SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                                   FORM 10-KSB
                ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(D) OF
                       THE SECURITIES EXCHANGE ACT OF 1934
(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 0-25765

                         PATRIOT INVESTMENT CORPORATION
                 (Name of small business issuer in its charter)

                NEVADA                           87-0429748
    (State or other jurisdiction of     (I.R.S. Employer I.D. No.)
     incorporation or organization)

                6269 JAMESTOWN COURT, SALT LAKE CITY, UTAH  84121
              (Address and Zip Code of principal executive offices)

Issuer's  telephone  number,  including  area  code:  801-566-6627

Securities  registered  pursuant  to  Section  12(b)  of  the Exchange Act: None

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

                      $.001 par value, common voting shares
                                (Title of class)

Check  whether  the Issuer (1) filed all reports required to be filed by section
13  or  15(d) of the Exchange Act during the past 12 months (or for such shorter
period that the registrant was required to file such report(s), and (2) has been
subject  to such filing requirements for the past 90 days.  Yes [ X ]   No [   ]

Check  if there is no disclosure of delinquent filers in response to Item 405 of
Regulation  S-B  is contained in this form, and no disclosure will be contained,
to  the  best  of the 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  issuer's  revenue  for  its  most  recent  fiscal  year  was:  $-0-

The issuer's common stock is listed on the Over the Counter Bulletin Board under
the  symbol  PTRT.  There  was not an active market and no trading volume during
fiscal  2002,  therefore the aggregate market value of the issuer's common stock
held  by  non-affiliates  at  December  31,  2002  is  deemed  to  be  $-0-.

As  of  December  31,  2002, issuer had 41,500,000 shares of its $.001 par value
common  stock  outstanding.

Transitional  Small  Business  Format:   Yes  [   ]   No  [  X  ]
Documents  incorporated  by  reference:  none


<PAGE>

<TABLE>
<CAPTION>

                                           FORM 10-KSB
                                PATRIOT INVESTMENT CORPORATION
                                              INDEX

                                                                                             Page

<S>       <C>                                                                                 <C>
PART I .  Item 1.  Description of Business                                                      3

          Item 2.  Description of Property                                                      5

          Item 3.  Legal Proceedings                                                            5

          Item 4.  Submission of Matters to a Vote of Security Holders                          5

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

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

          Item 7.  Financial Statements                                                         7

          Item 8.  Changes In and Disagreements with Accountants on Accounting and
          Financial Disclosure                                                                  7

PART III  Item 9.  Directors, Executive Officers, Promoters and Control Persons; Compliance
          with Section 16(a) of the Exchange Act                                                7

          Item 10.  Executive Compensation                                                      8

          Item 11.  Security Ownership of Certain Beneficial Owners and Management              8

          Item 12.  Certain Relationships and Related Transactions                              9

          Item 13.  Exhibits and Reports on Form 8-K                                            9

          Item 14.  Controls and Procedures                                                     9

          Signatures                                                                           10

          Certification                                                                        11
</TABLE>

(Inapplicable  items  have  been  omitted)


                                        2
<PAGE>

                                     PART I

FORWARD-LOOKING  STATEMENT  NOTICE

When  used  in  this  report,  the  words "may," "will," "expect," "anticipate,"
"continue,"  "estimate,"  "project,"  "intend,"  and  similar  expressions  are
intended  to  identify  forward-looking statements within the meaning of Section
27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act
of  1934  regarding events, conditions, and financial trends that may affect the
Company's  future plans of operations, business strategy, operating results, and
financial  position.  Persons  reviewing  this  report  are  cautioned  that any
forward-looking  statements  are  not  guarantees  of future performance and are
subject to risks and uncertainties and that actual results may differ materially
from those included within the forward-looking statements as a result of various
factors.

ITEM  1.  DESCRIPTION  OF  BUSINESS.

Patriot  Investment Corporation was originally incorporated in Nevada on January
13,  1986.  We  have  not had active business operations since inception and are
considered  a  development stage company.  In 1993, we entered into an agreement
with  Bradley  S. Shepherd in which Mr. Shepherd agreed to become an officer and
director  and  use his best efforts to organize and update our books and records
and  to  seek  business  opportunities  for  acquisition  or  participation.

Patriot intends to seek, investigate, and if warranted, acquire an interest in a
business  opportunity.  We  are  not  restricting  our  search to any particular
industry  or  geographical  area.  We  may  therefore  engage in essentially any
business in any industry.  Our management has unrestricted discretion in seeking
and participating in a business opportunity, subject to the availability of such
opportunities,  economic  conditions  and  other  factors.

The  selection  of a business opportunity in which to participate is complex and
extremely  risky  and will be made by management in the exercise of its business
judgment.  There  is  no  assurance that we will be able to identify and acquire
any  business  opportunity  which  will ultimately prove to be beneficial to our
company  and  shareholders.

Because  we  have  no  specific  business  plan or expertise, our activities are
subject  to  several significant risks.  In particular, any business acquisition
or  participation  we  pursue will likely be based on the decision of management
without  the  consent,  vote,  or  approval  of  our  shareholders.

