SECURITIES AND EXCHANGE COMMISSION
                          Washington, D.C. 20549

                                 FORM 10-KSB

              [X]  ANNUAL REPORT UNDER SECTION 13 OR 15(d) OF THE
                        SECURITIES EXCHANGE ACT OF 1934

                    For the fiscal year ended Dec 31, 2000.

              [ ]  TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF
                        THE SECURITIES EXCHANGE ACT OF 1943

              For the transition period from _________________ to
              __________________________

                      Commission File number:  0-31493

                                 AXIS.COM, INC.
                  (Name of small business issuer in its charter)

                  Nevada                       88-0468251
         (State of organization)  (I.R.S. Employer Identification No.)

                  Issuers telephone number:  (702) 212-4588

  Securities registered under Section 12(b) of the Exchange Act:  None.

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

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

Check if there is no disclosure of delinquent  filers  in  response  to
Item  405  of  Regulation  S-B  not  contained  in  this  form,  and no
disclosure will be contained, to the best of registrants 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 [ ]

State issuers revenues for its most recent fiscal year: $0.00

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 was sold, or the average bid and  ask  price of
such  common  equity,  as  of a specified date within the past 60 days:
$0.00

State  the  number of shares outstanding of each of the issuers classes
of common equity, as of the last practicable date:  3,000,000

DOCUMENTS INCORPORATED BY REFERENCE

The following documents are hereby incorporated by reference:

(a)	The Companys Form 10SB12G filed on 9/8/2000.

PART I


Item 1.  Description of Business.

Axis.com, Inc.  is  a  Nevada  corporation formed under the laws of the
State of Nevada on  August 4, 2000.   Its principal place of business is
located at 2980 S. Rainbow Blvd. Suite 210C, Las Vegas, NV 89146.  Axis
was organized to engage in any lawful corporate business.

The  primary  activity  of Axis is to locate and consummate a merger or
acquisition with a private entity.

Axis  has  been  in  the developmental stage since inception and has no
operating history  other  than  organizational  matters.   Axis  has no
operations and in accordance with  Statement  of  Financial  Accounting
Standard #7, is considered a development stage company.

Mr. Lovell,  Mr.  Shaikh,  and  Mr. Thomas,  Axis'  sole  officers  and
directors, have elected to begin implementing  Axis' principal business
purpose, described below under "Item 2, Plan  of  Operation".  As such,
Axis can be defined   as a "shell" company., whose sole purpose at this
time is to locate and consummate a merger or acquisition with a private
entity. The proposed business activities described herein classify Axis
as a "blank check" company.

Many states have enacted statutes, rules, and regulations  limiting the
sale of securities  of  "blank  check"  companies  in  their respective
jurisdictions.  Management does not intend to undertake any efforts  to
cause a market to develop in Axis' securities until such time  as  Axis
has successfully implemented its business plan.

Axis  is  filing  this  registration  statement  on  a voluntary basis,
pursuant to section 12(g) of the Securities Exchange Act of  1934  (the
"Exchange Act"), in order to ensure that  public information is readily
accessible to all shareholders and potential investors, and to increase
Axis' access to  financial markets.   Axis plans to increase its access
to  financial  markets  by  gaining  reporting  status on the over-the-
counter bulletin board.  In the event Axis' obligation to file periodic
reports is suspended pursuant to the  Exchange  Act,  Axis  anticipates
that it will continue to voluntarily file such reports.

Risk factors

Axis' business  is  subject  to  numerous  risk  factors, including the
following:

Axis  has no operating history, has received no revenue and has minimal
assets.

Axis  has  had  no  operating  history  and has received no revenues or
earnings from operations. Axis has no significant assets  or  financial
resources. Axis will, in all  likelihood,  sustain  operating  expenses
without corresponding revenues, at least until it  completes a business
combination. This may result in Axis incurring a  net  operating  loss,
which will  increase  continuously  until  Axis  completes  a  business
combination  with  a  profitable  business  opportunity.   There  is no
assurance that Axis will identify a business opportunity or complete  a
business combination.

Axis' proposed operations are speculative and  may  not  succeed.   The
success of Axis' proposed  plan  of  operation  will  depend to a great
extent on the operations, financial condition, and  management  of  any
potential  business  opportunity.   While  management  intends  to seek
business  combinations  with  entities  having  established   operating
histories,  it  cannot   assure  that  Axis  will  successfully  locate
candidates meeting such  criteria.   In  the  event  Axis  completes  a
business combination, the success of  Axis' operations may be dependent
upon management of the successor firm or venture partner firm  together
with numerous other factors beyond Axis' control.

There is a scarcity of companies that may wish to merge or acquire with
Axis   and   the  competition  for  such  business  opportunities   and
combinations is great.

Axis  is,  and will continue to be, an insignificant participant in the
business of seeking mergers and joint ventures with,  and  acquisitions
of small private entities.   A  large  number of established and  well-
financed entities, including  venture  capital  firms,  are  active  in
mergers and acquisitions of companies that may also be desirable target
candidates for Axis.

Nearly   all  such  entities  have  significantly   greater   financial
resources,  technical expertise, and managerial capabilities than Axis,
and is, consequently, at  a  competitive  disadvantage  in  identifying
possible business opportunities and successfully completing  a business
combination.

Additionally,  Axis  has  no way to distinguish itself from other blank
check companies.

Axis  will  also  compete with numerous other small public companies in
seeking merger  or  acquisition  candidates.   Axis'  competition  will
include operating companies that are  likewise  looking for acquisition
and merger candidates.

Axis  currently  has  no  agreements for business combinations or other
transactions and has no standards for approving business  combinations.

Axis  has  no  arrangement, agreement, or understanding with respect to
engaging in a business combination with any private entity.   There can
be  no  assurance  that  Axis will successfully identify  and  evaluate
suitable business opportunities  or  conclude  a  business combination.
Management has not  identified  any  particular  industry  or  specific
business within  an  industry  for  evaluations.   Axis has been in the
developmental stage since inception  and  has  no  operations  to date.
Other than issuing shares to  its  original  shareholders,  Axis  never
commenced any operational activities. There is  no assurance that  Axis
will be able to negotiate a business combination on terms favorable  to
Axis. Axis has not established  a  specific length of operating history
or a specified level of earnings, assets, net  worth  or other criteria
that it will require  a  target  business opportunity to have achieved,
and without which Axis would not consider a business combination in any
form with such business opportunity. Accordingly, Axis may enter into a
business combination with a business  opportunity having no significant
operating  history,  losses,  limited  or  no  potential  for earnings,
limited assets,  negative net worth, or other negative characteristics.

