SECURITIES AND EXCHANGE COMMISSION
                              WASHINGTON, DC 20549

                                   ----------

                                    FORM 10-K
(Mark One)
[X]  ANNUAL REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE
     ACT OF 1934

     For the fiscal year ended September 30, 1998

                                       OR

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

     For the transition period from _________ to _________

                         Commission file number 0-16075


                      CENTURY PACIFIC FINANCIAL CORPORATION
             ------------------------------------------------------
             (Exact Name of Registrant as Specified in Its Charter)

          DELAWARE                                                86-0449546
 ---------------------------                                 -------------------
(State or Other Jurisdiction                                  (I.R.S. Employer
     of Incorporation)                                       Identification No.)

1422 N. 44th Street, #211, Phoenix, AZ                              85008
----------------------------------------                          ----------
(Address of Principal Executive Offices)                          (Zip Code)

                                  602-267-7007
                  --------------------------------------------
                  (Issuer's Telephone No. Including Area Code

    Securities Registered Pursuant to Section 12(b) of the Exchange Act: None

      Securities Registered Pursuant to Section 12(g) of the Exchange Act:
                     13,316,894 Common Stock .0400 par value

     Check whether the issuer (1) has 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 issuer was required to file such  reports),  and (2) has
been subject to such filing requirements for the past 90 days. Yes [ ] No [X]

     Check if there is no disclosure  of  delinquent  filers in response to Item
405 of  Regulation  S-X  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-K
or any amendment to this Form 10-K. [ ]

     The  issuer's  revenues for the fiscal year ended  September  30, 1998 were
$42,855.

     The   aggregate   market   value  of  the  common   equity  stock  held  by
non-affiliates of the registrant based on the average bid and asked price of the
common stock on  September  30, 1998 was  UNKNOWN.  Directors,  officers and ten
percent or greater  shareholders are considered  affiliates for purposes of this
calculation  but  should  not  necessarily  be deemed  affiliates  for any other
purpose.

     The  number of  shares  outstanding  of the  issuer's  common  equity as of
September 30, 1998 was as follows: 13,316,894 shares of common stock.

    Transitional Small business Disclosure Format (check one): Yes [ ] No [X]

<PAGE>
                                TABLE OF CONTENTS

                                                                            Page
                                                                            ----


PART I

         Item 1 - Description of Business                                     3

         Item 2 - Properties                                                  7

         Item 3 - Legal Proceedings                                           7

         Item 4 - Submission of Matters to a vote of Security Holders         7


PART II

         Item 5 - Market for the Registrant's Common Equity Securities
                  and Related Stockholder Matters                             8

         Item 6 - Management's discussion of Plan of Operation and
                  Analysis of Selected Financial Data                         8

         Item 7 - Capital Resources and Liquidity                            10

         Item 8 - Audit Committee                                            10

         Item 9 - Disagreements on Accounting and Financial Disclosure       10


PART III

         Item 10 - Directors, Executive Officers and Control Persons;
                   Compliance with Section 16(a) of the Exchange Act         11

         Item 11 - Executive Compensation                                    11

         Item 12 - Security Ownership of Certain Beneficial Owners
                   and Management                                            12

         Item 13 - Certain Relationships and Related Transactions            12


PART IV

         Item 14 - Exhibits, Financial Statement Schedules and Reports
                   on Form 8-K                                               12

SIGNATURES                                                                   13

INDEX TO CONSOLIDATED FINANCIAL STATEMENTS                                   14

                                      -2-

<PAGE>

                                     PART I


ITEM 1.  DESCRIPTION OF BUSINESS.

GENERAL

     Century  Pacific  Financial  Corporation  (the "Company" or "Century") is a
holding  company that was formed in 1982 and  commenced  operations  in 1984. It
provides  through its principal  subsidiaries  a range of financial and personal
services.  Century and its two subsidiaries  are hereinafter  referred to as the
"Company".  The  remaining  subsidiaries  of  Century  include  Century  Pacific
Fidelity  Corporation  (Fidelity)  and  Century  Pacific  Investment  Management
Corporation (Century Management).

     Century  has  received  revenue  from a  regional  investment  banking  and
securities  brokerage  business  operated under its principal  officer's license
through an independent contractor agreement with a regional securities firm. Its
principal officer is registered as a securities  registered  representative  and
principal in 16 states and primary  activities  include acting as a stock broker
in most types of investment securities and options .

     The Company maintains its corporate headquarters in a leased office located
at 1422 N. 44th Street, Suite 211, Phoenix, AZ 85008. Approximately 300 accounts
are serviced by account  executives.  No single  client  accounts for a material
percentage of the total revenue.

REVENUES BY SOURCE

SECURITIES ACTIVITIES

     The Company's  revenues since inception have been derived  principally from
commissions on  transactions in  exchange-listed  and  over-the-counter  stocks,
options, and corporate and government bonds. Markups are also earned as a result
of  principal  transactions  in  exchange-listed  and  over-the-counter  stocks,
municipal,  corporate and government bonds.  Investment  banking  participations
also result in revenue from dealer reallowances.

     Century's business  activities were sharply curtailed by the closure of all
business activities  maintained by several previously existing  subsidiaries and
their  subsequent  filings  for either  Chapter 7 or 11  bankruptcy  protection.
Century itself has been operating under Chapter 11  administrative  surveillance
since January 29, 1996, however, the recent filing of a Disclosure statement and
a Plan of Reorganization  with the Federal  Bankruptcy Court,  Arizona District,
initiates action that should result in release from bankruptcy and settlement of
all existing  debts within a reasonable  period of time.  During the  bankruptcy
term, the Company has been able to pay current expenses from existing  revenues.
Management has been approached with merger and or acquisition  proposals several
times,  however,  actions  regarding  such  proposals  will be  postponed  until
successful release from Chapter 11 protection.

     Plans for the future are targeted for growth and profitability in the areas
of financial  services and  reestablishment of a subsidiary to export and import
"big ticket" machinery and electronic equipment.

                                      -3-

<PAGE>
     The following  table shows revenues by source for the Company's last fiscal
year.


<TABLE>
<CAPTION>
                      Century Pacific Financial Corporation

                               Revenues by Source
                                                                Year Ended        Year Ended
                                                           September 30, 1998  September 30, 1997
                                                           ------------------  ------------------
<S>                                                              <C>                  <C>
SECURITIES ACTIVITIES:
    Commissions & principal transaction markups                  42,292               38,755

INSURANCE ACTIVITIES:
    Commissions                                                     363                1,221

SECURITIES OWNED:
    Interest, dividends and proceeds from trading activities       None                1,897

OTHER:
    Export-import activities                                       None                 None

TOTAL REVENUES:                                                  42,855               41,873
</TABLE>


REVENUES BY SEGMENT (DISCUSSION)

     Because of the  interdependence  of the Company's various  subsidiaries and
since the Company relies upon substantially the same personnel and facilities in
connection  with all of its  revenue-producing  operations and does not maintain
separate accounting for expenses shared by the various subsidiaries, the company
does not believe that a meaningful  allocation of expenses can be made among the
company's  business  segments so as to reflect the  percentage  contribution  to
consolidated net income of each component of the Company's operations.  Fidelity
and Century Management were dormant during this fiscal year.

COMMISSIONS

     Securities transactions for individuals and institutional investors,  where
the registered broker acts on an agency basis,  generate  securities  commission
revenues.  Commissions are charged on both exchange and over-the-counter  agency
transactions  for  individual   customers  in  accordance  with  an  established
schedule,  which may change from time to time. In certain cases,  discounts from
the schedule may be granted to customers.  Securities commissions result in part
from  executing  transactions  in listed  stocks and bonds and the company  also
realizes  commission  revenue  when the trade is executed on an agency  basis in
over-the-counter  securities.  A substantial  portion of the commission revenues
generated by the company is attributable to individual investors.

                                      -4-

<PAGE>
     The  independent  contractor  office  operated and managed by Mr.  Phillips
under his license has a policy of  charging a $50 minimum  commission  on equity
trades and a $75 minimum on bond trades. These minimums tend to limit the number
of trades in small quantities or small dollar amounts.  It is a matter of policy
not to effect transactions in commodity or financial futures contracts.

     Reduced volume on the securities,  and options markets typically results in
lower  commissions  generated.  Since  the  level of fixed  costs is  relatively
insensitive to the level of revenues on a short-term basis, profitability can be
dramatically affected in periods of greater or reduced market volume.

     Securities transactions with clients are generally made on either a cash or
a margin basis. In a margin transaction,  the client is loaned part of the total
purchase  price  of the  securities.  Minimum  initial  and  maintenance  margin
requirements  are  prescribed  by  Federal  Reserve  Board and are  enforced  by
Securities and Exchange Commission regulation.

PRINCIPAL TRANSACTIONS AND TRADING PROFITS

     The level of positions  carried in Century's  trading account may fluctuate
significantly.  The size of the securities  positions on any one date may not be
representative  of  the  Company's  exposure  on  any  other  date  because  the
securities  positions  vary  substantially  depending  upon  economic and market
conditions,  the allocation of capital among types of  inventories,  and general
capital availability.

