SECURITIES AND EXCHANGE COMMISSION
                              Washington, DC 20549

                                   FORM 10-KSB

                     ANNUAL REPORT UNDER SECTION 13 OR 15(D)
                     OF THE SECURITIES EXCHANGE ACT OF 1934

For the year ended December 31, 2000.

Commission File Number 033-90355

                              GAMEWEAVER.COM, INC.
                              --------------------
             (Exact name of registrant as specified in its charter)

               Nevada                                     87-0542172
------------------------------              ------------------------------
 (State of organization)               (I.R.S. Employer Identification No.)


          2980 South Rainbow Blvd., Suite 100, Las Vegas, Nevada 89146
          ------------------------------------------------------------
                    (Address of principal executive offices)

Registrant's telephone number, including area code: (702) 307-8778

           Securities registered pursuant to Section 12(b) of the Act:

                                      None

         Securities registered under Section 12(g) of the Exchange Act:

                                  Common Stock

Check  whether  the  registrant  (1) filed all  reports  required  to be file by
Section  13 or 15(d) of the  Exchange  Act during the past 12 months and (2) has
been subject to such filing requirements for the past 90 days. YES (x)

Check if disclosure  of delinquent  filers in response to Item 405 of Regulation
S-B is not contained in this form, and no disclosure  will be contained,  to the
best of registrant's  knowledge,  in definitive proxy or information  statements
incorporated  by reference in PART III of this Form 10-KSB or any  amendments to
this Form 10-KSB. [x]

The Company's revenues during the year ended December 31, 2000 were:  $-0-

The  aggregate  market value of the voting stock held by  non-affiliates  of the
Company, (3,849,675 shares) based upon the closing price of the Company's common
stock on April 12, 2001 was approximately $720,000.

As of April 12, 2001 the Company had 3,904,675 issued and outstanding  shares of
common stock.

DOCUMENTS INCORPORATED BY REFERENCE:

      None


<PAGE>


                                     PART I

ITEM 1.     DESCRIPTION OF BUSINESS

Gameweaver.com,  Inc. (the  "Company") was  incorporated  on January 26, 1986 as
Vantage,   Inc.,  a  Nevada  corporation.   The  Company  changed  its  name  to
Gameweaver.com, Inc. in 1999.

In February 1987, the Company closed an initial public  offering which generated
gross proceeds of $175,650.

Since its formation the Company has been involved in several  business  ventures
all of which have been discontinued.

In November 1999, the Company  entered into an agreement to acquire  Gameweaver,
Inc. This agreement was rescinded in December of 1999.

At the present time the Company is not engaged in any business.

ITEM 2.     DESCRIPTION OF PROPERTY

The Company did not own nor lease any real property as of March 31, 2001.

ITEM 3.     LEGAL PROCEEDINGS

None.

ITEM 4.     SUBMISSION OF MATTERS TO SHAREHOLDERS' VOTE

None.

ITEM 5.     MARKET FOR COMMON EQUITY AND RELATED STOCKHOLDER
            MATTERS.

As of April 12,  2001,  there were 185  record  owners of the  Company's  common
stock.  The Company's common stock is traded on the OTC Bulletin Board under the
symbol "GMWR".  Set forth below are the range of high and low bid quotations for
the  periods  indicated  as  reported  by the OTC  Bulletin  Board.  The  market
quotations  reflect  interdealer  prices,  without retail mark-up,  mark-down or
commissions and may not necessarily represent actual transactions.

     Quarter Ended                  High           Low

     March 31, 1999                    *              *
     June 30, 1999                 $4.00          $0.75
     September 30, 1999                *              *
     December 31, 1999             $2.75          $1.50



<PAGE>


     March 31, 2000                $1.54          $0.15
     June 30, 2000                 $1.01          $0.17
     September 30, 2000            $0.68          $0.27
     December 31, 2000             $1.10          $0.05

* Company's stock did not trade during this quarter.

Holders of common stock are entitled to receive  dividends as may be declared by
the Board of Directors  and, in the event of  liquidation,  to share pro rata in
any distribution of the Company's assets after payment of liabilities. The Board
of  Directors is not  obligated to declare a dividend.  The Company has not paid
any dividends does not have any current plans to pay any dividends.

