United States
               Securities and Exchange Commission
                     Washington, D.C. 20549
                    ------------------------

                           Form 10-KSB

     [X]   Annual Report Pursuant to Section 13 or 15(d) of the
           Securities Exchange Act of 1934

           For the Fiscal Year Ended December 31, 2001

     [ ]   Transition Report Pursuant to Section 13 or 15(d) of
           the Securities Exchange Act of 1934

           For the Transition Period from_________to __________

                 Commission File Number 0-33187

                     ATR Search Corporation
     (Exact Name of Registrant as Specified in its Charter)

          Nevada                               91-2105842
  (State or other jurisdiction of          (I.R.S. employer
   incorporation or organization)        identification number)


 29 E. 31st Street, 2nd Floor, New York, NY         10016
 (Address of principal executive offices)         (Zip code)

 Registrant's Telephone Number, Including Area Code: (212) 725-6150

Securities Registered Pursuant to Section 12(b) of the Act: NONE

   Securities Registered Pursuant to Section 12(g) of the Act:
  Common Stock, $0.001 par value per share, 100,000,000 shares
authorized, 19,180,000 issued and outstanding as of December 31, 2001.

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-B 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 amendment to
this Form 10-KSB.  [ ]

As of December 31, 2001, the Company's Common Stock was not
trading.  The filing of this report is to maintain its current
reporting status with the Securities and Exchange Commission.


/1/


  Some of the statements contained in this Form 10-KSB are not
historical facts rather "forward-looking statements" which can be
identified by the use of terminology such as "estimates,"
"projects," "plans," "believes," "expects," "anticipates,"
"intends," or the negative of such terms or other variations, or
by discussions of strategy that involve risks and uncertainties.
Caution should be exercised in regards to these forward-looking
statements.  Such statements contained herein reflect our current
beliefs with respect to future events.  These beliefs involve
known and unknown risks, uncertainties and other factors,
including, but not limited to, economic, competitive, regulatory,
technological, key employee and general business factors
affecting our operations, market growth, services, products and
licenses.  No assurances can be given regarding the achievement
of future results.  Actual results may differ materially as a
result of the above-mentioned risks, and from assumptions made
based on anticipated events.  Factors that could cause or
contribute to such differences include, but are not limited to,
those discussed in the Risk Factor section of this document and
in Item 6, "Management's Discussion and Analysis of Financial
Condition or Plan of Operation."

                             PART I

ITEM 1.  BUSINESS.

Overview and History

  ATR Search Corporation ("ATR" or the "Company"), a Nevada
corporation, incorporated on March 2, 2001, is a development
stage company engaging in the placement of information technology
("IT") professionals with technology sector companies on a
temporary or permanent basis.  We seek to recruit and place, in a
timely manner, qualified IT professionals and to develop long-
term relationships with our clients.  These candidates will be
skilled primarily in the following areas:

          1.   Computer programming;
          2.   Project management;
          3.   System design, analysis and administration;
          4.   Network and systems management; and
          5.   Software and documentation development.

  Our articles of incorporation authorize us to issue up to
100,000,000 shares of common stock at a par value of $0.001 per
share and 5,000,000 shares of preferred stock at a par value of
$0.001 per share.  As of December 31, 2001 we had 19,180,000
shares of our Common Stock outstanding.  Due to our lack of
operating history and given our current cash flows, our
accounting firm has issued a comment regarding our ability to
continue as a going concern (see footnote 2 of the audited
financial statements).  It may be necessary to raise additional
funds and/or reduce cash expenditures in the next 12 months.
Funds could be generated through the issuance of additional
stock.  Cash expenditures could be reduced through the lay-off of
personnel and or a reduction in employee salaries or benefits.

     Recruiting IT Professionals

  Our efforts to recruit IT staffing and consulting personnel
will typically rely on identifying potential employees and
consultants who possess specialized education, training or work
experience.  Frequently, we will screen prospective IT personnel
based solely upon resume submissions, and then refer qualified
candidates to clients for on-site interviews.  Our IT recruiting
efforts will also rely heavily upon industry contacts, personal
networks and referrals from existing and former IT personnel.


/2/


Industry Background

     Permanent and Temporary Staffing

  Historically, the demand for staffing employees has been
driven primarily by a need to temporarily replace regular
employees due to illness, vacation or termination.  More
recently, competitive pressures have forced businesses to focus
on reducing costs, including converting fixed labor costs to
variable and flexible costs.  Increasingly, the use of staffing
employees has become widely accepted as a valuable tool for
managing personnel costs and for meeting specialized or
fluctuating employment requirements.

  The range of staffing services has expanded substantially
since the early days of the staffing industry.  Technological
advances, as well as changing attitudes towards workforce
management, have resulted in a proliferation of new staffing
positions in such areas as IT and other specialized industry
segments.  Furthermore, businesses have begun using staffing
employees to reduce administrative overhead by outsourcing
operations that are not part of the organizations' core business
functions.  Outsourcing involves a provider assuming
responsibility for managing a specific facility or function.  As
business information systems have become more complex and
sophisticated, businesses have increasingly sought assistance
from IT staffing and consulting personnel to develop and support
their operations.

     Information Technology Industry

  Technological improvements over the past few years have caused
ever increasing growth in the high tech industry.  Established
companies have responded to this increased growth by redirecting
their resources to develop products to meet the demands of the
information age.  Additionally, relatively new companies have
built their businesses around, and continue to focus on,
providing new and improved means of doing business.

  We find talented professionals with skills in leading edge
technologies that are in particularly high demand.  To help meet
their need for leading edge IT professionals; organizations are
turning to third party providers of technology talent to support
their existing IT resources.  IT staffing services are similar in
many respects to commercial staffing services.  However, IT
services generally require increased specialization and technical
skill, carry significantly higher hourly rates and involve
substantially longer job assignments.  In order to succeed in
this market, providers of IT professionals must deliver leading
edge IT talent at a speed commensurate with the demands of a
rapidly changing technology environment.

Principal Products and Services

  ATR provides human capital to IT companies located in the
greater New York area, extending into the tri-state area of New
York, New Jersey and Connecticut.  Our IT consulting services are
focused on solving our customer's organizational problems, which
typically include:

          1.   General business consulting;
          2.   Programming;
          3.   Organizational analysis;
          4.   Technology consulting;
          5.   Strategic planning; and
          6.   Network and systems integration and management.


/3/


  Our recruits provide innovative ideas, insight and experience
to address the client's organizational problems, and then work
with the client to implement strategic solutions on a temporary
or permanent basis.  Temporary IT consulting engagements may
typically last six months to one year, and may require the
services of several specialized consultants.  ATR receives
compensation on a contracted per project or per hourly fee
arrangement for our consulting services.  Full time placements of
technology personnel are structured as a transactional fee paid
by the client, which ranges from 20-30% of the base compensation
package afforded to the new employee.

New Product Offerings

  As of December 31, 2001 we have:

     1.Developed and implemented a business plan;
     2.Recruited and retained an appropriate management team and
       board of directors; and
     3.Attained  capital that we believe will be sufficient  for
       the next 12 to 24 months of operations.

  We have commenced operations, and have begun generating
revenues.  However, we expect the industry to become increasingly
competitive, despite the size and growth expected in the market.
We intend to compete by targeting specific market segments such
as technology companies whose business cycle may require the
permanent or seasonal hiring of additional IT employees, or those
in need of IT consulting services.  Our main goal is to ensure
client satisfaction with our services and to develop an
outstanding reputation for client service.  If we fail to market
and distribute our services and generate sufficient revenues, we
may be unable to continue as a going concern.

Distribution, Marketing and Customer Relations

     Sales and Marketing

  We currently market our IT staffing services through the
officers and directors of the Company.  Management will rely on
prior personal and professional relationships to generate
awareness of our services.  Our emphasis will be on building long-
term relationships with our customers through regular contact,
periodic assessment of customer requirements and regular
monitoring of employee performance.  We anticipate that all of
the clients we obtain in our development stage will be derived
through either direct contact by management or word of mouth.
However, as we begin to generate revenues, management may
consider developing a marketing campaign that utilizes print and
Internet media to increase our business opportunities.

