SECURITIES AND EXCHANGE COMMISSION
                               WASHINGTON DC 20549



                                   FORM 10-KSB

(Mark One)
|X|      ANNUAL REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT
         OF  1934.
                       For the fiscal year ended  December 31, 2001

OR

|_|      TRANSITION REPORT UNDER SECTION 13 OR 15 (d) OF THE SECURITIES EXCHANGE
         ACT OF 1934.

           For the transition period from                  to

                        Commission file Number 000-13628

                         TRIDON ENTERPRISES INCORPORATED
                 ----------------------------------------------
                 (Name of Small Business Issuer in Its Charter)

                    Colorado                              13-3183646
        ----------------------------                 -------------------
        (State or other Jurisdiction                  (I.R.S. Employer
                of Incorporation)                    Identification No.)


   Room 1305, 13/F Progress Commercial
   Building, 7-17 Irving Street, Causeway Bay,
                 Hong Kong
   --------------------------------------------             -----------------
     (Address of Principal Executive Offices)                  (Zip Code)

                                 (852) 2972-2772
                 -----------------------------------------------
                (Issuer's Telephone Number, Including Area Code)

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

              Title of Each Class                   Name of Each Exchange
              -------------------                   ---------------------

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

                         Common Stock, par value $0.001
                         ------------------------------
                                (Title of Class)
<PAGE>


         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 we was  required to file such  reports),  and (2) has been
subject to such filing requirements for past 90 days.

Yes      X            No
     ---------           -----------

         Check if there is no  disclosure  of  delinquent  filers in response to
Item 405 of Regulation S-B is not 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-SKB. |X|

         State issuer's revenue for its most recent fiscal year  $     0
                                                                 --------------

         State the aggregate  market value of the voting and  non-voting  common
equity held by  non-affiliates  computed by  reference to the price at which the
common equity as sold, or the average bid and asked price of such common equity,
as of a specified  date within the past 60 days (See  definition of affiliate in
Rule 12b-2 of the Exchange Act.). $3,189,600.
                                  ----------

         Note. If  determining  whether a person is an affiliate will involve an
unreasonable  effort and expense,  the issuer may calculate the aggregate market
value of the common  equity held by  non-affiliates  on the basis of  reasonable
assumptions, if the assumptions are stated.

                   ISSUERS INVOLVED IN BANKRUPTCY PROCEEDINGS
                           DURING THE PAST FIVE YEARS

         Check whether the issuer has 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 REGISTRANTS

         State the number of share  outstanding of each of the issuer's  classes
of common equity, as of the latest  practicable date. As of April 15, 2002 there
                                                      --------------------------
were 99,115,169 shares of common stock issued and outstanding
-------------------------------------------------------------

         Transitional Small Business Disclosure Format (check one):

       Yes                 No       X
          --------               --------



<PAGE>

<TABLE>

                         TRIDON ENTERPRISES INCORPORATED
                                   FORM 10-KSB
                                      INDEX

                                                                                     Page

                                     PART I

<S>        <C>                                                                          <C>
Item 1.    Description of Business......................................................1

Item 2.    Description of Properties....................................................7

Item 3.    Legal Proceedings............................................................7

Item 4.    Submission of Matters of a Vote of Security Holders..........................7

                              PART II

Item 5.    Market for Registrant's Common Equity and Related
           Stockholder Matters..........................................................8

Item 6.    Management's Discussion and Analysis of Financial6
           Condition and Results of Operations..........................................8

Item 7.    Financial Statements........................................................10

                             PART III

Item 8.    Directors and Executive Officers, Promoters and Control Persons;
           Compliance with Section 16(a) of the Exchange Act...........................11

Item 9.    Executive Compensation......................................................13

Item 10.   Security Ownership of Certain Beneficial Owners and Management..............13

Item 11.   Certain Relationships and Related Transactions..............................15

Item 12.   Exhibits, List and Reports on Form 8-K......................................15

Signatures  ...........................................................................16

Financial Statements...................................................................F-1
</TABLE>


<PAGE>


                                     PART I


ITEM 1.  Description of Business.

         When used in this Form  10-KSB,  the  words  "expects,"  "anticipates,"
"estimates"  and similar  expressions  are intended to identify  forward-looking
statements.  Such statements are subject to risks and  uncertainties,  including
those set forth below under "Risks and  Uncertainties,"  that could cause actual
results  to  differ  materially  from  those  projected.  These  forward-looking
statements  speak  only  as of  the  date  hereof.  We  expressly  disclaim  any
obligation or  undertaking  to release  publicly any updates or revisions to any
forward-looking  statements  contained  herein  to  reflect  any  change  in our
expectations  with  regard  thereto  or any  change  in  events,  conditions  or
circumstances  on which any statement is based.  This discussion  should be read
together with the financial statements and other financial  information included
in this Form 10-KSB.

CORPORATE HISTORY

         We were  incorporated  in the State of  Colorado in 1986 under the name
Hammer Computer Systems,  Inc. a Colorado  corporation.  In late 1989, we merged
with Tridon Development Corporation, a Missouri Corporation and changed our name
to Tridon Corporation.

         On April 21,  1999,  Mr. Paul  Ebeling,  Chairman  and Chief  Executive
Officer of we tendered his  resignation  from all positions with we for personal
reasons his  resignation  was accepted by Board of Directors  and was  effective
immediately.

         On  December  10,  2001,  pursuant  to a share  exchange  agreement  we
acquired from Alpha Sky Investment  Limited all of Alpha Sky's equity  interests
in Accuhigh  Investments  Limited, a British Virgin Islands company and Tidy Sum
Investments Limited, a British Virgin Islands company in exchange for 10,000,000
shares of our convertible  preferred stock which shares of convertible preferred
stock  are  convertible  into  900,000,000  shares  of  our  common  stock.  For
accounting  purposes,  this acquisition will be treated as a recapitalization of
Alpha Spacecom Company Limited ("ASC") with Alpha Sky Investment  Limited as the
acquirer.

         On  December  10,  2001,  Xuedong  Hu,  Fung  Sien  and Wai Man Yu were
appointed as members of the board of  directors.  Brian Brick  resigned from the
position of Chief  Executive  Officer.  The directors then elected Xuedong Hu as
the Chairman of the Board and Chief Executive Officer and appointed Mr. Brick as
the Chief Operating Officer.

OPERATIONS

         Prior to the merger with Alpha, we were seeking strategic  partnerships
with  companies in the satellite  business.  However,  due to the  difficulty in
raising  additional  working  capital to execute our business  plans,  we ceased
operations in April 2001.

         After the  acquisition on December 10, 2001 of Alpha, we have continued
the operations of Alpha.

                                       1
<PAGE>


         Background

         Alpha is organized  under the laws of the British Virgin Islands and is
engaged  in the  operation  of a  satellite  related  business  in the  People's
Republic  of China.  ASC is the  operating  subsidiary  of Alpha Sky  Investment
Limited.  ASC was  incorporated  in Hong Kong in  December  of 1998.  Alpha is a
development state company and has very limited operations to date due to lack of
capital.

         Alpha's  objective  is to  develop  a Ka band  communication  satellite
system  ("Alphacom  System")  that  will  provide  broadband  telecommunications
services  to China  and its  neighboring  Asia  Pacific  countries.  If and when
completed,  the  Alphacom  System  will  provide  a wide  bandwidth,  high  data
throughput,  low cost, and high  efficiency  broadcast and  communications  SPPV
platform.  We plan to achieve this  objective  by  negotiating  agreements  with
providers of satelites and through our in-house research and development.

         Technology

         The  term  "Ka-band"  refers  to the  range  of  frequency  at  which a
satellite  communicates.  There  are three  bands  which  are  commonly  used in
geosynchronous satellite  telecommunications:  Ku-band, C-band, and Ka-band. FSS
Ku-band  covers the range  between 12.25 and 12.75 GHz downlink and is typically
used for television broadcast and  telecommunications  with a beam coverage of a
subcontinent.  The  relatively  high  power of  Ku-band  satellite  enables  the
receiver dish to be  significantly  smaller than the one required by C-band.  In
contrast,  C-band satellites,  which use the frequency range between 3.7 and 4.2
GHz downlink,  are able to reach relatively  larger coverage areas but require a
receiver dish much larger in diameter.