Axis  is  dependent  on  management  that  has  limited  or no business
experience and only a partial time commitment to Axis.

While  seeking  a business combination, management anticipates devoting
ten to twenty hours per month to the business of Axis.   Axis' officers
have not entered into a written employment agreement with Axis  and  do
not expect to do so in the foreseeable future.

Axis has no key man insurance despite the dependence on management.

Notwithstanding  the combined limited experience and time commitment of
management,  loss  of  the  services  of any of these individuals would
adversely affect development of Axis' business  and  its  likelihood of
continuing  operations.   Despite  this, Axis  has not obtained key man
life insurance on its officers or directors.  See  "Management."

Reporting requirements may delay or preclude acquisition.

Companies subject  to Section 13 of the Securities Exchange Act of 1934
(the "Exchange Act") must provide certain information about significant
acquisitions,  including  certified  financial  statements   for   Axis
acquired, covering one or two years, depending on the relative size  of
the acquisition. The time and additional costs that may  be incurred by
some target entities to prepare such statements may significantly delay
or   even   preclude  Axis  from  completing   an  otherwise  desirable
acquisition. Acquisition prospects that do not have or  are  unable  to
obtain  the  required  audited  statements  may  not be appropriate for
acquisition  so  long as the reporting requirements of the 1934 Act are
applicable.

Lack of market research of marketing organization.

Axis  has  conducted  minimal  market  research  indicating that market
demand exists for the transactions contemplated by Axis.

Moreover, Axis  has limited marketing organization.  If there is demand
for  a  business  combination  as  contemplated  by  Axis,  there is no
assurance Axis will successfully complete such transaction.

Lack of diversification

In all likelihood, Axis' proposed operations, even if  successful,  will
result in a business combination with only  one  entity.   Consequently,
the  resulting  activities  will  be  limited  to that entity  business.
Axis' inability to diversify its activities into a  number of  areas may
subject Axis to economic fluctuations within  a  particular  business or
industry, thereby increasing the risks associated with Axis' operations.

Axis may, in the future, be subject to the  Investment  Company  Act of
1940.

Although  Axis  will  be  subject  to  regulation  under the Securities
Exchange  Act  of 1934; management believes Axis will not be subject to
regulation under the  Investment  Company  Act of 1940, insofar as Axis
will  not  be  engaged  in  the  business  of  investing  or trading in
securities. In the event Axis engages in business  combinations,  which
result in  Axis  holding  passive  investment  interests in a number of
entities,  Axis could  be subject  to  regulation  under the Investment
Company Act of 1940. In such event, Axis would be required  to register
as an investment company  and  could  be  expected to incur significant
registration  and  compliance  costs.   Axis  has  obtained  no  formal
determination from the Securities and Exchange  Commission  as  to  the
status  of  Axis   under  the  Investment  Company  Act  of  1940  and,
consequently, any violation  of such Act would subject Axis to material
adverse consequences.

Axis  will  probably  be  subject to a change in control of management.

A  business  combination  involving  the issuance of Axis' common stock
will, in all likelihood, result in shareholders  of  a  private company
obtaining a controlling interest in Axis Any such business  combination
may require management of Axis to sell or transfer all  or  portions of
Axis' common stock held by them,  or resign as members  of the Board of
Director of Axis.  The resulting change in control of Axis could result
in removal of one  or  more  present officer and director of Axis and a
corresponding reduction in or elimination of their participation in the
future affairs of Axis.

A reduction of the percentage  of  share ownership of Axis may follow a
business combination.

Axis' primary plan of operation is based  upon  a  business combination
with a private concern which,  in  all likelihood, would result in Axis
issuing securities to shareholders of such private companies.   Issuing
previously authorized and unissued common stock of Axis will reduce the
percentage of shares owned by present and prospective shareholders, and
a change in Axis' control and/or management.

Requirement  of  audited  financial  statements may disqualify business
opportunities.

Management  believes  that  any  potential  target company must provide
audited financial statements for review, and for  the protection of all
parties to the business combination.   One or more attractive  business
opportunities may forego  a business combination with Axis, rather than
incur  the  expenses  associated   with  preparing  audited   financial
statements.

Blue sky considerations.

Because  the  securities  registered hereunder have not been registered
for resale under the blue sky  laws  of  any  state,  and  Axis  has no
current plans to register or qualify its shares in  any state,  holders
of  these  shares  and  persons  who  desire  to  purchase  them in any
trading market that might develop in the future, should be  aware  that
there may be significant state blue sky restrictions upon  the  ability
of new investors to purchase the securities.   These restrictions could
reduce the size of any potential market.

Non-issuer trading or resales  of Axis securities are exempt from state
registration or qualification requirements  in  most states.   However,
some states may continue to restrict  the trading  or  resale of blind-
pool   or  "blank-check"  securities.   Accordingly, investors   should
consider  any  potential  secondary  market for Axis securities to be a
limited one.

Item 2.  Description of Property.

Axis  neither  owns  nor  leases  any  real property at this time. Axis
conducts its business from 2980 S. Rainbow, Suite 210C, Las  Vegas,  NV
89146.

Item 3.  Legal Proceedings.

Axis is not  a  party to any material pending legal proceedings and, to
the best of its  knowledge,  no such action by or against Axis has been
threatened.


Item 4.  Submission of Matters to a Vote of Securities Holders.

None.


PART II

Item  5.  Market for Common Equity and Related Stockholder Matters.

Axis'  common  stock  is  not  traded  on  any  exchange or OTC market.
Management   has  not  undertaken   any   discussions,  preliminary  or
otherwise,  with   any   prospective   market   maker  concerning   the
participation  of  such  market  maker  in  the after-market for Axis'
securities  and  management  does  not  intend  to  initiate  any  such
discussions  until  such  time  as  Axis  has  consummated  a merger or
acquisition.   There  is  no  assurance that a trading market will ever
develop  or,  if  such  a  market  does develop, that it will continue.
After a merger or acquisition has  been  completed,  Axis' officers and
directors will most likely be the people to contact  prospective market
makers. It is also possible that  persons  associated with  the  entity
that merges with or is acquired by Axis will contact prospective market
makers.   Axis  does  not  intend  to use consultants to contact market
makers.

