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

                             ----------------------

                                  FORM 10-KSB

       [X]           ANNUAL REPORT UNDER SECTION 13 OR 15(d) OF THE
                 SECURITIES EXCHANGE ACT OF 1934 (FEE REQUIRED)
                  FOR THE FISCAL YEAR ENDED AUGUST 31, 2001

                                            OR

       [ ]            TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE
               SECURITIES EXCHANGE ACT OF 1934 (NO FEE REQUIRED)
             FOR THE TRANSITION PERIOD FROM _________ TO _________

COMMISSION FILE NUMBER: 33-3349
AZTEC COMMUNICATIONS GROUP, INC.
(NAME OF SMALL BUSINESS ISSUER IN ITS CHARTER)

           UTAH                                          87-0439834
(STATE OR OTHER JURISDICTION OF           (I.R.S. EMPLOYER IDENTIFICATION NO.)
INCORPORATION OR ORGANIZATION)

3730 KIRBY SUITE 1200
HOUSTON, TEXAS 77098
(ADDRESS OF PRINCIPAL EXECUTIVE OFFICE)

        ISSUER'S TELEPHONE NUMBER, INCLUDING AREA CODE: (281) 587-4645.

         SECURITIES REGISTERED PURSUANT TO SECTION 12(b) OF THE ACT: NONE.

         SECURITIES REGISTERED PURSUANT TO SECTION 12(g) OF THE ACT:
                  COMMON STOCK, PAR VALUE $0.001 PER SHARE.

         CHECK WHETHER THE ISSUER (1) FILED ALL REPORTS REQUIRED TO BE FILED
BY SECTION 13 OR 15(d) OF THE EXCHANGE ACT DURING THE PAST 12 MONTHS (OR FOR
SUCH SHORTER PERIOD THAT THE ISSUER WAS REQUIRED TO FILE SUCH REPORTS), AND
(2) HAS BEEN SUBJECT TO SUCH FILING REQUIREMENTS FOR THE PAST 90 DAYS.  YES
 .  NO X .


         CHECK IF THERE IS NO DISCLOSURE OF DELINQUENT FILERS IN RESPONSE TO
ITEM 405 OF REGULATION S-B IS NOT CONTAINED IN THIS FORM, AND NO DISCLOSURE
WILL BE CONTAINED, TO THE BEST OF THE REGISTRANT'S KNOWLEDGE, IN DEFINITIVE
PROXY OR INFORMATION STATEMENTS INCORPORATED BY REFERENCE IN PART III OF THIS
FORM 10-KSB OR ANY AMENDMENT TO THIS FORM 10-KSB.  [ ]

THE ISSUER HAD NO REVENUES IN ITS MOST RECENT FISCAL YEAR.

   THE AGGREGATE MARKET VALUE OF THE VOTING STOCK HELD BY NON-AFFILIATES
COMPUTED BY REFERENCE TO THE PRICE AT WHICH STOCK WAS SOLD, OR THE AVERAGE BID
AND ASKED PRICES OF SUCH STOCK, AS OF AUGUST 31, 2001 WAS: $0.05

         THE NUMBER OF SHARES OUTSTANDING OF EACH OF THE ISSUER'S CLASSES OF
COMMON EQUITY, AS OF AUGUST 31, 2001 WAS: 3,974,050.

         DOCUMENTS INCORPORATED BY REFERENCE: YES.



