Issuance of Restricted Stock

During the three months ending  December 31, 2000, the Company did not issue any
shares of its common stock.

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

During the year ended  December  31,  2000,  the Company  issued  notes  payable
totaling $355,000 bearing interest at the rate of 8% per annum.  These notes are
due on October 31, 2001.

As of April 15, 2001 the Company  was not  engaged in any  business.  During the
year ended December 31, 2001 the Company will attempt to acquire a business.

ITEM 7.     FINANCIAL STATEMENTS.

See the financial statements attached to and made a part of this report.

ITEM 8.     CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON
            ACCOUNTING AND FINANCIAL DISCLOSURES.

Not applicable

ITEM 9.     DIRECTORS, EXECUTIVE OFFICERS, PROMOTERS, AND CONTROL
            PERSONS.

The names,  ages,  and  respective  positions of the  directors,  officers,  and
significant employees of the Company.



<PAGE>


            Name                 Age         Position

            Richard J. Wilk       55         President
            Miju Stinson          43         Secretary and Treasurer

Richard J. Wilk,  has been the  President of the Company  since 1998.  From 1973
through 1996, Mr. Wilk was employed by IBM Canada LTD.

Miju  Stinson,  has been the  Secretary and Treasurer of the Company since 1998.
Ms. Stinson is a senior IT  professional  with  twenty-two  years  experience in
computer  industry,  working for IBM Canada  LTD.  Ms Stinson has held  numerous
responsibilities  and  titles  with IBM,  including  sales and  production  team
leadership  roles,  technical  marketing  support,  systems  engineer,  and more
recently, senior software sales representative.

ITEM 10.    EXECUTIVE COMPENSATION

No officer or director of the Company received any compensation from the Company
during 1999 or 2000.

The Company does not have any annuity, pension or retirement plans.

ITEM 11.    SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND
            MANAGEMENT.

The following table sets forth as of March 31, 2001, the shares of the Company's
common stock owned of record or beneficially by each person who owned of record,
or was known by the Company to own  beneficially,  more than 5% of the Company's
common stock,  and the name and  shareholdings  of each officer and director and
all officers and directors as a group.

Name                                  Shares Owned             Percent of Class

Richard Wilk                             50,000                    1.28%
Miju Stinson                              5,000                    0.13%
Mark Thomas                             245,614                    6.29%
Wembley Holdings                        200,000                    5.12%
Bryan Dear                              293,980 (1)                7.53%
Myrna Crawford                          295,000                    7.56%
Bruce Horton                            281,934 (2)                7.22%
Dennis Madsen                           339,335                    8.69%
Damen Madsen                            339,334                    8.69%
Greg Stringham                          339,331                    8.69%
All Officers and Directors
as a Group (2 persons)                   55,000                    1.41%

(1)  Includes shares registered in the name of BMD Financial Inc., a corporation
     controlled by Mr. Dear. See Item 12 of this report.
(2)  Includes shares  registered in the name of Continental  Consulting  Inc., a
     corporation controlled by Mr. Horton. See Item 12 of this report.


<PAGE>


ITEM 12.    CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS.

During 1999 the Company issued shares of its common stock to the persons, in the
amounts and for the consideration set forth below:

Name                         Shares Issued      Consideration

BMD Financial Inc.              270,000         Services Rendered
Continental Consulting Inc.     270,000         Services Rendered
Lothian Bancorp Ltd.            270,000         Services Rendered
Shawn Hackman                    50,000         Services Rendered
Randall Landham                  50,000         Services Rendered
                              ---------

                               910,000

ITEM 13.    EXHIBITS AND REPORTS ON FORM 8-K

Exhibit Number          Exhibit Name

3.1                    Articles of Incorporation (incorporated by reference to
                       Exhibit 3.1 of the Company's Form 10-K dated
                       December 31, 1997)

3.2                    Certificate  of  Amendment  to Articles of  Incorporation
                       (incorporated   by   reference  to  Exhibit  3.2  of  the
                       Company's Form 10-K dated December 31, 1997).