Market price

The    Registrants   Common  Stock  is  not  quoted  at   the   present
time. Effective August 11, 1993, the Securities and Exchange Commission
adopted  Rule 15g-9,  which  established   the  definition  of a "penny
stock," for purposes relevant to Axis, as any equity security  that has
a market price of less than $5.00 per share or with  an exercise  price
of less than $5.00 per share, subject  to certain exceptions.   For any
transaction involving a penny stock, unless exempt,  the rules require:
(i) that a broker or dealer approve a persons account for  transactions
in penny stocks;  and  (ii)  the  broker  or  dealer  receive  from the
investor a written agreement  to  the transaction,  setting  forth  the
identity and quantity of the penny stock to be purchased.   In order to
approve a persons account for transactions in penny stocks, the  broker
or  dealer  must  (i)  obtain  financial  information  and   investment
experience and objectives of the person;  and  (ii)  make  a reasonable
determination that the transactions  in penny stocks  are  suitable for
that person and that person  has sufficient knowledge and experience in
financial matters to be capable of evaluating the risks of transactions
in penny stocks.   The broker or dealer must also deliver, prior to any
transaction  in  a  penny  stock, a disclosure schedule prepared by the
Commission relating to the penny  stock  market, which,  in   highlight
form, (i) sets forth the  basis  on which the broker or dealer made the
suitability determination; and (ii)  that the broker or dealer received
a signed, written agreement from the investor prior to the transaction.
Disclosure  also  has  to be made about the risks of investing in penny
stocks in both public offerings  and  in  secondary  trading, and about
commissions payable  to  both  the  broker-dealer  and  the  registered
representative,  current  quotations  for the securities and the rights
and remedies available to an investor in cases  of fraud in penny stock
transactions. Finally, monthly statements have  to  be  sent disclosing
recent price information for the penny stock held  in  the  account and
information  on  the  limited  market  in penny stocks.    The National
Association of Securities Dealers, Inc. (the "NASD"), which administers
NASDAQ,  has  recently made changes in the criteria for initial listing
on the NASDAQ Small Cap  market  and for continued listing. For initial
listing, a company must have net tangible  assets of $4 million, market
capitalization of $50 million or net income of  $750,000  in  the  most
recently  completed  fiscal  year  or  in  two of the last three fiscal
years. For initial listing, the common stock must  also  have a minimum
bid  price  of  $4  per share.   In order to continue to be included on
NASDAQ, a company must maintain $2,000,000 in net tangible assets and a
$1,000,000 market value of its publicly traded securities. In addition,
continued inclusion  requires two market makers and a minimum bid price
of $1.00 per share.

Management intends  to strongly consider undertaking a transaction with
any merger or acquisition candidate, which  will  allow Axis securities
to be traded without the aforesaid limitations.  However,  there can be
no assurances that, upon a successful merger  or acquisition, that Axis
will  qualify its securities  for  listing  on  NASDAQ  or  some  other
national  exchange,  or  be  able  to maintain the maintenance criteria
necessary to insure continued listing.   The failure of Axis to qualify
its securities  or to meet the relevant maintenance criteria after such
qualification in the  future  may  result  in the discontinuance of the
inclusion of Axis securities on  a national exchange.   In such events,
trading, if any, in Axis securities may then continue in the non-NASDAQ
over-the-counter market.   As  a result, a shareholder may find it more
difficult to dispose of, or to obtain  accurate  quotations  as  to the
market value of, Axis securities.

Holders

As of December 31, 2000, there  are  3  holders of Axis' common shares.
All of these shareholders hold restricted  stock pursuant to, Section
4(2) exemption.    All shareholders  hold   restricted stock pursuant to
Rule 144.

Shares sold in the future may have to comply with Rule 144.

All  of  the  3,000,000 shares, which are held by management, have been
issued in reliance on the private placement exemption under the amended
Securities Act of 1933.   Such shares will not be available for sale in
the open market without separate  registration  except in reliance upon
Rule 144 under the Act.

In  general,  under  Rule  144  a  person  (or persons whose shares are
aggregated) who has beneficially owned shares acquired  in a non-public
transaction for at least one year, including persons who may  be deemed
affiliates of Axis (as that term  is  defined  under  the Act) would be
entitled to sell within any three-month period a number of shares  that
does not exceed the greater of 1% of the  then  outstanding  shares  of
common stock,  or  the  average  weekly  reported trading volume on all
national securities  exchanges  and  through  NASDAQ  during  the  four
calendar  weeks  preceding  such  sale,  provided  that certain current
public information is then available.   If  a substantial number of the
shares owned  by  management  were  sold  pursuant  to  Rule 144  or  a
registered  offering,  the  market  price  of the common stock could be
adversely affected.


Dividends

The Registrant  has  not paid any dividends to date and has no plans to
do so in the immediate future.

Item 6. Management's Discussion and Analysis or Plan of Operation

Although  Management  believes that the expectations reflected in these
forward-looking statements are  reasonable,  it  can  give no assurance
that such expectations will prove  to  have  been  correct.   Important
factors that could cause  actual  results to differ materially from the
expectations  are  disclosed  in  this  Statement,  including,  without
limitation,  in  conjunction  with  those  forward-looking   statements
contained in this Statement.

Plan of operation - general

Axis plans  to  seek,  investigate, and if such investigation warrants,
acquire an interest in one or more business  opportunities presented to
it by persons or firms desiring the perceived advantages  of a publicly
held corporation. At this time, Axis has no plan, proposal,  agreement,
understanding, or arrangement  to  acquire  or  merge with any specific
business  or  company and Axis has not identified any specific business
or a company  for investigation and evaluation. No member of Management
or  any  promoter  of  Axis,  or  an  affiliate  of either, has had any
material discussions  with  any  other company with  respect   to   any
acquisition of Axis.

Axis  will  not restrict its search to any specific business, industry,
or  geographical  location, and may participate in business ventures of
virtually any kind or nature.

Discussion  of  the proposed business under this caption and throughout
this Registration Statement is purposefully general and is not meant to
restrict Axis' virtually  unlimited  discretion to search for and enter
into a business combination.   Axis  may seek a combination with a firm
which only recently commenced operations, or  a  developing  company in
need of additional funds to expand into  new  products  or  markets  or
seeking to develop a new product or service, or an established business
which may be  experiencing  financial  or  operating  difficulties  and
needs additional  capital which is perceived to be easier to raise by a
public company.