                               TABLE OF CONTENTS



PART I  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 1
         Item 1.  Description of Business . . . . . . . . . . . . . . . . . 1
                  General . . . . . . . . . . . . . . . . . . . . . . . . . 1
                  Employees . . . . . . . . . . . . . . . . . . . . . . . . 1
                  Executive Officers of the Registrant. . . . . . . . . . . 1
         Item 2.  Description of Property . . . . . . . . . . . . . . . . . 1
         Item 3.  Legal Proceedings . . . . . . . . . . . . . . . . . . . . 1
         Item 4.  Submission of Matters to a Vote of Security Holders . . . 1
PART II . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 2
         Item 5.  Market for the Registrant's Common Equity and Related
			Stockholder Matters . . ........................... 2
         Item 6.  Management's Discussion and Analysis of Financial Condition
                         and Results of Operations  . . . . . . . . . . . . 3
                  General   . . . . . . . . . . . . . . . . . . . . . . . . 3
                  Liquidity   . . . . . . . . . . . . . . . . . . . . . . . 3
                  Results of Operations . . . . . . . . . . . . . . . . . . 4
         Item 7.  Financial Statements  . . . . . . . . . . . . . . . . . . 4
         Item 8.  Changes in and Disagreements with Accountants on Accounting
                         and Financial Disclosure . . . . . . . . . . . . . 4
PART III  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 4
         Item 9   Directors, Executive Officers, Promoters and Control
Persons;Compliance With Section 16(a) of the Exchange Act. .  . . . . . . . 4
         Item 10. Executive Compensation  . . . . . . . . . . . . . . . . . 5
                         Compensation of Directors  . . . . . . . . . . . . 5
         Item 11. Security Ownership of Certain Beneficial Owners and
Management .  . . . . .. . . . .............................................5
         Item 12. Certain Relationships and Related Transactions  . . . . . 6
         Item 13. Exhibits and Reports on Form 8-K .  . . . . . . . . . . . 6
SIGNATURES  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 7











         COMMON STOCK

           BID PRICE

---------------------- ------------------------
 Fiscal Year 2000       Low                     High
------------------ ---------------------- ------------------------

First Quarter              $0.00                $0.00
Second Quarter             $0.00                $0.00
Third Quarter              $0.00                $0.00
Fourth Quarter             $0.00                $0.00


Fiscal Year 2001         Low                     High
------------------ ---------------------- ------------------------
First Quarter           $0.00                   $0.00
Second Quarter          $0.00                   $0.00
Third Quarter           $0.01                   $0.05
Fourth Quarter          $0.01                   $0.05


         As of September 30 2001 the high and low bids with respect to the
price of the Common Stock were $0.01 by $0.05.

         As of August 31, 2001, there were 75 holders of record of the
Common Stock.







ITEM 6.  MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND
RESULTS OF OPERATIONS

      The following is a discussion of the Registrant's financial condition
and results of operations.  This discussion should be read in conjunction with
the Consolidated Financial Statements of the Registrant appearing under Item 7
of this Report.  Statements contained in this "Management's Discussion and
Analysis of Financial Conditions and Results of Operations," which are not
historical facts may be forward-looking statements.  Such information involves
risks and uncertainties, including those created by general market conditions,
competition and the possibility that events may occur which could limit the
ability of the Registrant to maintain or improve its operating results or
execute its primary growth strategy.  Although management believes that the
assumptions underlying the forward-looking statements are reasonable, any of
the assumptions could be inaccurate, and there can therefore be no assurance
that the forward-looking statements included herein will prove to be
accurate.  The inclusion of such information should not be regarded as a
representation by management or any other person that the objectives and plans
of the Registrant will be achieved.  Moreover, such forward-looking statements
are subject to certain risks and uncertainties which could cause actual
results to differ materially from those projected.  Readers are cautioned not
to place undue reliance on these forward-looking statements that speak only as
of the date hereof.

GENERAL

         Management intends for the Registrant to proceed in its efforts to
expand holdings through the purchase of existing, profitable, private,
companies where there is a demonstrable gain in productivity through the
minimization of general and administrative costs which are duplicative.
Management will seek to implement a capital structure which affords the
greatest flexibility for future acquisitions while maintaining an adequate
base of equity to cushion against fluctuations in the business cycle.
Currently the company is a development stage corporation.

LIQUIDITY AND CAPITAL RESOURCES

         In order to complete the any acquisitions, the Registrant will
require additional funding.  Management believes that this funding is
available through investment bankers who may expressed an interest in
providing equity and debt funding.  There can be no assurance as to the
availability or terms of this financing.

