UNITED STATES SECURITIES
                            AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                                   FORM 6-K
                                CURRENT REPORT

        REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-
                16 UNDER THE SECURITIES EXCHANGE ACT OF 1934

                             FOR SEPTEMBER 17, 2002
                             -------------------


                             INSIDE HOLDINGS INC.
                  ------------------------------------------
                (Translation of registrant's name into English)

           Suite 1260, 609 Granville Street, Vancouver, B.C., Canada
           ---------------------------------------------------------
                  (Address of principal executive offices)

   [Indicate by check mark whether the registrant files or will file annual
                reports under cover Form 20-F or Form 40-F.]

                       Form 20-F  X       Form 40-F
                         -----              -----
[Indicate by check mark whether the registrant by furnishing the information
contained in this Form  is also thereby furnishing  the information  to  the
Commission pursuant to Rule 12g3-2(b) under  the  Securities Exchange Act of
1934.]
                              Yes       No   X
                              ---      ---

If "Yes" is marked, indicate below the file number assigned to the
registrant In connection with Rule 12g3-2(b):

Inside Holdings Inc. has completed the acquisition of all of the issued and
outstanding securities of SHEP Limited ("SHEP") based in the Isle of Man.

Copy of the News Release is attached hereto and filed as Exhibit 99.1 to this
filing on Form 6-K.

SIGNATURES

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


INSIDE HOLDINGS INC.

By:   "Malcolm P. Burke"
 -----------------------
Name: Malcolm P. Burke
Title: Director
Date:   September 17, 2002











Exhibit 99.1
News Release
September 17, 2002


INSIDE HOLDINGS INC. CONFIRMS ACQUISITION OF SHEP LIMITED

VANCOUVER, CANADA - September 17, 2002 - INSIDE HOLDINGS INC.  (the "Company" or
"Inside") (OTC BB: IHLGF), announced today that it has completed the acquisition
of all of the issued and outstanding securities of SHEP Limited  ("SHEP")  based
in the Isle of Man. The transaction was effected in accordance with the terms of
a letter agreement dated May 22,  2002  and subsequent amendments  (collectively
the  "Letter  Agreement")  with  SHEP,  Ifield  Technology  Limited  ("Ifield"),
EuroCapital  Markets Ltd.  ("Euro"),  Marshalsea  Hydraulics  Executive  Pension
Scheme  ("Marshalsea") and others.  Under the terms of the Letter Agreement, the
Company is raising a minimum of  US$1.5 million,  on a best  efforts  basis,  to
provide working capital for the new business.

As consideration for the purchase of 100% of the  outstanding  shares  of  SHEP,
Inside has issued  10,600,000  shares of  common stock from treasury at a deemed
price of  C$0.50 per  share,  and  has  advanced to SHEP the sum of 192,000 lbs.
(US$299,175)  for  acquisition  from  Ifield  of  additional  operating   assets
(inventory, fixtures and  intellectual  property).   Immediately  prior  to  the
acquisition,   Inside   had   9,735,300   shares  of  common  stock  outstanding
Accordingly,  pursuant  to  generally  accepted   accounting   principles,   the
acquisition of SHEP will be treated as a reverse takeover of Inside.

Upon closing of the acquisition, of the 10,600,000 shares of common stock issued
by the Company,  Ifield,  of Isle of Man acquired  4,720,070 shares representing
approximately 23.21%  of the issued shares of the Company  in  consideration for
the transfer to the Company of 4,720,070 shares of SHEP. Ifield has advised that
it has acquired these securities for investment  purposes and that its intention
is to evaluate the investment in  the  Company  and to increase and decrease its
shareholdings as circumstances require.

The acquisition of SHEP includes two wholly owned subsidiaries - SHEP Technology
Inc., a Maine, USA company, and SHEP Technologies Inc., a Delaware, USA company,
intellectual property  and  additional operating assets associated with the SHEP
business.  At the date of acquisition,  management of SHEP advised that SHEP had
a consolidated net liability position of approximately US$280,000.

Under the terms of the transaction,  it  is  anticipated  that the management of
SHEP  will  assume  senior  executive  positions  within the Company and will be
represented on the board of directors. Additionally, the Company is also seeking
to change its name to  SHEP Technologies,  Inc. or a similar name reflecting the
new SHEP operating focus.

About SHEP Limited
SHEP  Limited  is a  corporation  based in the Isle of Man  with  operations  in
Taunton, England and in the United States.   SHEP  has  designed  and  developed
proprietary energy technology for application in the global automotive sector.

The SHEP Technology System,  using  electronics  and proprietary  hydraulic pump
motors, captures otherwise lost kinetic energy generated during vehicle braking,
and utilizes this energy for vehicle acceleration  during the  inefficient  low-
speed acceleration phase.   Under  a  controlled test  environment at one of the
world's largest automotive  manufactures over  the last  18 months,  significant
fuel  savings,   together  with  reduced  engine  and  brake  wear and tear were
realized.
The system  is  intended  to  be  equally  applicable to delivery, service and
passenger vehicles of all sizes and variety. Optimal use of SHEP technology is
anticipated in high density  urban  traffic environment where acceleration and
braking cycles are frequent  -  accordingly buses,  trucks, taxis  and  subway
systems could be ideal applications.

The Company  anticipates  licensing  its  "Stored Hydraulic Energy Propulsion"
(SHEP) to automotive manufacturers and their  Tier One suppliers.    Hydraulic
propulsion is being embraced by Original Equipment Manufacturers ("OEMs")  in
the automotive industry.   In particular,  SHEP components are incorporated as
an integral part of one of the major North American auto producer's  hydraulic
launch assist equipped development  vehicles  which passed its formal proof of
concept in  December  2000  and is currently undergoing 'Implementation Ready'
testing.

ON BEHALF OF THE BOARD OF DIRECTORS

"Malcolm P. Burke" and "Tracy A. Moore"
- ----------------------------------------------
Malcolm P. Burke and Tracy A. Moore, Directors

Statements about the Company's future expectations,  including  future  revenues
and earnings,  and  all  other  statements  in  this  press release  other  than
historical facts, are "forward-looking statements" within the meaning of Section
27A of the Securities Act of 1933, Section 21E of the Securities Exchange Act of
1934, and as that term is defined in the Private  Securities  Litigation  Reform
Act of 1995.    The  Company in tends that such  forward-looking  statements  be
subject to the safe harbors created thereby.    Since  these  statements involve
risks and uncertainties and are  subject to  change at any time,  the  Company's
actual results could differ materially from expected results.

For further information, please contact:
Malcolm P. Burke
Tel: 604-689-1515