SOURCES  OF  OPPORTUNITIES

We  anticipate  that  business  opportunities  may  arise  from various sources,
including  officers  and  directors,  professional  advisers,  securities
broker-dealers,  venture  capitalists,  members  of the financial community, and
others  who  may  present  unsolicited  proposals.

We  will  seek potential business opportunities from all known sources, but will
rely  principally on the personal contacts of our officers and directors as well
as  indirect  associations  between  them  and  other  business and professional
people.  Although  we do not anticipate engaging professional firms specializing
in  business  acquisitions  or  reorganizations,  we  may  retain  such firms if
management  deems  it  in our best interests.  In some instances, we may publish
notices  or advertisements seeking a potential business opportunity in financial
or  trade  publications.


                                        3
<PAGE>

CRITERIA

We  will  not  restrict  our  search  to  any  particular  business, industry or
geographical  location.  We  may  acquire a business opportunity in any stage of
development.  This includes opportunities involving "start up" or new companies.
In  seeking  a  business  venture,  management  will base their decisions on the
business  objective  of seeking long-term capital appreciation in the real value
of our company.  We will not be controlled by an attempt to take advantage of an
anticipated  or  perceived  appeal  of a specific industry, management group, or
product.

In  analyzing  prospective  business opportunities, management will consider the
following  factors:

     -    available  technical,  financial  and  managerial  resources;
     -    working  capital  and  other  financial  requirements;
     -    the  history  of  operations,  if  any;
     -    prospects  for  the  future;
     -    the  nature  of  present  and  expected  competition;
     -    the  quality  and  experience  of  management  services  which  may be
          available  and  the  depth  of  the  management;
     -    the  potential  for  further  research,  development  or  exploration;
     -    the  potential  for  growth  and  expansion;
     -    the  potential  for  profit;
     -    the  perceived public recognition or acceptance of products, services,
          trade  or  service  marks,  name  identification;  and  other relevant
          factors.

Generally,  our  management  will  analyze  all  available  factors  and  make a
determination  based upon a composite of available facts, without relying on any
single  factor.

METHODS  OF  PARTICIPATION  OF  ACQUISITION

Management  will  review  specific  business  and  then select the most suitable
opportunities  based  on  legal  structure  or  method  of  participation.  Such
structures and methods may include, but are not limited to, leases, purchase and
sale  agreements,  licenses, joint ventures, other contractual arrangements, and
may  involve  a reorganization, merger or consolidation transaction.  Management
may  act  directly  or  indirectly  through  an  interest  in  a  partnership,
corporation,  or  other  form  of  organization.

PROCEDURES

As  part  of  the  our  investigation  of  business  opportunities, officers and
directors  may  meet  personally  with  management and key personnel of the firm
sponsoring  the  business  opportunity.  We  may  visit  and  inspect  material
facilities,  obtain  independent analysis or verification of certain information
provided,  check  references  of management and key personnel, and conduct other
reasonable  measures.

We  will  generally  ask  to  be  provided  with written materials regarding the
business  opportunity.  These  materials  may  include  the  following:

     -    descriptions  of  product,  service  and  company  history; management
          resumes;
     -    financial  information;
     -    available  projections  with  related  assumptions upon which they are
          based;
     -    an  explanation  of  proprietary  products  and  services;
     -    evidence  of  existing  patents, trademarks or service marks or rights
          thereto;


                                        4
<PAGE>

     -    present  and  proposed  forms  of  compensation  to  management;
     -    a  description  of transactions between the prospective entity and its
          affiliates;
     -    relevant  analysis  of  risks  and  competitive  conditions;
     -    a  financial  plan  of  operation  and estimated capital requirements;
     -    and  other  information  deemed  relevant.

COMPETITION

We  expect  to  encounter  substantial  competition  in our efforts to acquire a
business opportunity.  The primary competition is from other companies organized
and  funded  for  similar  purposes,  small  venture  capital  partnerships  and
corporations,  small  business  investment  companies  and  wealthy individuals.

EMPLOYEES

We do not currently have any employees but rely upon the efforts of our officers
and  directors  to  conduct  our  business.  We  do  not  have any employment or
compensation  agreements  in place with our officers and directors although they
are  reimbursed  for  expenditures  advanced  on  our  behalf.

ITEM  2.  DESCRIPTION  OF  PROPERTY.

We  do not currently own any property.  We utilize office space in the residence
of  Bradley  S.  Shepherd at no cost.  We will not seek independent office space
until  we  pursue  a  viable  business  opportunity  and  recognize  income.

ITEM  3.  LEGAL  PROCEEDINGS.

No  legal  proceedings  are  threatened or pending against Patriot or any of our
officers  or  directors.  Further, none of our officers, directors or affiliates
are  parties  against Patriot or have any material interests in actions that are
adverse  our  own.

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

No  matters  were submitted during the fourth quarter of the fiscal year covered
by  this  report  to  a  vote  of  security  holders.

