<DOCUMENT>
<TYPE>SB-2/A
<SEQUENCE>1
<FILENAME>doc1.txt
<TEXT>


       As filed with the Securities and Exchange Commission on May 13, 2003
                                           Securities Act File No. 333-103294

                     U.S. SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C.  20549

                                   FORM SB-2/A
                                   AMENDMENT 1
                             REGISTRATION STATEMENT
                                      UNDER
                           THE SECURITIES ACT OF 1933

                        DENALI CONCRETE MANAGEMENT, INC.
             (Exact name of registrant as specified in its charter)

               Nevada                      3273                  88-0445167
 (State or other jurisdiction of     (Primary Standard         (IRS Employer
  incorporation or organization)  Industrial Classification  Identification No.)
                                       Code Number)


                        300 East 54th Avenue, Suite 200
                              Anchorage, AK 99513
                                 (907) 770-3709
          (Address and telephone number of principal executive offices
                        and principal place of business)

                            Spencer R. ("Ray") Martin
                        Denali Concrete Management, Inc.
                         300 East 54th Avenue, Suite 200
                               Anchorage, AK 99513
                                 (907) 770-3709
            (Name, address and telephone number of agent for service)

                          Copies of Communications to:
                                Roger V. Davidson
                    Ballard, Spahr, Andrews & Ingersoll, LLP
              1225 17th Street, Suite 2300, Denver, Colorado 80202
                                 (303) 292-2400

     Approximate  date  of  commencement of proposed sale to public:  as soon as
practicable  after  the  registration  statement  becomes  effective.

If this form is filed to register additional securities for an offering pursuant
to Rule 462(b) under the Securities Act, please check the following box and list
the  Securities  Act  registration  statement  number  of  the earlier effective
registration  statement  for  the  same  offering.  [  ]

If  this  form is a post-effective amendment filed pursuant to Rule 462(c) under
the  Securities  Act,  check  the  following  box  and  list  the Securities Act
registration  statement  number  of the earlier effective registration statement
for  the  same  offering.  [  ]


<PAGE>

If  this  form is a post-effective amendment filed pursuant to Rule 462(d) under
the  Securities  Act,  check  the  following  box  and  list  the Securities Act
registration  statement  number  of the earlier effective registration statement
for  the  same  offering.  [  ]

If  delivery  of  the  prospectus  is  expected to be made pursuant to Rule 434,
please  check  the  following  box.  [  ]


<TABLE>
<CAPTION>

                            CALCULATION OF REGISTRATION FEE

               Title and                        Proposed Maximum
           Amount of Securities                Aggregate Offering        Amount of
            to Be Registered(1)                       Price         Registration Fee(2)
---------------------------------------------  -------------------  --------------------
<S>                                            <C>                  <C>

400,000 Shares $0.001 par value common stock.  $           200,000  $                 19
---------------------------------------------  -------------------  --------------------
TOTAL . . . . . . . . . . . . . . . . . . . .  $           200,000  $                 19
---------------------------------------------  -------------------  --------------------
</TABLE>

(1)     In  the  event  of  a stock split, stock dividend or similar transaction
involving the Registrant's common stock, in order to prevent dilution the number
of shares registered pursuant to this Registration Statement automatically shall
be  increased  to  cover the additional shares in accordance with Rule 416 under
the  Securities  Act.

(2)     Calculated  under  Section  6(b)(2) of the Securities Act as $.000092 of
the  aggregate  offering  price.

     The  Registrant  hereby  amends this Registration Statement on such date or
dates as may be necessary to delay its effective date until the Registrant shall
file  a  further  amendment  which  specifically  states  that this Registration
Statement  shall  thereafter become effective in accordance with Section 8(a) of
the  Securities  Act  of  1933,  as amended, or until the Registration Statement
shall  become  effective on such date as the Commission, acting pursuant to said
Section  8(a),  may  determine.


                                        2
<PAGE>

THE INFORMATION CONTAINED IN THIS PROSPECTUS IS NOT COMPLETE AND MAY BE CHANGED.
WE MAY NOT SELL THESE SECURITIES UNTIL THE REGISTRATION STATEMENT FILED WITH THE
SECURITIES  AND  EXCHANGE  COMMISSION  IS  EFFECTIVE.  THIS PROSPECTUS IS NOT AN
OFFER  TO  SELL  THESE  SECURITIES  AND  IS NOT SOLICITING AN OFFER TO BUY THESE
SECURITIES  IN  ANY  STATE  WHERE  THE  OFFER  OR  SALE  IS  NOT  PERMITTED.

                                   PROSPECTUS


                       $50,000 MINIMUM / $200,000 MAXIMUM
                        DENALI CONCRETE MANAGEMENT, INC.

                                  COMMON STOCK

     This  is our initial public offering.  We are offering a minimum of 100,000
and  a  maximum of 400,000 shares of common stock.  The public offering price is
$0.50  per  share.  No  public  market  exists  for  our  shares.

     SEE  "RISK  FACTORS" BEGINNING ON PAGE 2 FOR CERTAIN INFORMATION YOU SHOULD
CONSIDER  BEFORE  YOU  PURCHASE  THE  SHARES.

     NEITHER  THE  SECURITIES  AND  EXCHANGE COMMISSION NOR ANY STATE SECURITIES
COMMISSION  HAS  APPROVED  OR  DISAPPROVED  OF THE SECURITIES OR PASSED UPON THE
ACCURACY  OR ADEQUACY OF THIS PROSPECTUS.  ANY REPRESENTATION TO THE CONTRARY IS
A  CRIMINAL  OFFENSE.

     The  shares  are  offered on a minimum/maximum, best efforts basis directly
through  Mr.  Ray  Martin,  our  officer  and  director.  No commission or other
compensation  related to the sale of the shares will be paid to Mr. Martin.  The
proceeds  of  the  offering  will  be  placed  and  held in an escrow account at
Brighton  Bank,  N.A.  until  a  minimum of $50,000 in cash has been received as
proceeds  from sale of shares.  If we do not receive the minimum proceeds within
90  days  from  the  date of this prospectus, unless extended by us for up to an
additional  30  days,  your  investment will be promptly returned to you without
interest  and  without  any deductions.  This offering will expire 30 days after
the  minimum  offering  is  raised.  We may terminate this offering prior to the
expiration  date.

<TABLE>
<CAPTION>

               Price to Public   Commissions   Proceeds to Company(1)
<S>            <C>               <C>           <C>
Per Share . .  $           0.50  $        -0-  $                  0.50

Minimum . . .  $         50,000  $        -0-  $                50,000

Maximum . . .  $        200,000  $        -0-  $               200,000
</TABLE>

(1)  Before deducting expenses of the offering payable by us which are estimated
to  total  $35,000.


                  The date of this Prospectus is, _____________


<PAGE>

                                PROSPECTUS  SUMMARY

ABOUT  OUR  COMPANY

     Denali  Concrete  Management, Inc. was originally incorporated in the State
of  Nevada  on  December  10,  1999 under the name Bridge Capital.com, Inc.  The
Company changed it's name to Denali Concrete Management in March 2001.  We are a
concrete  placement  company  specializing in providing concrete improvements in
the  road  construction  industry.  Denali  operates  primarily  in  Anchorage,
Alaska  placing  curb  &  gutter,  sidewalks  and  retaining  walls  for  state,
municipal  and  military  projects.

     We  will  be  competing  with  a  large  number  of  concrete placement and
construction  companies.  The  concrete  placement industry is highly fragmented
and  competitive,  with  several  national concrete companies as well as a large
number  of  smaller  independent  businesses  serving local and regional markets

     We  provide  our  customers  with  a  broad  range  of concrete improvement
services  without  committing  significant  capital  to  the  acquisition  and
maintenance  of an extensive asset base.  Our relatively low capital and working
capital  requirements  and  variable  cost  structure  should  enable  us  to be
competitive.

       In  April 2001, we implemented our operating plan by offering concrete
improvement  services.  For  the  12  months  ended  December  31, 2002, we have
generated  revenues  of  $1,198,531  and  had  a  net income of $40,383 from our
operations.  The  proceeds  from  this  offering  are  needed so we can continue
operations  and  implement  our growth and marketing plan. We intend to actively
pursue  contracts  for  providing  concrete  improvement  services.

     Our  principal executive offices are located at 300 East 54th Avenue, Suite
200,  Anchorage,  Alaska  99513.  Our  telephone  number  is  (907)  770-3709.


ABOUT  OUR  OFFERING

      We are offering a minimum of 100,000 and a maximum of 400,000 shares of
common  stock.  Upon  completion  of the offering, we will have 6,470,430 shares
outstanding  if  the  minimum  is  sold  and 6,770,430 shares outstanding if all
shares  offered  are  sold. We will use the proceeds from the offering to lease,
maintain  and  purchase equipment and if we raise more than the minimum offering
we  will  implement  our  marketing  and  advertising  plan.

                                  RISK  FACTORS

     Investing  in  our  stock  is  very  risky and you should be able to bear a
complete  loss  of  your  investment.

      DENALI CONCRETE MANAGEMENT, INC. HAS ONLY LIMITED OPERATING HISTORY AND
THERE  IS NO ASSURANCE WE WILL CONTINUE TO BE PROFITABLE OR THAT YOUR INVESTMENT
WILL  HAVE  FUTURE  VALUE.  Although  our  management has past experience in the
concrete  industry,  Denali  is  a new business and investment in our company is
risky.  We  have  limited  operating  history so it will be difficult for you to
evaluate an investment in our stock. For the 12 months ended September 30, 2002,
we  had  revenue of $1,198,531 and a net income of $40,383. We cannot assure you
that  we  will continue to be profitable. Since we have not proven the essential
elements  of profitable operations, you will be furnishing venture capital to us
and  will  bear the risk of complete loss of your investment in the event we are
not  successful.

       IF  WE DO NOT RAISE MONEY THROUGH THIS OFFERING, IT IS UNLIKELY WE CAN
IMPLEMENT  OUR  MARKETING  AND  GROWTH PLAN. As of December 31, 2002, Denali had
cash  of $24,020 and receivables of $169,101. Our liabilities were $58,227 as of
December  31,  2002. We are devoting substantially all of our present efforts to
establishing a new business and need the proceeds from this offering to continue
our  business  and sell our concrete services. We started our current operations
in April of 2001. If we cannot raise money through this offering, we may have to


                                        1
<PAGE>

seek  other sources of financing or we may be forced to limit our business. Even
if  we  raise  the  minimum amount of this offering, we may find it necessary to
raise  additional  capital  to  fully  implement  our business plan. There is no
assurance  that additional sources of financing will be available at all or at a
reasonable  cost.

     IF  WE  WERE  UNABLE TO RETAIN EXISTING OR OBTAIN NEW CLIENTS, OUR REVENUES
AND  OPERATIONS  WILL  BE  SEVERELY  IMPAIRED.  We  must  obtain new clients and
extend  or  renew  existing  client  contracts  on  favorable  terms  to  be
successful.  Our  existing  clients  are  those  clients  our  management  has
had  a  previous relationship with and we do not have any formal arrangements in
place  with these clients.  If we do not succeed in maintaining existing clients
and  obtaining  new clients,  our  revenues  and  results  of operations will be
adversely  affected.

