U.S. SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549

                                  FORM 10-KSB/A

                (Mark  one)
            [X] ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
                         SECURITIES EXCHANGE ACT OF 1934
                  For the fiscal year ended September 30, 2000

             [ ] TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE
                         SECURITIES EXCHANGE ACT OF 1934
       For the transition period from _______________ to ________________

                         Commission File Number: 0-24217

                                  YP.NET, INC.
                 (Name of Small Business Issuer in its Charter)

                        NEVADA                       85-0206668
           (State or other jurisdiction of         (IRS Employer
            incorporation or organization)       Identification No.)

                4840 EAST JASMINE STREET, SUITE 105
                           MESA, ARIZONA                    85205
             (Address of principal executive offices)     (Zip Code)

                                 (480) 654-9646
                           (Issuer's telephone number)

       Securities registered under Section 12(b) of the Exchange Act: NONE
         Securities registered under Section 12(g) of the Exchange Act:
                          COMMON STOCK, $.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 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  .
                                                                        -    -

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.  [ ]

     Registrant's  revenues  for  its  most recent fiscal year were $15,836,422.

     The  aggregate  market  value  of  the  common stock held by non-affiliates
computed  based  on  the  closing  price  of  such  stock  on  July 24, 2001 was
approximately  $6,460,919.

     The  number  of  shares  outstanding  of the registrant's classes of common
stock,  as  of  July  24,  2001  was  43,072,798.

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


                                        1
<PAGE>
                                    AMENDMENT

The  Annual  Report  filed on Form 10-KSB pursuant to Section 13 or 15(d) of the
Securities  Exchange  Act  of  1934 for the fiscal year ended September 30, 2000
filed by YP.Net, Inc. (the "Company") on January 16, 2001, is amended to add the
information required by Part III of Form 10-KSB as the Company's Proxy Statement
on  Schedule  14A  was not filed within 120 days of the filing of the 10-KSB and
did  not  incorporate  the  information  required  by  Part  III  by  reference:

                                    PART III

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

DIRECTORS  AND  EXECUTIVE  OFFICERS

     The  directors  and  executive officers of YP.Net, their ages and positions
are  as  follows:

<TABLE>
<CAPTION>
NAME                    AGE  POSITIONS HELD(1)
----------------------  ---  -----------------
<S>                     <C>  <C>
Angelo Tullo             44  Chairman of the Board, Director, Chief
                             Executive Officer and President
Walter Vogel             61  Vice Chairman of the Board, Director
Gregory B. Crane         36  Director
Daniel L. Coury, Sr.     47  Director
Harold A. Roberts        75  Director
Wallace Olsen            59  Director
DeVal Johnson            35  Director
Daniel Madero            36  Director of Operations
Pamela J. Thompson CPA   38  Chief Financial Officer, Treasurer,
                             Secretary
<FN>
(1)  All  current  directors serve until the next annual shareholders meeting or
their  earlier  resignation  or  removal.
</TABLE>

     Angelo  Tullo  has  served  as  the  Chairman  of the Board of YP.Net since
February  2000.  Mr. Tullo was hired as Chief Executive Officer and President on
September  10,  2000. Mr. Tullo is the president of Sunbelt Financial Solutions,
Inc., an investment banking and consultant firm in Scottsdale, Arizona. For over
twenty  years, Mr. Tullo has been active as a business consultant. Mr. Tullo has
actively  worked with commercial financing and factoring for the past ten years.
He  has  owned  and  operated factoring companies, leasing companies, consulting
companies, wholesale companies, professional employment organizations, insurance
agencies,  heating  and air-conditioning contractors, retail oil companies, real
estate  companies  and restaurants. He is a former member of the CEO Club in New
York.


                                        2
<PAGE>
     In  February  2000,  American  Business  Funding Corp. filed for protection
under  Chapter  11  of  the  Bankruptcy  Code  in  the Federal District Court of
Arizona.  Mr.  Tullo  had previously been a director, officer and shareholder of
American Business Funding prior to the time of its bankruptcy filing.  Mr. Tullo
and  his  former  fellow  shareholders  have been involved in intense litigation
regarding  certain activities of one of the directors and a group of individuals
that  worked  directly for that director.  Mr. Tullo has been active during that
entire  time  to  protect  the  interests  of  all creditors in that case.  That
particular  director's  designees  are  still  in  control  of  the  company and
counterclaims  have  been  filed.

