UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                                  Form 10-KSB/A

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

      For the fiscal year ended: December 31, 2001

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

      For the transition period from ____________ to ____________ .

                      Commission file number: 033-05844-NY

                               GTDATA CORPORATION
                 (Name of small business issuer in its charter)

                     Nevada                                  87-0443026
         -------------------------------             ---------------------------
(State or other jurisdiction of incorporation or          (I.R.S. Employer
                  organization)                          Identification No.)

   625 Cochran Street, Simi Valley, California                  93065
   -------------------------------------------       ---------------------------
    (Address of principal executive offices)                 (Zip Code)


                    Issuer's telephone number: (805) 582-3600


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

          Title of each class                    Name of each exchange on
                                                     which registered

                  N/A                                       N/A

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

                                       N/A
                          ----------------------------
                                (Title of Class)

Check  whether the issuer (1) filed all reports  required to be filed by Section
13 or 15(d) of the  Exchange  Act during the past 12 months (or for such shorter
period that the registrant was required to file such reports),  and (2) has been
subject to such filing requirements for the past 90 days.         [X] Yes [ ] No

<PAGE>

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

State issuer's revenues for its most recent fiscal year $9,048,209.

The  aggregate  market  value  of  the  common  stock  of  the  issuer  held  by
non-affiliates  as of March 8, 2002, based upon a closing bid price of $0.24 per
share on such date, was approximately $1,619,315.

The number of shares  outstanding  of the  issuer's  common stock as of March 8,
2002 was 16,062,517 shares.

Transitional Small Business Disclosure Format (check one):        [ ] Yes [X] No


<PAGE>

                                Introductory Note

         This   Annual   Report  on  Form   10-KSB  may  be  deemed  to  contain
forward-looking  statements  within the meaning of Section 27A of the Securities
Act of 1933 and Section 21E of the Securities  Exchange Act of 1934. The Company
intends  that such  forward-looking  statements  be subject to the safe  harbors
created by such statutes.  The  forward-looking  statements  included herein are
based on current  expectations that involve a number of risks and uncertainties.
Accordingly,  to the extent that this  Annual  Report  contains  forward-looking
statements  regarding  the  financial  condition,  operating  results,  business
prospects  or any  other  aspect of the  Company,  please  be  advised  that the
Company's actual financial condition, operating results and business performance
may  differ  materially  from that  projected  or  estimated  by the  Company in
forward-looking  statements.  The  differences  may be caused  by a  variety  of
factors,  including  but not  limited to adverse  economic  conditions,  intense
competition,  including  intensification  of price  competition and entry of new
competitors and products,  inadequate capital, unexpected costs, lower sales and
revenues than forecast, loss of customers,  customer returns of products sold to
them by the Company,  termination of contracts, failure to obtain new customers,
litigation and administrative  proceedings  involving the Company,  the possible
acquisition of new businesses that result in operating losses or the fluctuation
and volatility of the Company's operating results, financial condition and stock
price,  dilution in the Company's ownership of its business,  inability to carry
out marketing and sales plans, loss or retirement of key executives,  changes in
interest  rates,  inflationary  factors,  and other  specific  risks that may be
alluded to in this Annual Report or in other reports  issued by the Company.  In
addition,  the business and operations of the Company are subject to substantial
risks,   which  increase  the  uncertainty   inherent  in  the   forward-looking
statements.   In  light  of  the   significant   uncertainty   inherent  in  the
forward-looking  information  included herein, the inclusion of such information
should not be regarded as a  representation  by the Company or any other  person
that the objectives or plans of the Company will be achieved.

                                     Part I

Item 1.  Description of Business.

Organization and History
------------------------

         GTDATA Corporation (the "Company" or "GTDATA") is a Nevada corporation.
The  Company  was  originally  incorporated  on March 17,  1986,  under the name
Impressive Ventures,  Ltd. for the purpose of engaging in any lawful activity or
business. In January 1998, we changed our name to World Internetworks,  Inc. and
in November 2001, we changed our name to GTDATA Corporation.

         GT Data  Corporation,  a Delaware  corporation ("GT Data Delaware") was
originally  incorporated on April 14, 1998 according to the laws of Colorado. GT
Data Delaware was  reincorporated  according to the laws of Delaware on February
17, 2000. GT Data Delaware is engaged in the sale, repair and support service of
in-warranty and  out-of-warranty  computer  peripheral  devices for a variety of
large and small brand name manufacturers.

Nature of Operations
--------------------

         On February 27, 2001, World  Internetworks,  Inc. ("WINS") entered into
an Agreement and Plan of Reorganization and Merger (the Plan of Merger) with GTD
Acquisition,  Inc.  ("Newco")  and GT Data  Delaware.  On March  20,  2001,  and
pursuant  to a  Certificate  filed  with the  Nevada  Secretary  of State,  WINS

                                       1
<PAGE>

effected  a 1 for 2 reverse  split of all the  outstanding  shares of its common
stock,  options and warrants.  Immediately  following the reverse split WINS had
250,000,000  shares  authorized  and 7,104,114  shares  issued and  outstanding.
Outstanding  options and warrants were 224,500 and 815,000  respectively,  after
the reverse split.  On March 22, 2001, the Plan of Merger became  effective (the
"Merger").  Under the Merger, Newco merged with and into GT Data Delaware,  with
GT Data  Delaware as the surviving  subsidiary  of the Company.  Pursuant to the
Plan of Merger,  all of the 7,688,403  outstanding  series B preferred stock and
common stock of GT Data Delaware were  exchanged for shares of WINS 1 for 1 on a
post-split  basis and 750,000  shares were issued to Fairway  Capital  Partners,
LLC, a finder, in connection with the transaction. All of the outstanding shares
of Newco  were  converted  into  shares  of GT Data  Delaware  as the  surviving
corporation,  with WINS as the sole holder of those shares.  The transaction was
regarded as a reverse  merger  whereby GT Data Delaware was considered to be the
accounting acquirer as it retained control of WINS after the Merger. Pursuant to
the Plan of Merger,  certain shareholders of GTDATA Delaware agreed to surrender
7,165,931 shares of common stock prior to the consummation of the Merger.

         As a result  of the  reverse  merger  transaction  that  took  place on
February  27,  2001,  the Company  adopted  the fiscal year end of the  formerly
private company,  GT Data Delaware,  and as a result,  the Company's fiscal year
end is now  December  31.  As a result,  pursuant  to Rule  13a-10  transitional
reporting was deemed not required.

Business
--------

Overview

         Our  business  goal is to  become a  high-end  data  storage  solutions
Company that provides a wide variety of service options to key manufacturers and
integrators.  We offer repair,  remarketing and logistics  solutions to the data
storage market,  including mass storage for original equipment manufacturers and
integrators.

         We believe that our core  competencies  include our in-depth  technical
expertise  and  our  extensive  marketing  database.  We have  also  established
strategic alliances with mass storage OEMs and other key integrators.

Data Storage and Repair Service

         Through our wholly owned subsidiary  Technical  Services and Logistics,
Inc.  ("TSLi"),  we offer  warranty,  repair,  sales,  logistics  and new  build
services to users of magnetic disk,  optical disk,  hard disk and magnetic tape.
We also offer full  service  and  support  capabilities  for other mass  storage
categories, including hard drives, CD ROMs and floppy drives.

         We  believe  that we  differentiate  ourselves  as a leading  edge mass
storage service provider  through our strategic  partnerships and contracts with
mass storage OEMs. By combining our in-house engineering talent with proprietary
support  from these OEMs,  we are  positioned  to support a wide variety of mass
storage  products,  as well as services.  This OEM support includes  proprietary
test  equipment,  parts  inventory,  complete unit buffer stock,  schematics and
OEM-authorized  warranty support.  Our relationships  with the OEMs allows us to
mirror  their  manufacturing  and service  processes,  which we believe is a key
advantage. In those instances where we do not have a direct OEM relationship, we
utilize  extensive  manufacturing  and  service  background  to mirror  specific
processes.

                                       2
<PAGE>

         The data storage industry is in need of companies that can offer faster
cycle times and higher volume  commitments.  We believe that we have  positioned
ourselves to take  advantage of this  opportunity by adapting to our current and
potential  customers'  needs.  We have  and  will  continue  to  concentrate  on
improving our processes and controls so that we can meet our customers  needs in
the most efficient and effective manner.  In addition,  we work closely with OEM
partners on proprietary technology and equipment.

         In  addition  to our tape  repair  services,  we also  offer  inventory
management,  advance-exchange and engineering consultation. These added services
allow us to provide a full-service infrastructure that includes:

         o        customer service;

         o        technical support;

         o        engineering support;

         o        program management; and

         o        logistics expertise.

Sales and Marketing

         Our goal has been to build OEM strategic  partnerships  and to leverage
these  partnerships  to build volume  business with the major  integrators.  The
volume integrators  require their service providers to support a wide variety of
brands and models. We believe that we offer this service.

         We also  maintain  a web site for our  customers.  Our web site  allows
customers to track purchase  orders and return  merchandise  authorizations.  We
intend to continue to develop our Internet tools to fully support our customers'
requirements.

         Though we market our services and products worldwide, we devote minimal
direct  resources to marketing our  business.  We utilize our OEM base to market
our services and products to key integrators.  We also advertise our services in
trade magazines and participate in industry trade shows.

Dependence on Key Customers and Suppliers

         The  Company   currently  relies  upon  four  (4)  key  customers  that
constitute  approximately  43% of the  Company's  revenues  for  2001  and  that
constituted  approximately 40% of the Company's revenues for 2000. If we were to
lose any one of these customer accounts,  our financial condition and operations
would be materially impacted.

         We  also  rely  on  two  (2)  major  suppliers  for  our  products  and
components. If we were to lose one of these key suppliers, it might be difficult
for the Company to secure another source of such supplies. As a result, the loss
of either of these suppliers may materially  impact the Company,  its operations
and financial condition.

                                       3
<PAGE>

Competitive Business Conditions

         We  compete  with many  established  companies  offering  data  storage
services,  as  well as  smaller,  less  established  companies.  Many  of  these
companies have  substantially  greater  financial,  marketing and  technological
resources,  and greater access to customers than us. Recently,  the data storage
industry has undergone a  consolidation,  as some of our  competitors  have been
acquired by  full-service  organizations.  However,  as the data storage  market
continues to expand,  we expect  competition to increase and to see new entrants
into the market.

         We believe we have a number of  competitive  advantages,  including our
in-depth  technical  expertise  and  our  value-added   services  such  as  full
configuration  kitting,  repair to the component level and quick turnaround time
on volume transactions.

Environmental Compliance

         Compliance  with the  provisions  of  federal,  state  and  local  laws
regulating  the  discharge  of  materials  into the  environment,  or  otherwise
relating to the protection of the  environment,  has not had a material  adverse
effect on our financial  results,  operations  or business.  The Company did not
have any material expenditures for environmental  compliance in fiscal 2001. The
Company does not  currently  have and has not  budgeted  any material  estimated
expenditures  for  environmental  compliance  during  2002.  However,  potential
liability under  environmental  rules and regulations is ongoing,  regardless of
whether the Company has complied with existing governmental guidelines.

         The Company cannot predict the nature or scope of future  environmental
laws or regulations,  how they will be  administered or whether  compliance will
require substantial expenditures by the Company. Based upon current information,
the  Company  expects  that  future  compliance  with  environmental  rules  and
regulations will not have a material impact on the Company's  financial results,
operations or business.

Employees

         As of December 31,  2001,  the Company had  approximately  91 full time
employees 6 of who were still in their probationary  employment period.  None of
the Company's  employees are  represented by a union and we have  experienced no
work stoppages. We believe our employee relations are favorable.

FACTORS THAT MAY AFFECT OUR BUSINESS, OPERATING RESULTS AND FINANCIAL CONDITION

         Our  prospects  are subject to certain  uncertainties  and risks.  This
Annual Report on Form 10-KSB also contains  certain  forward-looking  statements
within the meaning of the Federal securities laws. Our future results may differ
materially  from our  current  results,  and our  actual  results  could  differ
materially  from  those  projected  in  the  forward-looking   statements.  Such
differences  may be the result of certain  risks,  including  but not limited to
those risk factors set forth below,  other one-time  events and other  important
factors  previously  disclosed or to be disclosed from time to time in our other
filings with the Securities and Exchange Commission.  The following risk factors
should be  considered  carefully  in  evaluating  the Company  and its  business
because  these  risks  currently  have  a  significant  impact  or  may  have  a
significant  impact  in  the  future  on our  business,  operating  results  and
financial condition.

                                       4
<PAGE>

We may have  difficulty  obtaining  the  funding we need to operate and grow our
business in the future.

         We currently have limited  operating  capital and cash resources.  As a
result, we require  substantial  funding to meet the expenses of our anticipated
business  expansion in the data storage  industry.  Such funding will be used to
update  our  current  program   offerings;   expand  and  upgrade  our  Internet
capabilities;  upgrade our facilities;  invest in research and development; take
advantage of  acquisition  opportunities;  stabilize and  integrate  acquisition
targets, if any; and meet additional working capital  requirements.  Our ability
to  raise  funding  may  be  severely  limited  due to our  historical  lack  of
successful operations,  our limited assets and the limited public market for our
common stock.  Our ability to obtain  additional  funding will also be dependent
upon our operating results and financial  condition.  These factors may make the
timing,  amount,  terms and conditions of additional  financing  unattractive or
impracticable  for us. If we are unable to raise more money, our growth could be
impeded and our business could be seriously harmed.

We  have  an  immediate  need  for  additional  capital  to  meet  our  business
objectives.

         We anticipate that we will need to raise significant amounts of capital
in the very short term to meet the objectives of our proposed  business plan, as
well as to fund and  stabilize  our  existing  business.  Failure  to raise this
capital will severely compromise our business objectives.  There is no assurance
that we will be able to raise this  capital or that it will be on terms that are
favorable or acceptable to us.

Our acquisition strategy subjects us to risk.

         As part of our  business  strategy,  we may seek to acquire  additional
data  storage  and  related   companies  that  offer   complimentary   products,
technologies or services. The size of the potential targets, timing, and success
of our acquisition efforts and the anticipated capital requirements to implement
our strategy cannot be predicted.  The success of our acquisition  strategy will
depend largely on our ability to identify  suitable  acquisition  candidates and
secure any necessary financing,  without diverting  management's  attention from
the operation of our business.  Competition for  acquisition  targets could also
result in  increased  acquisition  prices  and fewer  businesses  available  for
investment.

         These  acquisitions  may be  accompanied  by risks  that  are  commonly
encountered in an acquisition of a business,  any of which could  seriously harm
our business, including:

o        adverse  effects on our reported  operating  results due to  accounting
         charges associated with acquisitions;

o        failure of an acquired business to further our strategies;

o        failure of the acquired business to achieve expected results;

o        potential disputes with the sellers of acquired businesses;

o        failure to retain key clients or personnel of the acquired businesses;

o        increased expenses resulting from newly engaged personnel;

o        potential loss of key employees of the acquired businesses;

o        diversion of management's attention from other business concerns; or

o        difficulties related to the integration of acquired businesses with our
         business.

                                       5
<PAGE>

         For all of the above reasons, our pursuit of an overall acquisition and
investment strategy or any individual  acquisition or investment could seriously
harm our business.

Our auditor expressed a "going concern" opinion.

         The  Independent  Auditor's  Report for  GTDATA  and its  subsidiaries'
audited  consolidated  financial  statements  dated  February 27, 2002 expresses
"substantial doubt about our ability to continue as a going concern," due to our
substantial losses from operations,  stockholders' deficit and our need to raise
sufficient working capital.

         We  experienced  operating  losses of $531,387 and $1,175,394 in fiscal
years 2000 and 2001,  respectively.  We expect that we may continue to incur net
losses  through  2002 and  possibly  beyond.  Additionally,  we  expect to incur
significant  expenses as we focus on our  strategy  of becoming a high-end  data
storage solutions  provider.  As a result, we will need to generate  significant
revenue  to  achieve  profitability,  which may not  occur.  Even if we  achieve
profitability,  we may be unable  to  sustain  or  increase  profitability  on a
quarterly  or  annual  basis in the  future.  If we are  unable to  achieve  and
maintain profitability our business will be materially impacted and the value of
our stockholders' investments may decline.

Our wholly owned  subsidiary,  TSLi, has a history of a bank default,  and, as a
result,  we may have difficulty  securing bank financing on terms  acceptable to
us.

         Our  operating  subsidiary,   TSLi,  previously  maintained  a  banking
relationship with City National Bank, based in Los Angeles, California. TSLi was
in technical  default  under its  borrowings  with City National and had entered
into a  forbearance  letter with City  National.  TSLi is no longer in technical
default, has re-paid City National Bank in full and the forbearance letter is no
longer in place. As a result of the prior technical  default,  TSLi, even though
it has  established  a line of credit with a new lender,  may  experience in the
future,  difficulties  in obtaining  additional  borrowings and lines of credits
from other banks or on terms  acceptable  to TSLi.  If TSLi, or the Company as a
whole, is unable to secure and maintain  additional bank borrowings and lines of
credit, our business may be materially impacted.

TSLi, our subsidiary, relies on several principal customers.

         A  significant  portion of TSLi's  revenues  are  generated  by several
service  and  maintenance  customers.  If we are unable to retain and grow these
customer  accounts,  our  ability  to  execute  upon our  business  plan will be
severely compromised.

We may not be able to compete successfully because of the number and strength of
our competitors and expected numerous market entrants.

         We anticipate  that we will compete with many  established  and smaller
less  established  companies  offering  data  storage  services.  Many of  these
companies have  substantially  greater  financial,  marketing and  technological
resources,  and greater  access to customers  than us. Our  competitors in these
markets include Quantum,  EMC, IBM and others. Most of these competitors benefit
from greater name recognition and have  substantially  greater resources than we

                                       6
<PAGE>

have. In addition,  as the data storage  market  continues to expand,  we expect
competition to increase and to see new entrants into the market.  Our failure to
effectively  compete in this  industry  would  adversely  affect  our  business.
Additionally,  our business may be materially  impacted by the  announcement  or
introduction  of new  products  or the  implementation  of  effective  marketing
strategies by our competitors.

If we fail to maintain  and  establish  strategic  relationships,  we could lose
access to sales opportunities.