                                     PART II

ITEM  5.  MARKET  FOR  COMMON  EQUITY  AND  RELATED  STOCKHOLDER  MATTERS.

Our  common  stock  is  listed on the Over the Counter Bulletin Board ("OTCBB"),
under  the  symbol  "PTRT".  As  of  December  31, 2002, we had 116 shareholders
holding 41,500,000 shares of common stock.  Of the issued and outstanding common
stock, 1,231,500 are free trading, the balance are restricted stock as that term
is  used  in  Rule  144.

<TABLE>
<CAPTION>

                  CLOSING BID           CLOSING ASK
2002             HIGH    LOW          HIGH         LOW
<S>             <C>     <C>          <C>          <C>
First Quarter.    .125          .10          .25     .25
Second Quarter    .125          .07          .25     .12
Third Quarter.     .10          .10          .20     .11
Fourth Quarter     .10          .07          .20     .12


                                        5
<PAGE>

2001
First Quarter.  .09375        .0625       .15625  .15625
Second Quarter     .30          .05          .55     .15
Third Quarter.     .20          .15          .55     .40
Fourth Quarter     .12          .10          .25     .18
</TABLE>

The  above  quotations,  as  provided  by  the  National  Quotation Bureau, LLC,
represent  prices  between dealers and do not include retail markup, markdown or
commission.  In addition, these quotations do not represent actual transactions.

We  have  not  paid,  nor declared, any dividends since our inception and do not
intend  to  declare any such dividends in the foreseeable future. Our ability to
pay dividends is subject to limitations imposed by Nevada law. Under Nevada law,
dividends  may  be  paid  to  the  extent that a corporation's assets exceed its
liabilities  and  it  is  able  to pay its debts as they become due in the usual
course  of  business.

RECENT  SALES  OF  UNREGISTERED  SECURITIES

On  December  20,  2002,  we  issued 9,500,000 common shares to our president as
reimbursement  for  accrued  advances  of  $9,500.  The  shares  were  issued in
reliance  of  the  exemption  provided  by Section 4(2) of the Securities Act of
1933.  No  underwriters  were  involved in the issuance, no public solicitations
were  made  by  the  Company  and  no  commissions  were  paid.

During  the  year  ended December 31, 2001, we issued 7,000,000 shares of common
stock to our president as reimbursement for cash advances received in the amount
of  $7,000.  The  shares  were  issued  in reliance of the exemption provided by
Section  4(2)  of  the Securities Act of 1933.  No underwriters were involved in
the  issuance,  no  public  solicitations  were  made  by  the  Company  and  no
commissions  were  paid.

ITEM  6.  MANAGEMENT'S  DISCUSSION  AND  ANALYSIS  OR  PLAN  OF  OPERATION.

YEARS  ENDED  DECEMBER  31,  2002  AND  2001

We  have  little  cash  and  have experienced losses from inception. We have not
generated  any  revenues  from  operations  during either of the last two fiscal
years.  Our  expenses  have  remained relatively stable over the past two years.
Expenses  during  the  year  ended  December  31,  2002  were $5,761 compared to
expenses  of  $4,686  in  2001.  Expenses  for  both years consisted entirely of
general  and  administrative expenses.  These expenses were due to professional,
legal  and  accounting  fees  relating  to  our  reporting  requirements.

As  a  result of the foregoing factors, we realized a net loss of $5,761 for the
year  ended  December  31,  2002,  compared to a net loss of $4,686 for the year
ended  December  31,  2001.

LIQUIDITY  AND  CAPITAL  RESOURCES

At  December  31, 2002, we had $82 cash in hand and no liabilities.  At December
31,  2001,  we had $343 in cash and $4,000 current liabilities leaving a working
capital  deficit  of  $3,657.

We anticipate that our expenses for the next twelve months will be approximately
$5,000.  In  the past two years we have relied on advances from our president to
cover  our  operating  costs.   Management  anticipates  that  we  will  receive
sufficient  advances  from  our  president to meet our needs through the next 12
months.  However,  there  can  be  no  assurances  to that effect.  Our need for


                                        6
<PAGE>

capital  may  change  dramatically  if  we  acquire  an  interest  in a business
opportunity  during  that  period.  At  present,  we  have  no  understandings,
commitments  or  agreements  with  respect  to  the  acquisition of any business
venture,  and there can be no assurance that we will identify a business venture
suitable  for acquisition in the future.  Further, we cannot assure that we will
be successful in consummating any acquisition on favorable terms or that we will
be able to profitably manage any business venture we acquire.  Should we require
additional  capital,  we may seek additional advances from officers, sell common
stock  or  find  other  forms  of  debt  financing.

Our  current  operating  plan is to continue searching for potential businesses,
products,  technologies  and  companies  for  acquisition  and  to  handle  the
administrative  and  reporting requirements of a public company.  To demonstrate
our  commitment to maintaining ethical reporting and business practices, we have
recently  adopted  a  Code of Ethics and Business Conduct that is attached as an
exhibit  to  this  report.

ITEM  7.  FINANCIAL  STATEMENTS.

