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

                                        Form 10-KSB

                        Annual Report Pursuant to Section 13 or 15(d) of
                           The Securities Exchange Act of 1934

                         Date of Report            October 31, 2001

                                  Myocash, Inc.
     -----------------------------------------------------------------------
      (Exact name of registrant as specified in its charter)

      Nevada                          000-32887                    n/a
-------------------------------  ---------------------  ---------------------
State or other jurisdiction          Commission File           IRS Employer
of incorporation)                          Number)        Identification No.)

                   14 Pico Crescent, Thornhill, Ontario Canada L4J 8P4
                --------------------------------------------------------
                 (Address of principal executive offices)     (Zip Code)

Registrant's telephone number, including area code            905-731-0189

                 16 Julia Street, Thornhill, Ontario L3T 4R9
         ------------------------------------------------------------
        (Former name or former address, if changed since the last report)

Securities registered under Section 12(b) of the Exchange Act: None

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

             Common Shares, $ .001 par value
      --------------------------------------------
                       (Title of Class)

Check  whether the Issuer (1) filed all reports  required to be filed by Section
13 or 15(d) of the  Exchange  Act  during  the past 12 months  (or 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
      -----          -----

Check if there is no disclosure of delinquent  filers in response to Item 405 of
Regulation S-B contained in this form, and no disclosure  will be contained,  to
the  best  of  registrant's   knowledge,  in  definitive  proxy  or  information
statements  incorporated  by  reference  in Part III of this Form  10-KSB or any
amendment to this Form 10-KSB [x]

The issuer's revenues for the fiscal year ended October 31, 2001 were $ nil

As of October 31, 2001,  there were nil shares of the issuer's  common stock,  $
..001 par  value,  outstanding  with an  aggregate  market  value of $ 24 held by
non-affiliates. For the purpose of this disclosure, shares of common stock held
<page>

by directors, officers and stockholders whose ownership exceeds five percent of
the common stock outstanding were excluded. Exclusion of shares held by any
person should not be construed to indicate that such person possesses the power,
direct or indirect, to direct or cause the direction of management or policies
of the issuer, or that such person is controlled by or under common control of
the issuer.

DOCUMENTS INCORPORATED BY REFERENCE

None.

Transitional Small Business Disclosure Format (check one):  Yes     No    x
                                                               ----    -----

                                          PART I

ITEM 1:    DESCRIPTION OF BUSINESS.

Myocash,  Inc. (the "Company") was  incorporated  under the laws of the State of
Nevada on November 17, 2000. The Company is looking for a viable business in the
internet field to acquire. Once the Company has targeted a viable business,  the
Company  will go about  the  business  of  raising  funds  to meet its  business
objectives.  In the event the  Company  is unable to find a  suitable  merger or
acquisition candidate in the internet area, it may seek to acquire businesses in
other sectors of the economy assuming they will provide a viable alternative.

COMPETITION

The  Company  will have  competition  from other  similar  companies  looking to
acquire viable businesses.

EMPLOYEES

As of October 31, 2001, the Company has had no full time employees or managers.

ITEM 2.   DESCRIPTION OF PROPERTY

The Company has no leased or owned premises. At present the Company is using one
of the director's premises at no cost for company business.


ITEM 3.   LEGAL PROCEEDINGS

The Company is not engaged in any litigation.

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

No matters were submitted to a vote of security holders during the quarter ended
October 31, 2001.





<page>


                                     PART II

ITEM 5.   MARKET FOR COMMON EQUITY AND RELATED STOCKHOLDER MATTERS

The  Company's  common  shares,  par value $ .001 (the  "Shares")  are not being
traded on a stock market exchange at this time.

On October 31, 2001, there were 2 shareholders.

The Company has never paid a cash  dividend  and does not  presently  anticipate
doing so in the foreseeable future, but expects to retain earnings,  if any, for
use in its business.

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

RESULTS OF OPERATIONS

For the fiscal  year ended  October  31,  2001,  there were no  operations.  The
Company has been using  consultants,  directors and officers to locate  suitable
business  acquisitions and as such has been paying these  consultants,  officers
and  directors  with common stock of the Company.  During the year ended October
31,  2001,  the  Company  paid out a total of $4,455 in  consulting  fees  which
equates to 4,455,000 shares of common stock and reimbursed a shareholder for the
cost  associated with  incorporating  the company of $ 545 for 545,000 shares of
common stock.