         We plan  to  enter  into  and  maintain  strategic  relationships  with
companies  that will  provide us with sales  opportunities,  access to potential
clients and access to technical knowledge.  If we fail to establish and maintain
strategic  relationships  with other  companies,  we could lose  access to sales
opportunities  and the ability to undertake  projects  and service  clients that
require the  cooperation  or support of the other company.  Further,  because we
offer services offered by our existing and potential  strategic  partners,  such
partners  may elect not to  continue or enter into new  strategic  relationships
with us. If we lose existing strategic relationships or are unable to enter into
new strategic relationships as needed, our business could be seriously harmed.

Our business may suffer if we cannot protect our intellectual property.

         We  regard  our  trade  secrets,   proprietary  information  and  other
intellectual  property as critical to our success.  The  unauthorized use of our
intellectual property by third parties might damage our competitive position. It
may be possible for third  parties to obtain and use our  intellectual  property
without our authorization,  since existing trade secret, trademark and copyright
laws  afford  us  only  limited  protection.  Policing  unauthorized  use of our
technologies and other intellectual property is difficult.  To date, we have not
filed for patent,  copyright  or  trademark  protection  of our  products in any
jurisdiction.

         In the  future,  we may receive  notices  from third  parties  claiming
infringement  by our  products  of  third-party  patent  or  other  intellectual
property rights. Responding to any such claim, regardless of its merit, could be
time-consuming,  result in significant costs, divert management's  attention and
resources and cause us to incur  significant  expenses.  In the event there is a
temporary  or  permanent  injunction  entered  or a third  party  establishes  a
successful claim of infringement against us, our business, results of operations
or financial condition could be materially  adversely  impacted.  If such claims
are  asserted  against  us,  we may  seek  to  obtain  a  license  to  use  such
intellectual  property rights. There can be no assurance that a license would be
available on commercially reasonable terms or at all.

We may be unable to keep pace with rapid industry changes.

         The   markets  in  which  we  compete   are   characterized   by  rapid
technological  change,  frequent new product introductions and evolving industry
standards.  Customer  preferences  are  difficult  to  predict  and  there is no
assurance that our products and services will receive customer acceptance. If we
fail to keep pace with the rapid industry  changes or to effectively  manage the
introduction of new products and services,  our business and reputation could be
adversely impacted.

We may be unable to retain our senior management and other key personnel.

         Our future success  depends,  in significant  part, upon the continuing
service and performance of our senior management and other key personnel.  We do
not maintain  key-person  life insurance on senior  management or any of our key

                                       7
<PAGE>

personnel. If we lose the services of any of these individuals,  including,  but
not limited to, Robert Genesi and Robert  Mullaney,  our ability to  effectively
deliver  services to our clients and manage our  business  effectively  could be
materially impaired.

There is significant  competition  in our industry for highly skilled  employees
and our failure to attract and retain technical personnel would adversely affect
our business.

         We may not be able to  successfully  attract or retain  highly  skilled
employees.  We  have  not yet  hired  several  key  members  of our  anticipated
management  team,  which we believe is a necessary  requirement for our business
success.  The computer and data storage  industries are  characterized by a high
level of employee mobility,  and the market for highly qualified  individuals in
software development and other computer-related fields is extremely competitive.
This competition means there are fewer highly qualified  employees  available to
hire and the costs of hiring and retaining  these  individuals are high. Even if
we are  able to  hire  these  individuals,  we may be  unable  to  retain  them.
Additionally,  there is increasing  pressure to provide technical employees with
stock  options and other  equity  interests,  which may dilute our  earnings per
share.  If we are unable to hire or retain  qualified  employees,  our  business
would be adversely impacted.

Our stock price is volatile and there is a limited market for our shares.

          The  stock  markets  generally  have  experienced,  and will  probably
continue to experience, extreme price and volume fluctuations that have affected
the  market  price  of  the  shares  of  many  small  capital  companies.  These
fluctuations  have  often  been  unrelated  to the  operating  results  of  such
companies. Factors that may affect the volatility of our stock price include the
following:

o        our  success,  or lack of success,  in  developing  and  marketing  our
         products and services;

o        the   announcement  of  new  products,   services,   or   technological
         innovations by us or our competitors;

o        quarterly fluctuations of our operating results;

o        changes in revenue or earning  estimates by the  investment  community;
         and

o        competition.

         In addition, broad market fluctuations, as well as general economic and
political  conditions,  may decrease the market price of our common stock in any
market that develops. Based on the factors described above, recent trends should
not be  considered  reliable  indicators of our future stock prices or financial
results.  Additionally,  there is a limited  market for our common  stock on the
Over The Counter Bulletin Board and we cannot assure you that such a market will
continue to develop or be maintained.

Our operating  results may vary from quarter to quarter as a result of a variety
of factors beyond our control.

         Our revenues and operating results are subject to significant variation
from quarter-to-quarter as a result of a number of factors,  including,  but not
limited  to,  the mix,  size and  timing of  client  engagements  commenced  and
completed  during a quarter  and the  timing  of  capital  expenditures.  A high
percentage of the expenses relating to our business are relatively fixed, and as

                                       8
<PAGE>

a  result,  a  variation  in the  number  of  engagements  or the  timing of the
initiation or the completion of such  engagements,  particularly  at or near the
end of any quarter,  can cause significant  variations in operating results from
quarter-to-quarter  and  could  result  in  losses  or  deferrals  of  revenues.
Additionally,  the demand for our  services  is  significantly  affected  by the
general level of economic  activity.  When economic activity slows,  clients may
delay or cancel plans that involve the purchase of our products and services. We
are unable to predict the level of economic activity at any particular time, and
fluctuations in the general economy could seriously harm our business.

You should not expect the payment of dividends by us.

         We do  not  expect  to  pay  dividends  on  our  common  stock  in  the
foreseeable  future.  Future  dividends,  if any, will depend upon our earnings.
Investors who will need cash dividends from their investment should not purchase
our common stock.

You may experience significant dilution.

         We anticipate  that we will need to raise  significant  capital to fund
our business.  In addition, we anticipate that we may issue a significant number
of shares or the rights to acquire  shares as a part of our strategy.  In either
event, current shareholders may experience significant dilution and our earnings
per share may decrease.

We are controlled by a limited number of persons.

         A limited number of persons and their affiliates, including current and
past  management,  own over 38% of our  outstanding  voting stock.  Accordingly,
these stockholders, if acting together, would be able to significantly influence
all  matters  requiring  approval by  stockholders,  including  the  election of
directors  and the  approval of mergers or other  business  combinations.  These
actions could  adversely  affect the market price of our common stock and impact
the value of our stockholder's investments.

Item 2.  Description of Property.

         GTDATA  Corporation  does not currently own any real property.  Through
our wholly owned  subsidiary,  GTData Delaware,  we lease  approximately  50,000
square feet in Simi Valley,  California,  at approximately $32,000 per month. We
maintain our  headquarters at this location and our service and repair division,
TSLi,  also operates  from this  location.  The Simi Valley  facility is under a
non-cancelable operating lease that expires in January 2005.

Item 3.  Legal Proceedings.

         The Company  may,  from  time-to-time,  be involved in various  claims,
lawsuits or disputes with third parties,  actions  including  discrimination  or
breach of contract or actions incidental to the operations of its business.

         We are not  currently  a party to any legal  proceedings,  the  adverse
outcome  of which,  individually  or in the  aggregate,  would  have a  material
adverse effect on our financial position or results of operation.

                                       9
<PAGE>

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

         The only matter  submitted to a vote of the security holders during the
fiscal year ended December 31, 2001,  through a written consent action,  was the
change  of  the  Company's  name  from  World  Internetworks,   Inc.  to  GTDATA
Corporation.

                                     Part II

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

         Our common  stock is quoted on the OTC  Bulletin  Board of the National
Association  of  Securities  Dealers,  Inc.  under  the  symbol  GTDA.  There is
presently no  established  trading  market for our common  stock.  The following
table reflects the high and low closing price information during the quarter for
our  common  stock as quoted on the OTC  Bulletin  Board for our last two fiscal
years ended December 31, 2000 and December 31, 2001.  These  quotations  reflect
inter-dealer prices, without retail mark-up, mark-down or commission and may not
represent actual transactions.

               Quarter Ended                   High Bid                 Low Bid
               -------------                   --------                 -------
              March 31, 2000                     $7.00                   $1.25
              June 30, 2000                      $6.25                   $2.50
              September 31, 2000                 $3.02                   $0.75
              December 31, 2000                  $1.26                   $0.312
              March 31, 2001 (1)                 $0.75                   $0.313
              June 30, 2001                      $0.563                  $0.12
              September 31, 2001                 $0.29                   $0.12
              December 31, 2001                  $0.30                   $0.09


         (1)  There was a 1 for 2 reverse stock split effective March 20, 2001.

         All  references  throughout  this  Annual  Report on Form 10-KSB to the
number of shares,  per share  amounts,  stock  options and market  prices of the
Company's common stock have been restated to reflect this stock split.

         As of March 8, 2002, we had  approximately  554 stockholders of record.
This figure does not include  beneficial  owners or common stock held in nominee
or street name, as we cannot accurately  estimate the number of these beneficial
owners.

         As of March 23, 2002,  the last sales price per share of the  Company's
common stock, as reported on the Over the Counter Bulletin Board was $0.25.

                                       10
<PAGE>

Dividends

         We have not  declared or paid any cash  dividends  with  respect to our
common stock,  and we do not intend to declare or pay any cash  dividends in the
foreseeable future.  There are no material  restrictions  limiting,  or that are
likely to limit, our ability to pay dividends on our common stock.

Recent Sales of Unregistered Securities

         On March 22, 2001, the Company issued  7,854,114 shares of common stock
(including  750,000  shares  issued  to  a  finder)  in  exchange  for  all  the
outstanding shares of GT Data Delaware in a transaction  commonly referred to as
a "reverse  merger." In addition,  the Company issued 1,479,000 shares of common
stock in exchange for the conversion of the GT Data Delaware  Series B preferred
stock on a one to one basis.

         In May 2001,  the Company issued 520,000 shares of common at a price of
$0.25 per share, or $130,000 in the aggregate, less a commission paid of $17,320
pursuant to Regulation S. Such funds were used for working capital purposes.  In
addition,  the Company issued the investor a warrant to purchase  520,000 shares
of the Company's common stock at an exercise price of $0.25 per share.

         On  July  3,  2001  the  Company  issued  $375,000  of 10%  convertible
subordinated  debentures  that mature on May 31, 2002  pursuant to Regulation S.
The holder may, at any time on or before the close of business on May 31,  2002,
convert the principal and accrued, but unpaid, interest into 1,249,875 shares of
the  Company's  common  stock.  In addition,  the Company  issued the investor a
warrant  for the  right  to  purchase  an  additional  1,249,875  shares  of the
Company's  common stock at an exercise  price of $0.40 per share that vests when
the related debenture is converted into Common Stock of the Company.

         During the year ended  December 31, 2000, GT Data Delaware sold 1 share
of series A preferred stock for proceeds of $100.

         During  fiscal 2001 and 2000,  GT Data  Delaware sold 22,000 shares and
1,457,000 shares of series B preferred stock to investors for proceeds of $4,907
and $668,464 (net of commissions paid of $6,093 and $60,036), respectively.

         In October 1999, GT Data Delaware sold 8,000,000 shares of common stock
for a stock subscription receivable for $300,000. These notes bear interest at a
per annum rate of 7% and remain outstanding as of December 31, 2001.

         In February  2000, GT Data  Delaware  issued  975,334  shares of common
stock in  consideration  for 100% of the issued and outstanding  shares of TSLi.
The shares were valued at $73,150 ($0.075), based on management's estimate after
considering  the  restricted  nature of the common  stock the limited  operating
history of the  Company,  and the  liquidation  preference  and the  convertible
nature of its preferred shares sold on the same date of the acquisition.

         During  the year ended  December  31,  2000,  GT Data  Delaware  issued
options  pursuant to the 2000 plan to purchase  5,828,000  shares  (126,500 were
cancelled  during fiscal 2000) of the Company's  common stock at exercise prices
ranging  from  $0.075 per share to $0.09 per share (the  estimated  fair  market
values at the dates of grant).  The options vest over a  three-year  period from

                                       11
<PAGE>

the dates of grant and are exercisable  through December 20, 2008. During fiscal
2001 and  pursuant  to the  reverse  merger  agreement  with WINS,  the  Company
cancelled  the  remaining  5,701,500  options  and issued new  options  from the
reorganized  Company to purchase  1,900,012 shares of the Company's common stock
at an exercise  price of $0.135 per share.  All terms and  vesting  requirements
remained identical to the original options issued.

         Under the terms of the TSLi  acquisition  agreement and pursuant to the
2000 Plan, GT Data Delaware granted options to purchase 14,500 shares of GT Data
Delaware's  common stock at an exercise price of $0.075 per share (the estimated
fair market value on the date of grant by GT Data Delaware) to employees of TSLi
for  options  which were  previously  issued to purchase  34,800  shares of TSLi
common stock. Due to the exercise price being equal to the estimated fair market
value,  no  additional  amount  was  allocated  to  the  purchase  price  of the
acquisition  related  to the value of these  options.  The  options  vest over a
three-year  period from the date of grant and are exercisable  through  December
20, 2008.  During fiscal 2001 and pursuant to the reverse merger  agreement with
WINS, GT Data Delaware  cancelled the 14,500 options and issued new options from
the reorganized  Company to purchase 4,833 shares the Company's  common stock at
an  exercise  price of $0.135  per  share.  All terms and  vesting  requirements
remained identical to the original options issued.

         During the year ended  December 31, 2001,  the Company  issued  options
pursuant to the 2001 Plan to purchase  1,821,667  shares (214,334 were cancelled
in fiscal 2001) of the Company's  common stock at exercise  prices  ranging from
$0.12 to $0.135  per  share  (the  estimated  fair  market  value at the date of
grant).  The options vest over a  three-year  period from the dates of grant and
are exercisable through October 2011.

         In May 2001,  the Company  granted to a third party service  provider a
warrant to  purchase up to 300,000  shares of the  Company's  restricted  common
stock at an exercise  price of $0.25 per share  valued at $75,000  (pursuant  to
SFAS 123 using the Black-Scholes  pricing model). The warrant vested on the date
of grant and is exercisable through May 2006.

         In December  2001,  the  Company  granted to a note holder a warrant to
purchase up to 100,000  shares of the  Company's  restricted  common stock at an
exercise  price of $0.25 per share valued on a pro-rata  basis at  approximately
$14,000  (pursuant  to SFAS 123  using the  Black-Scholes  pricing  model).  The
warrant vested on the date of grant and is exercisable through December 2006.

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

Overview
--------

         This  report  on  Form  10-KSB  contains,  in  addition  to  historical
information,  forward-looking  statements  that  involve  substantial  risks and
uncertainties.  Our actual  results  could  differ  materially  from the results
anticipated by us and discussed in the forward-looking statements.  Factors that
could cause or  contribute  to such  differences  are  discussed  in the section
entitled  "factors  affecting  future  operating  results" and under the section
entitled "certain factors expected to impact operating results."

         The  following  is a brief  overview of the Company and of  significant
events  that  occurred  in fiscal  year 2001.  A more  detailed  analysis of the
business operations will follow.

                                       12
<PAGE>

         GTDATA  Corporation  (the  "Company"  or  "GTDATA")  is a Nevada  based
corporation that operates its wholly owned  subsidiaries,  Technical  Services &
Logistics,  Inc. (TSLi) and GTDATA Delaware  (GTDATA  Delaware is merely a legal
entity;  it has no assets or  operations  of any  nature).  TSLi was acquired on
February 28, 2000 and  specializes in the repair and remarketing of mass storage
products such as hard drives, tape drives, tape libraries,  CD Roms, and optical
drives.  TSLi also  provides  logistics  support for its  customers  through its
Vendor Managed Inventory (VMI) programs that deliver refurbished, working drives
to the customer  within 24 hours.  TSLi's primary  customers are the major OEMs,
although  TSLi also  provides  its  products  and  services  to  other,  smaller
companies.

         During fiscal 2001, the Company  entered into  negotiations  with Trace
Affex  concerning  a possible  merger or  acquisition.  Trace Affex  designs and
manufactures a line of products which GTDATA  management viewed as complementary
to TSLi's products and services.  After months of  negotiations,  both companies
agreed  that it was not in the best  interests  of both  companies  to merge and
effectively  canceled the proposed  merger on October 2, 2001. In addition,  the
Company  loaned Trace Affex  $150,000  for working  capital  purposes.  The loan
accrues interest at 10% and is due on May 31, 2002.

         In April of 2001,  the Company sold 520,000  shares of common stock and
granted a warrant to  purchase an  additional  520,000  shares of the  Company's
common stock at $0.25 per share, to an outside investor for proceeds of $112,680
(net of  commissions  paid of  $17,320).  The cash raised in this stock sale was
used to pay down  accounts  payable  (approx.  $30,000)  and to pay for expenses
incurred  in the selling of World  Internetworks  Internet  operations  (approx.
$100,000).

         On May 18, 2001 the Company  entered into a licensing  agreement with a
third party that would have provided  GTDATA an exclusive  worldwide  license to
manufacture and sell the Starlite tape drive, an IBM 3590 compatible tape drive.
As part of the  agreement,  the  Company  granted  the third  party a warrant to
purchase  300,000  shares of the Company's  common stock at an exercise price of
$0.25 per share.  The warrant was valued at $75,000  (pursuant to SFAS 123 based
on  the  Black-Scholes  option-pricing  model)  and  capitalized  under  License
Agreement on our balance  sheet.  Near the end of fiscal year 2001,  the Company
decided it would not produce,  or sell, the Starlite tape drive, and effectively
canceled the agreement. The Company wrote-off the $75,000 as of year-end 2001.

         In June 2001 the Company issued a convertible  note for $375,000,  with
the note being convertible,  at the option of the holder,  into 1,249,875 shares
of the Company's common stock. The holder of the note also received a warrant to
buy an additional  1,249,875  shares of the Company's  common stock at $0.40 per
share. The note accrues interest at 10% and is due in May 2002.

         On November 15, 2001 TSLi  secured a  $1,000,000  line of credit with a
financial  institution,  pledging  its  accounts  receivable  and  inventory  as
collateral.  TSLi also secured a $150,000  term loan from the same  institution,
pledging its fixed assets as collateral.  The credit line has a term of one year
with automatic one-year renewal features, as defined, while the term note is for
eighteen  (18) months.  Pursuant to closing on the credit  line,  TSLi repaid in
full it's  obligations to its previous  lender,  which consisted of both a Small
Business  Administration  (SBA)  loan  and a term  note  totaling  approximately
$209,000.

