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

**FORM 10-KSB**

(Mark one)

x ANNUAL REPORT PURSUANT
  TO SECTION13 OR 15(d) OF THE SECURITIES EXCHANGE ACTOF 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 **0-29631**

**2000 NEW COMMERCE, INC.**
  (Name of Small Business Issuer in its charter)

|**Nevada**
      (State or other jurisdiction of
      incorporation or organization)                 | **95-4783102**
      (I.R.S. Employer
      Identification No.)
|----------------------------------------------------------------------------------------------------- | ---------------------------------------------------------------
|                                                                                                      |                                                                
|**625 Howe Street, Ste 700****Vancouver, B.C. Canada**
      (Address of principal executive offices) | **V6C 2T6**
      (Zip code)                                   

**(604) 683-6648**
  (Issuer's telephone number)

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

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

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

**Common Stock**
  (Title of Class)

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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 April 10, 2003

The number of shares of common stock outstanding as of April
  10, 2003 was **3,300,000**.

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

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**PART I**

Item 1. Description of Business.

(a) Business Development

2000 New Commerce, Inc. ("the Company") was incorporated in the state of Nevada on January 31, 2000. The Company, an entity with a fiscal year ending Deember 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 Company is developing e-commerce opportunities, including sales over the Internet and advisory services in this area. 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-K 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, busness strategy, and plans and objectives of 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.

1

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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. 3,000,000 shares of common stock outstanding at April 10, 2003 could be sold pursuant to
Rule 144 under the Securities Act.

(b) Holders

In early August, 2002 a transaction was completed whereby majority control of the Company was transferred to an investor, Dr. Egon Nikolai. Dr. Nikolai's business address is 12357 56A Avenue, Surrey, B.C. V3X 3H7 Canada.

As of April 10, 2003 there were two 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.

2

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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 February 18, 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 April 18, 2000.

For the calendar year 2002 it is anticipated, absent the Company' 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 President.

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

3

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Item 7. Financial Statements.





2000 NEW COMMERCE, INC.
  (A Development Stage Company)

REPORT AND FINANCIAL STATEMENTS

December 31, 2002 and 2001

(Stated in US Dollars)







4

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|TERRY AMISANO LTD. | AMISANO
      HANSON 
|------------------ | ---------------------
|                   |                      
|KEVIN HANSON, CA   | CHARTERED ACCOUNTANTS

INDEPENDENT AUDITORS' REPORT

To the Stockholders, 
  2000 New Commerce, Inc.

We have audited the accompanying balance sheet of 2000 New Commerce, Inc.
  (A Development Stage Company) as of December 31, 2002 and the related statement
  of operations, stockholders' deficiency and cash flows for the year ended December
  31, 2002 and the period January 31, 2000 (Date of Incorporation) to 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. The financial statements of 2000 New Commerce, Inc. as of
  December 31, 2001 and for the period January 31, 2000 to December 31, 2001 were
  audited by other auditors whose report dated January 11, 2002 expressed an unqualified
  opinion on those statements.

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 an audit to obtain reasonable assurance 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, these financial statements referred to above present fairly, in all material respects, the financial position of 2000 New Commerce, Inc. as of December 31, 2002 and the results of its operations and its cash flows for the year ended
December 31, 2002 and the period January 31, 2000 (Date of Incorporation) to December 31, 2002, in conformity with accounting principles generally accepted in the United States of America.

The accompanying financial statements referred to above have been prepared
  assuming that the Company will continue as a going concern. As discussed in
  Note 1 to the financial statements, the Company is in the Development stage,
  and has no established source of revenue and is dependent on its ability to
  raise capital from shareholders or other sources to sustain operations which
  raises substantial doubt that the Company will be able to continue as a going
  concern. Management plans in regard to their planned financing and other matters
  are also described in Note 1. The financial statements do not include any adjustments
  that might result from the outcome of this uncertainty.

