SECURITIES AND EXCHANGE COMMISSION

                             WASHINGTON, D.C. 20549

                                   FORM 10-KSB

                       Annual Report Under Section 13 or
                             15(d) of the Securities
                            Exchange Act of 1934 for
                           fiscal year ended December 31, 2001

                           Commission File #000-31507

                             PRECOM TECHNOLOGY, INC.
            (Exact name of registrant as specified in its charter)

              Florida                                  06-1588136
(State or other jurisdiction of            (IRS Employer Identification Number)
 incorporation or organization)

              2001 West Main Street, Suite 208, Stamford, CT         06902
               (Address of principal executive offices)            (Zip Code)

Issuer's telephone number: (203) 961-0306

Securities registered pursuant to Section 12(b) of the Act: None

Securities registered pursuant to Section 12(g) of the Act: Common Stock, $0.001
par value

Indicate by check mark whether the registrant (1) has filed all reports required
to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during
the preceding 12 months (or for such shorter period that the registrant was
required to file such reports), and (2) has been subject to such filing
requirements for the past 90 days.

Yes [X] No [  ]

Check if there is no disclosure of delinquent filers in response to Item 405 of
Regulation S-B not contained in this form, and no disclosure will be contained,
to the best of the registrant's knowledge, in definitive proxy or information
statements incorporated by reference in Part III of this Form 10-KSB or any
amendment to this Form 10-KSB. [ ]

Revenues for year ended December 31, 2001: $6,678.

Aggregate market value of the voting common stock held by non-affiliates of the
registrant as of March 26, 2002 was $60,000.

Number of shares of the registrant's common stock outstanding as of March 26,
2002 was: 2,120,820

<PAGE>

                                     PART I

ITEM 1.  DESCRIPTION OF BUSINESS

We are a publicly traded company and our shares were previously listed on the
NQB Pink Sheets under the symbol PMMT. During 2001, we received approval from
the NASD to list our shares on the OTC Electronic Bulletin Board under the same
symbol. Our main office currently is headquartered in Stamford, Connecticut, in
the offices of our major shareholder, Greenwich Financial Group. Since 2000, our
sole business plan has been to identify a suitable merger or acquisition partner
for our company. On February 25, 2002, we entered into a Share Exchange
Agreement with CGI International Holdings, Incorporated, a Delaware corporation
("CGI"), and its shareholders. We reported this transaction in an 8-K filed with
the SEC on March 26, 2002 and attached a copy of the Share Exchange Agreement as
Exhibit 1 to the 8-K. On April 9, 2002, we decided to rescind that Share
Exchange Agreement and to proceed with a simpler transaction that could be
accomplished immediately, and with a better result for our shareholders.

Under the new transaction, CGI agreed to purchase 40 million shares of our
common stock for a capital investment in the Company equal to $2,000,000, and
has signed both a Subscription Agreement (the "Subscription Agreement") and a
Promissory Note (the "Note"). The Note is secured by the shares issued, and the
shares cannot be transferred, sold or exchanged, except to the shareholders of
CGI, until the Note is paid in full. Once the Note is paid in full, there are
continuing restrictions on the ability of the holders to sell or transfer the
shares for an additional one-year period. Copies of both the Subscription
Agreement and the Note are filed as Exhibits 6.1 and 6.2 to this report. The
Note provides that CGI will pay the Note in full within six months, and it is
expected that payment will come from future earnings and assets of CGI. The
Board of Directors and a majority of our shareholders determined that the
consideration given was adequate for the issuance of shares, and the 40 million
shares have been issued to CGI. Prior to the issuance of the new shares to CGI,
a majority of our shareholders consented in writing on April 9, 2002 to certain
actions, in lieu of an Annual Meeting of the shareholders. Those actions
consented to in writing by a majority of our shareholders were:

         Election of Directors

         To elect as directors of the Company the following individuals, to
         serve until the next Annual Meeting or until their successors are
         elected: Nicholas M. Calapa, Robert Hipple and Rodney Read.

         Appointment of Auditors for 2002

         To appoint Moffitt & Company, PC, of Scottsdale, Arizona, as our
         auditors again for 2002.

         Adoption of the 2002 Stock Option Plan for employees

         To approve the adoption of the 2002 Employee Stock Option Plan.

<PAGE>

CGI is an international financial and business planning, asset protection,
insurance management, and merchant banking company with offices in the United
States, the Bahamas, and Hong Kong. CGI operates through five distinct
divisions, either in operation or planned, which collectively provide all of the
necessary elements to meet the financial, estate, tax and asset protection needs
of its clients. The individuals managing each division are recognized as being
among the best in their respective industries. CGI implements a financial
concierge concept by maintaining and coordinating the actions of each division
into a cohesive set of services. The following is a brief summary of the focus
of each of the divisions within the CGI network:

         Concilium Planning Group. Concilium Planning Group oversees the
         processing of all of a client's personal and business financial needs.
         Working directly with the client or in concert with the client's
         existing advisors, Concilium's planning attorneys and certified public
         accountants assess each client's current personal and business
         situation and objectives in order to develop a comprehensive plan for
         tax reduction, estate planning or growth needs.

         Concilium Merchant Capital Group. Through Concilium Merchant Capital,
         clients have access to many high quality private placements, venture
         capital and other alternative investment opportunities which are
         researched and developed through its in-house experienced
         professionals. The Merchant Capital Group is a private equity and
         deal-making, investment banking venture that identifies opportunistic
         investments and converts them into ownership interests and cash flow
         for our clients. The Merchant Capital Group offers corporate finance
         and investment banking services to mid-sized companies that are looking
         for capital for acquisition or expansion purposes, pursuing exit
         strategies such as an acquisition or an IPO, or seeking assistance in
         business valuation to sell the company.

         Concilium Insurance Services. Concilium Insurance provides the
         planning, research and implementation services necessary to meet
         clients' estate funding, pension and tax planning objectives. The
         agency represents some of the leading carriers in the nation.

         Concilium Real Estate and Mortgage Services. Clients seeking assistance
         in the financing of acquisition or disposition of residential or
         business real estate are served by this subsidiary. The real estate and
         mortgage division brings expertise in real estate acquisition
         strategies, financing products, financial analysis and 1031 or other
         tax deferral strategies, as well as real estate project management
         experience.

         Concilium Global, Ltd. (Hong Kong) supports CGI's domestic and
         international business. This division provides a physical headquarters
         location for clients' international entities and, as such, takes
         messages, forwards mail, develops corporate identity materials and
         other set-up and maintenance services as needed. It also provides
         corporate officers and directors for offshore companies and trustee
         services for trusts. Concilium Global also serves the Merchant Capital
         division by acting as the gateway for clients' business relations and
         operations in Asia, and manages the Bahamas office of CGI.

<PAGE>

It is anticipated that CGI will transfer its existing business to our Company,
in partial satisfaction of the Note.

Formation

We were formed in Florida on September 5, 1996 under the name Fairbanks, Inc. On
April 18, 1997, we filed an amendment to our incorporation document changing our
name to Jet Vacation, Inc. On May 11, 1998 we filed an amendment to our
incorporation document changing our name to Precom Technology, Inc. Although, we
were founded in 1996, our original business plan was capital intensive and we
were unable to raise the capital necessary to implement or carry out our
original plan. Accordingly, we restructured and redeveloped our business plan in
early 2001, and our sole plan since then has been to locate a suitable merger or
acquisition candidate.

Our prospects must be considered in light of the risks, expenses and
difficulties frequently encountered by companies in early stages of development
and with no significant working capital. We had no assets prior to the
transaction with CGI and no business. To date, we have created little revenues
and as a result of the significant expenditures that we have made in seeking a
merger candidate, we incurred significant operating losses and negative cash
flows from operations on both a quarterly and annual basis through 2001. Without
a merger or acquisition transaction, we expected that we would continue to
sustain these losses, and there was no assurance that we would ever achieve or
be able to sustain profitability. Accordingly, there was significant risk that
we would not be able to remain in business if we were not able to merge with or
be acquired by another company with a viable business model and funding. The
transaction with CGI offers us the opportunity to enter into a new, viable
business, and to obtain the working capital needed to grow the Company and
obtain profitability.