         In November 2001 the Company renewed its lease on the building it rents
in Simi  Valley,  California.  The  original  lease was to expire on January 31,
2002, but the Company signed a new lease that extends the original  agreement by
three (3) years.  The  agreement  provides  for a base rent of $32,000 per month
with a $96,000  security  deposit (equal to 3 months rent at $32,000 per month),
with one month of the  security  deposit to be applied to the rent due in months
thirteen (13) and twenty-five (25).

                                       13
<PAGE>

         During the period of  September  through  December  2001,  the  Company
borrowed funds totaling  approximately  $192,000 from an investor and a Director
of the Company. The breakdown of the $192,000 is as follows:

         Robert Genesi, Chairman and CEO of GTDATA, loaned the Company $90,000 A
         company owned by Robert  Genesi  loaned the Company  $40,000 A Canadian
         investor loaned the Company $62,135 US

         These notes are all listed under Notes Payable on our balance sheet and
have maturities ranging from three (3) to six (6) months.

         The following analysis of the Company's  operations refers primarily to
those  of  TSLi,  which  constitute  the  majority  of  the  Company's  business
activities. GTDATA is primarily a holding company, with only one employee and no
offices or tangible assets.  The structure of the Company is such that all legal
and professional fees, including,  but not limited to, audits, taxes, legal, and
fund-raising fees are allocated to GTDATA,  while TSLi records expenses incurred
in the  normal  course of it's  operations.  Expenses  incurred  by  GTDATA  are
primarily wages and legal and professional fees.

         For the purpose of the following analysis,  it's important to note that
the financial  comparisons  being made between  fiscal year 2001 and fiscal year
2000  include  twelve (12) months of TSLi's  operations  in fiscal year 2001 and
only ten (10) months of TSLi's  operations  in fiscal year 2000.  This is due to
the fact that GTDATA  Delaware  acquired TSLi on February 28, 2000,  and thereby
appropriately does not include TSLi's operating results for January and February
2000. Where applicable,  pro forma results will be disclosed showing fiscal year
2000 results had GTDATA Delaware acquired TSLi in January 2000.

Revenue
-------

         Revenue in fiscal year 2001 was  $9,048,209,  an increase of 1,955,630,
or 27.6%, from the $7,092,579 in fiscal year 2000. On a pro forma basis, revenue
was up $796,225,  or 9.6%,  from the $8,251,984  that TSLi generated in the full
twelve (12) months of fiscal year 2000.  The revenue mix in fiscal year 2001 was
$6,116,589  (67.6%)  from repair  services  and  $2,931,620  (32.4%) from resale
activities.  In fiscal year 2000, $4,737,843 (66.8%) in revenue was generated by
repair services, while $2,354,736 (33.2%) came from resale activities.

         Five (5) customers accounted for 50.6% ($4,578,394) of total revenue in
fiscal year 2001, while three (3) customers  accounted for 75.0% ($5,339,870) of
revenue in fiscal year 2000. TSLi's four "core"  customers,  who are major OEMs,
accounted for 43.5%  ($3,935,970) of fiscal year 2001 revenue  compared to 40.4%
($2,865,402) of fiscal year 2000 revenue. Our largest customer, who's one of our
core  customers,  accounted for 18.4%  ($1,664,870)  of fiscal year 2001 revenue
compared to 28.3% ($2,007,200) in fiscal year 2000.

         The increase in revenue was due primarily to increased  volume from our
above  mentioned  core  customers and the  additional  revenue  generated by our
resale activities.  Revenue from core customers increased $593,975  year-to-year
while  resale  revenue  increased  $192,514.  This  accounts for $786,489 of the
$796,225 of "new" revenue.

                                       14
<PAGE>

Gross Profit
------------

         Fiscal  year 2001 gross  profit was  $3,618,849  versus  $1,911,072  in
fiscal year 2000,  an increase of  $1,707,777,  or 89.4%.  On a pro forma basis,
fiscal year 2000 gross profit was  $2,375,433,  with  year-to-year  growth being
52.2%.

         Fiscal  year 2001  gross  profit  includes  a  $150,000  write-down  of
inventory  as of year-end  and a  write-off  of  approximately  $92,715 of scrap
inventory.  The $150,000  write-down in December was the result of  management's
analysis  of our older  inventory,  some of which was  purchased  as far back as
1995.  The end  result  was a  $242,715  charge to gross  profit  and a $150,000
increase in our inventory reserve.

         Gross  profit  for fiscal  year 2001 was 40% of  revenue,  while  gross
profit  in fiscal  year  2000 was 27% of  revenue.  Factoring  out the  $150,000
write-down,  gross  profit in 2001 was 41.7% of revenue.  The  increase in gross
profit  was  primarily  due to the  higher  volume of repair  work from our core
customers,  with margins on our repair  services  generally  running higher than
margins from our resale activities. One of our core customers ran monthly repair
volumes triple their norm for  approximately  three months in 2001, with several
more months at volumes double their normal run rate.

Operating Expenses
------------------

         Operating  expenses  for fiscal year 2001 were  $4,794,243  compared to
$2,442,459 in fiscal year 2000, an increase of  $2,351,784,  or 96.3%.  On a pro
forma basis, operating expenses increased $1,969,050 (69.7%) from the $2,825,193
in fiscal year 2000.

         The  primary  cause of the  increase  was legal and  professional  fees
incurred in the reverse merger with World  Internetworks and the negotiations to
merge with Trace Affex,  which ultimately did not occur.  Legal and professional
fees  totaled  $485,673 in fiscal year 2001  compared to $196,514 in fiscal year
2000,  an  increase  of  $289,159.  In fiscal  year 2001,  $296,787 of legal and
professional fees were incurred from January through May, $125,949 were incurred
from June through August,  and the remaining $62,937 was incurred from September
through December.  Legal and professional fees declined  significantly  once the
Company  completed its reverse  merger with World  Internetworks  and terminated
negotiations to merge with Trace Affex.  Through the first eight months of 2001,
legal and  professional  fees  averaged  $52,842  per month  compared to $15,734
during the last four months of fiscal year 2001. In fiscal year 2000,  legal and
professional fees averaged $16,376 per month.

         During  fiscal  year 2001,  the  operating  results  also  included  an
impairment of goodwill in the amount of $463,522.  The goodwill  associated with
the  acquisition  of TSLi in February  2000 was  determined  to be impaired as a
result  of  management's  assessment  that the  intangible  asset  could  not be
recovered from the expected future  operations and cash flows on an undiscounted
basis.

         Additional  factors resulting in an increase to operating expenses were
the  hiring  of  two  (2)  full-time  sales  people  ($118,301),   an  executive
compensation  package that  awarded  $80,000,  in total,  to the five (5) senior
executives at TSLi (approx.  13% of their base  salaries),  $100,183 of expenses
incurred  to  sell-off  the  internet  operations  of World  Internetworks,  the
write-off of $75,000 for the licensing agreement, and approximately $145,000 for
annual merit increases, which averaged 5% of base salaries.

                                       15
<PAGE>

         Operating  expenses were further impacted by  approximately  $1,080,619
for typical costs incurred in the normal course of operations as a result of the
increase in business.

Loss from Operations
--------------------

         The Company's  loss from  operations in fiscal year 2001 was $1,175,394
compared to a loss from  operations  of  $531,387 in fiscal year 2000.  On a pro
forma basis, the operating loss for the full twelve months of 2000 was $449,760.

         The  $644,007  increase  in  operating  loss  is due  primarily  to the
increase in legal and professional fees ($289,159), the expenses incurred in the
sale of the World Internetworks internet operations  ($100,183),  the impairment
of  goodwill  ($463,522)  and the  write-off  of the  MEII  licensing  agreement
($75,000).  These areas accounted for $927,864 in additional  operating expenses
in fiscal year 2001  compared to fiscal year 2000 and were  partially  offset by
the income from operations of TSLi, which was  approximately  $225,000 in fiscal
year 2001 compared to an operating loss of approximately $127,539 in fiscal year
2000.

         Loss from  operations  totaled  $543,413  for the eight  months  ending
August 31, 2001. The loss from  operations for September  through  December 2001
was $631,981.  Excluding charges for writing down inventory ($150,000),  writing
off the licensing  agreement  ($75,000),  and writing off the impaired  goodwill
($463,522),  the  Company  would have had pro forma  income from  operations  of
$56,541 for the period of September through December 2001.

Earnings Before Interest, Taxes, Depreciation, Amortization, and Impairment
---------------------------------------------------------------------------

         Earnings  before  interest,  taxes,  depreciation,   amortization,  and
impairment  ("EBITDA")  in fiscal  year 2001 were  ($500,157)  versus  EBITDA of
($345,169) in fiscal year 2000. On a pro forma basis,  EBITDA was ($228,265) for
the full twelve months of fiscal year 2000.

         Depreciation  expense in fiscal year 2001 was $176,507  versus $168,226
in fiscal year 2000, while  amortization  expense totaled $35,208 in fiscal year
2001 and $29,337 in fiscal year 2000. On a pro forma basis, depreciation expense
for the  twelve  months of 2000 was  $204,426  while  amortization  expense  was
unchanged at $29,337.

Interest Expense
----------------

         Net  interest  expense  for  fiscal  year 2001 was  $111,477  while net
interest  expense in fiscal year 2000 was  $112,525.  On a pro forma basis,  net
interest expense for the full twelve months of fiscal year 2000 was $123,028. In
May 2001, TSLi paid off its original  credit line and operated  without a credit
line until November  2001,  which  resulted in  approximately  six (6) months of
interest savings. In November 2001, TSLi secured a $1,000,000 credit line with a
different financial institution and began incurring interest charges on this new
line.  The Company also incurred  interest  charges on $567,000 that it borrowed
during fiscal year 2001.

                                       16
<PAGE>

The following is a summary of the net interest  expense for fiscal year 2001 and
2000:

                                                                 2001       2000
                                                             --------   --------
Interest Income on Subscriptions Receivable                  $ 22,805     21,000
Interest Income from Note Receivable - Trace Affex              7,636       --
Other Interest Income                                           1,007       --
                                                             --------   --------
         Total Interest Income                                 31,448     21,000
                                                             --------   --------

Interest Expense - Notes Payable to Financial Institutions     52,789     94,890
Interest Expense - Notes Payable to Related Parties            55,979     38,635
Interest Expense - Convertible Note Payable                    19,545       --
Other Interest Expense                                         14,612       --
                                                             --------   --------
         Total Interest Expense                               142,925    133,525
                                                             --------   --------

Net Interest Expense                                         $111,477   $112,525
                                                             ========   ========

Assets and Liabilities
----------------------

         Cash as of December 31, 2001 was $177,317,  down $154,582  (46.6%) from
the cash  balance of  $331,899  at  December  31,  2000.  The  Company  borrowed
approximately  $567,000 via short-term  notes and raised an additional  $117,587
(net of commissions  paid of $23,413)  through the sale of the Company's  common
and series B preferred  stock. The Company also secured a new credit line, which
resulted in net  borrowings of $292,008.  During  fiscal year 2001,  the Company
loaned $150,000 to Trace Affex, a company based in San Jose, California that had
discussed  merging with GTDATA  during  fiscal year 2001.  The Company also used
approximately  $220,000 to pay for legal and  professional  fees incurred during
the reverse merger with World  Internetworks  and the merger  negotiations  with
Trace Affex. The Company used approximately  $135,000 to purchase seed inventory
for a Vendor Managed  Inventory  (VMI) program that it started for a customer in
January 2001.  Approximately  $59,000 was used to repay debt  obligations to our
former  lender  (the  Company  paid-off  its SBA  loan and  term  note  totaling
approximately  $209,000  and  entered  into a  $150,000  term  note from its new
lender) and another  $30,000 was used to pay utility  bills dating back to 1999.
Additional  funds  were  used to pay  vendors,  purchase  inventory  for  resale
activities, and for other operational activities.

         Net accounts receivable  increased $486,538 to $1,366,845,  an increase
of 55.3% from the  $880,307 as of December 31,  2000.  Sales to a new  customer,
whom the Company  began doing  business  with in November  2001,  accounted  for
approximately  $640,000 of the accounts  receivable  at year-end.  Excluding the
above-mentioned customer,  accounts receivable were down approximately $153,000,
the result of tighter  collection  procedures  made  necessary by our new credit
line as well as the Company's need for cash. Allowance for doubtful accounts was
approximately  $200,000 as of year-end  2001 versus  $120,000 at year-end  2000.
Management  reviewed its accounts  receivable at year-end and identified several
problem accounts and allocated appropriate reserves in the event these customers
could not meet their obligations.

         Net  inventories  were  $1,161,838  at  year-end  2001,  an increase of
$307,304,  or 35.9%,  from the $854,534 at December  31,  2000.  The increase in
inventories is attributable to additional  inventory that the Company  purchased
to support the expanded  scope of it's Vendor Managed  Inventory  (VMI) programs
and for product purchased for it's resale activities.  The Company began two new
VMI programs in fiscal year 2001 and had to purchase  approximately  $135,000 of
seed inventory to support this new business. In addition,  the Company purchased
approximately $100,000 of used product for its resale business, with the product
being  purchased  in the final three  months of the year.  Inventory  reserve at
December 31, 2001 was $300,000, double the $150,000 at year-end. The reserve was
increased  based on management's  analysis of the value of our older  inventory,
some of which was purchased as far back as 1995.

                                       17
<PAGE>

         The following is a summary of net  inventories  as of December 31, 2001
and 2000:
                                         2001           2000
                                         ----           ----

         Raw Materials              $   104,228    $    50,883
         Work in Process                346,853        359,543
         Finished Goods               1,010,757        594,108
         Inventory Reserve             (300,000)      (150,000)
                                    -----------    -----------
                  Net Inventories   $ 1,161,838    $   854,534
                                    ===========    ===========

         Property and equipment,  net of depreciation,  was $128,665 at December
31, 2001, a decrease of $153,706,  or 54.4%, from the $282,371 at year-end 2000.
Depreciation  and  amortization  expense for fiscal year 2001 was  $176,507  and
capital purchases were $22,801.

         Intangible  assets,  which  consisted of goodwill  incurred when GTDATA
Delaware  acquired TSLi, was fully expensed at year-end 2001.  Intangible assets
totaled  $498,730 at December 31, 2000 and were  amortized at the rate of $2,934
per  month  for the  full  twelve  months  of 2001.  At  December  31,  2001 the
unamortized  goodwill  totaling  463,522 was written-off to operations  based on
management's  analysis that the balance of goodwill was not recoverable from the
expected future cash flows.

         Accounts  payable  and accrued  liabilities  totaled  $1,673,811  as of
December 31, 2001,  an increase of $406,141,  or 36.1%,  from the  $1,267,670 at
December 31, 2000. Legal and professional fees owed increased from $28,542 as of
December 31, 2000 to $197,301 as of year-end  2001, an increase of $168,759.  An
additional  $169,978 was owed to another vendor for product purchased for resale
activities.  Interest payable, which was $70,929 at December 31, 2000, increased
$67,404 to $138,333 as of year-end 2001.  Included in the $1,673,811 is $230,339
of  accrued  liabilities  for TSLi UK, a former  subsidiary  of TSLi US that was
closed at year-end 1999 due to a lack of profitability.

         Accrued payroll was $588,882 at year-end 2001, an increase of $185,037,
or 45.8%, from the $403,845 as of December 31, 2000. The increase was due to the
delaying of payment of wages for Robert Genesi,  the Company's Chairman and CEO.
Mr. Genesi's base pay is $180,000 per year.

         Notes payable and other debt totaled  $1,928,323  at year-end  2001, an
increase of $700,813  (52.3%) from the  $1,227,510 as of December 31, 2000.  The
amount owed on our line of credit was  $657,188 at  year-end  2001,  up $292,008
from the  $365,180 at  year-end  2000.  Notes to related  parties  increased  by
$130,000, from $568,000 to $698,000, as GTDATA's Chairman and CEO, and a company
he is a  shareholder  in,  loaned  $130,000 to the  Company.  The  Company  also
borrowed an  additional  $437,135  from outside  investors.  The  following is a
comparison of significant debt obligations as of December 31, 2001 and 2000:

                                                   2001         2000
                                             ----------   ----------
         Credit Line                         $  657,188   $  365,180
         Term Note to Lender                    136,000      281,414
         Notes Payable to Company Founders      470,000      470,000
         Convertible Note Payable               375,000         --
         Note Payable to Related Parties        228,000       98,000
         Capital Leases                            --         12,916
         Other Note Payable                      62,135         --
                                             ----------   ----------
                                             $1,928,323   $1,227,510
                                             ==========   ==========

                                       18
<PAGE>

Stockholder's Deficit
---------------------

         Stockholders'  deficit as of December 31, 2001 was $1,101,563  compared
to  stockholders'  equity  of  $3,169  on  December  31,  2000,  a  decrease  of
$1,104,732.  During fiscal year 2001,  the Company sold 520,000 shares of common
stock for net proceeds of $112,680  (net of  commissions  of $17,320) and 22,000
shares  of  series  B  preferred  stock  for  net  proceeds  of  $4,907  (net of
commissions of $6,093).  Prior to the reverse  merger with World  Internetworks,
certain shareholders of GTDATA Delaware  surrendered  7,165,931 shares of GTDATA
Delaware's  common  stock,  with  common  stock  being  reduced  by  $7,165  and
additional  paid-in  capital being  increased by the same amount.  Additionally,
series B  preferred  stock was  converted  to common  stock of the  Company on a
one-for-one basis, with common stock increasing by $1,479 and series B preferred
stock being reduced to zero.

         Per the merger  agreement,  the Company issued 750,000 shares of common
stock as a finder's fee and an  additional  7,104,114  shares of common stock to
GTDATA  shareholders.  The common  stock was valued at par, or $0.001 per share,
and increased common stock by $7,854 while decreasing additional paid-in capital
by the identical amount.