|Vancouver, Canada | “AMISANO HANSON”     
|----------------- | ---------------------
|May 8, 2003       | Chartered Accountants



|750 WEST PENDER STREET, SUITE 604 | TELEPHONE: 604-689-0188  
|--------------------------------- | -------------------------
|VANCOUVER CANADA                  | FACSIMILE: 604-689-9773  
|V6C 2T7                           | E-MAIL: amishan@telus.net



5

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2000 NEW COMMERCE, INC.
  (A Development Stage Company)BALANCE SHEET
  December 31, 2002 and 2001(Stated in US Dollars)

|LIABILITIES                                     
|------------------------------------------------
|                                                
|Current                                         
|Accounts payable  Note 4                       
|                                                
|STOCKHOLDERS DEFICIENCY                        
|Common stock, $0.001 par value                  
|25,000,000 shares authorized                    
|3,000,000 (2001: 3,000,000) shares outstanding  
|Deficit accumulated during the development stage
|                                                
|                                                
|                                                
|                                                
|                                                
|                                                
|Nature and Continuance of Operations - Note 1   
|Subsequent Events  Note 6                      

APPROVED ON BEHALF OF THE BOARD

|/s/ Troy Nikolai       |  | /s/ Jake Bottay      
|---------------------- |  | ---------------------
|                       |  |                      
|Troy Nikolai, Director |  | Jake Bottay, Director



SEE ACCOMPANYING NOTES



6

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2000 NEW COMMERCE, INC. (A Development Stage Company)STATEMENT OF OPERATIONS
  for the years ended December 31, 2002 and 2001,
  for the period January 31, 2000 (Date of Incorporation) to December 31, 2000
  and for the period January 31, 2000 (Date of Incorporation) to December 31,
  2002(Stated in US Dollars)

|                                  |   |              |   |   |              |   |   | January 31,     |   |   | January 31,     |  
|--------------------------------- | - | ------------ | - | - | ------------ | - | - | --------------- | - | - | --------------- | -
|                                  |   |              |   |   |              |   |   | 2000            |   |   | 2000            |  
|                                  |   |              |   |   |              |   |   | (Date of Incor- |   |   | (Date of Incor- |  
|                                  |   | Year ended   |   |   | poration) to |   |   | poration) to    |  
|                                  |   | December 31, |   |   | December 31, |   |   | December 31,    |  
|                                  |   | 2002         |   |   | 2001         |   |   | 2000            |   |   | 2002            |  
|                                  |   |              |   |   |              |   |   |                 |   |   |                 |  
|Expenses                          |   |              |   |   |              |   |   |                 |   |   |                 |  
|General and administrative        | $ | (5,521       | ) | $ | (2,726       | ) | $ | (3,715          | ) | $ | (11,962         | )
|Forgiveness of debt               |   | 3,441        |   |   | -            |   |   | -               |   |   | 3,441           |  
|                                  |   |              |   |   |              |   |   |                 |   |   |                 |  
|Net loss for the period           | $ | (2,080       | ) | $ | (2,726       | ) | $ | (3,715          | ) | $ | (8,521          | )
|                                  |   |              |   |   |              |   |   |                 |   |   |                 |  
|                                  |   |              |   |   |              |   |   |                 |   |   |                 |  
|Basic loss per share              | $ | -            |   | $ | -            |   | $ | -               |   |   |                 |  
|                                  |   |              |   |   |              |   |   |                 |   |   |                 |  
|                                  |   |              |   |   |              |   |   |                 |   |   |                 |  
|Weighted average number of shares |   |              |   |   |              |   |   |                 |   |   |                 |  
|outstanding                       |   | 3,000,000    |   |   | 3,000,000    |   |   | 3,000,000       |   |   |                 |  
|                                  |   |              |   |   |              |   |   |                 |   |   |                 |  

