UNITED STATES 
  SECURITIES AND EXCHANGE COMMISSION 
  WASHINGTON, D.C. 20549

FORM 10-KSB

(Mark one)

[X]   ANNUAL REPORT PURSUANT TO 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 number 0-29877

Transcendent, Inc. 
  (Name of Small Business Issuer in its charter)

|Nevada                          |  | 95-4784882         
|------------------------------- |  | -------------------
|(State or other jurisdiction of |  | (I.R.S. Employer   
|incorporation or organization)  |  | Identification No.)

|9175 MAINWARING ROAD                     |           
|---------------------------------------- | ----------
|SIDNEY, BC                               | V8L 1J9   
|(Address of principal executive offices) | (Zip code)

|9175 MAINWARING ROAD |           
|-------------------- | ----------
|SIDNEY, BC           | V8L 1J9   
|(Former address)     | (Zip code)



(250) 656-4490(Issuer's telephone number)



---



Securities registered under Section 12(b) of the Exchange Act:

|NA                  |  | NA                      
|------------------- |  | ------------------------
|Title of each class |  | Name of each exchange on
|                    |  | which registered        

Securities registered under Section 12(g) of the Exchange Act:

Common Stock(Title of Class)

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

The revenues
  for the year ended December 31, 2002 were $ 0.

There was
  no common stock held by non-affiliates of the registrant as of February 28,
  2003.

The number
  of shares of common stock outstanding as of February 28, 2003, was 3,000,000.

---

TABLE OF CONTENTS

|           |                                                                       | PAGE | 
|---------- | --------------------------------------------------------------------- | ---- | 
|           |                                                                       |      | 
|Item 1.    | Description of Business                                               | 4-5  | 
|           |                                                                       |      | 
|Item 2.    | Description of Property                                               | 5    | 
|           |                                                                       |      | 
|Item 3.    | Legal Proceedings                                                     | 5    | 
|           |                                                                       |      | 
|Item 4.    | Submission of Matters to a Vote of Security Holders                   | 5    | 
|           |                                                                       |      | 
|Item 5.    | Market for Common Equity and Related Stockholder Matters              | 5-6  | 
|           |                                                                       |      | 
|Item 6.    | Plan of Operation                                                     | 6    | 
|           |                                                                       |      | 
|Item 7.    | Financial Statements                                                  | 7-13 | 
|           |                                                                       |      | 
|Item 8.    | Changes In and Disagreements With Accountants on Accounting
      and |      | 
|           | Financial Disclosure                                                  | 14   | 
|           |                                                                       |      | 
|Item 9.    | Directors, Executive Officers, Promoters and Control Persons;         |      | 
|           | Compliance With Section 16(a) of the Exchange Act                     | 14   | 
|           |                                                                       |      | 
|Item 10.   | Executive Compensation                                                | 14   | 
|           |                                                                       |      | 
|Item 11.   | Securities Ownership of Certain Beneficial Owners and Management.     | 15   | 
|           |                                                                       |      | 
|Item 12.   | Certain Relationships and Related Transactions                        | 15   | 
|           |                                                                       |      | 
|Item 13.   | Exhibits and Reports on Form 8-K                                      | 15   | 
|           |                                                                       |      | 
|Item 14.   | Controls and Procedures                                               | 15   | 
|           |                                                                       |     
|SIGNATURES | 16                                                                    |     



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PART I

Item 1. Description of Business.

|(a) | Business Development                                                                                                                                                                                                                                                                                                                                                                                                                                                                   
|--- | ---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                        
|    | Transcendent, Inc. ("the Company") was incorporated in the
      state of Nevada on January 31, 2000. The Company, an entity with a fiscal
      year ending December 31, is a standard C-Corporation for federal income
      tax purposes. The Company, which presently does not have any subsidiaries
      or affiliated entities, is a development stage enterprise. To date, the
      Company has had no significant operations. To date, the Company has had
      no revenues.
|    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                        
|    | The Company has never been involved in any bankruptcy, receivership
      or similar proceedings.                                                                                                                                                                                                                                                                                                                                                                                      
|    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                        
|(b) | Business of Issuer                                                                                                                                                                                                                                                                                                                                                                                                                                                                     
|    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                        
|    | The Business of the issuer is in the health food industry.
      To date the Company has had no revenues.                                                                                                                                                                                                                                                                                                                                                                              
|    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                        
|    | The Company, which presently has no employees, is a development
      stage enterprise. From inception to date the Company has had no revenues.                                                                                                                                                                                                                                                                                                                                        