         During the year,  stockholders'  equity was  reduced by $22,805  due to
accrued interest on subscriptions receivable and $1,288,471 by the Company's net
loss in fiscal year 2001.  Stockholders'  equity was increased by $75,000 due to
the issuance of a warrant to purchase  300,000  shares of the  Company's  common
stock for a licensing  agreement.  An  additional  warrant to  purchase  100,000
shares of common stock was issued with debt, with the estimated value of $13,957
increasing   additional   paid-in  capital.   The  following  is  a  summary  of
stockholders' deficit for fiscal year 2001:
<TABLE>
<CAPTION>
<S>                                                                               <C>
         Stockholder's Equity at December 31, 2000                                $     3,169
         Net Loss - fiscal year 2001                                               (1,288,471)
         Warrants issued for licensing agreement                                       75,000
         Warrants issued with debt                                                     13,957
         Proceeds from Sale of common stock, net of commissions paid of $17,320       112,680
         Proceeds from sale of series B preferred stock,
                  net of commissions paid of $6,903                                     4,907
         Accrued interest on subscriptions receivable                                 (22,805)
                                                                                  -----------
                  Stockholders' deficit as of December 31, 2001                   ($1,101,563)
                                                                                  ===========
</TABLE>

Liquidity and Capital Resources
-------------------------------

         As of December 31, 2001,  the Company had  $3,089,453  in total assets,
including  $177,317 in cash,  $1,366,845 in accounts  receivable,  $1,161,838 in
inventories, and net fixed assets of $128,665. Accounts receivable increased due
to $640,000 of sales to a new customer,  whom the Company  began doing  business
with in  November  2001.  Excluding  the  $640,000  in sales  to this  customer,
accounts receivable were down on a year-to-year basis.  Inventories increased as
the Company  bought  approximately  $135,000 of seed  inventory for a new Vendor
Managed  Inventory  (VMI) program.  The Company also made  additional  inventory
purchases for resale activities.

         The accounts  receivable  are  considered  by management to have a high
probability of collection, as a majority of the receivables are from large OEMs.
Inventories  consist  primarily  of hard  drives  and tapes  drives and are very
marketable, although by nature their value tends to decrease over time as newer,
more advanced products are brought to market.  Fixed assets consist primarily of
computers, office furniture and equipment, software, and test equipment.

                                       19
<PAGE>

         Also at December 31, 2001, total liabilities were $4,191,016, including
accounts payable, accrued liabilities,  and accrued payroll of $2,262,693, notes
and  related  party  notes  payable  of  $1,271,135,  and a line of  credit  for
$657,188.  The accrued liabilities include $396,922 of accrued salary for Robert
Genesi, the Company's Chief Executive Officer. Notes payable include $470,000 to
Robert Genesi and Anthony Giraudo, a founder of the Company.  Notes payable also
include a $90,000 note to Robert Genesi and a $40,000 note to a company in which
Mr.  Genesi  is a  shareholder.  As  of  December  31,  2001,  the  Company  had
approximately $113,000 of additional availability on its credit line.

         During the year ended  December 31, 2001,  cash used in operations  was
$800,181, while net cash used in the period was $154,582. The Company's negative
cash flow from operations  resulted primarily from the Company's  operating loss
of  ($1,288,471)  and from  cash used for  accounts  receivable  ($566,538)  and
inventory  purchases   ($307,304).   Cash  from  accounts  payable  and  accrued
liabilities was $406,141,  cash from accrued payroll was $185,037, and cash from
depreciation and  amortization  totaled  $211,715.  Accounts payable and accrued
liabilities increased primarily due to the Company delaying payment of legal and
professional fees and the salary of Robert Genesi,  the Company's CEO. Cash from
operations also included  one-time charges for the impairment of goodwill in the
amount of $463,522 and for the  estimated  market  value of warrants  issued for
$88,957.

         Cash used for investing was $172,801,  with $150,000 used to loan funds
to Trace Affex and the  remaining  $22,801 used to purchase  capital  equipment,
primarily computers.

         Cash from  financing  activities  was $818,400,  with $375,000 from the
issuance of a convertible note, $292,008 from net borrowings on our credit line,
$212,135 from  borrowings on long-term  debt  ($150,000 via a term loan with our
new lender and $62,125 from an investor),  $130,000 from  short-term  borrowings
from the  Company's  CEO and a company  that he's an owner of, and  $112,680 and
$4,907 net proceeds from the issuance of the Company's common stock and series B
preferred stock,  respectively.  These cash inflows were offset by $295,414 used
to repay  principal  on  long-term  debt and $12,916  used to pay capital  lease
obligations.

         The Company had negative  working  capital of $1,253,974 as of December
31, 2001. The Company  expects its operations to continue using net cash through
at least the first  quarter of this year as it  continues  to invest in its TSLi
operations  and pay down debts.  Thus,  the  Company's  success,  including  its
ability to fund  future  operations,  depends  largely on its  ability to secure
additional  funding.  There can be no assurance that the Company will be able to
consummate debt or equity financing in a timely manner,  on a basis favorable to
the Company, or at all.

Equity, Short-Term, and Long-Term Financing
-------------------------------------------

         The Company is actively pursuing all potential  financing options as it
looks  to  secure  additional  cash to both  grow  and  stabilize  its  business
operations.  Management will review any financing  options at its disposal,  and
will judge each potential source of funds on its individual merits. There can be
no  assurance  that the  Company  will be able to secure  additional  funds from
equity or debt financing.

Capital Expenditures
--------------------

         The Company is not  planning  any  significant  capital  purchases  for
fiscal year 2002.  The Company  will,  depending  on the  availability  of cash,
purchase several new computer systems for its production line.

                                       20
<PAGE>

Inflation
---------

         Management believes that inflation has not had a material effect on the
Company's results of operations.

Going Concern
-------------

         The Company's  independent  certified public accountants have stated in
their  reports,  included in this Form  10-KSB,  that the  Company has  negative
working capital,  lack of operations history, and an accumulated deficit.  These
conditions, among others, raise substantial doubt about the Company's ability to
continue as a going concern.

         The Company intends to fund operations through increased sales and debt
and equity financing  arrangements which management believes may be insufficient
to fund its capital  expenditures,  working capital and other cash  requirements
for the fiscal year ending  December  31, 2002.  Therefore,  the Company will be
required to seek  additional  funds to finance  its  long-term  operations.  The
successful  outcome of future  activities  cannot be determined at this time and
there is no assurance that if achieved,  the Company will have sufficient  funds
to execute its intended business plan or generate positive operating results.

Item 7.  Financial Statements.


                                       21
<PAGE>





                      GT DATA CORPORATION AND SUBSIDIARIES

                        CONSOLIDATED FINANCIAL STATEMENTS

                           December 31, 2001 and 2000




<PAGE>


                   INDEX TO CONSOLIDATED FINANCIAL STATEMENTS




Independent Auditors' Reports............................................. F-1

Consolidated Balance Sheet................................................ F-3

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

Consolidated Statements of Stockholders' Equity (Deficit)................. F-5

Consolidated Statements of Cash Flows..................................... F-7

Notes to Consolidated Financial Statements................................ F-9




<PAGE>


                          INDEPENDENT AUDITORS' REPORT


To the Board of Directors
GT Data Corporation and Subsidiaries

We  have  audited  the  accompanying  consolidated  balance  sheet  of  GT  Data
Corporation and subsidiaries  (collectively,  the "Company"), as of December 31,
2001, and the related consolidated statement of operations, stockholders' equity
(deficit) and cash flows for the year then ended. These financial statements are
the responsibility of the Company's 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 consolidated  financial statements referred to above present
fairly, in all material respects,  the financial position of GT Data Corporation
and  Subsidiaries as of December 31, 2001, and the results of its operations and
its cash flows for the year then ended, in conformity with accounting principles
generally accepted in the United States of America.

The accompanying  consolidated  financial statements have been prepared assuming
that the Company will continue as a going  concern.  As discussed in Note 1, the
Company has negative  working capital of $1,253,974 and a stockholders'  deficit
of $1,101,563 at December 31, 2001, losses from operations  through December 31,
2001 and a lack of  operational  history.  These  factors,  among others,  raise
substantial  doubt about the Company's  ability to continue as a going  concern.
Management's  plans in  regard to these  matters  are  described  in Note 1. The
consolidated financial statements do not include any adjustments that may result
from the outcome of this uncertainty.



By: /s/ Squar, Milner, Reehl & Williamson, LLP
----------------------------------------------
        Squar, Milner, Reehl & Williamson, LLP

February 27, 2002

                                       F-1
<PAGE>

                          INDEPENDENT AUDITORS' REPORT


To the Board of Directors
GTDATA Corporation


We  have  audited  the  accompanying   consolidated   statement  of  operations,
stockholders'  equity  (deficit)  and  cash  flows  of  GTDATA  Corporation  and
subsidiaries  (the  "Company")  for the year  ended  December  31,  2000.  These
financial  statements are the  responsibility of the Company's  management.  Our
responsibility  is  to  express  an  opinion  on  these  consolidated  financial
statements based on our 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 consolidated  financial statements referred to above present
fairly,  in all material  respects,  the results of operations and cash flows of
GTDATA  Corporation  for the year ended  December  31, 2000 in  conformity  with
accounting principles generally accepted in the United States of America.




By: /s/ CORBIN & WERTZ
----------------------
        CORBIN & WERTZ
Irvine, California
May 16, 2001

                                       F-2
<PAGE>

                      GT DATA CORPORATION AND SUBSIDIARIES
                           CONSOLIDATED BALANCE SHEET
<TABLE>
<CAPTION>
                                                                                December 31,
                                                                                   2001
                                                                               -----------
                                     ASSETS
<S>                                                                            <C>
Current Assets
     Cash                                                                      $   177,317
     Accounts receivable, net of allowance for doubtful
         accounts of approximately $200,000                                      1,366,845
     Inventories                                                                 1,161,838
     Prepaid expenses and other current assets                                      31,005
     Note and interest receivable                                                  157,637
                                                                               -----------
         Total current assets                                                    2,894,642

Property and Equipment, net                                                        128,665

Other Assets                                                                        66,146
                                                                               -----------

                                                                               $ 3,089,453
                                                                               ===========

                 LIABILITIES AND STOCKHOLDERS' EQUITY (DEFICIT)

Current Liabilities
     Accounts payable and accrued liabilities                                  $ 1,673,811
     Accrued payroll and related expenses                                          588,882
     Line of credit                                                                657,188
     Convertible note payable                                                      375,000
     Current portion of long-term debt                                             155,735
     Notes payable to related parties                                              698,000
                                                                               -----------
         Total current liabilities                                               4,148,616

Long-term debt, net of current portion                                              42,400
                                                                               -----------

Total liabilities                                                                4,191,016
                                                                               -----------

Commitments and Contingencies

Stockholders' Equity (Deficit)
     Series A preferred stock, $0.001 par value; 1 share
        authorized, issued and outstanding                                            --
     Series B preferred stock, $0.001 par value; 10,000,000
         shares authorized; no shares issued and outstanding
                                                                               -----------
     Common stock, $0.001 par value; 100,000,000 shares
         authorized; 16,062,517 shares issued and outstanding
                                                                                    16,063
     Additional paid in capital                                                  1,312,695
     Subscriptions receivable                                                     (348,588)
     Accumulated deficit                                                        (2,081,733)
                                                                               -----------
         Total stockholders' equity (deficit)                                   (1,101,563)
                                                                               -----------

                                                                               $ 3,089,453
                                                                               ===========
</TABLE>

            See independent auditors' reports and accompanying notes
                         to these financial statements.

                                      F-3
<PAGE>

                      GT DATA CORPORATION AND SUBSIDIARIES
                      CONSOLIDATED STATEMENTS OF OPERATIONS
                 For the Years Ended December 31, 2001 and 2000

                                                2001            2000
                                            ------------    ------------
NET SALES                                   $  9,048,209    $  7,092,579

COST OF SALES                                  5,429,360       5,181,507
                                            ------------    ------------

GROSS PROFIT                                   3,618,849       1,911,072
                                            ------------    ------------

OPERATING EXPENSES
     Employee compensation                     2,748,635       1,647,816
     Selling, general and administrative       1,582,086         794,643
     Impairment of goodwill                      463,522            --
                                            ------------    ------------
                                               4,794,243       2,442,459
                                            ------------    ------------

OPERATING LOSS                                (1,175,394)       (531,387)
                                            ------------    ------------

OTHER EXPENSES
     Interest expense, net                      (111,477)       (112,525)
     Other, net                                     --           (11,345)
                                            ------------    ------------
         Total other expenses                   (111,477)       (123,870)
                                            ------------    ------------

LOSS BEFORE PROVISION FOR INCOME TAXES
                                              (1,286,871)       (655,257)

PROVISION FOR INCOME TAXES                         1,600           1,600
                                            ------------    ------------

NET LOSS                                    $ (1,288,471)   $   (656,857)
                                            ============    ============

BASIC AND DILUTED NET LOSS AVAILABLE TO
     COMMON STOCKHOLDERS PER COMMON SHARE   $      (0.08)   $      (0.05)
                                            ============    ============

BASIC AND DILUTED WEIGHTED AVERAGE COMMON
     SHARES OUTSTANDING                       15,419,573      13,228,366
                                            ============    ============

            See independent auditors' reports and accompanying notes
                         to these financial statements.

                                      F-4
<PAGE>

<TABLE>
<CAPTION>
                                                 GT DATA CORPORATION AND SUBSIDIARIES
                                     CONSOLIDATED STATEMENTS OF STOCKHOLDERS' EQUITY (DEFICIT)
                               For Each of the Years in the Two-Year Period Ended December 31, 2001
                                                           (SPLIT TABLE)

                                                       Preferred A             Preferred B             Common Stock
                                                   Shares      Amount      Shares       Amount       Shares       Amount
                                                 ----------   --------   ----------   ----------   ----------   ----------
<S>                                              <C>          <C>         <C>              <C>     <C>              <C>
Balances, January 1, 2000                              --     $   --           --     $     --     12,400,000 $     12,400

Issuance of Series A Preferred

  Stock for cash                                          1       --           --           --           --           --

Issuance of Series B Preferred Stock

  for cash, net of commissions paid of $60,036         --         --      1,457,000        1,457         --           --

Estimated fair market value of common

  stock issued for the purchase of TSLI                --         --           --           --        975,334          975


Interest earned on subscriptions receivable            --         --           --           --           --           --


Net loss                                               --         --           --           --           --           --
                                                 ----------   --------   ----------   ----------   ----------   ----------
Balance at December 31, 2000                              1       --      1,457,000        1,457   13,375,334       13,375
                                                 ----------   --------   ----------   ----------   ----------   ----------
</TABLE>

<TABLE>
<CAPTION>
                                                                                           Total
                                                 Additional                             Stockholders'
                                                  Paid In   Subscriptions  Accumulated     Equity
                                                  Capital    Receivable      Deficit     (Deficit)
                                                ----------   ----------    ----------    ----------
<S>                                             <C>          <C>           <C>           <C>
Balances, January 1, 2000                       $  368,100   $ (304,783)   $ (136,405)   $  (60,688)

Issuance of Series A Preferred

  Stock for cash                                       100         --            --             100

Issuance of Series B Preferred Stock

  for cash, net of commissions paid of $60,03      667,007         --            --         668,464

Estimated fair market value of common

  stock issued for the purchase of TSLI             72,175         --            --          73,150


Interest earned on subscriptions receivable           --        (21,000)         --         (21,000)


Net loss                                              --           --        (656,857)     (656,857)
                                                ----------   ----------    ----------    ----------
Balance at December 31, 2000                     1,107,382     (325,783)     (793,262)        3,169
</TABLE>

                                      F-5
<PAGE>

<TABLE>
<CAPTION>
                                                 GT DATA CORPORATION AND SUBSIDIARIES
                                       CONSOLIDATED STATEMENTS OF STOCKHOLDERS' EQUITY (DEFICIT)
                                 For Each of the Years in the Two-Year Period Ended December 31, 2001
                                                           (SPLIT TABLE)

                                                      Preferred A              Preferred B                  Common Stock
                                                    Shares    Amount      Shares         Amount         Shares         Amount
                                                 -----------   -----   -----------    -----------    -----------    -----------
<S>                                              <C>           <C>     <C>            <C>             <C>           <C>
Issuance of Series B Preferred Stock for cash,
  net of commissions paid of $6,093                     --      --          22,000             22           --             --

Shares surrendered in connection with the
merger with WINS                                        --      --            --             --       (7,165,931)        (7,165)

Conversion of Series B Preferred Stock into
  common stock                                          --      --      (1,479,000)        (1,479)     1,479,000          1,479

Common stock issued in connection with the
merger with WINS                                        --      --            --             --        7,854,114          7,854

Restricted common stock issued for cash, net
of commissions paid of $17,320                          --      --            --             --          520,000            520

Interest earned on subscriptions receivable             --      --            --             --             --             --

Estimated fair market value of options
granted for license                                     --      --            --             --             --             --

Estimated fair market value of warrants
granted in connection with debt                         --      --            --             --             --             --

Net loss                                                --      --            --             --             --             --
                                                 -----------   -----   -----------    -----------    -----------    -----------
Balance at December 31, 2001                               1   $--            --      $      --       16,062,517    $    16,063
                                                 ===========   =====   ===========    ===========    ===========    ===========
</TABLE>

<TABLE>
<CAPTION>
                                                                                                Total
                                                  Additional                                 Stockholders'
                                                   Paid In     Subscriptions    Accumulated     Equity
                                                   Capital      Receivable      Deficit        (Deficit)
                                                 -----------    -----------    -----------    -----------
<S>                                              <C>            <C>            <C>            <C>
Issuance of Series B Preferred Stock for cash,
  net of commissions paid of $6,093                    4,885           --             --            4,907

Shares surrendered in connection with the
merger with WINS                                       7,165           --             --             --

Conversion of Series B Preferred Stock into

  common stock                                          --             --             --             --

Common stock issued in connection with the
merger with WINS                                      (7,854)          --             --             --

Restricted common stock issued for cash, net
of commissions paid of $17,320                       112,160           --             --          112,680


Interest earned on subscriptions receivable             --          (22,805)          --          (22,805)

Estimated fair market value of options
granted for license                                   75,000           --             --           75,000

Estimated fair market value of warrants
granted in connection with debt                       13,957           --             --           13,957


Net loss                                                --             --       (1,288,471)    (1,288,471)
                                                 -----------    -----------    -----------    -----------
Balance at December 31, 2001                     $ 1,312,695    $  (348,588)   $(2,081,733)   $(1,101,563)
                                                 ===========    ===========    ===========    ===========
</TABLE>

                                      F-6
<PAGE>

<TABLE>
<CAPTION>
                      GT DATA CORPORATION AND SUBSIDIARIES
                      CONSOLIDATED STATEMENTS OF CASH FLOWS
                 For the Years Ended December 31, 2001 and 2000

                                                                    2001           2000
                                                                 -----------    -----------
<S>                                                              <C>            <C>
CASH FLOWS FROM OPERATING ACTIVITIES
     Net loss                                                    $(1,288,471)   $  (656,857)
     Adjustments to reconcile net income to net cash provided
         by (used in) operating activities:
              Interest income on note receivable                      (7,637)          --
              Depreciation and amortization                          211,715        197,563
              Loss on impairment of goodwill                         463,522           --
              Estimated fair market value of options issued           75,000           --
                  for license
              Estimated fair market value of warrants issued          13,957           --
                  with debt
              Interest accrued on subscriptions receivable           (22,805)       (21,000)
              Allowance for doubtful accounts                         80,000           --
              Changes in operating assets and liabilities:
                      Accounts receivable                           (566,538)        85,051
                      Inventories                                   (307,304)       (97,588)
                      Prepaid expenses and other current              (7,008)        (1,104)
                           assets
                      Income taxes receivable                           --          180,879
                      Other assets                                   (35,790)          --
                      Accounts payable and accrued liabilities       406,141        402,204
                      Accrued payroll and related expenses           185,037           --
                                                                 -----------    -----------

Net cash (used in) provided by operating activities                 (800,181)        89,148
                                                                 -----------    -----------

CASH FLOWS FROM INVESTING ACTIVITIES:
     Cash obtained in acquisition                                       --           75,666
     Issuance of note receivable                                    (150,000)          --
     Purchases of property and equipment                             (22,801)       (24,181)
                                                                 -----------    -----------
Net cash (used in) provided by investing activities                 (172,801)        51,485
                                                                 -----------    -----------

CASH FLOWS FROM FINANCING ACTIVITIES
     Proceeds from the issuance of Series B Preferred Stock,
     net of commissions paid of $6,093 and $60,036,
     respectively                                                      4,907        668,564
     Proceeds from the issuance of common stock, net of
     commissions paid of $17,320                                     112,680           --
     Net borrowings (repayments) under line of credit                292,008       (295,469)
     Principal repayments on capital lease obligations               (12,916)       (10,248)
     Borrowings on long-term debt                                    212,135           --
     Principal repayments on long-term debt                         (295,414)      (543,330)
     Borrowings on convertible note payable                          375,000           --
     Borrowings on notes payable to related parties                  130,000        470,000
     Principal repayments on notes payable to related parties           --         (100,000)
                                                                 -----------    -----------
Net cash provided by financing activities                            818,400        189,517
                                                                 -----------    -----------

NET (DECREASE) INCREASE IN CASH                                     (154,582)       330,150

CASH - beginning of year                                             331,899          1,749
                                                                 -----------    -----------

CASH - end of year                                               $   177,317    $   331,899

                                                                 ===========    ===========

See independent auditors' reports and accompanying notes to these financial statements.

