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

                                  FORM 10-KSB
                                   (Mark One)
            [X] ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
                 SECURITIES EXCHANGE ACT OF 1934 [Fee Required]
                   For the fiscal year ended December 31,2000
                                             ----------------

                                       or

             [ ] TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE
               SECURITIES EXCHANGE ACT OF 1934 [No Fee Required]
                 For the transition period from ____________ to


                        Commission file number 33-6505D
                                               --------

                                  MORLEX, INC.
                 (Name of Small Business Issuer in its charter)

Colorado                                                 84-1028977
-----------------------                                  ----------
(State or other jurisdiction of                          (I.R.S. employer
 incorporation or organization)                          identification number)

999 Walt Whitman Road, 3rd Floor, Melville, NY           11747
----------------------------------------------           --------
(Address of principal executive offices)                 (Zip Code)

Issuer's telephone number, including area code:  (631) 421-3600
                                                 --------------

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

Securities registered pursuant to Section 12(g) of the Exchange Act: Common
Stock, $.001 par value.

Check whether the Issuer (1) has filed all reports required to be filed by
Section 13 or 15(d) of the Exchange Act 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 contained in this form, and no disclosure will be contained, to
the best of Registrant's knowledge, in definitive proxy or information
statements incorporated by reference in Part III of this Form 10-KSB or any
amendment to this Form 10-KSB. _X_

State issuer's revenues for its most recent fiscal year.   None
                                                           ----

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 asked price of such common equity, as of a
specified date within the past 60 days: Unknown
                                        -------

                   (APPLICABLE ONLY TO CORPORATE REGISTRANTS)
State the number of shares outstanding of each of the issuer's classes of common
equity, as of the latest practicable date. As of March 15, 2001, there were
750,160 shares of the issuer's common stock issued and outstanding.
DOCUMENTS INCORPORATED BY REFERENCE: NONE
Transitional Small Business Disclosure Format (check one):  Yes ;  No X

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                                     PART I

ITEM 1.  DESCRIPTION OF BUSINESS

Business Development

     Morlex, Inc. (the "Company", "Morlex" or the "Registrant") was incorporated
in the State of Colorado on April 23, 1986. In January 1987, Morlex, in a
stock-for-stock exchange (the "Stock Exchange"), acquired America OnLine, Inc.
("AOL#1"), a then wholly owned subsidiary of InfoSource Information Service,
Inc. ("InfoSource"). The Company changed its name from Morlex to America Online,
Inc. on July 17, 1987 (the "Name Change"). AOL #1 was never affiliated with the
well-known company of the same name.

     Prior to incorporation, the Company had no prior operating history and was
formed as what is commonly known as a blind pool. Since the termination of the
business of the former AOL#1, the Company has been seeking the acquisition of,
or merger with, an existing company. The Company's business history since its
incorporation is as follows:

     On September 10, 1986, the Company filed with the Securities and Exchange
Commission (the "Commission") a Registration Statement on Form S-18 under the
Securities Act of 1933, as amended (the "Securities Act"), relating to an
offering of up to 5,000,000 Units. In December 1986, the Company consummated the
offering, having received net offering proceeds aggregating $248,400.00.

     In January 1987, the Company acquired AOL#1 in the Stock Exchange, as a
result of which AOL#1 became a wholly owned subsidiary of the Company in
exchange for 85,000,000 shares of Company stock which were issued to InfoSource
for all the shares of AOL#1.

     On July 17, 1987, a special meeting of stockholders of the Company was held
to change the name of Morlex to America Online, Inc. The proposal to change the
name was approved and the Company's name was thereupon changed.

     On March 1, 1988, the Board of Directors approved the cancellation of a
$30,000.00 debt to InfoSource by issuing 30,000,000 shares of the Company to
InfoSource. All 115,000,000 shares previously issued to InfoSource (including
such 30,000,000 shares and the 85,000,000 shares granted to InfoSource pursuant
to the Stock Exchange) were returned to the Company's treasury as issued but no
longer outstanding shares.

     On December 28, 1992, the Company terminated the business of AOL#1 and a
Certificate of Dissolution of AOL#1 was filed with the Secretary of State of the
State of Colorado. Since that time, the Company has had no active business and
is currently considered a development

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stage company.

     On April 24, 1998, the Board of Directors, by unanimous written consent in
lieu of a special meeting, resolved to amend the Company's Articles of
Incorporation to change the name of the Company back to Morlex, Inc. in order to
remove any confusion between the Company and the Internet company of the same
name.