3.3                    Bylaws of the Company (Incorporated by reference to
                       Exhibit 3.3 of the Company's Form 10-K dated December 31,
                       1997)










<PAGE>













                              GAMEWEAVER.COM, INC.
                          (A Development Stage Company)

                              FINANCIAL STATEMENTS

                           DECEMBER 31, 2000 AND 1999



<PAGE>


                          INDEPENDENT AUDITORS' REPORT


TO THE BOARD OF DIRECTORS AND STOCKHOLDERS OF
GAMEWEAVER.COM, INC.

We have  audited the  accompanying  balance  sheets of  Gameweaver.com,  Inc. (A
Development  Stage  Company) as of December  31, 2000 and 1999,  and the related
statements  of  operations,  stockholders'  deficit and cash flows for the years
then ended and for the period from April 12, 1989 to December  31,  2000.  These
financial  statements are the  responsibility of the Company's  management.  Our
responsibility  is to express an opinion on these financial  statements based on
our audits.

We  conducted  our  audits  in  accordance  with  generally   accepted  auditing
standards.  Those standards require that we 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.
We believe that our audits provide a reasonable basis for our opinion.

In our opinion,  the financial  statements  referred to above present fairly, in
all material  respects,  the financial  position of  Gameweaver.com,  Inc. as of
December 31, 2000 and 1999, and the results of its operations and cash flows for
the years then ended and for the period  from  April 12,  1989 to  December  31,
2000, in conformity with generally accepted accounting principles.

The  accompanying  financial  statements  have been  prepared  assuming that the
Company  will  continue  as a  going  concern.  As  discussed  in  Note 1 to the
financial  statements,  the Company has no operations  which raises  substantial
doubt  about its  ability to continue  as a going  concern.  Management's  plans
concerning these matters are also discussed in Note 1. The financial  statements
do not  include  any  adjustments  that might  result  from the  outcome of this
uncertainty.



                              MERDINGER, FRUCHTER, ROSEN & CORSO, P.C
                              Certified Public Accountants
Los Angeles, California
April 9, 2001


<PAGE>


                              GAMEWEAVER.COM, INC.
                          (A Development Stage Company)
                                 BALANCE SHEETS



                                                          December 31,
                                                  ----------------------------
      ASSETS                                        2000               1999
                                                  --------          ------------

   Cash and cash equivalents                 $     10,238   $            --
   Advances receivable                            340,000                --
                                             ------------      ---------------

     TOTAL ASSETS                             $   350,238$               --
                                              ================================


      LIABILITIES AND STOCKHOLDERS' DEFICIT

CURRENT LIABILITIES
   Accounts payable and accrued expenses     $     98,000$               --
   Notes payable                                                    355,000
                                                               ------------
               --
-----------------
     Total liabilities                            453,000                --
                                             --------------   -------------

COMMITMENTS AND CONTINGENCIES                           -                 -

STOCKHOLDERS' DEFICIT

Common stock, $.001 par value; 75,000,000
   shares authorized, 3,904,675 shares
   issued and outstanding                            3,905           3,905
   Additional paid-in capital                      300,335         300,335
   Deficit accumulated during the development
      stage                                      ( 407,002)      ( 304,240)
                                              -------------     -----------
     Total stockholders' deficit                (  102,762)             --
                                              -------------  --------------

     TOTAL LIABILITIES AND STOCKHOLDERS'
      DEFICIT                                $    350,238      $        --
                                             =============   ===============











          The  accompanying   notes  are  an  integral  part  of  the  financial
statements.



<PAGE>


                              GAMEWEAVER.COM, INC.
                          (A Development Stage Company)
                            STATEMENTS OF OPERATIONS



<TABLE>
<S>                                          <C>            <C>               <C>
                                                                           Cumulative
                                                                         From Inception
                                            For the Year Ended          (April 12, 1989)
                                               December 31,               to December 31,
                                          -----------------------     --------------------
                                           2000             1999               2000
                                          ------        ----------    --------------------
                                                        (Restated)         (Restated)

REVENUE                                  $    --         $     --           $     --

EXPENSES
  General and administrative expenses     99,212           89,361            403,452
                                        ----------------------------------------------

LOSS FROM OPERATIONS                    ( 99,212)       (  89,361)         ( 403,452)

OTHER EXPENSES
   Interest expense                     (  3,550)              --            ( 3,550)

LOSS FROM OPERATIONS BEFORE
 PROVISION FOR INCOME TAXES            ( 102,762)       (  89,361)         ( 407,002)

PROVISION FOR INCOME TAXES                    --               --                 --
                                    --------------------------------------------------
NET LOSS                           $   ( 102,762)      $(  89,361)        $( 407,002)
                                    =============     =============      ============

NET LOSS PER COMMON SHARE

   Basic  and diluted               $ (    0.02)      $(    0.26)
                                    ==============   ===============

</TABLE>











          The  accompanying   notes  are  an  integral  part  of  the  financial
statements.



