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

                                   FORM 10-QSB

|X|   QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
      EXCHANGE ACT OF 1934

      For the quarterly period ended September 30, 2001

                                       or

|_|   TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
      EXCHANGE ACT OF 1934

      For the transition period from N/A to N/A

                           Commission File No. 0-29935

                             20/20 WEB DESIGN, INC.
             (Exact name of Registrant as specified in its charter)

          Nevada, USA                                  33-0677140
          ------------                                 ----------
   (State of Incorporation)                 (IRS Employer Identification No.)

           21800 Oxnard Street, #440, Woodland Hills, California 91367
                    (Address of principal executive offices)

                    Issuer's Telephone Number, (818) 598-6780

                APPLICABLE ONLY TO ISSUERS INVOLVED IN BANKRUPTCY
                   PROCEEDINGS DURING THE PRECEDING FIVE YEARS

Check whether the registrant filed all documents and reports required to be
filed by Section 12, 13 or 15(d) of the Exchange Act after the distribution of
securities under a plan confirmed by a court. |_| Yes |_| No

                      APPLICABLE ONLY TO CORPORATE ISSUERS

State number of shares outstanding of each of the issuer's classes of common
equity, as of the latest practicable date:

      Class                       Outstanding at September 30, 2001
Common Stock, $.001                        43,099,148 shares
     par value                             -----------------
                                       Outstanding Securities

Transitional Small Business Disclosure Format (check one): Yes |_| No |X|


                                       1
<PAGE>

20/20 WEB DESIGN, INC.

PART I. FINANCIAL INFORMATION
ITEM 1. FINANCIAL STATEMENTS

A financial statement, unaudited and included herein, beginning on page F-1
(Exhibit 99.0), is incorporated herein by this reference.

ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OR PLAN OF OPERATIONS

GENERAL

20/20 Web Design, Inc. (the "Company") was incorporated on August 31, 1995 as
"Visioneering Corporation" under the laws of the State of Nevada, to engage in
any lawful corporate undertaking, including, but not limited to, selected
mergers and acquisitions. The Company subsequently changed its name to
"Asiamerica Energy Group, Inc." on January 12, 1996. The Company then changed
its name to "Care Financial Group, Inc." on April 29, 1996. That acquisition did
not succeed and the Company subsequently approved a 250-to-1 reverse stock split
after this transaction was terminated. On May 15, 1997, the Company changed its
name to "Trump Oil Corporation" ("Trump"). Trump proposed to merge with Fenway
Resources Ltd., a Canadian company involved in natural resource development
which wanted to develop and construct a cement manufacturing facility in the
Philippines. This proposed merger was never consummated.

None of the proposed business activities for which the Company's name was
changed produced any revenues or created any appreciable business activities for
the Company. On March 10, 1999, the Company acquired 20/20 Web Design, Inc.
("20/20 Web"), a Colorado corporation, a wholly owned subsidiary of Multi-Source
Capital, Ltd. ("MSC"), also a Colorado corporation. The Company entered into an
Agreement and Plan of Reorganization and completed its acquisition of 20/20 Web,
with the Company changing its name as a result. As a result of the merger, MSC
became the owner of 80% of the issued and outstanding shares of the Company. MSC
was later acquired by TeleMall Communications, Inc. ("TeleMall"), a publicly
traded company which subsequently changed its name to Stein's Holdings, Inc.
("Stein's").

In February, 2001, the Company entered into an Agreement and Plan of
Reorganization with BentleyTel.com, Inc., a private Nevada corporation, to
acquire BentleyTel.com, Inc. As part of this proposed transaction, the Company
changed its name to


                                       2
<PAGE>

BentleyTel.com, Inc. and declared a one-for-four forward split. Subsequently,
the agreement with BentleyTel.com, Inc. was terminated. In June, 2001, the
Company changed its name back to 20/20 Web Design, Inc.

The Company is seeking suitable acquisition candidates. The Company can be
defined as a shell company whose sole purpose at this time is to locate and
consummate a merger or acquisition with a private entity.

When used in this Form 10-QSB, the words "anticipate", "estimate", "expect",
"project" and similar expressions are intended to identify forward-looking
statements. Such statements are subject to certain risks, uncertainties and
assumptions including the possibility that the Company's proposed plan of
operation will fail to generate projected revenues. Should one or more of these
risks or uncertainties materialize, or should underlying assumptions prove
incorrect, actual results may vary materially from those anticipated, estimated
or projected.