COMPETITION

     The Company is engaged in highly competitive  businesses.  Its services and
potential products are similar to those supplied or capable of being supplied by
a number of companies,  some of which have  substantially  greater financial and
technological  resources,  and production and marketing capabilities.  Principal
competitive  factors  include  (1)  size  of the  firm,  (2) the  capability  of
technical  and sales  staff,  (3) the  capacity to be  innovative  and (4) quick
response time. Each of the Company's  competitors are directly  competitive with
most of the Company's services or products.

EMPLOYEE HIRING PRACTICES, ADMINISTRATION, AND OPERATIONS

EMPLOYEE HIRING PRACTICES

     The company has two employees, of whom one has managerial responsibilities,
while the other has administrative duties only. Two account executives that work
as independent  contractors  under Mr. Phillips'  supervision also generate some
revenue.

     The Company  considers its employee  relations to be good and believes that
its  compensation  and employee  benefits are competitive  with those offered by
other firms.

     The Company functions as an equal opportunity employer.

ADMINISTRATION

     YEAR 2000 ISSUE:  The Company  recognizes that the arrival of the Year 2000
poses a unique  challenge  to the ability of all  computerized  data  processing
systems to recognize the date change from December 31, 1999, to January 1, 2000,

                                      -5-

<PAGE>
and, like other companies,  has assessed its computer  applications and business
procedures to provide for their  continued  functionality.  An assessment of the
readiness  of  external  entities  which it  interfaces  with,  such as vendors,
counterparties,  payment  systems,  and other, is ongoing.  Initial contact with
these  external  entities is expected to be completed  by the fourth  quarter of
1998.  The  company  does not expect  the cost to address  the Year 2000 will be
material and has  determined  that the software it utilizes in its operations is
compatible  with the Year 2000. If future testing of existing  software  reveals
inadequacies, it will be replaced.

     Administrative   activities   though   sharply   curtailed   are  operating
efficiently through the utilization of outside staff for accounting requirements
while  normal  management  and  administrative  duties are  performed to fulfill
corporate needs at existing levels.

OPERATIONS

     Century filed a petition for Chapter 11  bankruptcy  with the United States
Bankruptcy Court, District of Arizona,  Phoenix Division,  and was assigned Case
Number 96-00935-PHX-RTB.  Historical events leading toward this action commenced
during  November of 1991. The single event that created a substantial  lessening
of cash flow and the  ability to maintain  payables  on a current  basis was the
decision  by the Board of  Directors  (Board) to  dispose of certain  assets and
client accounts, to a large degree, and the Board authorized making an agreement
with a newly  established  securities  firm to make  available  subject to their
screening of producing and certain  management  personnel records and production
statistics,  the major portion of CENPAC  Securities  staff.  CENPAC  Securities
(CENPAC)   was  the  major   producing   subsidiary   of  Century  and  normally
approximately  80% of  revenues  were  derived  from  CENPAC's  activities.  The
aforementioned assets and personnel were transferred under terms of an agreement
whose effective date was February 29, 1992. The sudden  diminshment of cash flow
created an atmosphere of panic and mass defection among the managing  executives
of other operating subsidiaries of Century, being by name Century Pacific Global
Commerce,  Inc.,  (Global),  Century Pacific Insurance Group,  Inc.,  (Insurance
Group),  and Century Pacific  International  Corporation  (International).  This
state of affairs resulted in the final closure of the named  subsidiaries over a
period of several months.

     Century and its  subsidiaries had incurred the normal expenses during their
period of full  operations  and the abrupt  closure of operations  depleted cash
flows  quickly  and  substantially  and as a result  the Board  being  unable to
continue profitable  operations due to a lack of remaining  management personnel
and  adequate  cash flows  reached  the  decision to file  Chapter 7  bankruptcy
petitions for each of these subsidiaries with the Federal Bankruptcy Court.

     The sudden departure of key management professionals and corporate officers
made it  impossible  for the  remaining  few members of Century's  management to
adequately  control even the holding  company's record keeping  activities and a
result  was the  failure  to  continue  to file on a timely  basis  the  reports
required by the Securities Act of 1933 as amended.

     Vista  Financial  Services,   Inc.,  (Vista),   Century's  mortgage  lender
subsidiary,  continued  to operate  well beyond the closure of the  subsidiaries
named above,  however,  management decided because of rapidly mounting pressures
from  creditors  of  the  parent  company  and  inactive  subsidiaries  to  seek
protection  by filing  with the United  States  Bankruptcy  Court,  District  of
Arizona, Phoenix Division, for Chapter 11 protection for Vista during late 1993.
On February 4, 1994, the  Debtor-In-Possession  filed a Disclosure Statement and
Plan of Reorganization. On September 30, 1996, terms of the Plan as amended were
fully met and these  involved  the  disposal of Vista as a going  concern.  This
action further depleted cash flows which had been maintaining  Vista's continued

                                      -6-

<PAGE>
lending activities and modest occasional profit  contributions that were of some
assistance to Century.  Current  operations of Century though  relatively  small
compared to those of prior years have been  sufficient for Century now devoid of
its former operating  subsidiaries and operating at substantially  lower expense
levels under  Chapter 11  protection  to generate  sufficient  cash flow to meet
current expenses. Century Pacific Corporation, the publicly traded parent of the
several  subsidiaries  named in the preceding  paragraphs,  filed for Chapter 11
bankruptcy  protection  on January 29, 1996.  Management  of Century  provided a
Disclosure  Statement  and proposed  Plan of  Reorganization  to its  bankruptcy
counsel during the late autumn of 1996 and proceedings related to and amendments
thereof are ongoing as of the end of this fiscal year, September 30, 1997.

     On July 22, 1998, THE UNITED STATES  BANKRUPTCY  COURT, FOR THE DISTRICT OF
ARIZONA approved the AMENDED JOINT PLAN OF REORGANIZATION and authorized Century
to commence  implementation measures to fulfill the allowed terms of the Plan of
Reorganization.


I
TEM 2. PROPERTIES.

     The Company  operates  principally  from one  location in Phoenix,  Arizona
leased under its managing principals name. It owns no real property.


ITEM 3. LEGAL PROCEEDINGS.

     None are in existence, pending or threatened, at this time to the knowledge
of its presiding officer or employees.

     The  Company  Chapter 11  bankruptcy  case is  ongoing,  but  appears to be
approaching  toward  successful  termination  during 1998. Filing of this action
took place on January 29, 1996, in the United States Bankruptcy Court,  District
of Arizona, Phoenix Division, Case Number: 96-00935-PHX-RTB.


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

     None were submitted to shareholders  during this fiscal year as the Company
was in operation under the jurisdiction of federal  bankruptcy  officials.  Such
matters will be submitted to a vote of  securities  holders  within a reasonable
time after release from bankruptcy.

                                      -7-

<PAGE>

                                     PART II


ITEM 5. MARKET FOR THE REGISTRANT'S COMMON EQUITY SECURITIES AND RELATED
        STOCKHOLDER MATTERS.

     Price Range of Common  stock during this fiscal  year.  It is  management's
recollection  that  stock may have  traded  sporadically  in  pennies  or mills,
however, no official record of such transactions appears to be available.

     The  Company's  Common  stock has been  inactive or very limited in trading
during the last  several  years.  Subsequent  to the  company's  initial  public
offering  effective  November 12, 1986, for approximately a year and a half, the
Company's  Common  Stock  traded on the  NASDAQ  Stock  Market  under the symbol
"CEPA".  Later, as the company requested delisting,  the issue continued trading
on the "Pink Sheet" market or through the "Bulletin Board" system.

               Fiscal 1998                                 Price
               -----------                                 -----
              First Quarter                               Unknown
              Second Quarter                              Unknown
              Third Quarter                               Unknown
              Fourth Quarter                              Unknown

     As of September 30, 1998, there were 261 shareholders of record.

DIVIDEND POLICY

     The  Company has not paid cash  dividends  on its common  shares  since its
inception.  The Company currently intends to retain all of its earnings, if any,
to finance the  development  and growth of its business and does not  anticipate
paying any cash dividends in the foreseeable future.


ITEM 6. MANAGEMENT'S DISCUSSION OF PLAN OF OPERATION AND ANALYSIS OF SELECTED
        FINANCIAL DATA

     The following selected data of the Company is qualified by reference to and
should  be read in  conjunction  with  the  consolidated  financial  statements,
including  the notes  thereto,  and  "Management's  Discussion  and  Analysis of
Financial  Condition  and  Results of  Operations"  included  elsewhere  in this
report.

     This form 10-K includes "forward looking statements"  concerning the future
operations of the Company.  It is  management's  intent to take advantage of the
"safe harbor" provision of the Private Securities Litigation Reform Act of 1995.
This  statement  is for the  express  purpose  of  availing  the  Company of the
protections of such safe harbor with respect to all "forward looking statements"
contained in this Form 10-KSB.  We have used  "forward  looking  statements"  to
discuss  future plans and  strategies  of the Company.  Management's  ability to
predict results or the effect of future plans is inherently  uncertain.  Factors
that could effect results  include,  without  limitation,  competitive  factors,
general economic conditions, customer relations, relationships with vendors, the
interest rate environment, governmental regulation and supervision, seasonality,
distribution networks, product introductions,  acceptance, technological change,
changes in industry  practices  and one-time  events.  These  factors  should be
considered when evaluating the "forward  looking  statements" and undue reliance
should not be placed on such  statements.  Should any one or more of these risks
or  uncertainties  materialize,  or  should  any  underlying  assumptions  prove
incorrect, actual results may vary materially from those described herein.