Forward-Looking Statements

This Form
  10-SB includes "forward-looking statements" within the meaning of the "safe-harbor"
  provisions of the Private Securities Litigation Reform Act of 1995. Such statements
  are based on management's current expectations and are subject to a number of
  factors and uncertainties that could cause actual results to differ materially
  from those described in the forward-looking statements. All statements, other
  than statements of historical facts included in this Form, including without
  limitation, statements under "Plan of Operation" and "Description of Business",
  regarding the Company's financial position, business strategy, and plans and
  objectives if management of the Company for future operations, are forward-looking
  statements.

Although
  the Company believes that the expectations reflected in such forward-looking
  statements are reasonable, it can give no assurance that such expectations will
  prove to have been correct. Important factors that could cause actual results
  to differ materially from the Company's expectations include, but are not limited
  to, market conditions, competition and the ability to successfully complete
  financing.

|(c) | Reports to Security Holders                                                                                                                               
|--- | ----------------------------------------------------------------------------------------------------------------------------------------------------------
|    |                                                                                                                                                           
|    | The public may read and copy any materials the
      Company files with the Securities and Exchange Commission ("SEC") at the
      SEC's Public Reference



---

| | Room at 450 Fifth Street, N.W., Washington, D.C.
      20549. The Public may obtain information on the operation of the Public
      Reference Room by calling the SEC at 1-800-SEC-0330.
| | -----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

Item 2. Description of Property.

The Company
  does not own any physical properties at this time.

The Company's
  corporate executive office presently is located within the office of the Company's
  major shareholder/Chairman of the Board of Directors/President Rick Plotnikoff
  is a businessman based in Sidney, B.C. Canada at 9175 Mainwaring Rd.

Item 3. Legal Proceedings.

The Company
  is not a party to any pending legal proceeding. Management is not aware of any
  threatened litigation, claims or assessments.

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

None.

PART II

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

|(a) | Market information                                                                                                                                                                                                                                                                                                                                                                                                    
|--- | ----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|    |                                                                                                                                                                                                                                                                                                                                                                                                                       
|    | Currently there is no public market for the Company's
      common stock. At the appropriate time, the Company's management will complete
      the pertinent procedures for listing the Company's common stock on the National
      Association of Securities Dealers Over the Counter Electronic Bulletin Board.
      There can be no assurance however that management will be successful in
      this endeavor.
|    |                                                                                                                                                                                                                                                                                                                                                                                                                       
|    | The company has no common equity that is subject
      to outstanding options or warrants to purchase, or securities convertible
      into, common equity of the Company. All 3,000,000 shares of common stock
      outstanding at December 31, 2002 could be sold pursuant to Rule 144 under
      the Securities Act.                                                                                             
|    |                                                                                                                                                                                                                                                                                                                                                                                                                       
|(b) | Holders                                                                                                                                                                                                                                                                                                                                                                                                               
|    |                                                                                                                                                                                                                                                                                                                                                                                                                       
|    | As of December 31, 2002 there were three common
      shareholders of record.                                                                                                                                                                                                                                                                                                                                         
|    |                                                                                                                                                                                                                                                                                                                                                                                                                       
|(c) | Dividends                                                                                                                                                                                                                                                                                                                                                                                                             



---

| | The Company has never declared any cash dividends.                                                                                                                                                                                                                                            
| | ----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
| |                                                                                                                                                                                                                                                                                               
| | The current policy of the company is not to pay
      cash dividends, but instead to retain future earnings, if any, to support
      the growth of the Company. However, there are no restrictions that limit
      the ability to pay dividends on common equity when it is lawful to do so.