Certain transactions may require the Registrant to incur additional debt, and
the degree to which the Registrant may be leveraged could have important
consequences, including the following: (i) the possible impairment of the
Registrant's ability to obtain financing in the future for potential
acquisitions, working capital, capital expenditures or general corporate
purposes; (ii) the necessity for a substantial portion of the Registrant's
cash flow from operations to be dedicated to the payment of principal and
interest on its indebtedness; (iii) the potential for increased interest
expense due to fluctuations in interest rates; and (iv) the potential for
increased vulnerability of the Registrant to economic downturns and possible
limitation of its ability to withstand competitive pressures.  The
Registrant's ability to meet its debt service obligations will be dependent
upon the Registrant's future performance, which will be subject to general
economic conditions and to financial, business and other factors affecting the
operations of the Registrant, many of which are beyond its control.

RESULTS OF OPERATIONS

         The Registrant has generated no revenues since 1990, and has had no
activity since 1990.

ITEM 7.  FINANCIAL STATEMENTS.

         The information required by this Item 7 appears on pages 10 through
12
of this Report, and is incorporated herein by reference.

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

         Not applicable.

 PART III

ITEM 9   DIRECTORS, EXECUTIVE OFFICERS, PROMOTERS AND CONTROL PERSONS;
COMPLIANCE WITH SECTION 16(a) OF THE EXCHANGE ACT.

         The information set forth under "Item 1.  Description of Business
-Executive Officers of the Registrant" is incorporated herein by reference.
At the date of this Report, there are no officers of the Registrant..

              In the years prior to August 31, 2000, various officers and
directors of the Registrant have failed to file a Form 3 on a timely basis
upon becoming an executive officer and director of the Registrant.

         Set forth below are the directors of the Registrant, together with
their ages as of the date of this Report.  Each director is elected for a one
year term and serves until his successor is elected and qualified.

Name                    Age    Position                        Director Since
----                   ----   ----------                      ----------------

L. Mychal Jefferson II  33  Chairman, Chief Executive Officer, March 16, 2000
                            President and Director

Terry Roberts           33  Treasurer and Director          November 29, 2000

Monica W. Jefferson     26  Secretary and Director             March 16, 2000

         Certain information with respect to the members of the Board of
Directors of the Registrant is set forth above in "Item 1.  Description of
Business - Executive Officers of the Registrant."

ITEM 10. EXECUTIVE COMPENSATION.

         Since 1990, the Registrant has not paid salaries or other form
compensation to any of its officers or directors.

COMPENSATION OF DIRECTORS

         The Registrant does not compensate any of its directors for their
services to the Registrant as directors.  However, the Registrant does
reimburse its directors for expenses incurred in attending board meetings.

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

         The following table presents certain information regarding the
beneficial ownership of all shares of the Common Stock at August 31, 2000 (i)
each person who owns beneficially more than five percent of the outstanding
shares of the Common Stock, (ii) each director of the Company, (iii) each
named executive officer, and (iv) all directors and officers as a group.

Shares Beneficially Owned
-------------------------
Name of Beneficial Owner (1)                     Number           Percent (2)
-----------------------                          ------             -------
L. Mychal Jefferson                             97,500             2.45%
Terry Roberts                                   10,000             .003%
Monica Jefferson                                10,000             .003% (3)
     All directors and officers                                     --  --
       as a group			       117,500 		   2.51%

(1) Unless otherwise indicated, each person named in the above-described
table has the sole voting and investment power with respect to his shares of
the Common Stock beneficially owned.

(2) Unless otherwise provided, the calculation of percentage ownership is
based on the total number of shares of the Common Stock outstanding as of
August 31, 2000 any shares of the Common Stock which are not outstanding as of
such date but are subject to options, warrants, or rights of conversion
exercisable within 60 days of August 31, 2000 shall be deemed to be
outstanding for the purpose of computing percentage ownership of outstanding
shares of the Common Stock by such person but shall not be deemed to be
outstanding for the purpose of computing the percentage ownership of any other
person.

(3) Mrs Jefferson is the wife of L. Mychal Jefferson, Mr. Jefferson claim no
benifical ownership in the shares owned by his wife.



ITEM 12. CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS.

         Not applicable.

ITEM 13. EXHIBITS AND REPORTS ON FORM 8-K.

         (a)     List of Documents Filed with this Report.

