WASHINGTON, D.C.  20549

                       Amendment No. 3 to
                          FORM 10 - SB

Under Section 12(b) or (g) of the Securities Exchange Act of 1934

                   Marine Jet Technology Corp.
         (Name of Small Business Issuer in its charter)

            Nevada                           88-0450923
-------------------------------   -------------------------------
(State or other jurisdiction of           (I.R.S. Employer
incorporation or organization)         Identification Number)

500 N Rainbow Blvd, Ste 300,
         Las Vegas, NV                         89107
-------------------------------   -------------------------------
(Address of principal executive             (zip code)

Issuer's telephone number:    (425) 869-2723

Securities to be registered under section 12(b) of the Act:

Title of Each Class to be so      Name on each exchange on which
          registered               each class is to be registered
-------------------------------   -------------------------------
-------------------------------   -------------------------------
-------------------------------   -------------------------------

Securities to be registered under section 12(g) of the Act:

Common Stock, $0.001 par value


                        TABLE OF CONTENTS

Part I-----------------------------------------------------     3

Item 1.Description of Business----------------------------      3
Item 2.Management's Analysis of Financial Condition and
        Plan of Operation----------------------------------     9
Item 3.Description of Property----------------------------     12
Item 4.Security Ownership of Certain Beneficial Owners
        and Management-------------------------------------    12
Item 5.Directors and Executive Officers, Promoters and
        Control Persons------------------------------------    13
Item 6.Executive Compensation-----------------------------     14
Item 7.Certain Relationships and Related Transactions-----     15
Item 8.Description of Securities--------------------------     16

Part II----------------------------------------------------    17

Item 1.Market Price of and Dividends on the Registrant's
        Common Equity and Related Stockholder Matters------    17
Item 2.Legal Proceedings----------------------------------     17
Item 3.Changes in and Disagreements with Accountants------     17
Item 4.Recent Sale of Unregistered Securities-------------     18
Item 5.Indemnification of Directors and Officers----------     19

Part F/S---------------------------------------------------    22

Part III---------------------------------------------------    39

Item 1.Index to Exhibits----------------------------------     39
Item 2.Description of Exhibits----------------------------     39

SIGNATURES-------------------------------------------------    40


                       INTRODUCTORY STATEMENT

Marine  Jet  Technology  Corp ("Marine Jet" or  the  "Company")  has
elected  to  file  this  Form  10-SB  registration  statement  on  a
voluntary  basis  in order to become a reporting company  under  the
Securities Exchange Act of 1934.

This  registration statement, including the information that may  be
incorporated   herein   by   reference,   contains   forward-looking
statements  including statements regarding, among other  items,  the
Company's business and growth strategies, and anticipated trends  in
the  Company's  business  and demographics.   These  forward-looking
statements are subject to a number of risks and uncertainties,  some
of  which  are  beyond the Company's control.  Actual results  could
differ  materially from these forward-looking statements.  For  this
purpose, any statements contained in the registration statement that
are  not  statements of historical fact may be deemed to be forward-
looking  statements.   Without  limiting  the  generality   of   the
foregoing,  words such as "may," "except," "believe,"  "anticipate,"
"intend,"  "could," "estimate," or "continue," or  the  negative  or
other  variations  thereof are intended to identify  forward-looking

                               Part I

Item 1.  Description of Business

A.    Business Development and Summary

     Marine  Jet Technology Corp. (hereinafter referred  to  as  the
"Company" or "Marine Jet") was incorporated in Nevada on February 9,
2000, to develop and market boat propulsion technology developed  by
the President of the Company, Jeff P. Jordan.

     Prior  to the inception of the Company, Mr. Jordan was  granted
several  patents in the United States, the European Union, Australia
and New Zealand.  In addition, one patent is pending in Canada.  For
more  information,  please  refer to the United  States  Patent  and
Trademark  Office web site at www.uspto.gov.  These patents  protect
various  elements of a marine propulsion system that Mr. Jordan  had
developed  with  his  partner Mr. Robert  J.  Tomlinson,  a  current
shareholder of the Company.

     Also   prior   to  the  formation  of  Marine  Jet   Technology
Corporation,  Mr.  Jordan  asked  Mr.  David  L.  Lyman,  a  current
shareholder, who owns and operates a contract-manufacturing firm, to
assist  in the design of a prototype engine.  Mr. Lyman would assist
in  making the propulsion system suitable for mass production  using
automated equipment.  Mr. Lyman owns and operates IDA, Inc. and  has
gone  to  Japan  to  accept  awards  as  the  top  quality  contract
manufacturer  for Mitsubishi Heavy Industries.  Through  IDA,  Inc.,
Mr.  Lyman supplies automotive parts machining services to Honeywell
and  others  in the US.  His current production is mostly  in  turbo
charger  components and intake manifolds, which end up in production
vehicles  from  Volvo, Chrysler and several Japanese  manufacturers.
Prior  to founding IDA, Mr. Lyman was a component part supplier  for
Genie  Garage  Door  Openers and various other  companies.   He  was
associated   with   Mr.  Jordan  in  the  design,  manufacture   and
installation of commercial hydroelectric systems on municipal  water
systems in Montana for cogeneration.  He also has a long history  as
tool and die maker, pattern maker and model maker.


     On  May 19, 2000, the Company entered into a Proprietary Rights
Agreement with Mr. Lyman, whereby the Company received any  and  all
proprietary  rights  and future benefits derived  from  Mr.  Lyman's
design,  development  and work on the prototype  propulsion  system.
Pursuant  to this agreement, the Company issued 1,000,000 shares  of
common  stock  to  Mr. Lyman.  The value of Mr. Lyman's  proprietary
rights  was  negotiated between and among Messrs. Lyman, Jordan  and

     On  May 19, 2000, the Company entered into a Technology License
Agreement  with  Messrs. Jordan and Tomlinson.  In  accordance  with
this agreement, Messrs. Jordan and Tomlinson assigned the rights  to
three  United States patents they owned as individuals, as  well  as
any  improvements, reissues or extensions of those  patents  in  the
United  States or abroad.  In exchange for this patent, the  Company
issued an aggregate of 15,875,000 shares of common stock - of  which
Mr.  Jordan  received  14,287,500 common shares  and  Mr.  Tomlinson
received 1,587,500 shares of common stock.

     In August of 2001, the Company purchased assets from Mr. Jordan
for  cash.   The assets included a test boat, patterns for component
castings and related equipment.

B.    Business of the Issuer

Status of Any Publicly Announced New Product or Service

     The   Company   has   developed  a  fully-operation   prototype
propulsion  system.  This system has been undergoing test,  research
and  further  development by management of the Company.   Management
has  been  working  on the controls for the system  to  improve  the
maneuverability  and  convenience of  the  QuickJet.   Although  the
prototype  has generally met management's expectation,  the  Company
has  been  unable  to  retain  either an  independent  firm  or  the
instrumentation for management to accurately measure the performance
specifications of the prototype.

