UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 30549




                                   FORM 10-QSB




(Mark One)
[ ] QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT
    OF 1934

    For the quarterly period ended September 30, 2000

[ ] TRANSACTION REPORT UNDER SECTION 13 OR 15(d) OF THE EXCHANGE ACT

    For the transition period from            to
                                   ----------    ------------

                         Commission file number: 0-21275

                                Enter Tech Corp.
        ----------------------------------------------------------------
        (Exact name of small business issuer as specified in its charter)

         Nevada                                                   84-1349553
---------------------------------                            -------------------
(State or Other Jurisdiction                                   (IRS Employer
of Incorporation or Organization)                            Identification No.)

                  430 East 6th Street, Loveland, Colorado 80537
                  ---------------------------------------------
                    (Address of principal executive offices)

                                 (970) 669-4918
                           ---------------------------
                           (Issuer's telephone number)

               ---------------------------------------------------
               (Former name, former address and former fiscal year
                         (if changed since last report)




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

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


                      APPLICABLE ONLY TO CORPORATE ISSUERS

The  number of shares  outstanding  of each of the  issuer's  classes  of common
equity, as of November 14, 2000 was 24,153,004 shares of common stock.

Transitional Small Business Disclosure Format (Check one):  Yes [ ]  No [X]
<PAGE>


                                     INDEX
                                     -----

                                                                           Page
                                                                          Number
                                                                          ------

Part I.   Financial Information

     Item I.   Financial Statements

               Review Report of Independent Certified
                 Public Accountant                                          3

               Consolidated Balance Sheets as of
                 September 30, 2000 and December 31, 1999                   4

               Consolidated Statements of Operations,
                 Three Months Ended September 30, 2000 and
                 September 30, 1999                                         5

               Consolidated Statements of Operations,
                 Nine Months Ended September 30, 2000 and
                 September 30, 1999                                         6

               Consolidated Statements of Cash Flows,
                 Nine Months Ended September 30, 2000 and
                 September 30, 1999                                         7

               Notes to Consolidated Financial Statements                   8

     Item 2.   Management's Discussion and Analysis or
                 Plan of Operation                                         14

Part II.  Other Information                                                19

     Item 1.   Legal Proceedings                                           19

     Item 2.   Changes in Securities                                       10

     Item 3.   Defaults upon Senior Securities                             20

     Item 4.   Submission of Matters to a Vote of Security Holders         20

     Item 5.   Other Information                                           20

     Item 6.   Exhibits and Reports on Form 8-K                            20

Signatures                                                                 21


                                      -2-
<PAGE>

                         PART I - FINANCIAL INFORMATION

ITEM 1.  FINANCIAL STATEMENTS
-------  --------------------


REVIEW REPORT OF INDEPENDENT CERTIFIED PUBLIC ACCOUNTANT



The Board of Directors
Enter Tech Corporation
Loveland, Colorado

We have reviewed the accompanying  balance sheet of Enter Tech Corporation as of
September 30, 2000, and the related  statements of operations and cash flows for
the three months and nine months then ended,  in accordance  with  Statements on
Standards for Accounting and Review Services issued by the American Institute of
Certified  Public  Accountants.  All  information  included  in these  financial
statements is the representation of the management of Enter Tech Corporation

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

Based on our review, we are not aware of any material  modifications that should
be made to the  accompanying  financial  statements  in order  for them to be in
conformity with generally accepted accounting principles.

As  discussed  in the  notes to the  financial  statements,  certain  conditions
indicate  that the Company may be unable to  continue  as a going  concern.  The
accompanying  financial  statements  do  not  include  any  adjustments  to  the
financial  statements  that might be  necessary  should the Company be unable to
continue as a going concern.

                                               /s/ Schumacher & Associates, Inc.
                                               Schumacher & Associates, Inc.
                                               Certified Public Accountants
                                               2525 Fifteenth Street, Suite 3H
                                               Denver, Colorado 80211
November 17, 2000

                                      -3-
<PAGE>

                             ENTER TECH CORPORATION
                           CONSOLIDATED BALANCE SHEETS
                                   (Unaudited)

                                     ASSETS

                                                     September 30,  December 31,
                                                         2000           1999
                                                     ------------   ------------
Current Assets
 Cash                                                $    12,045    $       14
                                                     -----------    ----------
  Total Current Assets                                    12,045            14

Note receivable, related parties                           7,002             -
Equipment, net of accumulated
 depreciation of $8,803                                  103,457         7,373
Deferred offering costs                                  100,000             -
Other                                                     13,911             -
                                                     -----------    ----------

  Total Assets                                       $   236,415    $    7,387
                                                     ===========    ==========


                     LIABILITIES AND STOCKHOLDERS' (DEFICIT)

Current Liabilities:
     Accounts payable                                $   167,196    $   35,512
     Stock compensation payable                           66,825     1,103,574
     Customer deposits                                    60,000        60,000
     Related party payables                              466,988       322,009
     Notes payable, other                                250,000        15,806
                                                     -----------    ----------
  Total Current Liabilities                            1,011,009     1,536,901
                                                     -----------    ----------

Commitments and contingencies
  (Notes 2,3,4,5,6,7,8,9,10 and 11)                            -             -

Stockholders' (Deficit):
     Preferred Stock, $.0001 par value,
          5,000,000 shares authorized
          1,000,000 issued and outstanding                   100             -
     Common Stock, $.0001 par value,
          100,000,000 shares authorized
          22,581,098 shares issued and
          outstanding                                       2,258          385
     Additional paid-in capital                        17,210,163      381,618
     Stock subscriptions receivable, cash              (9,400,000)           -
     Stock subscriptions receivable, services          (4,449,914)           -
     Accumulated deficit                               (4,137,201)  (1,911,517)
                                                      -----------   ----------
Total Stockholders' (Deficit)                            (774,594)  (1,529,514)
                                                      -----------   ----------

Total Liabilities and
      Stockholders' (Deficit)                         $   236,415   $    7,387
                                                      ===========   ==========

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

                                      -4-
<PAGE>

                            ENTER TECH CORPORATION
                 CONSOLIDATED STATEMENTS OF OPERATIONS
                              (Unaudited)

                                               Three Months        Three Months
                                                   Ended               Ended
                                               September 30,       September 30,
                                                   2000                1999
                                               -------------       -------------

