----------------       -----------------       -------------
<S>                        <C>                    <C>
Jason Kershaw                 0                      0%
5525 S. 900 E. #110
Salt Lake City, UT 84117

Harold Jenson                 0                      0%
5525 S. 900 E. #110
Salt Lake City, UT 84117

Jason Jenson                  0                      0%
5525 S. 900 E. #110
Salt Lake City, UT 84117

All Three Directors           0                      0%

</TABLE>

Changes in Control.
-------------------

     There are no present  arrangements  or pledges of the Company's  securities
which may result in a change in control of the Company.

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

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

     For a description  of  transactions  between  members of  management,  five
percent  stockholders,  "affiliates",  promoters  and  finders,  see the caption
"Sales of 'Unregistered' and 'Restricted'  Securities Over the Past Three Years"
of Item I.

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

Reports on Form 8-K.
--------------------

     None; Not Applicable.

Exhibits.
---------

     None; Not Applicable.

DOCUMENTS INCORPORATED BY REFERENCE

<TABLE>
<CAPTION>

Exhibit
Number         Description*
------         ------------
<S>            <C>
3.1            Articles of Incorporation of CCM-Arizona, dated April 15, 1936

3.3 (i)        Articles of Amendment to Articles of Incorporation
               dated April 12, 1951, change of authorized allowed and indebtness

3.3 (ii)       Articles of Amendment to Articles of Incorporation
               dated April 21, 1991, change of authorized allowed and inbebtness

3.1 (i)        Articles of Incorporation of the Company, dated June 14, 1999

3.2            By-laws, adopted June 8, 1999

99             Articles of Merger of CCM-Arizona with and into the Company

3.3 (iv)       Articles of Amendment to Articles of Incorporation
               dated September 29, 1999, regarding 15 to 1 reverse split

</TABLE>


     *The exhibits are hereby incorporated by reference and have been filed with
the  Securities  and  Exchange  Commission  and are  attached  to the  Company's
Registration Statement on Form 10-SB, in their entirety.

<PAGE>





                              SIGNATURES

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

                                       Centroid Consolidated Mines Co.



Date:  3/26/03                         By/S/Jason Kershaw
                                       Jason Kershaw
                                       President and Director

     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:

                                        Centroid Consolidated Mines Co.



Date:  3/26/03                          By/S/Jason Kershaw
                                        Jason Kershaw
                                        President and Director



Date:  3/27/03                          By/S/Jason Jenson
                                        Jason Jenson
                                        Secretary, Treasurer and Director

<PAGE>


                           CERTIFICATION PURSUANT TO
                  SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002

     I, Jason  Kershaw,  President  of Centroid  Consolidated  Mines  Corp.,(the
"Registrant"), certify that:

     1. I have reviewed this Annual Report on Form 10-KSB of the Registrant;

     2. Based on my  knowledge,  this Annual  Report does not contain any untrue
statement of a material fact or omit to state a material fact  necessary to make
the statements made, in light of the  circumstances  under which such statements
were made,  not  misleading  with  respect to the period  covered by this Annual
Report;

     3. Based on my knowledge,  the financial  statements,  and other  financial
information  included  in this Annual  Report,  fairly  present in all  material
respects the financial  condition,  results of operations  and cash flows of the
Registrant as of, and for, the periods presented in this Annual Report;

     4. The  Registrant's  other  certifying  officer and I are  responsible for
establishing and maintaining  disclosure  controls and procedures (as defined in
Exchange Act Rules 13a-14 and 15d-14) for the Registrant and we have:

          a) designed  such  disclosure  controls and  procedures to ensure that
     material information relating to the Registrant, including its consolidated
     subsidiaries,  is  made  known  to  us by  others  within  those  entities,
     particularly  during  the  period  in which  this  Annual  Report  is being
     prepared;

          b) evaluated the effectiveness of the Registrant's disclosure controls
     and procedures as of a date within 90 days prior to the filing date of this
     Annual Report (the "Evaluation Date"); and

          c)  presented  in  this  Annual  Report  our  conclusions   about  the
     effectiveness  of the  disclosure  controls  and  procedures  based  on our
     evaluation as of the Evaluation Date;

     5. The Registrant's other certifying officer and I have disclosed, based on
our most recent evaluation, to the Registrant's auditors and the audit committee
of  Registrant's  board of  directors  (or  persons  performing  the  equivalent
function);

          a) all significant deficiencies in the design or operation of internal
     controls which could adversely affect the  Registrant's  ability to record,
     process,  summarize and report  financial data and have  identified for the
     Registrant's auditors any material weaknesses in internal controls; and

          b) any fraud,  whether or not material,  that  involves  management or
     other employees who have a significant  role in the  Registrant's  internal
     controls; and

     6. The Registrant's  other certifying  officer and I have indicated in this
Annual Report whether or not there were significant changes in internal controls
or in other factors that could significantly affect internal controls subsequent
to the date of our most recent evaluation, including any corrective actions with
regard to significant deficiencies and material weaknesses.



