SECURITIES AND EXCHANGE COMMISSION
                            Washington, D.C. 20549
                                 FORM 10-KSB/A
(Mark One)

[X]   Annual Report Pursuant to Section 13 or 15(d) of the Securities
      Exchange Act of 1934 (No Fee Required)

      for the Year Ended December 31, 2000

[ ]   Transition Report Pursuant to Section 13 or 15(a) of the Securities
      Exchange Act of 1934 (No Fee Required)

      for the transition period from           to

                       Commission File Number: 0-17394

                        CORFACTS, INC. AND SUBSIDIARY
              (Name of small business issuer in its charter)

      New Jersey                                  22-2478379
(State or jurisdiction of                       (IRS Employer
 incorporation or organization)                  Identification No.)

3499 Hwy.9 No., Ste. 3B Freehold, NJ               07728
(Address of principal executive office)          (Zip code)

Registrant's telephone number, including area code: (800)696-7788

         Securities registered pursuant to Section 12(g) of the Act:
                       Common Stock, No Par Value
                             (Title of Class)

Indicate by check mark whether the Registrant (1) has filed all reports
required to be filed by Section 13 or 15(d) of the Securities Exchange Act of
1934 during the preceding 12 months (or for such shorter period that the
Registrant was required to file such reports) and (2) has been subject to such
filing requirements for the past 90 days.  Yes [x]    No [ ]

Indicate by check mark if disclosure of delinquent filers pursuant to Item
405 of Regulation S-K is not contained herein, and will not 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 the Form 10-KSB. [x]

Transitional Small Business Disclosure Format:  Yes [ ]  No [x]

Registrant had 8,088,433  shares of Common Stock, no par value, outstanding on
March 31, 2001.


Amendment:

This Amended 10-KSB reflects changes in the Independent Auditors Report,
Note 2 and Note 20 which clarify the Company's revenue recognition procedure
as it relates to SAB 101.


                                  PART I

Item 1. BUSINESS

GENERAL DESCRIPTION OF BUSINESS

We are a full service telemarketing company, providing traditional outgoing
call services and customized marketing programs since the acquisition of
Metro Marketing, Inc., effective July 1, 1996.

The Company was organized in 1983 under the name "Business Journal of New
Jersey, Inc."  Through 1989 the Company produced two monthly magazines,
Business Journal of New Jersey and Garden State Home & Garden, which were
subsequently sold to Micromedia Affiliates, Inc. in March of 1990. In 1990
the company changed its name to Corfacts, Inc. and was in the business
information industry, reselling information from the Company's data base in
paper and diskette format, until it sold this database and affiliated assets
to Ford Publishing, Inc. effective for August 1, 1991.

From 1991 to 1996, the primary operations of Corfacts, Inc. consisted of the
management of two small joint ventures, one of which was a partnership which
purchased tax lien certificates in New Jersey, and the other which included
various underwritings of special projects of the buyer of the information
division, while the Company actively searched for an operating concern which
could utilize management's experience in marketing.

METRO MARKETING, INC.

On January 21, 1997, the Company completed its acquisition of Metro Marketing,
Inc., a New Jersey corporation, which became a wholly owned subsidiary of the
Company effective for accounting purposes as of July 1, 1996.  Metro Marketing,
Inc., located in Freehold, New Jersey, provides telemarketing services, most
of which are outgoing call services for customers in various industries.
These include practice building services to the medical industry, customer
service and pilot program services for the utility industry, lead generating
programs for the insurance and mortgage industry, and newspaper and magazine
subscription telemarketing services.

The Company acquired the assets of a northern New Jersey inbound telemarketing
company in June, 1999.  The acquired company had approximately 165 current
accounts.  This division operates independently of the Freehold location. In
October, 1999 the Company purchased the assets of another inbound telemarketing
company with approximately 125 accounts.  These accounts were incorporated into
our new facility in Wayne, New Jersey, helping to increase the revenues of this
new inbound division with minimal additional costs.  Management continues to
closely monitor the operations of this division in an effort to keep this
division independently profitable.

EMPLOYEES AND CONSULTANTS

The Company employs approximately 40 full-time administrative and sales
personnel as well as 50 full-time and 150 part-time inbound and outbound
telemarketing service representatives.

Item 2. PROPERTIES

The Company maintains its principal offices at 3499 Hwy. 9 No., Ste. 3B,
Freehold, NJ  07728. The twenty-four (24) month lease commenced January 1,
1999 through December, 2000 and has since been extended for another five years.
The monthly rent during 2000 was $10,707 per month.

The Company also has a lease in Wayne, New Jersey for our inbound telemarketing
service.  This office space, located at 1599 Hamburg Turnpike, Wayne, New
Jersey, 07470, has a monthly rent of $1,600 and an initial term of two years.
This lease commenced in August, 1999.

The Company has two additional office leases used as telemarketing production
centers. One office is located on Shanck Road, Freehold, New Jersey.  The
monthly rent for this facility is $2,472 with a term of one year and an option
to renew for five additional years, commencing in December 1999. This lease
was renewed for the five additional years during 2000.  The second satellite
production office, located in Hightstown, New Jersey, commenced in October
1999, and has a monthly rent of $1,375.  This lease presently runs through
March, 2005.

Item 3. LEGAL PROCEEDINGS

The Company, its Vice President (the former President) and a management
employee are the defendants in a lawsuit filed by a former employee of the
Company for alleged improper termination. The Company and its co-defendants
deny the allegations and are in the process of vigorously defending their
position.  Any outcome and its effect on the financial position of the Company,
if any, can not be determined at this time.

Item 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS

No matters were submitted to a vote of security holders, through the
solicitation of proxies or otherwise, during the year ended December 31,
2000.

                                  PART II

Item 5. MARKET FOR REGISTRANT'S COMMON EQUITY AND RELATED STOCKHOLDER MATTERS

(a) MARKET PRICES OF COMMON STOCK

The primary market for our common stock is the NASDAQ OTC Bulletin Board,
where it trades under the symbol "CFCC".  The following table sets forth the
high and low closing bid prices for the shares for the periods indicated as
provided by the NASD's OTCBB System.  The quotations shown reflect interdealer
prices, without retail mark-up, mark-down, or commission and may not represent
actual transactions.

                                      COMMON STOCK
                            High    Low        High    Low
                            Bid     Bid        Bid     Bid
--------------------------------------------------------------
2000
1st quarter                  $1.22  $ .53       $1.03   $ .47
2nd quarter                  $ .90  $ .38       $ .64   $ .38
3rd quarter                  $ .40  $ .28       $ .38   $ .28
4th quarter                  $ .31  $ .17       $ .31   $ .16


                            High    Low        High    Low
                            Bid     Bid         Ask    Ask
--------------------------------------------------------------
1999
1st quarter                  $ .22  $ .1875     $ .51   $ .24
2nd quarter                  $ .25  $ .21       $ .34   $ .3125
3rd quarter                  $ .875 $ .25       $2.375  $ .40
4th quarter                  $ .875 $ .625      $1.125  $ .875




The price information stated in the above table, and in the preceding
paragraph, is as reported by the National Quotation Bureau.  The prices
represent prices between dealers, do not include retail mark-up, mark-down,
or commissions, and do not represent actual transactions.