Dependence On Key Management

The Company was highly dependent on the services of Nicholas M. Calapa,
President of the Company and Bruce Keller, Vice President and Secretary of the
Company prior to the transaction with CGI. Now that we have completed the
transaction with an operating company and have elected new officers and
directors, the loss of their services will no longer have a material, adverse
impact on the Company.

Possible Difficulty In Raising Additional Equity Capital

There is no assurance that the Company will be able to raise equity capital in
an amount which is sufficient to continue operations. In the event the Company
requires financing, the Company will seek such financing through bank borrowing,
debt or equity financing, corporate partnerships or otherwise. There can be no
assurance that such financing will be available to the Company on acceptable
terms, if at all. The Company does not presently have a credit line available
with any lending institution. Any additional equity financing may involve the
sale of additional shares of the Company's Common Stock or Preferred Stock on
terms that have not yet been established.

<PAGE>

Dividends Not Likely

No dividends on the Company's Common Stock have been declared or paid by the
Company to date. The Company does not presently intend to pay dividends on
shares for the foreseeable future, but intends to retain all earnings, if any,
for use in the Company's business. There can be no assurance that dividends will
ever be paid on the Common Stock of the Company.

ITEM 2.  DESCRIPTION OF PROPERTY

We presently operate our business out of the headquarters of Greenwich Financial
Group, the business of our principal officers and directors, Nicholas M. Calapa
and Bruce Keller. Greenwich Financial Group does not charge us any rent. It is
anticipated that our principal offices will be relocated in the near future as a
result of the transaction with CGI.

ITEM 3.  LEGAL PROCEEDINGS

We are not presently a party to any lawsuit. No court or governmental agency has
assumed jurisdiction over any substantial part of the Company's business or
assets.

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

No matters were submitted to a vote of our shareholders in 2001. However, a
majority of our shareholders consented in writing to the Share Exchange
Agreement dated February 25, 2002 between the Company and CGI International
Holdings, Incorporated. We announced this transaction and its details in a Form
8-K filed with the Securities and Exchange Commission on March 26, 2002. Under
the Share Exchange Agreement, we agreed to undertake a series of transactions
the result of which would be the transfer of control of the Company to the
shareholders of CGI, and the acquisition of CGI and its existing subsidiaries by
us. The transaction also involved the election of new directors, the adoption of
an employee stock option plan, and the amendment of our Certificate of
Incorporation to change our name to Concilium Group, Inc. Our Board of Directors
unanimously approved the Share Exchange Agreement and the other transactions to
be undertaken and the holders of a majority of our outstanding stock approved
the transactions in writing on February 25, 2002. On March 8, 2002 all of the
shareholders of CGI consented in writing to the Share Agreement transactions.

Under applicable Florida law, written consent by the holders of a majority of
our outstanding stock to the transactions outlined in the Agreement was
sufficient to approve the transactions, without a meeting or vote of all of the
shareholders. Under federal law, however, the transactions approved by CGI, our
Board of Directors, the shareholders of CGI and a majority of our shareholders
could not be effective until 21 days after the mailing of an Information
Statement to all of our shareholders. On April 9, 2002, our Board of Directors,
a majority of our shareholders and the shareholders of CGI agreed to rescind the
Share Exchange Agreement and to withdraw the Preliminary Information Statement
filed with the SEC.

Following the rescission of the Share Exchange Agreement, our Board of Directors
approved the proposal of CGI to invest a total of $2 million in our Company in
return for 40 million shares of our common stock, representing control of our
Company. The Board of Directors determined that the consideration proposed in
the Subscription Agreement was fair and adequate, and the 40 million shares were
issued to CGI on April 10, 2002, as fully paid, non-assessable shares. The
shares are pledged, however, as security for the payment of the Note and cannot
be transferred, exchanged or sold, until the Note is paid and for an additional
one year period thereafter, except to the shareholders of CGI, to whom the
shares can be distributed subject to the Note and the restrictions on transfer.

<PAGE>

Also, in lieu of an Annual Meeting of our shareholders, a majority of our
existing shareholders consented in writing to the following actions on April 9,
2002:

ELECTION OF DIRECTORS. Robert J. Hipple, current Chairman and CEO of CGI was
elected as a Director and Chairman. Nicholas M. Calapa, our current President
and a Director, was re-elected as a director. Rodney Read, currently Vice
President and COO of CGI, was elected as a director.

APPOINTMENT OF AUDITOR. Moffitt & Company, P.C. of Scottsdale, Arizona, our
----------------------
auditors for 200 and 2001, was appointed as our auditor for 2002.

ADOPTION OF 2002 EMPLOYEE STOCK OPTION PLAN. The 2002 Employee Stock Option Plan
-------------------------------------------
was approved and a total of 4,742,882 shares of common stock were reserved for
future issuance under the Plan. A copy of the Stock Option Plan as adopted is
attached to this report as Exhibit 10.1.

<PAGE>

                                    PART II

ITEM 5. MARKET FOR COMMON EQUITY AND RELATED STOCKHOLDER MATTERS

On February 25, 2002, when we agreed to the Share Exchange Agreement with CGI,
there were approximately 289 shareholders of record of our common stock. There
are no shareholders of record of our preferred stock. Based on information
received from brokers and others in fiduciary capacities, we estimate that the
total number of shareholders of our common stock exceeds 500. Our shares of
common stock are currently listed for trading on the OTC Electronic Bulletin
Board under the symbol "PMMT".

The reported high and low bid prices for our common stock are shown below for
each quarter during the last three complete fiscal years. The high and low bid
price for the periods in 1999, 2000 and 2001 shown below are quotations from
both the OTC Electronic Bulletin Board and NQB Pink Sheets. The quotations
reflect inter-dealer prices and do not include retail mark-ups, mark-downs or
commissions. The prices do not necessarily reflect actual transactions.

Period                         HIGH BID            LOW BID

1999

First Quarter                       .15              .04
Second Quarter             No Trading Prices
Third Quarter                       .05              .00
Fourth Quarter                      .02              .01

2000

First Quarter                       .02              .02
Second Quarter             No Trading Prices
Third Quarter              No Trading Prices
Fourth Quarter                      .00              .00

2001

First Quarter              No Trading Prices
Second Quarter                      .55              .08
Third Quarter                       .08              .08
Fourth Quarter                      .08              .05

Dividends

The Company does not intend to pay dividends and intends to retain future
earnings to support the Company's growth. Any payment of cash dividends in the
future will be dependent upon: the amount of funds legally available therefore;
our earnings; financial condition; capital requirements; and other factors which
our Board of Directors deems relevant.

As of December 31, 2001, we did not have any outstanding options or warrants.

<PAGE>

ITEM 6. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS
        OF OPERATIONS

Forward-Looking Statements

Forward-looking statements, based on management's current views and assumptions,
are made throughout the Management's Discussion and Analysis section of this
Form 10-K and elsewhere in this report to stockholders. These statements are
subject to certain risks and uncertainties that could cause actual results to
differ materially from historical results and those presently anticipated or
projected. Among the factors that may affect operating results are the
following: success of the Company in finding a merger or investment candidate;
and general economic conditions.

Since 2000, the sole business plan of the Company has been to identify and merge
with, or be acquired by, an operating company. The Company had no significant
income or business operations in 2001, no other prospects, no other likelihood
of being able to secure financing or capital, and was wholly dependent upon the
principals of the Company, Nicholas Calapa and Bruce Keller, and their company,
Greenwich Financial Group, which provided the Company with free office space and
has supported its operations, although they had no obligation to do so. There
was no assurance that Greenwich Financial Group would continue to do so in 2002.
Unless the Company was able to merge with or acquire another company, or was
otherwise able to secure additional capital, there was every likelihood that the
Company would have been forced to cease business.