     Walter  Vogel.  Mr. Vogel has been a director of YP.Net since February 2000
and  was previously a member of its board from March to October 1998.  Mr. Vogel
has  been  involved  extensively in international business for many years.  From
1996  to  present,  Mr.  Vogel has been the owner and president of MC Management
GmbH, a business-consulting firm in Ottenfing, Germany.  Mr. Vogel has served as
a  director  of  several  companies  both  in  the  United  States  and  Europe.

     Gregory  B. Crane.  Mr. Crane has been a director of YP.Net since February,
2000  and  also  served  as  its  Director  of  Operations from February 2000 to
September  2000.  From  September  1998  to June 1999, Mr. Crane was the General
Manager  of Telco Billing, Inc. ("Telco").  Mr. Crane owned and operated several
businesses,  including  residential  and  commercial  builders, multi-state mail
order,  and  document-preparation  companies,  and  was  also the creator of the
Yellow-Page.Net  concept.  Mr.  Crane  is  a  former  member  of  the  Young
---------------
Entrepreneur's  Organization  ("YEO").

In  connection  with  providing  homestead  declaration document preparation and
filing  services, Mr. Crane and certain of these businesses have been subject to
injunctive  actions  brought  by  the  states  of  Arizona,  Florida,  Texas and
Washington.  These  actions  generally  raised legal questions concerning mailer
solicitations  for  document preparation services.  Mr. Crane and various of the
state  plaintiffs  have  entered  into  consent  orders in connection with these
actions  that  required  the  modification  of  mailers and the payment of civil
penalties,  restitution,  and attorneys' fees.  The use of the mail solicitation
for  document  preparation  services  was prohibited in the State of Washington.
Mr.  Crane  voluntarily  entered  into an agreement with the State of Florida in
connection  with  these  matters  and  due  to an error in type size made by the
printing company; Mr. Crane technically violated that order.  In connection with
that  violation  of the Florida order, Mr. Crane is subject to a judgment in the
amount  of  approximately  $1.4  million,  plus  accrued interest.  Mr. Crane is
attempting  to  resolve  the  Florida  judgment.

Mr.  Crane  was  also  named in the action filed by the Federal Trade Commission
("FTC") against YP.Net and has been included in the stipulated preliminary order
entered  into  by  YP.Net  and  the FTC and approved by the FTC.  The Stipulated
Final  Judgment and Order for Permanent Injunction and Other Equitable Relief by
and between the FTC, Mr. Crane, Telco and YP.Net and others (the "Order") places
certain  restrictions  on the way mail solicitations will appear.  The Order has
been  approved by the U.S. District Court Judge and the matter is closed with no


                                        3
<PAGE>
findings  of  wrong doing on the part of the company, its officers and directors
or  Mr. Crane.  The Company believes that the Judgment will not adversely affect
its  operations.  See  "Legal  Proceedings"  in the Company's Form 10-KSB, filed
with  the  SEC  on  January  14,  2001,  for  additional  information.

     Daniel  L.  Coury.  Mr.  Coury  has  served  as  a director of YP.Net since
February  2000.  For the last ten years, Mr. Coury's principal business has been
Mesa  Cold  Storage,  Inc.,  which  owns  and  operates the largest cold storage
facilities  in  Arizona.  He  is also involved in the ownership and operation of
various  real  estate  interests  and  business  ventures.

     Harold  Roberts.  Mr.  Roberts  has  served  as  a director of YP.Net since
February,  2000 and previously served as a director of its predecessor from 1994
to  1998.  Mr.  Roberts has practiced law in Santa Fe, New Mexico since 1955 and
since  1975  has  engaged  primarily  in matters regulated by various regulatory
agencies,  including the Securities and Exchange Commission.  He has served as a
director  and  president  of  SunRay Oil Company, a company engaged in drilling,
exploration and distribution, from 1996 to present, as a director and officer of
Candu,  Inc.,  a  company  engaged  in  electronic  marketing,  from 1985 to the
present,  and  as  a  director and president of Verilite Aircraft Corporation, a
company  engaged in aircraft development, from 1994 to the present.  Mr. Roberts
is  a  graduate  of  the  University  of  Colorado  Law  School.