<PAGE>


                              GAMEWEAVER.COM, INC.
                          (A Development Stage Company)
                       STATEMENT OF STOCKHOLDERS' DEFICIT

<TABLE>
<S>                                           <C>           <C>          <C>            <C>           <C>
                                                                                      Deficit
                                                                                    Accumulated
                                                                     Additional     During the       Total
                                                 Common Stock          Paid-in      Development   Stockholders'
                                            Shares         Amount      Capital        Stage          Deficit
                                            ------         ------    ----------     ------------  -------------

Balance - April 12, 1989                     30,087       $   30      $ 23,193       $     -        $ 23,223

Shares issued for patent rights,
 March 1990, $0.01 per share                181,733          182           818             -           1,000
Shares issued for cash, April 1990,
 $0.86 per share                             30,815           31        26,469             -          26,500
Shares issued for cash, December 1990,
 $0.00 per share                                167            -         5,000             -           5,000
Shares issued for services, December 1991,
 $29,94 per share                             1,666            2         1,498             -           1,500
Shares issued for cash, December 1992,
 $0.05 per share                            666,666          666        35,363             -          36,029
Shares issued for services, December 1995,
 $0.10 per share                             72,891           73         7,427             -           7,500
Additional loss for the cumulative period
 April 12, 1989 through December 31, 1996         -            -        82,488             -          82,488
Net loss for the cumulative period April 12,
 1989 through December 31, 1996                   -            -             -    (  190,567)     (  190,567)
                                            -----------------------------------------------------------------
 Balance - December 31, 1996 (Unaudited)    984,025          984       182,256    (  190,567)     (    7,327)

Net loss for the year ended
 December 31, 1997                                -            -             -     (   2,363)     (    2,363)
                                          -------------------------------------------------------------------
Balance - December 31, 1997 (Unaudited)     984,025          984       182,256    (  192,930)      (   9,690)

Shares issued for cash,
 November 30, 1998, $0.00 per share       8,000,000        8,000        22,000             -          30,000
Net loss for the year ended
 December 31, 1998                                -            -             -     (  21,949)     (   21,949)
                                       ------------------------------------------ ---------------------------
Balance - December 31, 1998               8,984,025        8,984       204,256     ( 214,879)     (    1,639)

One to three reverse stock split         (5,989,350)   (   5,989)        5,989             -               -
                                          ------------------------------------------------------------------
Balance - December 31, 1998               2,994,675       2,995        210,245    (  214,879)     (    1,639)

Shares Issued for Services                  910,000         910      1,248,310             -       1,249,220
Net Loss for the Year Ended
 December 31, 1999                                -           -              -    (1,247,581)     (1,247,581)
                                        ---------------------------------------------------------------------
Balance - December 31, 1999               3,904,675       3,905      1,458,555    (1,462,460)              -

Prior Period Adjustment                           -           -     (1,158,220)    1,158,220               -
                                       ---------------------------------------------------------------------
Balance - December 31, 2000 restated      3,904,675       3,905        300,335     ( 304,240)              -

Net Loss for the year ended
 December 31, 2000                               -            -              -    (  102,762)       (102,762)
                                   -------------------------------------------------------------------------

Balance - December 31, 2000              3,904,675    $   3,905      $ 300,335   $(  407,002)      $(102,762)
                               ==============================================================================
</TABLE>



          The  accompanying   notes  are  an  integral  part  of  the  financial
statements.