Our  financial  statements  appear  at the end of this report beginning with the
Index  to  Financial  Statements  on  page  12.

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  SECTION  16(A)  OF  THE  EXCHANGE  ACT.

The  following  table sets forth the name, age, position and office term of each
executive  officer  and  director  of  the  Company.

<TABLE>
<CAPTION>

NAME                 AGE                 POSITIONS                      SINCE
<S>                  <C>  <C>                                       <C>

Bradley S. Shepherd   42  Director, President, Secretary/Treasurer  February 1993

Todd Gee. . . . . .   43  Director                                  February 1993
</TABLE>

All  directors  serve  until the next annual stockholders meeting or until their
successors are duly elected and qualified.  All officers serve at the discretion
of  the  Board  of  Directors.

Set  forth  below  is  certain  biographical  information  regarding each of the
Company's  executive  officers  and  directors:

BRADLEY  S. SHEPHERD, DIRECTOR, PRESIDENT, SECRETARY/TREASURER.  Mr. Shepherd is
the  owner  and  manager  of  Shepherd's  Allstar Lanes, Inc., a bowling center,
restaurant,  and  lounge  located  in  West  Jordan,  Utah.  After  managing the
business  for  three years, Mr. Shepherd purchased the business in June of 1993.
Mr. Shepherd also manages and is trustee for the Roger L. Shepherd Family Trust,
which  owns and leases commercial office and warehouse buildings and residential
properties  in  the  Salt  Lake  City  area.

TODD  GEE, DIRECTOR.  Mr. Gee is the owner and operator of the Hardwood Flooring
Company,  a Utah general partnership engaged in the installation of all types of
hardwood  flooring.  From 1982 to 1984, Mr. Gee attended the University of Utah.


                                        7
<PAGE>

OTHER REPORTING COMPANY ACTIVITIES.  Bradley S. Shepherd is currently an officer
and  director of Siclone Industries, Inc., a reporting company, which is seeking
to  acquire  a  business  opportunity.  The possibility exists that Mr. Shepherd
could  become  an  officer  and/or  director of other reporting companies in the
future,  although  he has no intention of doing so at the present time.  Certain
conflicts  of  interest  are  inherent  in  the participation of our officer and
director  as management in other reporting companies, which may be difficult, if
not  impossible,  to  resolve  in  all  cases in our best interests.  Failure by
management  to conduct business in our best interests may result in liability of
management  to  the  shareholders.

ITEM  10.  EXECUTIVE  COMPENSATION

Our  officers  and  directors  do  not  receive  any  compensation  for services
rendered,  have not received such compensation in the past, and are not accruing
any  compensation  pursuant to any agreement with our company.  Our officers and
directors  are reimbursed for expenses incurred on our behalf.  Our officers and
directors  will  not  receive  any  finder's fee as a result of their efforts to
implement  the  business  plan  outlined  herein.  However,  our  officers  and
directors anticipate receiving benefits as beneficial shareholders of our common
stock.

We  have  not  adopted  any retirement, pension, profit sharing, stock option or
insurance  programs  or other similar programs for the benefit of our employees.

EMPLOYMENT  CONTRACTS  AND  TERMINATION  OF  EMPLOYMENT  AND  CHANGE  IN CONTROL
ARRANGEMENT.

There  are  no  compensatory  plans  or  arrangements,  including payments to be
received from the Company, with respect to any person named in Cash Compensation
set  out  above  which  would  in  any way result in payments to any such person
because  of  his  resignation, retirement, or other termination of such person's
employment with the Company or its subsidiaries, or any change in control of the
Company,  or  a  change  in  the person's responsibilities following a change of
control  of  the  Company.

ITEM  11.  SECURITY  OWNERSHIP  OF  CERTAIN  BENEFICIAL  OWNERS  AND MANAGEMENT.

The  following  table  sets  forth  as  of  December  31,  2002,  the number and
percentage of the 41,500,000 shares of outstanding common stock which, according
to  the information supplied to the Company, were beneficially owned by (i) each
person  who is currently a director of the Company, (ii) each executive officer,
(iii) all current directors and executive officers of the Company as a group and
(iv)  each  person who, to the knowledge of the Company, is the beneficial owner
of more than 5% of the outstanding common stock.  Except as otherwise indicated,
the  persons  named  in  the  table  have sole voting and dispositive power with
respect  to  all  shares  beneficially owned, subject to community property laws
where  applicable.

<TABLE>
<CAPTION>

NAME AND ADDRESS                 AMOUNT    PERCENTAGE
<S>                            <C>         <C>

Bradley S. Shepherd (1) . . .  39,490,000       95.15
6269 Jamestown Court
Salt Lake City, UT 84121

Todd Gee (1). . . . . . . . .     200,000        0.48
265 E. Hampton Avenue
Salt Lake City, UT 84111

Officers, Directors and . . .  39,690,000       95.63
Nominees as a Group:
2 people

(1) Officer and/or director.
</TABLE>


                                        8
<PAGE>

ITEM  12.  CERTAIN  RELATIONSHIPS  AND  RELATED  TRANSACTIONS.