Revenues                                       $          -        $         -
                                               ------------        -----------

Operating Expenses:
     Depreciation                                     3,824                  -
     Professional fees                              208,766             59,906
     Rent                                           136,688              1,850
     Stock issued for services                      515,150                  -
     Travel                                          50,254              1,216
     Telephone                                        8,567              1,815
     Sales promotion                                      -                  -
     Other                                           35,896             12,826
                                               ------------        -----------
       Total Operating Expenses                     959,145             77,613
                                               ------------        -----------

Net Loss to Common Shareholders               $   (959,145)       $   (77,613)
                                              ============        ===========

Net Loss Per Common Share                     $       (.04)       $      (.03)
                                              ============        ===========

Weighted Average Number
 of Shares Outstanding                          22,319,549          3,650,000
                                              ============        ===========

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


                                      -5-

<PAGE>


                            ENTER TECH CORPORATION
                 CONSOLIDATED STATEMENTS OF OPERATIONS
                              (Unaudited)

                                                Nine Months        Nine Months
                                                   Ended              Ended
                                               September 30,      September 30,
                                                   2000               1999
                                               -------------      -------------

Revenues                                       $          -        $         -
                                               ------------        -----------

Operating Expenses:
     Salaries                                       129,943                  -
     Depreciation                                     7,984                  -
     Professional fees                              494,555            139,256
     Rent                                           169,820              8,900
     Stock issued for services                    1,133,148                  -
     Travel                                         117,770             14,882
     Telephone                                       19,989              5,333
     Sales promotion                                      -             20,500
     Other                                          152,475             20,488
                                               ------------        -----------
       Total Operating Expenses                   2,225,684            209,359
                                               ------------        -----------

Net Loss to Common Stockholders                $ (2,225,684)       $  (209,359)
                                               ============        ===========

Net Loss Per Common Share                      $       (.10)       $      (.06)
                                               ============        ===========

Weighted Average Number
 of Shares Outstanding                           22,319,549          3,650,000
                                               ============        ===========

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

                                      -6-

<PAGE>




                             ENTER TECH CORPORATION
                   CONSOLIDATED STATEMENTS OF CASH FLOWS
                               (Unaudited)

                                                  Nine Months      Nine Months
                                                      Ended           Ended
                                                 September 30,    September 30,
                                                      2000            1999
                                                 -------------    -------------
Cash Flows Operating Activities:
     Net (loss)                                  $(2,225,684)      $ (209,359)
     Adjustment to reconcile net
      (loss) to net cash provided
      by operating activities:
       Depreciation                                    7,984                -
       Stock for services                          1,133,148                -
       (Increase) in note receivable
        related parties                               (7,002)               -
       Increase in accounts payable
        and accrued expenses                         131,684           15,905
       Other                                          28,500                -
                                                  ----------       ----------

  Net Cash (Used in) Operating Activities           (931,370)        (193,454)
                                                  ----------       ----------

Cash Flows from Investing Activities
      (Investment) in equipment                      (68,272)          (5,092)
      Deferred offering costs                       (100,000)               -
                                                 -----------       ----------

  Net Cash (Used in) Investing
   Activities                                       (168,272)          (5,092)
                                                 -----------       ----------

Cash Flows from Financing
 Activities:
   Common stock issued and
    additional paid-in capital                       732,500                -
   Increase in notes payable                         234,194                -
   Increase in payable, related parties              144,979          198,546
                                                 -----------       ----------

  Net Cash Provided by Financing Activities        1,111,673          198,546
                                                 -----------       ----------

(Decrease) in Cash                                    12,031                -
                                                 -----------       ----------

Cash, Beginning of Period                                 14                -
                                                 ===========       ==========

Cash, End of Period                              $    12,045       $        -
                                                 ===========       ==========

Interest Paid                                    $       125       $        -
                                                 ===========       ==========

Income Taxes Paid                                $         -       $        -
                                                 ===========       ==========

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

                                      -7-
<PAGE>


                             ENTER TECH CORPORATION
                   NOTES TO FINANCIAL CONSOLIDATED STATEMENTS
                               September 30, 2000
                                   (Unaudited)


(1)  Condensed Financial Statements
     ------------------------------

The  financial  statements  included  herein  have been  prepared  by Enter Tech
Corporation  without  audit,  pursuant  to  the  rules  and  regulations  of the
Securities and Exchange Commission. Certain information and footnote disclosures
normally  included  in the  financial  statements  prepared in  accordance  with
generally  accepted  accounting  principles  have been  condensed  or omitted as
allowed by such rules and regulations,  and Enter Tech Corporation believes that
the disclosures  are adequate to make the information  presented not misleading.
It is suggested that these financial  statements be read in conjunction with the
December  31, 1999  audited  financial  statements  and the  accompanying  notes
thereto.

While management  believes the procedures  followed in preparing these financial
statements  are  reasonable,  the accuracy of the amounts are in some  respect's
dependent  upon  the  facts  that  will  exist,  and  procedures  that  will  be
accomplished by Enter Tech Corporation later in the year.

The  management  of  Enter  Tech  Corporation  believes  that  the  accompanying
unaudited  condensed  financial  statements  contain all adjustments  (including
normal  recurring  adjustments)  necessary to present  fairly the operations and
cash flows for the periods presented.

(2)  Business Combinations
     ---------------------

On January 7, 2000,  the Company  entered into an agreement  with  Shopping Mall
Online,  Inc.  and  an  individual  whereby  the  Company  acquired  80%  of the
outstanding  common stock of Shopping  Mall Online.  The  consideration  for the
acquisition was 2,400,000  shares of the Company's  common stock.  The agreement
also provides  that if for any reason the Company's  common stock is not trading
above a $1.00 bid price at the time the Rule 144 restrictive legend on the stock
certificate for the 2,400,000  shares of the Company's  common stock is removed,
the Company will issue additional  shares of its common stock to the individual.
The value of the additional  shares to be issued will be equal to the difference
between  $2.4  million  and the value of the  2,400,000  shares of common  stock
issued under the agreement  based on the then  existing bid price.  The business
combination has been accounted for as a purchase.  No goodwill has been recorded
in the  transaction  because the former owner of Shopping Mall Online,  Inc. now
owns 31% of the Company. The 2,400,000 shares of common stock have been recorded
at  predecessor  cost of  Shopping  Mall  Online,  Inc.  All  costs  related  to
development of Shopping Mall Online, Inc. have been expensed.