<PAGE>


                              GAMEWEAVER.COM, INC.
                          (A Development Stage Company)
                            STATEMENTS OF CASH FLOWS
<TABLE>
<S>                                                  <C>        <C>                <C>

                                                                               Cumulative
                                                                            From Inception
                                                    For the Year Ended       (April 12, 1989)
                                                       December 31,           to December 31,
                                                  ---------------------
                                                    2000        1999              2000
                                                  --------    --------       ---------------
                                                             (Restated)        (Restated)
CASH FLOWS FROM OPERATING ACTIVITIES
  Net loss                                     $( 102,762)   $(  89,361)        $(407,002)
  Adjustments to reconcile net loss to net
    cash used by operating activities:
  Amortization                                         --            --             1,183
  Common stock issued for services                     --        91,000           100,000
Changes in certain assets and liabilities:
  Other assets                                         --            --            11,029
  Shareholder payable                                  --            --          (  3,003)
  (Increase) decrease in accounts payable
   and accrued expenses                            98,000      (  1,639)          100,503
                                                ------------------------------------------

Net cash used by operating activities            (  4,762)           --          (197,290)
                                                -------------------------------------------

CASH FLOWS FROM INVESTING ACTIVITIES:
  Cash acquired upon reorganization of Company          --           --             23,540
                                                 ------------------------------------------

CASH FLOWS FROM FINANCING ACTIVITIES:
  Additional capital contributed                        --           --            82,488
  Payment of advance receivable                (   340,000)          --         ( 340,000)
  Proceeds from notes payable                      355,000           --           355,000
  Issuance of common stock for cash                     --           --            86,500
                                                ------------------------------------------

Net cash provided from financing activities         15,000           --           183,988
                                                -------------------------------------------

NET INCREASE IN CASH AND CASH EQUIVALENTS           10,238           --            10,238

CASH AND CASH EQUIVALENTS - BEGINNING                   --           --                --
                                              --------------------------------------------

CASH AND CASH EQUIVALENTS - ENDING               $  10,238       $   --        $   10,238
                                               ===========================================


SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION:
  Cash paid for:
     Interest expense                            $      --        $   --       $       --
                                                ==========================================
     Income taxes                                $      --       $    --        $      --
                                                 =========================================

</TABLE>



          The  accompanying   notes  are  an  integral  part  of  the  financial
statements.

<PAGE>


                              GAMEWEAVER.COM, INC.
                          (A Development Stage Company)
                          NOTES TO FINANCIAL STATEMENTS
                           DECEMBER 31, 2000 AND 1999

  NOTE 1 -    SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

a)   Nature of Operations
               Gameweaver.com,   Inc.,  (the  "Company"),  was  incorporated  on
               January 26, 1986 as Vantage,  Inc. under the laws of the State of
               Nevada.  On April 12, 1989, the Company ceased  operations and is
               currently  considered a  development  stage  enterprise  with its
               business purpose being seeking a suitable  merger/acquisition  or
               joint venture  candidate.  During 1995,  the company  changed its
               name from  Vantage,  Inc. to Cofitras  Entertainment,  Inc.  then
               subsequently   on  October   27,   1999   changed   its  name  to
               BingoCold.com. On November 26, 1999, the Company then changed its
               name from BingoCold.com to Gameweaver.com (also see Note 6).

b)   Use 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 and  liabilities  and  disclosure of contingent  assets and
              liabilities  at the  date  of the  financial  statements  and  the
              reported  amounts of revenue  and  expenses  during the  reporting
              period. Actual results could differ from those estimates.

c)   Basis of Presentation
              The Company has no  operations  and has  accumulated  losses since
              inception.  This  situation  raises  substantial  doubt  about its
              ability to continue as a going concern. The accompanying financial
              statements  do  not  include  any  adjustments   relative  to  the
              recoverability and classification of asset carrying amounts or the
              amount and  classification  of liabilities  that might result from
              the outcome of this  uncertainty.  Management is currently seeking
              one or more  potential  business  ventures  through  acquiring  or
              merging with a company with viable operations.

d)   Cash and Cash Equivalents
              The Company considers all highly liquid investments purchased with
              original   maturities   of  three   months  or  less  to  be  cash
              equivalents.

e)   Income Taxes
              Income  taxes are provided  for based on the  liability  method of
              accounting pursuant to Statement of Financial Accounting Standards
              No. 109, "Accounting for Income Taxes" ("SFAS No. 109").  Deferred
              income taxes, if any, are recorded to reflect the tax consequences
              on future years of differences between the tax bases of assets and
              liabilities  and  their  financial   reporting   amounts  at  each
              year-end.