     Wallace  Olsen, Jr.  Mr. Olsen is currently President of Venture 32 L.L.C.,
of Phoenix, AZ., a real estate development and operation company specializing in
commercial  real  estate  and  office  buildings.  Since  1995, he is also chief
executive  officer  of  ITCOB,  L.L.C.,  of  Boston, MA., a large distributor of
International  parts and trucks in New England.  Mr. Olsen is also President and
Treasurer  of  Alternative Senior Care, L.L.C., "ASO" in Sanford, FL., a company
providing  health  care  services  to people who have dementia or are in need of
extended  congregate  care.  ASO  also  provides  for Assisted Living residents.
Since  1995 Mr. Olsen has served as President of Kenilworth Capital Corporation,
in  Kenilworth,  NJ.,  which owns and operates hotels and restaurants.  Over the
last  20  years,  Mr.  Olsen  has  been  associated  either as an owner or in an
executive  capacity  with  the  following  industries,  Architectural  Millwork,
Glass-Mirror,  Motion  Pictures,  Printing,  and  Transportation.

     DeVal  Johnson.  Mr.  Johnson  has served as a director since October 1999.
Mr.  Johnson  was  the  graphics  designer  and  director  of Telco Billing from
September  1998  until  June 1999 when the Company acquired it.  Mr. Johnson was
responsible  for  the  design of the in-house sales presentation and creation of
the  corporate  logo  and image for YP.Net.  From 1995 through 1998, Mr. Johnson
was  a  graphics  designer  for Print Pro, Inc. Mr. Johnson is actively involved
with  Website  promotion,  interactive  design  and  Internet  advertising.  Mr.
Johnson  also  serves  as  an  officer and board member of Simple.Net a national
Internet  service  provider.

COMPLIANCE  WITH  SECTION  16(A)  OF  THE  EXCHANGE  ACT


                                        4
<PAGE>
Based solely on review of reports under Section 16(a) of the Securities Exchange
Act of 1934, as amended, that were filed by executive officers and directors and
beneficial owners of 10% or more of YP.Net's common stock during the fiscal year
ended  September  2000, to the best of the Company's knowledge, all 16(a) filing
requirements  have  been  made through the fiscal year ended September 30, 2000.
This  information  is  based  on  a review of Section 16(a) reports furnished to
YP.Net  and  other  information.

ITEM  10.     EXECUTIVE  COMPENSATION

Officer  Compensation

     The following table reflects all forms of compensation for the fiscal years
ended September 30, 2000, and September 30, 1999 for the Chief Executive Officer
and  the  other  two most highly compensated executive officers of YP.Net, whose
salaries  exceed  $100,000  annually,  for  the  years  stated.

<TABLE>
<CAPTION>
             SUMMARY COMPENSATION TABLE SEPTEMBER 30, 2000 AND 2001

                                             Annual Compensation
                                      --------------------------------
                                      FISCAL             OTHER ANNUAL
NAME AND PRINCIPAL POSITION            YEAR    SALARY    COMPENSATION
------------------------------------  ------  --------  --------------
<S>                                   <C>     <C>       <C>

Angelo Tullo (1)                        2001  $210,000  $   44,000 (1)
Chief Executive Officer                 2000            $   21,000 (2)
President

Daniel Madero                           2001  $100,000  $   16,500 (3)
Director of Operations

Pamela Thompson                         2001  $125,000          -
Chief Financial Officer, Secretary,
Treasurer
<FN>
(1)  Includes  a  bonus  of  200,000  shares  of YP.Net stock valued at $.22 per
     share.
(2)  Includes  100,000  shares  of  YP.Net  stock  valued  at  $.21  per  share.
(3)  Includes  75,000  shares  of  YP.Net  stock  valued  at  $.22  per  share.
</TABLE>

Compensation  Pursuant  to  Stock  Options

     No  options were granted to executive officers during the fiscal year ended
September  30,  2000,  and  through  the  nine-month period ended July 24, 2001.