         Ka-band  operates in the range of 20 to 30 GHz. It is used by broadband
multimedia  companies because it has sufficient bandwidth to support the demands
of broadband multimedia  applications.  The wide frequency bandwidth allows data
to be  transmitted at a relatively  higher data rate and allows for  interactive
broadband    services.    NASA's   ACTS   satellite   system   is   capable   of
gigabit-per-second communication.  According to the Vision group, the commercial
use of these systems are capable of transmitting  1.5 Megabytes per second which
is 150 times as fast as data can be transmitted over phone lines.

         Ka-band,  for example,  can be used with any of the orbits.  Ka-band is
preferred because it offers 4-7 times the spectrum of other bands, thus allowing
it to deliver higher  bandwidth.  The bandwidth is necessary due to the types of
services that may run on the network. These services include:

         Voice Telephony o Interactive Data
         Videotelephony o Multimedia Business Access
         Medical and Technical Imaging
         CAD/CAM
         TV and Audio Broadcast Transmission
         Interactive TV and video on demand

Other possible services include:

         Point-to-Point Broadcast Feeds
         Satellite News Gathering
         Aeronautical and Maritime Mobile Telecommunications

                                       2
<PAGE>

         Market Overview

         China has approximately  300 million  television  viewers.  The viewing
habits and viewing  interest  vary from region to region in China,  as education
levels,   demographics,   nationalities,   culture,  dialects,   languages,  and
traditions  vary in  different  parts of the  country.  This has  resulted  in a
segmented  market that the  traditional  means of television  broadcast does not
adequately address. An interactive and video on demand type system would address
many of the needs of this  segmented  market.  A platform  that can provide high
bandwidth,  high data rate, low cost, and  interactivity is a necessity.  If and
ever    developed,    the    Alphacom    System   will   provide   a   broadband
Satellite-Pay-Per-View  ("SPPV")  platform to enable  interactivity and video on
demand.

         ASC has been in discussions  with the China's State  Administration  of
Radio,  Film and Television  ("SARFT") and China  Broadcasting  Film  Television
Satellite  Company  ("CBSat") for the past two years to develop a broadband SPPV
platform.

         With China's entry into World Trade Organization,  it is projected that
China's  media market will  gradually be  liberalized  resulting in  non-Chinese
media  companies  being able to access the China market.  These media  companies
require a low cost and high capacity platform to bring their television programs
to the Chinese viewers.

         Management  believes that,  once  developed,  the Alphacom  System will
address  this  growth  need.  The  Alphacom  System is not only  limited to SPPV
platform.  Vice Minister Lu Xinkui of China's  Ministry of Information  Industry
(MII),  at the  second IT Forum  organized  by China  Computerworld,  one of the
largest IT media groups in the nation,  asserted that, as broadband data becomes
more important in the telecom market, driven by users' demand for more data at a
faster speed, China's IT industry revenue is expected to double in the next four
years to US$240 billion. According to the latest statistics released on December
3, 2001 by China Internet Network Information Center, China's internet bandwidth
of international  exit was up to 5724 MHz by the end of September,  2001, nearly
twice a much as in the prior year. Management believes that, once developed, the
Alphacom  System  will be able to satisfy  this demand in a  cost-effective  way
compared  to the  terrestrial  counterpart.  The  system  will  serve to provide
extension and backup to the terrestrial  means -- fixed and mobile -- as well as
the "last mile"  connectivity,  thanks to its unique capability of reach and the
inherent advantage of availability.

         Business Partners

         Pursuant to the terms of a Memorandum of Understanding, Lockheed Martin
Commercial  Space  Systems  is working  with ASC to develop a system  design and
commercial proposal to meet ASC's requirements for the Alphacom System.  Under a
turnkey contract currently in negotiation, Lockheed will provide design, supply,
installation and integration of the ground network and  satellite(s),  including
launch vehicles for implementation of the Alphacom System.


                                       3
<PAGE>

         Pursuant to the terms of a Memorandum of  Understanding  with CBSat,  a
division  of the  SARFT,  ASC is  developing  a project  to  construct,  launch,
maintain  and  operate KA band  satellites  for  distribution  of news,  sports,
entertainment,  and SPPV services in China. No definitive agreement has yet been
reached although the parties are discussing a more formal relationship.

         Through Alpha, the Company also has a five percent (5%) equity interest
in each of Vertex  Corporation,  Vertex  Corporation  Marketing,  Tridon  Energy
Resources, Tridon Communications and Tridon Com.com.

BUSINESS STRATEGY AND MARKET DEVELOPMENT

         Our business  strategy is to capitalize on the opportunities for growth
in our core business  through  strategic  alliances and  developing  the Ka band
communication system.

SEASONALITY

         Our business is not affected by seasonal fluctuations.


COMPETITION

         We  believe  that we have a  competitive  advantage  because  we employ
skilled  personnel  who have been  trained  for and have  experience.  Principal
competitive  factors are proprietary  technology,  customer  service,  technical
support, delivery and price.


RESEARCH AND DEVELOPMENT

         Our ongoing  research and development  program  involves the design and
development of the application  software SPPV platform that will serve the needs
of the vast TV customers in China.  The research and  development  department is
staffed with experienced design engineers.


EMPLOYEES

         At December 31, 2001, we had 10 employees.


GOVERNMENTAL REGULATION OF OUR OPERATIONS IN CHINA

         All of our  subsidiary  companies  operate  from  facilities  that  are
located  in the  People's  Republic  of China.  Accordingly,  our  subsidiaries'
operations must conform to the governmental regulations and rules of China.




                                       4
<PAGE>

         The Chinese Legal System

         The practical effect of the People's  Republic of China legal system on
our business operations in China can be viewed from two separate but intertwined
considerations.  First,  as a matter of  substantive  law, the Foreign  Invested
Enterprise laws provide significant protection from government interference.  In
addition,  these laws  guarantee the full enjoyment of the benefits of corporate
Articles and contracts to Foreign Invested Enterprise participants.  These laws,
however,  do impose  standards  concerning  corporate  formation and governance,
which are not qualitatively  different from the General  Corporation Laws of the
several  states.  Similarly,  the  People's  Republic of China  accounting  laws
mandate  accounting  practices,  which  are not  consistent  with  US  Generally
Accepted Accounting Principles. The China accounting laws require that an annual
"statutory  audit" be performed in accordance  with  People's  Republic of China
accounting  standards  and  that  the  books  of  account  of  Foreign  Invested
Enterprises are maintained in accordance with Chinese  accounting laws.  Article
14 of the  People's  Republic  of  China  Wholly  Foreign-Owned  Enterprise  Law
requires a Wholly  Foreign-Owned  Enterprise to submit certain  periodic  fiscal
reports and statements to designate  financial and tax authorities,  at the risk
of business license revocation.

         Second,  while the  enforcement of  substantive  rights may appear less
clear than United States procedures, the Foreign Invested Enterprises and Wholly
Foreign- Owned Enterprises are Chinese registered companies which enjoy the same
status as other Chinese  registered  companies in  business-to-business  dispute
resolution.  Because the terms of the respective Articles of Association provide
that all business disputes pertaining to Foreign Invested  Enterprises are to be
resolved by the  Arbitration  Institute of the Stockholm  Chamber of Commerce in
Stockholm, Sweden applying Chinese substantive law, the Chinese minority partner
in our joint venture companies will not assume a privileged  position  regarding
such  disputes.  Any award  rendered  by this  arbitration  tribunal  is, by the
express  terms  of  the  respective  Articles  of  Association,  enforceable  in
accordance  with  the  "United   Nations   Convention  on  the  Recognition  and
Enforcement  of Foreign  Arbitral  Awards  (1958)."  Therefore,  as a  practical
matter,  although no assurances can be given, the Chinese legal  infrastructure,
while  different in operation  from its United  States  counterpart,  should not
present  any  significant  impediment  to  the  operation  of  Foreign  Invested
Enterprises.

         Economic Reform Issues

         Although  the majority of  productive  assets in China are owned by the
Chinese  government,  in the past several years the government  has  implemented
economic reform measures that emphasize  decentralization  and encourage private
economic activity. Because these economic reform measures may be inconsistent or
ineffectual, there are no assurances that:

o        We will be able to capitalize on economic reforms;
o The Chinese  government will continue its pursuit of economic reform policies;
o The  economic  policies,  even if  pursued,  will be  successful;  o  Economic
policies  will not be  significantly  altered from time to time;  and o Business
operations in China will not become subject to the risk of nationalization.