SEE ACCOMPANYING NOTES



7

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2000 NEW COMMERCE, INC. (A Development Stage Company)STATEMENT OF CASH FLOWS
  for the years ended December 31, 2002 and 2001,
  for the period January 31, 2000 (Date of Incorporation) to December 31, 2000
  and for the period January 31, 2000 (Date of Incorporation) to December 31,
  2002(Stated in US Dollars)

|                                           |   |              |   |   |        |   |   | January 31,     |   |   | January 31,     |  
|------------------------------------------ | - | ------------ | - | - | ------ | - | - | --------------- | - | - | --------------- | -
|                                           |   |              |   |   |        |   |   | 2000            |   |   | 2000            |  
|                                           |   |              |   |   |        |   |   | (Date of Incor- |   |   | (Date of Incor- |  
|                                           |   | Year ended   |   |   |        |   |   | poration) to    |   |   | poration) to    |  
|                                           |   | December 31, |   |   |        |   |   | December 31,    |   |   | December 31,    |  
|                                           |   | 2002         |   |   | 2001   |   |   | 2000            |   |   | 2002            |  
|                                           |   |              |   |   |        |   |   |                 |   |   |                 |  
|Cash Flows from (used in) Operating        |   |              |   |   |        |   |   |                 |   |   |                 |  
|Activities                                 |   |              |   |   |        |   |   |                 |   |   |                 |  
|Net loss for the
      period              | $ | (2,080       | ) | $ | (2,726 | ) | $ | (3,715          | ) | $ | (8,521          | )
|Charges to income
      not affecting cash |   |              |   |   |        |   |   |                 |   |   |                 |  
|Shares
      issued for services           |   | -            |   |   | -      |   |   | 700             |   |   | 700             |  
|Forgiveness
      of debt                  |   | (3,441       | ) |   | -      |   |   | -               |   |   | (3,441          | )
|Changes in non-cash
      working capital  |   |              |   |   |        |   |   |                 |   |   |                 |  
|balances
      related to operations       |   |              |   |   |        |   |   |                 |   |   |                 |  
|Accounts
      payable                     |   | 5,521        |   |   | (315   | ) |   | 315             |   |   | 5,521           |  
|                                           |   |              |   |   |        |   |   |                 |   |   |                 |  
|                                           |   | -            |   |   | (3,041 | ) |   | (2,700          | ) |   | (5,741          | )
|                                           |   |              |   |   |        |   |   |                 |   |   |                 |  
|Cash Flows from Financing Activities       |   |              |   |   |        |   |   |                 |   |   |                 |  
|Capital stock issued                       |   | -            |   |   | -      |   |   | 2,300           |   |   | 2,300           |  
|Due to related party                       |   | -            |   |   | 3,041  |   |   | 400             |   |   | 3,441           |  
|                                           |   |              |   |   |        |   |   |                 |   |   |                 |  
|                                           |   | -            |   |   | 3,041  |   |   | 2,700           |   |   | 5,741           |  
|                                           |   |              |   |   |        |   |   |                 |   |   |                 |  
|Increase in cash during the period         |   | -            |   |   | -      |   |   | -               |   |   | -               |  
|                                           |   |              |   |   |        |   |   |                 |   |   |                 |  
|Cash, beginning of the period              |   | -            |   |   | -      |   |   | -               |   |   | -               |  
|                                           |   |              |   |   |        |   |   |                 |   |   |                 |  
|Cash, end of the period                    | $ | -            |   | $ | -      |   | $ | -               |   | $ | -               |  
|                                           |   |              |   |   |        |   |   |                 |   |   |                 |  
|Supplementary disclosure of cash flow      |   |              |   |   |        |   |   |                 |   |   |                 |  
|information:                               |   |              |   |   |        |   |   |                 |   |   |                 |  
|Cash paid for:                             |   |              |   |   |        |   |   |                 |   |   |                 |  
|Interest                                   | $ | -            |   | $ | -      |   | $ | -               |   | $ | -               |  
|                                           |   |              |   |   |        |   |   |                 |   |   |                 |  
|                                           |   |              |   |   |        |   |   |                 |   |   |                 |  
|Income Taxes                               | $ | -            |   | $ | -      |   | $ | -               |   | $ | -               |  
|                                           |   |              |   |   |        |   |   |                 |   |   |                 |  
|                                           |   |              |   |   |        |   |   |                 |   |   |                 |  
|Non-cash Transaction  Note 5              |   |              |   |   |        |   |   |                 |   |   |                 |  