Results of Operations

Year Ended                       December 31, 2001         December 31, 2000
Net Sales                                   $6,768                        $0
Net (Loss)                                 (38,446)                  (58,741)


Future Outlook

Headquartered in Stamford, Connecticut during 2001, the Company sought to merge
with or be acquired by another company, and that has been the sole business plan
of the Company since 2000. Management made numerous efforts to pursue our
original business plan and to raise capital to operate the business.
Unfortunately the equity markets have gone through significant turmoil and
uncertainty over the past year or so. As a result, our ambitious plans for a
capital intensive business were unsuccessful and our capital needs could not be
realized. Accordingly we abandoned our original business plan and began to look
for potential acquisition candidates. In addition, as of the most recent
year-end, we have incurred net losses of $470,580 from inception. We have
abandoned all development activities and have no assets. These factors raised
doubt as to our ability to continue as a going concern. Management's plans to
eliminate the going concern situation included but were not limited to seeking a
merger or acquisition candidate, or finding a business to acquire with
additional funding. A mature and businesslike evaluation of our affairs required
the consideration of the foreseeable possibility of business failure.
Accordingly, an acquisition transaction became a possible and foreseeable
solution. In early January 2001, we had received an offer from GroupNow, Inc.
dated November 1, 2000 to acquire a controlling interest in our company. On or
about March 5, 2001, we contacted GroupNow, Inc., to follow up on their progress
and to consider an opportunity to be acquired by our Company. After discussions
with another potential merger candidate, Information Technology, Inc., ended in
early 2001, we re-opened discussions with GroupNow. We entered into a Stock
Exchange Agreement with GroupNow Inc. on June 4, 2001 and commenced the
necessary due diligence and SEC disclosure process. In our Form 10Q for the
Third Quarter of 2001, filed with the SEC on November 14, 2001, we announced
that the proposed transaction with GroupNow Inc. had been called off due to
extenuating circumstances. We then began to search for another suitable
acquisition partner.

<PAGE>

On or about January 31, 2002, we were introduced to CGI, as a possible merger
candidate. Mr. Calapa, our President and Mr. Hipple, the President of CGI began
discussing the possibility of a merger between CGI and Precom shortly after
February 1, 2002. We were provided a complete due diligence package on CGI.
After careful review, Mr. Calapa decided that CGI would enhance our shareholder
value and moved forward to approach our board of directors to discuss a share
exchange. Our board of directors then met and agreed with Mr. Calapa's
assessment of CGI. The board of directors authorized Mr. Calapa to continue
discussions with CGI and to move towards a preliminary agreement.

CGI and Precom continued discussions and negotiations until February 8, 2002, at
which point we entered into a Letter of Intent for Precom to acquire all the
issued and outstanding shares of CGI. Upon execution of the Letter of Intent,
legal counsel was instructed to prepare documents necessary to complete the
proposed transaction.

Our board of directors met on February 25, 2002 and authorized the execution of
a Share Exchange Agreement with CGI and the related actions required in
connection with that Agreement. On February 25, 2002 the Share Exchange
Agreement was executed. Simultaneously, holders of a majority of our stock
signed written consents to the Share Exchange Agreement and related
transactions. CGI also executed the Share Exchange Agreement on February 25,
2002 and submitted the Agreement to its shareholders for approval. On March 8,
2002, all of the CGI shareholder approved the transaction in writing by
executing the Share Exchange Agreement. Although this transaction was approved
by the Boards of Directors of both companies and a majority of the shareholders
of both companies, the same parties agreed on April 9, 2002 to rescind the Share
Exchange Agreement. Also on April 9, 2002, or Board of Directors accepted the
offer of CGI to subscribe for 40 million shares of our common stock for a
subscription price of $2 million, pursuant to a Subscription Agreement dated
April 9, 2002. A copy of the Subscription Agreement is attached to this report
as Exhibit 6.1. Our Directors also authorized the issuance of the 40 million
shares pursuant to the Subscription Agreement in return for a promissory note
(the "Note"), secured by the 40 million shares. A copy of the Note is attached
to this Report as Exhibit 6.2.

As a result of the written consent of a majority of our shareholders on April 9,
2002 and the acceptance of the Subscription Agreement and the Note by our Board
of Directors, CGI has acquired control of our Company, representing in excess of
90 percent of the outstanding shares. In addition, as a result of the written
consent action by a majority of our shareholders, in lieu of an Annual Meeting
of Shareholders, taken on April 9, 2002, representatives of CGI hold two out of
three positions on our Board of Directors, effective April 9, 2002. At a meeting
of the newly elected Board of Directors held on April 10, 2002, the following
officers were elected for the Company, effective until the next Annual Meeting
of Shareholders:

                  Robert Hipple             Chairman, President and CEO
                  Rodney Read               Vice President and COO
                  Drew Roberts              Vice President, Treasurer and CFO
                  Aaron Nilsen              Secretary and Corporate Counsel

<PAGE>

ITEM 7. FINANCIAL STATEMENTS

The financial statements of the Company, together with the report of auditors,
are as follows:

                             PRECOM TECHNOLOGY, INC.

                          (A DEVELOPMENT STAGE COMPANY)

                              FINANCIAL STATEMENTS

                           DECEMBER 31, 2001 AND 2000

                                TABLE OF CONTENTS

                                                                        Page No.

INDEPENDENT AUDITORS' REPORT ..............................                  1

FINANCIAL STATEMENTS

       Balance Sheets......................................                  2

       Statements of Operations............................                  3

       Statement of Stockholders' (Deficit)................                  4

       Statements of Cash Flows............................                  5

       Notes to Financial Statements.......................             6 - 10

<PAGE>

                          INDEPENDENT AUDITORS' REPORT

To the Board of Directors and Stockholders
Precom Technology, Inc.

(A Development Stage Company)


We have audited the accompanying balance sheets of Precom Technology, Inc. (A
Development Stage Company) as of December 31, 2001 and 2000 and the related
statements of operations, stockholders' (deficit), and cash flows for the years
then ended, and for the period from September 1, 1996 (date of inception) to
December 31, 2001. These financial statements are the responsibility of the
Company's management. Our responsibility is to express an opinion on the
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 financial
statements are free of material misstatement. An audit includes examining, on a
test basis, evidence supporting the amounts and disclosures in the financial
statements. An audit also includes assessing the accounting principles used and
significant estimates made by management, as well as evaluating the overall
financial statement presentation. We believe that our audits provide a
reasonable basis for our opinion.

In our opinion, the financial statements referred to above present fairly, in
all material respects, the financial position of Precom Technology, Inc. as of
December 31, 2001 and 2000 and the results of its operations and its cash flows
for the years ended December 31, 2001 and 2000 and for the period from September
1, 1996 (date of inception) to December 31, 2001, in conformity with accounting
principles generally accepted in the United States of America.

The accompanying financial statements have been prepared assuming that the
Company will continue as a going concern. As discussed in Note 7 to the
financial statements, the Company has incurred net losses of $470,580, has a
deficit stockholders equity, and needs additional capital to finance its
operations. In addition, the Company does not have any assets. These conditions
raise substantial doubt about its ability to continue as a going concern.
Management's plans regarding these matters also are described in Note 7. The
financial statements do not include any adjustments that might result from the
outcome of these uncertainties.

Moffitt & Company, P.C.
Scottsdale, Arizona

March 8, 2002, except for Note 9 which is dated April 10, 2002.

<PAGE>

                             PRECOM TECHNOLOGY, INC.