     Management of Century has been  approached  with merger and/or  acquisition
proposals,  however,  commitment  to any course of such action has been  avoided
prior  to  Court  approval  of  Century's  Plan  as  submitted  and as  amended.
Management  is  very  confident  that  Century  will be  able  to  increase  its
activities  in the fields of financial  services,  insurance  and  export/import
marketing.  Future plans most  assuredly  will involve  actively  seeking bridge
financing and ultimately future offerings of securities.

                                      -8-

<PAGE>
                      CENTURY PACIFIC FINANCIAL CORPORATION
                            SELECTED FINANCIAL DATA

STATEMENT OF INCOME

                                             Year Ended           Year Ended
Statement of Operations Data             September 30, 1998   September 30, 1997
----------------------------             ------------------   ------------------
  Total Revenues                             $    42,855         $    41,873
  Total Expenses                             $    43,233         $    45,166
  Provision for Income Taxes                 $         0         $         0
  Net Income (Loss)                          $      (378)        $    (3,293)
  Weighted Average Number of Common
    Shares Outstanding                        13,316,894          13,316,894


BALANCE SHEET
AS OF SEPTEMBER 30, 1998

                                         September 30, 1998   September 30, 1997
                                         ------------------   ------------------
ASSETS
  Cash                                                            $       106
                                                                  -----------
    Total Assets                                                  $       106
                                                                  ===========

LIABILITIES
  Payables                                    $   508,933         $   508,661
                                              -----------         -----------
    Total Current Liabilities                 $   508,933         $   508,661
                                              ===========         ===========

STOCKHOLDERS EQUITY
  Preferred Stock
    5,000,000 shares authorized,
    no shares outstanding,
    par value $0.05

  Common stock
    100,000,000 shares authorized,
    13,316,894 shares
    outstanding, par value $0.04              $   532,676         $   532,676

  Paid In Capital                               2,823,536           2,823,536
  Retained Earnings (Loss)                     (3,865,145)         (3,864,767)
                                              -----------         -----------
    Total Stockholders Equity                 $  (508,933)        $ ( 508,555)
                                              -----------         -----------
    Total Liabilities & Stockholders Equity                       $       106
                                              ===========         ===========

STATEMENT OF CASH FLOWS
AS OF SEPTEMBER 30, 1998

                                         September 30, 1998   September 30, 1997
                                         ------------------   ------------------
CASH FROM OPERATIONS
  Net Income                                    $(378)             $(3,293)
  Net Change in Payables                          272                  622
                                                -----              -------
  Cash from Operations                           (106)              (2,671)
  Cash Used for Investing                           0                    0
  Cash from Financing                               0                    0
                                                -----              -------
  Net Change in Cash                             (106)              (2,671)
  Beginning Cash                                  106                2,777
                                                -----              -------
  Ending Cash Balance                                              $   106
                                                =====              =======

                                      -9-

<PAGE>

I
TEM 7. CAPITAL RESOURCES AND LIQUIDITY

     The Company has operated  during the fiscal year on a minimal revenue base,
however,  this base was  adequate to pay current  expenses.  Assets owned by the
Company  are  relatively  illiquid  and  consist  mainly  of  fully  depreciated
furnishings,   computer  equipment,   and  other  office  machines.   Successful
completion  and release from  bankruptcy  status will prompt  management to seek
financing most probably through private sources to expand or restart traditional
business activities.  The Company has no material current financial  commitments
or accrued capital expenses.


ITEM 8. AUDIT COMMITTEE

     The directors of the Company have established an audit committee,  however,
due to bankruptcy filings its chairman,  an outside director,  and other members
are no longer associated with the Company.  A reconstituted  Board of Directors,
to include one or more "outside" directors, will be formed subsequent to release
of Century's bankruptcy estate. An "outside" director will be nominated to chair
this required audit committee.


ITEM 9. DISAGREEMENTS ON ACCOUNTING AND FINANCIAL DISCLOSURE

     There were no  disagreements of the type required to be recorded under this
item between the Company and its independent accountants during the fiscal year.
However,  its  independent  accountants  terminated  their  practice of auditing
publicly held  companies  during 1991 and  subsequent  to this date,  during the
period  which saw the closing of  Century's  major  operating  subsidiaries,  no
further  relationships  with  independent  auditors were  established  until the
latter part of 1998.

     On December 31, 1998 an  engagement  letter was executed with Mark Shelley,
CPA, to conduct audits  covering  fiscal years 1997 and 1998. It is management's
intent to renew this agreement to cover subsequent years.

                                      -10-

<PAGE>

                                    PART III


ITEM 10. DIRECTORS, EXECUTIVE OFFICERS AND CONTROL PERSONS; COMPLIANCE WITH
         SECTION 16(a) OF THE EXCHANGE ACT

NAME - Carlton V. Phillips              Mr.   Phillips  has  been  a  securities
                                        industry  professional  for more than 38
POSITION WITH COMPANY -                 years,   having   served  as  a  broker,
  Director, Chief Executive Officer     analyst    and    investment     banking
                                        specialist. For the past 32 years he has
DATE ELECTED DIRECTOR - March 1996      occupied  management  positions  in  the
                                        securities  industries  and is currently
TERM OF OFFICE - 3 years                the president,  chief executive  Officer
                                        and a director of the Company and of its
AGE - 74                                wholly owned subsidiaries,  positions he
                                        has held since 1984. Before assuming his
                                        current position Mr. Phillips served for
                                        13 years as an officer  and  director of
                                        Continental American  Securities,  Inc.,
                                        where he rose to be president  and chief
                                        executive officer.  Mr. Phillips holds a
                                        bachelor's   degree  in  economics  from
                                        Brown  University and a master's  degree
                                        in   management   from  St.   Mary's  of
                                        California.  He  retired  from  the Army
                                        of the  United  States  with the rank of
                                        colonel.


ITEM 11. EXECUTIVE COMPENSATION

SUMMARY COMPENSATION LIST

     The following list sets forth  information  concerning the  compensation of
the Company's  Executive  Officer whose  compensation  exceeded $100,000 for the
fiscal year ending September 30, 1998

     None

STOCK OPTION GRANTS IN LAST FISCAL YEAR

     None

AGGREGATED OPTION EXERCISES IN THE FISCAL YEAR ENDED SEPTEMBER 30, 1997 AND
FISCAL YEAR END OPTION VALUES

     None

                                      -11-

<PAGE>

ITEM 12.  SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT

The following table sets forth  information  concerning all persons known to the
Company  to be the  beneficial  owners of more than 5% of the  Company's  Common
Stock,  (ii) the ownership  interest of each director and nominee,  and (iii) by
all directors and executive  officers as a group  calculated as of September 30,
1997.

Carlton V. Phillips     Director, Chief Executive Officer    2,226,000    16.71%
Gerald N. Bovee         Shareholder                          1,152,475     8.65%


ITEM 13. CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS

     None

     The  information  required  to be  presented  in Part III of this report is
hereby incorporated by reference to the Company's  definitive Proxy Statement to
be prepared  for the first  Annual  Meeting of  Stockholders  subsequent  to the
discharge  of  Century's  bankruptcy  estate by the  Federal  Bankruptcy  Court,
Arizona District.  This information will be prepared in accordance with Schedule
14A and filed with the Securities and Exchange Commission as soon as practicable
after release from bankruptcy.


                                     PART IV


ITEM 14. EXHIBITS, FINANCIAL STATEMENT SCHEDULES AND REPORTS ON FORM 8-K.

     (a)(1) Financial Statements

          The following financial statements of the Company and its subsidiaries
          are included in Part II, Item 6 of this report:
                                                                         Page
                                                                         ----
          Independent Auditors' Report                                    15

          Consolidated Statements of Financial Condition for the
              year ended September 30, 1998 and 1997                      16

          Consolidated Statements of Income (Loss) for the
              year ended September 30, 1998 and 1997                      17

          Consolidated Statements of Cash Flowsfor the
              year ended September 30, 1998 and 1997                      18

          Consolidated Statements of Changes in Stockholders'
              Equity for the year ended September 30, 1998                19

          Notes to Consolidated Financial Statements                      20


     (a)(2) Financial Statement Schedules

          All  schedules  are  inapplicable  or  the  required   information  is
          otherwise  included in the  consolidated  financial  statement and the
          notes thereto, and, therefore, have been omitted.

     (a)(3) and (c) Exhibits

          The following  Exhibits are filed herewith pursuant to Rule 601 of the
          Regulation S-K and paragraph (C) of this Item 14.

          No.      Description
          ---      -----------
          2        Court Order
          2.1      First Amended and Modified Joint Plan of Reorganization
          4        Form of Century Pacific Stock Certificate

     (b) Form 8-K

          No reports on Form 8-K were filed  during the last quarter of the year
          ended September 30, 1997.

                                      -12-

<PAGE>

                                   SIGNATURES

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

                                            CENTURY PACIFIC FIDELITY CORPORATION


Dated: January 12, 2000                     By /s/ Carlton V. Phillips
                                               ---------------------------------
                                               Carlton V. Phillips
                                               Chairman of the Board, President
                                               and Chief Executive Officer


     Pursuant to the  requirements of the Securities  Exchange act of 1934, this
report has been signed below by the following person on behalf of the Registrant
and in the capacities and on the date indicated.