Dated:  3/26/03          Signature:  By/S/Jason Kershaw
                                     Jason Kershaw
                                     President

<PAGE>
                            CERTIFICATION PURSUANT TO
                  SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002

     I, Jason Jenson,  Secretary/Treasurer of Centroid Consolidated Mines Corp.,
(the "Registrant"), certify that:

     1. I have reviewed this Annual Report on Form 10-KSB of the Registrant;

     2. Based on my  knowledge,  this Annual  Report does not contain any untrue
statement of a material fact or omit to state a material fact  necessary to make
the statements made, in light of the  circumstances  under which such statements
were made,  not  misleading  with  respect to the period  covered by this Annual
Report;

     3. Based on my knowledge,  the financial  statements,  and other  financial
information  included  in this Annual  Report,  fairly  present in all  material
respects the financial  condition,  results of operations  and cash flows of the
Registrant as of, and for, the periods presented in this Annual Report;

     4. The  Registrant's  other  certifying  officer and I are  responsible for
establishing and maintaining  disclosure  controls and procedures (as defined in
Exchange Act Rules 13a-14 and 15d-14) for the Registrant and we have:

          a) designed  such  disclosure  controls and  procedures to ensure that
     material information relating to the Registrant, including its consolidated
     subsidiaries,  is  made  known  to  us by  others  within  those  entities,
     particularly  during  the  period  in which  this  Annual  Report  is being
     prepared;

          b) evaluated the effectiveness of the Registrant's disclosure controls
     and procedures as of a date within 90 days prior to the filing date of this
     Annual Report (the "Evaluation Date"); and

          c)  presented  in  this  Annual  Report  our  conclusions   about  the
     effectiveness  of the  disclosure  controls  and  procedures  based  on our
     evaluation as of the Evaluation Date;

     5. The Registrant's other certifying officer and I have disclosed, based on
our most recent evaluation, to the Registrant's auditors and the audit committee
of  Registrant's  board of  directors  (or  persons  performing  the  equivalent
function);

          a) all significant deficiencies in the design or operation of internal
     controls which could adversely affect the  Registrant's  ability to record,
     process,  summarize and report  financial data and have  identified for the
     Registrant's auditors any material weaknesses in internal controls; and

          b) any fraud,  whether or not material,  that  involves  management or
     other employees who have a significant  role in the  Registrant's  internal
     controls; and

     6. The Registrant's  other certifying  officer and I have indicated in this
Annual Report whether or not there were significant changes in internal controls
or in other factors that could significantly affect internal controls subsequent
to the date of our most recent evaluation, including any corrective actions with
regard to significant deficiencies and material weaknesses.



Dated:  3/27/03                     Signature:  By/S/Jason Jenson
                                                Jason Jenson
                                                Secretary/Tresurer

<PAGE>
                            CERTIFICATION PURSUANT TO
                             18 U.S.C. SECTION 1350,
                             AS ADOPTED PURSUANT TO
                  SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002


     In connection with the Annual Report of Centroid  Consolidated Mines Corp.,
(the  "Registrant")  on Form 10-KSB for the year ending  December 31,  2002,  as
filed with the  Securities  and  Exchange  Commission  on the date  hereof  (the
"Annual  Report"),  We, Jason Kershaw,  President and director and Jason Jenson,
Secretary,  Treasurer and director of the  Registrant,  certify,  pursuant to 18
U.S.C.  Section 1350, as adopted  pursuant to Section 906 of the  Sarbanes-Oxley
Act of 2002, that:

     (1) The Annual Report fully complies with the requirements of section 13(a)
or 15(d) of the Securities Exchange Act of 1934; and

     (2) The information  contained in the Annual Report fairly presents, in all
material  respects,  the  financial  condition  and result of  operations of the
Registrant.



By/S/Jason Kershaw
Jason Kershaw
President and Director
Dated this 26th day of March, 2003



By/S/Jason Jenson
Jason Jenson
Secretary,Treasurer and Director
Dated this 27th day of March, 2003