                          (A DEVELOPMENT STAGE COMPANY)

                                 BALANCE SHEETS

                           DECEMBER 31, 2001 AND 2000

                                     ASSETS
<TABLE>
<CAPTION>
                                                                                        2001                  2000
                                                                                        ----                  ----
<S>                                                                              <C>                   <C>
TOTAL ASSETS                                                                     $                0    $                0
                                                                                 ==================    ==================

                     LIABILITIES AND STOCKHOLDERS' (DEFICIT)

CURRENT LIABILITIES

       Accounts payable

            Stock Transfer Agent                                                 $           17,814    $           17,293
            Greenwich Financial Group                                                        59,188                40,200
            Legal and accounting fees                                                        28,215                 9,278
                                                                                 ------------------    ------------------

            TOTAL CURRENT LIABILITIES                                                       105,217                66,771
                                                                                 ------------------    ------------------
STOCKHOLDERS' (DEFICIT)

       Preferred stock, par value $ 0.001 per share
            Authorized 10,000,000 shares

            Issued and outstanding - 0 - shares                                                   0                     0
       Common stock, par value $ 0.001 per share
            Authorized 50,000,000 shares

            Issued and outstanding - 2,120,820 shares                                         2,121                 2,121
       Paid in capital in excess of par value of stock                                363,242                 363,242
       Deficit accumulated during the development stage                                   ( 470,580)            ( 432,134)
                                                                                 ------------------    ------------------

            TOTAL STOCKHOLDERS' (DEFICIT)                                                 ( 105,217)             ( 66,771)
                                                                                 ------------------    ------------------

            TOTAL LIABILITIES AND STOCKHOLDERS'

              (DEFICIT)                                                          $                0    $                0
                                                                                 ==================    ==================
</TABLE>

<PAGE>

                             PRECOM TECHNOLOGY, INC.

                          (A DEVELOPMENT STAGE COMPANY)

                            STATEMENTS OF OPERATIONS

                 FOR THE YEARS ENDED DECEMBER 31, 2001 AND 2000

        AND FOR THE PERIOD FROM SEPTEMBER 1, 1996 (DATE OF INCEPTION) TO

                                DECEMBER 31, 2001
<TABLE>
<CAPTION>
                                                                                                           For the Period
                                                                                                          From September 1,
                                                                                                            1996 (date of
                                                                                                            Inception) to
                                                                                                            December 31,
                                                                  2001                  2000                     2001
                                                           ------------------    ------------------    ----------------------
<S>                                                        <C>                   <C>                   <C>
REVENUE                                                    $            6,768    $                0    $                6,768
                                                           ------------------    ------------------    ----------------------
EXPENSES

       General and administrative                                      45,214                58,741                   103,955
       Development costs                                                    0                     0                   373,393
                                                           ------------------    ------------------    ----------------------

       TOTAL EXPENSES                                                  45,214                58,741                  477,348
                                                           ------------------    ------------------    ----------------------

NET (LOSS)                                                 $         ( 38,446)   $         ( 58,741)   $           ( 470,580)
                                                           ==================    ==================    =====================

NET (LOSS) PER COMMON SHARE

       Basic and diluted                                   $           ( .02)    $           ( .03)
                                                           =================     =================

WEIGHTED AVERAGE NUMBER OF
       COMMON SHARES OUTSTANDING

       Basic and diluted                                            2,120,820             2,041,153
                                                           ==================    ==================
</TABLE>

<PAGE>

                             PRECOM TECHNOLOGY, INC.

                          (A DEVELOPMENT STAGE COMPANY)

                   STATEMENT OF STOCKHOLDERS' EQUITY (DEFICIT)

                      FOR THE PERIOD FROM SEPTEMBER 1, 1996
                    (DATE OF INCEPTION) TO DECEMBER 31, 2001
<TABLE>
<CAPTION>
                                                                 Preferred Stock                         Common Stock
                                                             Shares            Amount             Shares             Amounts
<S>                                                                   <C>  <C>                       <C>        <C>
September 1, 1996
   (Date of inception)                                                0    $             0                  0   $              0

September, 1996 - Shares issued for services                          0                  0            100,000                100

October, 1996 - Shares issued for cash                                0                  0            100,000                100

Net (loss) for the period from
   September 1, 1996 to December 31, 1996                             0                  0                  0                  0
                                                        ---------------    ---------------   ----------------   ----------------
BALANCE, DECEMBER 31, 1996                                            0                  0            200,000                200

March 1997 - Shares issued for cash                                   0                  0            400,000                400

March 1997 - Shares issued for settlement of
     failed mergers                                                   0                  0            720,820                721

Net (loss) for the year ended
   December 31, 1997                                                  0                  0                  0                  0
                                                        ---------------    ---------------   ----------------   ----------------

BALANCE, DECEMBER 31, 1997                                            0                  0          1,320,820              1,321

August 1998 - Shares issued for services                              0                  0            600,000              600

Net (loss) for the year ended
   December 31, 1998                                                  0                  0                  0                  0
                                                        ---------------    ---------------   ----------------   ----------------

BALANCE, DECEMBER 31, 1998                                            0                  0          1,920,820              1,921

Net (loss) for the year ended
   December 31, 1999                                                  0                  0                  0                  0
                                                        ---------------    ---------------   ----------------   ----------------

BALANCE, DECEMBER 31, 1999                                            0                  0          1,920,820              1,921

August 2000 - issuance of common stock for
   Provence Capital Corporation, Inc.                                 0                  0            200,000                200

Net (loss) for the year ended
   December 31, 2000                                                  0                  0                  0                  0
                                                        ---------------    ---------------   ----------------   ----------------

BALANCE, DECEMBER 31, 2000                                            0                  0          2,120,820              2,121

Net (loss) for the year ended
   December 31, 2001                                                  0                  0                  0                  0
                                                        ---------------    ---------------   ----------------   ----------------

BALANCE, DECEMBER 31, 2001                                            0    $             0          2,120,820   $          2,121
                                                        ===============    ===============   ================   ================
</TABLE>

<PAGE>

<TABLE>
<CAPTION>
                               Paid in                       Deficit
                              Capital in                   Accumulated
                               Excess of                   During the
                               Par Value                   Development
                               of Stock                       Stage                       Total
                               --------                       -----                       -----
<S>                     <C>                          <C>                         <C>
                        $                    0       $                    0      $                    0

                                           900                            0                       1,000

                                        50,084                            0                      50,184

                                             0                     ( 16,703)                   ( 16,703)
----------------------------------------------       ----------------------      ----------------------

                                        50,984                     ( 16,703)                     34,481

                                       199,600                            0                     200,000

                                         6,488                            0                       7,209

                                             0                    ( 178,200)                  ( 178,200)
----------------------------------------------       ----------------------      ----------------------

                                       257,072                    ( 194,903)                     63,490

                                        99,400                            0                     100,000

                                             0                    ( 171,241)                  ( 171,241)
----------------------------------------------       ----------------------      ----------------------

                                       356,472                    ( 366,144)                    ( 7,751)

                                             0                      ( 7,249)                    ( 7,249)
----------------------------------------------       ----------------------      ----------------------

                                       356,472                    ( 373,393)                   ( 15,000)

                                         6,770                            0                       6,970

                                             0                     ( 58,741)                   ( 58,741)
----------------------------------------------       ----------------------      ----------------------

                                       363,242                    ( 432,134)                   ( 66,771)

                                             0                     ( 38,446)                   ( 38,446)
----------------------------------------------       ----------------------      ----------------------

                        $              363,242       $            ( 470,580)     $            ( 105,217)
                        ======================       ======================      ======================
</TABLE>

<PAGE>

                             PRECOM TECHNOLOGY, INC.