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


/s/ Carlton V. Phillips            January 12, 2000
---------------------------
Carlton V. Phillips
Treasurer and Director

                                      -13-

<PAGE>

                         INDEX TO FINANCIAL STATEMENTS


                                                                            Page
                                                                            ----

Independent Auditors' Report                                                 15

Consolidated Statements of Financial Condition for the
    year ended September 30, 1998 and 1997                                   16

Consolidated Statements of Income (Loss) for the
    year ended September 30, 1998 and 1997                                   17

Consolidated Statements of Cash Flowsfor the
    year ended September 30, 1998 and 1997                                   18

Consolidated Statements of Changes in Stockholders'
    Equity for the year ended September 30, 1998                             19

Notes to Consolidated Financial Statements                                   20

                                      -14-

<PAGE>
                             M. A. SHELLEY INTL. CPA
                            4445 E. HOLMES, SUITE 101
                                 MESA, AZ 85206
                                 (602) 654-2307


                    INDEPENDENT CERTIFIED ACCOUNTANT'S REPORT

To the Board of Directors
Century Pacific Financial Corporation

     I have audited the accompanying  balance sheet of Century Pacific Financial
Corporation  as of  September  30, 1998 and 1997 and the related  statements  of
stockholders'  equity,  income,  and cash flows for the year then  ended.  These
financial  statements are the  responsibility  of the Company's  management.  My
responsibility  is to express an opinion on these financial  statements based on
my audit.

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

     In my opinion,  the financial  statements referred to above present fairly,
in all material  respects,  the financial  position of Century Pacific Financial
Corporation  as of  September  30, 1998 and 1997 and the related  statements  of
stockholders'  equity,  operations,  and cash  flows  for  years  then  ended in
conformity with generally accepted accounting principles.

     The statements  are based on the assumption  that the Company will continue
in existence.  The Company has very little  activity.  No adjustments  have been
made to the financial statements for this contingency.

                                            /s/ M.A. Shelley Intl. CPA


March 19, 1999


                                      -15-

<PAGE>
                      CENTURY PACIFIC FINANCIAL CORPORATION
                                  Balance Sheet
                        as of September 30, 1998 and 1997

                                                       9/30/98        9/30/97
                                                       -------        -------

                                     ASSETS

Cash                                                 $        --    $       106
                                                     -----------    -----------
        Total Assets                                 $        --    $       106
                                                     ===========    ===========

                                   LIABILITIES

Payables                                             $   508,933    $   508,661
                                                     -----------    -----------
        Total Current Liabilities                    $   508,993    $   508,661
                                                     ===========    ===========


                              STOCKHOLDERS' EQUITY

Preferred Stock
        5,000,000 shares authorized, no shares
        outstanding, par value $0.05

Common Stock
        100,000,000 shares authorized
        13,316,894 shares outstanding
        for 1997, par value $0.04                    $   532,676    $   532,676

Paid in Capital                                        2,823,536      2,823,536

Retained Earnings (Loss)                              (3,865,145)    (3,864,767)
                                                     -----------    -----------

        Total Stockholders' Equity                      (508,933)      (508,555)
                                                     -----------    -----------

        Total Liabilities and Stockholders' Equity   $        --    $       106
                                                     ===========    ===========

                                      -16-

<PAGE>
                      CENTURY PACIFIC FINANCIAL CORPORATION
                               Statement of Income
                 for the Years Ended September 30, 1998 and 1997

                                                    9/30/98           9/30/97
                                                    -------           -------

Financial Services                                $     42,855     $     41,873
                                                  ------------     ------------

       Total Revenue                                    42,855           41,873
                                                  ------------     ------------

Expenses
       Insurance                                         1,277
       Legal and Accounting                              1,369            1,362
       Maintenance & Repairs                             2,044
       Office Expense                                    6,000            3,001
       Advertising and Promotion                         3,307            3,475
       Rent                                             11,340           12,994
       Telephone                                         5,095            5,073
       Payroll and Taxes                                16,122           15,940
                                                  ------------     ------------

       Total Expenses                                   43,233           45,166
                                                  ------------     ------------

Income before Taxes

Provision for Income Taxes                                  --               --
                                                  ------------     ------------
Net Income (Loss)                                 $       (378)    $     (3,293)
                                                  ============     ============

Basic Earnings per Common Share                             --               --

Basic Weighted Average Number of Shares             13,316,894       13,316,894

Diluted Earnings per Share                                  --               --

Diluted Weighted Average Number of Shares           13,316,894       13,316,894

                                      -17-

<PAGE>
                      CENTURY PACIFIC FINANCIAL CORPORATION
                             Statement of Cash Flows
                 For the Years Ended September 30, 1998 and 1997


                                                        9/30/98         9/30/97
                                                        -------         -------
Cash from Operations
     Net Income (Loss)                                   $(378)         $(3,293)
     Net Changes in Payables                               272              622
                                                         -----          -------
     Cash from Operations                                 (106)          (2,671)
                                                         -----          -------
     Cash used for Investing                                --               --
     Cash from Financing                                    --               --
     Net Change in Cash                                   (106)          (2,671)
     Beginning Cash                                        106            2,777
                                                         -----          -------
     Ending Cash Balance                                    --              106
                                                         =====          =======

No significant non cash transactions for the year

                                      -18-

<PAGE>
                      CENTURY PACIFIC FINANCIAL CORPORATION
                        Statement of Stockholders' Equity
                 For the Year Ended September 30, 1998 and 1997


<TABLE>
<CAPTION>
                          Preferred Stock      Common Stock
                          ---------------  --------------------    Paid in     Retained
                          Shares   Amount    Shares     Amount     Capital     Earnings      Total
                          ------   ------    ------     ------     -------     --------      -----
<S>                       <C>      <C>     <C>          <C>       <C>         <C>          <C>
Balance, 9/30/96            --      --     13,316,894   532,676   2,823,536   (3,861,474)  (505,262)

Retained Earnings (Loss)                                                          (3,293)    (3,293)
                          ------   ------  ----------   -------   ---------   ----------   --------

Balance 9/30/97             --      --     13,316,894   532,676   2,823,536   (3,864,767)  (508,555)
                          ------   ------  ----------   -------   ---------   ----------   --------

Retained Earnings (Loss)                                                            (378)      (378)
                          ------   ------  ----------   -------   ---------   ----------   --------
Balance 9/30/98                            13,316,894   532,676   2,823,536   (3,865,145)  (508,933)
                          ======   ======  ==========   =======   =========   ==========   ========
</TABLE>


                                      -19-

<PAGE>
                      CENTURY PACIFIC FINANCIAL CORPORATION
                 (formerly known as Century Pacific Corporation)

                          NOTES TO FINANCIAL STATEMENTS

NOTE 1. GENERAL BUSINESS AND ACCOUNTING PRINCIPLES

Business

     Century  Pacific  Financial  Corporation  (the  Company) was organized as a
Delaware  corporation  on December 29, 1982.  Originally it was known as Century
Pacific Corporation. The Company was organized to provide financial services.

Basis

     The  financial   statements  are  prepared  following   generally  accepted
accounting principles.

Concentration of Credit Risk

     Periodically  during  the  year,  the  Company  may  maintain  its  cash in
financial   institutions  in  excess  of  amounts  insured  by  the  US  federal
government, or in financial institutions which are not insured by the US federal
government. For the current period the company has had limited or no cash.

Cash Equivalents

     The Company  considers all highly liquid debt  instruments  purchased  with
maturities of three months or less to be cash equivalents.

Revenue

     The Company's revenue consists of financial services.

Income Taxes

     The  provision  for income taxes is the total of the current  taxes payable
and the net of the change in the deferred  income  taxes.  Provision is made for
deferred  income  taxes  where  differences  exist  between  the period in which
transactions  affect  current  taxable income and the period in which they enter
into the determination of net income in the financial statements.

Earnings (Loss) per Share

     The basic earnings (loss) per share is calculated by dividing the Company's
net income  (adjusted for certain  dividends when paid) by the weighted  average
number of common shares during the year. The diluted  earnings  (loss) per share
is calculated by dividing the Company's net income (loss)  (adjusted for certain
dividends and certain  interest when expensed) by the diluted  weighted  average
number of shares  outstanding  during the year.  The  diluted  weighted  average
number of shares  outstanding is the basic weighted number of shares adjusted as
of the first of the year for any potentially dilutive debt or equity.

     Basic weighted average number of shares               13,316,894
     Additional shares added due to conversions                     0
     Diluted weighted average number of shares             13,316,894

                                      -20-

<PAGE>
Advertising and Promotion

     All costs of advertising and promotion are expensed in the period incurred.

Inventory

     The Company carries no inventory at this time.

NOTE 2. BANKRUPTCY

     In May 1996 the Company filed bankruptcy, No. 96-09598-PHX-GBN.

NOTE 3. EQUIPMENT AND FURNITURE

     The Company currently has no equipment.  It is using, at no cost, equipment
controlled by the president.

NOTE 4. NOTES PAYABLE/DEBT

     The debt listed on the balance sheet is within the  bankruptcy  proceedings
and is considered short term.

NOTE 5. INCOME TAXES

     Deferred income tax benefit with valuation account     0

     Current income taxes payable                           0

     Provision for Income Taxes                             0

NOTE 6. LEASES AND OTHER CONTINGENCIES

     The Company has no leases outstanding or other financial contingencies.