We  utilize  office  space  at  the  residence  of  Mr.  Shepherd to conduct our
activities  at  no  charge.

During  the  year  ended December 31, 2002 our president advanced $6,000 to fund
our  operations.  The  advance  was  payable  on demand and carried no interest.

During  the  year ended December 31, 2001, our president advanced $5,500 to fund
our  operations.  The  advance  was  payable  on demand and carried no interest.

During  the  year  ended December 31, 2001, we issued 7,000,000 shares of common
stock to our president as reimbursement for cash advances received in the amount
of  $7,000.

On  December  20,  2002,  we issued an additional 9,500,000 common shares to our
president  as reimbursement for accrued advances of $9,500.  There are currently
no  outstanding  advances.

ITEM  13.  EXHIBITS  AND  REPORTS  ON  FORM  8-K.

<TABLE>
<CAPTION>

EXHIBITS

EXHIBIT NUMBER  TITLE                                               LOCATION
<C>             <S>                                                 <C>

          99.1  Certification of Chief Executive Officer and Chief  Attached
                Financial Officer pursuant to Section 906 of the
                Sarbanes-Oxley Act of 2002

          99.2  Code of Ethics and Business Conduct. . . . . . . .  Attached
</TABLE>

REPORTS  ON  FORM  8-K

No  reports  on  Form  8-K  were filed during the last 90 days of the year ended
December  31,  2002.

ITEM  14.  CONTROLS  AND  PROCEDURES

Within  the  90-day  period  prior  to the date of this report, we evaluated the
effectiveness  and  operation of our disclosure controls and procedures pursuant
to  Rule  13a-14  of  the  Securities  Exchange  Act  of  1934.  Based  on  that
evaluation,  our  Chief  Executive  Officer  and  Chief  Financial  Officer have
concluded that our disclosure controls and procedures are effective.  There have
been  no  significant  changes  in internal controls or other factors that could
significantly affect internal controls subsequent to the date we carried out our
evaluation.


                                        9
<PAGE>


                                   SIGNATURES

In  accordance  with  Section  13  or  15(d) of the Exchange Act, the registrant
caused this report to be signed on its behalf by the undersigned, thereunto duly
authorized.

                                   PATRIOT  INVESTMENT  CORPORATION



Date:  March  19,  2003            /s/Bradley  S.  Shepherd
                                   -------------------------
                                   Bradley  S.  Shepherd
                                   Chief  Executive  Officer
                                   Chief  Financial  Officer


In  accordance  with  the Exchange Act, this report has been signed below by the
following  persons  on behalf of the registrant and in the capacities and on the
dates  indicated.


Date:  March  19,  2003            /s/Bradley  S.  Shepherd
                                   -------------------------
                                   Bradley  S.  Shepherd
                                   Director


Date:  March  19,  2003            /s/Todd  Gee
                                   ---------------
                                   Todd  Gee
                                   Director


                                       10
<PAGE>

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

I,  Bradley S. Shepherd, the Chief Executive Officer and Chief Financial Officer
of  Patriot  Investments,  Inc.  (the  "Company"),  certify  that:

1.  I  have  reviewed  this  annual  report  on  Form  10-KSB  of  the  Company;

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.  I  am  responsible  for establishing and maintaining disclosure controls and
procedures  (as  defined  in  Exchange  Act  Rules  13a-14  and  15d-14) for the
registrant  and  I  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.  I  have  disclosed,  based on my most recent evaluation, to the registrant's
auditors  and the audit committee of registrant's board of directors (or persons
performing  the  equivalent  function):

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

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

6.  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  19,  2003                   /s/Bradley  S.  Shepherd
                                   --------------------------
                                   Chief  Executive  Officer
                                   Chief  Financial  Officer


                                       11
<PAGE>

<TABLE>
<CAPTION>


                         PATRIOT INVESTMENT CORPORATION
                          (A DEVELOPMENT STAGE COMPANY)


                                      INDEX

                                                               PAGE
<S>                                                            <C>

  Independent Auditors' Report. . . . . . . . . . . . . . . .    13

  Balance Sheets - December 31, 2002 and 2001 . . . . . . . .    14

  Statements of Operations for the Years Ended
    December 31, 2002 and 2001 and for the Period from
    January 13, 1986 (Date of Inception) to December 31, 2002    15

  Statement of Stockholders' Equity (Deficit) for the Period
    From January 13, 1986 (Date of Inception) Through
    December 31, 2000, and the Years Ended December 31,
    2001 and 2002 . . . . . . . . . . . . . . . . . . . . . .    16

  Statements of Cash Flows for the Years Ended
    December 31, 2002 and 2001 and for the Period from
    January 13, 1986 (Date of Inception) to December 31, 2002    17

  Notes to the Financial Statements . . . . . . . . . . . . .    18
</TABLE>


                                       12
<PAGE>

HANSEN,  BARNETT  &  MAXWELL
     A  Professional  Corporation
     CERTIFIED  PUBLIC  ACCOUNTANTS