                          (A DEVELOPMENT STAGE COMPANY)

                            STATEMENTS OF CASH FLOWS

                 FOR THE YEARS ENDED DECEMBER 31, 2001 AND 2000
        AND FOR THE PERIOD FROM SEPTEMBER 1, 1996 (DATE OF INCEPTION) TO
                                DECEMBER 31, 2001
<TABLE>
<CAPTION>
                                                                                                              For the period
                                                                                From September 1,              1996 (Date of
                                                                                                               Inception) to
                                                                                                               December 31,
                                                                            2001              2000                 2001
--------------------------------------------------------------------------------------  ---------------     -------------------
CASH FLOWS FROM
   OPERATING ACTIVITIES:
<S>                                                                   <C>               <C>                 <C>
       Net (loss)                                                     $       ( 38,446) $      ( 58,741)    $          (470,580)
       Adjustments to reconcile net (loss) to net
          cash (used) by operating activities:
             Stock issued for merger expenses                                        0            6,970                  14,179
             Stock issued for services                                               0                0                 101,000
       Changes in operating assets and liabilities:

             Accounts payable                                                   38,446           51,771                 105,217
                                                                      ----------------  ---------------     -------------------

          NET CASH (USED)  BY
             OPERATING ACTIVITIES                                                    0                0                (250,184)
                                                                      ----------------  ---------------     -------------------

CASH FLOWS FROM INVESTING ACTIVITIES                                                 0                0                       0
                                                                      ----------------  ---------------     -------------------

CASH FLOWS FROM FINANCING ACTIVITIES:

       Proceeds from issuance of common stock                                        0                0                 250,184
                                                                      ----------------  ---------------     -------------------

          NET CASH PROVIDED BY

             FINANCING ACTIVITIES                                                    0                0                 250,184
                                                                      ----------------  ---------------     -------------------

NET INCREASE IN CASH                                                                 0                0                       0

CASH AT BEGINNING OF PERIOD                                                          0                0                       0
                                                                      ----------------  ---------------     -------------------

CASH AT END OF PERIOD                                                 $              0  $             0     $                 0
                                                                      ================  ===============     ===================

SUPPLEMENTAL DISCLOSURE OF CASH
   FLOW INFORMATION

       Cash paid during the period for:

          Interest                                                    $              0  $             0     $                 0
                                                                      ================  ===============     ===================

          Taxes                                                       $            150  $             0     $               150
                                                                      ================  ===============     ===================

SCHEDULE OF NON-CASH FINANCING

   ACTIVITIES:

       Issuance of common stock for merger expenses                   $              0  $             0     $            14,179
                                                                      ================  ===============     ===================

       Issuance of common stock for services                          $              0  $             0     $           101,000
                                                                      ================  ===============     ===================
</TABLE>

<PAGE>

                             PRECOM TECHNOLOGY, INC.

                          (A DEVELOPMENT STAGE COMPANY)

                          NOTES TO FINANCIAL STATEMENTS

                           DECEMBER 31, 2001 AND 2000

NOTE 1 SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

     Nature of Business

     Precom Technology, Inc. (hereinafter referred to as the Company) was
     organized on September 1, 1996, under the laws of the State of Florida. In
     August 2000, the Company completed a merger with Provence Capital
     Corporation, Inc. by exchanging 200,000 shares of common stock for 100% of
     the outstanding shares of Provence Capital Corporation, Inc.

     Name Changes

     The Company has changed its name as follows:

     At date of incorporation - Fairbanks, Inc. April 1997 - Jet Vacations, Inc.
     May 1998 - Precom Technology, Inc.

     Accounting Estimates

     Management uses estimates and assumptions in preparing financial statements
     in accordance with generally accepted accounting principles. Those
     estimates and assumptions affect the reported amounts of assets and
     liabilities, the disclosure of contingent assets and liabilities, and the
     reported revenues and expenses. Actual results could vary from the
     estimates that were used.

     Income Taxes

     Provisions for income taxes are based on taxes payable or refundable for
     the current year and deferred taxes on temporary differences between the
     amount of taxable income and pretax financial income and between the tax
     basis of assets and liabilities and their reported amounts in the financial
     statements. Deferred tax assets and liabilities are included in the
     financial statements at currently enacted income tax rates applicable to
     the period in which the deferred tax assets and liabilities are expected to
     be realized or settled as prescribed in FASB Statement No. 109, Accounting
     for Income Taxes. As changes in tax laws or rates are enacted, deferred tax
     assets and liabilities are adjusted through the provision for income taxes.

     Net (Loss) Per Share

     The Company adopted Statement of Financial Accounting Standards No. 128
     that requires the reporting of both basic and diluted earnings (loss) per
     share. Basic earnings (loss) per

<PAGE>

                             PRECOM TECHNOLOGY, INC.

                          (A DEVELOPMENT STAGE COMPANY)

                          NOTES TO FINANCIAL STATEMENTS

                           DECEMBER 31, 2001 AND 2000

NOTE 1 SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)

     Net (Loss) Per Share (Continued)

     share is computed by dividing net income (loss) available to common
     stockholders' by the weighted average number of common shares outstanding
     for the period. Diluted earnings (loss) 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. In accordance with
     FASB 128, any anti-dilutive effects on net loss per share are excluded.

     Recent Accounting Pronouncements

     In June 2001, the FASB issued the following statements:

          FASB 141 - Business Combinations
          FASB 142 - Goodwill and other Intangible Assets
          FASB 143 - Accounting for Asset Retirement Obligations
          FASB 144 - Accounting for the Impairment or Disposal of Long-Lived
          Assets

     These FASB statements did not have a material impact on the Company's
     financial position or results of operations.

NOTE 2 RESTATEMENT OF COMMON STOCK AND PAID IN CAPITAL IN EXCESS OF PAR VALUE OF
STOCK

     On February 5, 2001, the Company effected a 1 for 100 reverse stock split
     on 19,208,522 shares of stock. On March 19, 2001, the Company then had a
     10-1 forward stock split on 192,008 shares.

     The stock splits have been retroactively recorded in the financial
     statements as if they occurred at the date of inception.

NOTE 3 DEVELOPMENT STAGE OPERATIONS

     As of December 31, 2001, the Company was in the development stage of
     operations. A development stage company is defined as a company that
     devotes most of its activities to establishing a new business activity. In
     addition, planned principal activities have not commenced, or have
     commenced and have not yet produced significant revenue.

     The Company expensed $393,393 of development costs for the period from
     September 1, 1996 (date of inception) to December 31, 2001.

<PAGE>

                             PRECOM TECHNOLOGY, INC.

                          (A DEVELOPMENT STAGE COMPANY)

                          NOTES TO FINANCIAL STATEMENTS

                           DECEMBER 31, 2001 AND 2000

NOTE 4 INCOME  TAXES

     Significant components of the Company's deferred tax assets and liabilities
     are as follows as of December 31, 2001 and 2000:
<TABLE>
<CAPTION>
                                                                                        2001                    2000
---------------------------------------------------------------------------------------------------      ------------------
                        Deferred tax assets
<S>                                                                              <C>                     <C>
                             Net operating losses carryforward                   $           64,000      $           57,959

                             Less valuation allowance                                        64,000                  57,959
                                                                                 ------------------      ------------------

                             Net deferred tax assets                             $                0      $                0
                                                                                 ==================      ==================

                        Deferred tax liabilities                                 $                0      $                0
                                                                                 ==================      ==================
                        A  reconciliation of the valuation allowance is as
                           follows:
                                                                                        2001                    2000
---------------------------------------------------------------------------------------------------      ------------------

                             Balance at beginning of year                        $           57,959      $           56,099

                             Addition for the year                                            6,041                   1,860
                                                                                 ------------------      ------------------

                             Balance at end of year                              $           64,000      $           57,959
                                                                                 ==================      ==================
</TABLE>

NOTE 5 NET OPERATING LOSS CARRYFORWARDS

     The Company has the following net operating loss carryforwards at December
     31, 2001:
<TABLE>
<CAPTION>
<S>                          <C>                             <C>                               <C>
                                      Tax Year                       Amount                    Expiration date
                             December 31, 1996               $               16,703                 2016
                             December 31, 1997                              178,200                 2017
                             December 31, 1998                              171,241                 2018
                             December 31, 1999                                7,248                 2019
                             December 31, 2000                               15,226                 2020
                             December 31, 2001                               38,446                 2021
                                                             ----------------------

                                                             $              427,064
                                                             ======================
</TABLE>

     Future changes in ownership may limit the ability of the Company to utilize
     its net operating loss carryforwards.

<PAGE>

                             PRECOM TECHNOLOGY, INC.
                          (A DEVELOPMENT STAGE COMPANY)

                          NOTES TO FINANCIAL STATEMENTS

                           DECEMBER 31, 2001 AND 2000

NOTE 6 PREFERRED STOCK

     No rights or preferences have been assigned to the preferred stock.