<PAGE>

                              GAMEWEAVER.COM, INC.
                          (A Development Stage Company)
                          NOTES TO FINANCIAL STATEMENTS
                           DECEMBER 31, 2000 AND 1999

  NOTE 1 -    SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued)

f)   Stock-Based Compensation
              Statement of Financial  Accounting  Standards No. 123, "Accounting
              for Stock-Based  Compensation",  ("SFAS No. 123") encourages,  but
              does  not  require  companies  to  record  compensation  cost  for
              stock-based employee compensation plans at fair value. The Company
              has chosen to  continue to account  for  stock-based  compensation
              using  the  intrinsic   value  method   prescribed  in  Accounting
              Principles  Board Opinion No. 25,  "Accounting for Stock Issued to
              Employees", and related Interpretations. Accordingly, compensation
              cost for stock  options is measured as the excess,  if any, of the
              quoted  market  price  of the  Company's  stock at the date of the
              grant over the amount an employee must pay to acquire the stock.

g)   Earnings Per Share
              During 1998, the Company adopted Statement of Financial Accounting
              Standards No. 128,  "Earnings Per Share"  ("SFAS  No.128"),  which
              requires  presentation  of basic  earnings per share ("Basic EPS")
              and diluted earnings per share ("Diluted EPS").

              The  computation  of  basic  earnings  per  share is  computed  by
              dividing income  available to common  stockholders by the weighted
              average  number of  outstanding  common  shares during the period.
              Diluted earnings per share gives effect to all dilutive  potential
              common shares  outstanding  during the period.  The computation of
              diluted EPS does not assume  conversion,  exercise  or  contingent
              exercise of securities that would have an  antidilutive  effect on
              earnings. The shares used in the computations were as follows:

                                                       December 31,
                                             -----------------------------
                                               2000                1999
                                            ---------          -----------

              Basic and diluted            3,904,675           3,500,000
                                          ===========         ===========

     During 1999, the Company had a 1 for 3 reverse stock split (see Note 4).

h)   Comprehensive Income
              In June 1998,  the FASB issued  Statement of Financial  Accounting
              Standards No. 130, "Reporting  Comprehensive  Income",  was issued
              ("SFAS No.  131").  SFAS No.  130  establishes  standards  for the
              reporting and display of  comprehensive  income and its components
              in the financial statements. As of December 31, 2000 and 1999, the
              Company  has  no  items  that  represent   comprehensive   income,
              therefore, has not included a schedule Comprehensive Income in the
              accompanying financial statements.


<PAGE>

                              GAMEWEAVER.COM, INC.
                          (A Development Stage Company)
                          NOTES TO FINANCIAL STATEMENTS
                           DECEMBER 31, 2000 AND 1999



  NOTE 2 -    ADVANCES RECEIVABLE

               During the year ended  December  31, 2000,  the Company  advanced
               $340,000 to Streamscape  Networks,  Inc.  ("Streamscape").  These
               advances are due on demand (also see Note 7).

  NOTE 3 -    NOTES PAYABLE

              During the year ended  December 31, 2000, the Company issued notes
              payable  totaling  $355,000 bearing interest at the rate of 8% per
              annum. These notes are due on October 31, 2001.

  NOTE 4 -    EQUITY TRANSACTIONS

              In 1999, the Company had a 1-for-3  reverse stock split.  Prior to
              the reverse stock spilt,  the Company had 8,984,025  shares issued
              and  outstanding.  The reverse  stock split reduced the issued and
              outstanding   shares   2,994,675.   The   accompanying   financial
              statements  have been  restated  to conform to the  reverse  stock
              split.  Following  the reverse  stock  split,  the Company  issued
              910,000 shares of common stock for services rendered. The value of
              these shares have been calculated at the market value of the stock
              at date of issuance.

  NOTE 5 -    PRIOR PERIOD ADJUSTMENT

              During the year ended  December 31, 2000,  the Company  recorded a
              prior  period  adjustment  related to the  issuance of  restricted
              common   stock  for   services.   These  shares  were  issued  for
              professional  services  rendered  during the first two quarters of
              1999. These professional services had a fair value of $91,000. The
              value of the  restricted  shares  issued  is deemed to be the fair
              value of the services performed, which is a more reliable measure,
              due to the limited  volume of the Company's  common stock and lack
              of operations.