                                       5
<PAGE>

         Negative impact upon economic reform policies or nationalization  could
result in a total investment loss in our common stock.

         Since 1979, the Chinese  government has reformed its economic  systems.
Because many reforms are unprecedented or experimental,  they are expected to be
refined and improved.  Other  political,  economic and social  factors,  such as
political  changes,  changes in the rates of economic  growth,  unemployment  or
inflation,  or in the  disparities in per capita wealth  between  regions within
China, could lead to further readjustment of the reform measures.  This refining
and readjustment process may negatively affect our operations.

         Over the last few years,  China's  economy has registered a high growth
rate.  Recently,  there  have been  indications  that  rates of  inflation  have
increased.  In response,  the Chinese government  recently has taken measures to
curb  this  excessively   expansive   economy.   These  measures  have  included
devaluations  of  the  Chinese  currency,   the  Rennin,   restrictions  on  the
availability of domestic credit,  reducing the purchasing  capability of certain
of its  customers,  and limited  re-centralization  of the approval  process for
purchases of some  foreign  products.  These  austerity  measures  alone may not
succeed in slowing down the economy's  excessive expansion or control inflation,
and may  result in severe  dislocations  in the  Chinese  economy.  The  Chinese
government may adopt additional measures to further combat inflation,  including
the establishment of freezes or restraints on certain projects or markets. These
measures  may  adversely  affect  our  telephone  communications   manufacturing
company's operations.

         To date reforms to China's economic system have not adversely  impacted
our  operations  and are not  expected to  adversely  impact  operations  in the
foreseeable  future;  however,  there can be no  assurance  that the  reforms to
China's economic system will continue or that we will not be adversely  affected
by changes in China's political,  economic, and social conditions and by changes
in policies of the Chinese government,  such as changes in laws and regulations,
measures  which may be introduced to control  inflation,  changes in the rate or
method of taxation, imposition of additional restrictions on currency conversion
and  remittance  abroad,  and  reduction in tariff  protection  and other import
restrictions.

         China's Accession into the WTO

         On November 11,  2001,  China signed an agreement to become a member of
the World Trade Organization sometimes referred to as the WTO, the international
body that sets most  trade  rules,  further  integrating  China  into the global
economy and  significantly  reducing  the  barriers to  international  commerce.
China's  membership  in the WTO was  effective on December  11, 2001.  China has
agreed upon its accession to the WTO to reduce tariffs and non-tariff  barriers,
remove  investment  restrictions,  provide trading and  distribution  rights for
foreign firms, and open various service sectors to foreign competition.  China's
accession to the WTO may  favorably  affect our business in that reduced  market
barriers and a more transparent investment environment will facilitate increased
investment  opportunities  in China,  while  tariff  rate  reductions  and other
enhancements will enable us to develop better investment  strategies and attract
investment capital. In addition, the WTO's dispute settlement mechanism provides
a credible and effective tool to enforce members' commercial rights.  Also, with
China's  entry to the WTO,  it is  believed  that the  relevant  laws on foreign
investment in China will be amplified and will follow common practices.

                                       6
<PAGE>


ITEM 2.  Properties.

         We  are  headquartered  in  Hong  Kong  at  Room  1305,  13/F  Progress
Commercial  Building,  7-17 Irving Street,  Causeway Bay, Hong Kong, and conduct
our operations at facilities  located in 11B11,  Han Wei Plaza,  No. 7 Guang Hua
Road, Chao Yang District,  Beijing, China. We believe that our facilities are in
good  condition  and  provide  adequate  capacity  to meet the our needs for the
foreseeable future.

         The  following  table sets forth  certain  information  relating to our
principal facilities:


         Location                       Principal Uses         Approx Sq. Ft.
  -----------------------         -------------------------    --------------
  Causeway Bay, Hong Kong         Operations and Management        400

      Beijing, China              Operations and Management       3,300


ITEM 3.  Legal Proceedings.

         We are not a party to any pending or to the best of its knowledge,  any
threatened legal proceedings.  No director, officer or affiliate of the Company,
or owner of record or of more than five  percent (5%) of the  securities  of the
Company, or any associate of any such director,  officer or security holder is a
party  adverse to us or has a material  interest  adverse to us in  reference to
pending litigation.


ITEM 4.  Submission of Matters to a Vote of Security Holders.

         There were no matter  submitted  to our  shareholders  for the  quarter
ended December 31, 2001.










                                       7
<PAGE>

                                     PART II


ITEM 5.  Market for Registrant's Common Equity and Related Stockholder Matters.

         Our common stock trades on the  over-the-counter  Bulletin  Board under
the symbol "TEIM." The following  table sets forth the high and low sales prices
for the shares of common  stock as  reported  on the  over-the-counter  Bulletin
Board for each  quarterly  period of the last two fiscal  years.  The bid prices
listed below  represent  prices,  adjusted  for stock  splits,  between  dealers
without  adjustments for retail  markups,  breakdowns or commissions and may not
represent actual transactions.


  2000                                    High                  Low
  ----                                    -----                 ----

  March 31                                $0.13                $0.06
  December 31                             $0.03                $0.01
  September 30                            $0.04                $0.01
  June 30                                 $0.05                $0.03

  2001                                    High                  Low
  ----                                    -----                 ----
  March 31                                $0.03                $0.01
  December 31                             $0.02                $0.01
  September 30                            $0.05                $0.02
  June 30                                 $0.06                $0.01


         We have not  declared  any cash  dividends  on our common  stock  since
inception.  Declaration  of dividends with respect to the common stock is at the
discretion of the Board of Directors.  Any  determination  to pay dividends will
depend upon the financial condition, capital requirements, results of operations
and other factors deemed relevant by the Board of Directors.

         At December 31, 2001 we had approximately  1,100 holders of record (not
including individual participants in securities position listings) of our common
stock.

        The transfer agent and registrar for our common stock is Computer Share,
Inc. located in Denver, Colorado.


ITEM 6.  Management's Discussion and Analysis of Plan of Operations.

         The  following  discussion  should  be read  in  conjunction  with  our
consolidated  financial  statements and the notes thereto appearing elsewhere in
this Form 10-KSB.  Certain  statements  contained herein that are not related to
historical  results,  including,  without limitation,  statements  regarding our
business strategy and objectives, future financial position,  expectations about
pending litigation and estimated cost savings,  are  forward-looking  statements
within the meaning of Section 27A of the  Securities  Act and Section 21E of the


                                       8
<PAGE>

Securities Exchange Act of 1934, as amended (the "Securities  Exchange Act") and
involve risks and  uncertainties.  Although we believes that the  assumptions on
which these forward-looking statements are based are reasonable, there can be no
assurance  that such  assumptions  will prove to be accurate and actual  results
could differ materially from those discussed in the forward looking  statements.
Factors that could cause or contribute to such differences  include, but are not
limited to, regulatory policies,  competition from other similar businesses, and
market and general  policies,  competition  from other similar  businesses,  and
market and general economic factors. All forward-looking statements contained in
this Form 10-KSB are qualified in their entity by this statement.


OVERVIEW

         On  December  10,  2001,  pursuant  to a Share  Exchange  Agreement  we
acquired from Alpha Sky Investment  Limited all of Alpha Sky's equity  interests
in Accuhigh  Investments  Limited, a British Virgin Islands company and Tidy Sum
Investments Limited, a British Virgin Islands company in exchange for 10,000,000
shares of our convertible  preferred stock which shares of convertible preferred
stock are convertible into 900,000,000 shares of our common stock.

         As a result of the  acquisition,  we are now engaged in the business of
developing a Ka and  communication  satellite system that will provide broadband
telecommunications  services to China. For accounting purposes, this acquisition
will be treated as a  recapitalization  of Alpha Spacecom Company Limited,  Inc.
with Alpha Sky Investment Limited as the acquirer.


PLAN OF OPERATIONS

         The earnings of Alpha for the year ended 2000 were negative as a result
of management's  strategy to invest in research and development for the start-up
costs associated with the building out of the Company's  communication satellite
system.  The  goal of  these  expenditures  was to  begin  the  development  and
building-out of an SPPV platform and for the development and construction of the
Alphacom System.

         Our  current  strategy is to leverage  our  cooperation  with SARFT and
CBSat to develop  and  implement  the SPPV  platform.  Plans for  expansion  are
expected to be funded  through  current  working  capital  from  ongoing  sales.
However, significant growth will require additional funds in the form of debt or
equity, or a combination thereof. However, there can be no assurance these funds
will be available.