Item 6. Plan of Operation.

Financing

The Company's
  management is seeking funding from a variety of sources including private placements
  of its stock, public offering of its stock, as well as debt financing. Additionally,
  business combinations with entities with significant cash will be considered.
  However, there can be no assurance management will be successful in these endeavors.

On March
  8, 2000 the Company filed a Registration Statement on Form 10-SB with the United
  States Securities and Exchange Commission. The Registration Statement went effective
  on May 7, 2000.

For the
  calendar year 2002 and the first half of calendar year 2003 it is anticipated,
  absent the Company's obtaining other sources of liquidity as described above,
  the Company's primary funding for ongoing corporate expenses, such as legal
  and accounting fees and filing fees will be provided by the Company's Chairman
  of the Board of Directors and President.

The Company,
  which presently has no employees, is a development stage enterprise. From inception
  to date the Company has had no revenues.



---

Item 7. Financial Statements.

INDEPENDENT AUDITORS' REPORT

To the Board of Directors of
  Transcendent, Inc.

We have audited the balance sheet of Transcendent, Inc. (a Development Stage
  Company), as of December 31, 2002 and the related statements of operations,
  stockholders equity (deficit)and cash flows for the year then ended. 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 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 audit provides a reasonable basis for our opinion.

In our opinion, based on our audit, the financial statements
  referred to above present fairly, in all material respects, the financial position
  of Transcendent, Inc. as of December 31, 2002 and the results of its operations
  and cash flows for the year then ended, in conformity with generally accepted
  accounting principles.

The accompanying financial statements have been prepared assuming
  that the Company will continue as a going concern. As discussed in Note 1 to
  the financial statements, the Company has not yet commenced operations, raise
  capital or implement a plan of operations. These matters raise substantial doubt
  about the Companys ability to continue as a going concern. The financial
  statements do not include any adjustments that might result from the outcome
  of this uncertainty.

/s/ EPSTEIN, WEBER & CONOVER, P.L.C.
      Scottsdale, Arizona
      March 20, 2003

---



|
|



|ASSETS                                                    |   |        |  
|--------------------------------------------------------- | - | ------ | -
|                                                          |   |        |  
|CURRENT ASSETS                                            | $ | -      |  
|                                                          |   |        |  
|TOTAL ASSETS                                              |   | -      |  
|                                                          |   |        |  
|                                                          |   |        |  
|LIABILITIES AND STOCKHOLDERS' EQUITY:                     |   |        |  
|                                                          |   |        |  
|CURRENT LIABILITIES                                       | $ | -      |  
|                                                          |   |        |  
|TOTAL LIABILITIES                                         |   | -      |  
|                                                          |   |        |  
|                                                          |   |        |  
|STOCKHOLDERS' EQUITY:                                     |   |        |  
|Common stock, $.001 par value, 25,000,000
      shares    |   |        |  
|authorized, 3,000,000
      shares issued and outstanding |   | 3,000  |  
|Deficit accumulated during the development
      stage    |   | (3,000 | )
|                                                          |   |        |  
|Total stockholders'
      equity                          |   | -      |  
|                                                          |   |        |  
|TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY                | $ | -      |  
|                                                          |   |        |  