Principal Product and Markets

     The  Company  intends to develop marine jet propulsion  systems
for  sale  and  to  license the rights to manufacture  such  systems
and/or  boats  incorporating such technology under the  name  "Quick
Jet."   Marine Jet Technology seeks to develop and market the  Quick
Jet technology to produce a proprietary marine jet propulsion system
that  offers  the low-speed thrust and acceleration of  a  propeller
drive,  while  retaining the safety, convenience and maneuverability
of a traditional jet design.

     Existing  jet  boats have the identical problem  as  the  first
generation of jet airplanes: although they have high top speeds  and
are  exceptionally maneuverable compared to boats powered  by  other
engine  types,  initial  acceleration is  poor.   Historically,  jet
propulsion  systems were sized for speed and lacked  the  low  speed
thrust required for docking and acceleration.  They could either  go
fast  with  poor acceleration or could provide acceleration  at  the
trade-off of low top speed.

     If   it  were  not  for  these  operating  range  restrictions,
management  believes that the majority of boats would  be  water-jet
powered.   Propellers and jets both move a column of  water  in  the
opposite  direction  to  propel a boat.  The  propeller's  discharge
column  is  submerged,  but can be seen  and  felt.   A  Marine  Jet
propulsion system is essentially a propeller in a tube, which has an
inlet  to  supply water to the propeller and a nozzle to direct  the
propeller's  discharge. MJTC technology allows the  use  of  smaller
motors  which  reduces  noise  and  lowers  boat  weight  and   fuel
consumption, while providing higher acceleration, higher  thrust  at
low  boat  speeds  and  heavy  load carrying  capacity.   Management
believes  that jets are safer than out-drives because  there  is  no
exposed  propeller  in the water.  In addition, management  believes
that  jet  propulsion systems are more maneuverable than  out-drives
because the jet outlet is directionally controlled.


     MJTC's  intelligent inlet duct adjusts to recover the  velocity
head of the incoming water at all planing speeds and at all throttle
positions.   This  higher  inlet efficiency  is  most  important  in
designs  based on larger jets.  Larger jets, in turn, are  desirable
because they produce more thrust at low boat speeds.  This parallels
engine   development  in  commercial  aircraft   where   high-bypass
turbofans move more air through a larger jet for shorter takeoffs.

     A  combination  of larger jet size, efficient inlet  duct,  and
variable nozzle allows greater low speed thrust while increasing top
speed  and  maintaining  higher propulsion efficiency  at  all  boat
speeds  and accelerations over traditional out-board motors.   These
three innovations work together to move a high volume of water  with
an  efficient inlet duct and an efficient pump operation  under  all
operating conditions:

1.   Larger jet size is desirable because they create greater thrust
than smaller ones.  However, the bigger the jet, the more power that
is lost in the ordinary inlet duct.  This power loss has to be made
up by the motor and the pump.

2.   An intelligent inlet duct automatically adjusts to recover the
power of the incoming water at all planing speeds and at all
throttle positions.  As the inlet duct becomes more efficient, it
increases pressure on the nozzle, which results in higher flow
through the system.  Unfortunately, higher water flow through the
system results in reduced pump efficiency.  Hence the need for the
variable nozzle to regulate the system flow for pump efficiency.

3.   Thus, a variable rectangular steering nozzle is needed to
regulate the system flow for pump efficiency, thereby allowing
simultaneous control of nozzle area and steering direction to
maintain peak efficiency over wide ranges of boat speed, pump shaft
speed and steering vectors.

     The  Company  originally developed the idea of the  Marine  Jet
propulsion  system  for use in the recreation  boating  arena.   The
Company  intends to market its water-jet system for  commercial  use
under  the name "WorkJET."  With more thrust at low boat speeds  and
larger  load  carrying capacity than previous marine  engine  types,
management  believes that the WorkJET will operate efficiently  both
inshore  and in heavy seas.  It has the shallow draft of a jet,  yet
the  stability, sea-keeping and dynamic breaking of a  propeller  in
big swells.

     The  Company believes that this market is ideal for its product
because jet propulsion systems are preferred in the fishing industry
for  their  shallow draft and ability to operate over  nets.   Until
WorkJET,  however, management believes that fishing jets  have  been
inefficient  under  load and at the slower boat speeds  required  by
heavy seas.  It is management's belief that the WorkJET's thrust  at
high and low speeds gives it the advantage over traditional jets.

     The  engines used with the prototype Quick Jet are the same  as
are used with existing jets, inboards and stern drives.  All use the
same   engines,  which  are  automobile/truck  engines  with  marine
manifolds.  The Company does not contemplate developing an  entirely
new  engine or drive system, rather management seeks to improve  the
use of such engines.  The mechanical components that differentiate a
Quick Jet boat from an inboard boat or stern drive boat are the gear
reduction and the hydraulic appliances in the inlet duct, the  pump,
the  nozzle and the control system.  By design of Messrs. Jordan and
Lyman,  the  drive components are expected to be easily manufactured
using  common  processes and methods.  The Company has a  production
prototype  under test and development, which was the first  unit  to
test these manufacturing concepts.  This design is intended for  18'
to 26' boats, the largest boat segment in dollar terms.  The Company
intends  to  have its finalized design manufactured under  a  common
contract  based on ISO 9000 quality specifications.   To  date,  the
Company is continuing testing and development, and has not finalized
the design of the Quick Jet system.


Distribution Methods of the Products

     The  Company's  goal  is  to  sell  the  Quick  Jet  system  in
combination with available marine motors to boat manufacturers,  who
will  produce  boats  incorporating the  licensed  technology.   The
Company  may also license one or more manufacturers to sell  systems
based  on  the  technology.  In return, manufacturers will  pay  the
Company  a  royalty  on each boat or engine sold that  utilizes  the
Company's technology.  At this time, the Company does not intend  to
produce the Quick Jet engines in-house.

     Marine Jet anticipates that the use of existing production  and
sales  capacity offers the most rapid market penetration.  For  this
reason,  the Company's strategy centers on developing joint  venture
and  licensing relationships with boat and motor manufacturers.  The
Company  has  yet  to  identify such companies  or  enter  into  any
manufacturing relationships or joint ventures.

     The   Company's  Internet  site,  "www.marinejettech.com,"   is
available for industry participants and consumers to learn about the
Company's  technology.  The Company believes that its  web  site  is
ideal  for  answering technical questions, building credibility  and
creating market interest.

     Additionally,  the Company has produced a video exhibiting  the
performance of its test boat.  These will be used as 5-minute  video
commercials  that  will initially be distributed on  VHS  cassettes.
The  Company is planning to distribute this and future video on  CD-
ROM, DVD and over the Internet to potential clients or licensees.