(b) HOLDERS

As of December 31, 2000, the Company had 8,088,433 shares of common stock
outstanding, held by individual shareholders and brokerage firms and/or
clearing houses holding the Company's shares in "street name" for their clients.
The Company believes that there are approximately 600 beneficial owners of its
common stock.

(c) DIVIDENDS

The Company has not paid or declared any dividends upon its common stock
except for the "capital event" when the Company completed a proportionate
tender offer for shareholders during 1990, subsequent to the sale of its
magazine division.

Item 6. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION, RESULTS
	OF OPERATIONS AND PLAN OF OPERATION

YEAR ENDED DECEMBER 31, 2000 AS COMPARED TO THE YEAR ENDED DECEMBER 31, 1999

The Company's results from operations for the year ended December 31, 2000
consisted of a net loss of $4,027 on total revenues of $6,189,414, as
compared to net income of $366,786 on total revenues of $5,385,731 for the
comparable period ended December 31, 1999.

Net loss per share for the year ended December 31, 2000 was $.001 as compared
to a net income per share of $.031 for the year ended December 31, 1999, a
decrease of 104%.

Direct operating expenses rose from $2,593,286 in 1999 to $3,415,966 in 2000,
corresponding with the increase in the Company service revenue, while the costs
as a percentage of sales went from 48% in 1999 up to 55% in 2000.  General and
administrative expenses rose from $1,975,034 in 1999 to $2,366,628, primarily
due to an increase in the custom marketing sales force and a full time MIS
Department, a small increase as a percentage of sales in 2000 to 38.2% as
compared to 36.7% in 1999.

Interest income increased from $48,281 in 1999 to $52,521 in 2000.  Interest
expense rose from $41,333 in 1999 to $73,569 in 2000 due to additional assets
acquired via capital leases and the acquisition notes.

During 2000, the Company recorded an impairment loss of $113,021, a major
component of this years net loss, primarily due to reductions in the original
customer base of the Paramount and EZ Connection purchases.



LIQUIDITY AND CAPITAL RESOURCES

The Company's working capital decreased during the year ended December 31, 2000.
Working capital was $611,569 at December 31, 2000 as compared to $962,109 at
December 31, 1999. Cash flow from operations of $367,107 for 2000 was down
compared to the $537,966 reported in 1999.

The primary reason for the decrease in cash flow from operations was the
additional call centers we opened last year and the additional employees in
the custom marketing division.

The major component of the decrease in working capital was the purchase of
treasury stock from the founder and former President in October, 2000.

Management is also considering various equity funding and future acquisition
alternatives to increase its already positive working capital, tempered by the
volatile changes in the capital markets.  The Company feels with the right
combination of capital, marketing assistance and management support it will be
an attractive parent company which can support the acquisition of additional
subsidiaries, while maintaining the current growth rate in its existing
subsidiary.

Forward looking and other statements

Forward looking statements above and elsewhere in this report that suggest that
the company will increase revenues and achieve significant growth through
acquisitions are subject to risks and uncertainties. Forward-looking statements
include the information concerning possible or assumed future results of
operations and cash flows. These statements are identified by words such as
"believes," "expects," "anticipates" or similar expressions. Such forward
looking statements are based on the beliefs of Corfacts, Inc. and its Board of
Directors in which they attempt to analyze the Company's competitive position
in its industry and the factors affecting its business. Stockholders should
understand that each of the foregoing risk factors, in addition to those
discussed elsewhere in this document and in the documents which are
incorporated by reference herein, could affect the future results Corfacts,
Inc. and could cause those results to differ materially from those expressed
in the forward-looking statements contained or incorporated by reference
herein. In addition there can be no assurance that Corfacts, Inc. and its
Board have correctly identified and assessed all of the factors affecting the
Company's business.

INFLATION

The rate of inflation has had little impact on the Company's results of
operations and is expected to not have a significant impact on continuing
operations.



Item 7. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA

     (a) (1)  The following documents are filed as part of this
		     report:
a.  Consolidated Financial Statements of the Registrant, Corfacts, Inc. and
    Subsidiary
							    Pages
     (a)  Financial Statements

Report of Schuhalter, Coughlin & Suozzo, LLC                  F-1

Consolidated Balance Sheet of Corfacts, Inc. and
  Subsidiary as of December 31, 2000                          F-2

Consolidated Statements of Operations of Corfacts,
  Inc. and Subsidiary for the two years ended
  December 31, 2000                                           F-3

Consolidated Statement of Changes in Stockholders'
  Equity for the two years ended December 31, 2000            F-4

Consolidated Statements of Cash Flows for the
  two years ended December 31, 2000                           F-5

Notes to Financial Statements                         F-6 to F-19

    (b) Interim Financial Statements

	Not applicable.

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

There has been no change in accountants and there have been no disagreements
with the accountants regarding financial disclosure.


                                  PART III

Item 9. DIRECTORS AND EXECUTIVE OFFICERS OF REGISTRANT

 (a)Directors and Officers.  The following schedule sets forth the name of
each director and officer of the Company and the nature of all positions and
offices with the Company presently held by them.


NAME                            POSITION HELD
-----------------------------------------------------
Ariel Freud                     President, Chairman
Larry Finkelstein               Vice President



Item 10.        EXECUTIVE COMPENSATION

                                              SALARIES, FEES,
                                              DIRECTOR'S FEES,
                  CAPACITIES IN               COMMISSION       STOCK
NAME              WHICH SERVED                AND BONUSES      AWARD
--------------------------------------------------------------------
Ariel Freud        President, Chairman         $ 85,000       none

Larry Finkelstein  Vice President
 (former President)                            $108,750       none


Item 11.  SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT

The following table sets forth the number of common shares of the Company
owned by record, or to the knowledge of the Company, beneficially, by each
Director of the Company and by each person owning five percent or more of the
Company's outstanding shares as of December 31, 2000:

                     AMOUNT AND NATURE OF       PERCENTAGE
NAME AND ADDRESS     BENEFICIAL OWNERSHIP       OF CLASS OWNED
--------------------------------------------------------------
Ariel Freud             4,194,088*                  51.9%
3499 Hwy. 9 No.
Freehold, NJ  07728


* Does not include 90,000 shares owned by Mr. Freud's father.

Item 12.        CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS

From time to time the Company advanced loans to the founder and president,
interest at 10% and 9% with notes having various maturities.  Together with
the advance to the vice president, these notes and loans had an aggregate
balance of $0 and $74,493 at December 31, 2000 and 1999 respectively.  Through
December 31, 1999 the founder and president has secured this note with
2,414,316 shares of the Company's common stock.  The founder and president
repaid  $0 and $20,250 toward principle of this note in 2000 and 1999,
respectively.

During 2000, in consideration for a covenant not to compete this Note
Receivable was agreed to be forgiven.

NOTES RECEIVABLE

The Company has periodically provided working capital loans to Ford Publishing,
Inc., the buyer of the information division, in the form of a credit line,
which had a balance outstanding at December 31, 2000 of $33,758 and a balance
at December 31, 1999 of $14,726.  In addition, the Company periodically assists
in the collection of Ford Publishing's credit card sales.