</TABLE>

                                      F-7
<PAGE>

                      GT DATA CORPORATION AND SUBSIDIARIES
                      CONSOLIDATED STATEMENTS OF CASH FLOWS
                 For the Years Ended December 31, 2001 and 2000
                                  (CONTINUED)

SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION

Cash paid during the year for:

     Interest       $131,452   $ 93,916
                    ========   ========

     Income taxes   $  1,600   $   --
                    ========   ========

See accompanying  notes to the financial  statements for additional  information
relating to non-cash  investing and financing  activities during the years ended
December 31, 2001 and 2000.

See  independent  auditors'  reports and  accompanying  notes to these financial
statements.

                                      F-8
<PAGE>

                      GT DATA CORPORATION AND SUBSIDIARIES
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                 For the Years Ended December 31, 2001 and 2000



1. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

Organization

GT Data  Corporation  (the  "Company") was originally  incorporated on April 14,
1998 according to the laws of Colorado. The Company was reincorporated according
to the laws of  Delaware  on February  17,  2000.  The Company is engaged in the
sale,  repair and support  service of in-warranty and  out-of-warranty  computer
peripheral  devices for a variety of large and small  brand name  manufacturers.
The Company  completed a reverse merger with a publicly  traded "shell"  company
(see Note 2) in February 2001 and trades on the Over-The-Counter  Bulletin Board
under the symbol "GTDA".

Principles of Consolidation

The consolidated  financial  statements include the accounts of GT Data Delaware
and Technical  Services and Logistics,  Inc. ("TSLI") (see Note 2), wholly owned
subsidiaries.  All significant  intercompany accounts and transactions have been
eliminated in consolidation.

Going Concern

The accompanying  financial  statements have been prepared  assuming the Company
will continue as a going concern,  which  contemplates,  among other things, the
realization  of assets and  satisfaction  of liabilities in the normal course of
business.  The  Company  has  negative  working  capital  of  $1,253,974  and  a
stockholders' deficit of $1,101,563 at December 31, 2001, losses from operations
through  December  31,  2001  and a lack of  operational  history,  among  other
matters,  which raise substantial doubt about its ability to continue as a going
concern. The Company intends to fund operations through increased sales and debt
and equity financing  arrangements which management believes may be insufficient
to fund its capital  expenditures,  working capital and other cash  requirements
for the fiscal year ending  December  31, 2002.  Therefore,  the Company will be
required to seek  additional  funds to finance  its  long-term  operations.  The
successful  outcome of future  activities  cannot be determined at this time and
there is no assurance that if achieved,  the Company will have sufficient  funds
to execute its intended business plan or generate positive operating results.

The   financial   statements   do  not  include  any   adjustments   related  to
recoverability  and  classification of assets carrying amounts or the amount and
classification  of liabilities that might result should the Company be unable to
continue as a going concern.

Risks and Uncertainties

The Company operates in highly  competitive  industry that is subject to intense
competition, government regulation and rapid technological change. The Company's
operations  are  subject  to  significant  risk  and   uncertainties   including
financial,  operational,  technological,  regulatory and other risks  associated
with an emerging business, including the potential risk of business failure.

From time to time, the Company  maintains cash balances at certain  institutions
in excess of the FDIC limit of $100,000.


                                      F-9
<PAGE>


1. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (continued)

Use of Estimates

The Company  prepares its consolidated  financial  statements in conformity with
accounting principles generally accepted in the United States of America,  which
require  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  consolidated  financial  statements and reported
amounts of  revenues  and  expenses  during the  reporting  period.  Significant
estimates  made by management  include,  among others,  provisions for losses on
accounts  receivable,  valuation for losses on obsolete inventory and the actual
realization of inventory and valuation on deferred  taxes.  Actual results could
differ from those estimates.

Fair Value of Financial Instruments

Statement of Financial Accounting  Standards No. 107 ("SFAS 107"),  "Disclosures
About Fair Value of Financial  Instruments,"  requires  disclosure of fair value
information about financial  instruments when it is practicable to estimate that
value. The carrying amount of the Company's cash, accounts receivable,  accounts
payable,  accrued  liabilities,  line of credit and notes  payable  approximates
their estimated fair values due to the short-term  maturities of those financial
instruments.  The fair value of notes  payable to related  parties  and  related
party  payables  are not  determinable  as these  transactions  are with related
parties.

Concentrations

The Company  grants credit to customers  within the United States of America and
does not require  collateral.  The Company's  ability to collect  receivables is
affected by economic fluctuations in the geographic areas served by the Company.
Reserves for uncollectible amounts are provided,  based on past experience and a
specific  analysis of the accounts,  which  management  believes are sufficient.
Although the Company  expects to collect  amounts due,  actual  collections  may
differ from the estimated amounts.

Five customers and three customers  accounted for  approximately  50% and 75% of
total  product  sales for fiscal 2001 and 2000,  respectively.  At December  31,
2001, three customers accounted for approximately 70% of accounts receivable.

Inventories

Inventories  are  stated  at the  lower  of  standard  cost or  market.  Cost is
determined on a weighted average basis that approximates the first-in, first-out
basis.  Market  is  determined  by  comparison  with  recent  purchases  or  net
realizable value (see Note 3).

Such net  realizable  value is based on  management's  forecast for sales of the
Company's  products or services in the ensuing years.  The industry in which the
Company  operates is  characterized  by  technological  advancement  and change.
Should demand for the Company's  products  prove to be  significantly  less than
anticipated, the ultimate realizable value of the Company's inventories could be
substantially  less than the amount shown on accompanying  consolidated  balance
sheet.


                                      F-10
<PAGE>


1. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (continued)

Property and Equipment

Property and  equipment is stated at cost.  Depreciation  is computed  using the
straight-line  method over the  estimated  useful  lives of the related  assets,
which range from three to seven years.  Repairs and  maintenance  are charged to
expense  as  incurred  while  improvements  are  capitalized.  Upon  the sale or
retirement of property and equipment,  the accounts are relieved of the cost and
the  related  accumulated  depreciation  with any gain or loss  included  in the
consolidated statement of operations.

Intangible Assets

Intangible assets included goodwill which represented the excess of the purchase
price over the  estimated  fair value of the net assets  acquired  (see Note 2).
Goodwill  was being  amortized  using the  straight-line  method  over 15 years.
Regularly,  the Company  assesses the intangible  assets for impairment based on
the  recoverability  of the balances from expected  future  operations  and cash
flows, on an undiscounted  basis. At December 31, 2001, the Company assessed the
Goodwill to be impaired and wrote off the remaining balance (see below).

Long-Lived Assets

The Company evaluates the recoverability of long-lived assets in accordance with
Statement  of  Financial   Accounting   Standards  No.  121  ("SFAS  No.  121"),
"Accounting for the Impairment of Long-lived Assets and for Long-lived Assets to
be Disposed of." SFAS No. 121 requires  recognition  of impairment of long-lived
assets  in the  event  the net book  value of such  assets  exceeds  the  future
undiscounted  cash flows  attributable  to such  assets.  At December  31, 2001,
management determined that the Company's long-lived assets have been impaired as
follows:
   o     Management wrote down the value of goodwill obtained in connection with
         the  acquisition  of TSLI  (see  Notes 2 and  5).  Due to the  goodwill
         associated with the acquisition being impaired and the change in market
         conditions for the related assets, the Company recognized an impairment
         loss  of  approximately   $465,000  on  the  related  goodwill  in  the
         accompanying consolidated statements of operations.

   o     Management  wrote down the value of capitalized  licenses in connection
         with  warrants  valued at  $75,000  (see  Notes 11 and 12).

Management  believes that the impairment losses recognized on long-lived assets,
including  intangible  assets and other assets,  are  adequate.  There can be no
assurance,  however, that market conditions or demand for the Company's products
or services will not change which could result in additional  future  long-lived
asset impairments.


                                      F-11
<PAGE>


1. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (continued)

Stock Based Compensation

The Company accounts for non-employee  stock-based  compensation under Statement
of Financial  Accounting  Standards No. 123 ("SFAS 123"),  "Accounting for Stock
Based  Compensation."  SFAS 123 defines a fair value based method of  accounting
for stock-based compensation.  However, SFAS 123 allows an entity to continue to
measure compensation cost related to stock and stock options issued to employees
using the  intrinsic  method of accounting  prescribed by Accounting  Principles
Board  Opinion No. 25 ("APB 25"),  "Accounting  for Stock Issued to  Employees."
Under APB 25,  compensation  cost,  if any, is  recognized  over the  respective
vesting  period  based on the  difference,  on the date grant,  between the fair
value of the Company's common stock and the exercise price. Entities electing to
remain with the accounting  method of APB 25 must make pro forma  disclosures of
net income and  earnings per share,  as if the fair value  method of  accounting
defined in SFAS 123 had been applied. The Company has elected to account for its
stock-based compensation to employees under APB 25 (see Note 12).

In March 2000, the FASB issued Interpretation No. 44 ("FIN 44"), "Accounting for
Certain Transactions Involving Stock Compensation," an interpretation of APB 25.
FIN 44 clarifies the  application  of APB 25 for (a) the  definition of employee
for purposes of applying APB 25 (b) the criteria for determining  whether a plan
qualifies as a non-compensatory plan, (c) the accounting consequence for various
modifications  to the terms of a previously fixed stock option or award, and (d)
the  accounting  for an  exchange  of stock  compensation  awards in a  business
combination.  FIN 44 is effective  July 1, 2000,  but certain  provisions  cover
specific  events that occur after either December 15, 1998, or January 12, 2000.
The  adoption  of  FIN 44  did  not  have a  material  effect  on the  financial
statements.

Income Taxes

Deferred  income taxes reflect the net tax effects of (a) temporary  differences
between the carrying  amounts of assets and liabilities for financial  reporting
purposes and the amounts  reported for income tax  purposes,  and (b) tax credit
carryforwards. The Company records a valuation allowance for deferred income tax
assets  when,  based on  management's  best  estimate  of taxable  income in the
foreseeable future, it is more likely than not that some portion of the deferred
income tax assets may not be realized.

Revenue Recognition

The Company  records  sales when goods are  shipped to the  customer or upon the
completion of the service.

In December 1999, the  Securities and Exchange  Commission  ("SEC") issued Staff
Accounting Bulletin 101 ("SAB 101"),  "Revenue  Recognition," which outlines the
basic criteria that must be met to recognize  revenue and provides  guidance for
presentation  of revenue  and for  disclosures  related  to revenue  recognition
policies in financial  statements filed with the SEC. The effective date of this
pronouncement was the fourth quarter of the fiscal year beginning after December
15,  1999.  The  adoption  of SAB 101  did not  have a  material  impact  on the
Company's financial position and results of operations.


                                      F-12
<PAGE>


1. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (continued)

Warranty

The  Company  provides  warranties  ranging  form  ninety  days to six months on
certain products sold.  Estimated future warranty obligations related to certain
products and services  are  provided by charges to  operations  in the period in
which the related revenue is recognized.  The Company has a warranty  reserve of
approximately  $40,000,  which is  included  in  accounts  payable  and  accrued
liabilities in the accompanying consolidated balance sheet at December 31, 2001.

Advertising

The Company  expenses the cost of advertising  when incurred as selling expense.
Advertising expenses were approximately  $33,000 and $30,000 for the years ended
December 31, 2001 and 2000, respectively.

Earnings Per Share

The Company has adopted  Statement of  Financial  Accounting  Standards  No. 128
("SFAS 128"),  "Earning Per Share." Under SFAS 128,  basic earnings per share is
computed by dividing  income  available to common  stockholders  by the weighted
average  number  of  shares  assumed  to be  outstanding  during  the  period of
computation.  Diluted  earnings per share is computed  similar to basic earnings
per share  except that the  denominator  is  increased  to include the number of
additional  common  shares  that would have been  outstanding  if the  potential
common shares had been issued and if the additional  common shares were dilutive
(1,778,260  and  1,457,000  shares  were  considered   additional  common  stock
equivalents  at December 31, 2001 and 2000,  respectively).  Because the Company
has  incurred  net  losses,  basic  and  diluted  loss per share are the same as
additional potential common shares would be anti-dilutive (see Note 14).

Comprehensive Income

The Company has adopted  statement of  Financial  Accounting  Standards  No. 130
("SFAS  130")  "Reporting   Comprehensive  Income."  SFAS  130  established  the
standards for reporting and display of  comprehensive  income and its components
in a full set of general-purpose financial statements.  The adoption of SFAS 130
has not  materially  impacted  the  Company's  financial  position or results of
operations.

Segments

The Company has adopted  Statement of  Financial  Accounting  Standards  No. 131
("SFAS  131"),   "Disclosures  about  Segments  of  an  Enterprise  and  Related
Information." SFAS 131 changes the way public companies report information about
segments of their  business in their annual  financial  statements  and requires
them to report selected segment information in their quarterly reports issued to
shareholders.  It also requires  entity-wide  disclosures about the products and
services an entity provides, the material countries in which it holds assets and
how the Company reports revenues and its major customers.  The Company currently
operates  in  one  segment,  as  disclosed  in  the  accompanying   consolidated
statements of operations.


                                      F-13
<PAGE>


1. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (continued)

Derivative Instruments and Hedging Activities

The Company has adopted  Statement of  Financial  Accounting  Standards  No. 133
("SFAS 133"),  "Accounting for Derivative  Instruments and Hedging  Activities."
SFAS  133  establishes   accounting  and  reporting   standards  for  derivative
instruments,   including  certain  derivative   instruments  embedded  in  other
contracts, and for hedging activities.  It requires that an entity recognize all
derivatives  as either assets or  liabilities on the balance sheet at their fair
value.  This  statement,  as  amended  by SFAS 137 and  138,  is  effective  for
financial  statements for all fiscal  quarters of fiscal years  beginning  after
June 15, 2000.  The adoption of this standard did not have a material  impact on
the  Company's  results of  operations,  financial  position or cash flows as it
currently does not engage in any derivative or hedging activities.

Recent Accounting Pronouncements

In July 2001, the Financial  Accounting  Standards  Board issued  Statements No.
141,  "Business  Combinations"  ("SFAS  141") and No.  142  "Goodwill  and Other
Intangible  Assets"  ("SFAS  142").  SFAS 141  supersedes  APB  Opinion  No. 16,
"Business  Combinations"  and  SFAS  No.  38,  "Accounting  for  Pre-acquisition
Contingencies of Purchased Enterprises".  SFAS 141 is effective for fiscal years
beginning  after June 30, 2001 and requires  that all business  combinations  be
accounted for by the purchase  method.  SFAS 142  supersedes APB Opinion No. 17,
"Intangible  Assets".  SFAS 142 is effective  for fiscal years  beginning  after
December 15, 2001 and provides that all existing and newly acquired goodwill and
intangible  assets will no longer be amortized but will be tested for impairment
at least  annually  and written  down only when  impaired.  Management  does not
believe that the  requirements  of such  pronouncements  will have a significant
impact on the Company's future financial statements.

Additionally,  the  Financial  Accounting  Standards  Board has recently  issued
Statements No. 143,  "Accounting for Asset Retirement  Obligations" ("SFAS 143")
and No. 144,  "Accounting  for the Impairment or Disposal of Long-Lived  Assets"
("SFAS  144").  SFAS  143  addresses  financial  accounting  and  reporting  for
obligations associated with the retirement of tangible long-lived assets and the
associated  asset retirement  costs,  and is effective for financial  statements
issued for fiscal  years  beginning  after June 15,  2002.  SFAS 144  supersedes
Statement No. 121,  "Accounting for the Impairment of Long-Lived  Assets and for
Long-Lived  Assets to Be Disposed Of", and addresses  financial  accounting  and
reporting  for the  impairment  or  disposal  of  long-lived  assets,  including
accounting  for  a  segment  of a  business  accounted  for  as  a  discontinued
operation.  SFAS 144 is effective  for  financial  statements  issued for fiscal
years  beginning  after  December 15, 2001.  Management  has not yet  determined
exactly how the  requirements of such  pronouncements  will affect the Company's
future financial statements.