LIQUIDITY AND CAPITAL RESOURCES

Since inception, the Company has experienced no significant change in liquidity
or capital resources or stockholders' equity other than the receipts of proceeds
from offerings of its capital stock. The Company received $250,000 from an
offering conducted under Rule 504 of Regulation D in 1999. The Company also
raised approximately $158,000 from the issuance of 7,200,000 shares of the
Company's common stock prior to 1997. In 1997, the Company raised an additional
$345,000 from the sale of its common stock. The Company's balance sheet as of
September 30, 2001 reflects no assets and limited liabilities. Further, there
exists no agreements or understandings with regard to loan agreements by or with
the Officers, Directors, principals, affiliates or shareholders of the Company.

As of September 30, 2001, the Company had negative working capital of
approximately $98,000 consisting of no current assets and $97,750 in current
liabilities. The Company had negative working capital of approximately $40,000
at September 30,2000 consisting of cash of $59 and current liabilities of
$39,847. If the Company is presented with business opportunities, it will have
to raise money to finance the business opportunity, of which there can be no
assurance that it will be successful in locating other sources of capital or
financing.


                                       3
<PAGE>

The Company anticipates that until a business combination is completed with an
acquisition candidate, it will not generate revenues and may operate at a loss
after completing a business combination, depending upon the performance of the
acquired business.

The Company will attempt to carry out its plan of business as discussed above.
The Company cannot predict to what extent its lack of liquidity and capital
resources will hinder its business plan prior to the consummation of a business
combination.

RESULTS OF OPERATIONS

During the period from August 31, 1995 (inception) through September 30, 2001,
the Company engaged in limited operations and attempted to commence operations
in a number of different fields, none of which was ultimately successful or
resulted in any appreciable revenues for the Company. The revenues received by
the Company during this period consisted of $2,500 from its web design and
$28,136 in revenues from the bakery operations resulting in a net loss of
($34,910) for the period ended December 31, 1999.

For the three month period ended September 30, 2001, the Company had no revenue
but had general and administrative expenses of $12,018, resulting in a net loss
of ($12,018). For the three month period ended September 30, 2000, the Company
had no revenue but had general and administrative expenses of $8,308, resulting
in a net loss of ($8,308). The net loss per share for the three month periods
ended September 30, 2001 and 2000 was nil.

For the nine month period ended September 30, 2001, the Company had no revenues
or income but recorded a net operating loss of ($57,962) resulting primarily
from general and administrative expenses. For the nine month period ended
September 30, 2000, the Company had no revenues but had general and
administrative expenses of $228,172 and recorded a net operating loss of
($228,172). The net loss per share for the nine month periods ended September
30, 2001 and September 30,2000 was nil.

For the period ended September 30, 2001, the Company had no assets and
liabilities of approximately $98,000. For the period ended December 31, 2000,
the Company had total assets of approximately $60 and liabilities of
approximately $40,000. Shareholders' equity (deficit) for the period ended
September 30, 2001 was approximately ($98,000) compared to total shareholders'
equity (deficit) of approximately ($40,000) at December 31, 2000.


                                       4
<PAGE>

The Company anticipates that until a business combination is completed with an
acquisition candidate, it will not generate revenues and may operate at a loss
after completing a business combination, depending upon the performance of the
acquired business.

NEED FOR ADDITIONAL FINANCING

The Company's existing capital will not be sufficient to meet the Company=s cash
needs, including the costs of compliance with the continuing reporting
requirements of the Securities Exchange Act of 1934, as amended. Once a business
combination is completed, the Company's needs for additional financing are
likely to increase substantially. It is anticipated that Stein's will likely
advance any funds necessary to insure that the Company is able to meet its
reporting obligations under the 1934 Act and that these loans will be repaid
either when the Company merges or acquires a business. However, Stein's has not
agreed in writing to provide these funds and can only provide these funds to the
extent that it has available funds to loan to the Company.

No commitments to provide additional funds have been made by management or other
stockholders. Accordingly, there can be no assurance that any funds will be
available to the Company to allow it to cover its expenses.

The Company might seek to compensate providers of services by issuances of stock
in lieu of cash.

PART II

Items No. 1, 2, 3, and 4 - Not Applicable.

Item 5 - Other Information

In August, 2001, the Company's secretary and director, Christopher Burnell
resigned.