 Competitive Business Condition and Competitive Position

     Management  estimates that the marine propulsion system  market
is dominated by a few large manufacturers.  Management believes that
this  market has stagnated due to a lack of innovative new  products
and that the dominant companies rely almost exclusively on economies
of  scale to maintain their positions.  However, the Company sees no
unusual barrier to entry, because:

1.   There are many small manufacturers operating in niches with
       regional distribution;

2.   The cost of expanding boat production is relatively small; and

3.   There are several retail channels for trailerable boats,
including boat shows, boat dealers, personal water vehicle dealers
and automobile dealers.

     The  Company believes the market advantages of a Quick  Jet  as
compared to a propeller are:

1.   Better maneuverability, due to  redirection of the jet;

2.   Safety, since the propeller is enclosed, it cannot harm people
or marine animals; and

3.   Dependability and reduced maintenance costs, because the
propeller cannot entangle or strike submerged objects.

     Conversely,  the  Company considers that disadvantages  of  the
     Quick Jet are:

1.   Size - the Quick Jet is larger to handle more water, although
the Company has identified methods to make the system unobtrusive;

2.   Placement in the boat - the motor must be placed in an area of
the boat to allow for more efficient water flow, which can affect
the floor plan of the boat; and

3.   Increased cost - the Quick Jet manufacturing process will
initially not enjoy economies of scale that mass-produced propeller
drives possess.


Raw Materials

     Mr.  Dave  Lyman, owner of IDA, Inc., based in Heron,  Montana,
and a shareholder of the Company, has consulted in the design of the
Quick  Jet system to make it suitable for contract manufacturing  of
system  components.  The Company believes that there are  sufficient
sources of supply for each component of the propulsion system.   The
Company  is  not  aware of any element of the system  that  requires
unusual or specialized manufacturing techniques.

Patents and Licenses

     Prior  to the inception of the Company, Mr. Jordan was  granted
US  Patent  5,658,176  in  August of 1997, US  Patent  5,679,035  in
October  of  1997  and  US Patent 5,683,276  in  November  of  1997.
Patents  corresponding to US Patent 5,658,176 have also been granted
in  the  EU, Australia and New Zealand and one is pending in Canada.
These patents cover methods of the following:

1.   More efficiently recovering hydraulic power in the inlet duct
of the propulsion system,

2.   Regulating the system flow for water pump efficiency and

3.   Moving a higher mass flow rate of the water for greater thrust.

     Due  to  the length and detail of the information contained  in
the  patent  documentation,  the  Company  refers  readers  of  this
registration statement to view these documents at the United  States
Patent  and Trademark Office's Internet site, which can be found  at

     The Company exclusively licenses the rights to patents covering
the operation and design of a marine propulsion system.  Steps taken
by  the  Company  to  protect these proprietary rights  may  not  be
adequate to prevent misappropriation of such rights or third parties
from  independently developing a functionally equivalent or superior

     The Company's US Patents expire as follows:

1.   Patent 5,658,176 expires in December 2015,

2.   Patent 5,679,035 expires in February 2016 and

3.   Patent 5,683,276 expires in February 2016.

Governmental Approval

     The  Company knows of no government approval required  for  the
Quick  Jet.   The  Company  seeks  to  engage  prospective  contract
manufacturers  that  are  already  in  compliance  with   government
regulations  relating to workplace safety, payroll  taxes  and  fair
hiring  practices, although there is no guarantee of  the  Company's
ability to enter into relationships with such companies.


Effects of Existing or Probable Governmental Regulations

     The  Company  believes that the effect of existing or  probable
regulations in this business segment will have a positive effect  on
the   Company's   operations.   With  respect   to   public   safety
regulations,  the  Company  intends to compete  against  an  exposed
propeller system with a completely enclosed water jet system,  which
it  believes  will  eliminate  a  significant  number  of  accidents
resulting  from  exposed propellers.  With respect  to  current  and
probable  environmental regulations, the Company  believes  it  will
have  a similar advantage from eliminating environmental damage done
by  propellers to manatees, fish, sea grass and other aquatic  life.
With  respect  to  pollution regulations the  Company  believes  its
propulsion  technology will encourage the use of four-cycle  engines
rather  than two-cycle engines that produce much more air and  water
pollution.  With respect to noise regulations, the Company  believes
its  designs  will  isolate gear whine and other  propulsion  system
noise within an acoustically insulated engine enclosure.

Research and Development

     Since  its  inception,  the Company has  been  working  on  the
controls for the boat to better demonstrate the maneuverability  and
convenience  that  this  system offers.  The Company  has  purchased
approximately $1,200 in control components for this purpose.

     Generally,  the  prototype has been under test for  nearly  two
years.     Despite   performance   meeting   management's    general
expectations,  the Company has been operating on limited  funds  and
has  been  unable  to  secure instrumentation, which  is  relatively
capital-intensive, to measure performance properly.  The Company has
replaced  several system components with improved  designs,  and  is
currently working on the ergonomics of the operator interface.   The
performance of any boat and propulsion system combination is greatly
affected  by  the  hull  design, so any  performance  specifications
obtained from the test boat will not be directly applicable to other
hull designs.

     Additionally,  the  stock  and cash  paid  for  the  rights  to
proprietary  technology indirectly cover time and  money  personally
spent by the developers of such technology.

Environmental Laws

     The  Company believes that the Quick Jet is designed to consume
less fuel and produce less pollution, less noise and less damage  to
aquatic  life  than the current exposed-propeller technology,  which
will  allow  contract manufacturers to produce  a  product  that  is
compliant with environmental legislation.


     Excluding  officers, the Company presently  has  two  part-time
employees,  Jeff P. Jordan, President, and Martha Jordan, Secretary.
Mr.  Jordan dedicates approximately 75% of his time to the Company's
operations, while Mrs. Jordan commits approximately 20% of her  time
to  Marine  Jet.  The Company's employees are not represented  by  a
collective  bargaining agreement, and management believes  that  the
Company's relations with its employees are good.

C.    Reports to Security Holders

(1)   Annual Reports

     Marine Jet has been subject to the reporting requirements under
Section 12(g) of the Securities Act of 1934 as of December 29, 2001.
The  Company has not yet filed an annual report on Form  10-KSB  for
the year ended December 31, 2001.  Management of the Company intends
to file such report, and all subsequent reports, with the SEC.  Such
annual reports will include audited financial statements.


(2)   Periodic Reports with the SEC

     As  of the date of this Registration Statement, Marine Jet  has
not  been  filing  periodic reports with the SEC.   The  Company  is
delinquent  in its filings, and fully intends to bring  its  reports
current  by  filing its quarterly report for the period ended  March
31,  2002  on  Form  10-QSB.  Marine Jet  further  intends  to  file
periodic  reports with the SEC as required by laws  and  regulations
applicable to fully reporting companies.

(3)   Availability of Filings

     The  public  may read and copy any materials Marine  Jet  files
with the 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.   Additionally, the SEC  maintains  an  Internet  site
(http://www.sec.gov)  that contains reports, proxy  and  information
statements  and  other  information  regarding  issuers  that   file
electronically with the SEC.