                                      F-14
<PAGE>


2. BUSINESS COMBINATIONS

Acquisition of TSLI

Effective February 28, 2000, the Company acquired TSLI in a business combination
accounted  for as a  purchase.  Prior to the  business  combination,  one of the
majority  stockholders  of the Company was a  stockholder  of TSLI.  The Company
issued  975,334  shares of its common stock in exchange for all the  outstanding
common shares of TSLI. The shares issued for TSLI were valued at $73,150 ($0.075
per share) which  represents the estimated fair market value.  Management of the
Company  estimated the value of the Company's shares exchanged after considering
the restricted  nature of the common stock, the limited operating history of the
Company, the liquidation  preference and the convertible nature of its preferred
shares sold on the same date of the acquisition.

The purchase price was allocated to the business  acquired based on the relative
fair values of the assets acquired and liabilities assumed, as follows:

    Assets        $ 2,458,514
    Goodwill          528,067
    Liabilities    (2,913,431)
                  -----------
                  $    73,150
                  ===========

The results of operations of TSLI are included in the accompanying  consolidated
financial statements from March 1, 2000. The following proforma summary presents
consolidated  results  of  operations  as if TSLI  had been  acquired  as of the
beginning of the Company's 2000 fiscal year.

                             Year Ended
                            December 31,
                               2000
                            -----------
    Net sales               $$8,251,984
                            ===========

    Net loss                $  (585,620)
                            ===========

    Loss per common share   $     (0.04)
                            ===========

The above amounts are based upon certain  assumptions  and estimates,  which the
Company  believes are  reasonable.  The pro forma  results of  operations do not
purport to be  indicative  of the results which would have been obtained had the
business  combination occurred as of January 1, 2000 or which may be obtained in
the future.

The balance of  goodwill  at December  31, 2001 was written off when the Company
determined that the goodwill was not recoverable from future  undiscounted  cash
flows of TSLI assets (see Note 5).


                                      F-15
<PAGE>


2. BUSINESS COMBINATIONS (continued)

Reverse Merger

On February  27,  2001,  World  Internetworks,  Inc.  ("WINS")  entered  into an
Agreement  and Plan of  Reorganization  and Merger (the Plan of Merger) with GTD
Acquisition,  Inc.  ("Newco") and GT Data  Corporation.  On March 20, 2001,  and
pursuant to a  Certificate  filed with the Nevada  Secretary of State,  the WINS
effected  a 1 for 2 reverse  split of all the  outstanding  shares of its common
stock,  options and warrants.  Immediately  following the reverse split WINS had
250,000,000  shares  authorized  and 7,104,114  shares  issued and  outstanding.
Outstanding  options and warrants were 224,500 and 815,000  respectively,  after
the reverse split.  On March 22, 2001, the Plan of Merger became  effective (the
Merger).  Under the Merger,  Newco merged with and into GT Data, with GT Data as
the  surviving  subsidiary  of the  Company.  On December  3, 2001,  the Company
changed  its name  from  WINS to GT Data  Corporation.  Pursuant  to the Plan of
Merger,  all of the  7,688,403  outstanding  preferred B and common shares of GT
Data were exchanged for shares of WINS 1 for 1 on a post-split basis and 750,000
shares were issued to Fairway  Capital  Partners,  LLC, a finder,  in connection
with the transaction. All of the outstanding shares of Newco were converted into
shares of GT Data as the surviving corporation,  with WINS as the sole holder of
those shares.  The  transaction was regarded as a reverse merger whereby GT Data
was  considered  to be the  accounting  acquirer as it retained  control of WINS
after the Merger.  Pursuant to the Plan of Merger,  certain  shareholders  of GT
Data  agreed  to  surrender  7,165,931  shares  of  common  stock  prior  to the
consummation  of the Merger.  The number of shares  issued in exchange for Newco
and GT Data shares under the Plan of Merger is as follows:

    Newco common shareholders          100  shares of the surviving corporation
    GTD:
       Common shares             6,209,403   shares of the Company
       Series B preferred        1,479,000   shares of the Company
                                 ---------
    Total shares issued          7,688,503
                                 =========

Since  WINS'  continuing  operations  and  balance  sheet are  insignificant,  a
pro-forma  consolidated balance sheet and consolidated  statements of operations
are not presented here.

The plan of Merger also provides for a Registration Rights Agreement for certain
stockholders  of the Company's  common stock that hold shares  restricted  under
Section 144 whereby their shares will be registered as part of any  registration
filing  under  taken by the  Company  after  the  effective  date of the plan of
Merger.


                                      F-16
<PAGE>

<TABLE>
<CAPTION>
3.  INVENTORIES

Inventories consist of the following at December 31, 2001:
<S>                                                                                <C>
  Raw materials                                                                    $   104,228
  Work in progress                                                                     346,853
  Finished goods                                                                       710,757
                                                                                   -----------
                                                                                   $ 1,161,838
                                                                                   ===========

4.  PROPERTY AND EQUIPMENT

 Property and equipment consist of the following at December 31, 2001:

  Machinery and equipment                                                          $   503,381
  Automobiles                                                                           14,513
  Furniture and fixtures                                                               331,649
  Software                                                                             143,980
  Leasehold improvements                                                                82,044
                                                                                   -----------
                                                                                     1,075,567

  Less accumulated depreciation and amortization                                      (946,902)
                                                                                   -----------

                                                                                   $   128,665
                                                                                   ===========

Depreciation  and  amortization  expense was $176,507 and $168,226 for the years
ended December 31, 2001 and 2000, respectively

5.  INTANGIBLE ASSETS

Intangible assets consisted of goodwill  associated with the acquisition of TSLI
in fiscal  2000 (see Note 2). The Company  assessed  the  intangible  assets for
impairment at December 31, 2001 based on the recoverability of the balances from
expected future  operating cash flows on an undiscounted  cash flow basis. As of
December  31, 2001,  the Company  assessed the goodwill to be impaired and wrote
off the remaining balance


  Goodwill                                                                         $   528,067
  Accumulated amortization                                                             (64,545)
                                                                                   -----------
                                                                                       463,522
  Less impairment                                                                     (463,522)
                                                                                   -----------

                                                                                   $        --
                                                                                   ===========
</TABLE>

Total  amortization  expense related to goodwill was $35,208 and $29,337 for the
years ended December 31, 2001 and 2000, respectively.


                                      F-17
<PAGE>


6.  NOTE RECEIVABLE

During the year ended December 31, 2001, the Company  entered into a proprietary
non-binding  Letter of Intent with Trace Affex,  Inc., whereby Trace Affex would
have been merged with or become a  subsidiary  of the Company.  The  non-binding
Letter of Intent  was signed on May 3, 2001 and  expired  on June 2,  2001.  The
Company announced on October 2, 2001 that the non-binding Letter of Intent would
not be renewed.

In addition,  the Company  loaned Trace Affex  $150,000 (the "Loan") for working
capital  purposes.  The Loan bears interest at the rate of 10% per annum, is due
and payable in full on May 31, 2002, and is secured by substantially  all of the
assets  of  Trace  Affex.   The  Company  has  recognized   interest  income  of
approximately $7,600 in connection with the Loan which has been recorded in note
and  interest  receivable  in the  accompanying  consolidated  balance  sheet at
December 31, 2001.

7.  LINE OF CREDIT

The  Company  has a  revolving  line of credit  agreement  (the  "Line")  with a
financial  institution  that  matures in  November  2002 with  one-year  renewal
features, as defined. The Line bears interest at the greater of 10.00% per annum
or at the prime rate (5.00% at December 31,  2001) plus 5.00% per annum,  but at
no time shall the  monthly  interest  expense be less than  $4,000.  The Line is
secured by substantially all of the assets of the Company. The terms of the Line
agreement  provide for  borrowing  of up to the lesser of  $1,000,000  or 70% of
eligible accounts  receivable,  as defined, of which approximately  $110,000 was
available at December 31, 2001. At December 31, 2001, the Company's  outstanding
borrowings  totaled $657,188.  The Line requires the Company to maintain certain
financial and non-financial  covenants,  including,  but not limited to, certain
net worth and solvency ratio covenants, which the Company was in compliance with
as of  December  31,  2001.  Interest  expense  incurred  on  the  Line  totaled
approximately  $5,500 for the year ended  December 31,  2001.  The Company had a
previous  line of  credit  with a  serperate  financial  institution,  of which,
interest  expense  incurred  totaled  approximately  $15,000 and $45,000 for the
years ended December 31, 2001 and 2000, respectively.


                                      F-18
<PAGE>

<TABLE>
<CAPTION>

<S>                                                                                     <C>
8.  LONG-TERM DEBT

Long-term debt consists of the following at December 31, 2001:

Note  payable  to  a  financial   institution;   payable  in  weekly   principal
     installments  of  $2,800  through  March  2002,  at which  time the  weekly
     principal  installments will be reduced to $1,500. In addition, the Company
     is to make monthly interest  payments at the greater of 11.00% per annum or
     at the prime rate (5.00% at December 31, 2001) plus 6.00%. The note matures
     in July 2003.                                                                      $          136,000

Note payable to a third  party,  guaranteed  by the  President  of the  Company;
     payable on the maturity  date of March 19, 2002,  plus  interest at 15%. In
     addition,  the  Company  issued the note holder a warrant to purchase up to
     100,000 shares of the Company's common stock at an exercise price
     of $0.25 per share (see Note 12).                                                              62,135
                                                                                        ------------------

                                                                                                   198,135

Less current portion                                                                              (155,735)
                                                                                        ------------------

                                                                                        $           42,400
                                                                                        ==================

Future minimum principal payments on long-term debt are as follows:

Years ending December 31:
2002                                                                                    $          155,735
2003                                                                                                42,400
                                                                                        ------------------
                                                                                        $          198,135
                                                                                        ==================
</TABLE>

9.  CONVERTIBLE NOTE PAYABLE

In July 2001, the Company sold $375,000 of convertible  subordinated  debentures
in an offering under Regulation S of the Securities and Exchange Commission. The
debentures  carry a 10% stated rate of interest and mature on May 31, 2002.  The
debenture  holder has the  right,  at its  option,  at any time on or before the
close of business on May 31, 2002,  to convert the  principal  and accrued,  but
unpaid,  interest of these  debentures  into  1,249,875  shares of the Company's
common stock.  Accrued  interest is to be paid on a quarterly basis beginning on
September  30,  2001,  until  the  subordinated  debentures  have  been  paid or
converted into common stock.  As of December 31, 2001,  total  interest  expense
incurred on this note was approximately $19,500, of which,  approximately $9,700
has not been paid and is accrued in accounts payable and accrued  liabilities in
the accompanying consolidated balance sheet.


                                      F-19
<PAGE>


9. CONVERTIBLE NOTE PAYABLE (continued)

In addition,  the Company issued the debenture holder a warrant for the right to
purchase an additional 1,249,875 shares of the Company's restricted common stock
at a price of $0.40 per share.  Due to the fact that the  warrant  does not vest
until the debenture is  converted,  the Company has not expensed the fair market
value of the warrant. The warrant has an estimated pro rata fair market value of
$137,500  (pursuant to SFAS 123 based on the  Black-Scholes  pricing model) (see
Note 12). If the debentures are converted,  the fair market value of the warrant
will be recorded to interest expense in the accompanying  consolidated statement
of operations at the time of conversion.

10. RELATED PARTY TRANSACTIONS
<TABLE>
<CAPTION>

<S>                                                                                     <C>
Notes Payable

 Working  capital  loans  from  two of the  Company's  major  stockholders.  The
 borrowings accrue interest at 8% and are due on demand.  Total interest expense
 incurred  on these  borrowings  was  approximately  $45,200 and $12,800 for the
 years ended December 31, 2001 and 2000, respectively,  of which,  approximately
 $58,000 is accrued  under  accounts  payable  and  accrued  liabilities  in the
 accompanying consolidated balance
 sheet at December 31, 2001.                                                            $          470,000

Working capital loans from a stockholder. The borrowings, which are subordinated
to the Line (see Note 7) and note payable to a financial  institution  (see Note
8),  accrue  interest  at 7% per annum  and are due on  demand.  Total  interest
expense  incurred on these  borrowings  was  approximately  $9,000 for the years
ended December 31, 2001 and 2000, respectively,  of which, approximately $42,000
is accrued under accounts  payable and accrued  liabilities in the  accompanying
consolidated balance
sheet at December 31, 2001.                                                                         98,000

Working capital loans from related parties. The borrowings accrue interest at 8%
 per annum and mature through  November 2002. Total interest expense incurred on
 these borrowings was
 approximately $1,600 for the year ended December 31, 2001.                                        130,000
                                                                                        ------------------
Total                                                                                   $          698,000
                                                                                        ==================
</TABLE>

Related Party Payables

Related party payables  represent  expenses of the Company paid by an officer of
the Company. The advances bear no interest and totaled  approximately $33,000 at
December 31, 2001, which is accrued in accounts payable and accrued  liabilities
in the accompanying consolidated balance sheet.


                                      F-20
<PAGE>


10. RELATED PARTY TRANSACTIONS (continued)

In addition, the Company has accrued wages due to one of its employees and major
stockholders.  The balance due of  approximately  $397,000 has been  included in
accrued payroll and related  expenses in the accompanying  consolidated  balance
sheet.

11. COMMITMENTS AND CONTINGENCIES

Leases

The  Company  leases  certain  property  and  equipment  under  operating  lease
agreements,  which expire on various dates through  January 2005 and provide for
monthly lease payments ranging from $280 to $32,000.

The future minimum annual lease payments under these agreements are as follows:

Year Ending December 31;
                        2002   $  398,000
                        2003      398,000
                        2004      397,000
                        2005       32,000
                               ----------

Total minimum lease payments   $1,225,000
                               ==========

For  the  years  ended  December  31,  2001  and  2000,   rent  expense  totaled
approximately $380,000 and $370,000, respectively.

Legal

The  Company  may be  involved  from time to time in various  claims,  lawsuits,
disputes with third parties,  actions involving allegations or discrimination or
breach of contract actions  incidental in the normal operations of the business.
The Company is currently not involved in any such  litigation  which  management
believes  could have a material  adverse  effect on its  financial  position  or
results of operations.

License Agreement

Effective  May 18, 2001,  the Company  entered into a license  agreement  with a
third party.  The  agreement  would have  provided the Company with an exclusive
worldwide  license to manufacture  and sell the Starlite tape drive, an IBM 3590
compatible tape drive, as defined. The agreement required the Company to make an
initial payment of $300,000 on or before October 31, 2001, which the Company did
not make. In addition,  the Company was required to make two additional payments
of  $150,000  each no later  that 60 and 120 days after  delivery  of the actual
initial  payment.  Since the Company  did not make the  required  payments,  the
license was to continue on a non-exclusive basis. The Company was to be required
to pay a royalty to the third party for all sales  ranging from $250 to $950 for
each unit sold. In connection with this agreement, the Company granted the third
party  warrants to purchase  300,000 shares of common stock at an exercise price
of $0.25  per  share,  valued  at  $75,000,  (pursuant  to SFAS 123 based on the
Black-Scholes  pricing  model)  which the  Company had  originally  capitalized.
Effective  December 2001, the Company terminated the License agreement and wrote
off  the   capitalized   value  of  the  warrants  of  $75,000  to  general  and
administrative   expenses  in  the  accompanying   consolidated   statements  of
operations.


                                      F-21
<PAGE>

12. STOCKHOLDERS' EQUITY

Preferred Stock

The Company's  articles of  incorporation  authorize up to 27,000,000  shares of
$0.001 par value preferred stock. Shares of preferred stock may be issued in one
or more  classes  or series at such  time as the Board of  Directors  determine.
During  fiscal  2000,  the  Board of  Directors  designated  1 share of Series A
preferred stock  ("Preferred  A"). Each share of Preferred A is convertible into
common  stock at a rate of $0.50 per share,  subject to future  adjustments,  as
defined.  During the year ended  December 31, 2000,  the Company sold 1 share of
Preferred A for proceeds of $100.

During fiscal 2000, the Board of Directors had designated  10,000,000  shares of
Series B 7% convertible  preferred stock ("Preferred B"). Each Preferred B share
has a liquidation  preference  of $0.50 per share plus accrued  dividends and is
convertible at anytime into such number of fully paid and non-assessable  shares
of common  stock as is  determined  by  dividing  $0.50  plus the  amount of any
accrued and unpaid  dividends  by the  conversion  price of $0.50 at the time of
conversion,  subject to future adjustments,  as defined.  The Preferred B shares
are automatically  converted in the event of an effective registration statement
filing or and  affirmative  vote of the preferred  holders  voting as a separate
class.

During fiscal 2001 and 2000, the Company sold 22,000 shares and 1,457,000 shares
of  Preferred  B to  investors  for  proceeds  of $4,907  and  $668,464  (net of
commissions paid of $6,093 and $60,036), respectively.

In connection  with the reverse  merger (see Note 2), the Company  converted the
1,479,000 Preferred B shares into 1,479,000 shares of the Company's common stock
(see below).

Stock Split

On February 17, 2000,  the Company's  Board of Directors  approved a two-for-one
stock split. All references  throughout these financial  statements and notes to
number of shares,  per share  amount,  stock  option  and  market  prices of the
Company's common stock have been restated to reflect such stock split.

Common Stock

In October 1999, the Company sold  8,000,000  shares of common stock for a stock
subscription  receivable for $300,000.  These notes bear interest at a per annum
rate  of 7%  and  remain  outstanding  as of  December  31,  2001.  The  Company
recognized  interest  income in the amount  $22,805 and $21,000 during the years
ended  December  31,  2001  and  2000,   respectively,   which  is  recorded  in
subscriptions  receivable at December 31, 2001.  The Company has  classified the
subscriptions receivable as an increase in stockholders' deficit.


                                      F-22
<PAGE>


12. STOCKHOLDERS' EQUITY (continued)

In  February  2000,  the  Company  issued  975,334  shares  of  common  stock in
consideration  for 100% of the issued and  outstanding  shares of TSLI (see Note
2). The shares were valued at $73,150 ($0.075),  based on management's  estimate
after  considering  the  restricted  nature of the  common  stock,  the  limited
operating  history  of the  Company,  and  the  liquidation  preference  and the
convertible  nature  of its  preferred  shares  sold  on the  same  date  of the
acquisition.

In connection with the reverse merger (see Note 2), the Company issued 9,333,114
shares of common  stock  (including  1,479,000  for the  conversion  of Series B
Preferred  stock on a one to one  basis and  750,000  shares  to a  finder).  In
addition,  certain  shareholders  agreed to surrender 7,165,931 shares of common
stock.