Item No. 6 - Exhibits and Reports on Form 8-K

(a)   No reports on Form 8-K were filed for the three month period ended
      September 30, 2001.

(b)   Exhibits


                                       5
<PAGE>

99 Financial Statements for the periods ended September 30, 2001 and 2000

                                   SIGNATURES

In accordance with 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.

                                                20/20 WEB DESIGN, INC.

Date: November 13, 2001


                                            By /s/ Charles Smith
                                               --------------------------
                                               Charles Smith, CEO, CFO


                                       6
<PAGE>

                             20/20 WEB DESIGN, INC.

                              FINANCIAL STATEMENTS

                               SEPTEMBER 30, 2001

                                   (UNAUDITED)

<PAGE>

                                TABLE OF CONTENTS

                                                                        Page No.
                                                                        --------

INDEPENDENT ACCOUNTANTS' REVIEW REPORT .................................     1

FINANCIAL STATEMENTS

       Balance Sheets ..................................................     2

       Statements of Operations ........................................     3

       Statement of Stockholders' (Deficit) ............................     4

       Statements of Cash Flows ........................................     5

       Notes to Financial Statements ...................................   6 - 9

<PAGE>

                     INDEPENDENT ACCOUNTANTS' REVIEW REPORT

To the Board of Directors and Stockholders
20/20 Web Design, Inc.

We have reviewed the accompanying balance sheet of 20/20 Web Design, Inc. as of
September 30, 2001and the related statements of operations and cash flows for
the nine months ended September 30, 2001 and 2000, and the statement of
stockholders' (deficit) for the nine months ended September 30, 2001, in
accordance with Statements on Standards for Accounting and Review Services
issued by the American Institute of Certified Public Accountants. All
information included in these financial statements is the representation of the
management of 20/20 Web Design, Inc.

A review consists principally of inquiries of company personnel and analytical
procedures applied to financial data. It is substantially less in scope than an
audit in accordance with generally accepted auditing standards, the objective of
which is the expression of an opinion regarding the financial statements taken
as a whole. Accordingly, we do not express such an opinion.

Based on our review, we are not aware of any material modifications that should
be made to the accompanying financial statements in order for them to be 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 9 to the
financial statements, the Company incurred net losses of $847,244 from inception
and has no revenue or assets. These conditions raise doubt about its ability to
continue as a going concern. Managements' plans regarding these matters also are
described in Note 9. The financial statements do not include any adjustments
that might result from the outcome of these uncertainties.

We have audited in accordance with auditing standards generally accepted in the
United States of America, the balance sheet of 20/20 Web Design, Inc. as of
December 31, 2000 and the related statements of operations, stockholders'
(deficit) and cash flows for the year then ended (not presented herein); and in
our report dated January 11, 2001, we expressed an unqualified opinion on these
financial statements. In our opinion, the information set forth in the
accompanying balance sheet as of December 31, 2000 is fairly stated in all
material respects in relation to the balance sheet from which it has been
derived.

Moffitt & Company, P.C.
Scottsdale, Arizona

November 8, 2001

<PAGE>

                             20/20 WEB DESIGN, INC.
                                 BALANCE SHEETS
                    SEPTEMBER 30, 2001 AND DECEMBER 31, 2000

<TABLE>
<CAPTION>
                                     ASSETS

                                                                September 30,   December 31,
                                                                    2001            2000
                                                                 (Unaudited)      (Audited)
                                                                 -----------      ---------
<S>                                                               <C>             <C>
CURRENT ASSETS
       Cash and cash equivalents                                  $       0       $      59
                                                                  ---------       ---------

            TOTAL ASSETS                                          $       0       $      59
                                                                  =========       =========

                     LIABILITIES AND STOCKHOLDERS' (DEFICIT)

CURRENT LIABILITIES
       Accounts payable
          Trade                                                   $  75,522       $  39,847
          Related entities                                           22,228               0
                                                                  ---------       ---------

            TOTAL CURRENT LIABILITIES                                97,750          39,847
                                                                  ---------       ---------

STOCKHOLDERS' (DEFICIT)
       Common stock
            Authorized 100,000,000 shares, par
               value .001(cent) per share
            Issued and outstanding - 43,099,148 shares               43,099          43,099
       Paid-in capital in excess of par value of stock              706,395         706,395
       Retained earnings (deficit)                                 (847,244)       (789,282)
                                                                  ---------       ---------

            TOTAL STOCKHOLDERS' (DEFICIT)                           (97,750)        (39,788)
                                                                  ---------       ---------

            TOTAL LIABILITIES AND STOCKHOLDERS'
              (DEFICIT)                                           $       0       $      59
                                                                  =========       =========
</TABLE>

       See Accompanying Notes and Independent Accountants' Review Report.