The  agreement  also provides the voting rights with respect to the common stock
of Shopping Mall Online will remain with the  individual  until the  restrictive
legend on the 2,400,000 shares of the Company's common stock is removed.  If for
any reason the Company is declared insolvent or files for bankruptcy  protection
after the date of the agreement  until the  restrictive  legend on the Company's
common stock is removed, Shopping Mall Online will have the right to rescind the
agreement. Shopping Mall Online has the right under the agreement to appoint one
person nominated by the individual to the board of directors of the Company.


                                      -8-
<PAGE>


                             ENTER TECH CORPORATION
                 NOTES TO FINANCIAL CONSOLIDATED STATEMENTS
                              September 30, 2000
                               (Unaudited)

(2)  Business Combinations, continued
     --------------------------------

Prior to the  foregoing  transaction,  Shopping  Mall Online was owned solely by
this  individual.  This  individual  is also the  principal  owner of  Integrity
Capital, Inc.

On October 27,  2000,  the Company  agreed to sell the  controlling  interest in
Shopping Mall Online back to their management. See note 12.

On April 19, 2000, the Company acquired 80% of the outstanding  shares of common
stock of WavePower, Inc., a development stage company, in exchange for 5,000,000
restricted shares of the Company's common stock under an Acquisition  Agreement.
In addition,  the Company  agreed to reserve  3,000,000  shares of its 5,000,000
authorized  shares of preferred  stock for  issuance as further  payment for the
acquisition to the former sole shareholder of WavePower, Inc. These shares would
be issued  upon  exercise  of an option to be  granted to the  shareholder.  The
option would provide:

     (a)  For a three year term ending April 30, 2003;
     (b)  For an exercise price of $.001 per share
     (c)  For  the  exercise  of up to  1,000,000  shares  during  each  of  the
          following periods during the term of the employment agreement with the
          option holder:  12th and 13th months,  24th and 25th months,  and 35th
          and 36th months.  The option further provides that its exercise of the
          stated amounts during the  respective  periods is further  conditioned
          upon  WavePower,  Inc.  meeting stated amounts of net pre tax profits.
          The acquisition  agreement also provides that The remaining  2,000,000
          authorized  shares of the Company's  preferred  stock may be issued to
          the  existing  member  of the  Company's  management  and  significant
          consultants.

The 5,000,000  shares of restricted  common stock that were issued to WavePower,
Inc.  increased the Company's  outstanding shares of common stock to 12,783,000.
The transaction was recorded at predecessor cost since the 5,000,000 shares were
approximately 39% of the Company's total issued and outstanding shares of common
stock.

Effective  September 26, 2000, the Company rescinded this Plan of Reorganization
and Acquisition.  WavePower,  Inc. has not agreed to return the Company's common
stock nor funds  delivered  to  WavePower  during the period from April 19, 2000
through the date of rescission.

(3)  Marketing and Administration of Sales Agreement
     -----------------------------------------------

The  Company  has  entered  into an  agreement  with a previous  director of the
Company for the marketing and administration of sales through certain identified
locations and the division of profits  after the director has recovered  related
costs.  The  Company  currently  has orders  for the  purchase  of thirty  kiosk
software vending units at $50,000 per unit from a previous director. The Company
received $60,000 of deposits  related to these orders.  The Company is uncertain
whether it will be able to deliver the units and it is not  determinable at this
time whether a refund will be  required.  A  contingency  exists with respect to
this matter, the ultimate resolution of which cannot presently be determined.

                                      -9-
<PAGE>



                             ENTER TECH CORPORATION
                 NOTES TO FINANCIAL CONSOLIDATED STATEMENTS
                              September 30, 2000
                               (Unaudited)

(4)  Basis of Presentation - Going Concern
     -------------------------------------

The  accompanying  financial  statements  have been prepared in conformity  with
generally accepted accounting principles, which contemplates continuation of the
Company as a going concern.  However, the Company has sustained operating losses
since  its  inception  and  has a  net  capital  deficiency.  This  fact  raises
substantial  doubt about the Company's  ability to continue as a going  concern.
Management is attempting to raise additional capital.

In  view  of  these  matters,  realization  of  certain  of  the  assets  in the
accompanying  balance  sheet  is  dependent  upon  continued  operations  of the
Company,  which in turn is  dependent  upon the  Company's  ability  to meet its
financial requirements,  raise additional capital, and the success of its future
operations.  Management  is in the  process of  attempting  to raise  additional
capital and reduce operating  expenses.  Management believes that its ability to
raise additional  capital and reduce  operating  expenses provide an opportunity
for the Company to continue as a going concern.

(5)  Preferred Stock
     ---------------

On April 10, 2000, the board of directors of the Company agreed to establish two
voting trusts in which the Company would place 5,000,000 shares of the Company's
preferred stock. The first trust would contain 3,000,000  preferred shares being
held in reserve  for the  acquisition  of  WavePower,  Inc.  as  outlined in the
definitive agreement.  The second trust would contain 2,000,000 preferred shares
of  Company  stock that will be used for the  benefit  and  distribution  to the
officers,  directors and significant  consultants to the Company with the option
of a distribution  of up to 1,000,000 of these  preferred  shares for additional
compensation as they may, from time to time,  come available to the Company.  As
of  September  30, 2000,  these  1,000,000  preferred  shares were issued to two
directors  and a consultant  of the Company.  The  president of the Company will
retain sole voting rights for both trusts.

The 5,000,000 shares of preferred stock has the following rights, privileges and
limitations:

     (a)  It has a  liquidation  preference  to  receive  any  distributions  in
          liquidation  of the  Company up to the amount of $0.10 per share,  but
          does not participate in any additional distributions,
     (b)  It has the right to vote five votes per share on all issues considered
          by the shareholders
     (c)  It is  convertible  into two shares of common  stock for each share of
          preferred, and;
     (d)  It is callable by the Company upon 30 days written notice at $.001 per
          share,  provided that the holder may convert the preferred into common
          stock during the 30-day period.