NOTE 7. SUBSEQUENT EVENTS

     The Company is currently  seeking a merger  candidate or financing to begin
operations. No guarantee can be made that the company will be successful. If the
company is not successful,  then there is reasonable doubt that the Company will
continue in existence.

NOTE 8. RELIANCE ON MAJOR SHAREHOLDER

     The Company is relying on its president and major  shareholder for any fund
raising or merger.

NOTE 9. STOCKHOLDERS' EQUITY

     The Company has one class of preferred  stock.  There are 5,000,000  shares
authorized and no shares outstanding as of September 30, 1977.

     The  Company  has one class of common  stock.  The  rights of this class of
stock are all the same. The common stock has all of the rights afforded Delaware
shareholders.

                                      -21-

<PAGE>

 
                               INDEX TO EXHIBITS






2    -  Court Order

2.1  -  First Amended and Modified Joint Plan of Reorganization

4    -  Form of Century Pacific Stock Certificate




JAMES M. LAGANKE PC.
202 E EARLL, #340                 U.S. BANKRUPTCY COURT SEAL AFFIXED
PHOENIX,ARIZONA 85012
(602)279-6399                     I HEREBY CERTIFY THAT THE ANNEXED INSTRUMENT
FAX (602)279-5509                 IS A TRUE AND CORRECT COPY OF THE ORIGINAL
                                  ON FILE IN THE OFFICE OF THE BANKRUPTCY CLERK.

James M LaGanke/SBN 006913        DATED: 7/22/98       /s/
Attorney for the Debtors                 ---------------------------------------
                                                 AUTHORIZED DEPUTY CLERK

                      IN THE UNITED STATES BANKRUPTCY COURT
                           FOR THE DISIRICT OF ARIZONA

IN RC:                            NO. 96-09598-PHX-GBN
CENTURY PACIF1C GLOBAL                CHAPTER II PROCEEDING
COMMERCE, LTD.,


             DEBTOR.

IN RE:                            NO. 96-00935-PHX-RTB

CENTURY PACIFIC CORORATION,       CHAPTER 11 PROCEEDING

             Debtor.              ORDER CONFIRMING DEBTOR'S
                                  AMENDED JOINT PLAN OF
                                  REORGANIZATION

                                  HEARING DATE:   JULY 22, 1998
                                  HEARING TIME:   1:30 P.M.

     This  matter  came  before the Court on July22.  1998,  for a  confirmation
hearing on the Debtors Amended Joint Plan of  Reorganization  (as modified) (the
"Plan"),  which  was  approved  by the  Court on JULY 18,  1998.  Unless  stated
otherwise.  all terms defined in the Plan will have that same meanings when used
in this  Order.  with  respect  to the Plan the  Court  finds and  concludes  as
follows:  1. By an Order dated June 18,  1998,  the Court  approved the Debtors'
Disc!osure  Statement (the "Disclosure  Statement") related to the First Amended
and Modified
 Joint Plan alter  circulation of the Disclosure  Statement and Plan
to the United  States  Trustee  and the  Securities  Exchange  Commission  whose
comments were resolved in the approved  Disclosure  Statement,  said Order fixed
the procedures  related to the solicitation of votes on the Plan.  Following the
Court's entry of the Order

<PAGE>
approving the Disclosure  Statement plan  solicitation  packages.  Including the
Disclosure  Statement,  were  timely  transmitted  to the  creditors  and  other
interested   parties  in  accordance  with  Bankruptcy  Rule  307(d)  and  other
applicable procedural rules.

-    Voting on the Joint Plan is summarized in the "BALLOT  REPORT" (the "Ballot
     Report")  filed by the Debtors with the Court on July 21, 1998.  Each class
     of creditors accepted the plan in the requisite percentages and the Plan is
     fully consensual except for the objection filed by Terry A. Dake.

     3. Only one objection to the Joint Plan was filed.  The objection was filed
by Terry A.  Dake,  attorney  for the  trustee  of the  Century  Pacific  Global
Commerce, Ltd. Debtor seeking that the Plan not be confirmed unless arrangements
for payment of his attorney's fee be made. The modifications provide for payment
to Mr. Dake  satisfying the condition  established  by the objection.  The court
finds  that the Plan  attached  hereto,  being the First  Amended  Joint Plan as
modified,  has been  accepted  and  approved  by Mr.  Dake  and that Mr.  Dake's
objection  is deemed  withdrawn  in favor of the  First  Amended  Joint  Plan as
modified.

-    At the confirmation  hearing.  The Debtors gave notice of the modifications
     to the Plan.

-    On July 22, 1998, the Court conducted the confirmation hearing on the Joint
     Plan (as  modified),  at which time the Court  considered all pleadings and
     other documents related to plan confirmation, including but not limited to:
     (I) the Plan  terms  as  modified  in the  First  Amended  Joint  Plan,  as
     modified,  and as attached  hereto as Exhibit I; (ii) the  objection of Mr.
     Dake; and (iii) oral argument by counsel and parties in interest  appearing
     at the confirmation hearing. The Court also considered any prior testimony,
     evidence and motions that have been presented or filed in these cases,  and
     the entire record before the Court.

     6. The Court expressly finds and concludes that  modifications  to the Plan
attached hereto as Exhibit I do not materially or adversely change the treatment
of any creditor or party-in-interest  who has previously cast a ballot to either
accept or reject the Plan and that the principal purpose of the

Page 2

<PAGE>
modifications to the Joint Plan is to pay administrative  expenses for which the
Debtors  have no funds and to satisfy  the  objection  filed by Mr. Dake and the
objection that would otherwise have been filed by Mr. LaGanke..  Accordingly, no
further  disclosure  of  information  solicitation  of creditors  and parties in
interest,  or voting is required with respect to the  modifications of the First
Amended  Joint Plan, as modified,  and attached  hereto as Exhibit "I." The term
"plan" used in thus Order shall hereinafter include the First Amended Joint Plan
as modified by this Order and as attached hereto.

     7.  Confirmation  of  the  Plan  is  a  core  proceeding  under  28  U.S.C.
ss.l57(b)(2).  Pursuant  to U.S.C.  ss.l57(b)(2)  and 1334,  this  Court has the
jurisdiction to enter a final order confirming the Plan.

     8. The Plan and this Court's hearing thereon were filed in good faith, duly
and properly  noticed to all  creditors  and parties in interest in the Debtors'
Chapter  II cases.  The  Court has  determined  that the Plan (as  modified  and
attached hereto as Exhibit "1") satisfies the  requirements for confirmation set
forth in the Bankruptcy Code ~l 129(a) through (d).

     Based on the  foregoing  findings  and  conclusions  and the entire  record
before the Court and good cause appearing.

     IT IS HEREBY ORDERED as follows:

     A.   The plan,  attached  hereto as  Exhibit  1,  shall be,  and hereby is,
          confirmed  pursuant to Bankruptcy  Code ss.1129 and the  modifications
          contained in Exhibit 1 shall be, and hereby are, expressly approved as
          part of said confirmation.

     B.   All  objections  to  confirmation  of the  Plan  that  have  not  been
          withdrawn,  waived,  or settled  (if any),  shall be, and hereby  are,
          overruled on the merits.

     C.   The Debtors and all other necessary parties are authorized, empowered,
          and  directed,  without  further  Order of this Court and  pursuant to
          Bankruptcy  Code  ss.ss.  1142 and 1145,  to execute  and  deliver any
          instrument, any shares of free trading stock pursuant to paragraph VF)
          of the Plan any

Page 3

<PAGE>
          deed of trust.  Security  agreement or other document,  and to perform
          any  act,   that  is  necessary,   desirable,   or  required  for  the
          consummation  of the Plan.  Pursuant to Bankruptcy  Code ss.1141,  and
          except as otherwise  provided in the Plan or this Order, entry of this
          Order discharges any and an Claims against the Debtors, including, but
          not  limited to, any Claim which arose at any time before the entry of
          the  Order  and any  Claim  of a kind  described  in  Bankruptcy  Code
          ss.502(g),  (h) and (I). On and after the Confirmation Date, and as to
          every  discharged  Claim,  every  holder of a Claim shall be precluded
          from asserting against the Debtors, and any assets of the Debtors, any
          such discharged Claim and any rights, remedies,  demands,  damages, or
          liabilities of any kind arising from or related to any such discharged
          Claim.  Debtors as used in this  paragraph of this order  includes all
          successors.

     D.   Congress has amended the Bankruptcy Code requiring  Chapter II debtors
          fees to the Office of the U.S. Trustee after confirmation of a plan of
          reorganization.  The  Debtors  shall be, and hereby  are,  directed to
          continue  paying  in cash the U.S.  Trustee  fees  from and  after the
          Confirmation Date as such fees become due until lie Debtors' cases are
          closed

     E.   This Court shall retain  jurisdiction  in accordance with the terms of
          Article 10 of the Plan. This retention of jurisdiction  shall not. And
          does  not,  affect  the  finality  of this  Order.  The  Court  hereby
          expressly directs that this Order shall be entered forthwith and shall
          be effective immediately.

     DATED this 22 day of July 1998.