                                        2
<PAGE>

                             20/20 WEB DESIGN, INC.
                            STATEMENTS OF OPERATIONS
         FOR THE THREE AND NINE MONTHS ENDED SEPTEMBER 30, 2001 AND 2000
                                   (UNAUDITED)

<TABLE>
<CAPTION>
                                               Three Months Ended                 Nine Months Ended
                                                  September 30,                      September 30,
                                         -------------------------------   -------------------------------
                                             2001               2000           2001               2000
                                         ------------       ------------   ------------       ------------
<S>                                      <C>                <C>            <C>                <C>
REVENUE - INTEREST INCOME                $          0       $          0   $          0       $          0

GENERAL AND ADMINISTRATIVE EXPENSES            12,018              8,308         57,962             32,515
                                         ------------       ------------   ------------       ------------

(LOSS) FROM CONTINUING OPERATIONS             (12,018)            (8,308)       (57,962)           (32,515)

DISCONTINUED OPERATION
   (LOSS) ON INVESTMENT IN STEIN'S
     CAKE BOX, INC.                                 0                  0              0           (195,657)
                                         ------------       ------------   ------------       ------------

       NET (LOSS)                        $    (12,018)      $     (8,308)  $    (57,962)      $   (228,172)
                                         ============       ============   ============       ============

NET (LOSS) PER COMMON SHARE

       Basic and diluted

          Continuing operations          $       (.00)      $       (.00)  $       (.00)      $        .00
          Discontinued operations                (.00)              (.00)          (.00)              (.00)
                                         ------------       ------------   ------------       ------------

               Total                     $       (.00)      $       (.00)  $       (.00)      $       (.00)
                                         ============       ============   ============       ============

WEIGHTED AVERAGE NUMBER OF
   COMMON SHARES OUTSTANDING

       Basic and diluted                   43,099,148         43,099,148     43,099,148         43,099,148
                                         ============       ============   ============       ============
</TABLE>

       See Accompanying Notes and Independent Accountants' Review Report.


                                        3
<PAGE>

                             20/20 WEB DESIGN, INC.
                      STATEMENT OF STOCKHOLDERS' (DEFICIT)
                  FOR THE NINE MONTHS ENDED SEPTEMBER 30, 2001
                                   (UNAUDITED)

<TABLE>
<CAPTION>
                                                              Paid in
                                   Number                    Capital in
                                     Of                       Excess of      Retained
                                   Common        Common       Par Value      Earnings
                                   Shares         Stock       of Stock      (Deficit)
                                 ----------      -------      --------      ---------
<S>                              <C>             <C>          <C>           <C>
BALANCE, JANUARY 1, 2001         43,099,148      $43,099      $706,395      $(789,282)

NET (LOSS) FOR THE NINE
     MONTHS ENDED
     SEPTEMBER 30, 2001                   0            0             0        (57,962)
                                 ----------      -------      --------      ---------

BALANCE, SEPTEMBER 30, 2001      43,099,148      $43,099      $706,395      $(847,244)
                                 ==========      =======      ========      =========
</TABLE>

       See Accompanying Notes and Independent Accountants' Review Report.


                                        4
<PAGE>

                             20/20 WEB DESIGN, INC.
                            STATEMENTS OF CASH FLOWS
              FOR THE NINE MONTHS ENDED SEPTEMBER 30, 2001 AND 2000
                                   (UNAUDITED)

<TABLE>
<CAPTION>
                                                               Nine Months Ended
                                                                  September 30,
                                                            ------------------------
                                                              2001            2000
                                                            --------       ---------
<S>                                                         <C>            <C>
CASH FLOWS FROM OPERATING ACTIVITIES:
       Net (loss)                                           $(57,962)      $(228,172)
       Adjustments to reconcile net (loss) to net cash
          (used) by operating activities:
              Loss on investment in subsidiary                     0         195,656
       Changes in operating assets and liabilities:
          Accounts receivable                                      0          28,173
          Accounts payable                                    57,903           4,195
                                                            --------       ---------