In  some  instances,  a  business  opportunity may involve acquiring or
merging with a corporation which does  not  need substantial additional
cash but which desires to establish a public  trading  market  for  its
common  stock.   Axis  may  purchase  assets and establish wholly owned
subsidiaries in various businesses or  purchase  existing businesses as
subsidiaries.   Selecting  a  business opportunity  will be complex and
extremely   risky.  Because  of  general  economic  conditions,   rapid
technological  advances being made in some industries, and shortages of
available capital,  management  believes  that there are numerous firms
seeking the benefits of a publicly- traded corporation.  Such perceived
benefits of a publicly traded corporation may  include facilitating  or
improving the terms on which additional equity financing may be sought,
providing liquidity for the principals  of a business, creating a means
for  providing  incentive  stock  options  or  similar  benefits to key
employees, providing liquidity (subject to restrictions  of  applicable
statues) for all shareholders, and other items.

Potentially  available  business  opportunities   may  occur  in   many
different industries and at various stages of development, all of which
will make the task of comparative investigation and  analysis  of  such
business opportunities extremely  difficult  and  complex.   Management
believes that Axis may be able to benefit from the use of "leverage" to
acquire a target company. Leveraging a transaction involves acquiring a
business  while   incurring   significant   indebtedness  for  a  large
percentage of the purchase price of  that business.   Through leveraged
transactions, Axis would be required to use less of its available funds
to acquire a target company and, therefore, could commit those funds to
the  operations  of  the  business,  to  combinations with other target
companies, or to other activities.

The  assets  of  the  acquired  business  will  ordinarily  secure  the
borrowing involved in a leveraged  transaction.   If that business were
not able to generate sufficient revenues to make payments on  the  debt
incurred by Axis to acquire that business, the lender would  be able to
exercise the remedies provided by law or by contract.  These leveraging
techniques, while reducing the amount of funds that Axis must commit to
acquire a business, may correspondingly  increase  the  risk of loss to
Axis.

Axis can give no assurance as to the terms or availability of financing
for any acquisition.  During periods when interest rates are relatively
high, the benefits of leveraging  are not as great as during periods of
lower interest rates, because the investment  in the business held on a
leveraged basis will only  be profitable  if  it  generates  sufficient
revenues  to  cover  the related debt and other costs of the financing.
Lenders from which Axis may  obtain  funds  for purposes of a leveraged
buy-out may impose restrictions on the future  borrowing, distribution,
and  operating  policies  of  Axis.   It  is  not possible at this time
to  predict  the restrictions, if any, which lenders may impose, or the
impact thereof on Axis.

Axis   has   insufficient  capital  with which to provide the owners of
businesses significant cash or other assets.   Management believes Axis
will  offer  owners  of  businesses   the   opportunity  to  acquire  a
controlling  ownership  interest  in  a public company at substantially
less  cost  than  is  required to conduct  an  initial public offering.
However, a business that conducts a public will raise capital, but will
not raise capital as a result of merging with Axis.   The owners of the
businesses will, however, incur significant post-merger  or acquisition
registration costs  in  the  event they wish  to  register a portion of
their shares for subsequent sale.   Axis  will  also  incur significant
legal and accounting costs  in  connection  with  the  acquisition of a
business  opportunity,  including  the  costs  of  preparing Forms 8-K,
agreements, and related reports and documents. At a minimum, it will be
necessary to file a Form 8K.   Additionally, 10Qs and 10Ks will need to
be filed as necessary.

Nevertheless,  the  officers  and  directors of Axis have not conducted
market research and  are  not aware  of  statistical  data  that  would
support  the  perceived benefits of a merger or acquisition transaction
for the owners of a business.

Axis  does  not  intend  to  make  any  loans to any prospective merger
or acquisition candidates or to unaffiliated third parties.   Axis will
not restrict its search for any specific kind of firms, but may acquire
a venture, which is  in  its preliminary or development stage, which is
already  in  operation,  or  in  essentially any stage of its corporate
life.   It  is  impossible  to  predict  at this time the status of any
business in which Axis may become engaged,  in  that  such business may
need to seek additional capital, may desire to have its shares publicly
traded, or may seek other perceived advantages which  Axis  may  offer.
However, Axis does  not intend  to  obtain funds in one or more private
placements   to  finance  the  operation   of   any  acquired  business
opportunity until such time as Axis has successfully consummated such a
merger  or  acquisition.   Axis  also  has  no  plans  to  conduct  any
offerings under Regulation S.

Currently,  Axis  has  minimal  cash.  Additional funds will have to be
raised via  securities  issues  or  will  need   to  be  borrowed  from
management in order to properly pursue its business plan.   Should Axis
be unable to raise the necessary funds in  the  next  12  months,  Axis
would be unable to fully implement  its business plan and may be unable
to implement its business plan  at  all.   In such an event, all active
operations of Axis would cease.

Sources of opportunities

Axis will seek a potential business opportunity from all known sources,
but  will  rely  principally  on  personal  contacts of its officer and
director  as  well  as  indirect  associations  between  them and other
business and professional people. It is not presently anticipated  that
Axis  will   engage   professional  firms  specializing   in   business
acquisitions or  reorganizations.   Management,  while  not  especially
experienced  in matters relating to the new business of Axis, will rely
upon their own efforts  and,  to  a  much lesser extent, the efforts of
Axis' shareholders, in accomplishing the business purposes of Axis.  It
is not anticipated that any outside consultants or advisors, other than
Axis' legal counsel  and  accountants,  will  be  utilized  by  Axis to
effectuate  its  business purposes described herein.   However, if Axis
does retain such an outside  consultant or advisor, any cash fee earned
by   such   party   will   need   to   be   paid  by   the  prospective
merger/acquisition candidate, as Axis has no cash  assets with which to
pay such obligation. There have been  no  discussions,  understandings,
contracts   or   agreements  with  any outside consultants and none are
anticipated in the future.

In  the  past,  Axis'  management has never used outside consultants or
advisors in connection with a merger or acquisition.    As is customary
in the industry, a finders fee for locating an acquisition prospect may
be necessary. If any such fee is paid, it will have to be  approved and
paid for by the target candidate because  Axis  has no cash.   Any such
payment would be done in accordance with industry standards.

Such   fees   are  customarily  between  1%  and  5% of the size of the
transaction, based upon a sliding scale  of the amount involved.   Such
fees are typically  in  the  range  of  5%  on a $1,000,000 transaction
ratably  down  to  1%  in  a  $4,000,000  transaction.   Management has
adopted a policy that such a finders fee or  real estate  brokerage fee
could,  in  certain  circumstances,  be  paid to any employee, officer,
director or 5% shareholder of Axis,  if  such  person  plays a material
role in bringing a transaction to Axis.

Mr. Lovell,   Mr. Shaikh,  and  Mr. Thomas  do  have  general  business
experience as disclosed in the resume.