         Our growth strategy also includes strategic  acquisition in addition to
growing its current business. A significant  acquisition will require additional
financing. There can be no assurance that we can obtain such financing.



                                       9
<PAGE>

RESULTS OF OPERATIONS

         We are in our development  stage and we have not generated any revenues
since we began our operations.

         Net  operating  loss  increased to $ 419,817 for the year  December 31,
2001  compared to $ 229,466 for year ended  December 31, 2000 due to  additional
research and development expense.

         Financial Condition, Liquidity, Capital Resources

         Net cash used in the  operations  of Alpha during  fiscal year 2001 was
$268,105,  which was a $67,659 increase or 25% from fiscal 2000. The increase is
due to an increase in project development expenses. Alpha used the cash received
from  operating  activities to fund the  acquisition of equipment used in day to
day  operations  of $2,244.  Net cash  received from  financing  activities  was
$72,823 which was $57,339 more than the same period in 2000.

         We will  continue to rely upon external  financing  sources to meet the
cash requirements of our ongoing operations.  Management is currently seeking to
raise  additional  funding  in the  form of  equity  or debt,  or a  combination
thereof. However, there is no guarantee that we will raise sufficient capital to
execute our business plan. To the extent that we are unable to raise  sufficient
capital,  our  business  plan  will  require  substantial  modification  and our
operations will be curtailed.

         Our auditors  have issued their  report which  contains an  explanatory
paragraph  as to our ability to continue as a going  concern.  We are  currently
addressing our liquidity problem by the following actions:

         Implementing  plans to further reduce operating costs

         Continually  seeking  investment capital through the public and private
         markets.


         There is no  guarantee  that any of these  strategies  will  enable the
company to meet its obligations for the foreseeable future.


ITEM 7.  Financial Statements.

        The Financial Statements of the Company are set forth at the end hereof.






                                       10
<PAGE>

                                    PART III


ITEM 8.  Directors, Executive Officers, Promoters and Control Persons;
         Compliance With Section 16(a) of the Exchange Act.

         The  following  table  and text  sets  forth  the names and ages of all
directors and executive officers of the Company and the key management personnel
as of March 31, 2001. The Board of Directors of the Company is comprised of only
one class.  All of the  directors  will serve until the next  annual  meeting of
stockholders  and until their  successors  are elected and  qualified,  or until
their earlier  death,  retirement,  resignation or removal.  Executive  officers
serve at the  discretion of the Board of  Directors,  and are appointed to serve
until the first  Board of  Directors  meeting  following  the annual  meeting of
stockholders. Also provided is a brief description of the business experience of
each director and executive officer and the key management  personnel during the
past five years and an  indication  of  directorships  held by each  director in
other  companies  subject  to  the  reporting  requirements  under  the  Federal
securities laws.


Name                           Age                Position
----                           ---                --------
Xuedong Hu                     39            Chief Executive Officer, Director

Wai Man Yu                     37            Director, Chief Financial Officer

Fung Sien                      40            Director

Brian Brick                    29            Chief Operating Officer, Director



Xuedong HU
Chief Executive Officer and Director

Mr. Hu is the Chief  Executive  Offer and  Director  of Alpha  Spacecom  and the
founder  of the  company.  He began his  professional  career in the  technology
business in China and  Singapore  in the mid 1990's.  In 1997,  he explored  the
feasibility of a Ka regional system for Asia Pacific.

In his  current  capacity  as Managing  Director  of Alpha  Spacecom,  Mr. Hu is
instrumental  in gaining  market  access,  forming  strategic  partnership,  and
investment for the Alpha Spacecom regional Ka satellite project, and bringing it
from concept to reality.


Wai Man YU
Chief Financial Officer and Director

Mr.  Yu is the  Executive  Director  and he is  responsible  for the  legal  and
financial aspects of the company. Mr. Yu has over 16 years of experiences in the
accounting  field  including  three  years in  external  audit  and two years in
internal  audit.  He has over eight years of financial  experience  in companies
listed both in Hong Kong and the United Kingdom.


                                       11
<PAGE>

He is an associate member of the Association of Chartered Certified  Accountants
and the Hong Kong  Society of  Accountants.  He also is an  executive  director,
company secretary and financial controller in two listed companies in Hong Kong


Fung SIEN
Director

Mr. Sien is responsible for the business development and external affairs of the
company. He has over 15 years of experience in information technology. He worked
for  PricewaterhouseCoopers  Hong Kong as a Senior  Manager from January 1997 to
February  2000.  He joined Wai Kee  Holdings  Limited  as the Chief  Information
Officer from February 2000 to August 2001.


Brian T. Brick
Chief Operating Office/Director

Brian Brick has worked in the  securities  industry for the last six years as an
account executive and an investment banker.

Prior to joining Tridon Enterprises Incorporated, Mr. Brick held the position of
Vice President of Investments with a regional Los Angeles securities firm. There
he managed accounts, raised capital and conducted business seminars and investor
meetings.

In April 2001,  Mr. Brick was  appointed  President,  CEO and Director of Tridon
Enterprises  Incorporated  with the  assignment  to locate and  qualify a merger
partner for the Company.

In December 2001 after he negotiated  and  completed the merger  between  Tridon
Enterprises  Incorporated and Alpha Spacecom Company,  Ltd (HK) Mr. Brick became
the COO and a  Director  of the  combined  companies.  Mr.  Brick  obtained  his
Bachelors degree in Political Science from Buffalo State  University,  New York,
USA.

Section 16(a) Beneficial Ownership Compliance
---------------------------------------------

         Section  16(a) of the  Securities  Exchange  Act of 1934,  as  amended,
requires our executive  officers and directors and persons who own more than 10%
of a registered  class of our equity  securities to file with the Securities and
Exchange  Commission  initial  statements  of beneficial  ownership,  reports of
changes in ownership and annual  reports  concerning  their  ownership of common
stock  and other  equity  securities  of we,  on Forms 3, 4 and 5  respectively.
Executive officers,  directors and greater than 10% shareholders are required by
Commission  regulations  to furnish we with copies of all Section  16(a) reports
they file. To the best of our knowledge  (based solely upon a review of the Form
3, 4 and 5 filed), no officer,  director or 10% beneficial shareholder failed to
file on a timely basis any reports  required by Section 16(a) of the  Securities
Exchange Act of 1934, as amended.


                                       12
<PAGE>

ITEM 9.  Executive Compensation.

         The following  Summary  Compensation  Table sets forth the compensation
earned by our Chief  Executive  Officer.  There was no other  executive  officer
whose total compensation for the fiscal year ended 2001 exceeded $100,000.

<TABLE>
<CAPTION>

                           Summary Compensation Table
                           --------------------------

                                      Annual Compensation   Long-Term Compensation Awards
                                      -------------------   -----------------------------
     Name                    Year       Salary     Bonus         Other Compensation
     ----                    ----       ------     -----         ------------------
<S>                          <C>          <C>      <C>                <C>

Xuedong Hu                   2001         --

Brian Brick                  2001         --        --                 --

Kevin Welch                  1999         --        --                 --

Paul Ebeling resigned on     2000         --        --                 --
April 19, 1998
</TABLE>

<TABLE>
<CAPTION>
                        Option Grants in Last Fiscal Year
                        ---------------------------------

                    Number of       Percent of Total
                    Securities      Options Granted      Exercise    Market
                    Underlying      to Employees in       or Base   Price on    Expiration
 Name            Options Granted      Fiscal Year         Price     Grant Date    Date
 ----            ---------------    ----------------     --------   ----------  ----------
<S>                     <C>                 <C>             <C>         <C>        <C>
Xuedong Hu              --                  --              --          --         --
</TABLE>


ITEM 10. Security Ownership of Certain Beneficial Owners and Management.

         The  following  table sets  forth the number of shares of common  stock
beneficially  owned as of December 31, 2001 by (i) those persons or groups known
to us who will  beneficially  own more than 5% of our  common  stock;  (ii) each
director and director nominee;  (iii) each executive officer whose  compensation
exceeded  $100,000 in the fiscal year ended  December  31, 2001;  and,  (iv) all
directors and executive  officers as a group.  The  information is determined in
accordance  with Rule  13(d)-3  promulgated  under the  Exchange  Act based upon
information  furnished  by persons  listed or  contained in filings made by them


                                       13
<PAGE>

with the  Securities  and Exchange  Commission by  information  provided by such
persons  directly to we.  Except as indicated  below,  the  stockholders  listed
possess sole voting and investment power with respect to their shares.

