U.S. SECURITIES AND EXCHANGE COMMISSION

                             Washington, D.C. 20549

                                   FORM 10-KSB

(Mark One)


       [X]  Annual report pursuant to Section 13 or 15(d) of the Securities
            Exchange Act of 1934 For the fiscal year ended December 31, 2000.


       [ ] Transition report under Section 13 or 15(d) of the  Securities
           Exchange Act of 1934 For the transition period from ------------
           to ------------.

           Commission file number:  000-28529


                             FOUR PEAKS GROUP, INC.
                     --------------------------------------
        (Exact name of small business issuer as specified in its charter)



         Nevada                               77-0432962
(State or other jurisdiction of         (I.R.S. Employer Identification No.)
incorporation or organization)

                44489 Town Center Way #D415 Palm Desert, CA 92260
                   ------------------------------------------
               (Address of principal executive office) (Zip Code)

                                 (760) 773-9227
                             ----------------------
                           (Issuer's telephone number)


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

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

Indicate  by check  mark  whether  the  Registrant:  (1) has filed  all  reports
required to be filed by Section 13 or 15(d) of the  Securities  Exchange  Act of
1934  during  the  preceding  12 months  (or for such  shorter  period  that the
Registrant was required to file such report(s), and (2) has been subject to such
filing requirements for the past 90 days. Yes X No ___.





<PAGE>



Indicate by check mark if disclosure of delinquent  filers  pursuant to Item 405
of Regulation  S-K is not contained  herein,  and will not be contained,  to the
best  of  the  Registrant's   knowledge,  in  definitive  proxy  or  information
statements  incorporated  by  reference  in Part III of this Form  10-KSB or any
amendment to this Form 10-KSB. X .

At December 31, 2000,  the aggregate  market value of all shares of voting stock
held by non-  affiliates was $0.00. In determining  this figure,  the Registrant
has assumed that all  directors  and  executive  officers are  affiliates.  Such
assumption shall not be deemed  conclusive for any other purpose.  The number of
shares  outstanding  of each  class  of the  Registrant's  common  stock,  as of
December  31,  2000,  was as follows:  Common  Stock $.001 par value,  4,000,000
shares.

Total revenues for fiscal year ended December 31, 2000: $4000

At December  31,  2000,  the number of shares of common  stock  outstanding  was
2,000,000.

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



<PAGE>





                                     PART I


ITEM 1.  DESCRIPTION OF BUSINESS

     Four  Peaks  Group,   Inc.,  a  Nevada   corporation  (the  "Company")  was
incorporated  on June 28,  1996.  The Company is in the  business of offering an
easily-accessible,   high  exposure  Internet  presence  to  small  and  growing
businesses through an electronic  Internet directory.  Accordingly,  the Company
has a limited  operating  history upon which an evaluation  of the Company,  its
current business and its prospects can be based,  each of which must be assessed
in light of the risks,  expenses  and  problems  frequently  encountered  by all
companies in the early stages of development, and particularly by such companies
entering new and rapidly developing markets like the Internet.

     Such risks include, without limitation, the lack of broad acceptance of the
company's  products  and  services on the  Internet,  the  possibility  that the
Internet will fail to achieve broad acceptance,  the inability of the Company to
generate  significant  e-Commerce-based  revenues from Internet  customers,  the
Company's  inability to anticipate and adapt to a developing market, the failure
of the Company's  network  infrastructure  (including  its server,  hardware and
software)  to  efficiently  handle its  Internet  traffic,  changes in laws that
adversely  affect the Company's  business,  the ability of the Company to manage
its  operations,  including  the amount and timing of capital  expenditures  and
other  costs  relating  to  the  expansion  of  the  Company's  operations,  the
introduction and development of different or more extensive Internet directories
by direct and indirect competitors of the Company, inc luding those with greater
financial,  technical and marketing  resources,  the inability of the Company to
maintain and increase  levels of traffic on its  website,  the  inability of the
Company to attract, retain and motivate qualified personnel and general economic
conditions.