Evaluation of opportunities

The  analysis  of  new  business opportunities will be undertaken by or
under   the   supervision  of  the  officer  and  director of Axis (see
"Management").   Management  intends  to   concentrate  on  identifying
prospective   business   opportunities,   which  may  be brought to its
attention through present associations with  management.   In analyzing
prospective  business opportunities,  management  will  consider, among
other factors, such matters as;

1. the available technical, financial and managerial resources
2. working capital and other financial requirements
3. history of operation, if any
4. prospects for the future
5. present and expected competition
6. the quality and experience of management services which may be
available and the depth of that management
7. the potential for further research, development or exploration
8. specific risk factors not now foreseeable but which then may be
anticipated to impact the proposed activities of Axis
9. the potential for growth or expansion
10.the potential for profit
11.the perceived public recognition or acceptance of products, services
or trades
12.name identification

Management  will  meet  personally with management and key personnel of
the   firm  sponsoring  the  business  opportunity  as  part  of  their
investigation.  To the extent possible, Axis intends to utilize written
reports and personal investigation to evaluate the above factors.  Axis
will not acquire or merge with any company for which audited  financial
statements   cannot   be  obtained.   Opportunities   in   which   Axis
participates  will  present  certain  risks,  many  of  which cannot be
identified adequately prior to selecting a specific opportunity. Axis'
shareholders  must,  therefore,  depend  on  Management to identify and
evaluate  such  risks.   Promoters  of some opportunities may have been
unable to develop a going concern or  may  present  a  business  in its
development stage (in that it has not  generated  significant  revenues
from its principal  business  activities prior to Axis' participation.)
Even after Axis' participation,  there  is  a  risk  that  the combined
enterprise  may  not  become  a  going  concern  or  advance beyond the
development  stage.   Other  opportunities may involve new and untested
products, processes, or market strategies, which may not succeed.  Axis
and, therefore, its shareholders will assume such risks.

The   investigation   of   specific   business  opportunities  and  the
negotiation, drafting, and execution of relevant agreements, disclosure
documents, and  other instruments  will  require substantial management
time   and   attention  as  well  as substantial costs for accountants,
attorneys, and others.  If a decision were made not to participate in a
specific  business  opportunity  the  costs  incurred  in  the  related
investigation would  not  be  recoverable.   Furthermore,  even  if  an
agreement  is  reached  for  the  participation  in a specific business
opportunity, the failure to consummate  that  transaction may result in
the  loss  by  Axis  of  the  related  costs  incurred.    There is the
additional risk that Axis will not find a suitable target.   Management
does   not   believe  Axis  will  generate  revenue without finding and
completing a transaction with a  suitable target company.    If no such
target is found, therefore, no  return on an investment in Axis will be
realized, and there will not, most likely, be a market for Axis' stock.

Acquisition of opportunities

In implementing a structure for a particular business acquisition, Axis
may become  a  party  to a merger, consolidation, reorganization, joint
venture, franchise,  or licensing agreement with another corporation or
entity.   It may also purchase stock or assets of an existing business.
Once a transaction  is  complete,  it  is  possible  that  the  present
management and shareholders of Axis will not be in control of Axis.  In
addition, a majority or all of Axis' officer and director may,  as part
of the terms of the transaction, resign and  be replaced by new officer
and director without a vote of Axis' shareholders.

It  is  anticipated  that  securities issued in any such reorganization
would be issued in reliance  on   exemptions  from  registration  under
applicable Federal  and  state securities laws.  In some circumstances,
however, as a negotiated element of this transaction, Axis may agree to
register  such  securities  at the time the transaction is consummated,
under certain conditions or at specified time thereafter.  The issuance
of substantial additional securities and their potential  sale into any
trading market, which  may  develop  in  Axis' Common Stock, may have a
depressive   effect  on  such  market.   While  the  actual  terms of a
transaction to which Axis may be a party cannot be predicted, it may be
expected   that   the  parties to the business transaction will find it
desirable  to  avoid  the  creation  of  a  taxable  event  and thereby
structure  the  acquisition  in  a  so called "tax free" reorganization
under Sections  368(a)(1)  or 351 of the Internal Revenue Code of 1986,
as amended (the "Code").

In  order  to  obtain  tax-free  treatment  under  the  Code, it may be
necessary for the owners of the acquired business to own 80% or more of
the  voting  stock  of  the  surviving  entity.   In  such  event,  the
shareholders  of  Axis,  including  investors  in  this offering, would
retain less than 20%  of  the  issued  and  outstanding  shares  of the
surviving  entity,  which  could  result in significant dilution in the
equity of such shareholders.

As  part  of  Axis'  investigation, officers and directors of Axis will
meet  personally  with  management  and  key  personnel,  may visit and
inspect   material   facilities,   obtain    independent  analysis   or
verification of  certain  information  provided,  check  references  of
management  and  key personnel, and take other reasonable investigative
measures,  to  the  extent  of  Axis'  limited  financial resources and
management  expertise.   The  manner  in  which  Axis  participates  in
an  opportunity  with a target company will depend on the nature of the
opportunity,   the   respective  needs  and  desires  of Axis and other
parties,  the  management  of  the   opportunity,  and   the   relative
negotiating strength of Axis and such other management. With respect to
any   mergers   or   acquisitions,  negotiations  with  Target Company,
management will be expected to focus on the percentage  of  Axis, which
the target company's shareholders would acquire  in exchange  for  their
shareholdings   in   the  target company.   Depending upon, among other
things, the target company's assets and liabilities,  Axis' shareholders
will, in all likelihood, hold a lesser percentage ownership interest in
Axis following any merger or acquisition.

The percentage ownership may be subject to significant reduction in the
event Axis acquires a target  company  with  substantial  assets.   Any
merger   or   acquisition  effected  by  Axis can be expected to have a
significant dilutive effect on  the  percentage  of shares held by Axis
then shareholders, including purchasers in this offering.    Management
has advanced, and will continue  to  advance,  funds,  which  shall  be
used  by  Axis  in  identifying   and   pursuing agreements with target
companies. Management anticipates that these  funds will be repaid from
the proceeds of any agreement  with  the  target  company, and that any
such agreement may, in fact,  be contingent upon the repayment of those
funds.

It is expected that amounts to conduct investigations will be less than
$10,000 and that such amount will come from Mr. Lovell, Mr. Shaikh, and
Mr. Thomas. Additional   funds   may  need  to  be raised if the amount
exceeds  this or  Mr. Lovell,  Mr. Shaikh, and  Mr. Thomas are short on
funds.