Director  Compensation

     Upon  appointment  to  the  Board,  Mr. Tullo was awarded 100,000 shares of
YP.Net  common  stock  and  Mr.  Vogel  was  awarded  75,000  shares.  All other
directors were awarded 50,000 shares. The 425,000 shares of common stock paid to
the  directors  as compensation for their services were valued at $.22 per share
for  a  total  value of $93,500.  Additionally, the directors receive $2,000 per
meeting  or  per quarter for their service on the Board and may receive $250 per
hour  for  services  related  to  any  Board  Committee  on  which  they  serve.


                                        5
<PAGE>
Employment  Agreements

     Since  February  2000  to  August 2000, Gregory B.  Crane has served as the
Director  of  Operations  of YP.Net.  His services are provided through Business
Executive  Services, Inc., which began to receive compensation in May of 2000 in
the  amount  of  $13,000  per  month  for  these  services.  These services were
provided  "at  will"  and  no  written  agreement  exists.

1998  Stock  Option  Plan

     YP.Net's  Board  of Directors adopted and its shareholders approved in June
1998  the  1998  Stock Option Plan (the "Plan").  The purpose of the Plan was to
provide  incentives to employees, directors and service providers to promote the
success  of  YP.Net.  The  Plan  provided  for  the  grant of both qualified and
non-qualified  options to purchase up to 1,500,000 shares of its common stock at
prices determined but in the case of incentive options, at a price not less than
the  fair  market  value  of  the  stock  on the date of the grant.  The Plan is
administered by the Board of Directors or by a committee appointed by the Board.
As  of  July  24,  2001,  all  outstanding options to purchase YP.Net stock have
expired  and  no  options  are  currently  outstanding  under  the  Plan.

ITEM  11.     SECURITY  OWNERSHIP  OF  CERTAIN  BENEFICIAL OWNERS AND MANAGEMENT

     The  following table sets forth, as of July 24, 2001, the ownership of each
person  known  by the Company to be the beneficial owner of five percent or more
of  the  Company's Common Stock, each officer and director individually, and all
officers  and  directors  as  a  group.  The  Company has been advised that each
person  has sole voting and investment power over the shares listed below unless
otherwise  indicated.

<TABLE>
<CAPTION>
Name and Address                      AMOUNT AND NATURE     PERCENT
OF BENEFICIAL OWNER                      OF OWNERSHIP     OF CLASS(1)
------------------------------------  ------------------  -----------
<S>                                   <C>                 <C>
Angelo Tullo                                  300,000(2)         .74%
4840 East Jasmine Street
Suite 105
Mesa, AZ  85205

Walter Vogel                                  195,000(2)         .48%
4840 East Jasmine Street
Suite 105
Mesa, AZ  85205


                                        6
<PAGE>
Name and Address                      AMOUNT AND NATURE     PERCENT
OF BENEFICIAL OWNER                      OF OWNERSHIP     OF CLASS(1)
------------------------------------  ------------------  -----------

Gregory B. Crane                               75,500(2)         .18%
4840 East Jasmine Street
Suite 105
Mesa, AZ  85205

Daniel L. Coury, Sr.                          180,000(2)         .44%
4840 East Jasmine Street
Suite 105
Mesa, AZ  85205

Harold A. Roberts                             258,000(2)         .63%
P.O. Box 101
Santa Fe, NM 87504
4
Wallace Olsen, Jr.                            547,500(2)        1.34%
4840 East Jasmine Street
Suite 105
Mesa, AZ  85205

DeVal Johnson                                 125,000(2)         .31%
4840 East Jasmine Street
Suite 105
Mesa, AZ  85205

Matthew & Markson Ltd. (3)                    7,600,000         18.7%
Woods Centre, Frair's Road
P.O. Box 1407
St. John's
Antigua, West Indies