                                             /s/ Redfield T. Baum
                                             -----------------------------------
                                             THE HONORABLE REDFIBLD T. BAUM
                                             UNITED STATES BANKRUPTCY JUDGE

Page 4

<PAGE>
     DATED: July 22 , 1998


     JAMES M. LAGANKE, PC                 CENTURY PACIFIC CORPORATION, AKA
     202 E. Earll Dr.                     CENTURY PACIFIC FINANCIAL
     Suite 34O                            CORPORATION


                                          By /s/ Carlton V. Phillips
                                             -------------------------------
                                             Carlton V. Phillips, President



/s/ James M. LaGanke
------------------------------
James M. LaGanke


                                           CENTURY PACIFIC GLOBAL COMMERCE, LTD.


                                           By /s/ Ronald E. Warnicke
                                              ----------------------------------

Page 5


JAMES M. LAGANKE P.C.
202 E. EARLL, #340
PHOENIX, ARIZONA 85012
(602) 279-6399
FAX (602)279-5509

James M. LaGanke SBN 006913

Attorney for the Debtors

                      IN THE UNITED STATES BANKRUPTCY COURT
                           FOR THE DISTRICT OF ARIZONA

IN RE,                             No. 96-09598-PHX-GBN

CENTURY PACIFIC GLOBAL             Chapter II Proceeding
COMMERCE, LTD.

          Debtor.


In re,                             No. 96-00935-PHX-RTB

                                   Chapter II Proceeding

CENTURY PACIFIC
CORPORATION.

          Debtor.


             FIRST AMENDED AND MODIFIED JOINT PLAN OF REORGANIZATION

     Debtors  propose  the  following  First  Amended  and  Modified  Joint Plan
Reorganization:

                                       I.
                                   DEFINITIONS

     The  following  terms  when  used in this Plan of  Reorganization  have the
following meanings:

     1. BANKRUPTCY CODE: shall mean the Bankruptcy Code as set forth in Title 11
of the United States Code.

     2.  CLAIM:  shall mean an allowed  claim.  If it is one which  requires  an
application,  hearing,  court order and/or other Procedure to be followed by the
claimant in order to be allowed,  "claim" shall mean "allowed claim" only to the
extent the Proper procedure has been followed.

     3.  CONFIRMATION OF THE PLAN: shall mean the entry of an order by the Court
confirming this joint Plan.

<PAGE>
     4. COURT: shall mean the United States Bankruptcy Court for the District of
Arizona.

     5.  CREDITORS;  SHALL MEAN ALL creditors
 of each debtor  holding claims for
DEBTS, liabilities, demands. or claims of anY character WHATSOEVER AGAINST other
debtor.

     6. DEBTOR: shall mean both Century Pacific Corporation. AKA Century Pacific
Financial  Corporation and Century Pacific Global COMMERCE,  Ltd. wHERE ONLY one
of the debtors is meant the term "Century Pac(pound)ic" Debtor IS USED, it shall
mean "Century Pacific Corporation,  AKA Century Pacific FINANCIAL  Corporation",
only, and when THE TERM "GLOBAL  DEBTOR" is USED IT shall mean "Century  PACIFIC
GLOBAL COMMERCE, LTD."

     7. DISCLOSURE  STATEMENT shall mean the written Disclosure  Statement filed
in this case pursuant to 1125 of the Bankruptcy CODE, APPROVED, AFTER NOTICE AND
HEARING,  BY  THE  COURT  AS  CONTAINING   ADEQUATE   INFORMATION  TO  ENABLE  A
HYPOTHETICAL, REASONABLE INVESTOR TO MAKE AN INFORMED JUDGEMENT ABOUT THE PLAN.

     8. EFFECTIVE DATE:  shall mean that date on which the order  confirming the
Plan becomes final and non-appealable.

     9. PLAN: shall mean THIS JOINT Plan of  Reorganization  in its present form
or as it may bE amended. modified or supplemented.

     10. CENTURY PACIFIC DEBTOR STOCK:  shall mean common shares of stock in the
Century  Pacific  Debtor,  as  modified  In name to  Century  Pacific  Financial
Corporation.

     11.  GLOBAL  DEBTOR  STOCK:  shall mean  common  shares of stock in Century
Pacific Global Commerce, Ltd.

                                       II.
                        TREATMENT OF UNCLASSIFIED CLAIMS
                  (ADMINISTRATIVE EXPENSES AND PRIORITY CLAIMS)

A. The holders of unsecured  priority  claims against the debtor existing on the
filing date which have not been paid previously  (excluding  claims DESCRIBED in
U.S.C 507(a)(7),  and all expenses of preserving  Debtor other than those claims
of  professionals  included  in Class I, will be paid in cash in full  within 30
days of the effective  date of the Plan or within thirty (30) days following the
allowance of the claims,  whichever  is later,  or at such other times as may be
mutually  agreed  upon by The Debtor and such  claimants.  All trade and service
debts and  obligations  incurred in the normal  course of the Debtor's  business
during the Chapter II proceetdings shall be paid when due in the ordinary course
of business.

B. Each holder of an allowed  priority  claim as  specified  in 507(l)(7) of the
Bankruptcy  Code  shall  receive  the  amount  of such  claim  based on the sole
discretion of the Debtor, either (l) cash in full amount of the allowed claim on
the Effective Date, or (2 deferred cash payments, payable annually beginning one
hundred eighty (180) days after the effective date of the plan and made during a
period not  exceeding  six (6) years after the date of assessment of such claim,
or a value as of the effective date of the plan,  equal to the allowed amount of
such claim,  which payment  shall  include  interest on the allowed claim at the
appropriate rate.

C. The payment of Century  Pacific  Debtor's  claims in this Section II shall be
made from the assets of the Century Pacific Debtor and the payment of the Global
Debtor's claims in this Section II shall be made as hereafter set forth.

Page 2

<PAGE>
                                      III.
                            CLASSIFICATION OF CLAIMS

     A. The claim  against  thee  Century  Pacific  Debtor are divided  into the
following classes:

     CLASS I:  Attorney's  Fees Claims.  The following  claimants have agreed to
separate treatment from other administrative expense claimants:

     James M. LaGanke, PC
     For services rendered.  Shares in Global II shall be issued as set forth in
     paragraph V(F), INFRA.

     Terry A. Dake
     For services rendered to the chapter 7 Trustee.  Shares in Global III shall
     be issued as set forth in paragraph V(F), INFRA.

     CLASS 2: Wages Claims

     CLASS 3: Unsecured Tax Claims

     CLASS 5(A):  THE allowed  unsecured  claims  under  $200.00.  Class two (2)
claims total approximately $400.00.

     CLASS 5(B): THE allowed unsecured claims of $200.00 and over. These include
claims  arising out of rejected  executory  contracts and leases,  the unsecured
portion of secured  creditors' claims under 506(1),  contingent  claims, and the
claims of unsecured holders of subordinated  debentures  totaling  approximately
$1,634,408.  The  individual  debentures  range in  amounts  from  $5,000.00  to
$139,000 with the majority being  $10,000.00  each. Class three (3) claims total
approximately $1,634,408.

     CLASS  5(C);  EXISTING  noteholders  consisting  of  several  groups  would
exchange their senior  position in the capital  structure of the Century Pacific
Debtor into common stock in the amount of 17,065,727  shares  thereby  relieving
the Century Pacific Debtor of the burden of interest and principal payments. The
amount of common stock to be issued has been computed  using the same formula as
was used in compiling the number of shares to be awarded other creditors.

     CLASS 6:  Holders of  Century  Pacific  common  stock,  of which  there are
approximately  727 as OF January 29, 1996.  THESE  investors hold  approximately
13,317,894 shares.

     B. The claims  against  thc Global  DEBTOR are divided  into the  following
classes:

     CLASS 1: James M.L LaGanke for services rendered prior to the conversion to
              Chapter II.

     CLASS 2: ALL claims that are not Class I or Class 3 claims

     CLASS 3: Holders of common stock.

     Tudor Investments, Ltd. Employee Profit Sharing Plan        48.75%
     Miller Capital                                              48.75%
     The Century Pacific Debtor                                    2.5%

Page 3

<PAGE>
                                       IV.
                       TREATMENT OF CLASSES AND INTERESTS
                             IMPAIRED UNDER THE PLAN

     A. Century Pacific Debtor:

     CLASS 1: Class I claims are impaired  under the Plan because the holders of
Class I claims will not receive cash  equivalent to the allowed  amount of their
claims on the  effective  date of the Plan.  Class I claims will be paid in full
over six months following the effective date of the Plan.


     CLASS 2:

     CLASS 3:

     CLASS  5(a):  CLASS 2 CLAIMS OF $200.00 OR LESS WILL BE paid in cash on the
Effective Date of the Plan or as soon as practicable  thereafter.  The source of
funds for payment of these claims will be current operating  revenues of Century
Pacific Financial and affiliates.

     CLASS 5(b):  Class 3 claims are impaired under the Plan because  holders of
class 3 claims will not receive cash  equivalent to the allowed  amount of their
claim on the effective  date of the Plan.  3,743,181  million shares of stock in
Company will be made  available to pay Class 3 claims.  Company's  stock will be
issued and divided pro rata among Class 3 claimants.  The Company's  twenty five
thousand  shares in Creative  Vistas,  Inc. shall be held by the Century Pacific
Debtor and will not be distributed pursuant to the Joint Plan.