Mr. Lovell, Mr. Shaikh, and Mr. Thomas may contribute up to $10,000 for
acquisition  investigations.   However, Mr. Lovell, Mr. Shaikh, and Mr.
Thomas are not obligated  to  advance  any  additional  amount to Axis.
Axis may be required to issue stock to raise additional  funds  if  Mr.
Lovell, Mr. Shaikh, and Mr. Thomas cannot provide said funds.

Competition

Axis  is  an  insignificant  participant  among  firms, which engage in
business   combinations  with,  or  financing   of,   development-stage
enterprises.   There  are  many  established  management  and financial
consulting   companies   and   venture   capital   firms,  which   have
significantly  greater  financial  and  personal  resources,  technical
expertise and experience than Axis.  In view of Axis' limited financial
resources and management availability, Axis  will  continue  to  be  at
significant  competitive  disadvantage  vis-a-vis the Axis competitors.
Axis  will  be  at  a   disadvantage with other companies having larger
technical  staffs,  established  market  shares  and  greater financial
backing.


Regulation and taxation

The Investment Company Act of 1940 defines an "investment  company." as
an issuer, which  is  or holds it out as being engaged primarily in the
business of investing, reinvesting or trading securities.   While  Axis
does not intend to engage in such activities, Axis may obtain  and hold
a minority interest in a number of development stage enterprises.  Axis
could  be  expected  to  incur  significant registration and compliance
costs if required to register under the Investment Company Act of 1940.
Accordingly, management will continue to review  Axis'  activities from
time to time with a view toward reducing  the  likelihood Axis could be
classified as an "investment company."   Axis  intends  to  structure a
merger or acquisition in such manner as to minimize Federal  and  state
tax consequences to Axis, and to any target company.

Employees

Axis'  only  employees  at  the  present  time  are  its  officers  and
directors,   who   will  devote  as  much time as the Board of Director
determine  is  necessary  to  carry  out  the  affairs  of  Axis.  (See
"Management").

Mr. Lovell, Mr. Shaikh, and Mr. Thomas time devotion to Axis  would  be
estimated  at  10  hours   a   month  until  further fundraising  or  a
merger/acquisition.



Item 7.  Financial Statements

                                AXIS.COM, INC.
                       (A DEVELOPMENT STAGE COMPANY)

                            FINANCIAL STATEMENTS

                             DECEMBER 31, 2000





                                AXIS.COM, INC.
                        (A Development Stage Company)

                             FINANCIAL STATEMENTS






CONTENTS                                                     PAGE

INDEPENDENT AUDITORS REPORT                                    1

BALANCE SHEET                                                  2

STATEMENT OF OPERATIONS                                        3

STATEMENT OF STOCKHOLDERS EQUITY                               4

STATEMENT OF CASH FLOWS                                        5

NOTES TO FINANCIAL STATEMENTS                                 6-8





INDEPENDENT AUDITORS REPORT

TO THE BOARD OF DIRECTORS OF AXIS.COM, INC.:

We  have  audited  the  accompanying balance sheet of Axis.com, Inc. (A
Development Stage Company) as  of  December 31, 2000  and  the  related
statements of operations,  stockholders  equity  and cash flows for the
period  from  August 4, 2000 (inception)  to  December 31, 2000.   These
financial statements are the responsibility of the Companys management.
Our   responsibility   is  to  express  an  opinion  on these financial
statements based on our audit.

We conducted  our audit 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 audit provides 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 Axis.com,
Inc. as of  December 31, 2000 and the results of its operations and its
cash flows for the  period  from  August 4, 2000 (inception) to December
31, 2000 in conformity with accounting principles generally accepted in
the United States of America.



                               MERDINGER, FRUCHTER, ROSEN & CORSO, P.C.
                               Certified Public Accountants

New York, New York
May 16, 2001



                                AXIS.COM, INC.
                        (A Development Stage Company)
                                BALANCE SHEET
                              DECEMBER 31, 2000



ASSETS                                                      $         -
                                                             ----------
LIABILITIES AND STOCKHOLDERS EQUITY
      Liabilities                                           $         -
                                                             ----------
STOCKHOLDERSS EQUITY
Common Stock, $0.001 par value;
   25,000,000 shares authorized,
   3,000,000 shares issued and outstanding                  $      3000
Additional paid-in capital                                          500
Deficit accumulated during
      The development stage                                      (3,500)
                                                             ----------
      Total stockholders equity                                       -

Total liabilities and stockholders equity                   $__________


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

                                  -2-


                             AXIS.COM, INC.
                     (A Development Stage Company)
                        STATEMENT OF OPERATIONS
              FOR THE PERIOD FROM AUGUST 4, 2000 (INCEPTION)
                         TO DECEMBER 31, 2000

Revenue                                                    $         -

General and administrative expenses                              3,500

Loss from operations before provision for income taxes          (3,500)

Provision for income taxes                                           -

Net Loss                                                   $    (3,500)

Net Loss per share - basic and diluted                     $_________-

Weighted average number of common shares
  Outstanding                                                3,000,000


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

                                  -3 -

                              AXIS.COM, INC.
                     (A Development Stage Company)
                    STATEMENT OF STOCKHOLDER EQUITY
             AUGUST 4, 2000 (INCEPTION) TO DECEMBER 31, 2000

                                                  Deficit
                                                   Accumulated
                                        Additional  During the
                            Common Stock  Paid-in   Development
                          Shares   Amount Capital      Stage     Total

Balance, August 4, 2000         -  $    -  $    -    $     -    $    -

Issuance of shares for
Services-August 4, 2000 3,000,000   3,000       -          -     3,000

Expenses paid by
  shareholder                   -       -     500          -       500

Net Loss                        -       -       -     (3,500)   (3,500)

Balance,
 December 31, 2000      3,000,000  $3,000  $  500    $(3,500)   $    -
                        ---------  ------  ------    --------   -------

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

                                 - 4 -

                              AXIS.COM, INC.
                     (A Development Stage Company)
                         STATEMENT OF CASH FLOWS
              AUGUST 4, 2000 (INCEPTION) TO DECEMBER 31, 2000



CASH FLOWS FROM OPERATING ACTIVITIES
  Net loss                                                     $(3,500)
  Stock issued for services                                      3,000
  Expenses paid by shareholder                                     500
NET CASH USED IN OPERATING ACTIVITIES                                -

CASH AND CASH EQUIVALENTS - August 4, 2000                           -

CASH AND CASH EQUIVALENTS - December 31, 2000                  $     -
                                                                ------


SUPPLEMENTAL INFORMATION:
   During the initial period August 4, 2000 to December 31, 2000, the
Company paid no cash for interest or income taxes.