---



|
|



|                                         |   |              |  |   | JANUARY 31,    |  
|---------------------------------------- | - | ------------ |  | - | -------------- | -
|                                         |   | FOR THE      |  |   | 2002           |  
|                                         |   | YEAR ENDED   |  |   | (INCEPTION) TO |  
|                                         |   | DECEMBER 31, |  |   | DECEMBER 31,   |  
|                                         |   | 2002         |  |   | 2001           |  
|                                         |   |              |  |   |                |  
|                                         |   |              |  |   |                |  
|INCOME                                   | $ | 3,485        |  | $ | -              |  
|                                         |   |              |  |   |                |  
|COSTS AND EXPENSES:                      |   |              |  |   |                |  
|General
      and administrative expense |   | 1,770        |  |   | 4,715          |  
|                                         |   |              |  |   |                |  
|Total                                    |   | 1,770        |  |   | 4,715          |  
|                                         |   |              |  |   |                |  
|INCOME (LOSS) FROM OPERATIONS            |   | 1,715        |  |   | (4,715         | )
|                                         |   |              |  |   |                |  
|INCOME TAXES                             |   | -            |  |   | -              |  
|                                         |   |              |  |   |                |  
|NET INCOME (LOSS)                        | $ | 1,715        |  | $ | (4,715         | )
|                                         |   |              |  |   |                |  
|                                         |   |              |  |   |                |  
|NET INCOME (LOSS) PER COMMON SHARE       |   |              |  |   |                |  
|Basic                                    | $ | *            |  | $ | *              |  
|                                         |   |              |  |   |                |  
|Diluted                                  | $ | *            |  | $ | *              |  
|                                         |   |              |  |   |                |  
|                                         |   |              |  |   |                |  
|WEIGHTED AVERAGE COMMON SHARES           |   |              |  |   |                |  
|OUTSTANDING
      (BASIC AND DILUTED)    |   | 3,000,000    |  |   | 3,000,000      |  
|                                         |   |              |  |   |                |  
|                                         |   |              |  |   |                |  
|* - less than $0.01 per share            |   |              |  |   |                |  



---



|
|



|                                       |           |  |   |            |  |   |             |  |   |         |   |   |        |  
|-------------------------------------- | --------- |  | - | ---------- |  | - | ----------- |  | - | ------- | - | - | ------ | -
|                                       | Common    |  |   | Additional |  |   |             |  |   |         |  
|                                       |           |  |   | Paid-in    |  |   | Accumulated |  |   |         |  
|                                       | Shares    |  |   | Amount     |  |   | Capital     |  |   | Deficit |   |   | Total  |  
|                                       |           |  |   |            |  |   |             |  |   |         |   |   |        |  
|Common Shares issued for cash          | 2,500,000 |  | $ | 2,500      |  | $ | -           |  | $ | -       |   | $ | 2,500  |  
|Common Shares issued for services      | 500,000   |  |   | 500        |  |   | -           |  |   | -       |   |   | 500    |  
|Net loss for the period from inception |           |  |   |            |  |   |             |  |   |         |   |   |        |  
|to December 31, 2000                   | -         |  |   | -          |  |   | -           |  |   | (4,500  | ) |   | (4,500 | )
|                                       |           |  |   |            |  |   |             |  |   |         |   |   |        |  
|BALANCE DECEMBER 31, 2000              | 3,000,000 |  |   | 3,000      |  |   | -           |  |   | (4,500  | ) |   | (1,500 | )
|                                       |           |  |   |            |  |   |             |  |   |         |   |   |        |  
|                                       |           |  |   |            |  |   |             |  |   |         |   |   |        |  
|Net loss for the year ended            |           |  |   |            |  |   |             |  |   |         |   |   |        |  
|December 31, 2001                      | -         |  |   | -          |  |   | -           |  |   | (215    | ) |   | (215   | )
|                                       |           |  |   |            |  |   |             |  |   |         |   |   |        |  
|BALANCE DECEMBER 31, 2001              | 3,000,000 |  |   | 3,000      |  |   | -           |  |   | (4,715  | ) |   | (1,715 | )
|                                       |           |  |   |            |  |   |             |  |   |         |   |   |        |  
|                                       |           |  |   |            |  |   |             |  |   |         |   |   |        |  
|Net income for the year ended          |           |  |   |            |  |   |             |  |   |         |   |   |        |  
|December 31, 2002                      | -         |  |   | -          |  |   | -           |  |   | 1,715   |   |   | 1,715  |  
|                                       |           |  |   |            |  |   |             |  |   |         |   |   |        |  
|BALANCE DECEMBER 31, 2002              | 3,000,000 |  | $ | 3,000      |  | $ | -           |  | $ | (3,000  | ) | $ | -      |  
|                                       |           |  |   |            |  |   |             |  |   |         |   |   |        |  