         (1)     Consolidated Financial Statements, Aztec Communications
Group, Inc. and subsidiary companies--
Report of Gwendolyn J. Giles, CFE, CPA, independent
certified public accountant, dated October 9, 2000...... . . . . . . . .11
Balance Sheet-for the Years Ended August 31, 2000 .... . ...............12
Notes to Consolidated Financial Statements as of August 31, 2000  . . . 17

         All schedules have been omitted since the information required to be
submitted has been included in the financial statements or notes or has been
omitted as not applicable or not required.

         (2)     Exhibits--  The exhibits indicated by an asterisk (*) are
incorporated by reference.

   EXHIBIT NO.                                        IDENTIFICATION OF
EXHIBIT
   -----------
-------------------------
  3(a)*  Articles of Incorporation of Aztec Communications Group, Inc. filed on
January 24, 1986 with the Secretary of State of Utah, described in the
Registration Statement on Form S-18 of the Registrant effective February 14,
1986.  Commission File No. 33-3349.

      23(a)*         Consent of Gwendolyn J. Giles, CFE, CPA, certified public
accountants.

      27*              Financial Data Schedule.

         (b)*   8-k filed January 19, 2001

         (c)            Financial Statement Schedules.

     No schedules are required as all information required has been presented
in the audited financial statements.







  SIGNATURES

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


                                          Aztec Communications Group, INC.

                                              By /s/  L. Mychal Jefferson II
                                            ---------------------------------
                                              L. Mychal Jefferson II,
                                              President

                                              November 29, 2001

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

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

/s/  L. Mychal Jefferson II Chairman, C.E.O, President   November 29, 2001
                                       and Director

/s/  Terry Roberts            Treasurer and Director     November 29, 2001

/s/ Monica W. Jefferson       Secretary and Director     November 29, 2001

















CONSENT OF INDEPENDENT PUBLIC ACCOUNTANTS

Consent of Gwendolyn J. Giles, CFE, CPA
Independent Auditor

     I consent to the use, of our report dated October 9, 2000, on the
financial statements of Aztec Communications Group, Inc., (a development
stage company), dated August 31, 2000 included herein and to the reference
made to me.



Houston, Texas
October 9, 2000

Independent Auditors Report

Board of Directors
Aztec Communications Group,, Inc.
(A Development Stage Company)

I have audited the accompanying balance sheets of Aztec Communications Group,
Inc., (a development stage company), as of May 31, 2000, August 31, 2000 and
1999, and the related statements of operations, stockholders' equity, and
cash flows accumulated from January 24, 1986 (Inception) to August 31, 1999
and the year ended August 31, 1999.  These financial statements are the
responsibility of the Company's management.  My responsibility is to express
an opinion on these financial statements based on my audit.

I conducted my audit in accordance with generally accepted auditing
standards.  Those standards require that I plan and perform the audit to
obtain reasonable assurance about whether the  financial statements are free
of material misstatements.  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 the
significant estimates made by management, as well as evaluating the overall
financial statements presentation.  I believe that my audit provides a
reasonable basis for my opinion.

In my opinion, the aforementioned financial statements present fairly,
in all material respects, the financial position of Aztec Communications
Group, Inc., (a development stage company), as of may 31, August 31, 2000
and 1999, and the results of its operations and its cash flows accumulated
from January 24, 1986 (Inception) to August 31, 2000 and the year ended
August 31, 1999, in conformity with generally accepted accounting principles.

The accompanying financial statements have been prepared assuming the Company
will continue as a going concern.  As discussed in Note #4 to the financial
statements, the Company has an accumulated deficit and a negative net worth at
August 31, 2000.  These factors raise substantial doubt about the Company's
ability to continue as a going concern.  Management's plans in regard to these
matters are also discussed in Note #4.  The financial statements do not
include any adjustments that might result from the outcome of this
uncertainty.