Item  2.   Management's Analysis of Financial Condition and Plan  of

A.    Plan of Operation

     Since the Company's inception on February 9, 2000 through March
31, 2002, the Company incurred a net loss of $ 78,969.  Marine Jet's
efforts  have focused primarily on the development of the  Company's
plan  of operations, entering into agreements to utilize proprietary
technology,  obtaining assets to further develop a  prototype  Quick
Jet motor and raising working capital through equity financing.

     The  Company anticipates the need to recruit a management  team
experienced  in the marketing of new technology in similar  markets,
to  generate interest in the Company's technology.  However, due  to
the  limited  availability of funds with which to pay salaries,  the
Company intends to make stock options a substantial portion  of  the
compensation package for such a management team.

     The Company developed controls for the test boat and used it to
produce  a promotional video, which the Company is disseminating  to
industry  participants.  Management notes  that  the  cash  on  hand
necessarily  limits  progress on these tasks  and  that  failure  to
obtain additional financing will delay or prevent the completion  of
such promotional material.

     To  fund  fiscal 2002 operations, management believes that  the
Company's  current  financial resources  will  not  be  adequate  to
provide for its working capital needs through December 2002.   There
are  no  preliminary loan agreements or understandings  between  the
Company,   its   officers,  directors  or  affiliates   or   lending
institutions.   The Company has no arrangements or  commitments  for
accounts and accounts receivable financing.

     Management expects the need to raise additional capital  via  a
public  or private offering of equity or debt securities to  provide
funding  for  ongoing operations.  There are no formal  or  informal
agreements to attain such financing.  Any capital attained from  the
sale of equity or debt securities will be utilized to manufacture an
initial  production run of Quick Jet systems to provide to potential
customers for testing in their boats.  In order to be able to  begin
producing marketable Quick Jet systems, the Company intends  to  use
any  proceeds from sales of the Company's equity or debt  securities
to  purchase  patterns  for castings, tooling  for  machining  those
castings  and  labor to assemble and test the production  Quick  Jet
systems that result.

However,  there  can  be  no assurance that  any  financing  can  be
obtained  or,  if  obtained, that it will be  on  reasonable  terms.
Without realization of additional capital, it would be unlikely  for
the Company to continue as a going concern.


     To generate revenues, the Company plans to:

1.   Sell Quick Jet systems to boat builders;

2.   Enter into joint venture marketing agreements with one or more
engine builders to sell a propulsion package to boat builders; or

3.   Enter into a joint venture licensing agreement with one or more
manufacturers to build and sell systems and boats based upon the
Quick Jet technology.

B.    Risk Factors

     We  Cannot  Assure You that the Prototype will be  Commercially

     There  is  no  assurance that Marine Jet's product  development
program  will  lead  to any commercially profitable  products.   The
Company's   initial  licenses  of  products  will  require   further
development  and testing prior to commercialization.   There  is  no
assurance  that  any  such potential products will  be  successfully
developed  and be capable of being produced in commercial quantities
at  acceptable costs or be successfully marketed.  There also is  no
assurance  that Marine Jet will be able to reach its  objectives  in
manufacturing, marketing and sales.  The Company has no  history  of
sales  or volume manufacturing.  There can be no assurance that  the
Company will successfully manufacture or market any product,  either
independently  or pursuant to manufacturing or marketing  agreements
with  third  parties.  There is no assurance that such  third  party
arrangements   can   be  successfully  negotiated   or   that   such
arrangements  will  be  on commercially reasonable  terms.   To  the
extent  that Marine Jet Technology Corp. arranges with third parties
to  manufacture or market its products, the success of such products
may depend on the efforts of such third parties.

     No Assurance of Revenue or Operating Profits

     Marine Jet expects to incur substantial operating losses for at
least the first two years.  The Company currently has no significant
sources  of revenue, whether from product sales, licensing  fees  or
research funding, and there can be no assurance that it will be able
to  develop such revenue sources or that its operations will  become
profitable,  even if it is able to commercialize its products.   The
Company's  operating results are and will be volatile and  difficult
to  predict.   There can be no assurance that it  will  be  able  to
operate,  expand  and  develop  its  operations  and  products   and
efficiently   maintain  adequate  control  of  its  expenses.    The
Company's failure to meet its objectives may have a material adverse
effect on its business, operating results and financial condition.

     Technological Changes and Uncertainty

     Marine  Jet business activity focuses on the manufacturing  and
licensing  of  innovative products.  There can be no assurance  that
research  and discoveries by others will not render some or  all  of
the  Company's programs or products noncompetitive or obsolete.   No
assurance  can  be given that unforeseen problems will  not  develop
with  the  patents, technology or products or that the Company  will
ultimately develop commercially viable products.


     Marine  Jet  may  be required to diversify its current  product
development   and   marketing  plans  to   address   the   currently
unanticipated demands of various markets.  No assurance can be given
that  the  Company will be able to complete the development  of  its
first products prior to addressing other products that may represent
more significant business opportunities for the Company.


     Substantial Competition

     The  boat  manufacturing  and boat  propulsion  businesses  are
highly  competitive.  Many companies are marketing products in  this
business sector based on a variety of existing technologies that are
prevalent  in  the  marketplace.   Many  of  these  companies   have
substantially  greater  financial  and  other  resources,  and  have
substantially  more  experience  in  new  product  development   and

     Dependence on Qualified Personnel and Conflict of Interest

     Because of the specialized nature of Marine Jet's business, the
Company  is  highly dependent upon its ability to  retain  Mr.  Jeff
Jordan  as  the  key, qualified technical innovator  and  production
advisor.  There can be no assurance that the Company will be able to
retain  Mr.  Jordan as an employee of the Company,  apart  from  his
interest  in  the success of the Company because of  his  relatively
large  common  stock holding.  Loss of the services  of  Mr.  Jordan
would  be  detrimental to the Company.  As the Company develops  its
business and operations, there is no assurance that it will be  able
to  attract and retain other qualified personnel.  The loss  of  the
services of Mr. Jordan or certain other key personnel could  have  a
material  adverse  effect on the Company's business  and  prospects.
The  success of the Company will also be largely dependent upon  the
ability of the Company to continue to attract quality management and
employees to help operate the Company as its operations grow as well
as  upon the ability of the Company to retain quality management and
employees in the companies it plans to invest and/or acquire.

     Uncertain Ability to Protect Technology and Products

     Although the Company holds domestic and foreign patents,  there
can  be  no  assurance as to the breadth or the degree of protection
that  any such patents will afford the Company.  Also, there can  be
no   assurance   that   others   will  not   independently   develop
substantially equivalent proprietary information or otherwise obtain
access  to the Company's know-how, or that others may not be  issued
patents  that may require licensing and payment of significant  fees
or  royalties by the Company to pursue its business.  Moreover,  the
Company  could  incur substantial costs in defending itself  in  any
suits  brought against it claiming infringement of the patent rights
of  others  or in asserting the Company's patent rights  in  a  suit
against another company.