---



|
|

|                                                       |   |                   |   |   | Period from         |  
|------------------------------------------------------ | - | ----------------- | - | - | ------------------- | -
|                                                       |   |                   |   |   | January 31,2000     |  
|                                                       |   |                   |   |   | (date of inception) |  
|                                                       |   | Year Ended        |   |   | to                  |  
|                                                       |   | December 31, 2002 |   |   | December 31, 2002   |  
|                                                       |   |                   |   |   |                     |  
|                                                       |   |                   |   |   |                     |  
|CASH FLOWS FROM OPERATING ACTIVITIES:                  |   |                   |   |   |                     |  
|Net income (loss)                                      | $ | 1,715             |   | $ | (3,000              | )
|Adjustments to reconcile
      net income to net cash  |   |                   |   |   |                     |  
|used
      in operating activities:                    |   |                   |   |   |                     |  
|Common
      stock issued as consderation for services |   |                   |   |   | 500                 |  
|Changes in assets and liabilities:                     |   |                   |   |   |                     |  
|Accrued
      liabilities                              |   | (1,500            | ) |   |                     |  
|Write-off
      of Loan from Shareholder               |   | (215              | ) |   |                     |  
|                                                       |   |                   |   |   |                     |  
|Net
      cash used in operating activities            |   | -                 |   |   | (2,500              | )
|                                                       |   |                   |   |   |                     |  
|CASH FLOWS FROM FINANCING ACTIVITIES:                  |   |                   |   |   |                     |  
|Common
      stock issued for cash                     |   | -                 |   |   | 2,500               |  
|                                                       |   |                   |   |   |                     |  
|INCREASE IN CASH AND EQUIVALENTS                       |   | -                 |   |   | -                   |  
|CASH AND EQUIVALENTS, BEGINNING OF PERIOD              |   | -                 |   |   | -                   |  
|                                                       |   |                   |   |   |                     |  
|CASH AND EQUIVALENTS, END OF PERIOD                    | $ | -                 |   | $ | -                   |  
|                                                       |   |                   |   |   |                     |  
|                                                       |   |                   |   |   |                     |  
|SUPPLEMENTAL CASH FLOW INFORMATION:                    |   |                   |   |   |                     |  
|                                                       |   |                   |   |   |                     |  
|Interest
      paid                                    | $ | -                 |   | $ | -                   |  
|                                                       |   |                   |   |   |                     |  
|                                                       |   |                   |   |   |                     |  
|Income
      taxes paid                                | $ | -                 |   | $ | -                   |  
|                                                       |   |                   |   |   |                     |  



---



|
|



|1. | ORGANIZATION AND BASIS OF PRESENTATION
      Transcendent, Inc. (the Company) a Nevada corporation, was
        incorporated on January 31, 2000. The Company is a development stage enterprise
        with a fiscal year ending December 31. The business of the Company is
        facilitating professional and executive personal development and motivation
        through seminars, consulting, and related products and services. To date,
        the Company has had no revenues associated with these activities.
      The Company faces many operating and industry challenges. There is no
        meaningful operating history to evaluate the Companys prospects
        for successful operations. Future losses for the Company are anticipated.
        The proposed plan of operations would include seeking an operating entity
        with which to merge. Even if successful, a merger may not result in cash
        flow sufficient to finance the continued expansion of a business.
      The accompanying financial statements have been prepared assuming that
        the Company will continue as a going concern. As mentioned above, the
        Company intends to seek a merger candidate but has not yet identified
        possible candidates nor has the Company obtained capital needed to achieve
        managements plans and support its operations and there is no assurance
        that the Company will be able to raise such financing. These factors raise
        substantial doubt about the Companys ability to continue as a going
        concern. The financial statements do not include any adjustments that
        might result from this uncertainty.
|-- | -------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                          
|2. | SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
      Cash and Cash Equivalents  Cash and cash equivalents include
        all short-term liquid investments that are readily convertible to known
        amounts of cash and have original maturities of three months or less.
        The Company had no cash or cash equivalents as of December 31, 2002.
      Income taxes - The Company provides for income taxes based on
        the provisions of Statement of Financial Accounting Standards No. 109,
        Accounting for Income Taxes,which among other things, requires
        that recognition of deferred income taxes be measured by the provisions
        of enacted tax laws in effect at the date of financial statements.
      Use of Estimates - The preparation of financial statements in
        conformity with 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.
      Income (Loss) Per Common Share  Basic income per share
        is computed using the weighted average number of shares of common stock
        outstanding for the period. The Company has a simple capital structure
        and therefore there is no presentation for diluted loss per share.                                                                                                                                        