FORWARD LOOKING STATEMENTS

Except for the historical information contained herein, the matters discussed in
this report on Form 10-KSB and the Company's  other  periodic  reports and other
documents  incorporated  by reference or  incorporated  herein as exhibits,  may
contain  forward-looking  statements that involve risks and  uncertainties.  The
Company's  actual results may differ  materially  from results  discussed in the
forward-looking statements.  Factors that might cause such a difference include,
but are not limited to, general economic and market conditions,  and the ability
of the Company to  successfully  identify and thereafter  consummate one or more
acquisitions.


ITEM 7.   FINANCIAL STATEMENTS.

The  financial  statements  required  by this  Item are set  forth at the  pages
indicated in Item on page 12 of this report.

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

None.







<page>



                                PART III

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

The executive officers and directors of the Company are as follows:
<TABLE>
<S>                                       <C>            <C>
Name                                        Age               Position

Marvin N. Winick                            53           Director, President,
                                                         & Secretary/Treasurer
</TABLE>


Mr.  Marvin N. Winick,  53 years old,  has been a Director of the Company  since
inception May 9, 2000. Mr. Winick is a self employed Canadian accountant who has
done  consulting  and accounting for several U.S.  companies  including  Omicron
Technologies,  Inc.,  Dyncom , Inc. Nature Treat Products Inc. and Auto.com Inc.
He has been a director of a public company Tokn,  Inc.  since 1989..  Mr. Winick
has had several years of computer,  accounting  and  experience in US securities
laws which has helped him to assist other companies as mentioned above.


COMPLIANCE WITH SECTION 16(a) OF THE SECURITIES EXCHANGE ACT OF 1934

Under Federal securities laws, the Company's  directors,  its executive officers
and any person  holding  more than 10% of the  Company's  Shares are required to
report their  ownership of such Shares and any changes in the ownership on Forms
3, 4,  and 5 as the case  may be.  The  directors,  executive  officers  and any
qualifying  shareholders  will comply with such  requirements once the Shares of
the Company are trading on a stock exchange.


<page>


ITEM 10.   EXECUTIVE COMPENSATION.

At this  time  there is no set  executive  compensation  package  for any of the
directors or officers of the Company since there are no operations to date.

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

The following table and notes thereto set forth information regarding the
beneficial ownership of the Company's Shares as of December 1, 2002 by (i) each
person known by the Company to be the beneficial owner of more than 5% of such
voting security, (ii) each director of the Company, and (iii) all executive
officers and directors of the Company as a group. The percentages have been
calculated by taking into account all Shares owned on the record date as well as
all such Shares with respect to which such person has the right to acquire
beneficial ownership at such date or within 60 days thereafter. Unless otherwise
indicated, all persons listed below have sole voting and sole investment power
over the Shares owned.
<TABLE>
<CAPTION>
Name of Address of ........         Amount and Nature         Percent of
Beneficial Owner ............       Beneficial Ownershi          Class
<S>                                <C>            <C>             <C>
Marvin N. Winick .................. 2,500,000      Common           50.0%
14 Pico Crescent
Thornhill, Ontario L4J 8P4

Godefrey A. Clarke........          2,500,000      Common           50.0%
155 Rexdale Blvd. Ste 902
Toronto, Ontario


All Executive Officers and Directors
as a Group(three persons)           2,500,000                       50.0%

</TABLE>

ITEM 12.   CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS.

None

ITEM 13.   EXHIBITS AND REPORTS ON FORM 8-K

DOCUMENTS FILED WITH THIS REPORT

1.       Financial Statements

Independent Auditors' Report

Balance Sheets as of October 31, 2001

Statements of Operations for the period ended October 31, 2001

Statement of Stockholders' Equity for the period ended October 31, 2001

Statements of Cash Flows for the period ended October 31, 2001

Notes to Financial Statements as of October 31, 2001

Financial Statement Schedules

Financial statement schedules have been omitted because the required information
is  inapplicable  or because  the  information  is  presented  in the  financial
statements or related notes.