     Pursue Strategic Alliances

  To successfully represent our client base, ATR believes in
providing our clients with a sense of urgency in staffing their
positions.  Working with other agencies allows us to expand our
candidate base and build successful ongoing relationships.  We
can additionally enhance these relationships with third party
search firms by providing quality candidates for their clients.
We have built our business on the basis of trust.  Over the
course of our operating history we have developed solid
relationships with other agency firms and continue to work with
them today.  Although we did not enter into any discussions or
negotiations concerning potential merger or acquisition
candidates in 2001, we do reserve the right to examine this issue
in the future in light of any strategic alliance or other
motivating circumstance that may prove in the best interests of
the Company.


/4/


     Establish our name

  We cannot guarantee that we will be able to successfully
market and distribute our services, and the failure to do so
could have an adverse effect on our operations.  We believe that
building awareness of ATR is important in establishing and
expanding our customer base.  We are currently constructing a web
site and will use traditional media, as our revenues permit, to
attract new customers.  Our web site will allow potential
employers to find the permanent and contractual talent they
require, third party search firms to access our database of
clients and employment candidates, and provide employment
opportunities for those desirous of seeking a position in the
technology industry.

Competition

  We compete against a variety of Internet and traditional
employee placement services companies.  Our business is
characterized by minimal barriers to entry, and new competitors
can launch a competitive service at relatively low cost.  To
compete successfully, Management must significantly increase
awareness of the services ATR provides.  Failure to achieve this
objective could cause our revenues to decline and would have a
material adverse effect on our business, results of operations
and financial condition.

  Management believes that the principal competitive factors in
the employee placement market are: brand recognition, speed and
quality of placement, variety of value-added services,
reliability, customer satisfaction, quality of service and
technical expertise.

  There can be no assurance that we will be able to compete
successfully against current or future competitors, many of which
have substantially more capital, existing brand recognition,
resources and access to additional financing.  In addition,
competitive pressures may result in increased marketing costs,
decreased employment demand or loss of market share or otherwise
may materially and adversely affect the Company's business,
results of operations and financial condition.

Government Regulation

  We are not currently subject to direct regulation by any
domestic or foreign governmental agency, other than regulations
applicable to businesses generally and laws or regulations
directly applicable to the industry.  We believe that we will be
able to comply in all material respects with the laws and
regulations governing the industry, and that such laws will not
have a material effect on our operations.  However, various
federal and state agencies may propose new legislation that may
adversely affect our business, financial condition and results of
operations.  We are not aware of any probable government
regulations that may adversely affect our business.

Proprietary Rights

  On March 28, 2001, our wholly owned subsidiary, ATR
Technology, LLC, entered into a technology license agreement with
Sarcor Management, S.A. ("Sarcor"), a London based company that
is domiciled in the British Virgin Islands.  Sarcor is in the
business of developing and licensing human resource search
software and hardware.  An overview of the material terms of this
agreement follows.


/5/


                         Technology License Agreement
                with Sarcor Management, S.A., signed March 28, 2001
              -------------------------------------------------------
   Material   Rights/Payments  Rights/Payments  Conditions   Termination
 Obligations  Due ATR Search     Due Sarcor      to be Met    Provisions
 -----------  --------------   --------------   -----------  -----------

 Upon           ATR Search       ATR Search       Sarcor       Notice of
 successful     entitled to      agrees to        agrees to    default in
 completion     exclusive        issue            provide      performance
 of this        worldwide        3,500,000        access to    of this
 agreement,     rights to        shares of        their        contract to
 ATR Search     Sarcor           restricted       proprietary  be received
 is entitled    proprietary      stock (valued    software     in writing.
 to purchase    search           at $.10 per      in return    Defaulting
 the Sarcor     recognition      share) and       for          party has
 technology     software         make monthly     payments     30 days to
 and            for a            payments         made on a    correct
 software       period of        totaling         monthly      default or
 for a cash     10 years         $1,976,400 for   basis by     contract
 payment of     with an          a period of 10   ATR.         terminates.
 $1,000.        option to        years.
                purchase.


  We may be required to license additional products or services
in the future, for use in the general operations of our business
plan.  We cannot assure you that these third party licenses will
be available or will continue to be available to us on acceptable
terms if at all.  The inability to enter into and maintain any of
these licenses could have a material adverse effect on our
business, financial condition or operating results.  In addition,
policing unauthorized use of our proprietary and other
intellectual property rights could be expensive if not difficult
or impossible.

  We cannot guarantee that third parties will not bring claims
of copyright or trademark infringement against us or claim that
certain aspects of our processes or other features violates a
patent they may hold.  There can be no assurance that third
parties will not claim that we have misappropriated their
creative ideas or formats or otherwise infringed upon their
proprietary rights.  Any claims of infringement, with or without
merit, could be time consuming to defend, result in costly
litigation, divert management attention, or require us to enter
into costly royalty or licensing arrangements.  These
potentialities could have a material adverse effect on our
business, financial condition or operating results.

Employees

  ATR presently has eight (8) full time employees and four (4)
consultants and advisors.  Currently, there exist no organized
labor agreements or union agreements between ATR Search and ATR
Search's employees.  We believe that our relations with our
employees are good.


/6/


                          RISK FACTORS

  The following discussion contains, in addition to historical
information, forward-looking statements that involve risks and
uncertainties.  Our actual results could differ significantly
from the results discussed in the forward-looking statements.
Factors that could cause or contribute to such differences
include, but are not limited to, those discussed below and in
Item 6, "Management's Discussion and Analysis of Financial
Condition or Plan of Operation."

Our Limited Operating History Could Have a Negative Impact on Our
Ability to Continue as a Going Concern.

  We were incorporated on March 2, 2001, with a principal
business objective to provide for the placement of IT
professionals with technology sector companies on a temporary or
permanent basis.  We have a limited operating history on which to
base an evaluation of our business and prospects.  Our prospects
must be considered in light of the risks, expenses and
difficulties frequently encountered by companies in their early
stage of development, particularly companies in competitive
markets such as ours.  These risks include, but are not limited
to, an evolving and unpredictable business model, dependence on
the growth in use of temporary service professionals, the
acceptance of our services, the ability to attract and retain
suitable IT professionals, the ability to maintain high quality
customer service, rapid technological change and the management
of growth.

  To address these risks, we must, among other things, respond
to competitive developments, increase the ATR Search Corporation
brand name visibility, successfully introduce new methods of
meeting the needs of our clients, continue to attract, retain and
motivate qualified personnel, and upgrade and enhance our
technologies to accommodate expanded product and service
offerings.  In view of the rapidly evolving and competitive
nature of our business and our limited operating history, we
believe that period-to-period comparisons of our operating
results are not necessarily meaningful and should not be relied
upon as an indication of future performance.

The Unpredictability of Future Revenues; Potential Fluctuations
in Quarterly Operating Results; and Seasonality Could All
Negatively Impact Our Profitability and Subsequently Our Stock
Price.

  As a result of our limited operating history and the nature of
the market in which we compete, we are unable to accurately
forecast our revenues.  We anticipate that we may experience
significant fluctuations in our future quarterly operating
results due to a variety of factors, many of which are outside
our control.  Factors that may adversely affect our quarterly
operating results include (i) our ability to attract a sizeable
clientele base and secure repeat business; (ii) our ability to
provide our clients with the services they desire; (iii) our
ability to maintain adequate gross margins; (iv) the level of
demand for outsourcing systems related functions and/or projects;
(v) our ability to upgrade and develop our systems and
infrastructure; and (vi) the amount and timing of operating costs
and capital expenditures relating to expansion of our business,
operations and infrastructure.

  Due to the foregoing factors, in one or more future quarters
our operating results may fall below the expectations of
securities analysts and investors.  In such event, the trading
price of our Common Stock would likely be materially adversely
affected.


/7/


Our Competition Could Negatively Impact Our Ability to Generate
Revenues

  The IT staffing industry is highly competitive and fragmented
and has low barriers to entry.  We compete for potential clients
with providers of IT staffing services and, to a lesser extent,
computer systems consultants, providers of outsourcing services,
systems integrators and temporary personnel agencies.  Many of
our competitors have longer operating histories, significantly
greater financial and marketing resources, greater name
recognition and a larger installed base of IT professionals and
clients.  Competitors may also be able to devote greater
resources to marketing their services.