     On May 15, 1998, the shareholders of the Company, by majority vote,
approved the amendment and name change at a meeting called for that purpose. The
amendment was filed with the Secretary of State of Colorado on June 2, 1998,
upon which the name of the Company became Morlex, Inc.

     On June 14, 1999, the Company filed a Registration Statement under the
Securities Exchange Act of 1934, as amended (the "Exchange Act") on Form 10-SB,
pursuant to which the Company sought to register its Common Stock under the
Exchange Act. The Registration Statement became effective on August 14, 1999.

     On November 1, 2000 the Board of Directors, by unanimous consent in lieu of
a meeting, resolved to approve a reverse stock split whereby each issued and
outstanding share of Common Stock, was converted into 0.001927029 of a share of
Common Stock, and directed that the matter be submitted to the shareholders of
the Company at a Special Meeting of the Shareholders to be held December 5,
2000, for their approval.

     On December 5, 2000, the shareholders of the Company, by majority vote,
approved a reverse stock split whereby each issued and outstanding share of
Common Stock, was converted into 0.001927029 of a share of Common Stock at a
meeting called for that purpose.

Selection of Opportunities

      The analysis of new business opportunities has and will be undertaken
by or under the supervision of the officers and directors of the Registrant. The
Registrant has unrestricted flexibility in seeking, analyzing and participating
in potential business opportunities. In its efforts to analyze potential
acquisition targets, the Registrant will consider the following kinds of
factors:

     (a)  Potential for growth, indicated by new technology, anticipated market
          expansion or new products;

     (b)  Competitive position as compared to other firms of similar size and
          experience within the industry segment, as well as within the industry
          as a whole;

     (c)  Strength and diversity of management, either in place or scheduled for
          recruitment;

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     (d)  Capital requirements and anticipated availability of required funds to
          be provided by the Registrant or from operations, through the sale of
          additional securities, through joint ventures or similar arrangements
          or from other sources;

     (e)  The cost of participation by the Registrant as compared to the
          perceived tangible and intangible values and potentials;

     (f)  The extent to which the business opportunity can be advanced;

     (g)  The accessibility of required management expertise, personnel, raw
          materials, services, professional assistance and other required items;
          and

     (h)  Other relevant factors.

     In applying the foregoing criteria, no one of which will be controlling,
management will attempt to analyze all factors and circumstances and make a
determination based upon reasonable investigative measures and available data.
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. Due to the Registrant's extremely limited
capital available for investigation and management's limited experience in
business analysis, the Registrant may not discover or adequately evaluate
adverse facts about the opportunity to be acquired.

Form of Acquisition

     The manner in which the Registrant participates in an opportunity will
depend upon the nature of the opportunity, the respective needs and desires of
the Registrant and the promoters of the opportunity, and the relative
negotiating strength of the Registrant and such promoters.

         It is likely that the Registrant will acquire its participation in a
business opportunity through the issuance of common stock or other securities of
the Registrant. Although the terms of any such transaction cannot be predicted,
it should be noted that in certain circumstances the criteria for determining
whether or not an acquisition is a so-called "tax free" reorganization under
Section 368(a)(1) of the Internal Revenue Code of 1986, as amended (the "Code"),
depends upon the issuance to the shareholders of the acquired company of at
least 80 percent of the common stock of the combined entities immediately
following the reorganization. If a transaction were structured to take advantage
of these provisions rather than other "tax free" provisions provided under the
Code, all prior shareholders would retain 20% or less of the total issued and
outstanding shares. This could result in substantial additional dilution to the
equity of those who were shareholders of the Registrant prior to such
reorganization.

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     The present shareholders of the Registrant will likely not have control
of a majority of the voting shares of the Registrant following a reorganization
transaction. As part of such a transaction, all or a majority of the
Registrant's directors may resign and new directors may be appointed without any
vote by shareholders.

     In the case of an acquisition, the transaction may be accomplished upon
the sole determination of management without any vote or approval by
shareholders. In the case of a statutory merger or consolidation involving the
Company, it will likely be necessary to call a shareholders' meeting and obtain
the approval of the holders of a majority of the outstanding shares. The
necessity to obtain such shareholder approval may result in delay and additional
expense in the consummation of any proposed transaction and will also give rise
to certain appraisal rights to dissenting shareholders. Most likely, management
will seek to structure any such transaction so as not to require shareholder
approval.

     It is anticipated that 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 and substantial cost for accountants, attorneys and others. If a
decision is made not to participate in a specific business opportunity, the
costs theretofore 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 to the Registrant of the related costs incurred.