SEE ACCOMPANYING NOTES



8

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2000 NEW COMMERCE, INC.(A Development Stage Company)STATEMENT OF STOCKHOLDERS DEFICIENCY
  for the period January 31, 2000 (Date of Incorporation) to December 31, 2002(Stated in US Dollars)

|                                  |               |  |   |             |  |   | Deficit     |   |   |        |  
|--------------------------------- | ------------- |  | - | ----------- |  | - | ----------- | - | - | ------ | -
|                                  |               |  |   |             |  |   | Accumulated |   |   |        |  
|                                  |               |  |   |             |  |   | During the  |   |   |        |  
|                                  | Common Shares |  |   | Development |  |   |             |  
|                                  | Number        |  |   | Par Value   |  |   | Stage       |   |   | Total  |  
|Capital stock issued for cash     |               |  |   |             |  |   |             |   |   |        |  
| at $ 0.001                      | 2,300,000     |  | $ | 2,300       |  | $ | -           |   | $ | 2,300  |  
|                                  |               |  |   |             |  |   |             |   |   |        |  
|Capital stock issued for services |               |  |   |             |  |   |             |   |   |        |  
| at $ 0.001                      | 700,000       |  |   | 700         |  |   | -           |   |   | 700    |  
|                                  |               |  |   |             |  |   |             |   |   |        |  
|Net loss for the period           | -             |  |   | -           |  |   | (3,715      | ) |   | (3,715 | )
|                                  |               |  |   |             |  |   |             |   |   |        |  
|Balance, as at December 31, 2000  | 3,000,000     |  |   | 3,000       |  |   | (3,715      | ) |   | (715   | )
|                                  |               |  |   |             |  |   |             |   |   |        |  
|Net loss for the year             | -             |  |   | -           |  |   | (2,726      | ) |   | (2,726 | )
|                                  |               |  |   |             |  |   |             |   |   |        |  
|Balance, as at December 31, 2001  | 3,000,000     |  |   | 3,000       |  |   | (6,441      | ) |   | (3,441 | )
|                                  |               |  |   |             |  |   |             |   |   |        |  
|Net loss for the year             | -             |  |   | -           |  |   | (2,080      | ) |   | (2,080 | )
|                                  |               |  |   |             |  |   |             |   |   |        |  
|Balance, as at December 31, 2002  | 3,000,000     |  | $ | 3,000       |  | $ | (8,521      | ) | $ | (5,521 | )

SEE ACCOMPANYING NOTES



9

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2000 NEW COMMERCE, INC. (A Development Stage Company)NOTES TO THE FINANCIAL STATEMENTS
  December 31, 2002 and 2001(Stated in US Dollars)

|Note 1 | Nature and Continuance of Operations
      The Company is in the development stage. The business of the Company
        is developing E-Commerce opportunities including sales over the internet
        and developing advisory services in this area. To date, the Company has
        no revenues.
      These financial statements have been prepared on a going concern basis.
        The Company has a working capital deficiency of $5,521, and has accumulated
        a deficit of $8,521 since inception. Management believes that its expected
        financing will be provided by existing shareholders. There can be no assurance
        that such additional funding will be available on acceptable terms, if
        at all. The Companys ability to continue as a going concern is dependent
        upon its ability to generate profitable operations in the future and/or
        to obtain the necessary financing to meet its obligations and repay its
        liabilities arising from normal business operations.
      The Company was incorporated in the State of Nevada, United States of
        America on January 31, 2000.
|------ | ----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|Note 2 | Summary of Significant Accounting Policies
      Management has prepared the financial statements of the Company in accordance
        with generally accepted accounting principles in the United States of
        America. Because a precise determination of many assets and liabilities
        is dependent upon future events, the preparation of financial statements
        for a period necessarily involves the use of estimates which have been
        made using careful judgement. Actual results may vary from these estimates.
      The financial statements have, in managements opinion, been properly
        prepared within reasonable limits of materiality and within the framework
        of the significant accounting policies summarized below:
      Development Stage Company
      The Company is a development stage enterprise as defined under Statement
        of Financial Accounting Standards No. 7. As required for development stage
        enterprises, the statements of operations and cash flows include a total
        of all expenditures from inception, January 31, 2000 to December 31, 2002.           