     WE  OPERATE IN A VERY COMPETITIVE BUSINESS ENVIRONMENT THAT COULD ADVERSELY
AFFECT  OUR  ABILITY  TO  OBTAIN  AND MAINTAIN CLIENTS. The concrete industry is
highly  fragmented  and competitive, with several national concrete companies as
well  as  a  large  number  of  smaller independent businesses serving local and
regional  markets.  The  majority  of our competitors have greater financial and
other  resources  than  we  do.  Many  of our competitors also have a history of
successful  operations  and  an  established  reputation  within  the  industry.
Contracts  in  the  concrete  placement service industry are generally gained or
renewed  through  a  competitive bidding process. Some of our competitors may be
prepared  to  accept  less  favorable fee structures than us when negotiating or
renewing contracts. Our inability to be competitive in obtaining and maintaining
clients  would  have  a  material  adverse effect on our revenues and results of
operations.

     WE  DEPEND  ENTIRELY ON OUR EXECUTIVE OFFICER TO IMPLEMENT OUR BUSINESS AND
LOSING  THE  SERVICES OUR EXECUTIVE OFFICER WOULD ADVERSELY AFFECT OUR BUSINESS.
Denali  is  in  the development stage and requires the services of our executive
officer  to  become  established.  We  have  no  employment  agreements with our
executive  officer.  If  we  lost  the  services of our executive officer, it is
questionable  we  would  be able to find a replacement and our business would be
adversely  affected.

     WE  ARE  DEPENDENT  UPON  THIRD PARTIES FOR CONCRETE EQUIPMENT AND SERVICES
ESSENTIAL  TO  OPERATE OUR BUSINESS. We rely on third parties to lease equipment
to  us  and  provide  driving  services necessary for our operations. There have
historically  been  periods  of  equipment  shortages  in the concrete industry,
particularly  in a strong economy. In the event we lose our current lease or are
unable  to  secure  another  lease on equipment, our operations will be severely
impacted.  Further,  if  we  receive insufficient concrete equipment or services
from  these third parties to meet our customers' needs, our business, results of
operations  and  financial  position  could  be  materially  adversely affected.

     OUR  RELIANCE  ON  EMPLOYEES  COULD REDUCE OUR OPERATING CONTROL AND WE MAY
HAVE  TROUBLE ATTRACTING AND RETAINING EMPLOYEES. We rely on the services of our
employees. We also face potential difficulties attracting employees during times
when  concrete services are in high demand. Our business is seasonal and we rely
on  our  employees  to  return  to  work  at  the  beginning of each new season.
Typically  our  employees are hired on a seasonal basis without formal contract.
We do  not  currently have any formal written agreements with any employees.  We
cannot  assure that we will be successful in retaining current employees or that
any  employees  who  terminate  their  employment  with  us  can  be  replaced.

     IF  WE CANNOT PASS ON ANY INCREASED COSTS TO OUR CUSTOMERS, OUR NET PROFITS
WILL  DECREASE.  Economic  recession,  customers  business  cycles, increases in
prices  charged  by third parties, interest rate fluctuations and other economic
factors  over which we have no control may adversely effect our business. We may
not  be able to pass through to our customers the full amount of increased costs
or  if passed through to our customers we may not be able to competitively price
our  services.

     WE  ARBITRARILY  DETERMINED OUR OFFERING PRICE.   The offering price of the
shares  was  arbitrarily determined by our management.  The offering price bears
no  relationship  to  our  assets,  book  value,  net worth or other economic or


                                        2
<PAGE>

recognized criteria of value.  In no event should the offering price be regarded
as  an  indicator  of any future market price of our securities.  In determining
the  offering  price,  we  considered  such  factors  as  the  prospects for our
products,  our  management's previous experience, our historical and anticipated
results  of  operations  and  our  present  financial  resources.

     OUR  STOCK  WILL  BE  SUBJECT  TO  THE  PENNY  STOCK  RULES  WHICH  IMPOSES
SIGNIFICANT  RESTRICTIONS ON THE BROKER-DEALERS AND MAY AFFECT THE RESALE OF OUR
STOCK.  If  our  stock  is ever permitted to trade, we will likely be subject to
rules  relating  to  the  trading of penny stocks.  A penny stock is generally a
stock  that

     -  is  not  listed  on  a  national  securities  exchange  or  Nasdaq,
     -  is  listed  in  "pink  sheets"  or  on  the  NASD  OTC  Bulletin  Board,
     -  has  a  price  per  share  of  less  than  $5.00  and
     -  is  issued  by  a company with net tangible assets less than $5 million.

     The penny stock trading rules impose additional duties and responsibilities
upon broker-dealers and salespersons effecting purchase and sale transactions in
common  stock  and  other  equity  securities,  including

     -  determination  of  the  purchaser's  investment  suitability,
     -  delivery  of  certain  information and disclosures to the purchaser, and
     -  receipt  of  a  specific  purchase agreement from the purchaser prior to
effecting  the  purchase  transaction.

     Many broker-dealers will not effect transactions in penny stocks, except on
an  unsolicited basis, in order to avoid compliance with the penny stock trading
rules.  Because  our  common  stock is subject to the penny stock trading rules,

     -    such  rules may materially limit or restrict the ability to resell our
          common  stock,  and

     -    the  liquidity  typically associated with other publicly traded equity
          securities  may  not  exist;  and

     -    such  rules  because  it  may affect an investor's ability to sell the
          stock,  may  also  have  a  depressive  effect  on  your  stock price.

       SHARES  OF  STOCK  THAT  ARE ELIGIBLE FOR SALE BY OUR STOCKHOLDERS MAY
DECREASE  THE  PRICE OF OUR STOCK. Upon completion of the offering, we will have
6,470,430  shares  outstanding  if  the  minimum  is  sold  and 6,770,430 shares
outstanding  if  the  maximum  is  sold,  of which 100,000 shares will be freely
tradable  if the minimum is sold or 400,000 if the maximum is sold and 6,370,430
shares that are restricted shares but may be sold under Rule 144 commencing once
a  market  commences  on  the  OTCBB  or  the "Pink Sheets". If the holders sell
substantial  amounts  of  our  stock,  then  the market price of our stock could
decrease.

     MR.  RAY  MARTIN AND RAY SMITH, AN AFFILIATE OF THE COMPANY, CONTROL DENALI
CONCRETE  MANAGEMENT,  INC.  WHICH LIMITS YOUR ABILITY TO DIRECT OUR ACTIVITIES.
Messrs. Martin and Smith own and control a majority of our outstanding stock and
will  continue  to  hold  a  majority  of the stock after this offering.  As the
majority shareholders, Messrs. Martin and Smith control all shareholder votes as
well  as  the composition of the board and management.  Messrs. Martin and Smith
may not necessarily vote in a manner consistent with that of other shareholders.

                           FORWARD-LOOKING  STATEMENTS

     You  should carefully consider the risk factors set forth above, as well as
the  other  information  contained  in this prospectus. This prospectus contains
forward-looking  statements  regarding  events, conditions, and financial trends
that may affect our plan of operation, business strategy, operating results, and
financial  position.  You  are cautioned that any forward-looking statements are
not guarantees of future performance and are subject to risks and uncertainties.


                                        3
<PAGE>

Actual  results  may  differ  materially  from  those  included  within  the
forward-looking statements as a result of various factors. Cautionary statements
in  this  "Risk  Factors"  section  and  elsewhere  in  this prospectus identify
important  risks  and  uncertainties,  such  as  loss  of significant customers,
increased  costs  which cannot be passed through to our customers, our inability
to  raise  adequate  financings  to  finance operations and others affecting our
future,  which  could  cause  actual  results  to  differ  materially  from  the
forward-looking  statements  made  in  this  prospectus.



                          DILUTION  AND  COMPARATIVE  DATA

       At  December 31, 2002, we had a net tangible book value which is total
assets less total liabilities of $144,972 or a net tangible book value per share
of  approximately  $0.023. The following table shows the dilution to your equity
interest  without taking into account any changes in our net tangible book value
after  December  31,  2002,  except  the  net proceeds received from our limited
offering  and  sale  of  the  minimum and maximum number of shares offered.



<TABLE>
<CAPTION>

                                                  ASSUMING MINIMUM    ASSUMING MAXIMUM
                                                    SHARES SOLD         SHARES SOLD

<S>                                              <C>                 <C>
Shares Outstanding. . . . . . . . . . . . . . .          6,470,430           6,770,430

Net tangible book value per share before the
offering. . . . . . . . . . . . . . . . . . . .  $           0.023   $           0.023

Public offering proceeds at $0.50 per share
(after expenses). . . . . . . . . . . . . . . .  $          15,000   $         165,000

Pro forma net tangible book value after the
offering. . . . . . . . . . . . . . . . . . . .  $         159,972   $         309,972

Per share increase attributable to Purchase of
shares by new investors . . . . . . . . . . . .  $           0.003   $           0.024

Pro forma net tangible book value per share
after offering. . . . . . . . . . . . . . . . .  $           0.025   $           0.046

Dilution per share to new investors . . . . . .  $           0.475   $           0.454

Percent dilution. . . . . . . . . . . . . . . .                 95%                 91%
</TABLE>


       The  following  table summarizes the comparative ownership and capital
contributions  of  existing  common  stock  shareholders  and  investors in this
offering  as  of  December  31,  2002:

<TABLE>
<CAPTION>

                                     Total  Consideration
                      Shares  Owned                        Average  Price
                       Number        %      Amount         Per Share

<S>                   <C>            <C>     <C>           <C>
Present Shareholders
  Minimum Offering .  6,370,430       100.0  $133,905      $     .021
  Maximum Offering .  6,470,430        27.2   183,905            .028
                      6,770,430        59.9   333,905            .049
New Investors
  Minimum Offering .    100,000         1.6  $ 50,000      $      .50
  Maximum Offering .    400,000         5.9   200,000             .50
</TABLE>


       The  numbers  used  for  Present Shareholders assumes that none of the
present shareholders purchase additional shares in this offering. Of our Present
Shareholders,  the  founders and principal shareholders own 6,005,000 shares for
which  they  paid $6,005, while 365,430 shares were sold to accredited investors
for  a  total  of  $127,900.


                                        4
<PAGE>

       The  above table illustrates that as an investor in this offering, you
will  pay  a price per share that substantially exceeds the price per share paid
by  current  shareholders  and that you will contribute a high percentage of the
total amount to fund Denali, but will only own a small percentage of our shares.
New  investors  will  contribute $50,000 if the minimum is raised or $200,000 if
the  maximum  offering  is  raised,  compared to $133,905 contributed by current
shareholders.  Further,  if  the  minimum is raised, new investors will own only
1.6%  of  the  total  shares and if the maximum is raised new investors will own
only  5.9%  of  the  total  shares.


                                USE OF PROCEEDS

       The  net  proceeds  to  be  realized  by  us from this offering, after
deducting  estimated  offering  related  expenses  of  approximately  $35,000 is
$15,000  if  the  minimum  number  of shares is sold and $165,000 if the maximum
number  of  shares  is  sold.

     The following table sets forth our estimate of the use of proceeds from the
sale  of  the  minimum  and  maximum amount of shares offered.  Since the dollar
amounts  shown  in the table are estimates only, actual use of proceeds may vary
from  the  estimates  shown.