                                                                 Percentage
Name of Beneficial Owner                    No. of Shares       of Ownership
------------------------                    -------------       ------------
Xuedong Hu(1)                                     --                    --

Brian Brick                                       --                    --

Fung Sien                                         --                    --

Wai Man Yu                                        --                    --

Officers and Directors as a
  Group (4 persons)(1)                            --                    --

5% or More Beneficial Ownership

The Anklor Antebi Insurance Trust of 1995      15,000,000             15.1%

Tridon Trust                                   14,732,000             14.75%

(1) Based on 48,304,409 shares  outstanding.  Common stock subject to options or
warrants  that  are  currently  exercisable  or  exercisable  within  60 days of
December 31, 2001 are deemed to be outstanding and to be  beneficially  owned by
the holder thereof for the purpose of computing the percentage ownership of such
person but are not  treated as  outstanding  for the  purpose of  computing  the
percentage  ownership of any other person.  In connection with the closing under
the Share  Exchange  Agreement  Mr. Hu as  beneficial  owner of Alpha,  acquired
9,124,445  shares of Series B Convertible  Preferred Stock which are convertible
into 821,200,000  shares of common stock of the Company.  Upon  conversion,  the
821,200,000  will be owned indirectly  through Mr. Hu's controlling  interest in
the following  entities;  (i) 511,200,000  through Alpha Sky Investment Limited,
(ii) 10,000,000  through Project Connect Limited (iii)  20,000,000  through Sino
Advantage  Limited,   (iv)  40,000,000  through  Sparkle  Success  Limited,  (v)
50,000,000  through Choice Rich  Investments  Limited,  (vi) 90,000,000  through
Glory Asset  Investments  Limited,  and (vii)  100,000,000  through  Success Day
Investments Limited.




                                       14
<PAGE>

ITEM 11. Certain Relationships and Related Transactions.

         Parties are  considered  to be related if one party has the  liability,
directly or  indirectly,  to control  the other  party or  exercise  significant
influence over the other party in making  financial and  operational  decisions.
Parties are also  considered to be related if they are subject to common control
or common significant  influence.  The particulars of significant  related party
transactions are summarized below:

                                                     2001               2000
                                                   --------           --------
                                                      US$                US$
                                                   --------           --------
     Advances to related parties:
       Vertex Marketing                                  -               4,504
                                                  ========            ========

     Advances from related parties:
         Xuedong Hu and Terrence Sien;
         Directors and officers of Alpha            658,910            507,487
         Alpha Sky Investments;                     119,673                 -
           subsidiary of Alpha                       39,400                 -
                                                  ---------            -------
         Vertex Marketing, subsidiary
           of Tridon                                817,983            507,487
                                                  =========           ========

     Paul Ebeling; Shareholder
       and former director                          176,729                  -
                                                  =========           ========

All balances with related parties are unsecured,  interest free and repayable on
demand, except for advances from a shareholder of Tridon which are unsecured and
bear interest at 9.5%.


ITEM 12. Exhibits, List and Reports on Form 8-K.

Exhibit Number                      Description
--------------                      -----------
2.1  Share Exchange Agreement dated as of December 10, 2001, Incorporated herein
     by reference from our filing on Form 8-K filed on December 21, 2001.

3.1  Certificate of Incorporation as filed with the Colorado Secretary of State,
     as amended. Incorporated by reference to Exhibit 2.1 to Company.

3.2  Bylaws.  Incorporated  by  reference  to  exhibit  2.2 to the  Registration
     Statement on Form S-18, filed on August 14, 1980.

21.1 Subsidiaries

*Filed herewith

(b) Reports on Form 8-K

     1. Form 8-K filed with the SEC on December  21,  2001  covering a change in
control of the Registrant.

                                       15
<PAGE>

                                   SIGNATURES


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

                                   TRIDON ENTERPRISES INCORPORATED

Date     May 15, 2002              By: /s/ Xuedong Hu
                                       --------------
                                   Name: Xuedong Hu
                                   Title:  Chief Executive Officer


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


Date     May 15, 2002              By: /s/ Brian Brick
                                       ---------------
                                   Name: Brian Brick
                                   Title:  Director, Chief Operating Officer



Date     May 15, 2002              By: /s/ Fung Sien
                                       -------------
                                   Name: Fung Sien
                                   Title: Director



Date     May 15, 2002              By: /s/ Wai Man Yu
                                       --------------
                                   Name: Wai Man Yu
                                   Title: Director, Chief Financial Officer



                                       16
<PAGE>



                          ALPHA SKY INVESTMENT LIMITED
                                AND SUBSIDIARIES
                          (A Development Stage Company)

                        CONSOLIDATED FINANCIAL STATEMENTS

                           DECEMBER 31, 2001 AND 2000

                                     Index

Independent Auditors' Report ..........................................  F-2

Consolidated Balance Sheets  ..........................................  F-3

Consolidated Statements of Operations .................................  F-4

Consolidated Statements of Stockholders' Deficiency ...................  F-5

Consolidated Statements of Cash Flows .................................  F-6

Notes to Consolidated Financial Statements ............................  F-8





                                      F-1
<PAGE>


                          INDEPENDENT AUDITORS' REPORT


To the Board of Directors and Shareholders
Alpha Sky Investment Limited and Subsidiaries
British Virgin Islands


We have  audited  the  accompanying  consolidated  balance  sheets  of Alpha Sky
Investment Limited and Subsidiaries (the "Company"), as of December 31, 2001 and
2000,  and the related  consolidated  statements  of  operations,  shareholders'
deficiency  and cash flows for the years  ended.  These  consolidated  financial
statements   are  the   responsibility   of  the   Company's   management.   Our
responsibility  is  to  express  an  opinion  on  these  consolidated  financial
statements based on our audits.

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

In our opinion, the consolidated  financial statements referred to above present
fairly, in all material respects, the financial position of Alpha Sky Investment
Limited and  Subsidiaries,  as of December  31, 2001 and 2000 and the results of
their  operations  and their cash flows for the years then ended,  in conformity
with accounting principles generally accepted in the United States of America.

As  discussed  in Notes 1 and 2, the Company has been in the  development  stage
since its inception of December 9, 1998.  Realization  of a major portion of the
assets is  dependent  upon the  Company's  ability to meet its future  financing
requirements,  and  the  success  of  future  operations.  These  factors  raise
substantial doubt about the Company's ability to continue as a going concern.


Spear, Safer, Harmon & Co.

Miami, Florida
May 14, 2002








                                      F-2
<PAGE>
<TABLE>
<CAPTION>
                  ALPHA SKY INVESTMENT LIMITED AND SUBSIDIARIES
                          (A Development Stage Company)
                           Consolidated Balance Sheets
                           December 31, 2001 and 2000
                                                                  2001                 2000
                                                             ------------         -------------
                              A S S E T S                          US$                   US$
                                                             ------------         -------------
<S>                                                           <C>                 <C>
Current Assets:
   Cash and cash equivalents                                        4,412                 1,776
   Other receivables, deposits and prepayments                     44,995                25,311
   Advances to related parties                                         -                  4,504
                                                             ------------         -------------
         Total Current Assets                                      49,407                31,591

Property, plant and equipment, net                                 54,944                73,314
                                                             ------------         -------------

                                                                  104,351               104,905
                                                             ============         =============

                            LIABILITIES AND
                       SHAREHOLDERS' DEFICIENCY

Current Liabilities:
   Other accounts payable and accrued expenses                    252,649                12,820
   Advances from related parties                                  817,983               507,487
   Advances from shareholder                                      176,729                    -
                                                             ------------         ------------

         Total Current Liabilities                              1,247,361               520,307
                                                             ------------         -------------
Shareholders' Deficiency:
   Preferred stock:
     7%  cumulative  convertible, par  value US $0.001;
     20,000,000  shares authorized; 10,035,800 shares
     issued and outstanding as of December 31, 2001               10,036                      -
   Common stock:
     US $0.001 par value; 100,000,000 shares authorized;
      98,468,000 shares issued and outstanding
      as of December 31, 2001                                      98,468                     -
   Common stock, US $1.00 par value, 50,000 shares
     authorized; 1,000 shares issued and outstanding
     as of December 31, 2000                                           -                  1,000
   Additional paid-in capital                                          -                    282
   Accumulated deficit                                         (1,251,514)             (416,684)
                                                             ------------         -------------