10

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|Note 2 | Summary of Significant Accounting Policies  (contd)
      Income Taxes
      The Company uses the liability method of accounting for income taxes
        pursuant to Statement of Financial Accounting Standards, No. 109 "Accounting
        for Income Taxes". FAS 109 requires the use of the asset and liability
        method of accounting of income taxes. Under the assets and liability method
        of FAS 109, deferred tax assets and liabilities are recognized for the
        future tax consequences attributable to temporary differences between
        the financial statements carrying amounts of existing assets and liabilities
        and their respective tax bases. Deferred tax assets and liabilities are
        measured using enacted tax rates expected to apply to taxable income in
        the years in which those temporary differences are expected to be recovered
        or settled.
      Basic Loss Per Share
      The Company reports basic loss per share in accordance with the Statement
        of Financial Accounting Standards No. 128, Earnings Per Share.
        Basic loss per share is computed using the weighted average number of
        shares outstanding during the period.
      Fair Value of Financial Instrument
      The carrying value of accounts payable approximates fair value because
        of the short maturity of this instrument. Unless otherwise noted, it is
        managements opinion that the Company is not exposed to significant
        interest, currency or credit risks arising from its financial instrument.
      New Accounting Standards
      Management does not believe that any recently issued, but not yet effective
        accounting standards if currently adopted could have a material effect
        on the accompanying financial statements.
|------ | ---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|Note 3 | Income Taxes
      No provision for income taxes has been provided for in these financial
        statements due to the net loss. At December 31, 2002 the Company has net
        operating loss carryforwards, which expire commencing in 2021, totalling
        approximately $8,521, the benefit of which has not been recorded in the
        financial statements.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                  



11

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|Note 3 | Income Taxes  (contd)
      The following table summarizes the significant components of the Companys
        deferred tax assets:
|------ | -------------------------------------------------------------------------------------------------------------------------------------

| |                               |   | Total  |  
| | ----------------------------- | - | ------ | -
| | Deferred Tax Assets           |   |        |  
| | Non-capital loss carryforward | $ | 1,278  |  
| | Less valuation allowance      |   | (1,278 | )
| |                               |   |        |  
| |                               | $ | -      |  
| |                               |   |        |  

|       | The amount taken into income as deferred tax assets must
      reflect that portion of the income tax loss carryforwards that is likely
      to be realized from future operations. The Company has chosen to provide
      an allowance of 100% against all available income tax loss carryforwards,
      regardless of their time of expiry.                                  
|------ | ----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|Note 4 | Related Party Transactions
      At December 31, 2002, accounts payable includes $Nil (2001: $3,441)
        due to a director of the Company.                                                                                                                                                                                                                                    
|Note 5 | Non-cash Transaction
      Investing and financing activities that do not have a direct impact
        on current cash flows are excluded from the statement of cash flows. During
        the year ended December 31, 2000, the Company issued 700,000 common shares
        to pay for services of $700. This transaction was excluded from the statement
        of cash flows.
|Note 6 | Subsequent Events
      Subsequent to December 31, 2002:                                                                                                                                                                                                                                                                                                                          
|       | i)                                                                                                                                                                                                                                                                                                                                                                                
|       | ii)                                                                                                                                                                                                                                                                                                                                                                               



12

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**PART III**

Item 8 Changes In and Disagreements with Accountants on Accounting and
  Financial Disclosure

8-K filed April 15, 2003 included by reference.

Item 9. Directors, Executive Officers, Promoters and Control Persons;
  Compliance With Section 16(a) of the Exchange Act.

On April 10, 2003 Jaak Olesk resigned from the Board of Directors of the Company.

On April 10, 2003 the Company named Troy Nikolai as Director to serve as President and CEO. Mr. Nikolai is an accountant with C.J. Willoughby in Burnaby B.C. Canada. Mr. Nikolai is a graduate of North American Baptist College in Alberta, Canada.