<TABLE>
<CAPTION>

Description                       Assuming Sale of   Assuming Sale of
                                  Minimum Offering   Maximum Offering

<S>                               <C>                <C>
Total Proceeds . . . . . . . . .  $          50,000  $         200,000
Less Estimated Offering Expenses             35,000             35,000

Net Proceeds Available . . . . .             15,000            165,000

Use of Net Proceeds
  Equipment lease, maintenance .              5,000             55,000
    and purchase
  Advertising. . . . . . . . . .                  0             20,000
  Working capital. . . . . . . .             10,000             90,000

TOTAL NET PROCEEDS . . . . . . .  $          15,000  $         165,000
</TABLE>


     The  working  capital reserve may be used for general corporate purposes to
operate, manage and maintain the current and proposed operations including wages
and  salaries, professional fees, expenses and other administrative costs. Costs
associated  with  being a public company, including compliance and audits of our
financial  statements  will  be paid from working capital and revenues generated
from  our  operations. If we receive less than the entire offering amount, funds
will be applied according to the priorities outlined above. For example, if more
than  the  minimum is raised but less than the maximum amount, the proceeds will
first be allocated according to the minimum amount and an excess will be applied
40%  to  equipment  lease  and  maintenance,  20% to advertising and the balance
applied  to  working  capital.  Pending  expenditures  of  the  proceeds of this
offering,  we  may  make  temporary investments in short-term, investment grade,
interest-bearing  securities,  money  market  accounts,  insured certificates of
deposit  and/or  in  insured  banking  accounts.

                           DETERMINATION  OF  OFFERING  PRICE

     The  offering  price  of  the  shares  was  arbitrarily  determined  by our
management.  The offering price bears no relationship to our assets, book value,
net worth or other economic or recognized criteria of value.  In no event should
the offering price be regarded as an indicator of any future market price of our
securities.


                                        5
<PAGE>


                             DESCRIPTION  OF  BUSINESS

GENERAL

     Denali  Concrete  Management, Inc. was originally incorporated in the State
of  Nevada  on  December  10,  1999 under the name Bridge Capital.com, Inc.  The
Company changed it's name to Denali Concrete Management in March 2001.  We are a
concrete  placement  company  specializing in providing concrete improvements in
the  road  construction industry. Denali operates primarily in Anchorage, Alaska
placing  curb  &  gutter, sidewalks and retaining walls for state, municipal and
military  projects.

OUR  BUSINESS

     Our  initial  focus will be providing concrete improvements services in and
around  the  Anchorage  area.  Strategically  located in a fast developing city,
Anchorage,  we  intend  on  working  toward  establishing a steady clientele and
orders  for  our  services.  We  will  also  actively  seek  other  concrete and
construction  companies  that  are  interested  in  outsourcing  their  concrete
improvements needs.  Our primary interest is in placing curb & gutter, sidewalks
and  retaining  walls  for  state,  municipal  and  military  projects.

     Our  current  operations include concrete improvements services for several
ongoing  projects.  We are also placing curb and gutter for several construction
projects  in  central  Anchorage  area.

THE  CONCRETE  INDUSTRY

Cement  and  concrete  are  key  components  of  both commercial and residential
construction  in  North  America.  Cement and Concrete industries are remarkably
large.  According to "Cement and Concrete: Environmental Considerations" article
in Environmental Building news, there are approximately 210 cement plants in the
U.S.  and  4,000 to 5,000 ready mix plants (where cement is mixed with aggregate
and  water  to produce concrete). The Portland Cement Association estimates that
U.S.  cement  consumption  has  averaged between 75 and 90 million tons per year
during  the  last  decade.

According to the US Geological Survey, bolstered by continued low interest rates
and higher levels of public spending, particularly on highways, the construction
market  in  1999  continued strong and again generated record consumption levels
for  cement.  The  increased  demand  was  met  by  a small increase in domestic
production  and  a  very  large  increase  in imports. One new cement plant came
on-line  in  Florida  towards  yearend  and several other plants continued to be
engaged  in  projects  to  upgrade their capacities. In 1999, about 81.5 million
tons  of portland cement and 4.0 million tons of masonry cement were produced at
a  total  of  115 plants, spread among 37 States, by 1 State agency and about 40
companies.  The  ex-plant  value of production, excluding Puerto Rico, was about
$7.4  billion,  and  the  dominant  portland  cement  component was used to make
concrete  worth  at  least  $30   billion.

Total  domestic cement consumption (sales) reached new record levels. There were
106 plants making clinker -- the main intermediate product in cement manufacture
-  with  a total calculated annual production capacity of about 83 million tons.
Together  with  seven  other  facilities  just  for  grinding  clinker  produced
elsewhere,  total  finished  cement  (grinding)  capacity at yearend amounted to
about  95  million  tons.

The  top  five  cement  companies together accounted for about 41% of total U.S.
clinker  production  and  capacity, and the top 10 companies accounted for about
62%.  In  terms  of  use,  cement manufacturers sold about 70% of their portland
cement  output  to  ready-mixed concrete producers; 12% to producers of concrete
products,  such  as  block, pipe, and precast slabs; 11% to contractors (largely
for  road  paving);  4%  to  building  material dealers; and 3% to miscellaneous
users.


                                        6
<PAGE>

OPERATING  STRATEGY

     Concrete  preparation  and  placement  includes  the  forming  for  various
structures,  construction  of  the  reinforcement  grids  and  the  placing  and
finishing  of  the  concrete.  More  specifically,  it  includes  the process of
producing the proper forms, site preparation, filling the forms with concrete of
the correct specification, allowing time for necessary curing, removal of forms,
and  surface  finishing.  The  above  process  applies  to projects as simple as
construction  of  a walkway 6 inches thick containing only reinforcing wire to a
project  as  complex  as  the  construction  of piers for a bridge that requires
extensive  engineering  and site preparation. Pre-fabricated reinforced concrete
shapes  such  as  bridge  beams  that  are produced in a factory setting are not
addressed  in  this  guide  since  it  is considered a manufacturing rather that
construction  process.

     Concrete  forms  used  in the construction industry tend to be custom built
and  discarded  after  use,  but the high labor cost has produced a trend toward
standardized  and  reusable  forms.  In  the  latter  type  of  concrete  work,
careful  supervision  may  be  provided  by  the  customer  as  well  as
governmental  and  regulatory  authorities.

     Concrete  placing  and  finishing  is  labor intensive especially where the
shapes, size, or distances are unique. However, some kinds of concrete placement
use  a  surprising  amount of sophisticated equipment for high speed production.
Sometimes concrete is sprayed on a form to produce a vessel of some type such as
a  swimming  pool.  This process is called pneumatic mortar or guniting. Another
kind  of concrete construction found frequently is tilt wall construction, where
concrete  wall sections are formed in simple forms at the job site and raised to
the  vertical  position  to  form  walls  that  may  or may not be load bearing.

     Concrete  pumps are used in a construction setting when the designated area
needing  concrete  cannot  be  accessed  by  a ready mix concrete truck. Special
equipment  such  as  a  pumper trucks may be used, for example, where the ground
circling  a  residential  foundation form is inaccessible to mixer trucks due to
soft  ground,  etc. , or where the cement must be placed behind other structures
such as a backyard patio. Pumpers are also used for parking lots and multi-story
commercial  buildings.  However,  there  is  limitation  on  lift  distance  of
approximately 120 feet in height depending on the type of "mud" (concrete) being
pumped.  Cranes  and  buckets must be used for sky scrapers of extreme height. A
concrete  pumper  is  a piece of equipment that is usually pulled behind another
vehicle. Hoses of various sizes can be attached to it depending on the job being
performed  and  the  type of "mud" being pumped. We use a Gomaco curb machine to
place  80%  of  all  of our curb and gutter. The machine is a 1998 series and is
capable  of  placing  up to 500 feet of 12" curb per hour. The average placement
rate  is  closer  to 150 feet per hour due to the type of projects that are most
prevalent  in  the  Anchorage  area.

     The  other  equipment  used in the course of our work are tools for forming
and  finishing  concrete.  These  are primarily hand tools that are used on each
project  to  place  forms  and  concrete  for sidewalks, walls and some curb and
gutter.  The  Company  does  prefabricate forms for walls whenever practical. We
also have commercial forms made of metal to assist in the placement of sidewalks
and  some  curb  and  gutter.

     The  Company  purchases  most  of  the  concrete it uses from two Anchorage
suppliers.  Klondike  Concrete  furnishes most of the concrete for projects that
are  constructed  in  north  and  east  Anchorage  and  northeasterly outside of
Anchorage. Anchorage Sand and Gravel furnishes the concrete for south Anchorage.
Both  of these companies provide good service and between the two have been able
to  provide  us  with  concrete  when  it  was  required.


                                        7
<PAGE>


CONCRETE  INDUSTRY  IN  ALASKA

     Five  concrete  companies  operate  in  the Anchorage area with two of them
headquartered  in  Washington  state.  Based  on potential contract assignments,
Denali Concrete Management, Inc. can become  the largest such company to operate
out  of  Alaska.  According to a research performed by the Company's management,
these  five  companies  do 80% of the curb & gutter and sidewalk work in Alaska,
with  most  of  the concrete work done in Anchorage. We plan to initially target
the  Anchorage market with a goal to acquire contracts to cover up to 40% of the
concrete  work  in  Anchorage.

OPERATING  STRATEGY

     Our  operating  strategy  is  to  provide high quality concrete improvement
services that position us as a preferred contractor in Alaska. We do not compete
primarily  on a price basis, but on a price and quality basis. We seek to effect
this strategy by providing reliable, time-definite services. An important factor
in our ability to effect this strategy is the ready availability of material and
employees.  We are concentrating on better scheduling procedures, allowing us to
have  a  more  productive  work  force.

     Most  of our work is for smaller projects that are limited in scope of work
to be performed and time. Almost all projects are bid competitively. Many of our
projects  are  for  the  Alaska  Department  of  Transportation, but we act as a
subcontractor  to  the  general  contractor.

     We  believe  that  our operating strategy will position us to capitalize on
evolving  trends  in the concrete industry.  Municipal and Military projects are
reducing  their number of approved concrete contractors to a small group of core
companies.  As  a  small  company  with the capability to also offer competitive
pricing  and quality services, we are well-situated to capitalize on this trend.

BUSINESS  CYCLE

     Historically,  sectors  of  the  concrete  industry have been cyclical as a
result of economic recession, customers' business cycles, increases in prices in
materials and in prices charged by third-parties, interest rate fluctuations and
other  economic  factors  over  which  we  have  no  control.  Increased
operating  expenses  incurred  by  us  as  a  result  of  increased  cost  of
material can be expected  to  result in higher costs to us, and our net revenues
and  income  from  operations  could  be  materially  adversely  affected  if we
were  unable  to  pass  through  to  our  customers the full amount of increased
material costs. Economic recession  or  a  downturn  in  our customers' business
cycles  also  could have a material  adverse  effect  on  our  operating results
if the volume of orders by those  customers  were reduced.  Further, the cost of
attracting  and  maintaining  employees  rises  as  a result of adverse economic
changes  will result in higher cost  to  us  if  we  are  unable  to  pass  this
cost  through  to  our  customers.

PRINCIPAL  CUSTOMERS

     Summit  Alaska,  Inc.,  Wilder Construction, Construction Unlimited and TAM
Construction,  all  of  Anchorage, Alaska, each account for more than 10% of the
Company's  revenue  at  present on a recurring, annual basis.  While the loss of
any  of  these  accounts would have a temporary negative impact on the Company's
business  revenue  and  profits,  our  management  believes that such a negative
impact  would  be  temporary and the work could be replaced with existing or new
customers  due  to  our  favorable  competitive  pricing  structure.