---



|
|

|3. | INCOME TAXES
      The Company recognizes deferred income taxes for the differences between
        financial accounting and tax bases of assets and liabilities. Income taxes
        for the year ended December 31, 2002 consist of the following:
|-- | -----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

| |  | Current tax provision (benefit)      | $ | 343  |  
| |  | ------------------------------------ | - | ---- | -
| |  | Deferred tax provision (benefit)     |   | (343 | )
| |  |                                      |   |      |  
| |  | Total income tax provision (benefit) | $ | -0-  |  
| |  |                                      |   |      |  

There were no material temporary book/tax differences for the period ended
  December 31, 2002. There was a deferred tax asset of $600 at December 31, 2002,
  relating to net operating loss carryforwards of approximately $3,000. The deferred
  income tax asset is fully offset by a valuation allowance. The net operating
  loss carryforwards expire beginning in 2000.

* * * * * * *



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Item 8. Changes In and Disagreements With Accountants on Accounting And Financial Disclosure.

None.

PART III

Item 9. Directors, Executive Officers, Promoters and Control Persons; Compliance
  With Section16(a) of the Exchange Act.

The following individuals are the directors of the Company:

|Name of Director | Age | Title                              | 
|---------------- | --- | ---------------------------------- | 
|Rick Plotnikoff  | 42  | Chairman of the Board of Directors | 
|                 |     | and President                      | 

Business Experience

Mr.Plotnikoff
  is currently involved in the health food industry with Canadian Hemp Corporation.
  His responsibilities include coordinating strategy, planning, and product development.
  Mr. Plotnikoff devotes most of his time to the affairs of the Company. He has
  been involved in the health industry since 1989 at which time he founded a private
  company called Kayto Life Herbs International Corp. Prior to his involvement
  with Kayto Life Herbs International Corp., Mr. Plotnikoff was an Inspector employed
  by Revenue Canada in the Customs and Excise Division. Mr. Plotnikoff has a holding
  company called Shopcom Holdings Ltd. and spends part of his time on the operations
  of the Holding Company.

16(a) Compliance. The Company and all related persons are in compliance with section 16(a) of the Exchange Act.

Item 10. Executive compensation.

|                  | Other             | Securities |       |         |          | All    
|----------------- | ----------------- | ---------- | ----- | ------- | -------- | -------
|Name              | Annual Registered | Under-     |       |         |          | other  
|And               |                   |            |       | Compen- | Stock    | Lying  
|Principal         | Year              | Salary     | Bonus | sation  | Award(s) | Options
|Position (Note A) |                   | ($)        | ($)   | $       | $        | SARs(#)
|                  |                   |            |       |         |          |        
|                  |                   |            |       |         |          |        
|Jaak Olesk        | 2000              | --         | --    | --      | --       | --     
|President         | 2001              | --         | --    | --      | --       | --     
|                  | 2002              | --         | --    | --      | --       | --     
|                  |                   |            |       |         |          |        
|Morena Rodriguez  | 2000              | --         | --    | --      | --       | --     
|Secretary/        | 2001              | --         | --    | --      | --       | --     
|Treasurer         | 2002              | --         | --    | --      | --       | --     