                                      -10-
<PAGE>


                             ENTER TECH CORPORATION
                 NOTES TO FINANCIAL CONSOLIDATED STATEMENTS
                              September 30, 2000
                               (Unaudited)


(6)  Equity Financing Agreement
     --------------------------

On March 15, 2000, the Company  entered into a stock  purchase and  subscription
agreement with the Reserve  Foundation  Trust,  whereby the trust is to purchase
6,000,000  restricted  shares of the  Company's  common  stock in  exchange  for
$10,000,000.  When the agreement was signed the trust  provided the Company with
$50,000 in interim debt financing.  That amount was subsequently  increased to a
total of $250,000.  The interim  financing the trust provided the Company in the
amount  of  $250,000  is to be  repaid  in full as per the  terms  of the  Stock
Purchase and  Subscription  agreement on or before May 15, 2000. As of September
30, 2000, the Company has not paid this debt.

On May 4, 2000,  the Trust  indicated  that all conditions to the stock purchase
had been satisfied and that it would go forward with  providing the  $10,000,000
in funds to the Company.  As of June 12, 2000,  $600,000 of the subscribed funds
had been  received.  On July 19, 2000, the Board of Directors of the Company met
to discuss  banking/funding  problems with the Reserve  Foundation  Trust. As of
August 1, 2000,  the  Company  instructed  corporate  counsel to prepare to take
whatever  action  it  deemed  is  appropriate  and in the best  interest  of the
Company.  As of August 11, 2000, counsel had not yet taken action on the matter.
The Company has issued stock  certificates  for the  6,000,000  shares of common
stock to be purchased by the Trust.  These stock certificates are being held for
delivery until the Trust funds the entire stock purchase  amount of $10,000,000.
The Company has recorded  remaining  $9,400,000 to be collected as subscriptions
receivable-cash at September 30, 2000.

(7)  Litigation
     ----------

Litigation  against  the  Company  has been  threatened  during  May,  2000 by a
corporation  which  alleges  that the Company has not  fulfilled an agreement to
issue 1,000,000  shares of the Company's  common stock in  consideration  of the
waiver of any  rights by the  corporation  or  affiliated  entities  to  acquire
WavePower, Inc., which the Company acquired on April 19, 2000. The Company is of
the view that the  conditions  precedent  to the issuance of such stock were not
fulfilled and that the agreement was repudiated.  The Company filed an answer to
the complaint on June 29, 2000. Due to the preliminary stage of the matter,  the
ultimate resolution of this contingency cannot presently be determined.

(8)  Litigation-Former Officer
     -------------------------

During February,  2000 the Company commenced litigation against a former officer
of  the  Company  alleging  failure  of  the  former  officer  to  meet  certain
performance  standards.  The Company is seeking cancellation of the agreement to
issue 750,000  shares of Company  common stock and the payment of $500 per month
compensation  to the former  officer  and the return of 500,000  shares of stock
previously  issued.  A  contingency  exists  with  respect to this  matter,  the
ultimate resolution of which cannot presently be determined.

(9)  Employment/Consulting Contracts
     -------------------------------

On April 15, 2000. the Company renewed a consulting agreement with a director of
the Company,  whereby the director  will receive  $10,000 and various  executive
benefits per month for a period of three years.


                                      -11-
<PAGE>

                             ENTER TECH CORPORATION
                 NOTES TO FINANCIAL CONSOLIDATED STATEMENTS
                              September 30, 2000
                               (Unaudited)


(9)  Employment/Consulting Contracts, continued
     ------------------------------------------

Also on April 15,  2000,  the Company  renewed a  consulting  agreement  with an
individual,  whereby the individual will receive  $10,000 and various  executive
benefits per month for a period of three years.

Also on April 15, 2000,  the Company  entered  into an agreement  with a related
party who is a financial  management  company,  whereby  the related  party will
manage all of its funds.  The  Company  has applied to this entity for a private
placement not to exceed the principal sum of  $10,000,000.  Under the agreement,
the Company shall pay $30,000 as a refundable  deposit plus 10% of the amount of
capital raised or interest earned for the Company. As of September 30, 2000, the
Company  has paid  $100,000 in fees to this  entity and has  accounted  for this
amount as  deferred  offering  costs.  Deferred  offering  costs will be charged
against the proceeds of the offering if  successful.  The offering costs will be
expensed if the offering is not successful.

On April 19, 2000,  the Company  entered into an employment  agreement  with the
president of WavePower,  whereby the president will receive $104,000 and various
executive  benefits  per year for a period  of three  years.  In May  2000,  the
Company's  subsidiary  WavePower  entered into an employment  agreement with its
vice  president,  whereby the vice  president  will receive  $98,000 and various
executive  benefits per year for a period of three years.  These two  employment
agreements  were  rescinded  along  with  the  rescission  of  the  purchase  of
WavePower.

On May 22,  2000,  the Company  entered  into an  employment  agreement  with an
individual  engaged as  President  of the Company,  whereby the  President  will
receive  $9,000 and various  executive  benefits per month for a period of three
years.

Also on May 22, 2000, the Company  entered into an employment  agreement with an
individual to be director of business development,  whereby this individual will
receive  25,000  restricted  shares of the Company and monthly  compensation  as
follows:

         March - May 2000                            $5,000
         June - August 2000                           6,000
         September - November 2000                    7,000
         December 2000 - February 2003                8,000

(10) Marketing and Other Services Agreements
     ---------------------------------------

On June 6, 2000, the Company entered into  agreements with various  companies to
provide  various  marketing and other  services.  The Company  issued  3,125,000
shares of restricted common stock in exchange for their promise to perform these
services  during  the  12-18  month  period   following  the  execution  of  the
agreements.  The Company has recorded 90% of the market value of these shares at
the   time   of   issuance   totaling    $5,273,437   as   stock   subscriptions
receivable-services,  and has charged  $823,523 to an expense  representing  the
services  performed as of  September  30, 2000.  In November  2000,  the Company
rescinded these agreements and requested the 3,125,000 shares be returned to the
Company. See note 12.


                                      -12-
<PAGE>

                             ENTER TECH CORPORATION
                 NOTES TO FINANCIAL CONSOLIDATED STATEMENTS
                              September 30, 2000
                               (Unaudited)


(11) Common Stock
     ------------

During July 2000,  the Company was unable to pay its payroll and payroll  taxes.
The Company  employees agreed to an option of being paid through the issuance of
S-8 stock.  The Company  issued  58,098 in S-8 stock as  compensation  for these
employees during the quarter ended September 30, 2000.