Gwendolyn J. Giles CFE, CPA
Houston, Texas
October 9,

 2000


Aztec Communications Group,, Inc.
(A Development Stage Company)
Balance Sheets
May 31 2000 & August 31, 2000


      							May        August
       					 	   31, 2000      31, 1999

     Assets

Current Assets					$     -0- 	$     -0-

     Total Assets				$     -0-	$     -0-

     Liabilities & Stockholders' Equity

Current Liabilities

     Taxes Payable				$     4900 	$    4900

Stockholders' Equity

     Common Stock; 50,000,000 Shares Authorized
     at $0.001 Par Value, 7,948,100 Shares Issued
     and Outstanding			     	     7,948           7,948
     Paid In Capital				  1,951589       1,951,589
     Deficit Accumulated in the Development Stage(1,964,437)(     1,964,437)

     Total Stockholders' Equity			 (     5000)	(     4900)

     Total Liabilities & Stockholders' Equity	$      -0- 	  $     -0-


Aztec Communications Group,, Inc.
(A Development Stage Company)
Statement of Operations
Accumulated from January 24, 1986 (Inception) to August 31, 2000, May 31 2000
and the Year Ended August 31, 1999

          			Accumulated      1999         3rd Quarter

Revenues                     $     -0- 	    $     -0-        $      -0-

Expenses

     Filings & Fees		 5000            100                -0-
     Interest Expenses		   -0-            -0-               -0-
     Advertising Activities        -0-            -0-               -0-
     Programing Activities	   -0-            -0-               -0-
     Administrative Expenses	   -0-            -0-               -0-
     Loss of Subsidiaries Assets 1,959,537        -0-   	    -0-

     Total Expenses	         1,964,537       100                -0-

     Net Loss			$1,964,537)($    100)               -0-




Aztec Communications Group,, Inc.
(A Development Stage Company)
Statement of Stockholders' Equity
From August 24, 1986 (Inception) to August 31, 2000
                         Deficit
                    Accumulated
                    Paid In      Development
               Common Stock      Capital      Stage
Balance, January 24, 1986      -0- $     -0- $     -0- $     -0-

Shares Issued to Incorporators     500,000                  500
at $0. 01 Per Share

Shares Issued with Public Offering
at $0.10 Per Share     1,266,750      1,266      125,409

Cost of Public Offering          (     12,500)

Shares Issued in Connection
with Reverse Acquisition     6,181,350      6,181      1,821,680

Net Loss for Year Ended
August 31, 1989                              (     1,963,537)

Balance, August 31, 1989     7,948,100      7,948      1,951,589(
1,963,537)

Net Loss for Year Ended
August 31, 1990                              (     100)

Balance, August 31, 1990     7,948,100      7,948      1,951,589(
1,963,637)

Net Loss for Year Ended
August 31, 1991                              (     100)

Balance, August 31, 1991     7,948,100      7,948      1,951,589 (
1,963,737)

Net Loss for Year Ended
December 31, 1992                              (     100)





Aztec Communications Group,, Inc.
(A Development Stage Company)
Statement of Stockholders' Equity -Continued-
From January 24, 1986 (Inception) to August 31, 2000
                         Deficit
                    Accumulated
                    Paid In      Development
               Common Stock      Capital      Stage
Balance, August 31, 1992          7,948,100      7,948      1,951,589 (
1,963,837)

Net Loss for Year Ended
August 31, 1993                              (     100)

Balance, August 31, 1993     7,948,100      7,948      1,951,589 (
1,963,937)

Net Loss for Year Ended
August 31, 1994                              (     100)

Balance, August 31, 1994     7,948,100      7,948      1,951,589 (
1,964,037)

Net Loss for Year Ended
August 31, 1995                              (     100)

Balance, August 31, 1995     7,948,100      7,948      1,951,589 (
1,964,137)

Net Loss for Year Ended
August 31, 1996                              (     100)

Balance, August 31, 1996     7,948,100      7,948      1,951,589 (
1,964,237)

Net Loss for Year Ended
August 31, 1997                              (     100)

Balance, December 31, 1997     7,948,100      7,948      1,951,589 (
1,964,337)

Net Loss for Year Ended
August 31, 1998                              (     100)

Balance, August 31, 1999     7,948,100      7,948      1,951,589 (
1,964,437)

Net Loss for Year Ended
December 31, 1998                              (     100)