NOTE 7 GOING CONCERN

     These financial statements are presented on the basis that the Company is a
     going concern. Going concern contemplates the realization of assets and the
     satisfaction of liabilities in the normal course of business over a
     reasonable length of time. The Company has incurred net losses of $470,580,
     has deficit stockholders' equity and needs additional capital to finance
     its operations. These factors raise substantial doubt as to the Company's
     ability to continue as a going concern.

     Management's plans to eliminate the going concern situation include, but
     are not limited to, seeking a merger candidate. (See Note 9)

NOTE 8 BUSINESS COMBINATION

     In August 2000, the Company merged with Provence Capital Corporation, Inc.
     and accounted for the transaction as a pooling of interest. The Company
     recorded the merger as follows:
<TABLE>
<S>                                                                                   <C>
                             Increase in common stock                                 $    200

                             Increase in paid in capital in excess of
                                par value of stock                                       6,770

                        The following unaudited information presents certain
                        income statement data of the separate companies for the
                        periods preceding the merger:

                                                                                          2000

                             Net sales

                                 Precom Technology, Inc.                              $      0
                                 Provence Capital Corporation, Inc.                          0

                             Net (loss)
                                 Precom Technology, Inc.                               (42,170)
                                 Provence Capital Corporation, Inc.                     (6,970)
</TABLE>

     There were no material transactions between Precom Technology, Inc. and
     Provence Capital Corporation, Inc. prior to the merger. The effects of
     conforming Provence Capital Corporation, Inc.'s accounting policies to
     those of Precom Technology, Inc. were not material.

<PAGE>

                             PRECOM TECHNOLOGY, INC.

                          (A DEVELOPMENT STAGE COMPANY)

                          NOTES TO FINANCIAL STATEMENTS

                           DECEMBER 31, 2001 AND 2000

NOTE 9 SUBSEQUENT EVENT - SALE OF COMMON STOCK

     On April 9, 2002, the Company sold 40,000,000 shares of common stock to CGI
     International Holdings, Inc. under the following terms and conditions:

     A.   CGI International Holdings, Inc. issued to the Company a six month
          note for $2,000,000.
     B.   The note does not bear interest.
     C.   The note is secured by the 40,000,000 shares of stock.
     D.   The Company shall release a portion of the security if partial
          payments are made on the note.

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

The Company's auditor is Moffitt & Company, P.C., Certified Public Accountants.
The Company does not presently intend to change accountants, and Moffitt &
Company, P.C. has been appointed as our auditors for 2002. At no time has there
been any disagreement with such accountants regarding any matter of accounting
principles or practices, financial statement disclosure, or auditing scope or
procedure.

<PAGE>

                                    PART III

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

Directors during 2001 and until April 9, 2002

The directors and officers of the Company, as of January 22, 2002 are set forth
below, and these individuals were the sole directors and officers during 2001.
The directors held office for their respective term until their successors are
duly elected and qualified. Vacancies in the existing Board are filled by a
majority vote of the remaining directors. The officers served at the will of the
Board of Directors during 2001.

Name                           Age      Director/position
----                           ---      -----------------
Nicholas M. Calapa             39       President and Director

Bruce Keller                   64       Vice President, Secretary and Director

Business Experience

NICHOLAS M. CALAPA, 39, has been the President and a Director of Precom since
1999. He has been the Vice President and a fifty percent (50%) shareholder of
Greenwich Financial Group since 1997 where he has worked as an investment
banker. Prior to that time, for ten years he worked as a financial consultant
for the brokerage firm currently known as Salomon Smith Barney. Mr. Calapa
received his Bachelor of Arts Degree with a major in Political Science from St.
John's University in 1984. He also graduated with a minor in business and
philosophy.

BRUCE KELLER, 64, has been the Vice President, Secretary and a Director of
Precom since 1999. He has been the President and a fifty percent (50%)
shareholder of Greenwich Financial Group since 1997 where his responsibilities
include overseeing the overall administration of such company. Prior to that
time, for five years he worked as a financial consultant for Gilford Securities.
Mr. Keller received his Bachelor of Science Degree in Economics from the
University of Pennsylvania in 1958 and his Master in Business Administration
Degree in Taxation from New York University in 1964.

No officer or director engaged in any transaction relating to the shares of the
Company during 2001.

Directors After April 9, 2002

The following were elected as directors of the Company by written consent of a
majority of our shareholders on April 9, 2002, and at a meeting of the newly
elected Board of Directors held on April 10, 2002, the following individuals
were elected as Executive Officers of the Company:

<PAGE>

Directors and Officers After the Share Subscription

<TABLE>
<CAPTION>
<S>                                          <C>                   <C>
Name                                         Age                   Position

Robert Hipple                                57                    Chairman, President, CEO and Director
Nicholas M. Calapa                           39                    Director
Rod B. Read                                  54                    Vice President, Chief Operating Officer
                                                                   and Director

Drew Roberts                                 44                    Vice President, Treasurer and Chief
                                                                   Financial Officer
Aaron Nilsen                                 32                    Secretary and Corporate Counsel
</TABLE>

Robert Hipple, President, CEO & Director. Robert Hipple's professional
background consists of more than 30 years of experience in international and
domestic tax, securities and intellectual property law and public company
management. He has extensive experience in international business, having served
as the director and president of active business companies in the UK, France,
and Hong Kong. He practiced international tax, business and securities law for
more than 25 years and was a founder and director of a national bank holding
company. He has served as an officer and director of several NYSE, AMEX, and
NASDAQ companies, including positions as Executive Vice President and Chief
Operating Officer, Chief Financial Officer, Chief Administrative Officer and
General Counsel. Mr. Hipple has served as an Associate Professor of Law and
Director of the Graduate Tax Law Program at Emory University Law School and is
widely published in the law profession, including having co-authored a
multi-volume bankruptcy law treatise. He received his MBA in Business/Finance at
Emory University, his LLM in Taxation at Georgetown University, his JD with a
Business emphasis at Georgetown Law School and his BA in Economics at Wesleyan
University.

Nicholas M. Calapa, Director. (See earlier biography)

Rodney B. Read, Director, Vice President and Chief Operating Officer. Rod Read
has over 30 years of experience in all aspects of business operations. He served
as the Chief Operating Officer for I.R.A.D., an internet service provider, and
was responsible for sales, marketing, product development, and the daily
operations for the company. He has an extensive background in marketing,
advertising, and operations, having served as Vice-President of Marketing and
Franchise Development for several national restaurant chains. Additionally, he
served as President and CEO of Remark Company, an advertising display company
that designed and manufactured display products for clients including Proctor &
Gamble and Marriott Hotels. Rod received his BS degree from Indiana University
and MBA from Loyola University in Chicago.

<PAGE>

Drew Roberts, Vice President and Chief Financial Officer. Drew Roberts has 16
years experience in all facets of financial management and has outstanding
educational credentials and broad business experience. Most recently, he served
as Vice President of First Security Bank's Trust Systems and Accounting where he
was responsible for $17 billion in trust assets and also functioned as the Trust
Compliance Officer. In addition, he served as CFO of H.R. Enterprises with
responsibility for all financial services. Drew received both his BA degree in
Finance and his MBA from the University of Utah.

Aaron Nilsen, Secretary and Corporate Counsel. Aaron Nilsen earned his BA degree
in Editorial Journalism from the University of Washington and obtained his JD
from the University of Utah College of Law, where he earned recognition as a
Leary Scholar (awarded to the top 20%) and served as Senior Staff on the Law
Review.