                                                         (801)  532-2200
     Member  of  AICPA  Division  of  Firms            Fax  (801)  532-7944
     Member  of  SECPS                             5  Triad  Center,  Suite  750
                                                  Salt  Lake  City,  Utah  84180
                                                           www.hbmcpas.com



                          INDEPENDENT AUDITORS' REPORT

To  the  Board  of  Directors
Patriot  Investment  Corporation

We  have  audited  the  accompanying  balance  sheets  of  Patriot  Investment
Corporation  (a  development stage company) as of December 31, 2002 and 2001 and
the  related  statements of operations, stockholders' equity (deficit), and cash
flows  for  the  years then ended and the cumulative period from January 1, 1994
through  December 31, 2002. These financial statements are the responsibility of
the  Company's management.  Our responsibility is to express an opinion on these
financial  statements  based on our audits.  The financial statements of Patriot
Investment Corporation for the period from inception on January 13, 1986 through
December  31, 1993 were audited by other auditors whose report dated January 15,
1995,  expressed an unqualified opinion with an explanatory paragraph describing
conditions  that  raised  substantial  doubt  about its ability to continue as a
going  concern  on  those  statements.

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

In  our  opinion,  the financial statements referred to above present fairly, in
all  material respects, the financial position of Patriot Investment Corporation
as of December 31, 2002 and 2001, and the results of its operations and its cash
flows for the years then ended, and for the period from January 13, 1986 through
December  31,  2002, in conformity with accounting principles generally accepted
in  the  United  States  of  America.

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 little cash and has experienced losses
from  inception  that raise substantial doubt about its 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/HANSEN,  BARNETT  &  MAXWELL
--------------------------------

Salt  Lake  City,  Utah
March  13,  2003


                                       13
<PAGE>

<TABLE>
<CAPTION>

                         PATRIOT INVESTMENT CORPORATION
                          (A DEVELOPMENT STAGE COMPANY)
                                 BALANCE SHEETS

                                                            DECEMBER 31,
                                                       ----------------------
                                                          2002        2001
                                                       ----------  ----------
<S>                                                    <C>         <C>

                                     ASSETS

CURRENT ASSETS - CASH . . . . . . . . . . . . . . . .  $      82   $     343
                                                       ----------  ----------

TOTAL ASSETS. . . . . . . . . . . . . . . . . . . . .  $      82   $     343
                                                       ==========  ==========


                 LIABILITIES AND STOCKHOLDERS' EQUITY (DEFICIT)


CURRENT LIABILITIES
Accounts payable. . . . . . . . . . . . . . . . . . .  $       -   $     500
Advance from officer/director . . . . . . . . . . . .          -       3,500
                                                       ----------  ----------

   TOTAL LIABILITIES. . . . . . . . . . . . . . . . .          -       4,000
                                                       ----------  ----------

STOCKHOLDERS' EQUITY (DEFICIT)
Preferred Stock, $0.001 par value; 10,000,000 shares
authorized; no shares issued and outstanding. . . . .          -           -
Common stock, $0.001 par value; 50,000,000 shares
authorized; 41,500,000 and 32,000,000 shares. . . . .     41,500      32,000
issued and outstanding, respectively
Additional paid in capital. . . . . . . . . . . . . .    141,376     141,376
Deficit accumulated during the development stage. . .   (182,794)   (177,033)
                                                       ----------  ----------

   TOTAL STOCKHOLDERS' EQUITY (DEFICIT) . . . . . . .         82      (3,657)
                                                       ----------  ----------

TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY (DEFICIT).  $      82   $     343
                                                       ==========  ==========
</TABLE>

   The accompanying notes are an integral part of these financial statements.


                                       14
<PAGE>

<TABLE>
<CAPTION>

                         PATRIOT INVESTMENT CORPORATION
                          (A DEVELOPMENT STAGE COMPANY)
                            STATEMENTS OF OPERATIONS


                                                                  From January 13,
                                                                    1986 (date of
                                        For the Years Ended      inception) through
                                             December 31,          December 31,
                                     --------------------------  ------------------
                                         2002          2001            2002
                                     ------------  ------------  ------------------
<S>                                  <C>           <C>           <C>

REVENUE . . . . . . . . . . . . . .  $         -   $         -   $          -

GENERAL AND ADMINISTRATIVE EXPENSES        5,761         4,686         39,318

LOSS FROM DISCONTINUED OPERATIONS .            -             -        143,476
                                     ------------  ------------  ------------------

NET LOSS. . . . . . . . . . . . . .  $    (5,761)  $    (4,686)     $(182,794)
                                     ============  ============  ==================

BASIC AND DILUTED LOSS PER SHARE. .  $     (0.00)  $     (0.00)
                                     ============  ============

WEIGHTED AVERAGE NUMBER OF SHARES .
 OUTSTANDING. . . . . . . . . . . .   32,271,978    32,000,000
                                     ============  ============
</TABLE>

   The accompanying notes are an integral part of these financial statements.