Employees

     The Registrant currently has no employees.

ITEM 2. DESCRIPTION OF PROPERTY

     The Company neither rents nor owns any properties. The Company currently
has no policy with respect to investments or interests in real estate, real
estate mortgages or securities of, or interests in, persons primarily engaged in
real estate activities.

ITEM 3.  LEGAL PROCEEDINGS

     There are not presently any pending legal proceedings to which the
Registrant is a party or as to which any of its property is subject.

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

     On November 1, 2000 the Board of Directors, by unanimous consent in lieu of
a meeting, resolved to approve a reverse stock split whereby each issued and
outstanding share of Common

                                       5
<PAGE>

Stock, was converted into 0.001927029 of a share of Common Stock, and directed
that the matter be submitted to the shareholders of the Company at a Special
Meeting of the Shareholders to be held December 5, 2000, for their approval.

     On December 5, 2000, the shareholders of the Company, by majority vote,
approved a reverse stock split whereby each issued and outstanding share of
Common Stock, was converted into 0.001927029 of a share of Common Stock at a
meeting called for that purpose.


                                    PART II

ITEM 5.  MARKET FOR COMMON EQUITY AND RELATED STOCKHOLDER MATTERS

  A. Market for Common Stock. The Company is not aware of any market activity in
its stock during the fiscal year ended December 31, 2000.

  B. Holders. As of March 15, 2001, there were approximately 279 holders of
750,160 shares of the Company's common stock.

  C. Dividends. The Registrant has not paid any cash dividends during either the
fiscal year ended December 31, 1999 or December 31, 2000 and does not anticipate
or contemplate paying dividends in the foreseeable future. It is the present
intention of management to utilize all available funds for the development of
the Registrant's business.

ITEM 6.  MANAGEMENT'S DISCUSSION AND ANALYSIS OR PLAN OF OPERATION

     The Registrant was formed on April 23, 1986 for the purpose of investing in
any and all types of assets, properties and businesses. On September 10, 1986,
the Commission granted effectiveness to a Registration Statement on Form S-18,
filed by the Registrant in the Colorado Regional Office. The Plan of Operation
of the Registrant is briefly described below and further described in Item 1 of
this Form 10-KSB.

     As of December 31, 2000, the Registrant had cash of $683 and no other
assets. As of December 31, 2000, the Registrant had total liabilities of $1,500
and total stockholders deficiency of $817. As of December 31, 1999, the
Registrant had cash of $3,101 and no other assets. As of December 31, 1999, the
Registrant had total liabilities of $1,480 and total stockholders equity of
$1,621. Prior to the consummation of a potential business acquisition as
described in Item 1 of this Form 10-KSB, management does not expect that the
Registrant will have any significant capital requirements or will purchase any
significant equipment or that there will be significant changes in the number of
Registrant's employees.

                                       6
<PAGE>

     The Registrant has not commenced any active operations as of the date
hereof except for the registration and sale of its securities. The Registrant's
assets consist of a limited amount of cash. No revenue has been generated by the
Registrant since the termination of the business of AOL#1. The Registrant will
not have significant operations until, if ever, such time as it effects an
acquisition.

     The Company filed, on June 14, 1999, a Registration Statement under the
Exchange Act, on Form 10-SB, pursuant to which the Company is seeking to
register its Common Stock under the Exchange Act. The Registration Statement
became effective on August 14, 1999.

Plan of Operation

     The Company has not realized any revenues from operations, and its plan of
operation for the next twelve months shall be to continue its efforts to locate
suitable acquisition or merger candidates. Although it is currently anticipated
that the Company can satisfy its cash requirements, and that no additional funds
need be raised, for at least the next twelve months, the Company can provide no
assurance that it can continue to satisfy its cash requirements for such period.

Results of Operations

     The Company has not conducted any active operations in the past fiscal
year, except for its efforts to locate suitable acquisition or merger
transactions. No revenue has been generated by the Company during such period,
and it is unlikely the Company will have any revenues unless it is able to
effect an acquisition of, or merger with, an operating company, of which there
can be no assurance.

ITEM 7.  FINANCIAL STATEMENTS


                         INDEX TO FINANCIAL STATEMENTS

                                                                      Page(s)

Independent Auditors' Report- Successor Auditor                        F - 2.

Independent Auditors' Report - Predecessor Auditor                     F - 3.

Financial Statements:

   Balance Sheets as of December 31, 2000 and 1999                     F - 4.

                                       7
<PAGE>

   Statements of Operations for the Years Ended
     December 31, 2000 (the Cumulative Period During
     the Development Stage) and 1999                                   F - 5.