     Unproven Products

     The  Company's  products will require further  development  and
testing before they can be commercially marketed or licensed.  Other
risks  include  the  competitive environment in  which  the  Company
operates,   as   well   as  risks  related   to   the   development,
manufacturing, distribution, marketing and technical  problems  that
may  be  beyond the Company's ability to resolve.  There can  be  no
assurance  that  the  company's products will be  capable  of  being
produced  in commercial quantities, obtain acceptance in the  market
or  be  successfully marketed and sold.  There is also no  assurance
that  Marine  Jet  will  be able to establish  any  market  for  its
products.   The Company is aware of no directly similar products  in
any  markets.   The  Company  will  incur  substantial  expenses  in
establishing   markets  for  its  products,  and   in   establishing
distribution channels within such markets, if and when they are ever


Item 3.  Description of Property

A.    Description of Property

     The  Company's  principal  offices are  located  at  500  North
Rainbow Blvd, Suite 300, Las Vegas, NV 89107, telephone: (425)  869-
2723.   The  Company  is  leasing the office space  pursuant  to  an
agreement  that expires in July 2002.  The agreement is  subject  to
automatic  annual  renewal  unless  explicitly  terminated  by   the
parties.   The  monthly  lease payment is approximately  $135.   The
Company believes that this arrangement is suitable given the limited
nature of the Company's current operations.  There are currently  no
proposed programs for the renovation, improvement or development  of
the facilities the Company currently utilizes.

     The  Company  also  utilizes  office  space  in  the  State  of
Washington, which space is provided by an officer and director at no
cost  to  the Company.  This space totals approximately  200  square
feet.   The space is furnished with computers, printers, and various
other office furniture and equipment.

B.    Investment Policies

     Management  of  the  Company does not currently  have  policies
regarding  the  acquisition or sale of real estate assets  primarily
for possible capital gain or primarily for income.  The Company does
not  presently  hold any investments or interests  in  real  estate,
investments  in real estate mortgages or securities of or  interests
in persons primarily engaged in real estate activities.

Item  4.   Security  Ownership  of  Certain  Beneficial  Owners  and

A.    Security Ownership of Certain Beneficial Owners and Management

     The  following  table sets forth as of March 31,  2002  certain
information  regarding the beneficial ownership of the common  stock
of the Company by:

     1.   Each person who is known to be the beneficial owner of more
       than 5% of the common stock,

     2.   Each of the directors and executive officers of the Company and

     3.   All of the Company's directors and executive officers as a

     Except  as otherwise indicated, the persons or entities  listed
below  have  sole voting and investment power with  respect  to  all
shares  of  common stock beneficially owned by them, except  to  the
extent such power may be shared with a spouse.  No change in control
is currently being contemplated.


 Title of           Name and Address           Amount        % of
  Class           Of Beneficial Owner            and         Class
                                              Nature of
Common     Jeff P. Jordan, President and                     80.96%
Stock      Director(1)                        16,762,500

Common     Wilbur Sebree                          50,000      0.25%

Common     Officers and Directors as a Group  16,812,500     83.21%

Common     Robert J. Tomlinson(2)              2,062,500     10.21%

Common     Benjamin B. Jordan                    100,000      0.49%

Common     Julie P. Jordan                       100,000      0.49%


(1)  The address of Mr. Jeff P. Jordan, Benjamin B. Jordan and Julie
P.  Jordan is c/o Marine Jet Technology Corp., 500 North  Rainbow
Blvd, Suite 300, Las Vegas, NV 89107.

(2)  Mr. Tomlinson may be contacted at 1074 Hawley Way NE,
Bainbridge Island, WA 98110.

B.    Change in Control

     No arrangements exist that may result in a change of control of
Marine Jet.

Item  5.   Directors and Executive Officers, Promoters  and  Control

A.    Directors, Executive Officers and Significant Employees

     The  names,  ages  and  positions of the  Company's  directors,
executive officers and significant employees are as follows:


Jeff P.       56   President and       February 2000   1
Jordan             Director                            year(1)

Martha A.     55   Secretary and       August 2001     1
Jordan             Director                            year(1)

Wilbur Sebree 48   Director            August 2001     1

Marilyn J.    46   Director            April 2001      1
Holt                                                   year(1)


(1)  Directors  hold  office for one year or until  a  successor  or
successors are elected and appointed.

(2)  None of the officers and directors of the Company have held any
position  in  a  reporting company other than Marine Jet  Technology

     Jeff  P.  Jordan, President and Director - Mr. Jordan has  been
the  Vice  President of Operations for three technology  development
and   manufacturing   firms   in  the  marine,   hydroelectric   and
biotechnology industries.  Since 1994, Mr. Jordan has worked in  the
boating   industry.   During  this  period,  Mr.  Jordan   completed
theoretical development and filed patent applications on  jet  water
propulsion  systems.  Mr. Jordan's experience also includes  service
as  Vice  President of Operations for Unisyn Biowaste Technology  in
Hawaii,  where  he developed organic waste processing  systems.   He
attempted  to  develop economically feasible solutions  for  garbage
disposal  and  industrial waste treatment.   During  his  tenure  at
Unisyn, Mr. Jordan re-engineered or replaced most components of  the
company's  existing  systems.  He developed a  water  treatment  and
clarification system, as well as designed and implemented  a  system
for  source  separation of wet wastes.  His other achievements  with
Unisyn  included designing and prototyping a waste transport system,
reduced  and replaced ineffective staff and directed development  of
an entrepreneurial business plan for Unisyn to seek venture capital.


Prior  to  his work at Unisyn, Mr. Jordan was a venture partner  and
investor  on  hydroelectric developments, and was President  of  the
Northwest  Venture Group based in Seattle, Washington.  He  produced
and  executed a business plan for the identification, detailed study
and development of small commercial hydroelectric sites in Idaho and
Montana.   Mr.  Jordan  also directed the  design,  development  and
manufacturing   of  hydroelectric  turbine-generator   systems   for
installation in these commercial hydroelectric developments.

     Martha  A.  Jordan, Secretary and Director - Martha Jordan  has
been employed part time as a technical writer, graphics designer and
office assistant, in addition to spending about half of her time  in
support of MJTC.

     Wilbur Sebree, Director - Wilbur Sebree has been an attorney in
the   Seattle,  Washington  area,  specializing  in  small  business
contracts and litigation for more than 5 years.

     Marilyn  J. Holt, Director - Marilyn J. Holt owns Holt Capital,
which  is  the  successor  of her consulting  business  in  Seattle,
Washington,  which she has owned and worked with over  the  last  25
years.  She is a Certified Management Consultant, Real Estate Broker
in  the sale of businesses, and an Investment Advisor registered  in
the State of Washington.

B.    Family Relationships

     Martha A. Jordan, Secretary and Director of the Company, is the
wife of Jeff P. Jordan, President and Director of the Company.

     Benjamin B. Jordan, a shareholder of the Company, is the son of
Jeff P. Jordan and Martha A. Jordan.