Certain Legal Proceedings

No director or executive officer of the Company during 2001 has appeared as a
party in any legal proceeding material to an evaluation of his ability or
integrity during the past five years. Mr. Hipple, Mr. Read, Mr. Roberts and Mr.
Nilsen, as officers of CGI, were named as defendants in an action entitled David
K. Broadbent, as Receiver, et al. vs. CGI International Holdings, Inc. et al
filed in the United States District Court for the District of Utah, Central
Division, Civil Action No. 2:02-C-230C, in which the named Receiver is seeking
to ascertain whether any assets of Merrill Scott & Associates, Inc., a Utah
corporation by which all of the individuals were employed prior to October 15,
2001 (Mr. Roberts until December 31, 2001) are held by CGI. Based on a review of
the pleadings and other documents, it does not appear that any assets or other
property of Merrill Scott & Associates, Inc. are currently held by CGI, or any
of the named individuals, and no liability is expected to result from this
action on the part of CGI, or any of the named individuals. Mr. Hipple also was
a named defendant in an action entitles Royce & Associates, Inc, et al vs.
Enesco Group, Inc., et al., filed in the United States District Court for the
Southern District of New York, but that action was subsequently dismissed, with
no liability on Mr. Hipple's part.

Compliance with Section 16(a) of the Exchange Act

No officer or director, or any control person, of the Company engaged in any
transaction in the shares of the Company during 2001.

Committees of the Board

We presently do not have any committees, but we do anticipate forming
appropriate committees of the Board when the Board of Directors has been
increased to add additional outside directors.

<PAGE>

All officers and directors listed above will remain in office until the next
annual meeting of our stockholders, and until their successors have been duly
elected and qualified. There are no agreements with respect to the election of
Directors. We have not compensated our Directors for service on our Board of
Directors, any committee thereof, or reimbursed them for expenses incurred for
attendance at meetings of our Board of Directors and/or any committee of our
Board of Directors. Our Board of Directors appoints officers annually and each
Executive Officer serves at the discretion of our Board of Directors. We do not
have any standing committees. Our Board of Directors may in the future determine
to pay Director's fees and reimburse Directors for expenses related to their
activities, and may also appoint committees of the Board.

None of our officers and/or Directors have filed any bankruptcy petition, been
convicted of or have been the subject of any criminal proceeding or been the
subject of any order, judgment or decree involving the violation of any state or
federal securities laws within the past five (5) years.

ITEM 10. EXECUTIVE COMPENSATION

In 1999, 2000 and 2001, no officer of the Company received compensation in
excess of $100,000 and there were no stock options, warrants or similar grants
made during 2001. On April 9, 2002, the Company adopted the 2002 Employee Stock
Option Plan (the "Plan"), and reserved 4,742,882 shares of common stock of the
Company for future issuance under the Plan. This Plan is designed to encourage
key management employees of the Company and its subsidiaries and its
non-employee directors to acquire a proprietary interest in the Company. It is
expected that this proprietary interest will encourage option grantees to remain
with the Company and will help to attract new employees and qualified outside
directors.

Under the terms of the Plan, options to acquire a total of 4,742,882 shares of
common stock have been reserved to be issued to key employees, as determined by
a newly formed Compensation Committee of the board of directors of the Company.
The Compensation Committee will be made up of at least three independent
(non-employee) members of the board of directors, to be appointed in the future.
Only full time employees of the Company and non-employee directors are eligible
for stock option awards, and any grants will be at an exercise price of the
greater of the fair market value of the stock at the time of the grant or the
par value of the stock. The options may not be exercised until after twelve
months of continued employment following the date the option is granted, and
then may be exercised as to 50 percent of the grant when the price of the stock
on a national securities exchange exceeds 125 percent of the exercise price for
ten consecutive trading days, and as to the other 50 percent when the price of
the stock on a national securities exchange exceeds 150 percent of the exercise
price for ten (10) consecutive trading days, but in any case only during an
employee's continued employment. Non-employee directors receive an automatic
grant of options to acquire 2,500 shares at current fair market value at each
annual meeting anniversary date, provided that service as a director continues.
No options have been issued under the Plan. A copy of the Plan as adopted is
attached to this report as Exhibit 10.1

<PAGE>

ITEM 11.  SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT

The following table sets forth as of March 31, 2002, information with respect to
the beneficial ownership of the Company's common stock by (i) each person known
by the Company to own beneficially 5% or more of such stock, (ii) each director
of the Company who owns any Common Stock, and (iii) all Directors and Officers
as a group, together with their percentage of beneficial holdings of the
outstanding shares.
<TABLE>
<CAPTION>
     Title of Class                      Name and Address                       Amount of Shares          Percent
                                                                               Beneficially Owned        of Class
<S>                      <C>                                                               <C>            <C>
                         Greenwich Financial Group

     Common Shares       2001 West Main Street, Suite 208                                     833,560          39.30%
                         Stamford, CT 06902

                         Flashstar Funding Corp.
     Common Shares       2001 West Main Street, Suite 208                                  150,000(1)        7.07%(1)
                         Stamford, CT 06902

                         Goldco Properties Limited Partnership

     Common Shares       22154 Martella Avenue                                                179,200           8.45%
                         Boca Raton, FL 33433

                         Nicholas M. Calapa

     Common Shares       50 Myano Lane                                                     416,780(2)       19.65%(2)
                         Stamford, CT 06902

                         Bruce Keller

     Common Shares       600 Riversville Rd.                                               416,780(3)       19.65%(3)
                         Greenwich, CT 06831
     Common Shares       Officers and Directors as a Group                                 833,560(4)       39.30%(4)
</TABLE>

     (1) Flashstar Funding Corp. is a financial services client of Greenwich
     Financial Group, but there is otherwise no relationship between these
     entities.

     (2) Nicholas M. Calapa, a current Director and an Officer and Director of
     Precom during 2001, does not directly own any shares of Precom. However,
     Mr. Calapa is a fifty percent (50%) shareholder of Greenwich New Venture
     Equity Fund doing business as Greenwich Financial Group, which owns an
     aggregate of 833,560 shares of Precom. Therefore, Mr. Calapa beneficially
     owned 416,780 shares (19.65%) of our Common Stock as of March 31, 2002.

     (3) Bruce Keller, an Officer and Director of Precom until April 9, 2002,
     does not directly own any shares of Precom. However, Mr. Keller is a fifty
     percent (50%) shareholder of Greenwich New Venture Equity Fund doing
     business as Greenwich Financial Group, which own an aggregate of 833,560
     shares of the Precom. Therefore, Mr. Keller beneficially owned 416,780
     shares (19.65%) of our Common Stock as of March 31, 2002.

     (4) Nicholas M. Calapa and Bruce Keller were our only Officers and
     Directors during 2001 and until April 9, 2002. As stated above, Nicholas M.
     Calapa beneficially owned 416,780 shares of our Common Stock and Bruce
     Keller beneficially owned, 416,780 shares of our Common Stock as of March
     31, 2002. Therefore, the Officers and Directors owned 833,560 shares
     (39.30%) of us as of March 31, 2002.

There are no shares of our voting stock that the persons listed above may
acquire within 60 days by exercise or conversion of options, warrants,
conversion privileges or other rights.

<PAGE>

Securities Ownership of Certain Beneficial Owners and Management After April 9,
2002:
------------------------------------------------------------------------------

The following table sets forth information concerning the beneficial ownership
of our Common Stock following the Share Exchange by (i) each person we believe
will be a beneficial owner of more than 5% of the issued and outstanding stock
of the Company; (ii) the persons who will serve as officers and directors of the
Company after April 9, 2002; and (iii) the designee officers and directors as a
group.
<TABLE>
<CAPTION>
Name and Address                                 Amount of Shares Beneficially                         Percent of Class
----------------                                                  -------------                        ----------------
                                                                          Owned
<S>                                                              <C>                                         <C>
Greenwich Financial Group
2001 West Main Street, Suite 208                                        833,560                                  12.42%
Stamford, CT 06902

Nicholas M. Calapa
50 Myano Lane                                                        416,780(1)                                6.21%(1)
Stamford, CT 06902

Bruce Keller
600 Riversville Rd.                                                 416,780 (2)                               6.21% (2)
Greenwich, CT 06831

CGI International Holdings, Inc.
2255 Glades Road, Suite 324A                                         40,000,000                                  94.96%
Boca Raton, FL 33431

Robert Hipple
24 Waterview Drive                                                12,616,000(3)                               29.95%(3)
Ossining, NY 10562

Rodney B. Read
7979 McLain Mountain Circle                                        5,892,000(4)                               13.99%(4)
Salt Lake City, Utah  84121

Drew Roberts
2148 East 1300 South                                               5,892,000(5)                               13.99%(5)
Salt Lake City, Utah  84108

Aaron Nilsen
1492 Marilyn Drive                                                   736,000(6)                                1.75%(6)
Ogden, Utah  84003

Officers and Directors as a Group                                 25,969,560(7)                               61.65%(7)
</TABLE>

(1) Nicholas M. Calapa, will be a Director of the Company, but will not directly
own any shares of the Company. However, Mr. Calapa is a fifty percent (50%)
shareholder of Greenwich New Venture Equity Fund doing business as Greenwich
Financial Group, which will own an aggregate of 833,560 shares of the Company.
Therefore, Mr. Calapa will beneficially own 416,780 shares (6.21%) of our Common
Stock.