                                        8
<PAGE>

COMPETITION

     The  concrete  placement  services  industry  is  highly  competitive  and
fragmented.  Our  business  competes  primarily  against  other  domestic
non-asset-based  and  asset based concrete and masonry companies. Competition is
based  primarily  on  rates,  quality  of  service, such as quality of material,
on-time  project  completion,  and  scope  of  operations.

     There  are  a  number of other concrete and masonry companies that may have
substantially  greater  financial resources, operate more equipment or have more
existing  customers than we do.  Our local competition includes A Plus Concrete,
M&M  Contractors  and  Janus  Bros.  Inc.

     Some  of  our  competitors  may  be  prepared  to accept less favorable fee
structures than us when bidding for contracts. There can be no assurance that we
will  be able to compete successfully or that the competitive pressures faced by
us,  including  those  described, will not have a material adverse effect on our
business,  results  of  operations  and  financial  condition.

     We  have  yet to establish our reputation and develop name recognition.  We
intend  to  become  competitive  by  offering better service and prices than our
competitors.

     Our primary emphasis is service, especially to our repeat customers, rather
than  price  alone.  However,  the  industry  in  which  we operate is extremely
price  sensitive  and  we  are  responsive  to  competitive  price  pressures.

     As  a  small  business and to effectively compete with larger companies, we
have  chosen a non-asset based structure.  This provides greater flexibility and
allows  us  to  accept  more jobs without having to purchase or lease additional
equipment.  This  also increases our name recognition in the local market.  When
we  commit  to  a contract with a client for a job that is too large for our own
capacity,  we  may  engage  services  of  several  independent  contractors  for
different  parts  of  the  job.  We  receive  revenue for our concrete placement
service  and  our  total  cost  includes  fees  paid to independent contractors.

     We  also  compete  with  other  concrete  and  masonry  companies in hiring
qualified employees. Although we currently have an adequate number of employees,
there  can  be  no  assurance  that  we  will  not  be affected by a shortage of
qualified  employees  in  the future. Significant employee turnover is a problem
within  the  industry as a whole. In addition, the concrete and masonry industry
is  experiencing  a  diminished  workforce of qualified workers. As a result, we
must  compete  with  other  concrete  service  companies  for  the  employees.
We  anticipate  that  the  intense  competition  for  qualified employees in the
concrete  industry  will  continue.

MARKETING  AND  ADVERTISING

     We  intend  to  market  high  quality,  on-time  services  in  the concrete
improvements  services  market.  Our  operations  are  statewide,  Anchorage  in
particular.  We  are  actively  establishing  a  presence  in  these  regions.

     We  currently have one employee who develops and implements our advertising
strategies,  including identifying clients and developing business relationships
with  local  businesses.  Additionally,  this  person  is  responsible  for
soliciting  advertising  contracts.  We intend to increase the size of our sales
force  as  our  sales and revenues increase. We intend to use print advertising,
direct  mail  and  local  telephone  directories  as our initial advertising and
marketing  methods.

     Our  marketing  strategy  is  to emphasize our commitment to high levels of
service,  flexibility,  responsiveness,  analytical  planning  and  information
management  in  order  to  serve customers' demands for time definite pickup and
delivery. We are seeking to establish, maintain and strengthen our presence with
prospective  customers.


                                        9
<PAGE>

     We  maintain  a  strong  commitment to expanding our relationships with our
customers.  Projects  ordered by repeat customers will be monitored on a regular
basis,  allowing  us  flexibility  in  responding rapidly to the varying service
demands  of  our  customers.

GOVERNMENTAL  REGULATION

     The  concrete  industry  is subject to regulatory oversight and legislative
changes  which  can  affect  the  economics of the industry by requiring certain
operating  practices  or influencing the demand for, and the costs of providing,
services  to  shippers.  Various  state agencies that have jurisdiction over us,
have  broad  powers,  generally  governing  such  matters  as rates and charges,
certain  mergers,  consolidations  and  acquisitions,  and  periodic  financial
reporting.  Rates  and  charges are not directly regulated by these authorities.
State  agencies  impose  tax,  license  and  bonding  requirements.

     Our operations are subject to federal, state and local laws and regulations
concerning the environment. We have not received any notices from any regulatory
authority  relating  to  any  violation  of  any  environmental law and incur no
material costs specifically related to compliance with such laws. Presently, our
only  environmental  requirements  are eliminating release of harmful substances
and  have  required  only  minimal  expense  to  the Company for the purchase of
leak-proof  barrel pallets and the use of petroleum-free cutting compounds, both
of which are readily available, commonly used and of minimal additional expense.
To  date,  we  have  not engaged in any projects that have required dealing with
environmental  restrictions  peculiar  to  the  concrete industry. Should in the
future  an  opportunity  arise  which  would  require compliance with additional
environmental  restrictions,  the  costs  of  compliance with those restrictions
and/or  limitations  would  be taken into consideration when bidding the project
and  be  passed  along  to  either  the  prime  contractor  or  the  owner.

EMPLOYEES

     Mr.  Martin,  our  president,  will  devote  full  time in order to run the
business  of  Denali.  Other  than  our  officer, we currently have 12 full time
employees.  At  present, we do not intend to hire additional full time employees
until  such  time  as  our  operations  require.

PROPERTIES

     Our principal address is 300 East 54th Avenue, Suite 200, Anchorage, Alaska
99513.  Our  president  provides  this  office  space  at no cost to us and will
continue  this  arrangement until such time as we generate sufficient revenue to
rent.

LEGAL  PROCEEDINGS

     We  are  not  a  party  to  any  bankruptcy,  receivership  or  other legal
proceeding,  and to the best of our knowledge, no such proceedings by or against
Denali  have  been  threatened.

  MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF
                                   OPERATIONS

OVERVIEW

Denali  Concrete  Management,  Inc.  was originally incorporated in the State of
Nevada on December 10, 1999 under the name Bridge Capital.com, Inc.  The Company
changed  it's  name  to  Denali  Concrete  Management  in  March 2001.  We are a
concrete  placement  company  specializing in providing concrete improvements in
the  road construction industry.  Denali operates primarily in Anchorage, Alaska
placing  curb  &  gutter, sidewalks and retaining walls for state, municipal and
military  projects.  Our  business  is  a  seasonal business due to harsh winter
conditions in Alaska.  We do very little business between the months of November
and  March.  As  a  small  business  we  have  to compete for contracts, and our


                                       10
<PAGE>

primary  emphasis  is  service,  especially to our repeat customers, rather than
price  alone.  However,  the industry in which we operate is price sensitive and
we  are  responsive to competitive price pressures.  We do not expect any events
or  uncertainties  that are reasonably expected to have a material impact on the
net  sales  or  revenues  or  income  from  continuing operations in the next 12
months.

RESULTS  OF  OPERATIONS

     The  following  table  sets forth for the periods indicated selected income
statement  data  expressed  as  a  percentage  of  revenue:

<TABLE>
<CAPTION>

                                                      %  of                     %  of
                                                      -----------              --------
                                           2002       Revenue       2001        Revenue
                                          ----------  -----------  ----------  --------
<S>                                       <C>         <C>          <C>         <C>
                                          $1,198,531    100.00     $1,604,480    100.00
Revenue
Cost of revenue. . . . . . . . . . . . .     411,162     34.31        798,094    49.74
                                          ----------               ----------
Gross profit . . . . . . . . . . . . . .     787,369     65.69        806,386    50.26

Expenses
 Consulting. . . . . . . . . . . . . . .     142,198     11.86        120,951     7.54
 Depreciation. . . . . . . . . . . . . .       2,727      0.23          1,097     0.07
   Equipment rental. . . . . . . . . . .       3,797      0.32          2,280     0.14
   Health insurance. . . . . . . . . . .      17,086      1.43          7,278     0.45
   Insurance . . . . . . . . . . . . . .      43,803      3.65          8,147     0.51
   Lease for lot . . . . . . . . . . . .       3,500      0.29            830     0.05
   Legal and accounting. . . . . . . . .      17,315      1.44         10,048     0.63
   General and Administrative. . . . . .      32,343      2.70         26,210     1.63
   Payroll costs . . . . . . . . . . . .     482,016     40.22        658,695    41.05
                                          ----------               ----------
        Total expenses . . . . . . . . .     744,785     62.14        835,536    52.08
                                          ----------               ----------
  Net income (loss) from operations. . .      42,584      3.55        (29,150)   (1.82)

Other income and (expense)
 Interest expense. . . . . . . . . . . .       (248)                     (166)   (0.01)
                                          ----------               ----------
Net income (loss) prior to income taxes.      42,336      3.53        (29,316)   (1.83)

Provision for income taxes
 Federal income tax expense-current. . .       1,953      0.16              0     0.00
                                          ----------               ----------
Net income (loss). . . . . . . . . . . .   $  40,383      3.37        (29,316)   (1.83)
                                          ==========               ==========
</TABLE>

12  MONTHS  ENDED  DECEMBER  31,  2002  AND  DECEMBER  31,  2001

Revenue.

     Revenue  for  the  12  months  ended  December  31, 2002 decreased 25.3% to
$1,198,531  from  $1,604,480  for  the  same  period  in 2001.  The decrease was
primarily  due  to  fewer  large projects in 2002 than in 2001 (above $200,000),
which  projects  require  decreased  profit  margins  to  be  competitive.


                                       11
<PAGE>

Cost of Revenue

     Cost  of  revenue for the 12 months ended December 31, 2002 decreased 48.5%
to  $411,162 from $798,094 for the same period in 2001.  The decrease in cost of
revenue is primarily attributable to the fact that the Company was successful in
securing  fewer contracts in 2002 than in 2001.  In 2002, the average project on
which  the Company worked was of smaller scale than the average project in 2001.
This helped reduce costs of revenue through the Company's realization of greater
labor  efficiencies (less overtime) and fewer crew hours per  management hour as
for  instance  in  the  Boston  and  12th  Avenue  and  AIA  Landside  projects.

Gross  Profit.

     Gross  profit  for  the 12 months ended December 31, 2002 decreased 2.4% to
$787,369  from  $806,386  for  the  same  period in 2001.  The decrease in gross
profit  is  primarily  attributable  to a decrease in revenue in 2002 from 2001.
The  decrease  in  gross revenue from 2001 to 2002 was proportionately less than
the  decrease  in revenue between those years because of the decrease in cost of
revenue as discussed immediately above. The higher ratio of management hours per
crew  hours  resulted  directly  in more efficient use of labor time and company
resources.  The  apparent  anomaly  can  be  attributed  to  better  management
practices.

Consulting  Expenses.

     Consulting  expenses  for  the  12 months ended December 31, 2002 increased
17.3%  to  $142,198  from $120,951 for the same period in 2001.  The increase in
consulting  expenses  is  attributable  to  increased  management activity which
included  increased  use of outside consultants.  The Company believes that this
will  result  in  better  future  management  practices.

Depreciation  Expense.

     Depreciation  expense  for  the 12 months ended December 31, 2002 increased
150%  to  $2,727  from  $1,097  for  the  same  period in 2001.  The increase in
depreciation  is  attributable  to the purchase of additional depreciable assets
during  2002.

Equipment  Rental  Expense.