     CLASS 3 claimants  may elect to be treated as a Class 2 claim,  by electing
such treatment in writing on or before the effective  date of the Plan.  Class 3
claimants  exercising this election shall receive $200.00 in cash within 30 days
of the effective date, in full payment of their claim.

     CLASS 6:  Current  Stockholders.  Current  stockholders  will retain  their
shareholdings  and will keep all their legal and  equitable  rights there under.
All existing warrants and options are canceled under the Plan.

     CLASS  5(c):  Debt   instrument   holders  -  Harris  vs.  Century  Pacific
Corporation, et al.

     B. Global Debtor:

          1. Class 1: Claims shall be paid in full in cash on confirmation.

          2. Class 2:  Claimants  shall receive 2.5% of the  outstanding  shares
(25,000  shares) of common stock which shall be divided and distributed pro rata
among all allowed creditors according to the amount of each claim as allowed.

          3. Class 3: Four Hundred  seventy-five  thousand  (475,000)  shares of
stock shall be issued to Miller Capital and four Hundred  seventy-five  Thousand
(475,000)  shares of stock  shall be issued to Tudor  Investments,  Ltd.  Profit
Sharing Plan.  Each existing  shareholder  of the Century  Pacific  Debtor shall
receive approximately thirty-four (34) shares, each, which is each shareholder's
distribution  per  capita  from the  25,000  shares  to be  distributed  to said
shareholder  group in exchange for  cancellation  of the Century  Pacific Debtor
stock in the Global  Debtor.  All  existing  certificates  shall be  canceled in
exchange for the certificates to be issued pursuant to the Plan. Brokerage firms
holding  stock in street names shall be issued  approximately  thirty-four  (34)
shares for each separate person in whose name they hold stock as of the date the
petition  was filed so as to treat such persons  owning  stock in "street  name"
like all other shareholders.

Page 4

<PAGE>
                                       V.
                             MEANS OF IMPLEMENTATION

     A. Source of Funds as to Century Pacific Debtor.

          Unclassified  and Class 1. The  source of funds for  unclassified  and
Class 1 claims is operating  revenues of Century  Pacific  Corporation as of the
effective date of the Plan.

          Class 2. The  source  of funds  for Class  5(a)  payments  will be the
existing operating  revenues of Century Pacific  Corporation as of the effective
date of the Plan.

          Class 5(b).  The source of funds to pay these  claims is  newly-issued
stock of  Century  Pacific  Corporation.  3,743,181  million  shares of  century
Pacific  Corporation will be issued for the purpose of paying unsecured  claims.
Each  claimant  will receive a pro rata share of the stock.  There is sufficient
stock authorized to cover the claims. Class 6. No added stock is to be issued to
current stockholders.

          Class 5(C). 17,065,727 shares of stock will be issued to satisfy Class
5 creditors. Said creditors shall also be issued shares of creative Vistas, Inc.
that are owned by the company. Each claimant will receive such shares pro rata.

     B. Source of Funds as to Global Debtor.

          1. All cash required will be  contributed  by Miller Capital and/or by
the tudor Investment, Ltd. Employee Profit Sharing Plan.

          2. No cash is required; stock will be issued.

          3. No cash is required; stock will be issued.

          4. Disbursing  agent--Each  Debtor shall act as disbursing agent under
the  respective  portion or the Joint  Plan.  A Stock  Transfer  Agent  shall be
employed to transfer the stock certificates.

     C. Property.

     I. Century Pacific Debtor

          Debtor's only real,  personal.  or tangible assets.  are furniture and
office equipment and  miscellaneous  penny stocks and the Creative Vistas.  Inc.
stock.  Debtor has intangible  assets in the form of good will and a substantial
client base.  These  intangible  assets have little or no salable value,  and no
value if Debtor does not  continue as a business  entity.  If the Debtor were to
liquidate, creditors would receive no more than $.001 mils on a dollar.

     2. Global Debtor

          Global Debtor has no tangible or intangible  assets. If global were to
liquidate, creditors would receive nothing at all.

Page 5

<PAGE>
     D. Acquisition (Century Pacific Debtor only)

          Tempe Medical  Equipment,  a divsion of Natural  Techno!ogies Inc. has
agreed to be acquired by the Century  Pacific  Debtor for a further  issuance of
common  stock.  This  company is a  refurbishing  and  re-seller  of "high tech"
medical equipment such as magnetic resonance imaging (MRI) systems,  respiratory
care  equipment  and  electronically  operated  diagnostic   instruments.   This
organization  also serves as a  distributor  organization  for a wide variety of
medical  expendables  Century will issue 20,873,198 shares of stock for the hard
assets of Tempe Medical Equipment.

     E. Change in Management

     1. Century Pacific Debtor.

          a.  Carlton V.  Phillips has agreed to remain as Chairman of the Board
of Directors

          b. David L.  Hadley.  Director  of all  refurbishing  and  remarketing
operations  of Tempe  Medical  Equipment  has agreed to become  President of the
corporation.

          c.  Carlton V.  Phillips  and David L.  Hadly  have  agreed to provide
operations,   new  product  development   advertising,   accounting  and  market
development support on a regular and as-needed basis to meet the goals described
herein. Carton V. Phillips,  Jr., Esq. has agreed to join the Board of Directors
and become Managing Director of mortgage lending  activities.  He may also serve
as  corporate  counsel.  Regina M  Phillips  has  agreed  to join  the  Board of
Directors and serve as a consultant regarding loan processing activities.

          d.  Management  has agreed to comply with all  Securities and Exchange
Commission reporting and accounting requirements in a timely fashion.

               i. The previously named corporate  officers will be beneficiaries
of an incentive  stock  option plan  enabling  them to purchase  common stock at
prices to be determined  utilizing generally accepted standards for such awards.
Outside  directors  are  expected  to join  this  Board  and  will  be paid  for
attendance  at each  board  meeting.  Employee  board  members  will  receive no
payment.  Outside  directors  will also be provided  stock option  opportunities
through a stock option plan

               ii. Century  Pacific Debtor shall indemnify new board members and
newly appointed  corporate officers from any pre petition acts by its directors,
stockholders or officers.

          e. All operating  interim  revenues of Century Pacific  Debtor,  after
expenses  and sums to be paid  pursuant  to this Plan,  shall be  reinvested  in
Century Pacific debtor or its affiliates during the period of this Plan.

     2. Global Debtor:

          a.  Ronald E.  Warnicke  and Robert C.  Warnicke  will be the  initial
officers and  directors.  Each is an attorney in good  standing with the Arizona
State Bar Association.  No salaries have been paid nor will be paid until assets
are acquired after confirmation.

          b.  Management  has agreed to comply with all  Securities and Exchange
Commission  reporting  and  accounting  requirements  in a timely  fashion.  The
corporation  shall  reincorporate  in  Nevada  upon  confirmation  and  prior to
issuance of any stock.

Page 6

<PAGE>
     F. Incorporation in Nevada

          The Global  Debtor shall be  reincorporated  in Nevada as set forth in
paragraph 3-2 of the Disclosure  Statement.  Global II and Global III shall each
be  incorporated  in Nevada with the same  officers and  directors as the Global
Debtor.  Stock in  Global  II and  stock in  Global  III  shall be issued to the
shareholders  of the  Global  Debtor in the same  proportions  as for the Global
Debtor.  The stock issued to Tudor  Investrnents  Ltd Profit  Sharing  Trust and
Miller  Capital shall be in exchange for the  administrative  claims rising from
payment  of James  LaGanke  as to Global II and  payment  of Terry A. Dake as to
Global III . Said shares shall be issued as free trading stock  pursuant to 1145
of  the  Bankruptcy   Code,   said  shares  being  issued  in  exchange  for  an
administrative claim, said claims to be paid by Tudor Investments, Ldt. Employee
Profit Sharing Plan

                                       VI.
              MANAGEMENT AND REMUNERATTON OF OFFICERS AND DIRECTORS

     A. CENTURY PACIFIC DEBTOR:

          The following  officers and  directors  are  currently  serving at the
following annual salaries.

          Carlton V. Phillips - President - Chairman        $18,000

          Debtor has no  provisions  in its charter for  non-voting  securities.
Carlton V.  Phillips will remain as Chairman of the Board of Directors and David
L. Hadley will become  President of Company,  as of the  effective  date of this
Plan.

          There shall be no salary paid until the company acquires assets.

     B. GLOBAL DEBTOR:

          There will be no salary  paid  unless and until the  company  acquires
assets.

                                      VII.
               PROVISIONS FOR THE EXECUTION OF THE PLAN WHICH MAY
                AFFECT, ALTER OR MODIFY THE RIGHTS OF ALL CLASSES
                                  AND CLAIMANTS

          A. As of the  effective  date of the Plan.  each  reorganized  company
shall retain and be vested with all of its its respective assets, which shall no
longer be considered  property of the estate,  as defined in 11 U.S.C.  541, and
all of each  Debtor's  assets  shall be free  and  clear of  liens,  claims  and
interest of creditors except as specifically provided in this Plan.


          B. After the  effective  date of the Plan,  each  reorganized  company
shall  continue its business and manage its affairs  without  supervision of the
Bankruptcy  Court  and may enter  into such  agreements  and  transfer,  convey,
encumber,   use  and  lease  its  assets  as  it  deems  appropriate  under  the
circumstances.  without the requirement of seeking  approval from the Bankruptcy
Court.