2.       Exhibits

23       Consent of Independent Auditors

EXHIBITS INCORPORATED BY REFERENCE

         The following exhibits were filed with the Company's Form 10SB dated
September 2000 and are incorporated by reference.
<TABLE>
         <S>                       <C>

         Exhibit 3(i).1             Articles of Incorporation filed November 17,
                                    2000
         Exhibit 3(ii).1            By-Laws
         Exhibit 3(iii).1           Amendment to By-Laws
         Exhibit 3(iv)              Corporate Charter
</TABLE>

<page>


SIGNATURES

REPORTS ON FORM 8-K

There were no reports on Form 8-K filed  during the  quarter  ended  October 31,
2001.


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.

                                    By:            /s/  MARVIN WINICK
                                              -------------------------
                                              Marvin Winick, President

DATE:   December 10, 2002

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:

SIGNATURES            TITLE                                       DATE
------------------   ---------------                      ------------

/s/ MARVIN WINICK  Director, President              December 10, 2002
----------------------
Marvin Winick


















<page>













                                       Myocash, Inc.
                                 (A Development Stage Company)


                                    Financial Statements
                                      October 31, 2001





































<page>








                          INDEPENDENT AUDITOR'S REPORT


To the Board of Directors
Myocash, Inc.


We have audited the accompanying  balance sheet of Myocash,  Inc. (A Development
Stage  Company) as of October 31, 2001 and the related  statement of operations,
cash flows, and changes in stockholders'  equity for the year then ended and for
the period  November 17,  2000(inception)  to October 31, 2001.  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 audit.

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 audit  provides a  reasonable  basis for our
opinion.

In our opinion,  the financial  statements  referred to above present fairly, in
all material respects,  the financial  position of Myocash,  Inc. at October 31,
2001,  and the results of their  operations and their cash flows for the period,
November 17,  2000(inception)  to October 31, 2001 in conformity with accounting
principles generally accepted in the United States.

The  accompanying  financial  statements  have been  prepared  assuming that the
Company  will  continue  as a  going  concern.  As  discussed  in  Note 6 to the
financial  statements,  conditions exist which raise substantial doubt about the
Company's  ability to continue as a going concern  unless it is able to generate
sufficient  cash  flows to meet its  obligations  and  sustain  its  operations.
Management's  plans in regard to these matters are also described in Note 6. The
financial  statements do not include any adjustments  that might result from the
outcome of this uncertainty.


Michael Johnson & Co., LLC
Denver, Colorado
December 1, 2002

<page>




                                  Myocash, Inc.
                          (A DEVELOPMENT STAGE COMPANY)
                                  BALANCE SHEET
                                October 31, 2001


<TABLE>


ASSETS:
<S>                                                               <C>
Current Assets:
  Cash                                                             $   -
                                                                    --------
Total Current Assets                                                   -
                                                                    --------

Other Assets
Incorporation Costs                                                    -
                                                                    --------
Total Other Costs                                                      -
                                                                    --------

TOTAL ASSETS                                                       $   -
                                                                    ========


LIABILITIES AND STOCKHOLDERS' EQUITY:

Current Liabilities:
Accounts payable                                                   $   -
Advance from shareholder                                               -
                                                                    ------

TOTAL CURRENT LIABILITIES                                              -
                                                                    ------

Stockholders' Equity:
  Preferred stock, $.001 par value, 5,000,000
   shares authorized: none outstanding                                 -
  Common stock, $.001 par value, 50,000,000
   shares authorized, 5,000,000 issued
    outstanding                                                     5,000
  Deficit accumulated during the development stage                 (5,000)
                                                                   ------
Total Stockholders' Equity                                            -
                                                                   ------

TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY                        $   -
                                                                   ======

</TABLE>

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

<page>


                                  Myocash, Inc.
                          (A Development Stage Company)
                             STATEMENT OF OPERATIONS
              From Inception(November 17, 2000) to October 31, 2001

<TABLE>

<S>                                                           <C>

INCOME                                                         $   -

OPERATING EXPENSES:
Professional Fees                                                  -
Amortization Expense                                               -
Administrative Expenses                                        5,000
                                                             -------
Total Operating Expenses                                       5,000
                                                             -------