     Equipment  rental  expense  for  the  12  months  ended  December  31, 2002
increased 66.5% to $3,797 from $2,280 for the same period in 2001.  The increase
in  equipment  rental  expense is attributable to the Company's increased demand
for equipment required to place walls during production.  The Company elected to
lease  rather  than  purchase  the  required  equipment.

Health  Insurance  Expense.

     Health  insurance  expense  for  the  12  months  ended  December  31, 2002
increased 135% to $17,086 from $7,278 for the same period in 2001.  The increase
in  health insurance expense is attributable to a general industry-wide increase
in  premium  costs  for  health  care  coverage.

Insurance  Expense.

     Insurance  expense for the 12 months ended December 31, 2002 increased 438%
to  $43,803  from $8,147 for the same period in 2001.  The increase in insurance
expense is attributable to a shared insurance expense and a resulting group rate
for  2001  which  was  not  available  in  2002.


                                       12
<PAGE>

Lease  Expense.

     Lease  expense  for the 12 months ended December 31, 2002 increased 322% to
$3,500  from $830 for the same period in 2001.  The increase in lease expense is
attributable to an increase in leased office space and the decision to lease our
own  equipment  storage  location  rather than sharing one with another company.

Legal  and  Accounting  Expense.

     Legal  and  accounting  expense  for  the 12 months ended December 31, 2002
increased 72% to $17,315 from $10,048 for the same period in 2001.  The increase
in  legal  and  accounting  expense  is attributable to an increase in corporate
activity  requiring  additional  legal counsel and increased accounting activity
due  to  pursuit  of  the  Company's  expansion  and  financing  plans.

Payroll  Expense.

     Payroll  expense for the 12 months ended December 31, 2002 decreased 27% to
$482,016  from  $658,695  for  the same period in 2001.  The decrease in payroll
expense  is  attributable  to  the  fact  that  in  2002,  the Company worked on
proportionately  smaller,  less  time  sensitive  projects  than  in 2001.  This
allowed our scheduled overtime hours to decrease significantly. In addition, our
total  gross  revenue was reduced which resulted in a reduction of overall labor
hours.

General  and  Administrative  Expense.

     General  and  administrative  expense  for the 12 months ended December 31,
2002  increased  23%  to  $32,343 from $26,201 for the same period in 2001.  The
increase  in general and administrative expense is attributable to the full time
participation  of  the  second  manager.

LIQUIDITY  AND  CAPITAL  RESOURCES

     The  Company's sources of liquidity and capital resources historically have
been  net  cash  provided  by  operating  activities and issuance of stock.  The
Company's  principal uses of cash have been to fund operations and acquisitions.

     The following table reflects comparative cash flows for the Company for the
years  ended  December  31,  2002  and  2001:


<TABLE>
<CAPTION>


                        DENALI CONCRETE MANAGEMENT, INC
                    STATEMENT OF CASH FLOWS-INDIRECT METHOD
                 FOR THE YEARS ENDED DECEMBER 31, 2002 and 2001


                                                           2002       2001
                                                        ----------  ---------
<S>                                                     <C>         <C>

CASH FLOWS FROM OPERATING ACTIVITIES
Net (loss) . . . . . . . . . . . . . . . . . . . . . .     40,383   $(29,316)
Adjustments to reconcile net income
to net cash provided by operating activities
Depreciation . . . . . . . . . . . . . . . . . . . . .      2,727      1,097
Increase in accounts receivable. . . . . . . . . . . .   (107,756)   (61,345)
Increase in deposits . . . . . . . . . . . . . . . . .          0       (265)
Increase in accounts payable . . . . . . . . . . . . .     41,927     11,937
Increase in taxes payable. . . . . . . . . . . . . . .      1,953          0
Increase in accrued interest payable and garnishments.       (416)       416
Increase in payroll taxes payable. . . . . . . . . . .        411      1,799
                                                        ----------  ---------
NET CASH PROVIDED BY OPERATING ACTIVITIES. . . . . . .    (20,771)   (75,677)

INVESTING ACTIVITIES
Purchase of assets . . . . . . . . . . . . . . . . . .          0    (13,637)

FINANCING ACTIVITIES
Sale of common stock . . . . . . . . . . . . . . . . .     30,000    103,905
Short term borrowings. . . . . . . . . . . . . . . . .     (3,800)     4,000
                                                        ----------  ---------
NET CASH REALIZED FROM FINANCING ACTIVITIES. . . . . .     26,200    107,905
                                                        ----------  ---------

INCREASE IN CASH AND CASH EQUIVALENTS. . . . . . . . .      5,429     18,591
CASH AND CASH EQUIVALENTS AT BEGINNING . . . . . . . .     18,591          0
                                                        ----------  ---------
CASH AND CASH EQUIVALENTS AT ENDING. . . . . . . . . .  $  24,020   $ 18,591
                                                        ==========  =========
</TABLE>


                                       13
<PAGE>

     The  Company does not have any current plans for capital acquisitions.  The
Company  experienced a 76% increase in accounts receivable from 2001 to 2002 due
to  several  late  invoices.  The  Company  also  experienced a 250% increase in
accounts payable from 2001 to 2002 due to late payments on outstanding invoices.
The  Company  believes that its current cash needs can be met with cash on hand,
continued  operations  and  expected  collections  of  accounts receivable.  The
Company  will  utilize  the  proceeds  from this public stock offering to expand
operations  and  for  general  working  capital  purposes.


<TABLE>
<CAPTION>

                             MANAGEMENT

NAME                     AGE              POSITION              SINCE
-----------------------  ---  --------------------------------  -----
<S>                      <C>  <C>                               <C>
Spencer R. "Ray" Martin   36  President, CEO and sole Director   2001
</TABLE>

     RAY  MARTIN,  PRESIDENT, CEO AND DIRECTOR.  Mr. Martin was a superintendent
for  Summit  Paving  from  1997  to  2001.  His  expertise included supervising,
training,  organizing,  and  motivating  multiple  crews  and  jobs,  scheduling
subcontractors,  suppliers, and inspectors, maintaining open communications with
all  participants  in  all phases of concrete construction.  In addition, he was
responsible  for  bidding  and invoicing jobs, reviewing payroll, and performing
all phases of concrete construction (heavy highway, industrial, curb and gutter,
structural  walls  and  bridges, decorative concrete/exposed aggregate, consumer
and  commercial  concrete  work).  He  worked as a foreman with Koho Contracting
from  1996  to 1997, and with Odie's Concrete from 1991 to 1996.  Mr. Martin was
operating  heavy  equipment,  forming  and  finishing  all  phases  of  concrete
construction  and  supervising  and  training  the  crew.

                                  COMPENSATION

       The  Company  does  not  have  employment contracts with its executive
officers.  We  paid  Mr.  Martin $ 138,137 for services for the 12 months ending
DECEMBER  31,2002,  and  $42,234 for all of 2001. No other form of compensation,
including  bonus  or  options was received by any executive officer or director.



                                       14
<PAGE>

INDEMNIFICATION  OF  DIRECTORS  AND  OFFICERS

     Our company's charter provides that, to the fullest extent that limitations
on  the  liability of directors and officers are permitted by the Nevada Revised
Statutes,  no director or officer of the company shall have any liability to the
company  or  its stockholders for monetary damages.  The Nevada Revised Statutes
provide  that a corporation's charter may include a provision which restricts or
limits  the  liability  of  its  directors or officers to the corporation or its
stockholders  for  money  damages except:  (1) to the extent that it is provided
that  the  person  actually  received  an  improper  benefit or profit in money,
property or services, for the amount of the benefit or profit in money, property
or  services  actually  received,  or (2) to the extent that a judgment or other
final  adjudication  adverse to the person is entered in a proceeding based on a
finding  in  the proceeding that the person's action, or failure to act, was the
result  of  active  and  deliberate  dishonesty and was material to the cause of
action  adjudicated  in the proceeding. The company's charter and bylaws provide
that  the  company  shall indemnify and advance expenses to its currently acting
and  its  former directors to the fullest extent permitted by the Nevada Revised
Business  Corporations  Act  and  that  the  company shall indemnify and advance
expenses to its officers to the same extent as its directors and to such further
extent  as  is  consistent  with  law.

     The  charter  and  bylaws  provide that we will indemnify our directors and
officers  and  may  indemnify  our  employees  or  agents  to the fullest extent
permitted  by  law  against liabilities and expenses incurred in connection with
litigation  in  which they may be involved because of their offices with Denali.
However, nothing in our charter or bylaws of the company protects or indemnifies
a  director,  officer, employee or agent against any liability to which he would
otherwise  be  subject  by  reason  of  willful  misfeasance,  bad  faith, gross
negligence  or  reckless  disregard of the duties involved in the conduct of his
office.  To  the  extent  that  a director has been successful in defense of any
proceeding,  the  Nevada  Revised  Statutes provide that he shall be indemnified
against  reasonable  expenses  incurred  in  connection  therewith.

     Insofar as indemnification for liabilities arising under the Securities Act
may  be  permitted to directors, officers and controlling persons of the Company
pursuant to the foregoing provisions, or otherwise, the Company has been advised
that  in  the  opinion  of  the  Securities  and  Exchange  Commission  such
indemnification  is  against  public  policy  and  is, therefore, unenforceable.

                             PRINCIPAL  STOCKHOLDERS

     The following table sets forth the beneficial ownership of our common stock
as  of  the  date  of  this  prospectus,  and as adjusted to reflect the sale of
100,000 shares if we sell the minimum and 400,000 shares if we sell the maximum.
The  table  includes:

     each  person  known  to  us  to  be  the beneficial owner of more than five
     percent  of  the  outstanding  shares
     each  director  of  Denali  Concrete  Management,  Inc.
     each  named  executive  officer  of  Denali  Concrete  Management,  Inc.


                                       15
<PAGE>


<TABLE>
<CAPTION>

                        # of Shares
                        Beneficially  % Before        % After Offering
Name & Address             Owned      Offering    Minimum           Maximum

<S>                     <C>           <C>        <C>                <C>
Ray Martin(1)
300 East 54th Avenue,
Suite 200
Anchorage, AK 99513. .     3,000,000      47.1%              46.4%     44.3%

Raymond L. Smith
[address]
                           3,000,000      47.1%              46.4%     44.3%

Total
</TABLE>

    (1)  Officer  and  director


                 CERTAIN  RELATIONSHIPS  AND  RELATED  TRANSACTIONS

      Spencer "Ray" Martin our sole director and officer and Raymond L. Smith
have  entered  into  consulting  agreements with the Company for which they were
paid $42,234 and $74,266, respectively, during 2001 and $138,137 and $99,170 for
the  nine  12  months  ended  DECEMBER  31,  2002. Messrs. Martin and Smith also
received  reimbursement  of  out-of-pocket expenses of $ 7,663 for the 12 months
ended DECEMBER 31, 2002. During 2001, Messrs. Martin and Smith received founders
stock  in  the amount of 3,000,000 shares each for $3,000 each (par value).

                          DESCRIPTION  OF  THE  SECURITIES

COMMON  STOCK

      We are authorized to issue up to 50,000,000 shares of common stock with
a  par  value  of  $.001. As of the date of this prospectus, there are 6,370,430
shares  of  common  stock  issued  and  outstanding.