          NET CASH (USED) BY OPERATING
             ACTIVITIES                                          (59)           (148)
                                                            --------       ---------

NET (DECREASE) IN CASH AND CASH
   EQUIVALENTS                                                   (59)           (148)

CASH AND CASH EQUIVALENTS, BEGINNING
   OF PERIOD                                                      59             237
                                                            --------       ---------

CASH AND CASH EQUIVALENTS, END OF
   PERIOD                                                   $      0       $      89
                                                            ========       =========

SUPPLEMENTARY DISCLOSURE OF
   CASH FLOW INFORMATION

       Interest paid                                        $      0       $       0
                                                            ========       =========

       Taxes paid                                           $      0       $       0
                                                            ========       =========
</TABLE>

       See Accompanying Notes and Independent Accountants' Review Report.


                                        5
<PAGE>

                             20/20 WEB DESIGN, INC.
                          NOTES TO FINANCIAL STATEMENTS
                               SEPTEMBER 30, 2001
                                   (UNAUDITED)

NOTE 1 SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

            Nature of Business

            20/20 Web Design, Inc. (The Company) was incorporated in August 1995
            in the state of Nevada. The corporation is in the business of
            managing and acquiring subsidiary corporations.

            Cash and Cash Equivalents

            For purposes of the statement of cash flows, the Company considers
            all highly liquid debt instruments purchased with an original
            maturity of three months or less to be cash equivalents.

            Accounting Estimates

            Management uses estimates and assumptions in preparing financial
            statements in accordance with accounting principles generally
            accepted in the United States of America. Those estimates and
            assumptions affect the reported amounts of assets and liabilities,
            the disclosure of contingent assets and liabilities, and the
            reported revenues and expenses. Actual results could vary from the
            estimates that were used.

            Income Taxes

            Provisions for income taxes are based on taxes payable or refundable
            for the current year and deferred taxes on temporary differences
            between the amount of taxable income and pretax financial income and
            between the tax basis of assets and liabilities and their reported
            amounts in the financial statements. Deferred tax assets and
            liabilities are included in the financial statements at currently
            enacted income tax rates applicable to the period in which the
            deferred tax assets and liabilities are expected to be realized or
            settled as prescribed in FASB Statement No. 109, Accounting for
            Income Taxes. As changes in tax laws or rate are enacted, deferred
            tax assets and liabilities are adjusted through the provision for
            income taxes.

            Net Loss Per Share

            The Company adopted Statement of Financial Accounting Standards No.
            128 that requires the reporting of both basic and diluted earnings
            per share. Basic earnings per share is computed by dividing net
            income available to common shareowners by the weighted average
            number of common shares outstanding for the period. Diluted earnings
            per share reflects the potential dilution that could occur if
            securities or other contracts to issue common stock were exercised
            or converted into common stock. In accordance with FASB 128,
            potentially dilutive securities that would have an anti- dilutive
            effect on net loss per share are excluded.

       See Accompanying Notes and Independent Accountants' Review Report.


                                        6
<PAGE>

                             20/20 WEB DESIGN, INC.
                          NOTES TO FINANCIAL STATEMENTS
                               SEPTEMBER 30, 2001
                                   (UNAUDITED)

NOTE 2 INCOME TAXES

<TABLE>
<CAPTION>
                                                                                 2001           2000
                                                                               --------       ---------
<S>                                                                            <C>            <C>
                  (Loss) before income taxes                                   $(57,962)      $(228,172)
                                                                               --------       ---------

                  The provision for income taxes is estimated as follows:

                          Currently payable                                    $      0       $       0
                                                                               --------       ---------
                          Deferred                                             $      0       $       0
                                                                               --------       ---------
</TABLE>

            Significant components of the Company's deferred tax asset are as
            follows:

<TABLE>
<CAPTION>
                                                                                      Deferred Tax
                                                                                  --------------------
                                                                                    2001        2000
                                                                                  -------      -------
<S>                                                                               <C>          <C>
                          Net operating loss carryforwards                        $63,000      $53,700
                          Less valuation allowance                                 63,000       53,700
                                                                                  -------      -------

                               Net deferred tax asset                             $     0      $     0
                                                                                  =======      =======
</TABLE>

            A reconciliation of the valuation allowance is as follows:

<TABLE>
<CAPTION>
                                                                                     2001         2000
                                                                                  -------      -------
<S>                                                                               <C>          <C>
                          Balance, beginning of period                            $54,500      $19,300

                          Addition to allowance                                     8,500       34,400
                                                                                  -------      -------

                          Balance, end of period                                  $63,000      $53,700
                                                                                  =======      =======
</TABLE>

NOTE 3 TAX CARRYFORWARDS

            The Company has the following net operating loss carryforwards:

<TABLE>
<CAPTION>
                             Year               Amount               Expiration Date
                        ---------------     ---------------       ---------------------
<S>                                         <C>                           <C>
                             1998           $        94,200               2018
                             1999                    35,524               2019
                             2000                   234,531               2020
                             2001                    57,962               2021
                                            ---------------

                                            $       422,217
                                            ===============
</TABLE>

            Future changes in ownership may limit the ability of the Company to
            utilize these net operating loss carryforwards prior to their
            expiration.

       See Accompanying Notes and Independent Accountants' Review Report.


                                        7
<PAGE>

                             20/20 WEB DESIGN, INC.
                          NOTES TO FINANCIAL STATEMENTS
                               SEPTEMBER 30, 2001
                                   (UNAUDITED)

NOTE 4 STOCK OPTIONS

            The Company does not have any stock options outstanding.

NOTE 5 INSURANCE

            The Company does not carry liability or worker's compensation
            insurance.

NOTE 6 DISCONTINUED OPERATIONS

            The following information is presented for the loss from
            discontinued operations:

                  a.    Segment discontinued - subsidiary corporation, Stein's
                        Cake Box, Inc.
                  b.    Discontinued date - February 29, 2000
                  c.    Manner of disposal - investment written-off as worthless
                  d.    Remaining assets and liabilities - none at February 29,
                        2000
                  e.    Income or loss from February 29, 2000
                  f.    Proceeds from disposal of assets - none

NOTE 7 CHANGE IN AUTHORIZED SHARES

            On March 29, 2001, the Company increased its authorized common stock
            from 25,000,000 shares to 100,000,000 shares. The par value remained
            at .001(cent) per share.

NOTE 8 FORWARD STOCK SPLIT AND RESTATEMENT OF COMMON STOCK

            On March 23, 2001, the shareholders approved a one-for-four forward
            stock split whereby each stockholder received four shares of common
            stock for each share of stock owned as of April 16, 2001. The stock
            split has been retroactively recorded in the financial statements as
            if it occurred at the date of inception.

NOTE 9 GOING CONCERN

            These financial statements are presented on the basis that the
            Company is a going concern. Going concern contemplates the
            realization of assets and the satisfaction of liabilities in the
            normal course of business over a reasonable length of time. The
            Company has incurred net losses of $146,120 from inception. In
            addition, the Company has abandoned all development activities and
            has no assets or revenue. These factors raise doubt as to the
            Company's ability to continue as a going concern.

            Management's plans to eliminate the going concern situation included
            but are not limited to seeking a merger candidate.

       See Accompanying Notes and Independent Accountants' Review Report.


                                        8
<PAGE>

                             20/20 WEB DESIGN, INC.
                          NOTES TO FINANCIAL STATEMENTS
                               SEPTEMBER 30, 2001
                                   (UNAUDITED)

NOTE 10 UNAUDITED FINANCIAL INFORMATION

            The accompanying financial information as of September 30, 2001 and
            2000 is unaudited. In management's opinion, such information
            includes all normal recurring entries necessary to make the
            financial information not misleading.

NOTE 11 COMPUTATION OF EARNINGS PER SHARE

<TABLE>
<CAPTION>
                                                                     2001               2000
                                                                 ------------       ------------
<S>                                                              <C>                <C>
            From continuing operations

                    Net (loss) from continuing operations        $    (57,962)      $    (32,515)
                                                                 ------------       ------------
                    Weighted average number of common
                       shares outstanding                          43,099,148         43,099,148

                    (Loss) per share                             $       (.00)      $       (.00)
                                                                 ============       ============

            From discontinued operations

                    Net (loss) from discontinued operations      $          0       $   (195,656)
                                                                 ------------       ------------
                    Weighted average number of common
                       shares outstanding                          43,099,148         43,099,148

                    (Loss) per share                             $       (.00)      $       (.00)
                                                                 ============       ============
</TABLE>

       See Accompanying Notes and Independent Accountants' Review Report.


                                        9