OTHER TRANSACTIONS

On September 16, 1997, the Company guaranteed the debts of the vice president
and a key employee in the amounts of $26,250 and $10,000 respectively.  The
Company has assigned as collateral two certificates of deposit for each loan
balance.  These certificates are subject to withdrawal restrictions for the
loan balance until paid in full.  The debt for $10,000 was repaid at December
31, 2000, and these funds are no longer restricted. As of December 31, 2000,
the $10,000 loan has been paid in full and the related guarantee restriction
removed.

Effective January 1, 1999 the board of directors approved an increase in
annual compensation to $115,000 for the President and $85,000 for the Vice
President.  Additionally, the board of directors approved bonuses of $35,000
each for 1999.  As of October 17, 2000, the Company entered into a new
employment agreement with its vice president (and former president, Mr.
Finkelstein).  The agreement provides for annual compensation of $85,000 and
expense reimbursements of $15,000 through October 2001.

In connection with the acquisition of Metro Marketing, 3,904,088 shares of
common stock were issued to the shareholder of Metro in 1997, who is the
President of the Company.

In January 1999, the president and vice president were granted 100,000 options
to purchase the Company stock at $.12 for a period of 5 years which was
extended by the Board of Directors for a period of 5 more years until 2003.
As of October 17, 2000 the options granted to the former president were
cancelled.

On December 15, 1997 the Company adopted an incentive option plan under which
options to purchase an aggregate of 1,200,000 shares of common stock may be
granted prior to December 15, 2008 at an option price to be determined at the
date of grant.

On December 22, 1997 the Company granted key employees options to purchase
600,000 and 540,000 shares of common stock of the Company pursuant to the
incentive stock option plan dated December 15, 1997.  The option prices are
$.05 and $.15 respectively and expire on December 22, 2007. During 2000,
12,000 shares were exercised under this plan.

On December 15, 1999, the Company adopted an incentive stock options plan
under which options to purchase an aggregate of 1,200,000 shares of common
stock may be granted prior to August 31, 2009 at the average market price for
the month preceding the date of the grant.  As of December 31, 2000 there are
200,000 outstanding options.  To date none have been exercised.


Item 13. EXHIBITS

	(a)  (1)

Following is a list of exhibits filed as part of this Annual Report on Form
10-KSB.  Where so indicated by footnote, exhibits which were previously filed
are incorporated by reference.

Exhibit Number
Reference        Description
---------------------------------------------------------
(3a)*     Articles of Incorporation, as amended

(3b)*     By-laws, as amended

(4)*      Specimen of Common Stock certificate

(10b)*    Incentive Stock Option Plan

(10c)*    Form of Incentive Stock Option

(101)*    Agreement for purchase of stock by and between Corfacts Inc.
          and Ariel Freud And Metro Marketing Inc. Dated December 31, 1996.

          Change of Affiliation Agreement for the repurchase of
          stock from Lawrence Finkelstein.

(10m)*    Employment Agreement with Lawrence Finkelstein Employment
          Agreement with Ariel Freud

(12)*     Sale of Assets Agreement

    *  The above items were previously filed and are hereby incorporated by
       reference.

    *  Reports on Form 8-K

       Event dated October 17, 2000, relating to the repurchase of Lawrence
       Finkelstein shares and resignation of Lawrence Finkelstein as President
       and Chairman of the Board.

                               SIGNATURES

In accordance with Section 13 or 15(d) of the Exchange Act, the registrant
caused this report to be signed on its behalf by the undersigned, thereunto
duly authorized.

June 11, 2001                     Corfacts, Inc.
                                  By:

                                  /s/ Ariel Freud
                                      Ariel Freud
                                      President, Chairman

In accordance with the Exchange Act, this report has been signed below by the
following persons on behalf of the registrant and in the capacities and on the
dates indicated.

June 11, 2001                      Corfacts, Inc.
                                   By:

                                   /s/ Ariel Freud
                                   	   Ariel Freud
                                   	   President, Chairman









INDEPENDENT AUDITOR'S REPORT



TO THE BOARD OF DIRECTORS AND STOCKHOLDERS OF
CORFACTS, INC. AND SUBSIDIARY

We have audited the consolidated balance sheet of Corfacts, Inc. and Subsidiary
as of December 31, 2000, and the related consolidated statements of operations,
changes in stockholders' equity, and cash flows for the two years then ended in
the accompanying index to financial statements and schedules (Item 7 (A)).
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 auditing standards generally
accepted in the United States.  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 and schedules listed in the
accompanying index to financial statements (Item 7 (A)) present fairly, in
all material respects, the financial position of Corfacts, Inc. and Subsidiary
as of December 31 2000, and the results of its operations and its cash flows
for the two years then ended December 31, 2000 in conformity with generally
accepted accounting principles.



			   /s/ Schuhalter, Coughlin & Suozzo, LLC
			       Schuhalter, Coughlin & Suozzo, LLC
          Certified Public Accountants


Raritan, New Jersey

June 11, 2001



                      CORFACTS, INC. AND SUBSIDIARY
                       CONSOLIDATED BALANCE SHEET
                            DECEMBER 31, 2000

      ASSETS

CURRENT ASSETS
  Cash and cash equivalents                                   $  875,348
  Interest bearing deposits - restricted                          31,017
  Interest receivable                                              9,649
  Accounts receivable net of allowance for
    bad debts of $95,137                                         335,996
  Inventory                                                       40,986
  Notes receivable                                                33,758
  Other receivable - municipal tax liens (net of
    estimated disposition costs of $2,500)                           340
  Other interest receivable - tax liens                            3,315
  Prepaid expenses                                                19,510
  Prepaid and refundable income taxes                            165,000
                                                               ---------
      TOTAL CURRENT ASSETS                                     1,514,919
                                                               ---------
PROPERTY AND EQUIPMENT, at cost, less accumulated
  depreciation of $368,597                                       617,030

Goodwill, customer lists and covenant, net of accumulated
  amortization of $166,697                                       336,011

OTHER ASSETS
  Security deposits                                               65,209
  Deferred taxes                                                  46,178
                                                               ---------
      TOTAL OTHER ASSETS                                         111,387
                                                               ---------
      TOTAL ASSETS                                             2,579,347
                                                               =========
      LIABILITIES AND STOCKHOLDERS' EQUITY

CURRENT LIABILITIES
  Accounts payable and accrued expenses                          430,768
  Deferred revenue                                               123,496
  Customer deposits                                               97,474
  Current portion of capitalized lease obligations               172,464
  Current portion - note payable - officers'                      39,065
  Current portion - other notes payable                           40,083
                                                               ---------
      TOTAL CURRENT LIABILITIES                                  903,350
                                                               ---------
Capitalized lease obligations, net of current portion            214,845
Note payable - officers', net of current portion                 632,222
Other notes payable, net of current portion                       42,243
Deferred taxes                                                    69,652

STOCKHOLDERS' EQUITY
  Common stock, no par value, 20,000,000 shares authorized;
    8,088,433 shares issued and outstanding                    1,285,852
  Retained Earnings                                              431,183
  Less:  Treasury stock, 3,864,088 shares at cost             (1,000,000)
                                                               ---------
      TOTAL STOCKHOLDERS' EQUITY                                 717,035
                                                               ---------
      TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY              $2,579,347
                                                               =========