Net Loss from Operations                                    $ (5,000)
                                                             =======

Weighted average number of
  shares outstanding                                       5,000,000
                                                           =========

Net Loss Per Share                                          $ (0.001)
                                                             =======
</TABLE>






















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

<page>



                                  Myocash, Inc.
                          (A Development Stage Company)
                  STATEMENT OF CHANGES IN STOCKHOLDERS' EQUITY
              From Inception(November 17, 2000) to October 31, 2001

<TABLE>
<CAPTION>

                                                       Deficit
                                                     Accumulated
                                       Additional     During the
                        Common Stock    Paid-In      Development
                     Shares   Amount    Capital         Stage       Totals
<S>                 <C>      <C>       <C>       <C>            <C>
Balance - November,
    17, 2000           -     $    -    $    -     $     -        $     -

Stock issued for
  services           4,455,000 4,455        -           -          4,455

Stock issued to
 reimburse for
 incorporation costs   545,000   545        -           -            545

Net loss for
  period               -          -         -       (5,000)       (5,000)
                      -------- ------   --------    --------       ------
Balance -  October
       31, 2001      5,000,000 $5,000   $   -     $ (5,000)      $    -
                     =========  =====    =======    ========       ======
</TABLE>























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


<page>


                                  Myocash, Inc.
                          (A Development Stage Company)
                             STATEMENT OF CASH FLOWS
             From Inception(November 17, 2000) to October 31, 2001

<TABLE>



<S>                                                        <C>
Cash Flows From Operating Activities:
  Net (Loss)                                                $ (5,000)
  Adjustments to reconcile net loss
    to net cash used in operating
      activities:
   Stock issued for services                                   4,455
   Stock issued to reimburse for
      incorporation costs                                        545
   Changes in assets and liabilities:
    Increase in accounts payable                                  -
    Increase in Other Assets                                      -
                                                              -------
                                                               5,000
                                                              -------

Net Cash Used in Operating Activities                             -
                                                              -------

Cash Flow From Financing Activities:
  Issuance of Common Stock
  Advances from shareholder                                       -
                                                              -------

  Net Cash Provided By Financing
        Activities                                                -
                                                              -------

Increase (Decrease) in Cash                                       -

Cash and Cash Equivalents - Beginning of
       period                                                     -
                                                              -------

Cash and Cash Equivalents - End of
       period                                                $    -
                                                              =======

Supplemental Cash Flow Information:
  Interest paid                                              $    -
                                                              =======
  Taxes paid                                                 $    -
                                                              =======
</TABLE>

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


<page>
                                       Myocash, Inc.
                               (A Development Stage Company)
                              Notes To Financial Statements
                                    October 31, 2001

Note 1 - General:

         Nature of Business

Myocash,  Inc. (the  "Company") was  incorporated on November 17, 2000 under the
laws of the State of Nevada.  The Company's  primary business  operations are to
develop and engage in internet related businesses.  The Company is searching for
a viable entity upon which to merge and/or acquire. The Company intends on going
public in order to raise the funds  required  in order to fulfill  its  business
objectives.

         The Company's fiscal year end is October 31.

Note 2 - Summary of Significant Accounting Policies

         Basis of Presentation - Development Stage Company

The  Company  has not earned any  revenue  from  limited  principal  operations.
Accordingly,  the  Company's  activities  have been  accounted for as those of a
"Development  Stage Enterprise" as set forth in Financial  Accounting  Standards
Board Statement No. 7 ("SFAS 7"). Among the  disclosures  required by SFAS 7 are
that the Company's financial  statements be identified as those of a development
stage  company,  and that the  statements of  operations,  stockholders'  equity
(deficit)  and cash  flows  disclose  activity  since the date of the  Company's
inception.

         Basis of Accounting

The accompanying financial statements have been prepared on the accrual basis of
accounting in accordance with accounting  principles  generally  accepted in the
United States.

         Estimates

The preparation of financial statements in conformity with accounting principles
accepted  in the  United  States  requires  management  to  make  estimates  and
assumptions that affect certain  reported amounts and disclosures.  Accordingly,
actual results could differ from those estimates.