Industry Background

     Global commerce and the online exchange of information is new and evolving,
and it is difficult to predict with any assurance  whether the Web will prove to
be a viable  commercial  marketplace in the long term. The Web has  experienced,
and is expected to continue to experience,  significant growth in the numbers of
users and amount of traffic.  To the extent that the Web continues to experience
increased numbers of users, frequency of use or increased bandwidth requirements
of users, there can be no assurance that the Web infrastructure will continue to
be able to support the demands placed on it by this continued growth or that the
performance or reliability of the Web will not be adversely affected.
     Industry  estimates  indicate,  according  to a  Myers  Group  study,  that

spending on Internet  advertising in the United States will grow from $2 billion
in 1999 to $32 billion in 2005.  According  to a report by  Forrester  Research,
money spent  worldwide  for Internet  advertising  will reach $33  billion.  The
Internet has become a compelling  advertising vehicle that provides  advertisers
with targeting tools not available from traditional  advertising media. Research
by Jupiter  Communications  predicts that by 2003,  the amount of money spent on
online  advertising  will  exceed  that  spent in some  traditional  media.  The
interactive  nature  of the  Internet  and the  development  of  "click-through"
advertising  banners and other  feedback  tools  enable  advertisers  to measure
impression  levels,  establish  a dialogue  with users and  receive  "real-time"
direct


<PAGE>



feedback from their target markets.

     Such feedback  provides  advertisers with an effective means to measure the
attractiveness   of  their   offerings   among   targeted   audiences  and  make
modifications to their  advertising  campaigns on short notice.  Community sites
are  generally  able  to  provide  advertisers  significantly  more  information
regarding   consumers  than  other  websites   because  they  collect   detailed
demographic data and facilitate the development of user-created affinity groups.
The  ability to target  advertisements  to broad  audiences,  specific  regional
populations,  affinity groups or individuals makes community website advertising
a  highly   versatile  and  effective   tool  for   delivering   customized  and
cost-effective  messages.  One  indicator  of the  Internet's  popularity  as an
advertising medium is the growing number and diversity of Internet advertisers.

     Most  early  Internet  advertisers  were  technology  and  Internet-related
companies.   Today,  a  growing  number  of  Internet   advertisers  consist  of
traditional,  consumer  product and service  companies.  The diverse audience of
users  accessing  community sites has made such sites  especially  attractive to
consumer product and service companies advertising on the Internet.  The Company
believes that this trend should  continue,  and that a wide variety of companies
outside the  technology  and Internet  industries,  such as financial  services,
consumer  goods,  automotive  and  pharmaceutical  companies,  are  or  will  be
increasingly using the Internet, and Internet directory sites in particular,  to
advertise.

     The Internet allows marketers to collect meaningful demographic information
and feedback from consumers, and to rapidly respond to this information with new
messages.  This offers a significant  new opportunity for businesses to increase
the effectiveness of their direct marketing  campaigns.  In traditional media, a
significant  portion of all  advertising  budgets  is spent on direct  marketing
because of its  effectiveness.  However,  the  effectiveness of direct marketing
campaigns  is  dependent  upon the quality of consumer  data used to develop and
place complementary products or services. If and as facilities are developed and
the Web becomes a viable  commercial  marketplace  in the long term, the Company
might  be  required  to incur  substantial  expenditures  in order to adapt  its
services  to changing  Web  technologies,  which  could have a material  adverse
effect on the Company's business, results of operations and financial condition.

Competition


     The Company expects to encounter substantial  competition in its efforts to
locate attractive opportunities,  primarily from business development companies,
venture capital  partnerships and  corporations,  venture capital  affiliates of
large  industrial  and financial  companies,  small  investment  companies,  and
wealthy  individuals.  Many of these  entities will have  significantly  greater
experience,  resources  and  managerial  capabilities  than the Company and will
therefore  be in a  better  position  than  the  Company  to  obtain  access  to
attractive business opportunities.

Government Regulation

     Although the law relating to the liability of online companies is currently
unsettled,   the  Company  does  not  presently  anticipate  the  need  for  any
governmental  approval for its products or services.  It is possible that claims
could be made against online  e-Commerce  companies under both United States and
foreign law for defamation, libel, invasion of privacy, negligence, copyright or
trademark infringement, or other theories based on the nature and content of the


<PAGE>





materials disseminated through their website. If government regulation becomes a
factor and approval of the Company's  products and/or services becomes necessary
at some  point in the  future,  the  Company  will  seek  such  approval  at the
appropriate time

Employees

     The  Company's  only  employee at the present  time is its sole officer and
director,  who will devote as much time as he  determines  is necessary to carry
out the affairs of the Company.