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


                     CORFACTS, INC. AND SUBSIDIARY
                  CONSOLIDATED STATEMENTS OF OPERATIONS


                                                       Year Ended
                                                       December 31,
                                                    1999         2000

INCOME
  Net sales of telemarketing services              $5,335,367 $6,132,072
  Equity in earnings of unconsolidated investee           784          -
  Income from tax lien certificates                     1,299      4,821
  Interest income                                      48,281     52,521
                                                    ---------  ---------
      TOTAL REVENUES                                5,385,731  6,189,414
                                                    ---------  ---------

DIRECT OPERATING EXPENSES                           2,593,286  3,415,966
                                                    ---------  ---------
      GROSS PROFIT                                  2,792,445  2,773,448

COSTS AND EXPENSES
  Selling, general and administrative               1,975,039  2,366,628
  Depreciation and amortization                       153,787    253,404
  Interest expense                                     41,333     73,568
  Impairment loss                                           -    113,021
                                                    ---------  ---------
      TOTAL COSTS AND EXPENSES                      2,170,159  2,806,621
                                                    ---------  ---------
      INCOME (LOSS) BEFORE INCOME TAXES               622,286    (33,173)

     (PROVISION) BENEFIT FOR INCOME TAXES            (255,500)    29,146
                                                    ---------  ---------
      NET INCOME (LOSS)                            $  366,786 $   (4,027)
                                                    =========  =========

BASIC EARNINGS (LOSS) PER COMMON SHARE             $     .031 $    (.001)
                                                    =========  =========

AVERAGE COMMON SHARES OUTSTANDING                  11,940,521 10,980,499
                                                   ========== ==========

DILUTED EARNINGS PER COMMON SHARE                  $     .028 $    (.001)
                                                    =========  =========
AVERAGE COMMON SHARES AND EQUIVALENTS
  OUTSTANDING                                      13,266,312 10,980,499
                                                   ========== ==========



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


                      CORFACTS, INC. AND SUBSIDIARY
        CONSOLIDATED STATEMENT OF CHANGES IN STOCKHOLDERS' EQUITY
                FOR THE TWO YEARS ENDED DECEMBER 31, 2000





                    Number      Common    Treasury    Retained
                    of Shares   Stock     Stock       Earnings      Total
----------------------------------------------------------------------------
Balance,
 January 1, 1999   11,940,521 $1,284,052  $        -  $  68,424   $1,352,476

Net income for
 the year                   -          -           -    366,786      366,786
----------------------------------------------------------------------------
Balance,
 December 31, 1999 11,940,521  1,284,052           -    435,210    1,719,262

Stock issued           12,000      1,800           -          -        1,800

Stock repurchased  (3,864,088)         -  (1,000,000)         -   (1,000,000)

Net loss for
  the year                  -          -           -     (4,027)      (4,027)
----------------------------------------------------------------------------
Balance,
 December 31, 2000  8,088,433 $1,285,852 $(1,000,000) $ 431,183   $  717,035
============================================================================


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


                        CORFACTS, INC. AND SUBSIDIARY
                    CONSOLIDATED STATEMENTS OF CASH FLOWS

                                                         Year Ended
                                                         December 31,
                                                     1999          2000
 Cash flows from operating activities:
  Cash received from customers                    $5,061,758  $6,249,677
  Cash paid to employees and suppliers            (4,419,027) (5,665,643)
  Interest received                                   46,325      45,877
  Tax lien certificate cash received                   1,175       8,152
  Interest expense                                   (41,333)    (73,568)
  Income taxes paid                                 (110,932)   (197,388)
                                                   ---------   ---------
    Net cash provided by (used in) operating
      activities                                     537,966     367,107
                                                   ---------   ---------
Cash flows from investing activities:
  Return of capital from partnership                   2,166           -
  Redemption (purchase) of restricted
   certificates of deposit                            (1,954)      9,217
  Purchase of equipment                             (189,209)    (35,432)
  Acquisitions of customer lists and goodwill       (132,660)          -
                                                   ---------   ---------
    Net cash used in investing activities           (321,657)    (26,215)
                                                   ---------   ---------

Cash flows from financing activities:
  Common stock repurchase                                  -    (419,000)
  Repayment of capitalized lease obligations         (80,750)   (189,230)
  Notes receivable advances                           (4,158)    (19,032)
  Repayment from officer                              20,250           -
  Repayment of note payable - stockholder            (25,279)    (35,819)
  Common stock issued                                      -       1,800
  Repayment of other notes payable                   (16,031)    (39,643)
                                                   ---------   ---------
    Net cash provided by (used in) financing
      activities                                    (105,968)   (700,924)
                                                   ---------   ---------
Net increase (decrease) in cash and cash
  equivalents                                        110,341    (360,032)

Cash and cash equivalents - beginning of period    1,125,039   1,235,380
                                                   ---------   ---------

Cash and cash equivalents - end of period         $1,235,380  $  875,348
                                                   =========   =========

Reconciliation of net income to net cash provided
 by (used in) operating activities:
Net income (loss)                                 $  366,786   $  (4,027)
Adjustments:
  Impairment loss                                          -     113,021
  Depreciation and amortization                      153,787     253,404
  Bad debts provision                                 34,128      74,980
  Deferred income taxes                               78,300       5,699
Changes in assets and liabilities:
  (Increase) in inventory                                  -     (40,986)
  Decrease(increase) other receivable - tax
    lien interest                                       (908)      9,306
  (Increase) decrease in interest receivable          (1,956)     (6,644)
  (Increase) decrease in accounts receivable        (322,539)     35,945
  Increase in accounts payable and accrued expenses  169,160      24,332
  Increase in deferred revenue                           420      32,696
  (Increase) in security deposits                    (33,983)     (1,907)
  (Increase) in prepaid expenses and other current
    assets                                           (20,007)     60,532
  Increase (decrease) in income taxes payable         66,268     (73,208)
  Increase in customer deposits                       48,510      48,964
  Increase in prepaid income taxes                         -    (165,000)
                                                   ---------   ---------
    Net cash provided by (used in) operating
      activities                                  $  537,966  $  367,107
                                                   =========   =========

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

                         CORFACTS, INC. AND SUBSIDIARY
                  NOTES TO CONSOLIDATED FINANCIAL STATEMENTS


NOTE 1 - DESCRIPTION OF BUSINESS AND BASIS OF PRESENTATION

    Corfacts, Inc. was organized on June 29, 1983. The Company and subsidiary
are providers of inbound and outbound telemarketing services, primarily to
chiropractors, publishing, financial services, telecommunications and utilities
industries throughout the United States.

    On December 31, 1996 the Company acquired Metro Marketing, Inc. a New
Jersey Corporation through the issuance of 3,904,088 shares of its common
stock plus a promissory note for $ 151,385.

    SIGNIFICANT CLIENT

    The Company is dependent on a major client which accounted for more than
18% of sales in 1999 and 16% in 2000. Sales to this customer were $1,006,452
and $1,013,607 for the years ended 1999 and 2000. Accounts receivable from this
customer totaled $249,102 and $102,386 at December 31, 1999 and 2000
respectively. The loss of this major client could have a materially adverse
affect on the Companies business.