  In addition, recently a number of job sites have been
established on the Internet.  These sites allow IT professionals
to find employment opportunities without using services such as
those we provide, and therefore, demand for our services may
decrease.  Because there are relatively low barriers to entry, we
expect that competition will increase in the future.  Increased
competition could result in price reductions, reduced margins or
loss of market share, any of which could materially and
negatively affect our business, operating results and financial
condition.  We may be unable to compete successfully against
current and future competitors, and competitive pressures that we
face may have a material negative effect on our business,
operating results and financial condition.

The Possible Inability to Find Suitable IT Professionals Could
Negatively Impact Our Business

  Our future success depends on our ability to attract and
retain qualified IT professionals with the technical skills and
experience necessary to meet clients' requirements for technical
personnel.  Competition for individuals with proven technical
expertise, particularly in the Internet, computer and networking
and other technology environments for which we provide services,
is intense, and management expects that competition for IT
professionals will increase in the future.  We may be unable to
attract and retain qualified IT professionals in sufficient
numbers.

  Furthermore, IT professionals typically provide services on an
assignment-by-assignment basis and can terminate an assignment
with us at any time.  We compete for these individuals with other
providers of technical staffing services, system integrators,
providers of outsourcing services, computer consultants,
temporary personnel agencies and our clients.  Many of the IT
professionals who work with ATR also work with our competitors
from time to time.  IT professionals currently working on
projects for us may choose to work for competitors on future
assignments.  Our net revenues in any period are related, among
other factors, to the number of IT professionals we have on staff
and engaged on assignments.  We are, and will be, heavily
dependent on the skill, acumen and services of the IT
professionals that we employ.  If we were unable to hire or
retain a sufficient number of such personnel, our business,
operating results and financial condition would be materially
adversely affected.

The Level of Demand for Our Services Could Limit the Growth of
Our Business

  We will derive significantly all of our revenues from projects
involving the financial services, computer and networking
industries.  These industries are experiencing rapid rates of
change and innovation, which have resulted in an intense demand
for the IT professionals that we offer.  Any slowdown in the rate
of innovation in these industries or any general reduction in
demand for personnel with expertise in leading Internet, computer
or networking technologies could reduce the demand for our
services.  Reduction in demand for our services could limit the
growth of our business and have a material negative impact on our
operating results and financial condition.


/8/


  Persons with expertise in Internet, computer and networking
technologies that would otherwise use our services may
increasingly contract directly with technology companies.  The
proliferation of job sites on the Internet may allow these
individuals to find employment opportunities without using our
services.  Any decrease in demand for our services would have a
material negative impact on our business, operating results and
financial condition.

Our  Exposure  to  Intellectual Property Risks  Could  Result  in
Potential Liability

  We are exposed to liability with respect to the services our
IT professionals perform while on assignment, such as damages
caused by errors of IT professionals, misuse of client
proprietary information or theft of client property.  We agree to
indemnify our clients from these damages and intend to purchase
insurance coverage to protect ATR from this liability.  However,
due to the nature of our assignments, and in particular the
access by our IT professionals to client information systems and
confidential information, ATR's insurance coverage may not be
adequate to cover our potential liability.  We may be exposed to
discrimination and harassment claims or other similar claims as a
result of inappropriate actions allegedly taken against IT
professionals by corporate clients.  As an employer, we are also
exposed to possible claims of wrongful discharge and violations
of immigration laws.  Employment related claims might result in
negative publicity, litigation and liability for monetary damages
and fines.  Finally, we engage subcontractors in our business and
are therefore exposed to potential claims by the Internal Revenue
Service alleging that these subcontractors were employees of ATR.

Our Ability to Implement a Successful Growth Strategy and Manage
Growth Will Have a Direct Affect on Our Business, Prospects,
Financial Condition and Results of Operation

  We anticipate that significant expansion will be required to
address potential growth in our customer base and market
opportunities.  Our expansion is expected to place a significant
strain on our management, operational and financial resources.
To manage any material growth of our operations and personnel, we
may be required to improve existing operational and financial
systems, procedures and controls and to expand, train and manage
our employee base.  There can be no assurance that our planned
personnel, systems, procedures and controls will be adequate to
support our future operations, that management will be able to
hire, train, retain, motivate and manage required personnel or
that our management will be able to successfully identify, manage
and exploit existing and potential market opportunities.  If we
are unable to manage growth effectively, our business, prospects,
financial condition and results of operations will be materially
adversely affected.

Possible Future Issuances of Common Stock Will Have a Dilutive
Affect on Existing Shareholders

  The Company is authorized to issue up to 100,000,000 Shares of
common stock.  As of December 31, 2001, there are 19,180,000
shares of common stock issued and outstanding.  Additional
issuances of common stock may be required to raise capital, to
acquire stock or assets of other companies, to compensate
employees or to undertake other activities without stockholder
approval.  These additional issuances of common stock will
increase outstanding shares and further dilute stockholders'
interests.  Because our common stock will be subject to the
existing rules on penny stocks, the market liquidity for and
value of our securities can be severely adversely affected.


/9/


ITEM 2.  PROPERTIES.

  As of December 31, 2001, the Company's corporate headquarters
occupied the entire second floor of the building located at 29
East 31st Street, New York, New York 10016 through a sublease
arrangement between Spidermaze.com, LLC and ATR Search
Corporation with the consent of the landlord, Tranel, Inc. The
terms of this lease are for payments of $2,502.00 per month due
the first of every month.  This sublease was entered into on
April 1, 2001 and expires on January 31, 2006.  We do not have
any additional facilities.  Currently, we do not have any
proposed programs for the renovation, improvement or development
of this office space, nor do we plan to relocate our office in
the foreseeable future.  If required, we believe there is
suitable commercial office space available at reasonable rates.

ITEM 3.  LEGAL PROCEEDINGS.

  We were not subject in the year 2001, nor are we currently
subject to any legal proceedings.

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

  Not applicable.


/10/


                             PART II

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

  Our common stock, par value $0.001 per share (the "Common
Stock"), was not trading prior to December 31, 2001.  We recently
obtained listing status on the over the counter bulletin board
and are filing this Form 10-KSB to maintain our current filing
status with the Securities and Exchange Commission.

HOLDERS

  As of December 31, 2001 there were 68 stockholders of record
of our Common Stock.

DIVIDEND POLICY

  We have not paid cash dividends on our Common Stock and do not
intend to pay any cash dividends in the foreseeable future.

SALES OF UNREGISTERED SECURITIES

  On March 2, 2001, the Company was incorporated under the laws
of the State of Nevada as ATR Search Corporation.  The Company is
authorized to issue 100,000,000 shares of common stock, par value
$0.001, and 5,000,000 shares of preferred stock, par value
$0.001.

  At the Initial Meeting of the Board of Directors on March 16,
2001, it was resolved that a formal Code of Bylaws be adopted for
the Corporation.  At that same meeting, the Company issued
875,000 shares of its $0.001 par value common stock to Mr.
Michael Vogel for cash of $875 and 1,750,000 shares of par value
common stock to Mr. Robert L. Cox in exchange for cash in the
amount of $1,750.

  During March 2001, the Company issued 11,975,000 shares of its
$0.001 par value common stock to its officers as founders stock
issued for cash of $15,000.

  During March 2001, the Company issued 1,525,000 shares of its
$0.001 par value common stock to investors for cash of $49,500.

  During March 2001, we issued 350,000 shares to one shareholder
in lieu of services rendered in the amount of $26,250.  The
issuance of shares represented payment to a consulting company
for facilitating the preparation of the documentation necessary
to become a publicly traded company.  This stock issuance was
made in accordance with Section 4(2) of the Securities Act of
1933, as amended.  The consulting company is a sophisticated
purchaser.  They were provided full and complete access to our
corporate records, as they assisted us in preparing our offering
documentation.  No brokers or dealers were involved in this
transaction and no discounts or commissions were paid.

  On May 26, 2001 we conducted an offering in which we issued
1,340,000 shares of common stock to 17 unaffiliated shareholders
at a price of $0.10 per share, for total receipts of $134,000 in
cash.  This offering was made in reliance upon an exemption from
the registration provisions of the Securities Act of 1933, as
amended, in accordance with Regulation D, Rule 504 of the Act.
In addition, this offering was made on a best efforts basis and
was not underwritten.


/11/


  During June 2001, we issued 1,250,000 shares to three
shareholders in lieu of services rendered in the amount of
$125,000.  The issuance of shares represented payment to three
consulting companies for marketing and consulting services
including site location and development.  These stock issuances
were made in accordance with Section 4(2) of the Securities Act
of 1933, as amended.  The consulting companies are sophisticated
purchasers.  They were provided full and complete access to our
corporate records, as they assisted us in the development stage
of our Company.  No brokers or dealers were involved in these
transactions and no discounts or commissions were paid.