         Total Shareholders' Deficiency                        (1,143,010)             (415,402)
                                                             ------------         -------------

                                                                  104,351               104,905
                                                             ============         =============
</TABLE>
The  accompanying  notes are an integral  part of these  consolidated  financial
statements.
                                      F-3
<PAGE>



<TABLE>
<CAPTION>
                  ALPHA SKY INVESTMENT LIMITED AND SUBSIDIARIES
                          (A Development Stage Company)

                      Consolidated Statements of Operations

                     Years Ended December 31, 2001 and 2000





                                         Cumulative During
                                         Development Stage            2001              2001
                                         ----------------         ------------       ------------
                                                US$                    US$               US$
                                         ----------------         ------------       ------------
<S>                                      <C>                      <C>                <C>
Income                                                 -                    -                  -

General and Administrative Expenses              (836,609)            (419,830)          (229,556)
                                         ----------------         ------------       ------------

Loss from Operations                             (836,609)            (419,830)          (229,556)

Other Income                                          108                   13                 90
                                         ----------------         ------------       ------------

Loss Before Income Taxes                         (836,501)            (419,817)          (229,466)

Income Taxes                                           -                    -                  -
                                         ----------------         ------------       -----------

Net Loss                                         (836,501)            (419,817)          (229,466)
                                         ================         ============       ============


Loss Per Common Share - Basic                                              .01
                                                                  ============
</TABLE>









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


                                      F-4
<PAGE>
<TABLE>
<CAPTION>
                  ALPHA SKY INVESTMENT LIMITED AND SUBSIDIARIES
                          (A Development Stage Company)

               Consolidated Statements of Shareholders' Deficiency

                     Years Ended December 31, 2001 and 2000

                                                      Preferred       Additional
                                    Common Stock        Stock        Paid-In Capital
                                 ------------------   ---------     ---------------------

                                  Alpha     Tridon      Tridon       Alpha       Tridon
                                   US $      US $        US $         US $        US $
                                 -------    -------   ---------     --------    ---------
<S>                              <C>        <C>       <C>           <C>         <C>
Balance at December 31,
   2000                            1,000     79,795          53          282    12,416,102

Issuance of common stock in
 connection with:
   Issuance of common stock
     upon conversion of
     preferred stock                  -         700         (17)          -        151,800
   Issuance of common stock
     in connection with pay-
     ment of dividends on
     preferred stock                  -       3,943          -            -         63,834
   Common stock issued in
     connection with repay-
     ment of loan from
     shareholder                      -      14,030          -            -        535,258
   Effect of share exchange       (1,000)        -       10,000         (282)  (13,166,994)

Net loss during the year              -          -           -            -             -
                                 -------    -------   ---------     --------    ---------

Balance at December 31,
  2001                                -      98,468      10,036           -             -
                                 =======    =======   =========     ========    =========
</TABLE>

(continued on following page)


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


                                      F-5a

<PAGE>
<TABLE>
<CAPTION>
                  ALPHA SKY INVESTMENT LIMITED AND SUBSIDIARIES
                          (A Development Stage Company)

               Consolidated Statements of Shareholders' Deficiency, continued

                     Years Ended December 31, 2001 and 2000


                                     Accumulated Deficit         Total          Total
                                   ------------------------   -----------    ------------
                                                              Accumulated    Shareholders'
                                    Alpha         Tridon         Deficit       Deficiency
                                     US $          US $            US $            US $
                                   ---------    -----------   -----------    -------------
<S>                                <C>          <C>           <C>            <C>
Balance at December 31,
   2000                             (416,684)   (13,269,287)  (13,685,971)     (1,188,739)

Issuance of common stock in
 connection with:
   Issuance of common stock
     upon conversion of
     preferred stock                      -              -             -          152,483
   Issuance of common stock
     in connection with pay-
     ment of dividends on
     preferred stock                      -              -             -           67,777
   Common stock issued in
     connection with repay-
     ment of loan from
     shareholder                          -              -             -          549,288
   Effect of share exchange               -      13,158,276    13,158,276              -

Net loss during the year            (419,817)      (304,002)     (723,819)       (723,819)
                                   ---------    -----------   -----------    -------------

Balance at December 31,
  2001                              (836,501)      (415,013)   (1,251,514)     (1,143,010)
                                   =========    ===========   ===========    =============
</TABLE>



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


                                      F-5b
<PAGE>
<TABLE>
<CAPTION>
                  ALPHA SKY INVESTMENT LIMITED AND SUBSIDIARIES
                          (A Development Stage Company)

                      Consolidated Statements of Cash Flows

                     Years Ended December 31, 2001 and 2000

                                                    Cumulative During
                                                    Development Stage         2001            2001
                                                    ----------------      ------------     ------------
                                                          US$                 US$             US$
                                                    ----------------      ------------     ------------
<S>                                                 <C>                   <C>              <C>
Cash Flows from Operating Activities:
   Net loss                                               (836,501)          (419,817)         (229,466)
   Adjustments to reconcile net loss to net cash
    used in operating activities:
     Depreciation and amortization                          69,056             23,865            23,716
     Allowance for bad debts                                 2,777              2,777                 -
   Changes in operating assets and liabilities:
     Increase in other receivables,
      deposits and prepayments                             (31,927)            (6,616)           (1,143)
     Increase in other payables and
      accrued expenses                                     144,506            131,686             6,408
                                                    ----------------      ------------     ------------

Net Cash Used in Operating Activities                     (652,089)          (268,105)         (200,485)
                                                    ----------------      ------------     ------------

Cash Flows from Investing Activities:
   Acquisition of plant and equipment                     (120,749)            (2,244)          (13,559)
                                                    ----------------      ------------     ------------

Cash Flows from Financing Activities:
   Increase in advances from related parties             1,037,967            530,480           215,484
   Repayments to related parties                          (262,161)          (257,657)                -
   Issuance of common stock                                  1,282                 -                  -
                                                    ----------------      ------------     ------------

Net Cash Provided by Financing Activities                  777,088            272,823           215,484
                                                    ----------------      ------------     ------------

Net Increase in Cash                                         4,250              2,474             1,440

Cash and Cash Equivalents - Beginning                           -               1,776               336
                                                    ----------------      ------------     ------------

Cash and Cash Equivalents - Ending                           4,250              4,250             1,776
                                                    ===============      =============     ============
</TABLE>



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

                                      F-6

<PAGE>
<TABLE>
<CAPTION>
                  ALPHA SKY INVESTMENT LIMITED AND SUBSIDIARIES
                          (A Development Stage Company)

                      Consolidated Statements of Cash Flows, Continued

                     Years Ended December 31, 2001 and 2000


                                                    Cumulative During
                                                    Development Stage         2001            2001
                                                    ----------------      ------------     ------------
                                                          US$                 US$             US$
                                                    ----------------      ------------     ------------
<S>                                                 <C>                   <C>              <C>

Supplementary Disclosures of Cash
 Flow Information:

   Non-Cash Investing and Financing Activities:
     Issuance of common stock upon conversion
       of preferred stock                                                     152,483                 -
                                                                         =============     =============
     Issuance of common stock in connection
      with payment of dividends on preferred
      stock                                                                    67,777                 -
                                                                        =============     =============
     Common stock issued in connection with
      repayment of loan from shareholder                                      549,288                 -
                                                                        =============     =============
</TABLE>




















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



                                      F-7
<PAGE>

                  ALPHA SKY INVESTMENT LIMITED AND SUBSIDIARIES
                          (A Development Stage Company)
                   Notes to Consolidated Financial Statements
                     Years Ended December 31, 2001 and 2000

NOTE 1 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

          BASIS OF PRESENTATION - The consolidated  financial statements include
          the  accounts of Alpha Sky  Investment  Limited  and its  wholly-owned
          subsidiaries,  Tridon Enterprises  Incorporated,  Accuhigh Investments
          Limited,  Tidy Sum  Investments  Limited  and Alpha  Spacecom  Company
          Limited  (collectively the "Company").  All significant  inter-company
          accounts and transactions have been eliminated in consolidation.

          ORGANIZATION  AND  BUSINESS - The Company has been in the  development
          stage since  formation  (December 9, 1998) and  primarily  through the
          operations  of Alpha  Spacecom  Company  Limited,  is  engaged  in the
          business of developing a KA band  communication  satellite system that
          will  provide  broadband  telecommunications  services to the People's
          Republic  of  China  (the  "PRC")  and its  neighboring  Asia  Pacific
          countries.