     The  holders  of  common  stock  are entitled to one vote per share on each
matter  submitted  to  a  vote  of  stockholders.  In  the event of liquidation,
holders  of  common  stock  are entitled to share ratably in the distribution of
assets  remaining after payment of liabilities, if any.  Holders of common stock
have no cumulative voting rights, and, accordingly, the holders of a majority of
the  outstanding shares have the ability to elect all of the directors.  Holders
of  common  stock  have  no  preemptive or other rights to subscribe for shares.
Holders of common stock are entitled to such dividends as may be declared by the
board  of  directors  out of funds legally available therefore.  The outstanding
common  stock is, and the common stock to be outstanding upon completion of this
offering  will  be,  validly  issued,  fully  paid  and  non-assessable.

     We  anticipate  that we will retain all of our future earnings, if any, for
use in the operation and expansion of our business.  We do not anticipate paying
any  cash  dividends  on  our  common  stock  in  the  foreseeable  future.

TRANSFER  AGENT

     The  transfer  agent  and  registrar for our common stock is First American
Stock  Transfer  of  Phoenix,  Arizona.

                        SHARES  AVAILABLE  FOR  FUTURE  SALE

       As  of  the date of this prospectus, there are 6,370,430 shares of our
common stock issued and outstanding. Upon the effectiveness of this registration
statement, 100,000 shares of common stock will be freely tradable if the minimum
is  sold  and  400,000  shares  of  common  stock will be freely tradable if the


                                       16
<PAGE>

maximum  is sold. 6,370,430 shares of common stock will be subject to the resale
provisions  of  Rule  144. Sales of shares of common stock in the public markets
may  have  an  adverse  effect on prevailing market prices for the common stock.


     Rule  144  governs resale of "restricted securities" for the account of any
person  (other  than  an issuer), and restricted and unrestricted securities for
the  account  of  an  "affiliate" of the issuer. Restricted securities generally
include  any  securities  acquired  directly or indirectly from an issuer or its
affiliates  which  were  not issued or sold in connection with a public offering
registered  under  the  Securities Act. An affiliate of the issuer is any person
who  directly  or  indirectly  controls,  is  controlled  by, or is under common
control  with  the  issuer. Affiliates of the company may include its directors,
executive  officers, and person directly or indirectly owning 10% or more of the
outstanding  common  stock.  Under  Rule  144 unregistered resales of restricted
common  stock  cannot be made until it has been held for one year from the later
of  its acquisition from the company or an affiliate of the company. Thereafter,
shares  of common stock may be resold without registration subject to Rule 144's
volume  limitation, aggregation, broker transaction, notice filing requirements,
and  requirements  concerning  publicly  available information about the company
("Applicable  Requirements").  Resales by the company's affiliates of restricted
and  unrestricted  common  stock are subject to the Applicable Requirements. The
volume  limitations  provide  that a person (or persons who must aggregate their
sales)  cannot, within any three-month period, sell more that the greater of one
percent  of  the then outstanding shares, or the average weekly reported trading
volume  during the four calendar weeks preceding each such sale. A non-affiliate
may resell restricted common stock which has been held for two years free of the
Applicable  Requirements.

             MARKET  FOR  COMMON  STOCK  AND  RELATED  STOCKHOLDER  MATTERS

       We have 6,370,430 shares of our stock outstanding. Currently, there is
no  public  trading market for our securities and there can be no assurance that
any market will develop. If a market develops for our securities, it will likely
be  limited,  sporadic  and  highly  volatile.

     Presently,  we  are  privately owned.  This is our initial public offering.
Most  initial  public  offerings  are underwritten by a registered broker-dealer
firm  or an underwriting group.  These underwriters generally will act as market
makers  in the stock of a company they underwrite to help insure a public market
for  the  stock.  This  offering  is  to  be sold by Ray Martin, our officer and
director.  We  have  no  commitment  from  any  brokers  to  sell shares in this
offering.  As  a  result,  we  will  not  have  the typical broker public market
interest  normally  generated with an initial public offering.  Lack of a market
for shares of our common stock could adversely affect a shareholder in the event
a shareholder desires to sell his shares.  Currently, we do not plan to have our
shares  listed  nor  do  we have any agreements with any market makers.  At some
time  in the future, a market maker may make application for listing our shares.

     Currently  the Shares are subject to Rule 15g-9, which provides, generally,
that  for  as long as the bid price for the Shares is less than $5.00, they will
be  considered  "penny  stock"  under  rules promulgated under the Exchange Act.
Under  these rules, broker-dealers participating in transactions in penny stocks
must  first  deliver  a  risk  disclosure  document  which  describes  the risks
associated  with  such stocks, the broker-dealer's duties, the customer's rights
and  remedies,  and certain market and other information, and make a suitability
determination  approving the customer for low priced stock transactions based on
the  customer's  financial  situation,  investment  experience  and  objectives.
Broker-dealers  must also disclose these restrictions in writing to the customer
and obtain specific written consent of the customer, and provide monthly account
statements to the customer. Should the broker-dealer fail to meet the disclosure
requirements  within the time specified under Rule 15g3, the purchaser may enjoy
the  right to rescind the transaction. Consequently, so long as the common stock
is a designated security under the Rule, the ability of broker-dealers to effect
certain  trades may be affected adversely, thereby impeding the development of a
meaningful  market  in the common stock. The likely effect of these restrictions
will  be a decrease in the willingness of broker-dealers to make a market in the
stock,  decreased  liquidity  of  the  stock and increased transaction costs for
sales  and  purchases  of  the  stock  as  compared  to  other  securities.


                                       17
<PAGE>

                              PLAN  OF  DISTRIBUTION

     We  are  offering  up to 400,000 shares on a best efforts basis directly to
the  public  through Mr. Ray Martin, an officer and director, who will offer the
shares for Denali.  The offering is a best efforts offering and will conclude 90
days  from the date of this prospectus unless extended an additional 30 days our
discretion.  We  may  terminate  this  offering  prior  to  the expiration date.

     In  order to buy our shares, you must complete and execute the subscription
agreement and make payment of the purchase price for each share purchased either
in  cash  or  by check payable to the order of Brighton Bank, N.A., Escrow Agent
for  Denali  Concrete  Management,  Inc.

     Solicitation  for purchase of our shares will be made only by means of this
prospectus  and communications with Mr. Ray Martin, our officer and director who
is  employed  to  perform substantial duties unrelated to the offering, who will
not  receive  any  commission  or  compensation  for his efforts, and who is not
associated  with  a  broker  or  dealer.

     Mr.  Ray Martin will not register as a broker-dealer pursuant to Section 15
of  the Securities Exchange Act of 1934, in reliance upon Rule 3a4-1, which sets
forth  those  conditions  under  which  a  person  associated with an issuer may
participate in the offering of the issuer's securities and not be deemed to be a
broker-dealer.

     We  have  the  right to accept or reject subscriptions in whole or in part,
for any reason or for no reason.  All monies from rejected subscriptions will be
returned  immediately  by  us to the subscriber, without interest or deductions.
Subscriptions  for securities will be accepted or rejected within 48 hours after
we  receive  them.

                                  LEGAL  MATTERS

     The legality of the issuance of the shares offered hereby and certain other
matters  will  be  passed upon for us by Ballard Spahr Andrews & Ingersoll, LLP,
1225  17th  Street,  Suite  2300,  Denver,  Colorado  80202.

                                     EXPERTS

     The  audited financial statements of Denali Concrete Management, Inc. as of
September  30, 2002 appearing in this Prospectus and Registration Statement have
been audited by Hawkins Accounting, Certified Public Accountant, as set forth in
their  report appearing elsewhere herein, and are included in reliance upon such
report  given  upon  the  authority  of  said  firm as experts in accounting and
auditing.

                             ADDITIONAL  INFORMATION

     We  have  filed  a Registration Statement on Form SB-2 under the Securities
Act  of  1933  as  amended  (the  "Securities  Act"), with respect to the shares
offered  hereby.  This  Prospectus  does  not contain all of the information set
forth in the Registration Statement and the exhibits and schedules thereto.  For
further  information  with  respect  to  Denali  and  the shares offered hereby,
reference  is  made to the Registration Statement and the exhibits and schedules
filed  therewith.  A  copy  of  the Registration Statement, and the exhibits and
schedules  thereto,  may  be  inspected  without  charge at the public reference
facilities  maintained  by  the Securities and Exchange Commission in Room 1024,
450 Fifth Street, N.W., Washington, D.C. 20549, and copies of all or any part of
the Registration Statement may be obtained from the Commission upon payment of a
prescribed  fee.  This  information  is  also  available  from  the Commission's
Internet  web  site,  http://www.sec.gov.


                                       18
<PAGE>

<TABLE>
<CAPTION>

                        DENALI  CONCRETE  MANAGEMENT,  INC.
                          [A  Development  Stage  Company]

                                    CONTENTS


                                                             PAGE
                                                             ----

<S>                                                          <C>
Independent Auditors' Review Report . . . . . . . . . . . .    20

Balance Sheets, December 31, 2002 and 2001 .. . . . . . . .    21

Statement of Operations, for the 12 Months Ending
September 30, 2002 and 2001 . . . . . . . . . . . . . . . .    22

Statement of Stockholder's Equity, for the 12 Months Ending
December 31, 2002 and 2001. . . . . . . . . . . . . . . . .    23

Statement of Cash Flows-Indirect Method, for the 12 Months
Ending December 31, 2002 and 2001 . . . . . . . . . . . . .    24

Notes to Financial Statements, December 31, 2002 and 2001 .    25
</TABLE>


                                       19
<PAGE>

To  the  Board  of  Directors  and  Shareholders
Denali  Concrete  Management,  Inc.
Anchorage,  Alaska

                          INDEPENDENT AUDITOR'S REPORT

I  have  audited  the  balance  sheet  of Denali Concrete Management, Inc. as of
December  31,  2002  and  2001  and  the  related  statements  of  operations,
stockholders'  equity  and  cash  flows for the year ended December 31, 2002 and
2001.  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 auditing standards generally accepted in
the  United  States of America.  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 reasonable
basis  for  my  opinion.

In my opinion, the financial statements referred to above present fairly, in all
material  respects, the financial position of Denali Concrete Management, Inc as
of December 31, 2002 and 2001, the results of operations and it's cash flows for
the year then ended  in conformity with generally accepted accounting principles
in  the  United  States  of  America.