  During June 2001, we issued 115,000 shares to four
shareholders who elected to convert promissory notes to common
stock in the amount of $11,500.  These stock issuances were made
in accordance with Section 4(2) of the Securities Act of 1933, as
amended.  No brokers or dealers were involved in these
transactions and no discounts or commissions were paid.

  As at December 31, 2001 the Company had 19,180,000 shares of
common stock issued and outstanding.


/12/


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

                   FORWARD LOOKING STATEMENTS

  The statements contained in this report that are not
historical facts are forward-looking statements within the
meaning of the Private Securities Litigation Reform Act.  Forward-
looking statements are made based upon management's current
expectations and beliefs concerning future developments and their
potential effects upon the Company.  There can be no assurance
that future developments affecting the Company will be those
anticipated by management.  Actual results may differ materially
from those included in the forward-looking statements.

  Readers are also directed to other risks and uncertainties
discussed in other documents filed by the Company with the
Securities and Exchange Commission.  The Company undertakes no
obligation to update or revise any forward-looking information,
whether as a result of new information, future developments or
otherwise.

General

  We were formed as a Nevada corporation under the name ATR
Search Corporation on March 2, 2001. We are a development stage
company engaging in the placement of information technology
("IT") professionals with technology sector companies on a
temporary or permanent basis.  We seek to recruit qualified IT
professionals for placement with our clients in a timely manner.
These candidates are skilled primarily in the following areas:

          1.   Computer programming;
          2.   Project management;
          3.   System design, analysis and administration;
          4.   Network and systems management; and
          5.   Software and documentation development.

  We provide human capital to IT companies located in the
greater New York area, extending into the tri-state area of New
York, New Jersey and Connecticut.  Our IT consulting services are
focused on solving our customer's organizational problems, which
typically include:

          1.   General business and technology consulting;
          2.   Programming;
          3.   Organizational analysis;
          4.   Strategic planning; and
          5.   Network and systems integration and management.

  Our recruits provide innovative ideas, insight and experience
to address the client's organizational problems, and then work
with the client to implement strategic solutions on a temporary
or permanent basis.  Temporary IT consulting engagements may
typically last six months to one year, and require the services
of several specialized consultants.  We receive compensation on a
contracted per project or per hourly fee arrangement for our
consulting services.  Full time placements of technology
personnel are structured as a transactional fee paid by the
client, which ranges from 20-30% of the base compensation package
afforded to the new employee.


/13/


Results of Operation

Revenues.  Since March 2, 2001 (date of inception) through
December 31, 2001 ATR generated $940,621 in total revenues.  As
we were incorporated less than one year ago comparisons of our
results of operations are not available.  Our cost of services,
which include fees paid to our subcontractors and consultants,
and other costs were $582,143 for this period making for a gross
profit of $358,478.  We believe that our initial revenues during
our development stage will be primarily dependent upon our
ability to cost effectively and efficiently develop our IT
professional placement services.  Our priorities for the next 12
months of operations are to continue to develop and market our
services to establish our business through the use of the
internet and though client referrals throughout the tri-state
area.  Realization of increasing revenues for our services during
the next fiscal year is vital to our plan of operations.  There
are no guarantees that we will be able to compete successfully or
that the competitive pressures we may face will not have a
material adverse effect on our business, results of operations
and financial condition.  Additionally, a superior competitive
service could force us out of business.

Expenses.  We incurred total expenses for the year ended 2001
totaling $755,816.  Expenditures were primarily due to costs
incurred for consulting fees, amortization and depreciation
expense and general and administrative expenses.  Our consulting
fees were primarily incurred from our public listing process on
the NASD's OTC-BB which included the process of the public
offering in the State of New York, state Blue Sky registrations,
attorneys' fees, escrow and EDGARization costs related to the
offering, and audits and public filing costs.

Net Loss.  The expenses incurred during our development stage led
to a net operating loss of $397,338 in 2001 and including total
interest expense of $91,412 we incurred a net loss of $488,750.
We anticipated incurring this loss during our initial
commencement of operations until such time as we will realize
increased revenues from our services in the fiscal year 2002.

Future Business

  We have commenced operations, and have begun generating
revenues.  However, we expect the industry to become increasingly
competitive, despite the size and growth expected in the market.
We intend to compete by targeting specific market segments such
as technology companies whose business cycle may require the
permanent or seasonal hiring of additional IT employees, or those
in need of IT consulting services.  Our main goal is to ensure
client satisfaction with our services and to develop an
outstanding reputation for client service.  If we fail to market
and distribute our services and generate sufficient revenues, we
may be unable to continue as a going concern.

  Subsequent to the year ending 2001, on February 17, 2002, the
Company executed a business consulting agreement with MLSA
whereby the Company issued 1,350,000 shares of its $0.001 par
value common stock to Mark Lancaster for consulting services
valued at $162,000.  The consulting services are to be rendered
over a period of 90 days with an automatic three-month renewal
provision.

  On February 26, 2002, the Company executed a consulting
agreement with Quarg, Inc. whereby the Company issued 475,000
shares of its $0.001 par value common stock to Chaim Drizin, a
shareholder of the Company, for consulting services valued at
$30,875.  The consulting services are to be rendered over a
period of 90 days with an automatic three-month renewal
provision.


/14/


  On March 1, 2002, the Company executed a consulting agreement
with Corporate Regulatory Services, LLC (CRS), a shareholder of
the Company, whereby the Company issued 250,000 shares of its
$0.001 par value common stock to CRS, for consulting services
valued at $16,250.  The consulting services are to be rendered
over a period of approximately 1 year.

  As of March 7, 2002, the Company issued 62,500 warrants to
CRS, a shareholder of the Company, to purchase the Company's
$0.001 par value common stock on a one-for-one basis.  The
warrant exercise price is $0.10 per share of common stock and
substantially all warrants will expire on or before March 7,
2007.

  On March 27, 2002, the Company executed a consulting agreement
with Promark, Inc. whereby the Company issued 500,000 shares of
its $0.001 par value common stock to Ken Lowman for consulting
services valued at $50,000.  The consulting services are to be
rendered over a period of 90 days with an automatic three-month
renewal provision.

Liquidity and Capital Resources

Liquidity.  At December 31, 2001, we have negative working
capital of $33,837.  Since inception net cash provided by
operating activities was $127,637 and net cash used by investing
activities was $311,969.  Thus we are dependent upon cash flows
provided by financing activities, through the issuance of common
stock and borrowings from stockholders and the officers and
directors of the Company.  Net cash provided by financing
activities since inception was $210,025.  We estimate our capital
requirements to total approximately $63,000 per month for the
next 12 to 24 months.

  During our normal course of business, we will experience net
negative cash flows from operations, pending receipt of
sufficient revenues to cover existing operations.  Further, we
may be required to obtain financing to fund operations through
additional common stock offerings and bank borrowings, to the
extent available, or to obtain additional financing to the extent
necessary to augment our available working capital.


/15/


ITEM 7.  FINANCIAL STATEMENTS.











                        TABLE OF CONTENTS


                                                                PAGE

INDEPENDENT AUDITOR'S REPORT                                     F-1

CONSOLIDATED BALANCE SHEET                                       F-2

CONSOLIDATED STATEMENT OF OPERATIONS                             F-3

CONSOLIDATED STATEMENT OF CHANGES IN STOCKHOLDERS' EQUITY        F-4

CONSOLIDATED STATEMENT OF CASH FLOWS                             F-5

NOTES TO FINANCIAL STATEMENTS                                 F-6 to F-11


/16/


G. BRAD BECKSTEAD
Certified Public Accountant
                                              330 E. Warm Springs
                                              Las Vegas, NV 89119
                                                     702.257.1984
                                                702.362.0540(fax)

                  INDEPENDENT AUDITOR'S REPORT


April 15, 2002

Board of Directors
ATR Search Corporation
Las Vegas, NV

I  have  audited  the Consolidated Balance Sheet  of  ATR  Search
Corporation  and  its subsidiary (the "Company")  (A  Development
Stage  Company),  as  of  December  31,  2001,  and  the  related
Consolidated Statements of Operations, Stockholders' Equity,  and
Cash  Flows  for the period March 2, 2001 (Date of Inception)  to
December   31,   2001.   These  financial  statements   are   the
responsibility of the Company's management.  My responsibility is
to  express an opinion on these financial statements based on  my
audit.