Note A: 2000 is for the period: From January 31, 2000 (Inception) to December
  31, 2000



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

The following
  table sets forth certain information as of July 30, 2002 with respect to the
  beneficial ownership (as such term is defined under section 13(d) of the Securities
  Exchange Act of 1934, as amended) of the common stock by (I) each person who
  is the beneficial owner of more than 5% of the common stock outstanding as of
  such date, (II) each director of the Company, (III) the named officers, and
  (IV) all executive officers of the Company as a group:

|                               | Amount of  | 
|------------------------------ | ---------- | 
|Name and address of Beneficial | Beneficial | 
|Owner                          | Ownership  | 
|Rick Plotnikoff                | 3,000,000  | 

Use of Office Facilities

The Company
  uses the facilities and personnel of its Chairman and President Rick Plotnikoff
  without charge.

Item 12.Certain Relationships and Related Transactions

The Company
  may borrow funds from time to time from its primary shareholder and President
  Rick Plotnikoff. The Company uses the facilities and personnel of its Chairman
  and President Rick Plotnikoff without charge.

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

There were
  no reports on Form 8-K filed during the quarter ended December 31, 2002.

Item 14. Controls and Procedures

As required
  by Rule 13a-14 under the Exchange Act, within 90 days prior to the filing date
  of this report, the Company carried out an evaluation of the effectiveness of
  the design and operation of the Company’s disclosure controls and procedures.
  This evaluation was carried out under the supervision and with the participation
  of the Company’s management, including the Company’s Chief Executive
  Officer. Based upon that evaluation, the Company’s Chief Executive Officer
  concluded that the Company’s controls and procedures are effective. There
  have been no significant changes in the Company’s internal controls or
  in other factors that could significantly affect internal controls subsequent
  to the date the Company carried out this evaluation.

Disclosure
  controls and procedures are controls and other procedures that are designed
  to ensure that information required to be disclosed in the Company’s reports
  filed or submitted under the Exchange Act is recorded, processed, summarized
  and reported within the time periods specified in the Securities and Exchange
  Commission’s rules and forms. Disclosure controls and procedures include
  controls and procedures designed to ensure that information required to be disclosed
  in Company reports filed under the Exchange Act is accumulated and communicated
  to management, including the Company’s Chief Executive Officer as appropriate,
  to allow timely decisions regarding disclosures.

The Company
  has confidence in its internal controls and procedures and has expanded its
  efforts to develop and improve its controls. Nevertheless, the Company’s
  management, including the Chief Executive Officer, does not expect that the
  Company’s disclosure procedures and controls, or its internal controls,
  will necessarily prevent all error or intentional fraud. An internal control
  system, no matter how well-conceived and operated, can provide only reasonable,
  but not absolute, assurance that the objectives of such internal controls are
  met. Further, the design of an internal control system must reflect the fact
  that the Company is subject to resource constraints, and the benefits of controls
  must be considered relative to their costs. Because of the inherent limitations
  in all internal control systems, no evaluation of controls can provide absolute
  assurance that all internal control issues or instances of fraud, if any, within
  the Company be detected.



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SIGNATURES

In accordance
  with the requirements of the Exchange Act, the registrant caused this report
  to be signed on its behalf by the undersigned, thereunto duly authorized.

|                       | Transcendent, Inc.    
|---------------------- | ----------------------
|                       |                       
|                       | /s/ Rick Plotnikoff   
|Dated: March 26 , 2003 | Rick Plotnikoff       
|                       | Chairman of the Board,
|                       | President             









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CERTIFICATION

I, Rick Plotnikoff,
  Chief Executive Officer and President, certify that:

1.           I
  have reviewed this annual report on Form 10-KSB of Transcendent, Inc.;
             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 officers 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 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 officers 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 functions):
                        
  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 officers 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.

March 25, 2003.

_/s/ Rick Plotnikoff__________________
  Rick Plotnikoff, Chairman, President and
  Chief Executive Officer