    Principles of Consolidation

    The accompanying consolidated balance sheets as of December 31, 2000
includes the accounts of the Company and the its wholly owned subsidiary,
Metro Marketing, Inc. with results of operations included for the period
since the effective date of acquisition, June 30, 1996. All significant
intercompany transactions and balances have been eliminated in consolidation.

    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 statement and the reported amounts of revenues and expenses
during the reporting period.  Actual results could differ from these estimates.

NOTE 2 -SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

    Equity Method

    The investment in partnership in which the company has a 33% interest is
carried at cost, adjusted for the partnership's proportionate share of their
undistributed earnings.

    Cash and Cash Equivalents

    For purposes of the statement of cash flows, cash equivalents include time
deposits, certificates of deposit, and all highly liquid debt instruments
with original maturities of three months or less.

    Property and Equipment

    Property and equipment are valued at cost.  Gains and losses on
disposition of property are reflected in income.  Depreciation is computed
using straight-line and accelerated methods over the five year estimated
useful lives of the assets.  Repairs and maintenance which do not extend the
useful life of the related assets are expensed as incurred.

    Depreciation expense charged to operations in 1999 and 2000 was $104,458
and $196,759, respectively.


    Inventory

    Inventory is stated at cost determined by the first in first out method.
Inventory consists of cellular phones.

    Goodwill and other Intangible assets

    Goodwill, noncompete covenants, and customer lists resulting from the
Company's business combinations are amortized over their estimated useful
lives which range from 5 to 20 years using the straight-line method and are
periodically reviewed for impairment based upon an assessment of future
operations to ensure that they are appropriately valued.

    Amortization expense charged to operations for 1999 and 2000 was $48,379
and $52,709 respectively.

    Revenue Recognition

    The Company's revenues are derived mainly from providing telemarketing
services on a flat fee and hourly basis.  Revenues are recognized when
earned based upon standard billing rates charged by the hours worked or
if no pattern of performance is discernible, the entire fee is recognized on
a straight line basis over the period during which the services are
performed.  Corresponding expenses were recorded for all hours included in
revenue.

    Earnings Per Common Share

    For the year ending December 31, 1997, and all periods presented
thereafter, the Company adopted FASB 128 to compute earnings per share.
Basic EPS excludes dilution and is computed by dividing income available
to common stockholders by the weighted-average number of common shares
outstanding for the period.  Diluted EPS reflects the potential dilution
that could occur if securities or other contracts to issue common stock were
exercised or converted into common stock or resulted in the issuance of common
stock that then shared in the earnings of the entity.

    Income Taxes

    The Company and its wholly owned subsidiary file a consolidated Federal
income tax return.  Corfacts uses the asset and liability method in
providing income taxes on all transactions that have been recognized in
the consolidated financial statements.  The asset and liability method
requires that deferred taxes be adjusted to reflect the tax rates at which
future taxable amounts will be settled or realized.  The effects of tax
rate changes on future deferred tax liabilities and deferred tax assets,
as well as other changes in income tax laws, are recognized in net earnings
in the period such changes are enacted.  Valuation allowances are established
when necessary to reduce deferred tax assets to amounts expected to be
realized.

    Financial Instruments

    The following methods and assumptions were used by the Company to estimate
the fair values of financial instruments as disclosed herein:

    Cash and Equivalents:  The carrying amount approximates fair value because
of the short period to maturity of the instruments.

    Notes Receivable:  The fair value of notes receivable is estimated based
on discounted cash flows using a current risk weighted interest rate.

    Long-term Debt:  The fair value of long-term debt is estimated based on
interest rates for the same or similar debt offered to the Company having
the same or similar remaining maturities and collateral requirements.

    Long-lived Assets

    In March, 1995 the Financial Accounting Standards Board issued SFAS No.
121 "Accounting for the Impairment of Long-Lived Assets for Long-Lived
Assets to be Disposed Of".  SFAS 121 requires that long-lived assets and
certain identifiable intangibles to be held and used by an entity be reviewed
for impairment whenever events or changes in circumstances indicate that the
carrying amount of an asset may not be recoverable and long-lived assets and
certain identifiable intangibles to be disposed of to be reported at the lower
of carrying amount of fair value less cost to sell.  SFAS No. 121 also
establishes the procedures for review of recoverability and measurement of
impairment, if necessary, of long-lived assets and certain identifiable
intangibles to be held and used by an entity.  The Company adopted SFAS No.
121 for the year ended December 31, 1996.

    During 2000 customer lists that were acquired in the purchase of Paramount
Telephone Answering Service and E-Z Connection Answering Service were deemed
to be impaired due to the loss of approximately 50% of the original customer
base.  These customer lists with a carrying value of $130,250 have been reduced
to $65,125.

    In addition, goodwill with a carrying value of $110,000, which arose in
connection with the acquisition of Paramount Telephone Answering Service and
E-Z Connection Answering Service has been reduced to $55,000.  The write-off
of customer lists and goodwill are included in the 2000 income statement as
impairment loss.

    Schedule of Non Cash Investing and Financing Activities

                                                     1999          2000

    Assets acquired under capital leases           $ 322,504   $ 116,495

    Seller financing provided by acquisitions      $ 138,000   $       -

    Stock repurchase financing                     $       -   $ 581,000


    Advertising Costs

    Advertising costs are charged to operations when incurred.  Advertising
costs during the period ended December 31, 1999 and 2000 amounted to $31,448
and $38,681 respectively.

    Comprehensive Income

    There were no items of other comprehensive income in 1999 and 2000 and
thus, net income is equal to comprehensive income for each year presented.


NOTE 3 - BUSINESS COMBINATIONS

    For the year ended December 31, 1999 the Company made a number of purchase
acquisitions.  The consolidated financial statements include the operating
results of each business from the date of acquisition.  Pro forma results of
operations have not been presented because the effects of these acquisitions
were not material on either an individual or an aggregate basis.  Amounts
allocated to goodwill and other intangibles are amortized on a straight-line
basis over periods not exceeding twenty years.  Each transaction is outlined
as follows:

                                                     Form of Consideration and
Acquired Companies       Consideration     Date      Other Notes to Acquisition
===============================================================================
E-Z Connection Answering   $193,500      June 1999  $85,500 in Cash , $108,000
  Service, Inc.                                      note payable; equipment,
                                                     goodwill and customer list
                                          						     recorded

Paramount Telephone        $ 96,750O     Oct. 1999  $66,750 in Cash, $30,000
 Answering Service, Inc.                             note payable; equipment,
                                                     goodwill, customer list
                                                     recorded

Advanced Marketing         $ 30,500      March 1999  $30,500 in Cash; customer
                                                      list recorded; contingent
                                                      compensation

NOTE 4 - INVESTMENTS

    The company had an interest in a partnership which is primarily involved
in investing in delinquent municipal tax lien certificates which are
collateralized by the real estate being taxed in Monmouth County, New Jersey.
The investment is accounted for using the equity method and represents a 33%
ownership in the partnership. The Company's accumulated equity in the
undistributed earnings of the partnership included in Retained Earnings amounted
to $0 and $0 at December 31, 1999 and 2000, respectively. This partnership was
terminated during 1999.