I  conducted  my  audit  in  accordance with  generally  accepted
auditing  standards.  Those standards require  that  I  plan  and
perform  the  audit to obtain reasonable assurance about  whether
the  financial statements are free of material misstatement.   An
audit  includes  examining, on a test basis, evidence  supporting
the   amounts   and   disclosures  in  the  financial   statement
presentation.   An audit also includes assessing  the  accounting
principles used and significant estimates made by management,  as
well  as evaluating the overall financial statement presentation.
I  believe  that  my  audit provides a reasonable  basis  for  my
opinion.

In my opinion, the financial statements referred to above present
fairly, in all material respects, the consolidated balance  sheet
of  ATR  Search  Corporation and its subsidiary,  (A  Development
Stage  Company),  as  of  December  31,  2001,  and  its  related
consolidated statements of operations, equity and cash flows  for
the  period  March 2, 2001 (Date of Inception)  to  December  31,
2001,   in   conformity   with  generally   accepted   accounting
principles.

The accompanying financial statements have been prepared assuming
the  Company  will continue as a going concern.  As discussed  in
Note  2  to the financial statements, the Company has had limited
operations  and have not commenced planned principal  operations.
This raises substantial doubt about its ability to continue as  a
going concern.  Management's plan in regard to these matters  are
also  described  in  Note  2.  The financial  statements  do  not
include  any  adjustments that might result from the  outcome  of
this uncertainty.





/s/  G. Brad Beckstead

                               F-1


/17/


                          ATR Search Corporation
                       (a Development Stage Company)
                        Consolidated Balance Sheet


       Assets                                              December 31,
                                                               2001
                                                           ------------
       Current assets:
         Cash and equivalents                              $     25,693
         Accounts receivable                                    168,650
         Other current assets                                    30,766
                                                           ------------
            Total current assets                                225,109
                                                           ------------

       Fixed assets, net                                         11,362

       Acquired technology, net                               1,275,000
                                                           ------------

                                                           $  1,511,471
                                                           ============

       Liabilities and Stockholders' Equity

       Current liabilities:
         Accrued interest                                        86,250
         Accrued interest - related party                         2,696
         Short-term note payable                                 50,000
         Current portion of capital lease obligation            120,000
                                                           ------------
            Total current liabilities                           258,946

       Capital lease obligation, net of current portion       1,030,000
                                                           ------------

                                                              1,288,946
                                                           ------------

       Stockholders' Equity

         Common stock, $0.001 par value, 100,000,000
           shares authorized, 19,180,000 shares issued
           and outstanding as of 12/31/01                        19,180
         Additional paid-in capital                             692,095
         (Defict) accumulated during development stage         (488,750)
                                                           ------------
                                                                222,525
                                                           ------------
                                                           $  1,511,471
                                                           ============



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

                                    F-2


/18/


                          ATR Search Corporation
                       (a Development Stage Company)
                   Consolidated Statement of Operations


                                                         March 2, 2001
                                                      (date of inception)
                                                        to December 31,
                                                             2001
                                                        --------------

  Revenue                                               $      940,621
                                                        --------------
  Cost of services:
    Subcontractors                                             338,508
    Consultants                                                207,619
    Other costs                                                 36,016
                                                        --------------
      Total costs of services                                  582,143
                                                        --------------

  Gross profit                                                 358,478
                                                        --------------

  Expenses:
    General and administrative                                 366,709
    Consulting fees                                            151,250
    Amortization and depreciation                              225,607
    Organizational costs                                        12,250
                                                        --------------
      Total expenses                                           755,816
                                                        --------------

  Net operating (loss)                                        (397,338)

  Other (expenses):
    Interest expense                                           (88,716)
    Interest expense - related party                            (2,696)
                                                        --------------

  Net (loss)                                            $     (488,750)
                                                        ==============

  Weighted average number of common shares
    outstanding - basic and fully diluted                   19,180,000
                                                        ==============

  Net (loss) per share - basic and fully diluted        $           (0)
                                                        ==============



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

                               F-3


/19/


                           ATR Search Corporation
                        (a Development Stage Company)
          Consolidated Statement of Changes in Stockholders' Equity



                                                    (Deficit)
                                                   Accumulated
                       Common Stock     Additional    During       Total
                                         Paid-in   Development  Stockholders'
                      Shares   Amount    Capital      Stage       Equity
                     -------- --------  ---------  -----------  ----------

Founders shares
 issued for cash   12,625,000 $ 12,625  $  51,900  $         -  $   64,525

Shares issued
 for licensed
 technology         3,500,000    3,500    346,500                  350,000

Shares issued
 for consulting       350,000      350     25,900                   26,250

Shares issued
 for services         650,000      650     64,350                   65,000

Shares issued for
 cash pursuant to
 Rule 504 offering  1,340,000    1,340    132,660                  134,000

Shares issued for
 conversion of debt   115,000      115     11,385                   11,500

Shares issued
 for consulting       600,000      600     59,400                   60,000

Net (loss),
 March 2, 2001
 (inception) to
 December 31, 2001                                    (488,750)   (488,750)
                     -------- --------  ---------  -----------  ----------

Balance,
 December 31, 2001 19,180,000 $ 19,180  $ 692,095  $  (488,750) $  222,525



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

                               F-4


/20/


                     ATR Search Corporation
                  (a Development Stage Company)
              Consolidated Statement of Cash Flows


                                                         March 2, 2001
                                                      (date of inception)
                                                        to December 31,
                                                             2001
                                                        --------------
Cash flows from operating activities
Net (loss)                                              $     (488,750)
Shares issued to acquire technology                            350,000
Shares issued for services                                     151,250
Amortization and depreciation                                  225,607
Adjustments to reconcile net income to cash
 provided by operations:
   (Increase) in accounts receivable                          (168,650)
   (Increase) in other current assets                          (30,766)
   Increase in accrued interest                                 86,250
   Increase in accrued interest - related party                  2,696
                                                        --------------
Net cash provided by operating activities                      127,637
                                                        --------------
Cash flows from investing activities
   Short-term note payable                                      50,000
   Long-term debt                                            1,150,000
   Purchased fixed assets                                      (11,969)
   Acquired technology                                      (1,500,000)
                                                        --------------
Net cash (used) by investing activities                       (311,969)
                                                        --------------
Cash flows from financing activities
   Issuance of common stock                                    210,025
                                                        --------------
Net cash provided by financing activities                      210,025
                                                        --------------

Net increase in cash                                            25,693
Cash - beginning                                                     -
                                                        --------------
Cash - ending                                           $       25,693
                                                        --------------
Supplemental disclosures:
   Interest paid                                        $          329
                                                        ==============
   Income taxes paid                                    $            -
                                                        ==============
Non-cash transactions:
     Number of shares issued to acquire technology           3,500,000
                                                        ==============
     Number of shares issued for services                    1,600,000
                                                        ==============



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

                               F-5


/21/


                     ATR Search Corporation
                              Notes

Note 1 - Significant accounting policies and procedures

Organization
The Company was organized March 2, 2001 (Date of Inception) under
the  laws of the State of Nevada, as ATR Search Corporation.  The
Company  has  a limited history of operations, and in  accordance
with  SFAS  #7,  the  Company is considered a  development  stage
company.

As  of March 14, 2001, the Company had a wholly owned subsidiary,
ATR Search, LLC.

Estimates
The  preparation  of  financial  statements  in  conformity  with
generally  accepted accounting principles requires management  to
make  estimates and assumptions that affect the reported  amounts
of assets and liabilities and disclosure of contingent assets and
liabilities  at  the  date of the financial  statements  and  the
reported  amounts  of revenue and expenses during  the  reporting
period.  Actual results could differ from those estimates.

Cash and cash equivalents
The  Company  maintains a cash balance in a  non-interest-bearing
account  that currently does not exceed federally insured limits.
For  the  purpose  of the statements of cash  flows,  all  highly
liquid  investments with an original maturity of three months  or
less are considered to be cash equivalents.

Fixed Assets
The  cost  of  fixed  assets is depreciated  over  the  following
estimated  useful  life of the asset utilizing the  straight-line
method of depreciation:

                     Furniture and fixtures     5 years
                     Leasehold improvements     7 years

Revenue recognition
The Company recognizes revenue on an accrual basis as it invoices
for services.