(2) Bruce Keller, who will not be an Officer or Director of the Company, and
does not directly own any shares of the Company. However, Mr. Keller is a fifty
percent (50%) shareholder of Greenwich New Venture Equity Fund doing business as
Greenwich Financial Group, which will own an aggregate of 833,560 shares of the
Company. Therefore, Mr. Keller beneficially will own 416,780 shares (6.21%) of
our Common Stock.

<PAGE>

(3) Robert Hipple is Chairman and CEO of CGI International Holdings, Inc. and
Chairman and CEO of the Company, but does not own directly any shares of Common
stock of the Company. However, Mr. Hipple is a 31.54% shareholder of CGI, which
owns an aggregate of 40 million shares of the Company. Therefore, Mr. Hipple
beneficially will own 12,616,000 shares (29.95%) of our Common Stock.

(4) Rodney Read is Vice President and COO of CGI International Holdings, Inc.
and a Director, Vice President and COO of the Company, but does not own directly
any shares of Common stock of the Company. However, Mr. Read is a 14.73%
shareholder of CGI, which owns an aggregate of 40 million shares of the Company.
Therefore, Mr. Read beneficially will own 5,892,000 shares (13.99%) of our
Common Stock.

(5) Drew Roberts is Vice President and CFO of CGI International Holdings, Inc.
and Vice President, Treasurer and CFO of the Company, but does not own directly
any shares of Common stock of the Company. However, Mr. Roberts is a 14.73%
shareholder of CGI, which owns an aggregate of 40 million shares of the Company.
Therefore, Mr. Roberts beneficially will own 5,892,000 shares (13.99%) of our
Common Stock.

(6) Aaron Nilsen is Secretary of CGI International Holdings, Inc. and Secretary
of the Company, but does not own directly any shares of Common stock of the
Company. However, Mr. Nilsen is a 1.75% shareholder of CGI, which owns an
aggregate of 40 million shares of the Company. Therefore, Mr. Nilsen
beneficially will own 736,000 shares (1.75%) of our Common Stock

(7) Robert J. Hipple, Nicholas M. Calapa, Rodney Read, Drew Roberts and Aaron
Nilsen are Officers and Directors of the Company after April 9, 2002. Therefore,
the Officers and Directors will own 25,969,560 shares (61.65%) of our
outstanding Common Stock after April 9, 2002.

Changes In Control

On April 9, 2002, the Company accepted the Stock Subscription (Exhibit 6.1 to
this Report) of CGI and issued 40 million shares of common stock to CGI on April
9, 2002. As a result of this transaction, CGI became the owner of 94 percent of
the issued and outstanding shares of stock of the Company, representing control
of the Company. Mr. Hipple and Mr. Read, both of who are directors and executive
officers of CGI, were elected to the Board of Directors of the Company and now
represent a majority of the Directors. All of the employees of CGI will become
employees of the Company,

On April 9, 2002, the Company adopted the 2002 Employee Stock Option Plan, (the
"Plan"). This Plan is designed to encourage key management employees of the
Company and its non-employee directors to acquire a proprietary interest in the
Company. It is expected that this proprietary interest will encourage option
grantees to remain with the Company and will help to attract new employees and
qualified outside directors.

<PAGE>

Under the terms of the Plan, options to acquire a total of shares of common
stock have been reserved for future issuance to key employees and non-employee
directors, as determined by the Compensation Committee of the board of directors
of the Company. The Compensation Committee will be made up of at least three
independent (non-employee) members of the board of directors, to be appointed in
the future. Only full time employees of the Company and non-employee directors
are eligible for stock option awards, and any grants will be at an exercise
price of the greater of the fair market value of the stock at the time of the
grant or the par value of the stock. The options may not be exercised until
after twelve months of continued employment following the date the option is
granted, and then may be exercised as to 50 percent of the grant when the price
of the stock on a national securities exchange exceeds 125 percent of the
exercise price for ten consecutive trading days, and as to the other 50 percent
when the price of the stock on a national securities exchange exceeds 150
percent of the exercise price for ten (10) consecutive trading days, but in any
case only during an employee's continued employment. Non-employee directors
receive an automatic grant of options to acquire 2,500 shares at current fair
market value at each annual meeting anniversary date, provided that service as a
director continues. A copy of the 2002 Employee Stock Option Plan is attached to
this Report as Exhibit 10.1.

ITEM 12. CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS

We presently operate our business out of the headquarters of Greenwich Financial
Group, the business of our principals Nicholas M. Calapa and Bruce Keller.
Greenwich Financial Group has not charged us any rent. It is expected that our
headquarters will be relocated to a new location as the business formerly
operated by CGI is commenced and operated by us.

<PAGE>

                                    PART IV

ITEM 14. EXHIBITS, FINANCIAL STATEMENT SCHEDULES AND REPORTS ON FORM 8-K
- ------------------------------------------

(a)  The following documents are filed as part of this report:

          1.   Financial statements; See index to financial statement and
               schedules in Item 7.

          2.   Financial statement schedules; see index to financial statements
               and schedules in Item 7

          3.   Exhibits:

The following exhibits are filed with this Form 10-KSB and are identified by the
numbers indicated: See index to Exhibits immediately following Financial
Statements and Financial Statement Schedules of this report.

3.1  Articles of Incorporation, as amended, incorporated by reference to the
     Registrant's Form 8-K12g3, filed on September 12, 2000 (SEC File No.
     000-31507).

3.2  Bylaws, as amended, incorporated by reference to the Registrant's Form
     8-K12g3, filed on September 12, 2000 (SEC File No. 000-31507).

10.1. Subscription Agreement dated April 9, 2002 between CGI International
     Holdings, Incorporated and Precom Technology, Inc.

10.2  Promissory Note in the amount of $2 million payable by CGI International
     Holdings, Incorporated to Precom Technology, Inc., secured by 40 million
     shares of Precom Technology, Inc. common stock.

10.3 2002 Employee Stock Option Plan

(b)      Reports on Form 8-K

         On March 22, 2002, we filed a Form 8-K with the Securities and Exchange
         Commission (SEC File No. 000-31507) to report the Share Exchange
         Agreement with CGI International Holdings, Inc.

<PAGE>

                                   SIGNATURES

Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange
Act of 1934, the registrant has duly caused this report to be signed on its
behalf by the undersigned, there unto duly authorized.

                           PRECOM TECHNOLOGY, INC.


                           By: Nicholas M. Calapa
                           -----------------------
                           Nicholas M. Calapa
                           President

Dated: April 15, 2002

Pursuant to the requirements of the Securities Exchange Act of 1934, this report
has been signed below by the following persons on behalf of the registrant and
in the capacities and on the dates indicated.


/s/ Nicholas M. Calapa       President and Director           April 15, 2002
-------------------------
Nicholas M. Calapa


/s/ Bruce Keller             Vice President, Secretary
-------------------------    and Director                     April 15, 2002
Bruce Keller