          Alpha   Spacecom   Company   Limited  has  signed  a   memorandum   of
          understanding  with  China  Broadcasting  Film  Television   Satellite
          Company  ("CBSat"),  a division  of China's  State  Administration  of
          Radio, Film and Television  ("SARFT") to develop,  construct,  launch,
          maintain  and operate KA band  satellites  for  distribution  of news,
          sports,  entertainment and Satellite Pay Per View ("SPPV") services in
          the PRC. Alpha Spacecom  Company  Limited has also signed a memorandum
          of  understanding   with  Lockheed  Martin  Commercial  Space  Systems
          ("LMCSS") whereby LMCSS will provide design, supply,  installation and
          integration of the ground network and  satellites,  referred to as the
          Alphacom System.

          Alpha Sky Investment  Limited ("Alpha") was incorporated on August 19,
          1998  in  the  British  Virgin  Islands.   It  was  incorporated  with
          authorized  share  capital of 50,000 shares of common stock with a par
          value of US $1.00 per share.  As of December 31, 2001 and 2000,  1,000
          shares of common stock were issued and outstanding.

          Accuhigh  Investments  Limited  ("Accuhigh"),  a British Virgin Island
          Company,  was incorporated on June 12, 2001. It was incorporated  with
          authorized  share  capital of 50,000 shares of common stock with a par
          value of US $1.00 per share.  As of December  31,  2001 and 2000,  one
          share of common stock was issued and outstanding.

          Tidy  Sum  Investments  Limited,  a  British  Virgin  Islands  Company
          ("Tidy"),  was  incorporated  on June 22, 2001 with  authorized  share
          capital of 50,000  shares of common  stock;  par value of US $1.00 per
          share. As of December 31, 2001 and 2000, one share of common stock was
          issued and outstanding.

                                      F-8
<PAGE>

                  ALPHA SKY INVESTMENT LIMITED AND SUBSIDIARIES
                          (A Development Stage Company)
             Notes to Consolidated Financial Statements (Continued)

NOTE 1 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued)

          Alpha Spacecom  Company Limited ("ASC",  the "operating  company") was
          incorporated in Hong Kong on December 9, 1998,  with authorized  share
          capital of 10,000  shares of common stock with a par value of HK $1.00
          per share. As of December 31, 2001 and 2000, one share of common stock
          was issued and outstanding.

          On  July  10,  2001,  Accuhigh  acquired  100%  of the  shares  of ASC
          accounted  for  under  the  purchase   method  without  any  resultant
          goodwill. In connection therewith, 1% of the outstanding common shares
          of ASC was held by Tidy Sum Investment Limited in trust for Accuhigh.

          CASH AND CASH EQUIVALENTS - Cash and cash equivalents  include cash on
          hand and deposits with banks with an original maturity of three months
          or less.

          PROPERTY,  PLANT AND  EQUIPMENT - Property,  plant and  equipment  are
          stated at cost.

          Depreciation is calculated on a  straight-line  basis to write-off the
          cost of each asset over its estimated useful life, usually five years.
          Leasehold  improvements  are amortized over their  respective lives or
          the life of the lease, whichever is shorter.

          TRANSLATION  OF FOREIGN  CURRENCIES - Monetary  items  denominated  in
          foreign  currencies are translated  into Hong Kong Dollars at the rate
          of exchange in effect at the balance  sheet date.  Non-monetary  items
          denominated  in  foreign  currencies  are  translated  into  Hong Kong
          Dollars  at  the  approximate  rate  of  exchange  in  effect  at  the
          translation  date. Any revenue or expense resulting from a transaction
          made in a foreign currency is translated into Hong Kong Dollars at the
          approximate rate of exchange in effect on the date of the transaction.
          Foreign  exchange gains or losses  resulting  from the  translation or
          settlement of a monetary item in a foreign  currency are included as a
          separate component of shareholders' equity.

          Translation  of amounts from HK$ into US$ for the  convenience  of the
          reader has been made at the  Exchange  Rate on  December  31, 2001 and
          2000 of US $1.00 equal to approximately HK $7.8. No  representation is
          made that the HK$ amounts could have been, or could be, converted into
          United  States  dollars at that rate on December 31, 2001 and 2000, or
          at any other date.



                                      F-9
<PAGE>

                  ALPHA SKY INVESTMENT LIMITED AND SUBSIDIARIES
                          (A Development Stage Company)
             Notes to Consolidated Financial Statements (Continued)

NOTE 1 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued)

          INCOME TAXES - Deferred tax assets and  liabilities are recognized for
          the future tax  consequences  attributable to differences  between the
          financial   statement   carrying   amounts  of  existing   assets  and
          liabilities  and their  respective tax bases.  Deferred tax assets and
          liabilities  are measured using enacted tax rates expected to apply to
          taxable income in the years in which those  temporary  differences are
          expected to be recovered or settled.


          LOSS PER COMMON SHARE - BASIC - Loss per common share - basic  ("EPS")
          is computed by dividing income available to common stockholders by the
          weighted-average  number of common shares  outstanding for the period.
          Diluted earnings per share reflects the potential  dilution that could
          occur if  securities  or other  contracts  to issue  common stock were
          exercised or converted into common stock. As of December 31, 2001, the
          diluted share base excludes incremental shares relating to convertible
          preferred   stock   since   their   effect  was   anti-dilutive.   The
          weighted-average number of common shares outstanding for computing EPS
          was 85,264,073.

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

          COMPREHENSIVE  INCOME - The Company  adopted SFAS No. 130,  "Reporting
          Comprehensive   Income",  at  inception.   SFAS  No.  130  establishes
          standards for the reporting and display of comprehensive  income,  its
          components and  accumulated  balances in a full set of general purpose
          financial  statements.  SFAS No. 130 defines  comprehensive  income to
          include all changes in equity except those  resulting from  investment
          by owners and  distributions to owners.  Among other  disclosures SFAS
          No. 130  requires  that all items that are  required to be  recognized
          under current  accounting  standards as  components  of  comprehensive
          income be reported in financial  statements that is presented with the
          same prominence as other financial  statements.  The Company currently
          does not have any comprehensive income.



                                      F-10
<PAGE>

                  ALPHA SKY INVESTMENT LIMITED AND SUBSIDIARIES
                          (A Development Stage Company)
             Notes to Consolidated Financial Statements (Continued)

NOTE 1 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued)

          RISK  CONSIDERATION  - As a majority of the Company's  operations  are
          conducted in the PRC, the Company is subject to special considerations
          and significant  risks not typically  associated  with  investments in
          equity  securities of North American and Western  European  companies.
          The  Company's  operations  may be adversely  affected by  significant
          political,  economic and social uncertainties in the PRC. Although the
          PRC government has been pursuing economic reform policies for the past
          several years,  no assurance can be given that the PRC government will
          continue to pursue  such  policies  or that such  policies  may not be
          significantly  altered,  especially  in  the  event  of  a  change  in
          leadership, social or political disruption or unforeseen circumstances
          affecting the PRC's political, economic and social life. There is also
          no guarantee  that the PRC  government's  pursuit of economic  reforms
          will be consistent or effective.

          The  Company  expects  that  in the  future  substantially  all of its
          revenues will be  denominated in Renminbi  ("RMB").  A portion of such
          revenues  will need to be  converted  into  other  currencies  to meet
          foreign  currency   obligations  such  as  payment  of  any  dividends
          declared.  Both the conversion of RMB into foreign  currencies and the
          remittance  of  foreign   currencies  abroad  require  PRC  government
          approval.  No assurance can be given that the  operating  subsidiaries
          within the  Company  will  continue  to be able to convert  sufficient
          amounts of foreign currencies in the PRC's foreign exchange markets in
          the future for payment of dividends.