Reporting on the costs of start-up activities
Statement of Position 98-5 (SOP 98-5), "Reporting on the Costs of
Start-Up  Activities," which provides guidance on  the  financial
reporting  of  start-up costs and organizational costs,  requires
most costs of start-up activities and organizational costs to  be
expensed  as  incurred.  SOP 98-5 is effective for  fiscal  years
beginning after December 15, 1998.  With the adoption of SOP  98-
5,  there has been little or no effect on the Company's financial
statements.

Earnings per share
The  Company follows Statement of Financial Accounting  Standards
No.  128. "Earnings Per Share"  ("SFAS No. 128").  Basic earnings
per  common share ("EPS") calculations are determined by dividing
net  income  (loss) by the weighted average number of  shares  of
common  stock outstanding during the year.  Diluted  earning  per
common  share calculations are determined by dividing net  income
(loss)  by  the  weighted average number  of  common  shares  and
dilutive  common  share equivalents outstanding.  During  periods
when common stock equivalents, if any, are anti-dilutive they are
not considered in the computation.

Advertising Costs
The Company expenses all costs of advertising as incurred.  There
were  no  advertising  costs included  in  selling,  general  and
administrative  expenses  during the period  ended  December  31,
2001.

Fair value of financial instruments
Fair  value  estimates discussed herein are  based  upon  certain
market   assumptions  and  pertinent  information  available   to
management  as  of  December 31, 2001.  The  respective  carrying
value   of   certain   on-balance-sheet   financial   instruments
approximated  their  fair  values.  These  financial  instruments
include  cash and accounts payable. Fair values were  assumed  to
approximate  carrying values for cash and payables  because  they
are  short  term in nature and their carrying amounts approximate
fair values or they are payable on demand.

                               F-6


/22/


                     ATR Search Corporation
                              Notes

Software Licenses
The Company capitalizes the costs associated with the purchase of
licenses for major business process application software used  in
providing   staffing   and/or   placement   services.    Acquired
technology costs are amortized over sixty months.

Impairment of long lived assets
Long-lived assets are reviewed for impairment whenever events  or
changes in circumstances indicate that the carrying amount of the
assets  might not be recoverable. The Company does not perform  a
periodic  assessment of assets for impairment in the  absence  of
such information or indicators. Conditions that would necessitate
an  impairment  assessment include a significant decline  in  the
observable market value of an asset, a significant change in  the
extent  or  manner  in which an asset is used, or  a  significant
adverse change that would indicate that the carrying amount of an
asset  or  group  of  assets is not recoverable.  For  long-lived
assets to be held and used, the Company measures fair value based
on  quoted  market  prices  or based on discounted  estimates  of
future  cash  flows.  Long-lived assets to  be  disposed  of  are
carried  at  fair value less costs to sell.  No such  impairments
have been identified by management at September 30, 2001.

Segment reporting
The  Company follows Statement of Financial Accounting  Standards
No. 130, "Disclosures About Segments of an Enterprise and Related
Information". The Company operates as a single segment  and  will
evaluate additional segment disclosure requirements as it expands
its operations.

Dividends
The  Company has not yet adopted any policy regarding payment  of
dividends.   No  dividends  have  been  paid  or  declared  since
inception.

Income taxes
The  Company  follows Statement of Financial Accounting  Standard
No.  109,  "Accounting  for Income Taxes" ("SFAS  No.  109")  for
recording  the provision for income taxes.  Deferred  tax  assets
and  liabilities  are computed based upon the difference  between
the  financial  statement  and income tax  basis  of  assets  and
liabilities  using the enacted marginal tax rate applicable  when
the  related  asset or liability is expected to  be  realized  or
settled.   Deferred income tax expenses or benefits are based  on
the  changes in the asset or liability each period.  If available
evidence  suggests  that it is more likely  than  not  that  some
portion or all of the deferred tax assets will not be realized, a
valuation allowance is required to reduce the deferred tax assets
to  the  amount  that  is more likely than not  to  be  realized.
Future  changes in such valuation allowance are included  in  the
provision for deferred income taxes in the period of change.

Deferred  income  taxes  may  arise  from  temporary  differences
resulting  from income and expense items reported  for  financial
accounting and tax purposes in different periods.  Deferred taxes
are  classified  as  current  or non-current,  depending  on  the
classification  of assets and liabilities to which  they  relate.
Deferred  taxes arising from temporary differences that  are  not
related to an asset or liability are classified as current or non-
current   depending  on  the  periods  in  which  the   temporary
differences are expected to reverse.

                               F-7


/23/


                     ATR Search Corporation
                              Notes

Recent pronouncements
The  FASB  recently  issued Statement No.  137,  "Accounting  for
Derivative   Instruments   and  Hedging  Activities-Deferral   of
Effective Date of FASB Statement No. 133".  The Statement  defers
for  one  year  the  effective date of FASB  Statement  No.  133,
"Accounting  for Derivative Instruments and Hedging  Activities".
The  rule  now  will apply to all fiscal quarters of  all  fiscal
years  beginning  after June 15, 2000.  In June  1998,  the  FASB
issued  SFAS No. 133, "Accounting for Derivative Instruments  and
Hedging  Activities."  The Statement will require the company  to
recognize  all  derivatives on the balance sheet at  fair  value.
Derivatives  that are not hedges must be adjusted to  fair  value
through  income, if the derivative is a hedge, depending  on  the
nature  of  the  hedge, changes in the fair value of  derivatives
will  either  be offset against the change in fair value  of  the
hedged  assets, liabilities, or firm commitments through earnings
or recognized in other comprehensive income until the hedged item
is  recognized  in  earnings.   The  ineffective  portion  of   a
derivative's change in fair value will be immediately  recognized
in earnings.  The company does not expect SFAS No. 133 to have  a
material impact on earnings and financial position.

In December 1999, the Securities and Exchange Commission released
Staff  Accounting  Bulletin  No.  101,  Revenue  Recognition   in
Financial  Statements (SAB No. 101), which provides  guidance  on
the  recognition,  presentation  and  disclosure  of  revenue  in
financial  statements.  SAB No. 101 did not impact the  company's
revenue recognition policies.

Stock-Based Compensation
The  Company  accounts  for stock-based awards  to  employees  in
accordance  with  Accounting Principles  Board  Opinion  No.  25,
"Accounting   for   Stock  Issued  to  Employees"   and   related
interpretations  and has adopted the disclosure-only  alternative
of  FAS  No.  123,  "Accounting  for  Stock-Based  Compensation."
Options  granted to consultants, independent representatives  and
other non-employees are accounted for using the fair value method
as prescribed by FAS No. 123.

Year end
The Company has adopted December 31 as its fiscal year end.

Note 2 - Going concern

The accompanying financial statements have been prepared assuming
that  the  Company  will  continue  as  a  going  concern,  which
contemplates the recoverability of assets and the satisfaction of
liabilities in the normal course of business. As noted above, the
Company is in the development stage and, accordingly, has not yet
generated  a  proven history of operations. Since its  inception,
the   Company   has  been  engaged  substantially  in   financing
activities and developing its product line, incurring substantial
costs and expenses. As a result, the Company incurred accumulated
net  losses  from  March 2, 2001 (inception) through  the  period
ended December 31, 2001 of $(488,750). In addition, the Company's
development  activities  since inception  have  been  financially
sustained by capital contributions.

The  ability  of  the Company to continue as a going  concern  is
dependent upon its ability to raise additional capital  from  the
sale  of  common  stock  and,  ultimately,  the  achievement   of
significant   operating   results.  The  accompanying   financial
statements do not include any adjustments that might be  required
should  the Company be unable to recover the value of its  assets
or satisfy its liabilities.

Note 3 - Fixed assets

The Company acquired the following assets during the period ended
December 31, 2001:

                      Furniture & fixtures          $  1,969
                      Leasehold improvements          10,000
                                                    --------
                                                    $ 11,969
                                                    ========

Depreciation expense totaled $607 for the period ended December
31, 2001.

                               F-8


/24/


                     ATR Search Corporation
                              Notes

Note 4 - Intellectual Property, Patents, and Other Intangibles

On  March  28,  2001,  the Company acquired  the  rights  to  use
technology  known  as  "human  resource  compiler  based   search
recognition software and hardware" from Sarcor Management, SA,  a
British  Virgin  Islands corporation, in  exchange  for  a  lease
agreement  and the issuance of 3,500,000 common shares  of  stock
valued at $350,000.