ITEM 2.  DESCRIPTION OF PROPERTY

     The Company has a working agreement with the Company president to share use
of 600 square feet of office space, telephones and secretarial services supplied
on a gratis basis.

ITEM 3.  LEGAL PROCEEDINGS

     No material  legal  proceedings  to which the Company (or its  director and
officer in his capacity as such) is party or to which property of the Company is
subject is pending and no such material proceeding is known by management of the
Company to be contemplated.

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

           None.

                                     PART II

ITEM 5.  MARKET FOR COMMON EQUITY AND RELATED STOCKHOLDER
MATTERS

     There has been no public  trading  market for the  Company's  common stock.
Holders  of common  stock are  entitled  to  receive  such  dividends  as may be
declared by the Company's  Board of Directors.  No dividends on the common stock
have been paid by the Company,  nor does the Company  anticipate  that dividends
will be paid in the foreseeable future.

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

     The following  discussion  should be read in conjunction with the Financial
Statements and notes thereto.

OPERATIONS

     Management  intends  to  continue  its  general  operational   strategy  by
soliciting  customers  from the  greater  Coachella  Valley  area of the  Inland
Basin/Palm Springs regions of California,  a region currently under-serviced for
purposes  of  Internet  and  electronic  commerce  applications.  This  will  be
accomplished  through print media  advertisement  and by  word-of-mouth  through
existing contacts of the Company's President.


<PAGE>




LIQUIDITY AND CAPITAL RESOURCES

     Based upon the low monthly overhead associated with current operations, the
Company  believes that it has  sufficient  cash on hand to meet its  anticipated
needs for working capital, capital expenditures and business expansion.

RESULTS OF OPERATIONS

     During the period from January 1, 2000 to December  31,  2000,  the Company
had revenues  from  operations  of $4,000.  At the  beginning  of the year,  the
Company  had cash on hand of $0.  At the end of the year the  Company's  cash on
hand was $4,544. The Company's Retained Deficit increased from $6,365 to $10,645
during the period from January 1, 2000 to December 31, 2000. The increase in the
Company's  deficit is a result from expenses for accounting fees,  rent,  office
expense and telephone.

Need for Additional Financing

     The Company  believes that its existing  capital will be sufficient to meet
the Company's cash needs,  including the costs of compliance with the continuing
reporting requirements of the Securities Exchange Act of 1934, as amended, for a
period of approximately two years. Accordingly, in the event the Company is able
to complete a business  combination  during this period, it anticipates that its
existing  capital  will be  sufficient  to  allow it to  accomplish  the goal of
completing a business  combination.  There is no  assurance,  however,  that the
available funds will  ultimately  prove to be adequate to allow it to complete a
business  combination,  and  once  a  business  combination  is  completed,  the
Company's needs for additional financing are likely to increase substantially.

FEDERAL INCOME TAX ASPECTS OF INVESTMENT IN THE COMPANY

     The  discussion  contained  herein has been  prepared by the Company and is
based on existing law as contained in the Code,  amended United States  Treasury
Regulations ("Treasury Regulations"), administrative rulings and court decisions
as of the date of this  Annual  Report.  No  assurance  can be given that future
legislative  enactments,  administrative  rulings  or court  decisions  will not
modify the legal basis for  statements  contained in this  discussion.  Any such
development may be applied retroactively to transactions  completed prior to the
date thereof,  and could contain  provisions  having an adverse  affect upon the
Company and the holders of the Common Stock. In addition,  several of the issues
dealt with in this summary are the subjects of proposed and  temporary  Treasury
Regulations.  No assurance can be given that these  regulations  will be finally
adopted in their present form.