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

                                 - 5 -


                             AXIS.COM, INC.
                     (A Development Stage Company)
                     NOTES TO FINANCIAL STATEMENTS
                           DECEMBER 31, 2000


NOTE 1 - 	DESCRIPTION OF BUSINESS AND SUMMARY OF SIGNIFICANT
            ACCOUNTING POLICIES

Nature of Operations
Axis.com, Inc. (the "Company") is currently a development-stage company
under  the  provisions  of  the  Financial  Accounting  Standards Board
("FASB")  Statement  of  Financial Accounting Standards ("SFAS") NO. 7.
The Company was incorporated  under  the laws of the state of Nevada on
August 4, 2000.

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

Cash and Cash Equivalents
The Company  considers  all  highly  liquid  investments purchased with
original maturities of three months or less to be cash equivalents.

Income Taxes
Income  taxes  are  provided  for  based  on  the  liability  method of
accounting   pursuant  to  SFAS No. 109, "Accounting for Income Taxes".
Deferred  income taxes,  if  any,  are  recorded  to  reflect  the  tax
consequences  on  future  years  of  differences  between the tax bases
of  assets  and  liabilities  and  their financial reporting amounts at
each year-end.

Earnings Per Share
The Company calculates earnings per share in accordance with  SFAS  No.
128, "Earnings  Per  Share",  which  requires   presentation  of  basic
earnings per share ("BEPS") and diluted earnings   per  share ("DEPS").
The computation of BEPS is computed by dividing   income  available  to
common  stockholders  by  the  weighted  average  number of outstanding
common  shares  during  the  period.  DEPS gives effect to all dilutive
potential common shares outstanding during the period. The  computation
of DEPS does not assume conversion, exercise or  contingent exercise of
securities that would have an antidilutive effect  on  earnings.  As of
December 31, 2000, the Company has no securities that would effect loss
per share if they were to be dilutive.

Comprehensive Income
SFAS No. 130, "Reporting Comprehensive  Income",  establishes standards
for  the  reporting  and  display  of   comprehensive  income  and  its
components in the financial statements.  The Company had  no  items  of
other comprehensive income and therefore has not presented  a statement
of comprehensive income.


                                 - 6 -


                             AXIS.COM, INC.
                     (A Development Stage Company)
                     NOTES TO FINANCIAL STATEMENTS
                           DECEMBER 31, 2000


NOTE 2 -   INCOME TAXES

      The components of the provision  for income taxes  for  the period
from August 4, 2000 (inception) to  December 31, 2000  are  as  follows:


    Current Tax Expense
U.S. Federal                                                   $      -
State and Local                                                       -
Total Current                                                         -
                                                               --------
Deferred Tax Expense
  U.S.Federal                                                         -
  State and Local                                                     -
Total Deferred                                                        -
                                                               --------
Total Tax Provision (Benefit) from
  Continuing Operations                                        $      -
                                                               --------
The reconciliation of the effective income tax rate to the Federal
statutory rate is as follows:

Federal Income Tax Rate                                          34.0 %
Effect of Valuation Allowance                                   (34.0)%
Effective Income Tax Rate                                         0.0 %

At December 31, 2000, the Company had net carryforward losses of 3,500.
Because of the current uncertainty of realizing the benefits of the tax
carryforward, a valuation allowance  equal  to  the  tax  benefits  for
deferred taxes has been established.   The  full realization of the tax
benefit associated with the carryforward depends predominantly upon the
Companys ability to generate taxable  income  during  the  carryforward
period.

Deferred tax assets  and  liabilities  reflect  the  net  tax effect of
temporary   differences   between  the  carrying  amount  of assets and
liabilities  for  financial  reporting  purposes  and  amounts used for
income tax purposes.  Significant components of  the  Companys deferred
tax assets and liabilities as  of  December 31, 2000  are  as  follows:

Deferred Tax Assets
  Loss Carryforwards                                           $ 1,200

  Less:  Valuation Allowance                                    (1,200)
  Net Deferred Tax Assets                                      $     -

Net operating loss carryforwards expire in 2020.

                                 - 7 -


                              AXIS.COM, INC.
                     (A Development Stage Company)
                     NOTES TO FINANCIAL STATEMENTS
                            DECEMBER 31, 2000


NOTE 3 -   COMMON STOCK

On  August 4, 2000, the Company issued 3,000,000 shares of common stock
for services valued at $3,000.

                                 - 8 -

Item 8.  Changes  in  and  Disagreements With Accountants on Accounting
and Financial Disclosure.

The  Registrant  has  not  changed accountants since its formation, and
Management  has  had  no  disagreements  with  the  findings   of   its
accountants.

PART III

Item 9.  Directors,  Executive Officers, Promoters and Control Persons;
Compliance With Section 16(a) of the Exchange Act.

The members  of  the  Board  of  Directors of Axis serve until the next
annual meeting of the stockholders, or until their successors have been
elected.   The officers serve at the pleasure of the Board of Director.
There are no  agreements  for  any officer or director to resign at the
request of any other person, and  none  of  the  officers  or directors
named below are acting on behalf of, or at the direction of,  any other
person. Axis' officers and directors will  devote  their  time  to  the
business on an "as-needed" basis,  which  is  expected  to require 5-10
hours per month.

Information as to the directors and executive officers of  the Axis are
as follows:

Name                             Age            Position

Danny Lovell                      28            President, Director

Adam U. Shaikh                    28            Secretary, Director

Eliot Thomas                      30            Treasurer, Director

Danny J. Lovell. President/Director, Age 28.

Mr.  Lovell  graduated  with  BA  in  Education   from   Illinois State
University in 1998. Mr. Lovell was an educator in the Peoria,  Illinois
School System  during  the  1999-2000  school  year  and  is  currently
employed in a small corporation.

Eliot J. Thomas. Treasurer/Director, Age 30.

Mr. Thomas  graduated  with  BS  in  Accounting  from the University of
Nebraska at Omaha in 1996.  Mr.  Thomas  received  his  JD  from  Drake
University Law School in 1999  and is currently employed as a law clerk
in a Las Vegas law firm.

Adam U. Shaikh. Secretary/Director, Age 28.

Mr. Shaikh graduated  with  a BA in Political Science/History from Iowa
State  University  in  1996.   Mr. Shaikh  received  a  JD  from  Drake
University Law School  in  1999  and  received  his license to practice
law in 1999  in  Nevada.   He is currently employed as an attorney in a
small corporation.