In May 2001,  the Company  sold  520,000  shares of common stock to an unrelated
investor  for proceeds of $112,680  (net of  commissions  paid of  $17,320).  In
addition,  the Company  granted the investor a warrant to purchase up to 520,000
shares of the Company's  restricted  common stock at an exercise  price of $0.25
per share (see below).

Stock Options

In February  2000,  the Company's  Board of Directors and majority  shareholders
approved and adopted the GT Data  Corporation  2000 Stock Option Plan ("the 2000
plan"). As amended, a total of 3,333,333 shares of common stock are reserved for
issuance  under the 2000 plan. The exercise price for each option shall be equal
to 100% to 110% of the  fair  market  value of the  common  stock on the date of
grant, as defined. The 2000 plan shall terminate ten years after its adoption by
the Board of Directors  and may be  terminated  by the Board of Directors on any
earlier date, as defined.

In March 2001,  the  Company's  Board of  Directors  and  majority  shareholders
approved and adopted the GT Data  Corporation  2001 Stock Option Plan ("the 2001
plan").  A total of  10,000,000 shares of common stock are reserved for issuance
under the 2001 plan.  The  exercise  price for each option shall be no less than
100% to 110% of the fair market  value of the common stock on the date of grant,
as defined.  The 2001 plan shall  terminate  ten years after its adoption by the
Board of  Directors  and may be  terminated  by the  Board of  Directors  on any
earlier date, as defined.

During the year ended December 31, 2000, the Company issued options  pursuant to
the 2000 plan to purchase 5,828,000 shares (126,500 were cancelled during fiscal
2000) of the Company's  common stock at exercise  prices ranging from $0.075 per
share to $0.09 per  share  (the  estimated  fair  market  values at the dates of
grant).  The options vest over a  three-year  period from the dates of grant and
are exercisable  through  December 20, 2008.  During fiscal 2001 and pursuant to
the reverse merger  agreement with WINS (see Note 2), the Company  cancelled the
remaining  5,701,500 options and issued new options from the reorganized Company
to purchase  1,900,012 shares of the Company's common stock at an exercise price
of $0.135 per share. All terms and vesting  requirements  remained  identical to
the original options issued.


                                      F-23
<PAGE>


12. STOCKHOLDERS' EQUITY (continued)

Under the terms of the TSLI acquisition agreement and pursuant to the 2000 plan,
the Company granted  options to purchase  14,500 shares of the Company's  common
stock at an exercise  price of $0.075 per share (the estimated fair market value
on the date of grant by the Company) to employees of TSLI for options which were
previously  issued to purchase  34,800 shares of TSLI common  stock.  Due to the
exercise  price per share being  equal to the  estimated  fair market  value per
share,  no  additional  amount  was  allocated  to  the  purchase  price  of the
acquisition related to the value of these options (see Note 2). The options vest
over a  three-year  period  from the date of grant and are  exercisable  through
December  20,  2008.  During  fiscal 2001 and  pursuant  to the  reverse  merger
agreement  with WINS (see Note 2), the Company  cancelled the 14,500 options and
issued new options from the reorganized  Company to purchase 4,833 shares of the
Company's  common stock at an exercise price of $0.135 per share.  All terms and
vesting requirements remained identical to the original options issued.

During the year ended December 31, 2001, the Company issued options  pursuant to
the 2001 plan to purchase  1,821,667  shares  (214,334 were  cancelled in fiscal
2001) of the  Company's  common stock at exercise  prices  ranging from $0.12 to
$0.135 per share (the  estimated  fair market  value at the date of grant).  The
options  vest  over a  three-year  period  from  the  dates  of  grant  and  are
exercisable through October 2011.

The following is a status of the stock options  outstanding at December 31, 2001
and the changes during the two years then ended:
<TABLE>
<CAPTION>
                                                                       Year Ended December 31,
                                                          2001                                       2000
                                             ----------------------------------        --------------------------------
                                                                    Weighted                                 Weighted
                                                                    Average                                  Average
                                                Options              Price               Options              Price
                                             --------------       -------------        ------------        ------------
<S>                                               <C>             <C>                     <C>              <C>
Outstanding, beginning of year                    5,716,000       $       0.08                  -          $        -
      Granted                                     3,726,512               0.128           5,842,500                0.08
      Options outstanding
         Pursuant to the Reorganization
          of WINS (see Note 2)                      224,500               1.01                  -                   -
      Exercised                                         -                   -                   -                   -
      Cancelled/Forfeited                        (5,930,334)              0.08             (126,500)              0.08
                                             --------------       -------------        ------------        ------------

Outstanding, end of year                          3,736,678       $       0.18            5,716,000        $      0.08
                                             ==============       =============        ============        ============

Exercisable, end of year                          1,085,226       $       0.316           1,344,344        $       0.08
                                             ==============       =============        ============        ============

Weighted average fair
  value of options granted                                       $        0.12                            $       0.02
                                             ==============       =============        ============        ============
</TABLE>

3,512,178 of the  outstanding  options at December 31, 2001 have exercise prices
between $0.12 per share to $0.135 per share,  with a weighted  average  exercise
price of $0.13 and a weighted  average  remaining  contractual  life of 9 years.
860,726 of these options are  exercisable  at December 31, 2001.  224,500 of the
options  outstanding at December 31, 2001 have exercise prices between $0.80 per
share to $2.50 per share, with a weighted average exercise price of


                                      F-24
<PAGE>

12. STOCKHOLDERS' EQUITY (continued)

$1.01 per share and a weighted  average  remaining  contractual life of 3 years.
All of the 224,500 options are exercisable at December 31, 2001.

Had  compensation  costs for the  Company's  2001 and 2000  options  granted  to
employees been determined under SFAS 123, the minimum value of each option would
have been estimated using the Black-Scholes  option pricing model on the date of
grant using the  following  assumptions:  (i) no dividend  yield,  (ii)  average
volatility  ranging from 366% to 416% and 0.00%,  respectively,  (iii)  weighted
average risk free interest rate of approximately  4.50% and 6.25%,  respectively
and (iv) average expected useful life of 5 years. As a result, the Company's net
loss and net loss per share for the years ended December 31, 2001 and 2000 would
have approximated the pro forma amount below:

                      2001          2000
                   -----------    -----------
Net loss:
     As reported   $(1,288,471)   $  (656,857)
                   ===========    ===========
     Proforma      $(1,406,134)   $  (673,744)
                   ===========    ===========

Loss per share:
     As reported   $     (0.08)   $     (0.05)
                   ===========    ===========
     Proforma      $     (0.09)   $     (0.05)
                   ===========    ===========

Warrants

From time to time, the Company issues  warrants  pursuant to various  consulting
agreements.

In May 2001,  the  Company  granted to an  investor a warrant to  purchase up to
520,000 shares of the Company's  restricted common stock at an exercise price of
$0.25 per share  (see  above).  The  warrant  vested on the date of grant and is
exercisable  through  October 2002. As the warrant was issued in connection with
fundraising activities, no consulting expense was recognized in the consolidated
statements of operations.

In May 2001, the Company granted to a third party service  provider a warrant to
purchase up to 300,000  shares of the  Company's  restricted  common stock at an
exercise price of $0.25 per share valued at $75,000  (pursuant to SFAS 123 using
the Black-Scholes pricing model). The warrant vested on the date of grant and is
exercisable  through May 2006. The Company  originally  capitalized the value of
the warrant under a License agreement that the Company  terminated during fiscal
year 2001 (see Note 11). As a result, the Company wrote off the entire amount of
$75,000 to general and administrative expense in the accompanying  statements of
operations for the year ended December 31, 2001.

In July 2001,  the  Company  granted to an  investor a warrant to purchase up to
1,249,875 shares of the Company's  restricted  common stock at an exercise price
of  $0.40  per  share  valued  on a  pro-rata  basis at  approximately  $137,500
(pursuant to SFAS 123 using the  Black-Scholes  pricing  model)(see Note 9). The
warrant vests upon the conversion of the related debt and is exercisable through
November 2002.


                                      F-25
<PAGE>


12. STOCKHOLDERS' EQUITY (continued)

In December 2001, the Company  granted to a note holder a warrant to purchase up
to 100,000 shares of the Company's  restricted common stock at an exercise price
of $0.25 per share valued on a pro-rata basis at approximately $14,000 (pursuant
to SFAS 123 using  the  Black-Scholes  pricing  model)  (see  Note 8),  that was
recorded as a debt discount and immediately amortized to interest expense in the
accompanying  statements of operations.  The warrant vested on the date of grant
and is exercisable through December 2006.

The following  represents a summary of warrants  outstanding for the years ended
December 31, 2001 (there was no warrant  activity or warrants  outstanding as of
and for the year-ended December 31, 2000):

                                                              Weighted Average
                                                  Warrants    Exercise Price
                                                  ---------   --------
Outstanding, January 1, 2001                           --     $   --
         Granted                                  2,169,875       0.34
         Options outstanding pursuant to the
            reorganization of WINS (see Note 2)     815,000       4.00
         Exercised                                     --         --
         Expired/forfeited                             --         --
                                                  ---------   --------
Outstanding, December 31, 2001                    2,984,875   $   1.34
                                                  =========   ========

Exercisable                                       1,735,000   $   2.01
                                                  =========   ========

Weighted average fair value of warrants granted               $   0.24
                                                              ========

2,169,875  of the  warrants  outstanding  at December  31, 2001 have an exercise
prices ranging from $0.25 per share to $0.40 per share,  with a weighted average
exercise price of $0.34 and a weighted average remaining contractual life of 2.4
years.  920,000 of these warrants are exercisable at December 31, 2001.  815,000
of the  outstanding  warrants have an exercise price of $4.00 per share,  with a
weighted  average  exercise  price of $4.00  and a  weighted  average  remaining
contractual  life of .5 years. All of these warrants are exercisable at December
31, 2001.

The fair value of each  warrant  granted  during 2001 for  services is estimated
using the  Black-Scholes  pricing model on the date of grant using the following
assumptions:  (i) no dividend  yield,  (ii) average  volatility  of 380%,  (iii)
weighted average risk free interest rate of approximately 4.5%, and (iv) average
expected life of 5 years.


                                      F-26
<PAGE>


13. INCOME TAX PROVISION

Income tax expense for the years ended  December 31, 2001 and 2000 differed from
the amounts  computed by applying the U.S. Federal income tax rate of 34 percent
to the income from continuing  operations before provision for income taxes as a
result of the following:

                                               2001         2000
                                            ---------    ---------
Computed "expected" tax (benefit) expense   $(438,000)   $(222,787)

Reduction in income taxes resulting from:
    Change in valuation allowance             523,000      261,017
    Other                                       1,600        1,600
    State and local income taxes,
      net of federal benefit                  (85,000)     (38,230)
                                            ---------    ---------
                                            $   1,600    $   1,600
                                            =========    =========

The tax effects of temporary  differences that give rise to significant portions
of the deferred tax assets at December 31, 2001 are presented below:
<TABLE>
<CAPTION>

<S>                                                                     <C>
Deferred tax assets:
    Accounts receivable, principally due to allowance for doubtful
      accounts                                                          $   80,000
    Inventories, principally due to allowance for obsolete inventory       120,000
    Goodwill, principally due to impairment                                185,000
    Net operating loss carryforwards                                       444,000
                                                                        ----------

        Total gross deferred tax assets                                    829,000

        Less valuation allowance                                          (829,000)
                                                                        ----------

        Net deferred tax assets                                         $      -
                                                                        ==========
</TABLE>

The valuation allowance for deferred tax assets from continuing operations as of
January 1, 2001 was $306,000.  The net change in the total  valuation  allowance
for the year ended December 31, 2001 was an increase of $523,000.

As of December 31, 2001, the Company had tax net operating loss carryforwards of
approximately $1,200,000 and $560,000 available to offset future taxable Federal
and state  income,  respectively.  The  carryforward  amounts  expire in varying
amounts between 2002 and 2022.

Due to the change in  ownership  provisions  of the Tax Reform Act of 1986,  net
operating  loss  carryforwards  for Federal  income tax  reporting  purposes are
subject to annual limitations. Should a change in ownership occur, net operating
loss carryforwards may be limited as to use in future years.


                                      F-27
<PAGE>


14. EARNINGS PER SHARE

The following is a  reconciliation  of the  numerators and  denominators  of the
basic and diluted  earnings per share  computations for the years ended December
31, 2001 and 2000:
<TABLE>
<CAPTION>
                                                            2001           2000
                                                        ------------    ------------
<S>                                                     <C>             <C>
Numerator for basic and diluted earnings per share:
      Net loss charged to common stockholders           $ (1,288,471)   $   (656,857)
                                                        ------------    ------------

Denominator for basic and diluted earnings per share:
      Weighted average shares                             15,419,573      13,228,366
                                                        ------------    ------------

Basic and diluted earnings per share                    $       (0.8)   $      (0.05)
                                                        ============    ============
</TABLE>

15. EMPLOYEE BENEFIT PLAN

The Company  sponsors a defined  contribution  401(k)  plan.  Substantially  all
employees  of the Company who have  attained the age of 21 and  completed  three
months of service are eligible  participants  of the plan.  The Company does not
match contributions of the plan. As a result, the costs related to the plan were
insignificant to the Company during fiscal 2001 and 2000.


                                      F-28
<PAGE>

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

         Effective January 18, 2002, the Company dismissed Corbin & Wertz as its
principal accountant. There were no disagreements between the Company and Corbin
& Wertz during the interim periods in which the Company  retained Corbin & Wertz
as its principal accountant.

         Effective January 18, 2002, the Company engaged Squar,  Milner, Reehl &
Williamson,  LLP to act as the Company's principal  accountant and auditor.  The
board of directors of the Company  recommended the engagement of Squar,  Milner,
Reehl & Williamson, LLP as the Company's principal accountant.


                                    Part III

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

         The  following  table  sets  forth the  names  and ages of the  current
directors and  executive  officers of the Company,  the  principal  officers and
positions with the Company held by each person and the date each person became a
director or executive  officer of the  Company.  The  executive  officers of the
Company are elected annually by the Board of Directors.  The directors serve one
year terms until their successors are elected.  The executive officers serve one
year  terms or  until  their  death,  resignation  or  removal  by the  Board of
Directors.  There was no  arrangement  or  understanding  between any  executive
officer and any other  person  pursuant  to which any person was  selected as an
executive officer.

                                       22
<PAGE>

<TABLE>
<CAPTION>
                                                                             Date of            Date of
                                                                           Election or      Termination or
          Name              Age               Positions Held               Designation        Resignation
------------------------- -------- ------------------------------------- ----------------- ------------------

<S>                         <C>    <C>                                        <C>            <C>
Robert Genesi               64     Chief Executive Officer President,          3/01                *
                                   Secretary and Chairman of the Board

Robert Mullaney             44     Executive Vice President- Sales and         3/01                *
                                   President TSLi

John Genesi                 37     Chief Financial Officer TSLi                3/01                *

Gary Potts                   -     Director                                   12/01              3/02

Anthony Giraudo              -     Director                                    3/01             10/01

Steven Hansen               44     President and Director                      2/99          3/01 and 4/01

Randal Roberts              48     Director                                    2/99              3/01

Gary Winterton              33     Director                                    2/99              3/01

* These persons presently serve in the capacities indicated.
</TABLE>

         Robert Genesi. Mr. Genesi is a co-founder of GTData Corporation and has
extensive  experience with start-up  companies and turnaround  situations in the
technology sector, including the storage industry sector. He has in excess of 25
years of operating  experience in senior and corporate  level  positions  with a
variety of major technology firms. Prior to co-founding GTData Corporation,  Mr.
Genesi was  President  and CEO of IData  Corporation,  a company  that  develops
linear  storage  products.  Mr.  Genesi  was  President  and  COO  or  Read-Rite
Corporation from 1987 to 1993,  President and CEO of Rexon Corporation from 1994
to 1996,  and  President  and CEO of DAS Devices from 1997 to 1998.  He has been
involved  in many  different  areas  during his  career,  including  production,
finance, marketing, and human resources. Mr. Genesi is an engineer by training.

         Robert Mullaney.  Mr. Mullaney is currently  Executive Vice President -
Sales for GTDATA and CEO and  President  of TSLi, a company that he has led from
its  start-up  over 5 years ago.  TSLi is engaged  in the mass  storage  service
business and  provides  solutions  for hard  drives,  tape drives and other mass
storage  products.  Mr.  Mullaney  has more than 22 years of direct mass storage
service and manufacturing  experience at companies including,  Rexon Corporation
and DEI. His areas of  expertise  include  critical  growth  components  such as
market distribution and sales, major program negotiations, new product marketing
and senior management assembling and implementation.

         John Genesi.  Mr.  Genesi is  currently  CFO of TSLi and has been since
March,  2000. Prior to joining TSLi, he was Controller and Accounting Manager of
DAS Devices,  Inc., a data storage related company,  from February 1997 to April
1999. Mr. Genesi has more than 12 years of financial  management  experience and
is experienced in all facets of financial reporting, systems and control.

                                       23
<PAGE>

         Gary Potts. Mr. Potts was the President and CEO of MaxOptix Corporation
from 1995 to 2001, a company that develops, manufacturers and sells optical disk
drives and media supporting high performance data acquisition and archiving.  He
has over 10 years experience in the technology industry. Mr. Potts was also Vice
President  and CFO of  Mountain  Network  Solutions,  Inc.  and  National  Water
Management  Corporation.  In addition, he has significant  experience in raising
venture capital. Mr. Potts resigned as a director on March 25, 2002.

         Anthony Giraudo. Mr. Giraudo is currently, and has been since 1992, the
Vice  President  and General  Manager of a large public  company  that  designs,
manufactures and markets semiconductors.  He has over 23 years experience in the
semiconductor industry.  Additionally,  Mr. Giraudo has extensive experience and
success  in  new  business   development,   product  innovation  and  technology
development.  He also has experience in leading edge  manufacturing  operations.
Mr.  Giraudo served as Director of R&D with NCR  Corporation -  Microelectronics
Division and as Director of Manufacturing  Operations with Honeywell Solid State
Electronics Divisions. He is an engineer by training.

         Randall  Roberts  and Gary  Winterton  resigned as  directors  or World
Internetworks  in March  2001,  and Steve  Hansen  resigned  as an officer and a
director or World Internetworks in March 2001 and April 2001, respectively.  Due
to their resignations,  biographical information is not included. Please see our
Form 10-KSB  filed for period  ended  February  28, 2000 for their  biographical
information.