During  August,  2000,  the  Company  hired  an  entity  to  procure  additional
short-term  funding.  As a result,  the Company issued  2,000,000  shares of its
restricted common stock. The entity sold 370,000 shares of such stock to a third
party for $60,000. The Company has received $10,000, the entity received $15,000
in commissions, and the balance of $35,000 remains due and owing to the Company.
The remaining 1,630,000 shares were returned to the Company and canceled.

(12) Subsequent Events
     -----------------

Effective  October 12, 2000, the Company entered into a joint venture  agreement
with an  Internet  service  provider  whereby  the  Company  agreed  to use this
provider as its exclusive  telecommunications "last mile" solutions and Internet
service provider.

Effective October 27, 2000, the Company agreed to sell the controlling  interest
in its subsidiary,  Shopping Mall Online,  Inc. back to management.  The Company
would redeem  1,920,000  shares of the Company's common stock from the president
of Shopping Mall Online,  Inc. in exchange for 1,440,000 shares of Shopping Mall
Online's common stock being held by the Company.  The president of Shopping Mall
Online would retain 480,000 restricted shares of the Company's common stock, and
the Company would retain 480,000 shares of Shopping Mall Online's  common stock.
Also  effective  October 27,  2000,  the Company  entered  into a joint  venture
agreement with an entity whereby the Company agreed to purchase 30 dual terminal
digital  vending  machines at a price of $125,000  plus  expenses  and 60 single
terminal digital vending machines at a purchase price not yet determined  within
three  months.  The Company  agreed to purchase an  additional  30 dual terminal
digital  vending  machines at a price of $125,000  plus  expenses  and 60 single
terminal digital vending machines at a purchase price not yet determined  within
nine months.  The Company is also  responsible to license this technology and to
promote,  develop a market, sell and distribute custom music CD products created
by the  digital  vending  machines.  The  term of this  agreement  shall  become
effective on the date the  manufacturer  receives the first  purchase  order and
shall continue for five years, unless terminated in accordance with the terms of
the agreement.

During  November  2000,  the  Company  rescinded  its  agreements  with  various
companies  to provide  various  marketing  and other  services.  The Company had
issued 3,125,000 shares of restricted common stock in exchange for their promise
to perform these services during the 12-18 month period  following the execution
of the agreements.  The Company  believes that these  companies'  conduct was in
violation of federal  securities  laws,  state securities and common law and has
threatened  to file a  complaint  if the  3,125,000  shares are not  returned by
November 22, 2000.


                                      -13-
<PAGE>

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

     The following  discussion of our plan of operation  should be read together
with the financial  statements  and the related notes in Item 1 of Part I above.
As discussed in the notes to the financial  statements,  there are circumstances
that indicate that Enter Tech may be unable to continue as a going  concern.  We
cannot assure you that our plans in that regard will be  successful  and that we
will be able to continue as a going concern.

OVERVIEW

     Enter Tech is a development  stage company  formed in July 1996 and we have
not yet generated  revenues from our planned principal  operations.  Since Enter
Tech's acquisition in June 1998 of Links Ltd., also a development stage company,
we have focused on attempting to develop a prototype  kiosk, or vending machine,
through which Links had previously  planned to market computer  software,  music
and possibly digital video products stored on disks or computer hard drives.  On
October 27, 2000 Enter Tech entered into a licensing  agreement with Hitdisc,com
Inc., a company which has  developed a similar  commercially  viable kiosk.  For
discussion of proposed  operations under this agreement,  see DESCRIPTION OF OUR
CURRENT  PLAN OF  OPERATION.  We  continue  to focus on a strategy  of  creating
strategic  relationships  with other companies with proprietary  technology that
will help the company meet its goal of providing the highest-level, best-quality
delivery  of  information,  entertainment,  goods  and  services  in  a  digital
environment   and  will  also  compliment  the  kiosk  concepts  and  e-commerce
technologies of the company.

RECENT SIGNIFICANT EVENTS

     On August 2, 2000 Enter Tech entered in an agreement with Profile  Venture,
Ltd to establish  several possible  investment  groups or partners for immediate
funding needs of the company.  The  management of Profile agreed to enter into a
subscription  agreements for a total of one million  dollars in the next 10 days
for two million shares of Enter Tech restricted stock. Due to the urgency of the
financial  situation and the  relationship  with Profile  management,  the board
concluded that sending stock prior to having an executed subscription  agreement
was reasonable,  as Profile management indicated that the stock would be held in
escrow until the funds were  released.  Management  of Profile then  presented a
subscription  agreement to Enter Tech management that was immediately  rejected.
Profile  indicated  that this was only a draft  agreement,  but as  further  due
diligence  was  completed,  Enter Tech found that an agreement  had already been
consummated  and that  funds  for  100,000  shares  at $0.60  per share had been
exchanged  between  Profile and a third  party.  The funds  resulting  from that
transaction were not delivered to Enter Tech. The company  immediately  demanded
delivery of the funds and all remaining stock.  Profile management  returned all
but 270,000 shares and the 100,000 shares that had been sold to the third party.
On further  investigation  Enter Tech found that these  restricted  shares  were
committed  as  part  of  this  contract  as an  escrow  agreement  held  against
registration of the stock for public  trading.  The management and legal counsel
for Enter Tech are aggressively working towards a solution in this matter.


Default on Agreement for $10 Million Equity Financing
-----------------------------------------------------

     On  March  15,  2000,   Enter  Tech  entered  into  a  stock  purchase  and
subscription  agreement with the Reserve  Foundation Trust under which the trust
is to  purchase  6,000,000  restricted  shares  of Enter  Tech  common  stock in
exchange  for cash of $10  million.  When the  agreement  was signed,  the Trust
provided  Enter Tech with  $50,000 in interim  debt  financing.  That amount was
subsequently  increased  to a total  of  $250,000.  On May 4,  2000,  the  Trust
indicated  that all conditions to the stock purchase had been satisfied and that
it would go forward with providing the $10 million in funds to Enter Tech. As of
June 12, 2000,  $600,000 of the subscribed funds had been received.  On July 19,
2000,  the  Board of  Directors  of Enter  Tech met to  discuss  banking/funding
problems with the Reserve  Foundation  Trust.  As of August 1, 2000,  Enter Tech
instructed  corporate  counsel to prepare to take  whatever  action is deemed is
appropriate  and in the best  interest of the officers,  directors,  management,
employees and shareholders of Enter Tech. Counsel delivered an opinion letter to
the management of Enter Tech on this issue on August 17, 2000.  After review,  a
formal  letter from Enter Tech counsel was  forwarded to the known agents of the
Trust on  September 4, 2000  notifying  them of default and a demand to perform.
The Company has not  received  any  response  from the Trust and is  considering
instituting further legal actions and possible collection proceedings.