Blank check experience

Currently, President Danny Lovell, Secretary Adam Shaikh, and Treasurer
Eliot  Thomas  are  officers  and directors for three other blank check
companies, Loanspaid.com, Inc., Freelance.com, Inc., and Divia.com, Inc.
Currently, Loanspaid.com and Freelance.com have not been cleared by the
SEC. Therefore, there has been no public offering as of yet.

Other blank check companies

Name of Company         Registration Form       Date Filed      Status

Loanspaid.com, Inc.           SB-2               7/10/2000     Pending
Freelance.com, Inc.           SB-2               7/10/2000     Pending
Divia.com, Inc.             10SB12G              8/04/2000   Reporting

There is no  family  relationship  between  any  of  the  officers  and
directors of  Axis. The Axis Board of Directors has not established any
committees.


Conflicts of interest

Management anticipates it will devote only a minor amount  of  time  to
Axis  affairs.  Currently, Mr. Lovell, Mr. Shaikh,  and Mr. Thomas work
full-time at their respective employers.  Mr. Lovell,  Mr. Shaikh,  and
Mr. Thomas may in the future become shareholders, officers or directors
of other companies, which may be formed  for the purpose of engaging in
business activities similar to those conducted by Axis.   Axis does not
currently   have  a  formal  right  of  first  refusal  pertaining   to
opportunities  that  come  to  managements  attention  insofar  as such
opportunities may relate to Axis' proposed business operations.

Mr. Lovell, Mr. Shaikh, and Mr. Thomas, so long as they are an  officer
of  Axis   are  subject  to  the  restriction  that  all  opportunities
contemplated by Axis' plan of operation which come to their  attention,
either in the performance of their duties or in any other manner,  will
be considered opportunities of, and be made available to Axis  and  the
companies that they are affiliated with on an equal basis.  A breach of
this requirement will be a  breach  of  the  fiduciary  duties  of  the
officer  or  director.   If  a  situation arises in which more than one
company desires to merge with  or  acquire  that target company and the
principals  of  the  proposed  target  company have no preference as to
which company will merge or acquire such target company, Axis, of which
the President first became an officer and director, will be entitled to
proceed with the transaction.   Except as set forth above, Axis has not
adopted  any  other  conflict  of  interest policy with respect to such
transactions.

Investment Company Act of 1940

Although Axis will be subject to regulation under the Securities Act of
1933 and  the Securities Exchange Act of 1934, management to regulation
under the Investment  Company  Act  of 1940 insofar as Axis will not be
engaged in the business of investing or trading in securities.   In the
event Axis engages in  business  combinations,  which  result  in  Axis
holding  passive  investment  interests  in  a number of entities, Axis
could be subject to regulation under  the  Investment  Company  Act  of
1940.In such event, Axis would be required to register as an investment
company and could be expected to  incur  significant  registration  and
compliance costs. Axis has obtained no formal  determination  from  the
Securities and Exchange Commission as  to  the status of Axis under the
Investment Company Corp. Act of 1940 and,  consequently,  any violation
of such Act would subject Axis to material adverse consequences.

Item 10.  Executive Compensation

There is no executive compensation given to Mr. Lovell, Mr. Shaikh, and
Mr. Thomas.  It is possible that, after Axis successfully consummates a
merger or acquisition with  an unaffiliated  entity,  that  entity  may
desire to employ or retain one  or more members of Axis' management for
the  purposes  of  providing  services  to  the  surviving  entity,  or
otherwise provide other compensation  to such persons.   It is possible
that persons associated with management may  refer a prospective merger
or acquisition candidate to Axis.   In  the  event  Axis  consummates a
transaction with any entity referred by associates of management, it is
possible that such an associate will be compensated for their  referral
in the form of a finders fee. It is anticipated that  this  fee will be
either in the form of restricted common stock issued by Axis as part of
the terms of the proposed transaction, or will be  in  the form of cash
consideration. However, if such compensation  is  in  the form of cash,
the acquisition or merger candidate will tender  such payment,  because
Axis has insufficient cash  available.   The amount of such finders fee
cannot be determined as of the date of this registration statement, but
is expected to be comparable  to  consideration  normally  paid in like
transactions. No member of management of Axis will receive any  finders
fee,  either  directly  or  indirectly,  as  a  result  of  his  or her
respective efforts to implement Axis' business  plan  outlined  herein.
Persons "associated" with management are meant to refer to persons with
whom  management  may have had other business dealings, but who are not
affiliated with or relatives of management.   The  Registrant  for  the
benefit  of  its  employees  has adopted no retirement, pension, profit
sharing, stock option or insurance  programs or other similar programs.

Item 11.  Security Ownership of Certain Beneficial Owners and
          Management.


As  of  Dec 31, 2000,  Mr. Lovell,  Mr. Shaikh,  and Mr. Thomas are the
beneficial owners of thirty-three and  thirty-three  hundredths percent
(33.33%)  each  of Axis common stock.   The management of Axis does own
stock in Axis.

Title of Class     Name of Beneficial    Amount and Nature     Percent
                          Owner            of Beneficial       Of Class
                                               Owner
Common Stock         Adam U. Shaikh         1,000,000           33%

Common Stock         Danny J. Lovell        1,000,000           33%

Common Stock         Eliot J. Thomas        1,000,000           33%

Common Stock     Officers and Directors     3,000,000          100%

Item 12. Certain Relationships and Related Transactions

There  are  no relationships, transactions, or proposed transactions to
which the registrant was or is to be a party, in which any of the named
persons  set  forth  in  Item 404  of Regulation SB had or is to have a
direct or indirect material interest.

Adam U. Shaikh,  Axis' Secretary  and  Director,  also  serves  as  the
Companys general counsel.


Item 13.  Exhibits and Reports on Form 8-K.

Exhibits

3.1  Articles of Incorporation (incorporated by
     reference in Companys Form 10SB12G filed on 9/8/2000.

3.2  By-Laws (incorporated by reference in Companys
     Form 10SB12G filed on 9/8/2000.



SIGNATURES

In  accordance with the Exchange Act, this report has been signed below
by  the  following  persons  on  behalf  of  the  registrant and in the
capacities and on the dates indicated:


                                               Axis.com, Inc.


                                               By:/S/__________________
                                                     Danny Lovell
                                                     President.

                                               By:/S/__________________
                                                     Eliot Thomas
                                                     Treasurer.

                                               By:/S/__________________
                                                     Adam Shaikh
                                                     Secretary.