Amortization  expense  totaled  $225,000  for  the  period  ended
December 31, 2001.

The Company relies on trademark, unfair competition and copyright
law,   trade   secret   protection   and   contracts   such    as
confidentiality  and  license  agreements  with  its   employees,
customers, partners and others to protect its proprietary rights.
Despite precautions, it may be possible for competitors to obtain
and/or use the proprietary information without authorization,  or
to   develop   technologies  similar   to   the   Company's   and
independently  create  a  similarly  functioning  infrastructure.
Furthermore,  the protection of proprietary rights  in  Internet-
related industries is uncertain and still evolving.  The laws  of
some  foreign countries do not protect proprietary rights to  the
same extent as do the laws of the United States.  Protecting  the
Company's  proprietary rights in the United States or abroad  may
not be adequate.

Note 5 - Stockholder's equity

The  Company was originally authorized to issue 20,000,000 shares
of its $0.001 par value common stock.  Effective May 7, 2001, the
Company  amended  its  articles of incorporation  increasing  its
authorized  shares  to 100,000,000 shares  of  $0.001  par  value
common stock.

All  references  to  shares issued and  outstanding  reflect  the
increase of authorization of 100,000,000 issuable shares effected
May 7, 2001.

The  Company  issued 12,625,000 shares of its  $0.001  par  value
common stock to its founders for cash of $64,525.

The  Company  issued  3,500,000 shares of its  $0.001  par  value
common  stock  at  $0.10 per share to Sarcor  Management,  SA,  a
British Virgin Island corporation, as a $350,000 down payment  on
a technology licensing agreement.

The  Company issued 350,000 shares of its $0.001 par value common
stock  to  Corporate Regulatory Services for consulting  services
valued at $26,250.

The  Company issued 150,000 shares of its $0.001 par value common
stock  to  Mary  Lou  Cox, mother of Robert  Cox,  the  Company's
president, for consulting services valued at $15,000.

The  Company issued 500,000 shares of its $0.001 par value common
stock to James De Luca, an independent consultant, for consulting
services valued at $50,000.

The  Company  issued  1,340,000 shares of its  $0.001  par  value
common stock at $0.10 per share for cash of $134,000.  The shares
were  sold pursuant to a Regulation D, Rule 505 of the Securities
and Exchange Commission offering.

The  Company issued 115,000 shares of its $0.001 par value common
stock to extinguish promissory notes totaling $11,500.

The  Company issued 600,000 shares of its $0.001 par value common
stock to Quarg, Inc. for consulting services valued at $60,000.

There have been no other issuances of common stock.

                               F-9


/25/


                     ATR Search Corporation
                              Notes
Note 6 - Income taxes

The  Company  accounts  for  income  taxes  under  Statement   of
Financial  Accounting Standards No. 109, "Accounting  for  Income
Taxes"   ("SFAS  No. 109"), which requires use of  the  liability
method.    SFAS  No.  109 provides that deferred tax  assets  and
liabilities are recorded based on the differences between the tax
bases  of  assets and liabilities and their carrying amounts  for
financial   reporting   purposes,  referred   to   as   temporary
differences.  Deferred tax assets and liabilities at the  end  of
each  period are determined using the currently enacted tax rates
applied  to  taxable income in the periods in which the  deferred
tax  assets  and  liabilities  are  expected  to  be  settled  or
realized.

The  provision for income taxes differs from the amount  computed
by  applying  the  statutory federal income tax  rate  to  income
before  provision for income taxes.  The sources and tax  effects
of  the differences are based on a 34% US federal statutory rate.
As  of December 31, 2001, the Company has a net operating loss of
approximately $(488,750).  The related tax asset of approximately
$112,829 has been fully reserved and, if not used, will expire in
2021.   A  valuation adjustment has been made in  the  event  the
asset is not realizable.

Note 7 - Capital lease and rent obligations

10%  capital lease payable to Sarcor Management, SA with  monthly
interest-only
  payments  beginning  in  April 2001 of  $5,000,  increasing  to
$10,000 in April 2002,
$15,000 in April 2003, and $19,100 thereafter, secured by
software licensing rights, due March 2011.                $1,150,000

Less current portion                                       ( 120,000)
                                                          ----------
Total long-term debt                                      $1,030,000
                                                          ==========
Summary of Future Minimum Lease Payments:
           Fiscal Year                              Amount
               2001                               $  15,000
               2002                                 150,000
               2003                                 180,000
               2004                                 229,200
               2005                                 229,200
            Thereafter                            1,173,000
                                                  ---------
                    Total lease payments over
                     the contractual period      $1,976,400
                    Less:  Interest                (476,400)
                                                  ---------
                    Original cost                 1,500,000
                                                  =========

Interest  expense for the capital lease totaled $57,500  for  the
period  ended December 31, 2001.  Of which none has been paid  as
of December 31, 2001.

On  April  1, 2001, the Company entered into a sublease agreement
to  rent  office space for a period of four years at  a  rate  of
$2,502  per month.  Rent expense totaled $23,133 at December  31,
2001.

Note 8 - Short term note payable

On  May  5,  2001,  the Company executed a promissory  note  with
Robert  Cox,  the  president of the Company,  in  the  amount  of
$50,000,  which  is due in 2 years.  Interest  in  accrued  on  a
quarterly basis at an interest rate of 8% per annum.  On  May  5,
2003,  the unpaid balance of principal and accrued interest  will
convert  into  common  stock  at a ratio  of  one  share  of  the
Company's  $0.001  par value common stock for  each  $5.   As  of
December 31, 2001, interest expense totaled $3,025 of which  $329
has been paid.

                              F-10


/26/


                     ATR Search Corporation
                              Notes

Note 9 - Related party transactions

On  May  5,  2001,  the Company executed a promissory  note  with
Robert  Cox,  the  president of the Company,  in  the  amount  of
$50,000.  (See Note 8 above.)

On  May 24, 2001, the Company issued 150,000 shares of its $0.001
par value common stock to Mary Lou Cox, mother of Robert Cox, the
Company's president, for consulting services valued at $15,000.

Note 10 - Warrants and options

As  of  December  31,  2001, there were no  warrants  or  options
outstanding to acquire any additional shares of common stock.

Note 11 - Subsequent events

On  February 17, 2002, the Company executed a business consulting
agreement  with MLSA whereby the Company issued 1,350,000  shares
of  its  $0.001  par  value common stock to  Mark  Lancaster  for
consulting services valued at $162,000.  The consulting  services
are  to  be  rendered over a period of 90 days with an  automatic
three-month renewal provision.

On February 26, 2002, the Company executed a consulting agreement
with Qurag, Inc. whereby the Company issued 475,000 shares of its
$0.001  par value common stock to Chaim Drizin, a shareholder  of
the  Company,  for consulting services valued  at  $30,875.   The
consulting services are to be rendered over a period of  90  days
with an automatic three-month renewal provision.

On  March  1,  2002, the Company executed a consulting  agreement
with  Corporate Regulatory Services, LLC (CRS), a shareholder  of
the  Company,  whereby the Company issued 250,000 shares  of  its
$0.001  par  value  common stock to CRS, for consulting  services
valued  at  $16,250.  The consulting services are to be  rendered
over a period of approximately 1 year.

As of March 7, 2002, the Company issued 62,500 warrants to CRS, a
shareholder of the Company, to purchase the Company's $0.001  par
value  common stock on a one-for-one basis.  The warrant exercise
price  is  $0.10 per share of common stock and substantially  all
warrants will expire on or before March 7, 2007.

On  March  27, 2002, the Company executed a consulting  agreement
with  Promark, Inc. whereby the Company issued 500,000 shares  of
its  $0.001  par value common stock to Ken Lowman for  consulting
services  valued at $50,000.  The consulting services are  to  be
rendered  over a period of 90 days with an automatic  three-month
renewal provision.

                              F-11


/27/


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

We have had no disagreements with our independent accountants.