          C.  The  holders  of  secured  claims  in  any of  the  classes  shall
terminate,  relinquish  and  reconvey,  and shall be deemed to have  terminated,
relinquished  and reconveyed  any security,  beneficial,  or ownership  interest
which they may

Page 7

<PAGE>
have in any of the assets of either  Debtor upon the  payment.  pursuant to this
plan, of the allowed amount of such claims.

          D. The  distributions  to holders of claims  pursuant to this plan are
minimum  distributions  only, and the Debtor shall have the right and discretion
to negotiate and pay in installments the specified sums without penalty.

          E. Upon the effective date of the Plan, unless a stay has been entered
relating to the Order of Confirmation, the automatic stay described in 362(1) of
the Bankruptcy Code shall terminate;  provided,  however. that all creditors and
claimants  shall be enjoined from  continuing  with or commencing  any action or
proceeding against the company as long as the company complies with the terms of
the plan.

          F. All distributions of money under the Plan which are returned by the
Post Office  undelivered  or which cannot be delivered  due to lack of a current
address will be retained by the company in trust in a federally insured bank for
the  distributee;  after the  expiration  of six (6) months from the date of the
first  attempted  distribution,  the  unclaimed  moneys,  stock  and all  future
distributions will vest in the company, fee of any claim by the distributee.

          G. No creditor or claimant, whether secured,  unsecured,  priority, or
nonpriority,  shall be  entitled  to any fine,  penalty,  exemplary  or punitive
damages,  late charges,  default interest, or any other monetary charge relating
to or  arising  from any  default or breach by the Debtor and any claim for such
sums shall be deemed  disallowed  whether or not an objection is filed  thereto.
Creditors with allowed secured claims shall be entitled to reasonable attorneys'
fees and nondefault interest as provided by Section 506 of the Bankruptcy Code.

          H. No  distribution  shall be made  hereunder  or on account of and no
allowed  claim shall  include.  interest  thereon  whether  provided  for in any
agreements after the commencement of the Debtors' Chapter II case, nor shall any
claimant be allowed any costs, expenses, attorneys' fees or awards of securities
except as provided under 506(b) of the Bankruptcy Code.

          I. The Debtor shall maintain insurance on all of its property (if any)
sufficient  to cover the  replacement  value of these  assets and shall keep its
property in good repair, reasonable wear and tear excepted

          J. Upon the entry of the Order of  Confirmation,  the plan  shall bind
the Debtor,  any entity  acquiring or being  distributed  any property under the
Plan, any creditor,  and any equity security holder, whether or not their claims
and interests are impaired  under the plan and whether or not they have accepted
the Plan.

          K. The entry of the Order of  Confirmation  shall  permanently bar the
filing and  asserting of any claims  against the Debtor which arose or relate to
the period of time prior to the date of such confirmation,  which were listed by
the Debtor in its Schedules  and Statement of Affairs filed with the  Bankruptcy
Court or were not  evidenced by timely and proper Proofs of Claim filed with the
Bankruptcy Court.

          L. Upon the entry of an Order of Confirmation, any and all payments to
secured creditors for adequate protection shall be terminated.

          M. If the  Debtor  fails to comply  with the  terms of its  respective
Plan. the holders of claims in any class  materially  harmed thereby may proceed
against  said  Debtor  (and under said  Debtors)  and its  property  in order to
enforce  the plan and  collect  the  obligations  of the  company  hereunder  by
bringing  or taking any  appropriate  action  under  federal  or state  law,  in
Bankruptcy  Court or other court or competent  jurisdiction and in the case or a
secured claimant, in accordance with any applicable and existing mortgage,  deed
of  trust,  security  agreement,  or  other  instrument  evidencing  a  lien  or
encumbrance. No rights shall exist against one Debtor by reason of any post plan
action or default of the other and neither Debtor shall have any  responsibility
for any representations of the other in the Joint Disclosure Statement.

Page 8

<PAGE>
                                      VIII.
                      DISPUTED CLAIMS; OBJECTIONS TO CLAIMS

          The Debtor its  attorneys  and any party in  interest  may file (a) an
objection  to any cIaim,  (b) a motion to  determine  the extent  ,priority,  or
amount of any  secured or other  claim,  or (c) a  complaint  to  determine  the
validity, priority, or extent of a lien or other interest in property. Copies of
all  objections,  motions,  or complaints must be served timely upon the Century
Pacific Debtor's  attorney,  James M. LaGanke,  PC 202 E Earll Drive, Suite 340,
Phoenix, AZ 85012 and upon Global Debtor's President,  Ronald E. Warnicke,  2020
N. Central Avenue, 5th Floor, Phoenix, AZ 85004.

                                       IX.
                              MODIFICATION OF PLAN

          Prior to The Order of Confirmation,  the Debtor may propose amendments
or  modifications  of this  Plan  in  accordance  with  Section  1127(a)  of the
Bankruptcy  Code.  After  confirmation,  the  Debtor  may amend this Plan in the
manner provided by Section 1127(b) of the Bankruptcy  Code. The Bankruptcy Court
may, at any time,  so long as it does not  materially  or  adversely  affect the
interest of the  creditors,  remedy any defects or omissions  or  reconcile  any
inconsistencies in the Plan or in the Order of Confirmation , and in such manner
as may be necessary to carry out the purposes and effect of this Plan

                                       X.
                               EXECUTORY CONTRACTS

          Debtors  reject all exectuory  contracts not  previously  assumed,  or
assumed herein whether or not specifically listed herein. Any entity asserting a
claim  arising in connection  with such a rejection  shall be required to file a
proof  of  claim  relating  thereto  within  10 days of the  entry  of an  order
approving the disclosure statement filed in conjunction with this Plan.

                                       XI.
                            RETENTION OF JURISDICTION

          The Court shall  retain  jurisdiction  over this estate to ensure that
the  purpose and intent of this Plan is carried  out,  to modify  this Plan,  to
correct any defect,  to cure any omission or reconcile  any  inconsistencies  in
this Plan or the order of  confirmation,  to enter any order  necessary to carry
out the  Plan,  to enter an  order  terminating  this  case,  and for any  other
purposes deemed appropriate by the Court.

Page 9



                       [CENTURY PACIFIC CORPORATION LOGO]

     NUMBER                      COMMON STOCK                       SHARES

Century  Pacific  Corporation  has  been  modified  in name to  CENTURY  PACIFIC
FINANCIAL  CORPORATION under the terms of release form Chapter 11 Reorganization
dated July 22, 1998.  Federal Tax ID #,  Delaware  Corporate  File # and CUSIP #
remain the same. Tender of previously issued certificates is unnecessary.

                                                  SEE REVERSE
                                                  FOR CERTAIN    CUSIP
                                                  DEFINITIONS

THIS CERTIFIES THAT





is the record holder of

FULLY PAID AND NON-ASSESSABLE SHARES OF THE COMMON STOCK, PAR VALUE $.04 PER
SHARE, OF

                          CENTURY PACIFIC CORPORATION,

transferable on the books of the Corporation by the holder hereof in person or
by duly authorized attorney upon surrender of this Certificate properly
endorsed. This certificate is not valid until countersigned by the Transfer
Agent and registered by the Registrar.

WITNESS the facsimile seal of the Corporation and the facsimile signatures of
its duly authorized officers.

Dated November 6, 1998

Countersigned and registered:           [SEAL]              President


               Authorized Signature                         Secretary





<TABLE> <S> <C>

<ARTICLE> 5
<LEGEND>
THIS  SCHEDULE  CONTAINS  SUMMARY  FINANCIAL   INFORMATION  EXTRACTED  FROM  THE
FINANCIAL STATEMENTS FOR THE 12 MONTHS ENDED SEPTEMBER 30, 1998 AND IS QUALIFIED
IN ITS ENTIRETY BY REFERENCE TO SUCH FINANCIAL STATEMENTS.
</LEGEND>
       
<S>                             <C>
<PERIOD-TYPE>                   YEAR
<FISCAL-YEAR-END>                          SEP-30-1998
<PERIOD-START>                             OCT-01-1997
<PERIOD-END>                               SEP-30-1998
<CASH>                                               0
<SECURITIES>                                         0
<RECEIVABLES>                                        0
<ALLOWANCES>                                         0
<INVENTORY>                                          0
<CURRENT-ASSETS>                                     0
<PP&E>                                               0
<DEPRECIATION>                                       0
<TOTAL-ASSETS>                                       0
<CURRENT-LIABILITIES>                          508,933
<BONDS>                                              0
<PREFERRED-MANDATORY>                                0
<PREFERRED>                                          0
<COMMON>                                       532,676
<OTHER-SE>                                 (1,041,609)
<TOTAL-LIABILITY-AND-EQUITY>                   508,953
<SALES>                                         42,855
<TOTAL-REVENUES>                                     0
<CGS>                                                0
<TOTAL-COSTS>                                        0
<OTHER-EXPENSES>                                43,233
<LOSS-PROVISION>                                     0
<INTEREST-EXPENSE>                                   0
<INCOME-PRETAX>                                  (378)
<INCOME-TAX>                                         0
<INCOME-CONTINUING>                                  0
<DISCONTINUED>                                       0
<EXTRAORDINARY>                                      0
<CHANGES>                                            0
<NET-INCOME>                                     (378)
<EPS-BASIC>                                          0
<EPS-DILUTED>                                        0
        

</TABLE>