April  30,  2003

                                       20
<PAGE>

<TABLE>
<CAPTION>


                 DENALI  CONCRETE  MANAGEMENT,  INC
                          BALANCE  SHEET
                  DECEMBER  31,  2002  and  2001

                                                2002       2001
                                              ---------  ---------
<S>                                           <C>        <C>

ASSETS
--------------------------------------------
Current assets
Cash . . . . . . . . . . . . . . . . . . . .  $ 24,020   $ 18,591
Accounts receivable. . . . . . . . . . . . .   169,101     61,345
Deposits . . . . . . . . . . . . . . . . . .       265        265
                                              ---------  ---------
Total current assets . . . . . . . . . . . .   193,386     80,201
Fixed assets
Equipment. . . . . . . . . . . . . . . . . .     8,637      8,637
Vehicles . . . . . . . . . . . . . . . . . .     5,000      5,000
                                              ---------  ---------
Accumulated depreciation . . . . . . . . . .    (3,824)    (1,097)
                                              ---------  ---------
Total fixed assets . . . . . . . . . . . . .    (3,824)    (1,097)
                                              ---------  ---------

Total assets . . . . . . . . . . . . . . . .  $189,562   $ 79,104
                                              =========  =========

LIABILITIES AND STOCKHOLDER'S EQUITY
--------------------------------------------
Current liabilities
Accounts payable . . . . . . . . . . . . . .  $ 53,864   $ 11,937
Accrued interest payable . . . . . . . . . .         0        166
Federal income tax payable . . . . . . . . .     1,953          0
Garnishments . . . . . . . . . . . . . . . .         0        250
Notes payable. . . . . . . . . . . . . . . .       200      4,000
Payroll taxes payable. . . . . . . . . . . .     2,210      1,799
                                              ---------  ---------
Total current liabilities. . . . . . . . . .    58,227     18,152

Total liabilities. . . . . . . . . . . . . .    58,227     18,152

Stockholder's equity
Preferred stock 1,000,000 shares authorized,
0 outstanding
Common stock 50,000,000 shares authorized,
par value $.001 6,370,430 shares outstanding     6,370      6,284
Paid in capital. . . . . . . . . . . . . . .   127,535     97,621
Retained deficit . . . . . . . . . . . . . .    11,067    (29,316)
                                              ---------  ---------
Total shareholder's equity . . . . . . . . .   144,972     74,589
                                              ---------  ---------

Total liabilities and shareholder's equity .  $203,199   $ 92,741
                                              =========  =========
</TABLE>

     The accompanying notes are an integral part of the financial statements


                                       21
<PAGE>

<TABLE>
<CAPTION>

              DENALI  MANAGEMENT  COMPANY,  INC
                  STATEMENT  OF  OPERATION
  FOR  THE  YEARS  ENDING  DECEMBER  31,  2002  and  2001


                                       2002         2001
                                    -----------  -----------
<S>                                 <C>          <C>
                                    $1,198,531   $1,604,480
Revenue

Cost of revenue. . . . . . . . . .     411,162      798,094
                                    -----------  -----------

Gross profit . . . . . . . . . . .     787,369      806,386

EXPENSES
Consulting . . . . . . . . . . . .     142,198      120,951
Depreciation . . . . . . . . . . .       2,727        1,097
Equipment rental . . . . . . . . .       3,797        2,280
Health insurance . . . . . . . . .      17,086        7,278
Insurance. . . . . . . . . . . . .      43,803        8,147
Lease for lot. . . . . . . . . . .       3,500          830
Legal and accounting . . . . . . .      17,315       10,048
Miscellaneous. . . . . . . . . . .       1,232        5,946
Office expenses. . . . . . . . . .      13,289        6,135
Payroll costs. . . . . . . . . . .     482,016      658,695
Taxes and licenses . . . . . . . .         315          338
Telephone. . . . . . . . . . . . .       3,840          301
Travel . . . . . . . . . . . . . .       2,685        3,701
Vehicle expense. . . . . . . . . .      10,982        9,789
                                    -----------  -----------
TOTAL EXPENSES . . . . . . . . . .     744,785      835,536
                                    -----------  -----------
Net income (loss) from operations.      42,584      (29,150)

Other income and (expense)
Interest expense . . . . . . . . .        (248)        (166)
                                    -----------  -----------
NET INCOME (LOSS) PRIOR TO INCOME.      42,336   $  (29,316)
TAXES

Provison for income taxes
Federal income tax expense-
current. . . . . . . . . . . . . .       1,953            0
                                    -----------  -----------
NET INCOME (LOSS). . . . . . . . .      40,383      (29,316)
                                    ===========  ===========

Net loss per common share. . . . .               $    (0.01)
                                    ===========  ===========

Weighted average of shares
outstanding . . . . . . . . . . .                 6,246,680
                                    ===========  ===========
</TABLE>

     The accompanying notes are an integral part of the financial statements


                                       22
<PAGE>

<TABLE>
<CAPTION>

                        DENALI CONCRETE MANAGEMENT, INC.
                        STATEMENT OF STOCKHOLDER'S EQUITY
                FOR THE YEARS ENDING DECEMBER 31, 2002 and 2001


                                               PAID IN   EARNINGS
DATE                     SHARES      AMOUNT    CAPITAL    (LOSS)      TOTAL
---------------------  ----------  ----------  --------  ---------  ------------
<S>                    <C>         <C>         <C>       <C>        <C>           <C>

April, 2001 . . . . .  6,005,000   $   6,005                        $     6,005
April, 2001 . . . . .    158,859         159     55,441                  55,600    6,163,859
May, 2001 . . . . . .     51,357          51     17,924                  17,975       34,238
June, 2001. . . . . .     37,000          37     12,913                  12,950       21,583
July, 2001. . . . . .     32,500          32     11,343                  11,375       10,750
Net loss for the year                                     (29,316)      (29,316)      16,250
                                                         ---------  ------------  ----------
                       6,284,716   $   6,284   $ 97,621  $(29,316)  $    74,589    6,246,680
                      ===========  ==========  ========  =========  ============


                                             2002
                                           ----------
December 31, 2001 . .  6,284,716   $   6,284   $ 97,621  $(29,316)  $    74,589
September, 2002 . . .     65,714          66     22,934                  23,000
December, 2002. . . .     20,000          20      6,980                   7,000
Net income. . . . . .                                      40,383        40,383
                                                         ---------  ------------
                       6,370,430   $   6,370   $127,535  $ 11,067   $    144,972
                      ===========  ==========  ========  =========  ============
</TABLE>

     The accompanying notes are an integral part of the financial statements


                                       23
<PAGE>

<TABLE>
<CAPTION>


                        DENALI CONCRETE MANAGEMENT, INC
                    STATEMENT OF CASH FLOWS-INDIRECT METHOD
                 FOR THE YEARS ENDED DECEMBER 31, 2002 and 2001


                                                           2002       2001
                                                        ----------  ---------
<S>                                                     <C>         <C>
CASH FLOWS FROM OPERATING ACTIVITIES
Net (loss) . . . . . . . . . . . . . . . . . . . . . .     40,383   $(29,316)
Adjustments to reconcile net income
to net cash provided by operating activities
Depreciation . . . . . . . . . . . . . . . . . . . . .      2,727      1,097
Increase in accounts receivable. . . . . . . . . . . .   (107,756)   (61,345)
Increase in deposits . . . . . . . . . . . . . . . . .          0       (265)
Increase in accounts payable . . . . . . . . . . . . .     41,927     11,937
Increase in taxes payable. . . . . . . . . . . . . . .      1,953          0
Increase in accrued interest payable and garnishments.       (416)       416
Increase in payroll taxes payable. . . . . . . . . . .        411      1,799
                                                        ----------  ---------
NET CASH PROVIDED BY OPERATING ACTIVITIES. . . . . . .    (20,771)   (75,677)

INVESTING ACTIVITIES
Purchase of assets . . . . . . . . . . . . . . . . . .          0    (13,637)

FINANCING ACTIVITIES
Sale of common stock . . . . . . . . . . . . . . . . .     30,000    103,905
Short term borrowings. . . . . . . . . . . . . . . . .     (3,800)     4,000
                                                        ----------  ---------
NET CASH REALIZED FROM FINANCING ACTIVITIES. . . . . .     26,200    107,905
                                                        ----------  ---------

INCREASE IN CASH AND CASH EQUIVALENTS. . . . . . . . .      5,429     18,591
CASH AND CASH EQUIVALENTS AT BEGINNING . . . . . . . .     18,591          0
                                                        ----------  ---------
CASH AND CASH EQUIVALENTS AT ENDING. . . . . . . . . .  $  24,020   $ 18,591
                                                        ==========  =========
</TABLE>

     The accompanying notes are an integral part of the financial statements


                                       24
<PAGE>

                        DENALI CONCRETE MANAGEMENT, INC.
                        FOOTNOTES TO FINANCIAL STATEMENTS
                           DECEMBER 31, 2002 and 2001

NOTE  1:     SUMMARY  OF  SIGNIFICANT  ACCOUNTING  POLICIES
             ----------------------------------------------

          Nature of the business -Denali Concrete Management, Inc (the "Company)
          ----------------------
          operates  as a concrete company providing concrete and paving services
          for  large  projects  on  a  per job basis for the state of Alaska and
          other  large  contractors.

          Pervasiveness  of  estimates - The preparation of financial statements
          ----------------------------
          in  conformity  with generally accepted accounting principles requires
          management  to make estimates and assumptions that affect the reported
          amounts of assets, liabilities and disclosure of contingent assets and
          liabilities  at  the date of the financial statements and the reported
          amounts  of  revenues and expenses during the reporting period. Actual
          results  could  differ  from  these  estimates.

          Cash  and  cash  equivalents  -  For  financial statement presentation
          ----------------------------
          purposes,  the  Company  considers  all  short-term investments with a
          maturity  date  of  three  months  or  less  to  be  cash equivalents.

          Property  and  equipment  - Property and equipment will be recorded at
          ------------------------
          cost. Maintenance and repairs are expensed as incurred; major renewals
          and  betterments  are capitalized. When items of property or equipment
          are  sold  or  retired, the related costs and accumulated depreciation
          are  removed  from  the  accounts  and any gain or loss is included in
          income.

          Depreciation will be provided using the straight-line method, over the
          useful  lives  of  the  assets.  Since the company has yet to commence
          operations,  no  depreciation  has  been  taken. Equipment consists of
          moldings  being  developed.

          Income  taxes  -  Income  taxes  are  provided  for the tax effects of
          -------------
          transactions reported in the financial statements and consist of taxes
          currently  due  plus  deferred  taxes related primarily to differences
          between  the  recorded  book  basis  and  the  tax basis of assets and
          liabilities  for  Financial and income tax reporting. The deferred tax
          assets and liabilities represent the future tax return consequences of
          those differences, which will either be taxable or deductible when the
          assets  and  liabilities  are recovered or settled. Deferred taxes are
          also  recognized  for  operating  losses  that are available to offset
          future  taxable  income.

          Earnings  per share - Basic earnings per share amounts are computed by
          -------------------
          dividing  the  net  income  by  the  weighted average number of common
          shares  outstanding.

NOTE  2:     BACKGROUND

The  Company  was incorporated under the laws of the State of Nevada on December
10,  1999.  There  was  no  activity  in  the  Company  until  April  11,  2001.


                                       25
<PAGE>

                        DENALI CONCRETE MANAGEMENT, INC.
                        FOOTNOTES TO FINANCIAL STATEMENTS
                           DECEMBER 31, 2002 and 2001

NOTE  3:     COMMON  STOCK

          Founder's stock- at the initial organizational meeting of the Company,
          ---------------
          the  board  of  directors  voted to issue stock to the founders of the
          corporation.  These  shares,  which  total 6,005,000 shares, are to be
          issued  for  consideration  of $.001 per share. The founders exercised
          their  rights  to purchase these shares on April 11, 2001 as reflected
          in  the  Statement  of  Shareholder's  Equity.

          Common  Stock-At  the  initial  meeting  of  the  Company the board of
          -------------
          directors  further  voted  to issue through a private placement common
          stock.  The offering price of this offering was to be $.35 a share and
          the  proceeds  were  to total $100,000. On July 24, 2001, the board of
          directors  voted  to  discontinue the offering of its shares of common
          stock.  At the time the board of directors discontinued the offering a
          total  of  $97,900  had been raised from 19 investors from the sale of
          279,716  shares  of  common stock. During the year ending December 31,
          2002  the  Company  issued  85,714 shares for an additional $30,000 in
          proceeds.  These  issues  were  to  accredited  investors.