                                      -14-
<PAGE>


Recision of WavePower Acquisition
---------------------------------

     On April 19, 2000,  Enter Tech  acquired 80% of the  outstanding  shares of
common stock of WavePower,  Inc., a development  stage company,  in exchange for
the issuance of 5,000,000  restricted shares of Enter Tech common stock under an
"Acquisition  Agreement".  In addition,  Enter Tech agreed to reserve  3,000,000
shares of its  5,000,000  authorized  shares of preferred  stock for issuance as
further payment for the acquisition to the former sole shareholder of WavePower.
These  shares  would be issued  upon  exercise of an option to be granted to the
shareholder. On September 12, 2000 Enter Tech Corporation notified management of
WavePower of the formal rescission of the  Reorganization  Agreement dated April
19, 2000,  citing several  material  misrepresentations  as to the  intellectual
property owner by WavePower, the status of the development of Wavepower products
and  services,  the ability of  WavePower  to bring its products and services to
market and the overall  originality and viability of the WavePower concept.  The
letter also served as a demand for return of all stock and funds issued pursuant
to that agreement. The transfer agent has been notified that all shares involved
in this transaction are not to be transferred.


S-8 Stock Registration
----------------------

     In order to continue operations,  the Company approached the employees with
an option to be paid minimum wage in cash with the  remainder of their  salaries
being issued in S-8 stock.  Qualified employees in general agreed to this method
of  payment  and  signed  agreements  to  authorize  this  method of  payment on
September 1, 2000.  The Company  filed a  Registration  Statement on Form S-8 on
September 12, 2000 in the total aggregate amount of 58,098 shares.  Those shares
were issued to employees as  compensation  for the period  ending  September 30,
2000.

New Board Member
----------------

     On  September  1, 2000 the Board of  Directors  of Enter  Tech  Corporation
appointed William H. Carpenter Jr. to the board. This appointment was based upon
the reorganization  agreement with Shopping Mall Online, Inc. and their right to
appoint a member to the board of directors of Enter Tech. Mr.  Carpenter was the
Shopping Mall Online, Inc. designated  appointment.  Mr. Carpenter resigned from
the Enter Tech board upon the buy-back of Shopping Mall Online by its management
as discussed

Termination of Marketing Agreements
-----------------------------------

     On June 6, 2000,  Enter  Tech  Corporation  and 4  companies  entered  into
marketing and service  agreements  for various parts of the world.  On September
13,  2000 Enter Tech  formally  notified  each group that their  contracts  were
cancelled  because of lack of  performance  and  potential  legal issues and all
3,100,000  restricted  common  stock  issued for future  services be returned to
Enter Tech immediately. Those companies are:

         Profile Venture, Ltd,.                               800,000 shares
         The Challenge, Ltd,                                  900,000 shares
         Skyline Marketing Associates, Ltd.                   825,000 shares
         Wall Street Relations Group                          300,000 shares

The  transfer  agent  has  been  notified  that  all  shares  involved  in  this
transaction are not to be transferred.


NCG Joint Venture Agreement
---------------------------

     On October 13, 2000,  Enter Tech  Corporation  entered into a joint venture
agreement with Northern  Communications Group, Inc. (NCG) to provide "last mile"
communications  solutions and management for  connectivity  of the HitDisc music
kiosks and other projects requiring communications  expertise. NCG has also been
developing a high speed,  wireless  Internet  Service Provider (ISP) system that
will be  deployed  as part of the last  mile  solutions,  not only for the kiosk
projects, but for other business to business market segments.

                                      -15-
<PAGE>


Hitdisc.com, Inc. Licensing Agreement
-------------------------------------

     On October  27,  2000,  Enter Tech  Corporation  entered  into a  licensing
agreement  with  Hitdisc.com,  Inc.  whereas  Enter  Tech  will  capitalize  the
production  of the Hitdisc  "ZapDisc"  (TM) kiosk and assist in the placement of
the equipment. Hitdisc will provide all management of operational aspects of the
kiosk, including royalties, software programming, and daily information updates.
As part of the agreement,  NCG will be responsible for communications for kiosks
purchased and deployed by Enter Tech as part of the licensing agreement.


Shopping Mall Online, Inc. Buys Back Company
--------------------------------------------

     On October 27, 2000, Enter Tech Corporation  agreed to sell the controlling
interest in its  subsidiary,  Shopping  Mall  Online,  Inc.  (SMO) back to their
management.  The  change  of  control  will  consist  of SMO and  its  principal
shareholder,  Robert  Pratt Jr.  returning  the  majority of Enter Tech stock in
exchange returning control of the company to management. SMO will retain 480,000
shares of Enter Tech restricted common stock.  Enter Tech will retain a minority
stock  position in Shopping  Mall Online with  480,000  shares of SMO stock.  In
addition, William H. Carpenter, Jr. recently appointed to the board of directors
of Enter Tech  Corporation,  will resign  immediately  and take a similar  board
position with Shopping Mall Online, Inc.