    Condensed financial information for the partnership is as follows:

    Summary of Statements of Financial Condition

                                                      December 31,
                                                    1999       2000

	  Summary of Statement of Operations

	  Interest Income                             $     784    $       -
	  Expenses                                            -            -
                                                 -------      -------
		Net Income                                   $     784    $       -
                                                 =======      =======


NOTE 5 - PROPERTY AND EQUIPMENT

    The following is a summary of property and equipment - at cost, less
    accumulated depreciation.

                                                December 31,
                                             1999        2000

	  Furniture and fixtures                 $ 145,887      $ 148,765
	  Equipment                                669,305        810,875
	  Leasehold improvements                    18,508         25,988
                                            -------        -------
                                            833,700        985,628

	      Less:  accumulated depreciation     (171,780)      (368,540)
                                            -------        -------
	      Net fixed assets                   $ 661,920      $ 617,088
                                            =======        =======

NOTE 6 - INTEREST EXPENSE

    Interest expense totaled $41,333 and $73,568 for the years ended December
    31, 1999 and 2000, respectively.

NOTE 7 - NOTES PAYABLE - STOCKHOLDER AND OTHER NOTE PAYABLE

    Stockholder

    On December 31, 1996 the Company partially financed the purchase of Metro
Marketing, Inc. with a note to the former sole shareholder of Metro, who is
presently an officer and stockholder of Corfacts for $151,385.  The terms of
the note is payable as follows:

    During the first two years of the note, payment of interest only, at 7%
per annum.  Effective annual rate of this note is 7.186% made in quarterly
payments.  During the next 4 years, equal quarterly payments of both principal
and interest until this note is paid.  Corfacts, Inc. has the right to prepay
this note without penalty.  Should the company default on this note, the
holder becomes a secured creditor.  On December 31, 2000 $90,287 was
outstanding on this note.

    Other Notes Payable

    The Company financed $108,000 of the purchase of the EZ Connection
Answering Services assets with a note to the sellers.  The terms of the note
is payable as follows:

    For four years equal monthly installments of $2,636 including interest
at 8%.

    The Company financed $30,000 of the purchase of the Paramount Answering
Service assets with a note to the sellers. The terms of the note is payable as
follows:

    For two years equal monthly installments of $1,343 including interest
at 8%.

    On December 31, 2000 $82,326 was outstanding on these two notes.

    The Company financed the repurchase of 3,964,088 shares of common stock
with a note to a former shareholder.  The terms of the note is payable as
follows:  During the first year of the note repayment of interest only at
7% per annum.  Effective annual rate of this note is 7.186% made in monthly
payments.  During the next 4 years equal monthly payments of both principal
and interest until note is paid. The Company has the right to prepay this note
without penalty.  Should the Company default on this note, the holder becomes
a secured creditor.  This note is subordinate to all existing and future
financing arrangements and is secured by substantially all of the Company's
assets.  On December 31, 2000 $581,000 was outstanding on this note.

    Aggregate maturities required on long term debt at December 31, 2000 are
as follows:

      2001                                            $ 119,818
      2002                                              238,144
      2003                                              179,876
      2004                                              166,953
      2005                                              166,953
                                                        -------
	Total                                                $ 871,744
                                                        =======
NOTE 8 - LEASES

    Operating Leases

    In December, 1998 the Company entered into a new lease in Freehold, NJ.
The lease provides for minimum monthly rentals of $9,503 including certain
operating charges through December 2001.  The Company also paid $15,960 to
the landlord as a security deposit.

    As of January 1, 2000 the Company renegotiated this lease to December 31,
2004.  The lease provides for minimum monthly rentals of $10,707 including
certain operating charges through December 2004.  The Company also paid
$2,305 to the landlord as additional security deposit.

    In September 1999 the Company entered into a new lease for office space
located in East Windsor, New Jersey,  effective October 1, 1999 and ending
on March 31, 2005. With extensions for $1,375 per month.

    In July 1999 the Company entered into a lease for office space in Wayne,
NJ.  The lease provides for minimum monthly rentals of $1,600 through July
2001.  The Company also paid $3,200 to the landlord as a security deposit.
This lease will not be renewed.

    In October 1999 the Company entered into a lease for an apartment located
in New York City effective October 1999 and ending on October 2001.  The
lease provides for minimum monthly rentals of $2,500 through October 2001.
The Company also paid $3,750 to the landlord as a security deposit.  The
Company has terminated this lease as of October, 2000.

    In December 1999 the Company entered into a new lease for additional
office space in Freehold, NJ.  The lease provides for minimum monthly rentals
of $2,472 including certain operating charges through November 2000.  The
Company also paid $4,250 to the landlord as a security deposit. As of August
2000 the Company has renewed this lease until November 2005 at $2,472 per
month including certain operating charges.


    Following is a summary of renewal options.

                          Renewal Option
      Description           Expiration                        Annual
      Of Property              Date              Terms        Rental
======================================================================
 Office Space               11/30/2000           5 years     $ 29,665
    Freehold

 Office Space                3/31/2000           5 years     $ 20,250
    Hightstown

    Rental expense for office space was $128,798 in 1999 and $204,960 in 2000.

    The total future minimum rental payments required are as follows:

	    2001                                         $ 185,849
	    2002                                           162,274
	    2003                                           158,149
	    2004                                           158,149
	    2005                                            27,192
                                                    -------
                                                  $ 691,613
                                                    =======
    Capital Leases

    The Company is the lessee of computer equipment and office fixtures under
capital leases expiring at various dates through 2004.  The assets and
liabilities are recorded at the lower of the present value of the minimum
lease payments or the fair value of the asset.  The assets are amortized over
the lower of their related lease term or their estimated useful life.

    Amortization of assets under capital leases is included in depreciation
expense for 1999 and 2000.

    Following is a summary of equipment held under capital leases:

                                            1999               2000

	Equipment                              $ 465,715           $ 576,719
	Furniture and fixtures                   109,417             112,540
                                          -------             -------
	Total                                    575,132             689,259

	   Less: accumulated depreciation       (108,541)           (241,107)
                                          -------             -------
                                        $ 466,591           $ 448,152
                                          =======             =======

    Minimum future lease payments under capital leases as of December 31, 2000
for each of the next five years are as follows:

	    2001                                            $ 209,580
	    2002                                              182,466
	    2003                                               52,874
	    2004                                                    0
	    2005                                                    0
                                                       -------
	    Total minimum lease payments                      444,920

	    Less amounts representing interest                (57,611)
                                                       -------
	    Present value of net minimum lease payment      $ 387,309
                                                       =======

    The interest rate on capitalized leases varies from 8.4% to 14% and is
imputed based on the lower of the Company's incremental borrowing rate at
the inception of each lease or the lessors implicit rate of return.

    These capital lease agreements provide for a 10% purchase option at the
end of the lease based on lessors cost of the equipment or the lease term can
be renewed.