FORWARD LOOKING STATEMENT

     This  Management's  Discussion  and  Analysis of  Financial  Condition  and
Results of  Operations  includes  a number of  forward-looking  statements  that
reflect  Management's  current views with respect to future events and financial
performance. Those statements include statements regarding the intent, belief or
current  expectations  of the Company and members of its management team as well
as the assumptions on which such statements are based. Prospective investors are
cautioned that any such forward-looking  statements are not guarantees of future
performance and


<PAGE>





involve risk and  uncertainties,  and that actual results may differ  materially
from those contemplated by such forward-looking statements. Readers are urged to
carefully  review and  consider the various  disclosures  made by the Company in
this report and in the Company's  other reports  filed with the  Securities  and
Exchange Commission. Important factors currently known to Management could cause
actual results to differ  materially from those in  forward-looking  statements.
The  Company  undertakes  no  obligation  to update  or  revise  forward-looking
statements to reflect  changed  assumptions,  the  occurrence  of  unanticipated
events or  changes in the  future  operating  results  over  time.  The  Company
believes that its  assumptions  are based upon  reasonable data derived from and
known about its business and  operations  and the business and operations of the
Company. No assurances are made that actual results of operations or the results
of  the  Company's  future  activities  will  not  differ  materially  from  its
assumptions.

ITEM 7.  FINANCIAL STATEMENTS

     The financial  statements  are included  beginning at F-1. See Index to the
Financial Statements.

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

           None.









                                    PART III

ITEM 9.  DIRECTORS, EXECUTIVE OFFICERS, PROMOTERS AND CONTROL
PERSONS

Directors and Executive Officers.

     The members of the Board of Directors  of the Company  serve until the next
annual meeting of stockholders, or until their successors have been elected. The
officers serve at the pleasure of the Board of Directors.  Information as to the
director and executive officer of the Company is as follows.

     David Sitko has been sole Director,  President, Chief Financial Officer and
Secretary of the Company since its inception. Mr. Sitko has been teaching in the
Desert Sands Unified  School  District since 1995. Mr. Sitko has taught math and
technology-related  courses.  Mr. Sitko received his Multiple  Subject  Teaching
Credential  from Chapman  University,  Palm Desert,  CA in 1996. He received his
Bachelors of Arts in American  History from the University of California,  Santa
Cruz,


<PAGE>



     CA in 1992. He has also completed his Masters in  Instructional  Technology
from Cal State San Bernadino, San Bernadino, CA in 2000. Mr. Sitko has extensive
education  and  experience  in  Internet  service,   web  design,  and  computer
technology.

     During  the past five  years,  none of the  officers  or  directors  of the
Company has been subject to a bankruptcy petition,  criminal conviction,  or any
order, judgement or decree, not subsequently  reversed,  suspended or vacated of
any court of  competent  jurisdiction,  permanently  or  temporarily  enjoining,
barring,  suspending  or  otherwise  limiting  his  involvement  in any  type of
business,  securities  or  banking  activities,  or  found to be  guilty  of any
securities laws infractions.

Conflicts of Interest

     Certain  conflicts of interest now exist and will continue to exist between
the Company  and its sole  officer  and  director  due to the fact that each has
other business interests to which he devotes his primary attention.

     Certain  conflicts of interest  may exist  between the Company and its sole
director and officer,  Mr. Sitko,  and conflicts may develop in the future.  The
Company has not established policies or procedures for the resolution of current
or potential  conflicts of interests.  There can be no assurance  that Mr. Sitko
will resolve all  conflicts of interest in favor of the Company,  and failure by
Mr. Sitko to conduct the Company's  business in the Company's  best interest may
result in liability to Mr. Sitko.  Mr. Sitko,  as the sole officer and director,
is accountable to the Company as a fiduciary, which means that he is required to
exercise  good  faith  and   integrity  in  handling  the   Company's   affairs.
Shareholders  who  believe  that the  Company  has been harmed by failure of Mr.
Sitko to  appropriately  resolve  any  conflict  of  interest  may,  subject  to
applicable  rule  of  civil  procedure,  be able to  bring  a  class  action  or
derivative suit to enforce their rights and the Company's rights.

     The Company has no  arrangement,  understanding  or intention to enter into
any transaction for participating in any business  opportunity with any officer,
director,  or principal  shareholder  or with any firm or business  organization
with which such persons are  affiliated,  whether by reason of stock  ownership,
position as an officer or director, or otherwise.