Section 16(a) Beneficial Ownership Reporting Compliance

         Section  16(a) of the  Securities  Exchange Act of 1934  requires  that
officers,  directors  and  persons  who  beneficially  own  more  than  10% of a
reporting  company's  common  stock file  reports of  ownership  and  changes in
ownership  with  the  Securities  and  Exchange  Commission.  We are not a fully
reporting  Company,  and,  accordingly,  we are not  subject  to such  reporting
requirements.

Key Employees

         Gary Mendelsohn. Mr. Mendelsohn is the Director of Customer Service for
TSLi and has been since 1997. He has been in the tape drive and storage industry
for more than 20 years.  Mr.  Mendelsohn has managed customer service and inside
sales operations, with a direct emphasis on tape OEM qualification and support.

         Jesus  Duperon.  Mr. Duperon is the Director of Operations for TSLi and
has been since 2000.  Prior to that,  he was Quality  Leader and IS Director for
TSLi. Mr.  Duperon has over 12 years of direct  experience in the quality and IS
area. He was instrumental in TSLi gaining its ISO9002 certification.

Item 10. Executive Compensation.

         The summary compensation table shows certain  compensation  information
for  services  rendered for the years ended  December  31, 2001,  2000 and 1999.
Other than as set forth herein, no executive officers' salary and bonus exceeded
$100,000 in any of the applicable years. The following  information includes the
dollar value of base salaries, bonus awards, the number of stock options granted
and certain other compensation, if any, whether paid or deferred.

                                       24
<PAGE>

<TABLE>
<CAPTION>
                           SUMMARY COMPENSATION TABLE

------------------------------------------------------------------------ ----------------------------------- -------------
                                                                               Long Term Compensation
------------------------------------------------------------------------ ----------------------------------- -------------
                                         Annual Compensation                     Awards            Payouts
-------------------- -------- ------------ ---------- ------------------ ------------ ----------- ---------- -------------
                                                                                      Securities
                                                                         Restricted   Underlying   LTIP        All Other
Name and Principal    Year    Salary ($)   Bonus($)     Other Annual       Stock      Options/    Payouts    Compensation
     Position                                          Compensation($)   Award(s)($)   SARs (#)      ($)         ($)
-------------------- -------- ------------ ---------- ------------------ ------------ ----------- ---------- -------------
<S>                  <C>      <C>              <C>       <C>                 <C>      <C>           <C>           <C>
Robert Genesi,       2001     $206,000        -0-        $81,965(2)          --           --         --           --
Chief Executive
Officer, President
and Secretary(1)
-------------------- -------- ------------ ---------- ------------------ ------------ ----------- ---------- -------------
Robert Mullaney,     2001     $230,935      $39,500      $84,639(3)          --       700,000/0      --           --
Executive Vice
President-Sales
and President -
TSLi(1)
-------------------- -------- ------------ ---------- ------------------ ------------ ----------- ---------- -------------
John Genesi,         2001     $104,625      $21,500      $11,507(4)          --       400,000/0      --           --
Chief Financial
Officer - TSLi(1)
-------------------- -------- ------------ ---------- ------------------ ------------ ----------- ---------- -------------
Steven H. Hansen     2001       $96,000       -0-            -0-             --           --         --           --
President(5)         2000     $84,800(7)      -0-            -0-          $262,500(7)     --         --           --
                     1999(6)      -0-         -0-            -0-             --           --         --           --
-------------------- -------- ------------ ---------- ------------------ ------------ ----------- ---------- -------------
</TABLE>

(1)      Compensation  is only  included  for  fiscal  2001 for  Messrs.  Robert
         Genesi,  Robert  Mullaney  and John  Genesi  since  they  first  became
         executive officers in fiscal 2001.

(2)      Includes $67,665 for housing allowance and $14,300 for car allowance.

(3)      Includes  $27,830 for repayment of a personal loan,  $20,000 for cashed
         out accrued vacation and $16,800 for car allowance.

(4)      Includes $11,507 for car allowance.

(5)      Mr. Hansen resigned as President in March 2001.

(6)      Mr.  Hansen did not  receive  any  compensation  during the 1999 fiscal
         year.

(7)      Mr. Hansen received $262,500 for services paid with World Internetworks
         common stock.

<TABLE>
<CAPTION>
                      OPTION/SAR GRANTS IN LAST FISCAL YEAR

                                                       % of Total
                                  Number of           Options/SARs
                                  Securities           Granted to
                              Underlying Options      Employees in      Exercise Price Per
           Name                   Granted (#)        Fiscal Year (1)       Share ($/SH)       Expiration Date
----------------------------- -------------------- -------------------- -------------------- ----------------
<S>                                 <C>                   <C>                   <C>              <C>
Robert Genesi                         --                   --                   --                 --
Robert Mullaney                     700,000               38.5%                $0.12             9/24/11
John Genesi                         400,000               22.0%                $0.12             9/24/11
Steven K. Hansen                      --                   --                   --                 --

(1)     GTDATA granted options to purchase  1,821,667 shares of common stock to
         employees in fiscal year 2001.
</TABLE>


                                       25
<PAGE>

<TABLE>
<CAPTION>
          AGGREGATE OPTION/SAR EXERCISES IN LAST FISCAL YEAR AND FY-END


                                                                 Number of Securities      Value of Unexercised
                                                                Underlying Unexercised         In-the-Money
                                                                Options/SARs at FY-End    Options/SARs at FY-End
                                  Shares                                 (#)                        ($)
                                Acquired on                          Exercisable/              Execersable/
            Name               Exercise (#)    Value Realized       Unexercisable            Unexercisable(1)
----------------------------- ---------------- --------------- ------------------------- --------------------------
<S>                                 <C>             <C>            <C>                        <C>
Robert Genesi                       -0-             -0-            444,444/222,222             $6,665/$3,333
Robert Mullaney                     -0-             -0-            111,111/922,222            $1,667/$24,333
John Genesi                         -0-             -0-            127,779/488,888            $1,916/$13,333
Steven K. Hansen                    -0-             -0-                   --                        --

(1)      The  stock  price  for the  Company's  stock on the  Over  the  Counter
         Bulletin Board at December 31, 2001 was $0.15 per share.

</TABLE>

         In February  2000,  GT Data  Delaware  board of directors  and majority
shareholders approved and adopted the GT Data Corporation 2000 Stock Option Plan
(the "2000 Plan").  As amended,  a total of 3,333,333 shares of common stock are
reserved for issuance  under the 2000 Plan.  The exercise  price for each option
shall be equal to 100% to 110% of the fair market  value of the common  stock on
the date of grant, as defined. The plan shall terminate ten (10) years after its
adoption  by the  board  of  directors  and may be  terminated  by the  board of
directors on any earlier date, as defined.

         In  March  2001,   the  Company's   board  of  directors  and  majority
shareholders  approved and adopted the GTDATA Corporation 2001 Stock Option Plan
(the "2001 Plan").  As amended,  total of 10,000,000  shares of common stock are
reserved for  issuance  under the 2001 Plan.  The exercise  price of each option
shall be no less than 100% to 110% of the fair market  value of the common stock
on the date of grant,  as defined.  The plan shall terminate ten years after its
adoption  by the  board  of  directors  and may be  terminated  by the  board of
directors on any earlier date, as defined.

         During  the year ended  December  31,  2000,  GT Data  Delaware  issued
options  pursuant to the 2000 Plan to purchase  5,828,000  shares  (126,500 were
cancelled during fiscal 2000) of the GT Data Delaware's common stock at exercise
prices  ranging  from  $0.075 per share to $0.09 per share (the  estimated  fair
market values at the dates of grant).  The options vest over a three-year period
from the dates of grant and are exercisable  through  December 20, 2008.  During
fiscal 2001 and  pursuant to the reverse  merger  agreement  with WINS,  GT Data
Delaware  cancelled the remaining  5,701,500 options and issued new options from
the reorganized  Company to purchase  1,900,012  shares of the Company's  common
stock  at an  exercise  price  of  $0.135  per  share.  All  terms  and  vesting
requirements remained identical to the original options issued.

          Under the terms of the TSLi acquisition  agreement and pursuant to the
2000 Plan, GT Data  Delaware  granted  options to purchase  14,500 shares of the
Company's  common stock at an exercise  price of $0.075 per share (the estimated
fair market value on the date of grant by GT Data Delaware) to employees of TSLi
for  options  which were  previously  issued to purchase  34,800  shares of TSLi
common stock. Due to the exercise price being equal to the estimated fair market

                                       26
<PAGE>

value,  no  additional  amount  was  allocated  to  the  purchase  price  of the
acquisition  related  to the value of these  options.  The  options  vest over a
three-year  period from the date of grant and are exercisable  through  December
20, 2008.  During fiscal 2001 and pursuant to the reverse merger  agreement with
WINS, GT Data Delaware  cancelled the 14,500 options and issued new options from
the reorganized  Company to purchase 4,833 shares the Company's  common stock at
an  exercise  price of $0.135  per  share.  All terms and  vesting  requirements
remained identical to the original options issued.

         During the year ended  December 31, 2001,  the Company  issued  options
pursuant to the 2001 Plan to purchase  1,821,667  shares (214,334 were cancelled
in fiscal 2001) of the Company's  common stock at exercise  prices  ranging from
$0.12 to $0.135  per  share  (the  estimated  fair  market  value at the date of
grant).  The options vest over a  three-year  period from the dates of grant and
are exercisable through October 2011.

Director Compensation

         For the  fiscal  years  ended  1999,  2000 and 2001,  Directors  of the
Company received no compensation.

                                       27
<PAGE>

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

         The  following  table sets  forth,  as of March 8, 2002,  the number of
shares of  GTDATA  common  stock  owned by (1) each  person  or entity  known to
beneficially  own  more  than  5% of the  outstanding  shares;  (2)  each of the
officers named in the Summary Compensation Table; (3) each director; and (4) all
directors and executive officers as a group.
<TABLE>
<CAPTION>
------------------------------------------- -------------------------------- --------------------------------
                                             Number of Shares Beneficially
             Name and Address                            Owned                   Percentage of Class (1)
------------------------------------------- -------------------------------- --------------------------------
<S>                                                 <C>                                  <C>
Dwain Brannon (3)                                     913,131 (2)                          5.7%
925 Wild Cherry Court
Heathrow, Florida 32746
------------------------------------------- -------------------------------- --------------------------------
Patrick Kephart (3)                                   996,280                              6.2%
2176 Aloqua Drive
Longwood, Florida 32779
------------------------------------------- -------------------------------- --------------------------------
Alain Lambert                                       1,000,000                              6.2%
173 Rue St. Pierre
Suite P-105
Montreal, Quebec
H2Y 3TS Canada
------------------------------------------- -------------------------------- --------------------------------
Joseph Sierchio                                     1,025,000 (4)                          6.4%
150 E. 58th Street
New York, New York 84058
------------------------------------------- -------------------------------- --------------------------------
Steven K. Hansen                                       85,000                                *
1379 East Indian Ridge Circle
Sandy, UT  84092
------------------------------------------- -------------------------------- --------------------------------
Randal L. Roberts                                      37,500                                *
9878 South Lannae Drive
Sandy, UT  84094
------------------------------------------- -------------------------------- --------------------------------
Gary S. Winterton                                      12,500                                *
517 South 1045 West
Orem, UT  84058
------------------------------------------- -------------------------------- --------------------------------
Anthony Giraudo                                     3,573,931 (5)                         22.2%
625 Cochran Street
Simi Valley, California 93065
------------------------------------------- -------------------------------- --------------------------------
Robert Genesi                                       2,135,575 (6)                         12.9%
625 Cochran Street
Simi Valley, California 93065
------------------------------------------- -------------------------------- --------------------------------
Robert Mullaney                                       298,147 (7)                          1.8%
625 Cochran Street
Simi Valley, CA 93062
------------------------------------------- -------------------------------- --------------------------------
John Genesi                                           186,657 (8)                          1.2%
625 Cochran Street
Simi Valley, CA  93605
------------------------------------------- -------------------------------- --------------------------------
Gary Potts                                                --                                 *
625 Cochran Street
Simi Valley, California 93065
------------------------------------------- -------------------------------- --------------------------------
All directors and executive                         2,620,379 (9)                         15.6%
Officers as a group (4 persons
Named above) (10)
------------------------------------------- -------------------------------- --------------------------------
* Less than 1% of the Company's common stock.
</TABLE>

                                       28
<PAGE>

(1)      The number and percentage of shares beneficially owned is determined in
         accordance  with Rule 13d-3 of the Securities  Exchange Act of 1934, as
         amended and the information is not necessarily indicative of beneficial
         ownership for any other purpose.  Under this rule, beneficial ownership
         includes  any  shares as to which the  individual  or entity has voting
         power or investment power and any shares,  which the individual has the
         right to acquire  within 60 days of March 8, 2002  through the exercise
         of any stock option or other right.  Unless otherwise  indicated in the
         footnotes,  each person or entity has sole voting and investment  power
         or shares  voting and  investment  power  with his or her  spouse  with
         respect to the shares shown as beneficially owned.

(2)      Includes  823,781  shares held  directly and 89,350  shares held by the
         Dwain Brannon Group, LLC.

(3)      Messrs. Brannon and Kephart are principals of Fairway Capital Partners,
         LLC.

(4)      Mr.  Sierchio is the senior  partner of Sierchio & Company,  LLP, which
         firm was prior  legal  counsel  to GTDATA.  Except  for  50,000  shares
         received from the Company as additional  legal fees, the shares held by
         Mr. Sierchio were acquired by him from another shareholder.

(5)      Includes 3,075,950 shares held directly, 468,354 shares held indirectly
         by the Giraudo  Special  2000 Family  Trust,  1 share held jointly with
         Robert  Genesi and 29,626 stock options  exercisable  within sixty (60)
         days of March 8, 2002.

(6)      Includes 10,253 shares held directly,  1,643,841 shares held indirectly
         by Genesi Family  Partnership,  Ltd., 1 share held jointly with Anthony
         Giraudo and 481,480 stock options exercisable within sixty (60) days of
         March 8, 2002.

(7)      Includes  150,000  shares held jointly with his wife and 148,147  stock
         options exercisable within sixty (60) days of March 8, 2002.

(8)      Includes   34,810  shares  held  directly  and  151,847  stock  options
         exercisable within 60 days of March 8, 2002.

(9)      Includes 781,474 stock options  exercisable  within 60 days of March 8,
         2002.

(10)     Mr.  Roberts,  Mr.  Winterton  and Mr.  Giraudo are not included in the
         directors and executive  officers  calculations  since they resigned as
         directors  during 2001. Mr. Hansen is not included in the directors and
         executive  officers  calculations  since he resigned as  President  and
         Director effective March 2001.

                                       29
<PAGE>

Item 12. Certain Relationships and Related Transactions.

         During fiscal year 2000, GTDATA received working capital loans from two
of the Company's  major  stockholders  in the amount of $470,000. The borrowings
accrue interest at 8% per annum and are due on demand.

         During fiscal year 2001,  GTDATA  received  working  capital loans from
certain  shareholders in the amount of $130,000.  The borrowings accrue interest
at 8% per annum and mature through November 2002.

         In addition,  GTDATA has accrued  wages due to one of its employees and
major stockholders in the amount of $397,000.

Transactions with Promoters

         Fairway  Capital  Partners,  LLC, a stockholder  of GTDATA,  received a
finder's fee of 750,000  shares of common  stock,  for the  consummation  of the
merger with GTData Delaware that took place in March 2001.

Transactions with Directors and Officers.

         On April 30,  2001,  GTDATA sold all of the assets of its  pre-existing
Internet  business to Steven K. Hansen,  a former director and officer of GTDATA
Corporation. GTDATA sold the operations at a loss of $100,183.

Item 13. Exhibits, Financial Statement Schedule and Reports on Form 8-K.

(a)      Exhibits

         3.1  Articles  of   Incorporation   filed  March  17,  1986,  which  is
incorporated herein by reference to Exhibit 3.1 to the Registrant's Statement on
Form SB-2, Registration No. 333-35766, as amended (Registrant's Form SB-2)

         3.2  Articles  of  Amendment   filed   September  5,  1996,   which  is
incorporated herein by reference to Exhibit 3.1 to the Registrant's Statement on
Form SB-2.

         3.3  Certificate  Pursuant to section  78.207(4) of the Nevada  Revised
Statues filed October 11, 1996,  which is  incorporated h herein by reference to
Exhibit 3.1 to the Registrant's Statement on Form SB-2.

         3.4  Certificate  Pursuant to section  78.207(4) of the Nevada  Revised
Statues filed  October 24, 1996,  which is  incorporated  herein by reference to
Exhibit 3.1 to the Registrant's Statement on Form SB-2.

                                       30
<PAGE>

         3.5  Certificate  of  Amendment    filed  March  30,  1998,   which  is
incorporated herein by reference to Exhibit 3.1 to the Registrant's Statement on
Form SB-2.

         3.6  Certificate  of  Amendment   filed  August  31,  1998,   which  is
incorporated herein by reference to Exhibit 3.1 to the Registrant's Statement on
Form SB-2.

         3.7  Certificate  Pursuant to Section  78.207(4) of the Nevada  Revised
Statutes filed March 16, 2001.

         3.8  Amended Bylaws of World Internetworks, Inc.

         3.9  Certificate of Amendment filed November 30, 2001.

         10.1 Agreement and Plan of Reorganization and Merger dated February 27,
2001 between GTDATA, Inc., GTD Acquisition,  Inc. and GTData Corporation,  which
is incorporated herein by reference to Exhibit 2.1 to the Registrant's Statement
on Form 8-K dated March 22, 2001.

         21.1   Subsidiaries of Registrant.


(b)      Forms 8-K filed  during the fiscal year ended  December 31, 2001 and to
         date.

         (i)      8-K Current Report dated March 22, 2001

         (ii)     8-K Current Report dated April 9, 2001

         (iii)    8-K Current Report dated May 24, 2001

         (iv)     8-K/A  Current  Report  dated  June 5, 2001  amending  the 8-K
                  Current Report dated March 22, 2001

         (iv)     8-K Current Report dated July 10, 2001

         (v)      8-K Current Report dated November 28, 2001

                                       31
<PAGE>

                                   SIGNATURES


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

                               GTDATA CORPORATION

Date: April 4, 2002           /s/ Robert Genesi
                               -----------------
                                  Robert Genesi, President

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

Date: April 4, 2002           /s/ Robert Genesi
                               -----------------
                                  Robert Genesi, President and Director



                                       32