<PAGE>


                              GAMEWEAVER.COM, INC.
                          (A Development Stage Company)
                          NOTES TO FINANCIAL STATEMENTS
                           DECEMBER 31, 2000 AND 1999


  NOTE 6 -    INCOME TAXES

              The components of the provision for income taxes were as follows:

                                                           December 31,
                                                     ------------------------
                                                     2000            1999
                                                   ---------------------------
              Current Tax Expense
                U.S. Federal                     $       -        $     -
                State and Local                          -              -
                                                 ------------------------------
              Total Current                              -              -
                                                  -----------------------------

              Deferred Tax Expense
                U.S. Federal                              -             -
                State and Local                           -             -
                                             -----------------       ---------
                Total Deferred                            -             -
                                             ----------------       -----------

              Total Tax Provision from
                Continuing Operations             $       -         $   -
                                              ==============================

              The reconciliation of the effective income tax rate to the Federal
              statutory rate is as follows:

              Federal Income Tax Rate                             (   34.0%)
              Deferred Tax Charge (Credit)                              --
              Effect of Valuation Allowance                           34.0%
              State Income Tax, net of Federal Benefit                  --
                                                             --------------

              Effective Income Tax Rate                                0.0%
                                                                 ============

              At December  31, 2000 and 1999,  the Company had net  carryforward
              losses  of  approximately  $407,002  and  $304,240,  respectively.
              Because of the current uncertainty of realizing the benefit of the
              tax carryforward,  a valuation  allowance equal to the tax benefit
              for deferred taxes has been  established.  The full realization of
              the  tax  benefit   associated  with  the   carryforward   depends
              predominantly  upon the  Company's  ability  to  generate  taxable
              income during the carryforward period.

              Deferred tax assets and liabilities  reflect the net tax effect of
              temporary  differences  between the carrying  amount of assets and
              liabilities for financial  reporting purposes and amounts used for
              income  tax  purposes.  Significant  components  of the  Company's
              deferred tax assets and liabilities were as follows:


<PAGE>

                              GAMEWEAVER.COM, INC.
                          (A Development Stage Company)
                          NOTES TO FINANCIAL STATEMENTS
                           DECEMBER 31, 2000 AND 1999



  NOTE 6 -    INCOME TAXES (Continued)

                                                          December 31,
                                                  ---------------------------
                                                  2000                  1999
                                                 ------               -------
            Deferred Tax Assets
            Loss Carryforwards                $   138,381         $   103,442

            Less:  Valuation Allowance         (  138,381)        (   103,442)
                                               -----------         -----------

            Net Deferred Tax Assets           $        --         $        --
                                            ==================================

            Net operating  loss  carryforwards  expire  through  2015.  Per year
            availability  is subject to change of  ownership  limitations  under
            Internal Revenue Code Section 382.

  NOTE 7 -  COMMITMENTS AND CONTINGENCIES

            On November 1, 2000 the Company  agreed to acquire all of the issued
            and outstanding shares of Streamscape Networks,  Inc. for 17,700,000
            shares of the Company's  common stock.  However  Streamscape was not
            able to deliver  all of its issued  shares to close the  transaction
            nor was Streamscape  able to obtain the financing needed to continue
            operations.   Accordingly,   on  April  2,  2001  the   Company  and
            Streamscape terminated the November 1, 2000 agreement.

            The financial statements do not include the transaction as it was
            rescinded.

            Subsequent  to  November 1, 2000 the  Company  advanced  $340,000 to
            Streamscape.  Although  Streamscape agreed to pay this amount to the
            Company,  together with accrued  interest at 8% no later than August
            1, 2001,  Streamscape is insolvent and the collection of this amount
            is unlikely.

  NOTE 8 -    SUBSEQUENT EVENTS

              As discussed  in Note 7, the  Streamscape  agreement  was canceled
  during April 2001.





<PAGE>


                                   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.



                              GAMEWEAVER.COM, INC.

                              By:  /s/ Richard J. Wilk
                                   --------------------------
                                  Richard J. Wilk, Chief Executive Officer and
                                    Director
Dated: April 16, 2001
                                   /s/ Miju Stinson
                                   ---------------------------
                                   Miju Stinson, Director