Compliance with Section 16(a) of the Securities Exchange Act of 1934

     Section  16(a)  of the  Exchange  Act,  requires  the  Company's  officers,
directors and persons who  beneficially  own more than ten percent of the Common
Stock to file reports of securities ownership and changes in such ownership with
the Securities and Exchange Commission. Officers, directors and greater than ten
percent  beneficial  owners  also  are  required  by  rules  promulgated  by the
Securities  and  Exchange  Commission  to furnish the Company with copies of all
Section 16(a) forms they file.

ITEM 10.  EXECUTIVE COMPENSATION

     No  compensation  is paid or anticipated  to be paid by the Company.  It is
possible that upon an acquisition  some  compensation may be paid to management.
On acquisition of a business  opportunity,  current management may resign and be
replaced  by  persons  associated  with  the  business   opportunity   acquired,
particularly if the Company  participates in a business opportunity by effecting
a reorganization,  merger or consolidation.  If any member of current management
remains after effecting a business opportunity  acquisition,  that member's time
commitment will likely be


<PAGE>





adjusted based on the nature and method of the  acquisition  and location of the
business  which  cannot  be  predicted.   Compensation  of  management  will  be
determined by the new board of directors,  and  shareholders of the Company will
not have the opportunity to vote on or approve such compensation.

ITEM 11.  SECURITY OWNERSHIP OF BENEFICIAL OWNERS AND MANAGEMENT

Principal Shareholders

     The table below sets forth  information  as to each person owning of record
or who  was  known  by the  Company  to own  beneficially  more  than  5% of the
4,000,000 shares of issued and outstanding  Common Stock,  including  options to
acquire stock of the Company as of December 31, 2000 and  information  as to the
ownership of the Company's Stock by each of its directors and executive officers
and by the  directors  and  executive  officers as a group.  Except as otherwise
indicated,  all shares are owned  directly,  and the persons  named in the table
have  sole  voting  and  investment  power  with  respect  to  shares  shown  as
beneficially owned by them. # of

Name and Address                 Nature of           Shares
of Beneficial Owners             Ownership           Owned             Percent
Directors

Principal Shareholders


David H. Sitko                     Common            3,200,000           80.00

Directors and Executive Officers


David H. Sitko                     Common            3,200,000           80.00

All Executive Officers and
Directors as a Group (1
person)                            Direct            3,200,000           80.00%
                                   Options           None                None %
                                   Total             3,200,000           80.00 %

ITEM 12.  CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS

     In  connection  with  organizing  the Company,  on June 28,  1996,  persons
consisting of its officers, directors, and other individuals were issued a total
of 5,000 shares of Common  Stock at a value of $1.00 per share.  On February 26,
1999, the  outstanding  shares were forward split 200 to 1 and the par value was
changed to $.001,  resulting  in a total of  1,000,000  shares  outstanding.  On
October 30,  1999,  the shares were again  forward  split 2 to 1,  resulting  in
2,000.000 shares  outstanding.  Under Rule 405 promulgated  under the Securities
Act of 1933, Mr. Sitko may be deemed to be a promoter of the Company.



<PAGE>


ITEM 13.  EXHIBITS AND REPORTS ON FORM 8-K


           (a)       EXHIBITS


           The following  documents are filed  herewith or have been included as
           exhibits to previous filings with the Commission and are incorporated
           herein by this reference:


           Exhibit No.         Exhibit


           *3                  Articles of Incorporation


           *3.2                Bylaws


           *3.1                Amended Articles of Incorporation




           (b)  Reports on Form 8-K.  No reports on Form 8-K were filed during
                the period covered by this Form 10-KSB.

*          Incorporated  herein by reference  from  Registrant's  Form  10SB12G,
           Registration Statement, dated December 16, 1999.

                                   SIGNATURES

     In accordance  with Section 13 or 15(d) of the  Securities  Exchange Act of
1934,  the  registrant  caused  this  report to be  signed on its  behalf by the
undersigned, thereunto duly authorized.

FOUR PEAKS GROUP, INC.