                                       15
<PAGE>

<TABLE>
<CAPTION>

                                 PATRIOT INVESTMENT CORPORATION
                                  (A DEVELOPMENT STAGE COMPANY)
                          STATEMENTS OF STOCKHOLDERS' EQUITY (DEFICIT)

                                                                                   Deficit
                                                                                 Accumulated
                                                                    Additional    During the
                                                  Common Stock       Paid-In     Development
                                              -------------------
                                                Shares    Amount     Capital        Stage
                                              ----------  -------  -----------  ------------
<S>                                           <C>         <C>      <C>          <C>
BALANCE AT INCEPTION
ON JANUARY 13, 1986. . . . . . . . . . . . .           -  $     -  $      -      $       -

Issuance of 600,000 shares to the
officers and directors for cash,
January 13, 1986, $0.025 per share . . . . .     600,000      600    14,400              -
Issuance of 1,500,000 shares of
common stock to the public for cash,
January 13, 1986, $0.10 per share. . . . . .   1,500,000    1,500   148,500              -
Less deferred stock offering costs . . . . .           -        -   (21,524)             -
Issuance of stock to officer for cash:
December 30, 1993, $.001 per share . . . . .   5,000,000    5,000         -              -
July 27, 1995, $.001 per share . . . . . . .   1,000,000    1,000         -              -
November 1, 1995, $.001 per share. . . . . .     100,000      100         -              -
December 12, 1995, $.001 per share . . . . .   1,250,000    1,250         -              -
December 29, 1995, $.001 per share . . . . .   1,750,000    1,750         -              -
December 28, 1995, $.001 per share . . . . .   1,500,000    1,500         -              -
December 31, 1996, $.001 per share . . . . .   2,300,000    2,300         -              -
December 31, 1997, $.001 per share . . . . .   5,000,000    5,000         -              -
December 31, 1999, $.001 per share . . . . .   5,000,000    5,000
Net loss from inception (January 13,
1986) through December 31, 2000. . . . . . .           -        -         -       (172,347)
                                              ----------  -------  -----------  -----------

BALANCE - DECEMBER 31, 2000. . . . . . . . .  25,000,000   25,000   141,376       (172,347)

Issuance of 7,000,000 shares common
stock to officer for cash advances received,
September 1, 2001, $.001 per share . . . . .   7,000,000    7,000         -              -

Net loss for the year ended
December 31, 2001. . . . . . . . . . . . . .           -        -         -         (4,686)
                                              ----------  -------  -----------  -----------

BALANCE - DECEMBER 31, 2001. . . . . . . . .  32,000,000   32,000   141,376       (177,033)

Issuance of 9,500,000 shares common
stock to officer for cash advances received,
December 20, 2002, $.001 per share . . . . .   9,500,000    9,500         -              -

Net loss for the year ended
December 31, 2002. . . . . . . . . . . . . .           -        -         -         (5,761)
                                              ----------  -------  -----------  -----------

BALANCE - DECEMBER 31, 2002. . . . . . . . .  41,500,000  $41,500  $141,376      $(182,794)
                                              ==========  =======  ===========  ===========
</TABLE>

   The accompanying notes are an integral part of these financial statements.


                                       16
<PAGE>

<TABLE>
<CAPTION>

                        PATRIOT  INVESTMENT  CORPORATION
                          (A DEVELOPMENT STAGE COMPANY)
                            STATEMENTS OF CASH FLOWS

                                                                 From January 13,
                                                                      1986
                                                                    (date of
                                           For the Years Ended   inception)through
                                              December 31,         December 31,
                                           -------------------
                                             2002      2001           2002
                                           --------  ---------  ------------------
<S>                                        <C>       <C>        <C>
CASH FLOWS FROM OPERATING ACTIVITIES
Net loss. . . . . . . . . . . . . . . . .  $(5,761)  $(4,686)       $(182,794)
Adjustments to reconcile net loss to cash
used in operating activities:
Change in accounts payable. . . . . . . .     (500)   (1,583)               -
                                           --------  ---------  ------------------

NET CASH USED IN OPERATING ACTIVITIES . .   (6,261)   (6,269)        (182,794)
                                           --------  ---------  ------------------

CASH FLOWS FROM FINANCING ACTIVITIES
Proceeds from issuance of common stock. .        -         -          161,376
Advances from officer . . . . . . . . . .    6,000     5,500           21,500
                                           --------  ---------  ------------------

NET CASH PROVIDED BY FINANCING ACTIVITIES    6,000     5,500          182,876
                                           --------  ---------  ------------------

NET INCREASE (DECREASE) IN CASH . . . . .     (261)     (769)              82

CASH AT BEGINNING OF YEAR . . . . . . . .      343     1,112                -
                                           --------  ---------  ------------------

CASH AT END OF YEAR . . . . . . . . . . .  $    82   $   343        $      82
                                           ========  =========  ==================
</TABLE>

SUPPLEMENTAL  CASH  FLOW  INFORMATION
     NONCASH  INVESTING  AND  FINANCING  ACTIVITIES  - On September 1, 2001, the
     Company issued 7,000,000 shares of common restricted stock to the Company's
     president in exchange for $7,000 of cash advances received during the years
     ended  December 31, 2001 and 2000. On December 20, 2002, the Company issued
     9,500,000  shares  of common restricted stock to the Company's president in
     exchange  for  $9,500  of  cash  advances  received  during the years ended
     December  31,  2002  and  2001.