     Julie  P. Jordan, a shareholder of the Company, is the daughter
of Jeff P. Jordan and Martha A. Jordan.

Item 6.  Executive Compensation

A.     Remuneration of Directors, Executive Officers and Significant

     The  Company  does  not  have employment  agreements  with  its
executive   officers.   The  Company  has  yet  to   determine   the
appropriate  terms needed for the creation of employment  agreements
for  its  officers.  There has been no discussion with  any  of  the
Company's   officers  regarding  any  potential   terms   of   these
agreements,   nor   have  such  terms  been  determined   with   any
specificity.   The Company plans to have these agreements  completed
by  the  beginning  of  the  next year.   There  are  no  proposals,
understandings  or arrangements concerning accrued  earnings  to  be
paid  in  the  future.   In the meanwhile,  none  of  the  Company's
executive  officers  have  been drawing  salaries  since  they  were
appointed to their positions.


                    Summary Compensation Table

                 Annual                  Long-Term Compensation
            ----------------         -----------------------------

 Name and   Year  Salary Bonus  Other   Restric-   Securities  LTIP   All
Principal          ($)    ($)   Annual    ted      Underlying  Pay-  Other
 Position                       Compen-  Stock      Options    outs  Compen-
                                sation   Awards       (#)      ($)   sation
                                 ($)       ($)                        ($)

 Jeff P.    2002     0     0      0         0          0        0      0

Martha A.   2002     0     0      0         0          0        0      0

  Wilbur    2002     0     0      0         0          0        0      0

Marilyn J.  2002     0     0      0         0          0        0      0

Compensation of Directors

     There  were no arrangements pursuant to which any director  was
compensated for the period from February 9, 2000 to March 31,  2002,
for services provided as a director.

Item 7.  Certain Relationships and Related Transactions

     On  May 19, 2000, the Company entered into a Proprietary Rights
Agreement with David Lyman, a shareholder of the Company and  a  co-
developer of the Quick Jet technology, whereby the Company  received
any  and all proprietary rights and future benefits derived from Mr.
Lyman's  design,  development and work on the  prototype  propulsion
system.   In  consideration for this Agreement, the  Company  issued
1,000,000  shares of common stock to Mr. Lyman.  The  value  of  Mr.
Lyman's  proprietary rights was negotiated between and among Messrs.
Lyman,  Jordan and Tomlinson as $1,000.  Please refer to Note  4  to
the Financial Statements in Part F/S of this registration statement.

     On  May 19, 2000, the Company entered into a Technology License
Agreement with Jeff P. Jordan and Robert J. Tomlinson, both of  whom
are officers and directors of the Company, to issue rights to all of
the  marketing,  proprietary,  licensing,  patent  and  intellectual
rights  to certain US Patents, in exchange for 15,875,000 shares  of
the Company's $0.001 par value common stock.  The patents secure the
rights  to development of marine jet propulsion technology  used  to
provide  more  efficient inlet ducts, power transfer, and  jet  pump
operation.    The  Patents  have  a  valuation  of  $7,568,000,   as
determined  by  Brueggeman and Johnson, P.C., a  certified  business
valuation  firm  located in Seattle, Washington, in their  valuation
report  dated April 24, 2000.  The Company has recorded the purchase
at  the  historical cost of $55,238.  However, because  the  patents
have  not demonstrated their technological or commercial feasibility
as  of  March  31, 2002 and December 31, 2001, and since significant
risks  exist  because of uncertainties the Company may face  in  the
form  of  time  and  costs  necessary to produce  technological  and
commercial  feasibility, there is uncertainty that the Company  will
be  able  to realize any value from the intangible asset should  the
technology fail to become viable.

     The  Company also entered into Non-Competition Agreements  with
the  Messrs. Jordan and Tomlinson, whereby such individuals will not
engage  in  or  carry on, directly or indirectly,  any  business  in
competition with the business of the Company relating to the Patents
that  are  the  subject of the Patent License Agreement.   The  Non-
Competition Agreements are in effect for a period of five years from
the date of execution.

     In  August  of 2001, the Company purchased a boat, tooling  and
construction  services from Jeff P. Jordan, an officer and  director
of  the  Company  for cash in the amount of $30,000.   The  property
consists of a test boat, trailer and production-related patterns and
tooling  used  in  the development of a prototype marine  propulsion


Item 8.  Description of Securities

     The  Company's authorized capital stock consists of  45,000,000
shares  of  common stock, par value $0.001 per share, and  5,000,000
shares  of  preferred stock, par value.  As of March 31,  2002,  the
Company had 20,205,570 shares of common stock outstanding.  To date,
the  Company  has  not  issued preferred stock  and  has  no  plans,
commitments or understandings to do so.  The following summary about
certain provisions of the Company's common stock and preferred stock
is  not  complete and is subject to the provisions of the  Company's
"Articles of Incorporation" and bylaws.

Common Stock

Holders of the Company's common stock:

  1.    Have equal rights to dividends from funds legally available,
     ratably,  when  as  and if declared by the Company's  Board  of

  2.   Are entitled to share, ratably, in all of the Company's assets
     available for distribution upon liquidation, dissolution or winding
     up of the Company's business affairs;

  3.   Do not have preemptive, subscription or conversion rights and
     there are no redemption or sinking fund provisions applicable;

  4.   Are entitled to 1 vote per share of common stock owned, on all
     matters  that  stockholders may vote and  at  all  meetings  of
     shareholders; and

  5.   Are fully paid and non-assessable.  Additionally, there is no
     cumulative voting for the election of directors.

Preferred Stock

     Although  the  Company has not issued any  preferred  stock  to
date,  nor  has the Company developed the descriptive attributes  of
these  preferred shares, the Company can issue shares  of  preferred
stock  in series with such preferences and designations as its board
of  directors  may  determine.   The Company's  board  can,  without
shareholder  approval, issue preferred stock with voting,  dividend,
liquidation  and  conversion rights.  This could dilute  the  voting
strength  of the holders of common stock and may help the  Company's
management impede a takeover or attempted change in control.

Nevada Anti-Takeover Provisions

     The  anti-takeover provisions of Sections 78.411 through 78.445
of  the  Nevada  Corporation  Law apply  to  Marine  Jet  Technology
Corporation.  Section 78.438 of the Nevada law prohibits the Company
from  merging with or selling MJTC or more than 5% of the  Company's
assets  or stock to any shareholder who owns or owned more than  10%
of  any  stock or any entity related to a 10% shareholder for  three
years  after  the  date on which the shareholder acquired  the  MJTC
shares, unless the transaction is approved by the Company's Board of
Directors.  The provisions also prohibit the Company from completing
any  of the transactions described in the preceding sentence with  a
10%  shareholder who has held the shares more than three  years  and
its  related  entities unless the transaction  is  approved  by  the
Company's Board of Directors or a majority of its shares, other than
shares  owned by that 10% shareholder or any related entity.   These
provisions  could  delay, defer or prevent a change  in  control  of
Marine Jet.