   Statement of Changes in Shareholders' Equity (Deficit)
     for the Years Ended December 31, 2000 (the Cumulative
     Period During the Development Stage) and 1999                     F - 6.

   Statements of Cash Flows for the Years Ended December 31,
     2000 (the Cumulative Period During the Development
     Stage) and 1999                                                   F - 7.

Notes to Financial Statements                                          F - 8.


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

     On February 9, 2001, the Registrant filed a report with the Commission on
Form 8-K in connection with the resignation of Scott & Guilfoyle as its
independent accountants and the engagement of Lazar Levine & Felix LLP as its
new independent accountants for the fiscal year ended December 31, 2000.

     There are not and have not been any disagreements between the Registrant
and its accountants on any matter of accounting principles, practices or
financial statement disclosure.

                                    PART III

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

     A. Identification of Directors and Executive Officers. The current officers
and directors will serve for one year or until their respective successors are
elected and qualified. They are:

NAME                       AGE       DATE OF           POSITION
                                     ELECTION

Charles T. Gould           49        4/5/91            Chairman of the Board of
4562 S. Ouray Way                                      Directors
Aurora, CO 80015

Lawrence E. Kaplan         57        7/29/98           President, Treasurer and
999 Walt Whitman Road                                  Director
Melville, NY 11747

                                       8
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Steven J. Goodman          61        7/29/98           Secretary and Director
5000 Carden Beach
St. Croix, USVI  00820

     Charles T. Gould. Mr. Gould has been a director of the Company since April
1991. He is presently a Stock Broker and Trader with Charles Schwab in Denver,
Colorado. Prior to Mr. Gould's employment with Charles Schwab & Co., he served
as an Environmental Production Worker with Interel Environmental in Englewood,
Colorado.

     Lawrence E. Kaplan. Mr. Kaplan has served as President, Treasurer and a
director of the Company since July, 1998. Mr. Kaplan is a registered
representative, officer, director and sole stockholder of G-V Capital Corp., an
NASD-registered broker/dealer. He is also an officer and a director of
Osteoimplant Technology, a manufacturer of orthopedic devices and total joint
implants.

     Steven J. Goodman. Mr. Goodman has served as Secretary and a director of
the Company since July, 1998. Mr. Goodman was a consultant for Tessa Financial
Group, Inc. from August 1995 until July, 1998. From 1991 through March, 1995,
Mr. Goodman was West Coast Managing Director of Creative Business Strategies, a
financial corporate consulting firm. Mr. Goodman served as a director of Javelin
Systems, Inc., a public company listed on NASDAQ from January, 1996 until
December, 2000.

     B. Significant Employees. None.

     C. Family Relationships. Charles T. Gould is the husband of Lanne Lancaster
and the brother of Kaylene Veron. Ms. Lancaster served as the Vice President and
Secretary of the Company from March, 1989 until July, 1998. Presently, she is
the record owner of 1,524 shares of Common Stock of the Company. Ms. Veron
served as a director of the Company from March, 1989 until July, 1998.
Presently, Ms. Veron owns no shares of the Company.

     D. Involvement in Certain Legal Proceedings. There have been no events
under any bankruptcy act, no criminal proceedings and no judgments, injunctions,
orders or decrees material to the evaluation of the ability and integrity of any
director, executive officer, promoter or control person of Registrant during the
past five years.

     E. Compliance With Section 16(a). The Company believes that all required
Forms 3 and 4 were furnished to the Registrant during the fiscal year ended
December 31, 2000.

ITEM 10.  EXECUTIVE COMPENSATION

         No compensation has been paid or accrued to any officer or director of
the Registrant since 1994. Except as otherwise indicated in Item 12, the current
officers and directors are not

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being compensated by the Registrant. The Registrant has no current intent to
issue shares of its common stock to management in connection with an
acquisition. However, the Registrant may subsequently deem the issuance of
shares to management for services rendered in connection with an acquisition to
be fair and reasonable to the Registrant and its public shareholders in light of
the services rendered. In the event any shares are issued for services rendered
by management they shall be issued in such an amount as the Board of Directors
deems fair and reasonable to the Registrant and its public shareholders and in
compliance with management's fiduciary duties under state law. Officers and
directors will be reimbursed for actual out-of-pocket expenses incurred on
behalf of the Registrant as approved by the Board of Directors.