On April 10, 2003, Jake Bottay agreed to be a Director of the Company and will act as Secretary and Chief Financial Officer. Mr. Bottay is a graduate of Simon Fraser University, Vancouver, Canada. Mr. Bottay is currently a self-employed consultant
to public resource companies. He has served as President/Director of El Bravo Gold Mining Ltd. and is currently Director of Belmont Resources, Inc. and Consolidated E.T.C. Industries Ltd., all resource companies involved in mineral exploration.

The following individuals are the directors of the Company:

|Name of Director | Age | Title                      
|---------------- | --- | ---------------------------
|                 |     |                            
|Troy Nikolai     | 35  | Director, President and CEO
|                 |     |                            
|Jake Bottay      | 54  | Director, Secretary and CFO

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

Item 10. Executive compensation.

At the present time, Directors and Officers do not receive compensation from
  the Company.

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

The following table sets forth certain information as of April 10, 2003 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:

|Name and address of Beneficial Owner                                                           | Amount of Beneficial Ownership | Percentage of Ownership
|---------------------------------------------------------------------------------------------- | ------------------------------ | -----------------------
|Egon Nikolai
      12357 56A Avenue, Surrey, BC
      V3X 3H7 Canada                           | 3,000,000 common shares        | 91%                    
|Sundance Capital Group P.O. Box 2714
      Station Terminal Vancouver, BC
      V6B 3X2 Canada | 300,000 common shares          | 9%                     



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|Troy Nikolai   #1 - 5212 Neville St Burnaby BC  V5J 2H5 Canada                 | Nil       | 0%  
|------------------------------------------------------------------------------ | --------- | ----
|Jake Bottay  2180 Argyl Ave.,  West Vancouver BC  V7V 1A4
      Canada         | Nil       | 0%  
|All Directors, Nominees  Executives and Officers as a  Group
      (2 persons) | 3,300,000 | 100%



Item 12. Certain Relationships and Related Transactions.

Initial Cash Infusion by Founder

In February 2000 the Company issued 2,300,000 shares of its common stock to
  its founder Jaak Olesk, Chairman of the Board of Directors and President of
  the Company, for aggregate proceeds of $2,300. The stock issued was approved
  by the written consent of the Directors of the Company of February 14, 2000.

Shares for Services

In February 2000 the Company issued a total of 700,000 shares of its restricted common stock for services performed. Jaak Olesk, Chairman of the Board of Directors and President received 500,000 shares of common stock for consulting,
accounting,legal and advisory services. Lilian Cruz, Director and Secretary/Treasurer, received 100,000 shares of common stock for administrative and secretarial services. Morena Rodriguez also received 100,000 shares of common stock for
administrative and secretarial services. The stock issuance was approved by written consent of the Directors of the Company on February 14, 2000.

In early August, 2002 a transaction was completed whereby all the shares of the Company issued at that date were transferred to an investor, Dr. Egon Nikolai.

Loan from Shareholder

From August 2000 to December 2001 the Company's Chairman and President had
  made a total of $3,441 in unsecured non-interest bearing demand loans to the
  Company. At April 10, 2003 all outstanding loans had been forgiven.

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

Exhibits

| | 99.1 | Certification pursuant to Section 302 of the Sarbanes-Oxley Act of 2002                               
| | ---- | ------------------------------------------------------------------------------------------------------
| | 99.2 | Certification pursuant to Section 906 of the Sarbanes-Oxley Act of 2002
      (18 U.S.C. Section 1350)

Reports on Form 8-K filed during 
  the quarter ended December 31, 2001.

None

Reports on Form 8-K filed subsequent to December 31, 2002

Form 8-K April 15, 2003





**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.

|                     | **2000 New Commerce, Inc.**
|-------------------- | ---------------------------
|                     |                            
|Dated: July 24, 2003 | /s/ Troy Nikolai           
|                     | Troy Nikolai, President/CEO
|                     |                            
|Dated: July 24, 2003 | /s/ Jake Bottay            
|                     | Jake Bottay, Secretary/CFO 



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