/28/


                            PART III


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

  The name, age, position and date of appointment of the
Company's directors and executive officers are as follows:

       Name          Age           Position(s)              Appointed
------------------  -----  ---------------------------  -----------------

 Robert L. Cox       41    President, CEO and Director    March of 2001

 Michael Vogel       32     Secretary, Treasurer and      March of 2001
                                   Director

 Barry Hawk          34        Vice President of          March of 2001
                             Corporate Development

 Shari Peskin-Fish   35        Vice President of          March of 2001
                                  Recruiting

  Robert L. Cox, Chairman, President and Director - Prior to
joining ATR Search, Mr. Cox was the Chief Executive Officer,
President and Director of Tower Realty Trust, Inc., a publicly
traded Real Estate Investment Trust ("REIT").  Prior to holding
the positions of CEO and President, since 1995 Mr. Cox served as
the Executive Vice President and Chief Operating Officer of
Tower Equities until October of 1997, when Tower Equities became
a public company (Tower Realty Trust, Inc.).  Prior to that, Mr.
Cox served as Vice President of Development and Construction of
Tower Equities from March 1987 to March 1995, where his main
responsibilities included supervising all of Tower Equities'
development and construction projects.  Mr. Cox is a graduate of
Florida State University.

  Michael Vogel, Secretary, Treasurer and Director - Mr. Vogel,
whose expertise in personnel recruiting for the Information
Technology market is highly relevant, is responsible for
providing the vision and path for the Company.  His insight into
the personnel recruiting process will enable ATR Search's
clients to be served in the most productive manner.  For the
past eight years, he has been a technical recruiter specializing
in distributed technologies for major investment banks and
brokerage firms.  Mr. Vogel has been Vice President and Managing
Director of Personnel Solutions, Inc. for the past five years.
Prior to his employment as a technical recruiter, Mr. Vogel was
employed as an analyst in the systems department at Chemical
Bank.  Mr. Vogel graduated from City University of New York.

  Barry Hawk, Vice President of Corporate Development - Prior to
joining ATR Search, Mr. Hawk was President of Liberty Group
Holdings, Inc.  While there, he engineered the buyout of a
prominent New York based food distribution company and negotiated
other acquisitions and investments.  Prior to that, Mr. Hawk was
Vice President-Corporate Development of Ferro Foods Corp. From
February 1998 until December 1998, Mr. Hawk was a Vice President
of Crestwood Capital Group, Corp., a New York-based company,
which provided corporate financing and management consulting
services to both public and private companies. From March 1996
until February 1998, Mr. Hawk was the President of Win Capital
Corp, a New York-based investment banking, trading and consulting
company.


/29/


  Shari Peskin-Fish, Vice President of Recruiting - Prior to
this position, Ms. Peskin spent three years as a senior
technical recruiter for Personnel Solution, Inc.  Ms. Peskin-
Fish's responsibilities included client relations, new business
development and the recruitment of consultants and full-time
employees for the company.  Her clients were some of the most
prominent financial houses on Wall Street.  Prior to working at
Personnel Solutions, she was employed in the Real Estate
management industry, where she gained knowledge in property and
asset management.

SECTION 16(a) BENEFICIAL OWNERSHIP REPORTING COMPLIANCE

  Section 16(a) of the Securities Exchange Act of 1934 requires
the Company's directors and executive officers, and persons who
own more than ten percent of a registered class of the Company's
equity securities, to file with the SEC initial reports of
ownership and reports of changes in ownership of Common Stock and
other equity securities of the Company.  Officers, directors and
greater than ten-percent stockholders are required by SEC
regulations to furnish the Company with copies of all Section
16(a) forms they file.  To the Company's knowledge, based solely
on review of the copies of such reports furnished to the Company
and written representations that no other reports were required
during the fiscal year ended December 31, 2001, its officers,
directors and greater than ten percent beneficial owners complied
with all Section 16(a) filing requirements.

ITEM 10.  EXECUTIVE COMPENSATION.

  The following table discloses compensation paid during the
fiscal year ended December 31, 2001 to (i) the Company's Chief
Executive Officer, and (ii) individual(s) who were the only
executive officers, other than the Chief Executive Officer,
serving as executive officers at the end of 2001 whose total
salary and bonus exceeded $100,000 (the "Named Executive
Officers").


                   SUMMARY COMPENSATION TABLE

                                   ANNUAL
                                COMPENSATION         ALL OTHER
NAME AND PRINCIPAL            SALARY     BONUS      COMPENSATION
     POSITION        YEAR      ($)        ($)           ($)
------------------   ----    --------   -------     ------------

Robert L. Cox        2001    100,000       0             0

Michael Vogel        2001    100,000       0             0

Barry Hawk           2001    100,000       0             0

Shari Peskin-Fish    2001     75,000       0             0


   STOCK OPTIONS GRANTED IN LAST FISCAL YEAR

  No stock options were granted in the previous year.


/30/


   COMPENSATION OF DIRECTORS

  Our only directors are the current executive officers that are
already drawing salaries for the management of our Company.  They
are reimbursed for reasonable expenses incurred in connection
with attendance at meetings of the Board and of Committees of the
Board; however, they do not receive any additional compensation
for their services as directors.  Accordingly, it may be
necessary for us to compensate newly appointed directors in order
to attract a quality governance team.  At this time the Company
has not identified any specific individuals or candidates nor has
it entered into any negotiations or activities in this regard.

   EMPLOYMENT AGREEMENTS

  No such agreement(s) exists between any executive and the
Company.

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

  The following table sets forth certain information as of
December 31, 2001 with respect to the beneficial ownership of the
Company's Common Stock by: (i) all persons known by the Company
to be beneficial owners of more than 5% of the Company's Common
Stock, (ii) each director and Named Executive Officer, and (iii)
by all executive officers and directors as a group.


                          COMMON STOCK

                              Shares Beneficially     Percentage of Shares
     Name and Address                Owned                Outstanding
  ----------------------         -------------           -------------

  Sarcor Management, S.A.           3,500,000                18.25%
Tudor House, Llanvanor Rd
  London, England  NW22AQ

     Robert L. Cox                  1,750,000                 9.13%
  16 Wood Hollow Lane
 Fort Salonga, NY 11768

     Michael Vogel                    875,000                 4.56%
  86-66 Palermo Street
  Holliswood, NY 11423
                                    ---------                ------
 Total ownership by our officers    2,625,000                13.69%
  and directors (two individuals)


ITEM 12.  CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS.

  On May 5, 2001, the Company executed a promissory note with
Robert Cox, the president of the Company, in the amount of
$50,000.

  On May 24, 2001, the Company issued 150,000 shares of its
$0.001 par value common stock to Mary Lou Cox, mother of Robert
Cox, the Company's president, for consulting services valued at
$15,000.


/31/


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

(a)   Exhibits:

  A  list of exhibits required to be filed as part of this Annual
Report  is  set forth in the Index to Exhibits, which immediately
precedes such exhibits and is incorporated herein by reference.

(b)   Reports on Form 8-K

  The  Company has not filed any reports on Form 8-K  during  the
last quarter of the period covered by this Report.


/32/


                           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.


                                   ATR SEARCH CORPORATION


Date: April 15, 2002
      --------------


                                   By: /s/ Robert Cox
                                       --------------
                                       Robert Cox,
                                       President, CEO and Director





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.



Date: April 15, 2002
      --------------


By: /s/ Robert Cox
    --------------
    Robert Cox,
    President, CEO and Director (Principal Executive Officer)



Date: April 15, 2002
      --------------


By: /s/ Michael Vogel
    -----------------
    Michael Vogel
    Secretary, Treasurer and Director


/33/


INDEX TO EXHIBITS

Exhibit   Name and/or Identification of Exhibit
Number
  3       Articles of Incorporation & By-Laws
             (a)  Articles of Incorporation of the Company filed
                  March 2, 2001.  Incorporated by reference to the
                  exhibits to the Company's General Form For Registration
                  Of Securities Of Small Business Issuers on Form 10-SB,
                  previously filed with the Commission.
             (b)  Amended Articles of Incorporation of the Company
                  filed May 9, 2001.  Incorporated by reference to the
                  exhibits to the Company's General Form For Registration
                  Of Securities Of Small Business Issuers on Form 10-SB,
                  previously filed with the Commission.
             (c)  By-Laws of the Company adopted March 16, 2001.
                  Incorporated by reference to the exhibits to the
                  Company's General Form For Registration Of Securities
                  Of Small Business Issuers on Form 10-SB, previously
                  filed with the Commission.
 23       Consent of Experts and Counsel
             Consent of independent public accountant


/34/