     The current number of shares issued and  outstanding as of September 30 was
24,153,004 shares, which includes 303,098 shares of additional restricted common
stock issued for S-8 employees stock, and several subscription  agreements prior
to September 30, 2000 as outlined in Item 2 of this document.  However it should
be noted that 6,000,000  shares issued as part of the Reserve  Foundation  Trust
Subscription  Agreement are being held by the Company and have not been reverted
back to treasury. In addition,  1,920,000 shares of Enter Tech restricted common
stock have been returned to the Company as part of the buy-back  agreement  with
management of Shopping Mall Online,  Inc. These shares have not been reverted to
treasury.  Profile Venture,  Ltd. returned 1,630,000 shares of restricted common
stock that have not been reverted to treasury. Approximately 9,550,000 shares of
Enter  Tech  stock  is ready as of the date of this  filing  to be  returned  to
treasury,  bringing the total number of Enter Tech shares issued and outstanding
to 14,603,004. The 5,000,000 restricted shares of Enter Tech common stock issued
as part of the  Wavepower,  Inc  acquisition  will  subsequently  be returned to
treasury once the  rescission  of the  acquisition  is finalized.  The 3,100,000
shares of stock issued to the marketing  groups are described above will also be
reverted to treasury once received by the company. Pending unforeseen issues and
complications,  the total  number of shares of Enter Tech  common  stock will be
reduced  by  approximately  17,650,000  shares.  The total  amount of Enter Tech
Corporation  shares  issued  and  outstanding  could  potentially  be reduced to
approximately 6,503,004 shares.


DESCRIPTION OF OUR CURRENT PLAN OF OPERATION

     On October 27, 2000 Enter Tech  entered  into a  licensing  agreement  with
Hitdisc.com,  Inc., a manufacturer  of a kiosk  compatible  with the concept and
design of the company. The agreement calls for Enter Tech to purchase and deploy
the Hitdisc kiosks and to provide the  communications  infrastructure  for those
units in conjunction with NCG. Hitdisc.com, Inc. will provide management for the
entire kiosk system including management of royalties,  software development and
all normal operational aspects. Northern Communications Group, Inc. entered into
a joint venture agreement with Enter Tech on October 13, 2000, whereas they will
be the  exclusive  provider  of  communications  needs for Enter  Tech  projects
including all  communications  installation and management for the Hitdsic kiosk
purchased  and deployed by Enter Tech. We cannot assure you that we will ever be
able to develop a commercially  successful kiosk, nor can we assure you that any
kiosk  concept  licensed  from  another  company will be a  commercially  viable
product.

     We have not  established a specific  level of revenues,  earnings or assets
below which we would not  consider a potential  target  company for an alliance.
Moreover,  we may identify an  attractive  target  company that may currently be
generating losses but which we believe has a promising  business plan and viable
products.  Although  we plan to proceed  with what we believe is an  appropriate
level of due diligence in implementing this strategy,  we cannot assure you that
any alliance will be  successful  or that we will achieve the expected  benefits
from the transaction.


                                      -16-
<PAGE>


LIQUIDITY AND CAPITAL RESOURCES

     As of  September  30,  2000,  Enter Tech had  $12,045 in cash,  and current
liabilities  of  $1,011,009.  This  represented  a working  capital  deficit  of
$998,964.

     As of  September  30,  2000,  Enter Tech had no  material  commitments  for
capital expenditures and no plans to pay dividends to its shareholders.

     Since the Company can only assume that the Reserve Foundation Trust private
placement will not completed, and that another source of substantial funding has
not  yet  been  finalized,  Enter  Tech  anticipates  that it may not be able to
maintain a  development  schedule  that may still move the projects  forward and
Enter Tech will be dependent upon the acquisition of additional  capital to fund
its operations over the next 12-month period.

     Enter Tech has established a marketing strategy and licensing  agreement in
conjunction with  Hitdisc.com,  Inc. to purchase and deploy their music kiosk in
various  retail  locations  around the  country.  We cannot  assure you that any
commercially favorable  relationships with prospective licensees or placement of
their kiosks in retail outlets will be  established.  There is no assurance that
the  kiosks  will  function  as planned  by Enter  Tech and  Hitdisc,  or can be
manufactured  at a unit cost  commercially  favorable  to Enter Tech.  We cannot
assure you that Enter Tech will be able to generate any  revenues  from sales or
that any sales will be made of kiosks or from kiosk vending operations.

     NCG's  technology is designed to enhance the kiosk  operational  design and
provide  potential  customers  via wireless  connectivity  in the mall or retail
location in addition to the business to business market segment NCG has targeted
as part of  their  marketing  plan..  The  agreement  with NCG may  enhance  the
effectiveness of the Hitdisc kiosk commerce activity and vice versa.  Additional
employees will be required to continue the  development  process of the services
provided by NCG, most of who are expected to be technical professionals. However
it is anticipated that these individuals will be in the employ of NCG, not Enter
Tech.

     We are currently  evaluating the projected capital needs for the deployment
of the kiosk in  conjunction  with  Hitdisc.com,  Inc. and for  operation of the
agreement with NCG.


CAUTIONARY INFORMATION ABOUT FORWARD-LOOKING STATEMENTS

     This discussion contains forward-looking  statements that involve risks and
uncertainties.  All statements included in this report, other than statements of
historical  facts,  that  address  activities,  events or  developments  that we
expect,   believe  or  anticipate   will  or  may  occur  in  the  future,   are
forward-looking statements.  These forward-looking statements include statements
about:

     The future  anticipated  direction of the high  technology  and  e-commerce
     industries,

     Planned licensing agreements with operating companies

     Planned acquisitions of operating companies,

     Planned capital and operating expenditures,

     Future funding sources,

     Anticipated revenues and sales growth, and

     Overall business strategies.

     These  forward-looking  statements are subject to a number of  assumptions,
     risks and uncertainties, including such factors as:


                                      -17-
<PAGE>



     Technological  developments and consumer preferences in the high technology
     and e-commerce industries,

     The  risk  of  potential  litigation  on the  rescission  of the  WavePower
     Reorganization Agreement,

     Expected benefits from  development,  expansion and integration of alliance
     companies,

     Competition in the markets for our planned businesses,

     The availability of adequate financing,

     Dependence on existing management, and

     Changes in laws or regulations affecting our plan of operation.

     We caution you that our  forward-looking  statements  are not guarantees of
future performance and that actual results or developments may differ materially
from those expressed or implied by the forward-looking statements.



                                      -18-
<PAGE>


                          PART II -- OTHER INFORMATION


ITEM 1.  LEGAL PROCEEDINGS.
-------  ------------------

     Except as set  forth  herein  the  Company  is not a party to any  material
pending legal  proceedings;  nor are any such proceedings  involving the Company
contemplated by a governmental authority to the knowledge of the Company.