NOTE 9 - ACCOUNTS PAYABLE AND ACCRUED EXPENSES

Accrued expenses consist of the following:

                                                 December 31,
                                              1999        2000

       Administrative expenses              $ 364,422    $ 391,394
       Payroll tax liabilities                 42,014       39,374
                                              -------      -------
		   Total                                  $ 406,436    $ 430,768
                                              =======      =======

NOTE 10 - INCOME TAXES

    Deferred taxes consist of the following at:

                                                December 31,
                                                1999        2000

      Total deferred tax assets             $  11,340     $  46,178
      Deferred tax liability                  (29,115)      (69,652)
                                               ------        ------
      Net deferred tax assets (liability)   $ (17,775)    $ (23,474)
                                               ======        ======

    The deferred tax assets are attributable to available net operating loss
carryforwards and the excess amortization for financial reporting purposes
over tax purposes.  No valuation allowance has been calculated due to the
reasonable expectation that they will be utilized.

    During 1999 and 2000, a provision for taxes was recorded as computed
below.

                                              1999        2000

Current Income Tax (Provision) Benefit
	Federal                                  $ (150,700)   $ 34,845
	State                                      ( 26,500)          -
                                             -------     -------
	Total                                      (177,200)     34,845

Deferred Tax (Provision) Benefit
	Federal                                     (61,800)      5,310)
	State                                       (16,500)       (389)
                                             -------     -------
	Total Deferred tax (Provision) expense   $  (78,300)   $ (5,699)
                                             -------     -------

	Total income tax (Provision) Benefit     $ (255,500)   $ 29,146
                                             =======     =======


    The reconciliation of income tax computed at the U.S. Federal statutory
rates to income tax expense is as follows:

                                          Percentage of Pretax Income
                                               1999        2000

      Tax at US statutory rates              (34.0)%      (34.0)%
      State income taxes, net of federal
      	tax benefit                            (5.9)        (5.9)
      Other reconciling items, including
       impairment	loss in 2000                (1.2)        39.9
                                              ----         ----
      Income tax provision                   (41.1)%        0.0 %

    As of December 31, 2000 the Company has the following operating loss
carryforwards which may be used to reduce Federal and state taxable income
and tax liabilities in future years.

       Year of
      Expiration                                    Federal      State

      2003                                        $       -     $  18,528
      2004                                                -       112,371
                                                    -------       -------
                                                  $       -     $ 130,899
                                                    =======       =======
NOTE 11 - COMMITMENTS

    On September 16, 1997 the Company guaranteed the debts of the vice
president and a key employee in the amounts of $26,250 and $10,000 respectively.
The Company has assigned as collateral two certificates of deposit for these
loan balances.  These certificates are subject to withdrawal restrictions for
the loan balance until paid in full.  As of December 2000 the restriction on
the $10,000 certificate has been removed as the loan has been paid in full.

    As of January 1, 1997, the Company entered into employment agreements with
its president and vice president through December 31, 1999 which has been
extended through 2001.  The agreements provide for annual compensation of
$115,000 and $85,000 plus $6,000 reimbursed auto expenses for 1999 and
through October 17, 2000.  Additionally the board of directors approved
bonuses of $35,000 each for 1999.

    As of October 17, 2000 the Company entered into a new employment agreement
with its vice president in connection to the stock repurchase transaction.
The agreement provides the former president annual compensation of $85,000
plus a $15,000 expense reimbursement through October 2001.

    Covenants

    As part of an agreement in 1990, when the magazine division was sold, the
Company provided a covenant not to compete with the buyer for twenty (20)
years whereby the Company will no longer produce magazine products in any
geographic location in which the buyer or any of its subsidiaries serve.

    Additionally, the president of the Company provided a covenant not to
compete individually for a period of five (5) years which has since expired.

    As of October 17, 2000 as part of the vice president's employment
agreement the vice president provided a covenant not to compete in any
competitive activities for a period of four years.


NOTE 12 - STOCK OPTIONS

    On May 9, 1988, the Company adopted an Incentive Stock Option Plan under
which options to purchase an aggregate of 600,000 shares of common stock
may be granted prior to May 8, 1998. This plan has expired and no options
are outstanding from this plan.

    On December 15, 1997 the Company adopted the 1997 incentive stock option
plan under which options to purchase an aggregate of 1,200,000 shares of
common stock may be granted prior to December 15, 2008 at an option price
to be determined at the date of grant. In December 1998 and January 1999,
10,000 and 96,000 options at $.15, respectively, were granted under this
plan.  In January 1999 the president and vice president were granted
100,000 options to purchase the Company stock at $.12 for a period of 10
years through January 2009.  During 2000, 456,000 options were canceled
under this plan. As of December 31, 2000 there are 870,000 outstanding
options under this plan. During the year ended December 31, 2,000,  12,000
shares were exercised under this plan.

    On October 22, 1999 the Company adopted the 1999 incentive stock option
plan under which options to purchase an aggregate of 1,200,000 shares of
common stock may be granted prior to August 31, 2009 at 100% of the fair
market value on the date the option is granted. During 1999, 100,000
options at $.85 and 95,000 options at $.83, respectively, and during 2000
220,000 options with a weighted average exercise price of $.61 were
granted under this plan.  No compensation expense for 1999 and 2000 was
recorded as the grant price equaled the market price on the date of each
grant.  As of December 31, 2000 there are 200,000 outstanding options. To
date no shares have been exercised under this plan.

    A summary of the stock option activity for the years ended December 31,
1999 and 2000, including options subject to the terms of the Plans and
fixed priced non-qualified options, is set forth below:

                                            Weighted
                                            Number of  Average
                                            Options    Exercise Price
Outstanding at January 1, 1999
	   Granted                                1,150,000     $  .10
	   Exercised                                491,000        .42
	   Canceled                                (120,000)       .15
                                           ---------       ----
	Outstanding at December 31, 1999          1,521,000        .19
	   Granted                                  220,000        .64
	   Exercised                                (12,000)       .15
	   Canceled                                (659,000)       .34
                                           ---------       ----
	Outstanding at December 31, 2000          1,070,000     $  .22
                                           =========       ====

	Exercisable at December 31, 2000          1,070,000     $  .22
                                           =========       ====

    The fair value of options granted in 1999 and 2000 was estimated as of the
date of grant using the Black-Scholes stock option pricing model, based on the
following weighted average assumptions: annual expected return of 0%, annual
volatility of 164% and 139% in 1999 and 2000, respectively, risk-free interest
rate ranging from 5.5% to 6.0% and expected option life of 3 years.

    The per share weighted-average fair value of stock options granted during
1999 and 2000 was $.38 and $.61, respectively.  The per share weighted
average remaining life of the options outstanding at December 31, 1999 and
2000 is 8.9 and 8.1 years, respectively.

    The Company has elected to continue to account for stock-based
compensation under APB Opinion No. 25, under which no compensation expense
has been recognized for stock options granted to employees at fair market
value.  Had compensation expense for stock options granted under the Plan
been determined based on fair value at the grant dates, the Company's net
income, net of the income tax effect, for 1999 and 2000 would have been
decreased to the pro forma amounts shown below.

                                      						       December 31,
                                                1999        2000

  Net Income (Loss):
	 As reported                              $ 366,786    $  (4,027)
	 Pro forma                                $ 257,296    $ (66,261)

NOTE 13 - TRANSACTIONS WITH RELATED PARTIES

    From time to time the Company advanced loans to the founder and vice
president, interest at 10% and 9% with notes having various maturities.
Together with the advance to the vice president, these notes and loans had
an aggregate balance of $74,493 and $0 December 31, 1999 and 2000
respectively.  Through December 31, 1999 the founder and president has
secured this note with 2,414,316 shares of the Company's common stock.
The founder and president repaid $20,250 toward principle of this note in
1999. Effective October 17, 2000, this note was agreed to be forgiven in
exchange for a covenant not to compete for four years.