         Cash and Cash Equivalents

For purposes of the statement of cash flows, the Company considered all cash and
other highly liquid  investments with initial maturities of three months or less
to be cash equivalents.

Net earning (loss) per share

Basic  and  diluted  net loss per  share  information  is  presented  under  the
requirements  of SFAS No. 128,  Earnings per Share.  Basic net loss per share is
computed by dividing net loss by the weighted average number of shares of common
stock outstanding for the period, less shares subject to repurchase. Diluted net
loss per share  reflects the  potential  dilution of  securities by adding other
common stock equivalents, including stock options, shares subject to repurchase,
warrants and  convertible  preferred  stock, in the  weighted-average  number of
common shares  outstanding for a period, if dilutive.  All potentially  dilutive
securities  have been  excluded from the  computation,  as their effect is anti-
dilutive.

<PAGE>



                                  Myocash, Inc.
                          (A Development Stage Company)
                          Notes To Financial Statements
                                 October 31, 2001



Income Taxes

The Company  accounts  for income taxes under SFAS No. 109,  which  requires the
asset and liability  approach to accounting for income taxes. Under this method,
deferred tax assets and  liabilities  are measured based on differences  between
financial  reporting  and tax bases of assets  and  liabilities  measured  using
enacted tax rates and laws that are  expected  to be in effect when  differences
are expected to reverse.

Note 3 - Capital Stock Transactions

The  authorized  capital  common stock is  50,000,000  shares of common stock at
$.001 par value.  During  this  fiscal  year ended  October 31, 2001 the Company
issued 4,455,000 shares of common stock for services rendered in the amount of $
4,455 and 545,000 for $ 545 for reimbursement of incorporation costs.


<PAGE>



                                  Myocash, Inc.
                          (A Development Stage Company)
                          Notes To Financial Statements
                                October 31, 2001

Note 5 -Income Taxes

There has been no provision for U.S. federal, state, or foreign income taxes for
Any period  because the Company has  incurred  losses in all periods and for all
jurisdictions

Deferred  income  taxes  reflect  the net tax effects of  temporary  differences
between the carrying  amounts of assets and liabilities for financial  reporting
purposes and the amounts used for income tax purposes. Significant components of
deferred tax assets are as follows:
<TABLE>

<S>                                                     <C>
Deferred tax assets
  Net operating loss carryforwards                       $  5,000
  Valuation allowance for deferred tax assets              (5,000)
                                                          -------
Net deferred tax assets                                  $    -
                                                          =======
</TABLE>

Realization  of deferred tax assets is dependent upon future  earnings,  if any,
the timing and amount of which are uncertain.  Accordingly, the net deferred tax
assets have been fully offset by a valuation allowance.  As of October 31, 2001,
the Company had net operating loss  carryforwards  of  approximately $ 5,000 for
federal and state income tax purposes.  These carryforwards,  if not utilized to
offset taxable income begin to expire in 2016.  Utilization of the net operating
loss may be subject to substantial annual limitation due to the ownership change
limitations  provided by the Internal Revenue Code and similar state provisions.
The annual  limitation  could result in the expiration of the net operating loss
before utilization.

Note 6 - Going Concern:

The  accompanying  financial  statements  have been prepared in conformity  with
accounting   principles   generally   accepted  in  the  United  States,   which
contemplates continuation of the Company as a going concern.

The future  success of the Company is likely  dependent on its ability to attain
additional  capital to develop its proposed  products and  ultimately,  upon its
ability to attain future profitable  operations.  There can be no assurance that
the Company will be  successful  in obtaining  such  financing,  or that it will
attain positive cash flow from operations.




<page>





                                                            EXHIBIT 23


                         CONSENT OF INDEPENDENT AUDITORS

The Board of Directors
Myocash, Inc.

We consent to incorporation of our report dated December 1, 2002, of the balance
sheets of Myocash,  Inc..  as of October 31, 2001 and the related  statements of
operations, stockholders' equity and cash flows for the period then ended, which
report  appears in the October 31, 2001 annual report on Form 10-KSB of Myocash,
Inc.


Michael Johnson & Co. LLP
Dated: December 5, 2002