Morris & Miller Ltd.                          9,325,000           23%
Woods Centre, Frair's Road
P.O. Box 1407
St. John's
Antigua, West Indies

All Directors as a Group (7 persons)          1,656,000         4.07%
<FN>
(1)  Based  on  40,615,464  shares  outstanding as of July 24, 2001. This amount
     excludes  litigation & Collateral shares as well as returned shares held by
     the  treasury.  Collateral  shares  had  been  issued  as  collateral  for
     obligations  of  YP.Net  under  two  promissory  notes. Upon payment of the
     notes,  the  shares  will  be  returned  to  YP  .Net.
(2)  Less  than  0.01%.
(3)  The  number  of  shares  held by Matthew & Markson, Ltd. excludes 2,000,000
     shares  issued  as  collateral  for a note payable issued by YP.Net see (1)
     above.  These  shares  will be returned to YP.Net upon payment of the note.
</TABLE>


                                        7
<PAGE>
ITEM  12.     CERTAIN  RELATIONSHIPS  AND  RELATED  TRANSACTIONS

     Note  Conversion.  YP.Net  borrowed  $500,000  from  Mr.  Wallace  Olsen, a
shareholder  who  later  became  a  member  of  the Board of Directors effective
February  4,  2000.  In September 1999, YP.Net repaid $250,000 of the balance in
cash  and  Mr.  Wallace Olsen converted the remaining $250,000, plus $100,000 in
accrued  interest.  into  400,000  shares  of YP.Net's common stock with a total
value  of  $200,000;  the  stock  was  issued  at  a price of 50 cents per share

     Acquisition  of  Telco.  In June 1999, YP.Net's predecessor acquired all of
the  outstanding  stock of Telco Billing, Inc. in exchange for 17,000,000 shares
of  YP.Net.'s  common stock.  Matthew & Markson, Ltd. and Morris & Miller, Ltd.,
as  the  shareholders  of  Telco,  were  issued  7,650,000 and 9,350,000 shares,
respectively.  As  to  these shares, the original acquisition agreement provided
for certain put rights that were later terminated.  In exchange for cancellation
of the put rights, YP.Net agreed to provide the former Telco shareholders with a
$5,000,000  credit  facility.  Any  loans  made to these shareholders under this
facility are to be secured by a pledge of YP.Net stock.  Interest for borrowings
under  this  facility  is  to  be  at  least  0.25% higher than YP.Net's average
borrowing  costs.  No  advances  in  excess of $1,000,000 may be made at any one
time  and  no  advances in excess of $1,000,000 are to be made unless YP.Net has
available  at  least 30 days operating capital plus other reserves.  No advances
are  permitted  to  be  made  if YP.Net is in default with respect to any of its
lender obligations.  The credit facility has not been formally documented and no
advances  have  been  made  or  are  expected  until documentation is completed.

     Gregory B. Crane and DeVal Johnson were employees of and primarily involved
in  the  start-up of Telco.  Mr. Crane continues to serve as one of the liaisons
for  Matthew  &  Markson,  Ltd.  and  Morris  &  Miller, Ltd. and negotiated the
acquisition  of  Telco  by  YP.Net's  predecessor  on behalf of the former Telco
shareholders.

     License  of  URL.  In  connection  with  the acquisition of Telco, YP.Net's
predecessor  also  agreed  to  pay  Matthew  &  Markson,  Ltd.  $5,000,000  as a
discounted  accelerated  royalty  payment  for  a  20-year  license  of  the URL
Yellow-Page.Net.  The  accelerated  payment  was  made  under  the  terms  of an
---------------
Exclusive  Licensing  Agreement  dated  September  21,  1998,  between Telco and
Matthew  & Markson, Ltd.  The payment was originally to be paid in full upon the
acquisition  of  Telco.  The Company paid $3,000,000 as a down payment; however,
the  Company  defaulted on payment of the $2,000,000 balance on August 15, 1999.
To  extend the payment obligations, YP.Net agreed to provide, for the benefit of
Mathew  & Markson, $250,000 in tenant improvements for approximately one-half of
its Mesa facility.  The premises were leased to Matthew & Markson's designee for
$1.00  per year throughout the term of the 5-year lease.  The annual fair rental
value  of  the  lease  premises  is  $4,500  per  month.  A  one million dollars
($1,000,000.00)  extension  fee  may  also be due.  On November 15, 1999, YP.Net
paid  an  extension  fee  of  $200,000.  The  $200,000 extension fee was applied
against  the $5,000,000 accelerated royalty payment and an additional $2,000,000