    Included in interest income for 1999 and 2000 from the officer was $0 and
$0, as the board of directors agreed to waive the interest on this note.
Additionally, in connection with the acquisitions discussed in Note 2, the
vice president was paid a finders fee of $20,250 in 1999.

    The president and vice president also received $9,717 of interest in 1999
and $14,052 in 2000 for the notes payable discussed in Note 6.

    The company has periodically provided working capital loans to Ford
Publishing, Inc., the purchaser of the information division.  The interest
rate was 10% and the term was generally ninety days.  During 1993 these
transactions were combined in a form of a credit line with interest at 12%
which had a balance outstanding at December 31, 1999 and 2000 of $14,726
and $33,758, respectively.  This note is collateralized by the accounts
receivable and inventory of Ford Publishing, Inc.

    The company assists in the collection of Ford Publishing's credit card
sales.  During 1999 and 2000 the Company collected $69,975 and $75,377
respectively, net of related bank charges for Ford Publishing.  These
funds were used to pay back the working capital loans given to Ford
Publishing during the year.

    Included in interest income was $0 and $0 from Ford Publishing, Inc. for
the periods ended December 31, 1999 and 2000, respectively.


NOTE 14 - CONCENTRATIONS OF CREDIT RISK

    Financial instruments that potentially subject the company to
concentrations of credit risk consist principally of temporary cash
investments, non-interest bearing cash deposits, accounts receivable, and
notes receivables. The Company extends unsecured credit to customers in
varied locations across the country.

    Management has attempted to reduce its credit risk by accepting credit
card payments for collection against its notes receivable and accounts
receivable.  This has limited exposure to uncollectible receivables and
increased cash flow.

    The company places its temporary cash investments and non-interest bearing
deposits with financial institutions with balances in excess of the FDIC
insured limits. Management has attempted to reduce its credit risk by
placing its certificates of deposit approximating $100,000 each in various
financial institutions in New Jersey.  Consequently, in managements
opinion, no significant concentrations of credit risk exists for the
corporation.  On December 31, 1999 and 2000, $522,527 and $118,305 of cash
and interest bearing deposits exceeded FDIC insured limits respectively.

    Other Receivables

    Municipal tax liens subject the company to the potential loss of
investment.  If the company is forced to foreclose on the real estate listed
as collateral there is a potential for total loss from the investment if the
property cannot be sold.

    Investment in Partnership

    The partnership's only assets were municipal tax liens.  Had the company
been forced to foreclose on the real estate listed as collateral there was a
potential for total loss from this investment. This partnership terminated in
1999, without any such loss.

NOTE 15 - RETIREMENT PLAN

    The company maintains a 401(k) profit sharing plan that covers
substantially all employees of the company and its subsidiaries who have
completed one year of service and have attained age 20. The Company may make
discretionary matching contributions equal to a percentage of the amount of
the employee's salary reduction amount. The Company may also make discretionary
contributions in addition to the matching provision above. All required
contributions have been provided for and funded when due. The 401(k) plan
expense totaled $10,806 in 1999 and $4,408 in 2000.

NOTE 16 - COMMON STOCK

    In connection with the acquisition of Metro Marketing in December 1996,
3,904,088 shares of common stock were issued to the shareholder of Metro and
current president of the Company.

    Reserved Shares

    1,070,000 stock options are outstanding on December 31, 2000. See note 12.


NOTE 17 - TREASURY STOCK

    Treasury stock is shown at cost, and in 2000 consists of 3,864,088 shares
of common stock.

    Stock Redemption:

    In October 2000 the Company purchased 3,864,088 shares of stock from its
founder/President in exchange for $1,000,000.  The purchase price consists of
a cash payment of $419,000 and a five year 7% subordinated secured note in the
amount of $581,000.  Also, the Company agreed to forgive a $74,493 note
receivable in exchange for a covenant not to compete for a period of four years.
The President also resigned from his position as president and a member of the
Company's Board of Directors.

NOTE 18 - FAIR VALUE OF FINANCIAL INSTRUMENTS

    The estimated fair values of the Company's financial instruments as of
December 31 are as follows:

                                        Non trading instruments
                                Carrying  Amount           Fair Value
                                 1999      2000          1999       2000
---------------------------------------------------------------------------
Assets:
 Cash and equivalents      $1,235,380  $  875,348   $1,235,380  $  875,348
 Restricted cash               40,234      31,017       40,234      31,017
 Officer loans                 74,493           -       74,493           -
 Interest receivable            3,005       9,649        3,005       9,649
 Notes receivable              14,726      33,758       14,726      33,758
 Other interest receivable -
  tax liens                    6,813          340        6,813         340
 Other receivable                 925       3,315          925       3,315

Liabilities:
 Note payable officers'       126,106     671,297      126,106     671,297
 Other notes payable          121,969      82,326      121,969      82,326


NOTE 19 - LEGAL PROCEEDINGS

    Legal Proceedings

    The Company, its Vice president and a management employee are the
defendants in a lawsuit filed by a former employee of the Company for alleged
improper termination. The Company and its co-defendants deny the allegations
and intend to vigorously defend their position.  Any outcome and its effect on
the financial position of the Company, if any, cannot be determined at this
time.

    Additionally, the Company is subject to occasional lawsuits and claims
arising out of the normal conduct of its business. Management does not
believe the outcome of any pending claims will have a material adverse impact
on the Company's consolidated financial position.

NOTE 20 - RECENT PRONOUNCEMENTS

    In December 1999 the Securities and Exchange Commission issued staff
accounting Bulleting 101 "Revenue Recognition in Financial Statements"
("SAB 101").  SAB 101 provides guidance on the recognition, presentation
and disclosure of revenues in financial statements and requires adoption
no later than the fourth quarter of fiscal 2000.  No changes in accounting
policy were required, as the Company's revenue recognition policies are in
compliance with SAB 101 and its related interpretations.

NOTE 21 - EARNINGS PER SHARE OF COMMON STOCK

    The following reconciles amounts reported in the financial statements:

  For the year ended December 31,                1999        2000

  Weighted-average number of shares on which
  earnings per share calculations are based:
      Basic                                   11,940,521  10,980,499
      Add - incremental shares under stock
       option plans                            1,325,791           -
                                              ----------  ----------
  Assuming dilution                           13,266,312  10,980,499
                                              ==========  ==========
  Net income (Loss) applicable to
   common stockholders                          $366,786    $ (4,027)

  Net income on which diluted earnings
  per share is calculated                       $366,786    $ (4,027)

  Earnings per share of common stock:

  Basic                                         $   .031    $  (.001)

  Assuming dilution                             $   .028    $  (.001)

  Stock options to purchase 195,000 common shares in 1999, were outstanding,
but were not included in the computation of diluted earnings per share
because the exercise price of the options was greater than the average
market price of the common shares and, therefore  the effect would have
been antidilutive. Stock options to purchase common shares were not included
in year 2000 as the effect would have been antidilutive.