          RECENTLY  ISSUED  ACCOUNTING  STANDARDS - In July 2001,  The Financial
          Accounting  Standards  Board  ("FASB")  issued SFAS No. 141,  Business
          Combinations,  and SFAS No. 142, Goodwill and other Intangible Assets.
          SFAS No. 141 requires  that the purchase  method of accounting be used
          for all business  combinations  initiated  after June 30, 2001. Use of
          the  pooling-of-interests  method will be prohibited  after that date.
          SFAS No. 142 changes the accounting for goodwill and intangible assets
          with   indefinite   lives   from   an   amortization   method   to  an
          impairment-only  approach and requires  intangible  assets with finite
          lives to be amortized over their useful lives.  Thus,  amortization of
          goodwill and intangible  assets with indefinite  lives will cease upon
          adoption of the  statement.  SFAS No. 142 is required to be applied in
          fiscal years  beginning  after December 15, 2001. The Company does not
          expect  that the  adoption of SFAS No. 141 or SFAS No. 142 will have a
          significant  immediate impact on the financial condition or results of
          operations  of the  Company,  as the  Company  has no current  planned
          business  combinations  after the effective date, nor does it have any
          goodwill or other  intangible  assets recorded as of December 31, 2001
          and 2000.


                                      F-11
<PAGE>

                  ALPHA SKY INVESTMENT LIMITED AND SUBSIDIARIES
                          (A Development Stage Company)
             Notes to Consolidated Financial Statements (Continued)

NOTE 1 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued)

          RECENTLY ISSUED ACCOUNTING STANDARDS (Continued)

          In  August  2001,  the  FASB  issued  SFAS  No.  144,  Accounting  for
          Impairment  or  Disposal  of  Long-Lived   Assets,   which   addresses
          accounting  and financial  reporting for the impairment or disposal of
          long-lived  assets.  This  statement  is  effective  for fiscal  years
          beginning after December 15, 2001. The Company is currently  assessing
          the  impact,  if any,  that  SFAS No.  144 may  have on its  financial
          condition and results of operations.


NOTE 2 - GOING CONCERN

          The accompanying  consolidated 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 substantial operating losses in recent years
          and, additionally, the Company has used substantial amounts of working
          capital in its  operations.  Further,  at December 31,  2001,  current
          liabilities exceed current assets by $1,197,954, and total liabilities
          exceed total assets by $1,143,010.

          In view of these matters, realization of a major portion of the assets
          in the  accompanying  consolidated  balance  sheet is  dependent  upon
          continued  operations of the Company,  which in turn is dependent upon
          the  Company's  ability to meet its  financing  requirements,  and the
          success of its future operations.

          Management  believes  that it has the  ability  to  improve  its  cash
          position through financing  activities,  including possible private or
          public  offerings of stock.  However,  the  uncertainty of a sustained
          financing  and cash  management  program  and  continued  losses  from
          operations raise substantial doubt about the ability of the Company to
          continue as a going concern.






                                      F-12
<PAGE>

                  ALPHA SKY INVESTMENT LIMITED AND SUBSIDIARIES
                          (A Development Stage Company)
             Notes to Consolidated Financial Statements (Continued)

NOTE 3 - SHARE EXCHANGE

          Alpha Sky Investment  Limited entered into a Share Exchange  Agreement
          dated  December  10,  2001 to  effectuate  an  exchange of shares with
          Tridon  Enterprises   Incorporated   ("Tridon")  (the   "Registrant").
          Pursuant to the terms of the share exchange agreement, Tridon acquired
          from  Alpha Sky  Investment  Limited  all of its  equity  interest  in
          Accuhigh  Investments  Limited  and Tidy Sum  Investments  Limited  in
          exchange  for  10,000,000   shares  of  convertible   preferred  stock
          convertible  into  900,000,000  shares of common stock of Tridon.  The
          transaction  resulted in Alpha obtaining a majority voting interest in
          Tridon,  due to the conversion  feature  associated with the preferred
          stock, and Tridon was treated as the acquired  entity.  For accounting
          purposes,  the  transaction  has been  treated as an  acquisition  and
          recapitalization  of Tridon,  with Alpha  acquiring  approximately  US
          $16,000  of  assets  and   assuming   approximately   US  $324,000  of
          liabilities. The historical financial statements prior to December 10,
          2001 are those of Alpha.

          In connection with the share  exchange,  Xuedong Hu, Fung Sien and Wai
          Man Yu,  officers of Alpha,  were appointed as members of the board of
          directors.  Brian Brick resigned from the position of Chief  Executive
          Officer  of  Tridon.  The  directors  then  elected  Xuedong Hu as the
          Chairman of the Board and Chief  Executive  Officer and  appointed Mr.
          Brick as the Chief Operating Officer of the Company.

          Unaudited pro-forma results of operations, assuming the acquisition of
          Tridon  occurred as of the  beginning of 2000,  can be  summarized  as
          follows:


                                                 2001                2000
                                             -------------       -----------
              Net Sales                      $          -        $         -
                                             =============       ===========

              Loss from Operations           $     702,355       $   264,014
                                             =============       ===========

              Net Loss                       $     723,819       $   276,197
                                             =============       ===========

              Loss Per Common Share - Basic  $         .01       $       .01
                                             =============       ===========



                                      F-13
<PAGE>

                  ALPHA SKY INVESTMENT LIMITED AND SUBSIDIARIES
                          (A Development Stage Company)
             Notes to Consolidated Financial Statements (Continued)


NOTE 4 - PROPERTY, PLANT AND EQUIPMENT

          Property,  plant and  equipment  as of  December  31,  consist  of the
          following:

                                                      2001            2000
                                                   -----------      ---------
                                                       US$             US$
                                                   -----------      ---------
              At cost:
                Leasehold improvements                  79,692         79,692
                Computer equipment                      22,031         22,031
                Office equipment                        16,305         14,856
                Furniture and fittings                  20,714          1,926
                                                   -----------      ---------

                                                       138,742        118,505

              Accumulated depreciation
               and amortization                         83,748         45,191
                                                   -----------      ---------

                                                        54,944         73,314
                                                   ===========      =========


          Depreciation  expense as of December 31, 2001 and 2000 was $25,273 and
          $23,716, respectively.


NOTE 5 - INCOME TAXES

          The  Company is subject to income  taxes on an entity  basis on income
          arising in or derived from the tax  jurisdiction  in which each entity
          is domiciled.

          Under the current  laws of the British  Virgin  Islands  (the  "BVI"),
          dividends and capital gains arising from the Company's  investments in
          the BVI are not  subject  to income  taxes and no  withholding  tax is
          imposed on payments of dividends to the Company.




                                      F-14
<PAGE>


                  ALPHA SKY INVESTMENT LIMITED AND SUBSIDIARIES
                          (A Development Stage Company)
             Notes to Consolidated Financial Statements (Continued)

NOTE 5 - INCOME TAXES (Continued)

          Companies  doing business and deriving income in Hong Kong are subject
          to  Hong  Kong  profits  tax at  16%.  In the  future,  the  Company's
          subsidiary,   ASC,  may  be  subject  to  income  taxes  arising  from
          operations.  Income tax rates in the PRC range from 27% to 33% (24% to
          30% income tax and 3% local income tax).

          No income taxes have been  provided for ASC as it has incurred  losses
          since the date of inception.


NOTE 6 - RELATED PARTY TRANSACTIONS

          The balances with related parties as of December 31, are as follows:

                                                      2001            2000
                                                   -----------      ---------
                                                       US$             US$
                                                   -----------      ---------

              Advances to related parties:
                Related company                             -           4,504
                                                   ===========      ==========

              Advances from related parties:
                Directors of Alpha                     658,910        507,487
                Shareholder of Alpha                   119,673              -
                Vertex Marketing                        39,400              -
                                                   -----------      ---------

                                                       817,983        507,487
                                                   ===========      =========

              Advances from a shareholder
               of Tridon                               176,729              -
                                                   ===========      =========


          All balances  with related  parties are  unsecured,  interest free and
          repayable on demand,  except for advances from a shareholder of Tridon
          which are unsecured and bear interest at 9.5%.





                                      F-15
<PAGE>


                  ALPHA SKY INVESTMENT LIMITED AND SUBSIDIARIES
                          (A Development Stage Company)
             Notes to Consolidated Financial Statements (Continued)


NOTE 7 - LEASE COMMITMENTS

          The Company  leases land and buildings  under  various  non-cancelable
          contracts  that expire through 2002.  Rental  expenses for each of the
          years ended December 31, 2001 and 2000 were US $95,456 and US $67,338,
          respectively. Future total minimum lease payments are as follows:

                                                                US$
                                                          --------------

                2002                                              86,775
                                                          ==============



NOTE 8 - SUBSEQUENT EVENTS

          Subsequent to December 31, 2001,  Tridon increased the total number of
          authorized shares of common stock from 100,000,000 to 2,000,000,000.



















                                      F-16