ITEM 11.  SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND
          MANAGEMENT

     A. Security Ownership of Certain Beneficial Owners. The following persons
are known to the Registrant to be officers, directors and beneficial owners of
more than five percent of the Registrant's common stock as of March 15, 2001:


Name and Address              Amount and Nature of
of Beneficial Owner           Beneficial Ownership (1)        Percent of Class
-------------------           ------------------------        ----------------

Charles T. Gould (2)                229,818                   30.6%
4562 S. Ouray Way
Aurora, CO 80015

Lawrence E. Kaplan                  229,815                   30.6%
999 Walt Whitman Road
Melville, NY 11747

Steven J. Goodman                   229,815                   30.6%
5000 Carden Beach
St. Croix, USVI  00820

ALL OFFICERS AND
DIRECTORS AS A
GROUP (3 Individuals)               689,448                   91.9%

(1)  Unless otherwise indicated herein and subject to applicable community
     property laws, each stockholder has sole voting and investment power with
     respect to all shares of Common Stock beneficially owned by such
     stockholder and directly owns all such shares in such stockholder's sole
     name. Within sixty (60) days of the date of this filing, none of the above
     persons has the right to acquire any further shares of the Registrant's
     common

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     stock from options, warrants, rights, conversion privileges or other
     similar arrangement.

(2)  Includes 1,524 shares of Common Stock owned by stockholder's spouse.

ITEM 12. CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS

     None.

ITEM 13.  EXHIBITS AND REPORTS ON FORM 8-K

     A.  Exhibits:

          3.1 Certificate of Incorporation - incorporated by reference to
     Exhibit 3.1 to Registration Statement on Form S-18.

          3.2 Amended and Restated Bylaws.

          10.1 Stock Purchase Agreement by and between the Registrant and
     Charles T. Gould - incorporated by reference to Exhibit 10.1 to Annual
     Report on Form 10-KSB filed May 14, 1999.

          10.2 Common Stock Purchase Agreement by and between the Registrant and
     Steven J. Goodman - incorporated by reference to Exhibit 10.2 to Annual
     Report on Form 10-KSB filed May 14, 1999.

          10.3 Common Stock Purchase Agreement by and between the Registrant and
     Lawrence E. Kaplan - incorporated by reference to Exhibit 10.3 to Annual
     Report on Form 10-KSB filed May 14, 1999.


     B. Reports on Form 8-K. On November 22, 2000 Scott & Guilfoyle ("S&G")
submitted their resignation as the Registrant's independent accountant, to be
effective November 22, 2000. On December 18, 2000 the Registrant engaged Lazar
Levine & Felix LLP ("LL&F") as its independent auditors for its fiscal year
ending December 31, 2000. On February 9, 2001, the Registrant filed a report on
Form 8-K in connection with this change in its independent accountant. No other
reports on Form 8-K were filed by the Registrant during the fourth quarter of,
or at any time during, its fiscal year.

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                                   SIGNATURES

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



                                             MORLEX, INC.,

                                             By:      /s/ Lawrence E. Kaplan
                                                      Lawrence  E. Kaplan,
                                                      President and Treasurer

Date: March 26, 2001.

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.



                                           TITLE            DATE

        By:   /s/ Charles T. Gould         Director         March 26, 2001
                Charles T. Gould

        By:   /s/ Lawrence E. Kaplan       President,       March 26, 2001
                Lawrence E. Kaplan         Treasurer,
                                           Director

        By: /s/ Steven J. Goodman          Secretary,       March 26, 2001
                Steven J. Goodman          Director


                 Supplemental Information to be Furnished With
          Reports Filed Pursuant to Section 15(d) of the Exchange Act
                            by Non-reporting Issuers

No annual report to security holders or proxy material has been sent to security
holders of the Registrant.

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<PAGE>

                                 Exhibit Index


3.1  Registrant's Certificate of Incorporation filed as Exhibit 3.1 to
     Registrant's Registration Statement on Form S-18.

3.2  Registrant's Amended and Restated By-Laws.

10.1 Stock Purchase Agreement by and between the Registrant and Charles T. Gould
     - incorporated by reference to Exhibit 10.1 to Annual Report on Form 10-KSB
     filed May 14, 1999.

10.2 Common Stock Purchase Agreement by and between the Registrant and Steven J.
     Goodman - incorporated by reference to Exhibit 10.2 to Annual Report on
     Form 10-KSB filed May 14, 1999.

10.3 Common Stock Purchase Agreement by and between the Registrant and Lawrence
     E. Kaplan - incorporated by reference to Exhibit 10.3 to Annual Report on
     Form 10-KSB filed May 14, 1999.

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