                                        8
<PAGE>
was  paid  on  the  royalty  payment in July 1999.  Matthew & Markson, Ltd. also
agreed  to  take  a  $2,000,000  note  for  the balance due that remains due and
outstanding.

     After  defaulting  on  the November 1999 property extension, on January 15,
2000,  the  note  was renegotiated to a demand note with monthly installments of
$100,000  per  month.  The  payments  may  be  suspended if YP.Net does not have
certain  cash  reserves or is otherwise in default under other obligations.  The
note is secured by 2,000,000 shares of YP.Net common stock held in escrow, to be
returned  for  cancellation  upon  payment  of  the  note.

     Business  Executive Services, Inc. ("BESI"), as the nominal rent sublessee,
leases  portions of the facility to other businesses associated with other third
parties  Mr.  Crane  is  employed by BESI and receives a salary of approximately
$2,000  per  month  from  BESI  and  bonuses  in  an  undetermined  amount.

     Related  Party  Transaction  Policy.  The Company's general policy requires
adherence  to  Nevada  corporate  law  regarding  transactions between YP.Net, a
Nevada  corporation,  and  a  director, officer or affiliate of the corporation.
Transactions  in  which  such  persons have a financial interest are not void or
voidable if the interest is disclosed and approved by disinterested directors or
shareholders  or if the transaction is otherwise fair to the corporation.  It is
the  policy  of the Company that transactions with related parties are conducted
on  terms  no  less  favorable  to  the Company than if they were conducted with
unaffiliated third parties. During fiscal year ended September 30, 2000, through
July  24,  2001,  there  have  been  no  related  party  transactions.

ITEM  13.     EXHIBITS  AND  REPORTS  ON  FORM  8-K

EXHIBITS

     3.1  1     Certificate of Restated Articles of Incorporation of Renaissance
                International,  Inc.

     3.2  7     Amended  Articles  -  To  change  the  name to YP.Net, Inc., and
                Authorized  Capital  Increase  to  50,000,000  Form  8-K  7/6/98

     3.3  7     Amended  Articles  -  Name  Change  to  YP.Net

     3.4  7     Certificate  of  Designation  -  Series  B  preferred  shares

     3.5  1     Bylaws  of  Renaissance  International  Group,  Ltd.

     3.5  7     Amended  Bylaws

    10.1  2     1998  Stock  Option  Plan

    10.2  7     Agreement  with  Worldpages.com
                                 --------------


                                        9
<PAGE>
    10.3  7     Agreement  with  Integretel

    10.4  7     Agreement  with  Enhanced  Services  Billing,  Inc.

    10.5  7     Lease  regarding  Mesa  Facility

    10.6  7     Sub-Lease  to  BESI

    10.7  7     Van  Sickle  Loan  Agreement

    10.8  3     First  Amendment  to  Loan  Agreement  between YP.Net, Inc. and
                Joseph  and  Helen  VanSickle  dated  March  31,  2000

    10.9  4     Stock  Purchase  Agreement  between  RIGL  Corporation,  Telco
                Billing, Inc. and Matthew & Markson, Ltd. dated March 16, 1999

    10.10  4    Amendment to Stock Purchase Agreement between RIGL Corporation,
                Telco  Billing,  Inc.,  Morris  &  Miller,  Ltd.

    10.11  4    Exclusive  License  Agreement between Matthews & Markson, Ltd.
                and  Telco  Billing,  Inc.  dated  September  21,  1998

    10.12  7    Modification  to  Matthew  & Markson Promissory Note.