                               Part II

Item  1.   Market Price of and Dividends on the Registrant's  Common
Equity and Related Stockholder Matters

A.    Market for the Registrant's Equity

     The  Company's common stock is not traded on any public  market
and there has been no trading market to date.

     There  are  no outstanding options or warrants to purchase,  or
securities convertible into, common stock of the Company.

     As of March 31, 2002, there were 20,205,570 shares of par value
common stock issued and outstanding.

     The Company's management has considered a potential offering of
its  common equity, which could have a material effect on the future
market price of the Company's common equity.  However, there are  no
agreements or commitments to enact such an offering of securities at
this time.

B.    Security Holders

     As  of  March  31,  2002,  the Company  had  approximately  106
shareholders of record.

C.    Dividends

     To the date of this Registration Statement, the Company has not
declared nor paid any dividends on its Common Stock.

     As of the date of this Registration Statement, the Company does
not have a formal dividend policy.

Item 2.  Legal Proceedings

     The  Company  is  not and has not been a party to  any  pending
legal  proceeding involving any private party or federal,  state  or
local authority.

Item 3.  Changes in and Disagreements with Accountants

     On  January 15, 2002, the Company engaged Chavez & Koch,  CPA's
as  its  principal  accountants  to  replace  its  former  principal
accountants,  G.  Brad  Beckstead,  CPA.   The  decision  to  change
accountants  was  approved  by  the  Board  of  Directors   of   the

     During  the  Company's most recent two fiscal years and  during
any  subsequent  interim periods preceding the date of  termination,
the Company has had no disagreements with G. Brad Beckstead, CPA  on
any   matter  of  accounting  principles  or  practices,   financial
statement disclosure or auditing scope or procedure.


     No accountant's report on the financial statements for the past
two years contained an adverse opinion or a disclaimer of opinion or
was  qualified  or  modified  as  to  uncertainty,  audit  scope  or
accounting principles, except the audited statements prepared by  G.
Brad  Beckstead, CPA did contain a going concern qualification; such
financial   statements   did  not  contain   any   adjustments   for
uncertainties  stated therein.  In addition, G. Brad Beckstead,  CPA
did not advise the Company with regard to any of the following:

1.   That internal controls necessary to develop reliable financial
statements did not exist; or

2.   That information has come to the attention of Semple & Cooper,
which made them unwilling to rely on management's representations,
or unwilling to be associated with the financial statements prepared
by management; or

3.   That the scope of the audit should be expanded significantly,
or information has come to the accountant's attention that the
accountant has concluded will, or if further investigated might,
materially impact the fairness or reliability of a previously issued
audit report or the underlying financial statements, or the
financial statements issued or to be issued covering the fiscal
periods subsequent to the date of the most recent audited financial
statements, and the issue was not resolved to the accountant's
satisfaction prior to its resignation or dismissal; and

     During  the  most  recent  two  fiscal  years  and  during  any
subsequent  interim  periods preceding the date of  engagement,  the
registrant  has  not  consulted Chavez & Koch, CPA's  regarding  any
matter requiring disclosure under Regulation S-K, Item 304(a)(2).

Item 4.  Recent Sale of Unregistered Securities

     On  February 11, 2000, the Company issued 105,000 shares of its
$0.001  par  value  common  stock  to  Jeff  Jordan,  the  Company's
President  and founding shareholder, for $105 in cash.   The  shares
were issued in accordance with Section 4(2) of the Securities Act of
1933, as amended.

     On  February 12, 2000, the Company issued 3,125,000  shares  of
its par value common stock to the two company founders as follows:

1.   Jeff P. Jordan - 1,083,500 shares of common stock for cash in
the amount of $1,083.50

2.   Robert J. Tomlinson - 541,750 shares of common stock for cash
of $542.

The  above shares were issued in accordance with Section 4(2) of the
Securities Act.

     On  May 18, 2000, the Company issued 100,000 shares of its  par
value common stock to Jeff Jordan for $100 in cash.  The shares were
issued in accordance with Section 4(2) of the Securities Act.

     On  May  19, 2000, Marine Jet issued 1,000,000 shares of common
stock  to David L. Lyman pursuant to a Proprietary Rights Agreement.
In  accordance  with  the agreement, Mr. Lyman conveyed  proprietary
rights  to  the Company in exchange for common stock of the  Company
valued at $1,000.  The shares were issued in accordance with Section
4(2) of the Securities Act.

     On  May 19, 2000, Marine Jet issued 14,287,500 shares of common
stock  to Jeff P. Jordan and 1,587,500 shares to Robert J. Tomlinson
pursuant  to  a  Technology Licensing Agreement.   The  shares  were
issued  in accordance with Section 4(2) of the Securities Act.   The
valuation   of  the  Agreement  was  determined  by  an  independent
valuation analysis.


     In  July  of  2000,  the Company was issued a  permit  to  sell
securities  by  the State of Nevada, pursuant to an application  for
registration  by qualification of the Company's offering  of  Common
Stock   in   that  state.   The  application  for  registration   by
qualification  was filed pursuant to the provisions of  NRS  90.490,
which  requires  the public filing and delivery to  investors  of  a
substantive disclosure document before sale.  By July 31, 2001,  the
Company  completed  the  offering of shares  of  common  stock  made
pursuant  to Regulation D, Rule 504 of the Securities Act,  and  the
registration  by  qualification of said offering  in  the  State  of
Nevada, whereby the Company sold 527,570 shares of Common Stock at a
price   of   $0.20  per  share  to  approximately  98   unaffiliated
shareholders   of  record.   The  entire  offering   was   conducted
exclusively in the State of Nevada, pursuant to the permit issued by
the  State of Nevada.  In addition, this offering was made on a best
efforts basis.  The aggregate offering price for the offering closed
on July 31, 2001 was $105,514.

     At  the  time of the offering closed July 31, 2001, the Company
was  not  subject  to the reporting requirements of  Section  13  or
Section  15(d) of the Securities Exchange Act or 1934,  as  amended.
Further,  the  Company is not now, nor was it at  the  time  of  the
offering,  considered to be an investment company.   Finally,  since
inception,  the  Company  has pursued a specific  business  plan  to
provide interactive and media services, and continues to do so.