Balance, August 31, 2000     7,948,100 $     7,948 $     1,951,589
($1,964,537)

Aztec Communications Group,, Inc.
(A Development Stage Company)
Statements of Cash Flows
Accumulated from January 24, 1986 (Inception) to August 31, 2000, May 31, 2000
and the Year Ended August 31, 1999,

          				Accumulated      1999     3rd Quarter
Cash Flows from Operating Activities

     Net Loss 			   ($     1,964,537)($     100)           -0-
     Loss on Subsidiaries Assets	  1,959,537         -0-           -0-
     Amortization		    		 -0-        -0-           -0-
     Change in Operating Liabilities;
     Increase in Accounts Payable	       5000	   100            -0-

     Net Cash Used by Operating
     Activities				   (     -0-)       -0-           -0-

Cash Flows from Investing Activities
     Organization Costs 		   (     -0-)       -0-           -0-
     Net Cash Used in Investing
     Activities				   (     -0-)       -0-           -0-

Cash Flows from Financing Activities

     Proceeds of Sales of Common
     Stock				         -0-        -0-           -0-
     Contributed Capital		         -0-        -0-           -0-
     Cash from Revenue Acquisition	         -0-        -0-           -0-

     Net Cash Provided by
     Financing Activities		         -0-        -0-           -0-

     Net Increase (Decrease)
     In Cash				         -0-        -0-           -0-

     Cash at Beginning of Period	         -0-        -0-           -0-

     Cash at End of Period		   $     -0-  $     -0-           -0-










Aztec Communications Group,, Inc.
(A Development Stage Company)
Notes to Financial Statements

NOTE #1 - Organization

Aztec Communications Group,, Inc., (Aztec Communications Group,) was organized
in the state of Utah on January 24, 1986.  The Articles of Incorporation state
the purpose of the corporation is to conduct business in the field of
financial and business consulting and operation; to seek for and acquire
business opportunities in the financial field; or transact any lawful
business, or to promote or conduct any legitimate object or purpose, under and
subject to the laws of the state of Utah.

NOTE #2 - Significant Accounting Policies

A.The Company uses the accrual method of accounting.
B.Revenues and directly related expenses are recognized in the period when
the goods are shipped to the customer.
C.The Company considers all short term, highly liquid investments that are
readily convertible, within three months, to known amounts as cash
equivalents.  The Company currently has no cash equivalents.
D.Basic Earnings Per Shares are computed by dividing income available to
common stockholders by the weighted average number of common shares
outstanding during the period.  Diluted Earnings Per Share shall be computed
by including contingently issuable shares with the weighted average shares
outstanding during the period.  When inclusion of the contingently issuable
shares would have an anti-dilutive effect upon earnings per share no diluted
earnings per share shall be presented.
E.Inventories:   Inventories are stated at the lower of cost, determined by
the FIFO method or market.
F.Depreciation: The cost of property and equipment is depreciated over the
estimated useful lives of the related assets.  The cost of leasehold
improvements is amortized over the lesser of the length of the lease of the
related assets of the estimated lives of the assets.  Depreciation and
amortization is computed on the straight line method.
G.Estimates:   The preparation of the financial statements in conformity with
generally accepted accounting principles requires management to make estimates
and assumptions that affect the amounts reported in the financial statements
and accompanying notes.  Actual results could differ from those estimates.
Aztec Communications Group,, Inc.
(A Development Stage Company)
Notes to Financial Statements -Continued-

NOTE 3# - Income Taxes

Aztec Communications Group,, Inc., has adopted SFAS 109 to account for income
taxes.  Aztec Communications Group,, Inc., currently has no issues that
create timing differences that would mandate deferred tax expense.
Net operating losses would create possible tax assets in future years.
Due to the uncertainty as to the utilization of net operating loss carry
forwards an evaluation allowance has been made to the extent of any tax
benefit that net operating losses may generate.  Subsequent to the report
Aztec Communications Group, had a change in officers and a change in control.
When control of an entity changes net operating losses generally can be used
only by the tax payer (Officers) who sustained the losses.  There can be no
assurance that the net operating losses sustained before the change in
control will be available for future benefits.