    10.14  8    International  Profits  Associates,  Inc. Consulting Agreement

    10.15  8    BJM  Consulting,  Inc.  Advisory  Agreement

    10.16  8    International  Profit Associates Organization for Management

    10.17  8    Sublease  Agreement  between  Y.P.Net, Inc. and Empire Capital
                Group,  LLC

    10.18  9    Loan  and  Security  Agreement  dated  August 31, 1999 between
                Fremont Financial  Corporation  and  Telco

    10.19  9    Forbearance Letter Agreement dated August 4, 2000 between Telco
                and Finova Capital Corporation as successor by merger to Fremont
                Financial Corporation

    10.20  9    Forbearance  Letter Agreement Dated September 28, 2000 between
                Telco and  Finova Capital Corporation as successor by merger to
                Fremont Financial  Corporation

    10.21  9    Forbearance  Letter  Agreement  dated November 7, 2000 between
                Telco and  Finova  Capital  Corporation as successor by merger
                to Fremont Financial  Corporation


                                       10
<PAGE>
    10.22  10   Forbearance  Letter  Agreement  dated January 5, 2001 between
                Telco and  Finova  Capital  Corporation  as successor by merger
                to Fremont Financial  Corporation

    11          Statement Regarding Computation of Per Share Earnings:
                incorporated in Item  7 of the Audited Financial Statements for
                period ending September 30, 1999 and  September  30,  2000

    16.1  5     Letter of Singer Lewak Greenbaum & Goldstein LLP dated November
                24,  1999

    16.2 6      Letter of McGladrey & Pullen LLP dated March 23, 2000; Letter of
                McGladrey  &  Pullen,  LLP  dated  February  4,  2000

    21          Subsidiaries  of  YP.Net,  Inc.:  Telco  Billing,  Inc.

1   Incorporated  by  reference  from  Form  10-SB  as  filed  May  6,  1998.
2   Incorporated  by  reference  from  Form  S-8  as  filed  July  10,  1998.
3   Incorporated  by  reference  from  Form  8-K  as  filed  on  May  22,  2000.
4   Incorporated  by  reference  from  Form  8-K/A  as  filed  on June 30, 1999.
5   Incorporated  by  reference  from  Form  8-K  as  filed on December 3, 1999.
6   Incorporated  by reference from Form 8-K as filed on March 29, 2000 and Form
    8-K/A  as  filed  on  May  22,  2000.
7   Incorporated  by  reference  from  Form  10-QSB  for  the  fiscal year ended
    September  30,  1999.
8   Incorporated  by  reference  from Form 10-QSB for the quarter ended December
    31,  2000.
9   Incorporated  by  reference  from Form 10-QSB for the quarter ended June 30,
    2000.
10  Incorporated  by  reference  from  Form  10-KSB  for  the  fiscal year ended
    September  30,  2000.

REPORTS  ON  FORM  8-K

     One  report on Form 8-K was filed in the fiscal quarter ended September 30,
2000.  A Form 8-K filed on July 18, 2000 disclosed the FTC litigation and that a
receiver for YP.Net had been appointed on June 26, 2000 and subsequently removed
as  if  it  had  not  occurred  by  order  of  the  court  July  13th,  2000.


                                       11
<PAGE>
     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.

                              YP.NET,  INC.


Dated:  August  13,  2001     By  /s/
                                  -------------------------------------
                                  Angelo Tullo, Chairman of the Board


                              BOARD  OF  DIRECTORS


Dated:  August  13,  2001     By  /s/
                                  -------------------------------------
                                  Angelo  Tullo


Dated:  August  13,  2001     By  /s/
                                  -------------------------------------
                                  Walter  Vogel


Dated:  August  13,  2001     By  /s/
                                  -------------------------------------
                                  Gregory  B.  Crane


Dated:  August  13,  2001     By  /s/
                                  -------------------------------------
                                  Daniel  L.  Coury,  Sr.


Dated:  August  13,  2001     By  /s/
                                  -------------------------------------
                                  Harold  A.  Roberts


Dated:  August  13,  2001     By  /s/
                                  -------------------------------------
                                  Wallace  Olsen


Dated:  August  13,  2001     By  /s/
                                  -------------------------------------
                                  DeVal  Johnson


                                       12
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