     There have been no other issuances of common stock or preferred

     On  December  21,  2001, Jeff P. Jordan transferred  restricted
control  common  stock  in private transactions  not  involving  the
issuer pursuant to an exemption from registration under Section 4(1)
of the Securities Act as a gift to the following individuals:

                     Name                 Shares
          Benjamin B. Jordan              100,000
          Julie P. Jordan                 100,000
          Wilbur Sebree                   50,000
          Ronald A. Davis                 50,000

     Also on December 21, 2001, Jeff P. Jordan sold 80,000 shares of
his  personal  holdings  of common stock to George  Christensen  for
$8,000  in  cash.  These shares were sold in a private  transaction,
not  involving  the issuer, and made in reliance upon  an  exemption
from  registration pursuant to Section 4(1) of the  Securities  Act.
The shares were valued at the price at which the common stock of the
issuer were sold in the offering made pursuant to Regulation D, Rule

Item 5.  Indemnification of Directors and Officers

     The  Bylaws of the Company provide for indemnification  of  its
directors, officers and employees as follows:


     Every  director, officer, or employee of the Corporation  shall
be   indemnified  by  the  Corporation  against  all  expenses   and
liabilities,  including  counsel fees,  reasonably  incurred  by  or
imposed  upon  him/her in connection with any  proceeding  to  which
he/she  may be made a party, or in which he/she may become involved,
by  reason of being or having been a director, officer, employee  or
agent of the Corporation or is or was serving at the request of  the
Corporation  as  a  director, officer,  employee  or  agent  of  the
Corporation, partnership, joint venture, trust or enterprise, or any
settlement  thereof, whether or not he/she is a  director,  officer,
employee or agent at the time such expenses are incurred, except  in
such  cases  wherein  the director, officer, employee  or  agent  is
adjudged  guilty  of  willful  misfeasance  or  malfeasance  in  the
performance  of  his/her duties; provided that in  the  event  of  a
settlement  the  indemnification herein shall apply  only  when  the
Board  of  Directors approves such settlement and  reimbursement  as
being for the best interests of the Corporation.

     The  Bylaws of the Company further state that the Company shall
provide to any person who is or was a director, officer, employee or
agent of the Corporation or is or was serving at the request of  the
Corporation  as  a  director, officer,  employee  or  agent  of  the
corporation,  partnership, joint venture, trust or  enterprise,  the
indemnity   against  expenses  of  a  suit,  litigation   or   other
proceedings  which  is  specifically  permissible  under  applicable
Nevada  law.  The Board of Directors may, in its discretion,  direct
the  purchase  of  liability insurance by way  of  implementing  the
provisions  of  this  Article.  However,  the  Company  has  yet  to
purchase any such insurance and has no plans to do so.

     The  Articles  of  Incorporation of the Company  state  that  a
director  or  officer  of the corporation shall  not  be  personally
liable  to  this  corporation or its stockholders  for  damages  for
breach  of fiduciary duty as a director or officer, but this Article
shall  not eliminate or limit the liability of a director or officer
for  (i)  acts  or  omissions which involve intentional  misconduct,
fraud or a knowing violation of the law or (ii) the unlawful payment
of  dividends.   Any  repeal  or modification  of  this  Article  by
stockholders of the corporation shall be prospective only, and shall
not  adversely affect any limitation on the personal liability of  a
director  or officer of the corporation for acts or omissions  prior
to such repeal or modification.

     The Articles of Incorporation of the Company further state that
every person who was or is a party to, or is threatened to be made a
party  to,  or  is involved in any such action, suit or  proceeding,
whether  civil,  criminal, administrative or investigative,  by  the
reason  of the fact that he or she, or a person with whom he or  she
is  a legal representative, is or was a director of the corporation,
or who is serving at the request of the corporation as a director or
officer  of  another  corporation,  or  is  a  representative  in  a
partnership,  joint  venture, trust or other  enterprise,  shall  be
indemnified  and  held  harmless  to  the  fullest  extent   legally
permissible under the laws of the State of Nevada from time to  time
against all expenses, liability and loss (including attorneys' fees,
judgments,  fines, and amounts paid or to be paid in  a  settlement)
reasonably  incurred  or  suffered  by  him  or  her  in  connection
therewith.  Such right of indemnification shall be a contract right,
which  may  be enforced in any manner desired by such  person.   The
expenses  of  officers and directors incurred in defending  a  civil
suit  or proceeding must be paid by the corporation as incurred  and
in  advance  of  the  final  disposition of  the  action,  suit,  or
proceeding, under receipt of an undertaking by or on behalf  of  the
director  or  officer  to  repay the  amount  if  it  is  ultimately
determined by a court of competent jurisdiction that he  or  she  is
not  entitled to be indemnified by the corporation.  Such  right  of
indemnification shall not be exclusive of any other  right  of  such
directors,  officers  or  representatives  may  have  or   hereafter
acquire,  and,  without limiting the generality of  such  statement,
they shall be entitled to their respective rights of indemnification
under any bylaw, agreement, vote of stockholders, provision of  law,
or otherwise, as well as their rights under this article.


     Insofar  as indemnification for liabilities arising  under  the
Securities   Act  may  be  permitted  to  directors,  officers   and
controlling  persons  of the Registrant pursuant  to  the  foregoing
provisions,  or otherwise, the Registrant has been advised  that  in
the   opinion  of  the  Securities  and  Exchange  Commission   such
indemnification  is  against  public  policy  as  expressed  in  the
Securities Act and is, therefore, unenforceable.  In the event  that
a claim for indemnification against such liabilities (other than the
payment  by  the  Registrant  of expenses  incurred  or  paid  by  a
director,  officer  or controlling person of the Registrant  in  the
successful defense of any action, suit or proceeding) is asserted by
such director, officer or controlling person in connection with  the
securities  being  registered, the Registrant will,  unless  in  the
opinion  of  its counsel the matter has been settled by  controlling
precedent,  submit  to  a  court  of  appropriate  jurisdiction  the
question whether such indemnification by it is against public policy
as expressed in the Securities Act and will be governed by the final
adjudication of such issue.


                              Part III

Item 1.  Index to Exhibits

Exhibit     Name and/or Identification of Exhibit

2.         Plan of acquisition, reorganization, arrangement,
           liquidation, or succession
           (a) Marine Jet Technology License Agreement
           (b) Amendment to Marine Jet Technology License Agreement of
           May 22, 2000
           (c) Second Amendment to Marine Jet Technology License
           Agreement of May 22, 2000
           (d) Proprietary Rights Agreement

3.         Articles of Incorporation & By-laws
           (a) Articles of Incorporation of the Company filed February
           9, 2000
           (b) Amendment to the Articles of Incorporation filed
           December 5, 2000
           (c) Amendment to the Articles of Incorporation filed January
           5, 2001
           (d) By-laws of the Company adopted February 12, 2000

10.        Material Contracts
           Office lease agreement.

16.        Letter on Change in Certifying Accountant
           (a) Letter from G. Brad Beckstead, CPA
           (b) Independent Auditor's Report dated October 4, 2001



     Pursuant to the requirements of the Securities and Exchange Act
of  1934, the registrant has duly caused this Report to be signed on
its behalf by the undersigned hereunto duly authorized.

                Marine Jet Technology Corporation

By: /s/ Jeff P. Jordan
Jeff P. Jordan

  In  accordance  with  the requirements of the  Securities  Act  of
1933,  this  Registration  Statement was  signed  by  the  following
persons in the capacities and on the dates stated:

     Signature               Title                  Date
    -----------             -------              ----------

 /s/ Jeff P. Jordan
    Jeff P. Jordan          President           April 29, 2002

/s/ Martha A. Jordan
  Martha A. Jordan          Secretary           April 29, 2002