   The accompanying notes are an integral part of these financial statements.


                                       17
<PAGE>

                         PATRIOT INVESTMENT CORPORATION
                          (A DEVELOPMENT STAGE COMPANY)
                        NOTES TO THE FINANCIAL STATEMENTS


NOTE  1--SUMMARY  OF  SIGNIFICANT  ACCOUNTING  POLICIES

     ORGANIZATION  -  The  financial  statements  presented are those of Patriot
     Investment  Corporation  (a  development  stage  company).  The Company was
     incorporated under the laws of the State of Nevada on January 13, 1986. The
     Company  was  incorporated  for  the  purpose of providing a vehicle, which
     could be used to raise capital and seek business opportunities, believed to
     hold  a  potential  for  profit. The Company has not presently identified a
     specific  business  area  of  direction  that it will follow. Therefore, no
     principal  operations  have  yet  begun.

     USE  OF  ESTIMATES  - The preparation of financial statements in conformity
     with  accounting  principles  generally  accepted  in  the United States of
     America  requires  management to make estimates and assumptions that affect
     the reported amounts of 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.

     CASH  AND  CASH  EQUIVALENTS  -  Cash  equivalents  include  highly  liquid
     short-term  investments  with  original maturities of three months or less,
     readily  convertible  to  known  amounts  of  cash.

     BASIC AND DILUTED LOSS PER COMMON SHARE - Loss per common share is computed
     by  dividing  net  loss  available  to  common  stockholders  by  the
     weighted-average  number  of  common  shares outstanding during the period.
     Diluted  loss  per share reflects the potential dilution, which could occur
     if  all  contracts  to  issue common stock were exercised or converted into
     common  stock or resulted in the issuance of common stock. In the Company's
     present  position,  diluted  loss  per  share is the same as basic loss per
     share.

     BASIS  OF  PRESENTATION  -  The Company's financial statements are prepared
     using  accounting  principles  generally  accepted  in the United States of
     America  applicable to a going concern that contemplates the realization of
     assets  and  liquidation  of  liabilities in the normal course of business.
     However,  the  Company  has  little  cash  and  has experienced losses from
     inception.  Without  realization of additional adequate financing, it would
     be  unlikely  for  the  company  to  pursue and realize its objectives. The
     Company  intends  to  seek  a  merger  with  an existing operating company.

NOTE  2--RELATED  PARTY  TRANSACTION

     For  the  years  ended  December 31, 2002 and 2001, the Company's president
     advanced  $6,000  and  $5,500 to the Company, respectively. During the year
     ended  December  13,  2002,  the  Company's  president was issued 9,500,000
     shares of common restricted stock in exchange for cash advances received in
     the  amount  of  $9,500.  During  the  year  ended  December  31, 2001, the
     Company's  president was issued 7,000,000 shares of common restricted stock
     in  exchange for cash advances received in the amount of $7,000. There were
     no  outstanding  advances  from  the Company's president as of December 31,
     2002.


                                       18
<PAGE>

                         PATRIOT INVESTMENT CORPORATION
                          (A DEVELOPMENT STAGE COMPANY)
                        NOTES TO THE FINANCIAL STATEMENTS


NOTE  3-INCOME  TAXES

     The  components  of  the net deferred tax asset as of December 31, 2002 and
     2001  are  as  follows:

<TABLE>
<CAPTION>

                                        2002       2001
                                      ---------  ---------
<S>                                   <C>        <C>
Tax Net Operating Loss Carry Forward  $ 62,150   $ 60,191
Valuation Allowance. . . . . . . . .   (62,150)   (60,191)
                                      ---------  ---------

NET DEFERRED TAX ASSET . . . . . . .  $      -   $      -
                                      =========  =========
</TABLE>


     During  the years ended December 31, 2002 and 2001, the valuation allowance
     increased  $1,959  and  $1,593,  respectively.

     As  of December 31, 2002, the Company had net operating loss carry forwards
     for  federal  income  tax  reporting  purposes of $182,794 that will expire
     between  2003  and  2023.

     The  following  is  a  reconciliation  of  the  income  tax  at the federal
     statutory  tax  rate with the provision of income taxes for the years ended
     December  31:

<TABLE>
<CAPTION>

                                              2002      2001
                                            --------  --------
<S>                                         <C>       <C>
Income tax benefit at statutory rate (34%)  $(1,959)  $(1,593)
Change in valuation allowance. . . . . . .    1,959     1,593
                                            --------  --------

PROVISION FOR INCOME TAXES . . . . . . . .  $     -   $    -.
                                            ========  ========
</TABLE>


                                       19
<PAGE>