SEC 1745
(02-02)

Potential persons who are to respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number.

	UNITED STATES	OMB APPROVAL
	SECURITIES AND EXCHANGE COMMISSION	OMB Number: 3235-0145
	Washington, D.C. 20549	Expires: December 31, 2005
	SCHEDULE 13G	Estimated average burden hours per response. . 11

Under the Securities Exchange Act of 1934
(Amendment No. 1)*

THE NEPTUNE SOCIETY, INC.

(Name of Issuer)

Common Stock

(Title of Class of Securities)

640776 20 9

(CUSIP Number)

December 31, 2002

(Date of Event Which Requires Filing of this Statement)

Check the appropriate box to designate the rule pursuant to which this Schedule is filed:

[ ]	Rule 13d-1(b)
[ X ]	Rule 13d-1(c)
[ ]	Rule 13d-1(d)

*The remainder of this cover page shall be filled out for a reporting person's initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter the disclosures provided in a prior cover page.

The information required in the remainder of this cover page shall not be deemed to be "filed" for the purpose of Section 18 of the Securities Exchange Act of 1934 ("Act") or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).

CUSIP No. 640776 20 9

	1.	Names of Reporting Persons. I.R.S. Identification Nos. of above persons (entities only) Community Memorial Centers, L.L.C., FEIN: 93-1247174

	2.	Check the Appropriate Box if a Member of a Group (See Instructions)
		(a)		[ ]
		(b)		[ X ]

	3.	SEC Use Only

	4.	Citizenship or Place of Organization Oregon

Number of Shares Beneficially Owned by Each Reporting Person With			5.		Sole Voting Power 0

			6.		Shared Voting Power 0

			7.		Sole Dispositive Power 0

			8.		Shared Dispositive Power 0

	9.	Aggregate Amount Beneficially Owned by Each Reporting Person 0

	10.	Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions) [ X ]

	11.	Percent of Class Represented by Amount in Row (9) Less than one percent (1%)

	12.	Type of Reporting Person (See Instructions) 0

Item 1.
		(a)		Name of Issuer The Neptune Society, Inc., a Florida corporation (the “Issuer”)
		(b)		Address of Issuer's Principal Executive Offices 4312 Woodman Avenue, Third Floor, Sherman Oaks, California 91423

Item 2.
		(a)		Name of Person Filing Community Memorial Centers, L.L.C. (“CMC”)
		(b)		Address of Principal Business Office or, if none, Residence
		(c)		Citizenship
		(d)		Title of Class of Securities Common Stock, $.001 par value
		(e)		CUSIP Number 640776 20 9

Item 3.		If this statement is filed pursuant to §§240.13d-1(b) or 240.13d-2(b) or (c), check whether the person filing is a:
		(a)		[ ]		Broker or dealer registered under section 15 of the Act (15 U.S.C. 78o).
		(b)		[ ]		Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c).
		(c)		[ ]		Insurance company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c).
		(d)		[ ]		Investment company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C 80a-8).
		(e)		[ ]		An investment adviser in accordance with §240.13d-1(b)(1)(ii)(E);
		(f)		[ ]		An employee benefit plan or endowment fund in accordance with §240.13d-1(b)(1)(ii)(F);
		(g)		[ ]		A parent holding company or control person in accordance with § 240.13d-1(b)(1)(ii)(G);
		(h)		[ ]		A savings associations as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813);
		(i)		[ ]		A church plan that is excluded from the definition of an investment company under section 3(c)(14) of the Investment Company Act of 1940 (15 U.S.C. 80a-3);
		(j)		[ ]		Group, in accordance with §240.13d-1(b)(1)(ii)(J).

Item 4.	Ownership
CMC is in the process of dissolving, has distributed substantially all of its assets and no longer owns any equity securities of Neptune. The disclosure contained in this amendment to Schedule 13G does not include any equity securities that may be beneficially owned by the members of CMC or their affiliates.
			(a)		Amount beneficially owned: 0
			(b)		Percent of class: 0%
			(c)		Number of shares as to which the person has:
					(i)		Sole power to vote or to direct the vote 0
					(ii)		Shared power to vote or to direct the vote 0
					(iii)		Sole power to dispose or to direct the disposition of 0
					(iv)		Shared power to dispose or to direct the disposition of 0

Item 5.			Ownership of Five Percent or Less of a Class

Item 6.	Ownership of More than Five Percent on Behalf of Another Person


Item 7.	Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on By the Parent Holding Company or Control Person


Item 8.	Identification and Classification of Members of the Group


Item 9.	Notice of Dissolution of Group
If this statement is being filed to report the fact that as of the date hereof the reporting person has ceased to be the beneficial owner of more than five percent of the class of securities, check the following [ X ].
This Amendment No. 1 reports the fact that, as of the date hereof and based on the total number of outstanding shares of the Common Stock of the Issuer on December 31, 2002 as provided by the Issuer to CMC, CMC has ceased to be the beneficial owner of more than five percent of the Issuer's Common Stock.

Item 10.	Certification
By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect.

Signature

After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.

February 10, 2003
(Date)

COMMUNITY MEMORIAL CENTERS, L.L.C.

By:	THE APOGEE COMPANIES, INC.
				(Member)


			By:		/s/ Tom Camp
					Tom Camp, Chief
					Executive Officer

By:	THE PRESTIGE GROUP, INC.
				(Member)

		By:			/s/ David Schroeder
					David Schroeder,
					Vice President

COMMUNITY MEMORIAL CENTERS LLC SC 13G/A