     On February  24, 2000,  the Company  initiated a civil action by it against
Jerry Stiles,  a/k/a Gerald C. Stiles, a former officer of and consultant to the
Company,  in the District Court of Douglas County,  Colorado and Stiles answered
with a counterclaim as described in the 10QSB filing for the period ending March
31, 2000. As of Oct 13, 2000, there has been no material change in the status of
this suit.

     On May 25,  2000,  claimant  David M.  Matus in  District  Court of Larimar
County,  Colorado  named  Enter  Tech as a party  in a suit  along  with 7 other
defendants as described in the Second Quarter 10-QSB.There has been no discovery
to date and the case is its early stages,  we cannot predict the outcome of this
litigation at this time.


ITEM 2.   CHANGES IN SECURITIES.
-------   ----------------------

     RECENT SALES OF UNREGISTERED SECURITIES

     For the period July 1, 2000 through October 13, 2000, Enter Tech issued the
following securities without registration under the Securities Act of 1933.

     On August 2, 2000 Enter Tech entered in an agreement with Profile  Venture,
Ltd to  establish  several  possible  investment  groups or partners  for future
funding needs of the company.  The  management of Profile  indicated  that there
would be subscription  agreements for a total of one million dollars in the next
10 days. Enter Tech arranged for stock to be issued with instructions to be held
in  escrow  until  such a time as these  fund  and  agreements  were  finalized.
Management  of Profile  then  presented a  subscription  agreement to Enter Tech
management that was immediately rejected. Profile indicated that this was only a
draft  agreement,  but as further due diligence was completed,  Enter Tech found
that  the  agreement  had  already  been  consummated  and that  funds  had been
exchanged  between  Profile and a third party.  Those funds  resulting from that
transaction were not delivered to Enter Tech. The company  immediately  demanded
delivery  of the funds  and all  remaining  stock  held in the  escrow  account.
Profile  management  returned all but 370,000 shares.  On further  investigation
Enter Tech found that these  restricted  shares were  committed  as part of this
illegal contract as an escrow  agreement held against  registration of the stock
for public trading.

     On August 18, 2000 Enter Tech sold 25,000 shares of restricted common stock
to Larry G. and Donna J. Heinrich at $.50 per share for a total of $25,000 cash.
An  additional  20,000 shares were sold to them on August 28, 20,000 at $.50 per
share for a total of $10,000.  These  securities  were sold in reliance upon the
exemption from the registration  requirements of Section 5 of the Securities Act
as a  transaction  not  involving a public  offering  under  Section 4(2) of the
Securities Act. Ms. Paula  Kanervikkoaho acted as a finder in these transactions
for a fee of $2,250.  These  securities  were sold  pursuant  to  written  Stock
Purchase and Subscription  Agreements The material information on Enter Tech and
its securities was made available to the purchasers and Certificates were issued
as "restricted securities" as defined under the Securities Act. The Certificates
issued representing these securities contain a restrictive legend denoting their
status as restricted securities.

     On August 22, 2000 Enter Tech  entered a stock  purchase  and  Subscription
Agreement  with Arthur Hogan wherein  50,000  shares of restricted  common stock
were exchanged for $25,000 cash.  These securities were sold pursuant to written
Stock Purchase and  Subscription  Agreements  The material  information on Enter
Tech and its securities  was made  available to the purchasers and  Certificates
were issued as "restricted  securities" as defined under the Securities Act. The
Certificates  issued  representing these securities contain a restrictive legend
denoting their status as restricted securities.


                                      -19-
<PAGE>


     On August 28, 2000 Enter Tech  entered a stock  purchase  and  Subscription
Agreement  with Sorosto  Construction,  Inc. and Barry  Shefner  wherein  50,000
shares of  restricted  common  stock were  exchanged  for  $25,000  cash.  These
securities  were sold  pursuant  to  written  Stock  Purchase  and  Subscription
Agreements.  The material  information on Enter Tech and its securities was made
available  to  the  purchasers  and  Certificates  were  issued  as  "restricted
securities"  as  defined  under the  Securities  Act.  The  Certificates  issued
representing these securities contain a restrictive legend denoting their status
as restricted securities.

     On September 7, 2000 Enter Tech entered a stock  purchase and  Subscription
Agreement with Joe Pike wherein  100,000 shares of restricted  common stock were
exchanged for $50,000 cash. These securities were sold pursuant to written Stock
Purchase and Subscription  Agreements The material information on Enter Tech and
its securities was made available to the purchasers and Certificates were issued
as "restricted securities" as defined under the Securities Act. The Certificates
issued representing these securities contain a restrictive legend denoting their
status as restricted securities.

     All of the above  securities  were sold in reliance upon the exemption from
the  registration  requirements  of  Section  5  of  the  Securities  Act  as  a
transaction no involving a public  offering under Section 4(2) of the Securities
Act. No person acted as an  underwriter  with respect to the  issuances of these
securities and no underwriting  discounts or commissions  were paid theron.  The
securities were acquired for investment and issued as "restricted securities" as
defined under the Securities Act.


ITEM 3.   DEFAULTS IN SENIOR SECURITIES
-------   -----------------------------

     Not Applicable


ITEM 4.   SUBMISSION OF MATTERS TO A VOTE OF SECURITES HOLDERS
-------   ----------------------------------------------------

     Not Applicable


ITEM 5.   OTHER INFORMATION.
-------   ------------------

     Not Applicable


ITEM 6.   EXHIBITS AND REPORTS ON FORM 8-K.
-------   ---------------------------------

     (a)  Exhibits. The following Exhibits are furnished as part of this report:

          Exhibit 27.1 - Financial Data Schedule

     (b)  Reports on Form 8-K

          A report  on Form 8-K  dated  September  12,  2000 was  filed  for the
          Company  on October 3, 2000  containing  information  in Item 5 on the
          rescission of Wavepower,  Inc.  transaction.  No financial  statements
          were filed with the report.

                                      -20-
<PAGE>


                                   SIGNATURES
                                   ----------

     In accordance  with the Exchange Act, the registrant  caused this report to
be signed on its behalf by the undersigned, thereunto duly authorized.

                                      ENTER TECH CORP.

Dated:  November 17, 2000             By: /s/ Sam Lindsey
                                         ---------------------------------------
                                         Sam Lindsey, Chairman and Chief
                                         Financial Officer




                                      -21-