Aztec Communications Group,, Inc., has incurred losses that can be carried
forward to offset future earnings if conditions of the Internal revenue
Codes are met.  These losses are as follows:

          Year of Loss           Amount           Expiration Date
          1986 - 2000$     1,964,537      2007 - 2008

                         1998
     Current Tax Asset Value of Net Operating Loss Carry forwards
          at Current Prevailing Federal Tax Rate      $     667,943
     Evaluation Allowance      (     667,943)
               Net Tax Asset$     -0-

               Current Income Tax Expense     -0-
               Deferred Income Tax Benefit    -0-

NOTE #4 - Going Concern

Aztec Communications Group,, Inc., has no assets and no operations from which
it can obtain working capital.  Aztec Communications Group,, Inc., recognizes
that it must find a source of working capital or Aztec Communications Group,,
Inc., may not be able to continue its existence.  Current officers of Aztec
Communications Group,, Inc., are seeking a business opportunity through
merger or acquisition that would provide operations with a revenue flow
and the possibility of additional capital investment.

NOTE #5 - Stockholders' Equity

Aztec Communications Group,, Inc., is authorized to issue 50,000,000 shares
of $0.001 par value stock. Pursuant to Form S-18 Registration statement Aztec
Communications Group, Inc., issued 1,266,750 shares at $0.10 per share for
gross proceeds of $126,675 cost of the offering was $12,500.In the year ended
August 31, 1987, Aztec Communications Group, Inc., issued 6,181,350 shares in
a reverse acquisition transaction with Lloyd Communications Inc.., and
Subsidiaries, a Illinois Corporation, and Golden Circle Broadcasting, Inc., a
Tennessee Corporation   Lloyd Communications Inc., and Subsidiaries, ceased
operations in 1989 and were suspended by the state of Illinois for failure to
file an Annual Report in 1991.

Aztec Communications Group,, Inc.
(A Development Stage Company)
Notes to Financial Statements -Continued

NOTE #6 - Subsequent Events

On April 21, 2000, Aztec Communications Group, Inc., held a special
shareholders meeting to reorganize the Company.  The Officers of Aztec
Communications Group, Inc., prior to the meeting submitted their resignations
and new Officers and Board Members were elected.  At the meeting shareholders
approved a one for two  (1 for 2) share reverse split and the dividending of
any and all subsidiaries. The Board expects to ratify and enact the reverse
split and the dividends during the company's fiscal year ending 2001.
































THIS SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED FROM BALANCE
SHEET AND IS QUALIFIED IN ITS ENTIRETY BY REFERENCE TO SUCH 2000 10-KSB



<PERIOD-TYPE>                                                  YEAR
<FISCAL-YEAR-END>                         		AUG-31-2000
<PERIOD-END>                                    	MAY-31-2000
<CASH>                                                            0
<SECURITIES>                                                      0
<RECEIVABLES>                                                     0
<ALLOWANCES>                                                      0
<INVENTORY>                                                       0
<CURRENT-ASSETS>                                                  0
<PP&E>                                                            0
<DEPRECIATION>                                                    0
<TOTAL-ASSETS>                                                    0
<CURRENT-LIABILITIES>                                 	       4900
<BONDS>                                                           0
<PREFERRED-MANDATORY>                                             0
<PREFERRED>                                                       0
<COMMON>                                                      7,948
<OTHER-SE>                                                        0
<TOTAL-LIABILITY-AND-EQUITY>                                      0
<SALES>                                                           0
<TOTAL-REVENUES>                                                  0
<CGS>                                                             0
<TOTAL-COSTS>                                                     0
<OTHER-EXPENSES>                                                  0
<LOSS-PROVISION>                                                  0
<INTEREST-EXPENSE>                                                0
<INCOME-PRETAX>                                                   0
<INCOME-TAX>                                                      0
<INCOME-CONTINUING>                                               0
<DISCONTINUED>                                                    0
<EXTRAORDINARY>                                                   0
<CHANGES>                                                         0
<NET-INCOME>                                                      0
<EPS-PRIMARY>                                                   .00
<EPS-DILUTED>                                                   .00