NOTE  4:     RELATED  PARTY  TRANSACTIONS

          The  Company paid two of the founders a total of $237,307 and $116,500
          for  management  fees  and  salaries  in  the operation of the Company
          during  the  years ending December 31, 2002 and 2001 respectively. One
          of  the  founders  was  also  reimbursed  a  total  of  $7,663 for the
          repayment  of  out  of  pocket  expenses  he incurred on behalf of the
          Company  for  the  year  ending  December  31,  2001.

NOTE  5:     INCOME  TAXES

          The  provision of income tax consists for the tax years ended December
          31:

          Current  tax  provision                  2002           2001
          -----------------------                 -------        -----
          Federal                                 $1,953          $  0

          The  Company  is incorporated in the state of Nevada where there is no
          state  corporate  tax so no provision is made for state corporate tax.
          The  federal  corporate  tax  rate  is  15%.

          The net operating loss that occurred in the prior year was used in the
          current  year.

NOTE  6:     LEASES

          The  Company  leases  its office space under the terms of an operating
          lease. The terms of the lease are for an unspecified amount of time as
          there  is  no  expiration  clause  in the lease because it is month to
          month.  The  Company  has  no  intentions  on moving out of the space.

                              Amount
                              ------

                          2003     $4,000
                          2004     $4,000
                          2005     $4,000
                          2006     $4,000
                          2007     $4,000


                                       26
<PAGE>

                               $50,000 / $200,000




                        DENALI CONCRETE MANAGEMENT, INC.




                             100,000 SHARES MINIMUM
                             400,000 SHARES MAXIMUM
                                  COMMON STOCK
                                 $.001 PAR VALUE






                              ---------------------
                                   PROSPECTUS
                              ---------------------













                                      DATE
================================================================================
Until  __________,  all  dealers  that  effect transactions in these securities,
whether  or  not  participating  in  this offering, may be required to deliver a
prospectus.  This  is  in  addition  to  the  dealers'  obligation  to deliver a
prospectus  when  acting  as  underwriters  and  with  respect  to  their unsold
allotments  or  subscriptions.

<TABLE>
<CAPTION>

--------------------------------
TABLE  OF  CONTENTS
--------------------------------

<S>                                                <C>
Prospectus Summary. . . . . . . . . . . . . . . .   1
Risk Factors. . . . . . . . . . . . . . . . . . .   1
Forward-Looking Statements. . . . . . . . . . . .   3
Dilution and Comparative Data . . . . . . . . . .   4
Use of Proceeds . . . . . . . . . . . . . . . . .   5
Determination of Offering Price . . . . . . . . .   5
Description of Business . . . . . . . . . . . . .   6
MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
     CONDITION AND RESULTS OF OPERATIONS. . . . .  10
Management. . . . . . . . . . . . . . . . . . . .  14
Compensation. . . . . . . . . . . . . . . . . . .  14
Indemnification of Directors and Officers . . . .  14
Principal Stockholders. . . . . . . . . . . . . .  15
Certain Relationships and Related Transactions. .  15
Description of the Securities . . . . . . . . . .  16
Shares Available for Future Sale. . . . . . . . .  16
Market for Common Stock . . . . . . . . . . . . .  17
Plan of Distribution. . . . . . . . . . . . . . .  17
Legal Matters . . . . . . . . . . . . . . . . . .  18
Experts . . . . . . . . . . . . . . . . . . . . .  18
Additional Information. . . . . . . . . . . . . .  18
Index to Financial Statements . . . . . . . . . .  19
</TABLE>

No  dealer,  salesperson  or  other  person  has  been  authorized  to  give any
information  or  to  make any representations other than those contained in this
Prospectus  and,  if given or made, such information or representations must not
be  relied  upon  as having been authorized by the Company. This Prospectus does
not  constitute an offer to sell or a solicitation of an offer to buy any of the
securities  offered  hereby  to  whom  it  is unlawful to make such offer in any
jurisdiction.  Neither  the  delivery  of  this  Prospectus  nor  any  sale made
hereunder  shall,  under  any  circumstances,  create  any  implication  that
information  contained  herein  is correct as of any time subsequent to the date
hereof or that there has been no change in the affairs of the Company since such
date.
================================================================================


                                       27
<PAGE>


                PART  II  -  INFORMATION  NOT  REQUIRED  IN  PROSPECTUS
ITEM  24.  INDEMNIFICATION  OF  DIRECTORS  AND  OFFICERS.

     The Registrant's Articles of Incorporation eliminate the personal liability
of  its directors to the Registrant or its shareholders for monetary damages for
breach  of  fiduciary  duty  to  the  extent permitted by Nevada law. The Nevada
Corporation  Act  does not eliminate personal liability for monetary damages for
(i)  any  breach  of  the  director's  duty  of loyalty to the Registrant or its
shareholders,  (ii)  acts  or  omissions  not  in  good  faith  or which involve
intentional  misconduct  or  a  knowing  violation  of  law, (iii) voting for or
assenting  to  a  distribution  in  violation  of Nevada law or the Registrant's
Articles  of  Incorporation,  or  (iv)  any  transaction from which the director
directly  or  indirectly  derived  an  improper  personal  benefit.
     The  Registrant's  Articles  of  Incorporation  and Bylaws provide that the
Registrant shall indemnify its officers and directors to the extent permitted by
Nevada  law,  which  authorizes  a corporation to indemnify directors, officers,
employees  or  agents  of  the corporation in non-derivative suits if such party
acted  in  good faith and in a manner such party reasonably believed to be in or
not  opposed  to  the  best interest of the corporation and, with respect to any
criminal  action  or  proceeding,  had no reasonable cause to believe his or her
conduct  was  unlawful.  The  Nevada  Corporation  Act  further  provides  that
indemnification shall be provided if the party in question is wholly successful,
on  the  merits  or  otherwise.

     There  is  no litigation pending, and neither the Registrant nor any of its
directors  know  of any threatened litigation, which might result in a claim for
indemnification  by  any  director  or  officer.

ITEM  25.  OTHER  EXPENSES  OF  ISSUANCE  AND  DISTRIBUTION.

      The estimated expenses of the offering, all of which are to be borne by
the  Registrant,  are  as  follows:

<TABLE>
<CAPTION>

<S>                                                        <C>
Total Registration Fee under Securities Act of 1933 . . .  $     19
Printing and Engraving. . . . . . . . . . . . . . . . . .  $ 2,000*
Accounting Fees and Expenses. . . . . . . . . . . . . . .  $ 7,000*
Legal Fees and Expenses . . . . . . . . . . . . . . . . .  $20,000*
Blue Sky Fees and Expenses (including related legal fees)  $ 2,500*
Transfer Agent Fees . . . . . . . . . . . . . . . . . . .  $ 2,000*
Miscellaneous . . . . . . . . . . . . . . . . . . . . . .  $ 1,481*
Total . . . . . . . . . . . . . . . . . . . . . . . . . .  $ 35,000
                                                           ========
<FN>

*  Estimated
</TABLE>


ITEM  26.  RECENT  SALES  OF  UNREGISTERED  SECURITIES.

       Since  its  inception,  the Registrant has issued a total of 6,005,000
shares  of  its  common stock to its founders in reliance on Section 4(2) of the
Securities  Act  of  1933  as a sale not involving a public offering. From April
2001  to  December  2002, the Company issued 365,430 shares of common stock to a
total of 20 investors at $.35 per share in reliance on Section 4(2) and Rule 506
of  Regulation  D. All of these investors were accredited investors and purchase
their  shares  for  investment  purposes.  Each  investor  had  a  pre-existing
relationship  with  the  Company or its sole director and officer. No broker was
involved  and  no  commissions  were  paid  in  the  transactions.


                                       28
<PAGE>

ITEM  27.  EXHIBITS.

     Reference  is  made  to  the  Exhibit  Index  appearing  on  Page  II-4.

ITEM  28.  UNDERTAKINGS.

     The  undersigned  Registrant  hereby  undertakes:

     (1)  To  file, during any period in which offers or sales are being made, a
post-effective  amendment  to  this  Registration  Statement:
          (i)  to  include  any  prospectus  required by Section 10(a)(3) of the
     Securities  Act  of  1933;

          (ii)  to  reflect  in the prospectus any facts or events arising after
     the  effective  date  of  this  Registration  Statement (or the most recent
     post-effective  amendment  thereto)  which,  individually or the aggregate,
     represent  a  fundamental  change  in  the  information  set  forth in this
     Registration  Statement;  and

          (iii)  to include any material information with respect to the plan of
     distribution not previously disclosed in this Registration Statement or any
     material  change  to  such  information  in  this  Registration  Statement.
     (2) That, for the purpose of determining any liability under the Securities
Act  of  1933,  each  such  post-effective amendment shall be deemed to be a new
registration  statement  relating  to  the  securities  offered therein, and the
offering  of such securities at that time shall be deemed to be the initial bona
fide  offering  thereof.

     (3)  To remove from registration by means of a post-effective amendment any
of the securities being registered which remain unsold at the termination of the
offering.

     (4) Insofar as indemnification for liabilities arising under the Securities
Act  of  1933 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  of  1933  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  of  1933 and will be governed by the final adjudication of such
issue.


                                       29
<PAGE>

                                   SIGNATURES

     In  accordance  with  the  requirements  of the Securities Act of 1933, the
Registrant certifies that it has reasonable grounds to believe that it meets all
of the requirements for filing on Form SB-2 and has authorized this Registration
Statement  to  be  signed  on  its  behalf  by  the  undersigned, thereunto duly
authorized,  in  the  City  of  Anchorage,  State  of Alaska, on  May 13, 2003.

                                     Denali  Concrete  Management,  Inc.


Date: May 13, 2003                   By:/s/  Spencer  R.  Martin
                                     ---------------------------
                                     Spencer  R.  Martin
                                     President,  Chief  Executive

Date: May 13, 2003                   By:/s/  Spencer  R.  Martin
                                     ------------------------------------------
                                     Spencer  R.  Martin
                                     Chief  Accounting  and  Financial  Officer


     Pursuant  to  the  requirements  of  the  Securities  Act  of  1933,  this
registration  statement  has  been  signed  by  the  following  persons  in  the
capacities  and  on  the  dates  indicated.

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

By: /s/ Spencer R. Martin               Director             May 13, 2003
-------------------------
Spencer  R.  Martin


                                       30
<PAGE>

<TABLE>
<CAPTION>


                                        EXHIBIT  INDEX

Exhibit #  Description
---------  ---------------------------------------------------------------------------------
<C>        <S>

      4.1   Articles of Incorporation of Denali Concrete Management, Inc.**

      4.2   Certificate of Amendment to Articles of Incorporation**

      4.3   Bylaws of Denali Concrete Management, Inc.**

      5.1   Opinion of Ballard Spahr Andrews & Ingersoll, LLP.***

     10.1   Subscription Agreement.***

     10.2   Escrow Agreement with Brighton Bank, N.A.***

     23.1   Consent of Hawkins Accounting*

     23.2   Consent of Ballard Spahr Andrews & Ingersoll, LLP (included in Exhibit 5.1).***

<FN>

*    Filed  herewith.
**   Previously  filed.
***  To  be  filed  by  amendment.
</TABLE>


                                       31
<PAGE>






</TEXT>
</DOCUMENT>