By:   /s/ David H. Sitko
      David H. Sitko
      President, Chief Finance Officer and
      Director
Date: March 29, 2001



<PAGE>

                             FOUR PEAKS GROUP, INC.

                     (Formerly a Development Stage Company)

                                       -:-

                          INDEPENDENT AUDITOR'S REPORT

                           DECEMBER 31, 2000 AND 1999






<PAGE>






                                    CONTENTS


                                                                           Page

Independent Auditor's Report...............................................F - 1

Balance Sheets
  December 31, 2000 and 1999...............................................F - 2

Statements of Operations for the
  Years Ended December 31, 2000 and 1999...................................F - 3

Statement of Stockholders' Equity for the
 Years Ended December 31, 2000 and 1999....................................F - 4

Statements of Cash Flows for the
  Years Ended December 31, 2000 and 1999...................................F - 5

Notes to Financial Statements..............................................F - 6



<PAGE>







                          INDEPENDENT AUDITOR'S REPORT



Four Peaks Group, Inc.
(Formerly a Development Stage Company)

     We have audited the  accompanying  balance sheet of Four Peaks Group,  Inc.
(formerly a development  stage company) as of December 31, 2000, and the related
statements  of  operations  and cash  flows  for the year  then  ended,  and the
statement  stockholders'  equity from June 28, 1996  (inception) to December 31,
2000.  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  generally  accepted  auditing
standards.  Those standards require that we plan and perform the audit to obtain
reasonable assurance about whether the financial statements are free of material
misstatement.  An audit includes examining, on a test basis, evidence supporting
the amounts and disclosures in the financial statements.  An audit also includes
assessing the  accounting  principles  used and  significant  estimates  made by
management,  as well as evaluating the overall financial statement presentation.
We believe that our audits provide a reasonable basis for our opinion.

     In our opinion,  the financial statements referred to above present fairly,
in all material  respects,  the  financial  position of Four Peaks  Group,  Inc.
(formerly a development  stage company) as at December 31, 2000, and the results
of its  operations  and its cash flows for the year ended  December  31, 2000 in
conformity with generally accepted accounting principles.

     The accompanying  financial statements have been prepared assuming that the
Company will  continue as a going  concern.  The Company  incurred a net loss of
$4,280 for 2000 and $6,365 for 1999.  This  raises  substantial  doubt about its
ability to continue  as a going  concern.  Management's  plan in regard to these
matters is also described in Note 3. The financial statements do not include any
adjustments that might result from the outcome of this uncertainty.

                                          Respectfully submitted



                                          /s/ROBISON,HILL & CO
                                          Certified Public Accountants

Salt Lake City, Utah
March 19, 2001


                                      F - 1

<PAGE>



                             FOUR PEAKS GROUP, INC.
                     (Formerly a Development Stage Company)
                                 BALANCE SHEETS





                                                          December 31,
                                                         --------------
                                                         2000      1999
                                                        ------     ----

Assets:
   Cash ..............................................  $  4,544  $   --
                                                          ======   ====

Liabilities - Accounts Payable .......................  $    846  $   --
                                                          ------   ----

Stockholders' Equity:
  Common Stock, Par value $.001
    Authorized 100,000,000 shares,
    Issued 4,000,000 shares at December 31, 2000
    and 2,000,000 shares at December 31, 1999 ........     4,000  2,000
  Paid-In Capital ....................................    10,343  4,365
  Deficit Accumulated During the
    Development Stage ................................   (10,645)(6,365)
                                                          ------  ----

     Total Stockholders' Equity ......................     3,698      --
                                                          ------   ----

     Total Liabilities and
       Stockholders' Equity ..........................  $  4,544  $   --
                                                           ======   ====

                                                           ======   ====

















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

                                      F - 2

<PAGE>



                             FOUR PEAKS GROUP, INC.
                             ----------------------
                     (Formerly a Development Stage Company)
                            STATEMENTS OF OPERATIONS






                                                    For the year ended
                                                    December 31,
                                          ------------------------------------
                                                    2000            1999
                                                   -------          -----
Revenues: .................................    $     4,000        $      --

General and Administrative Expenses: ......          8,280             1,365
                                                  -------              -----

     Net Loss .............................    $    (4,280)         $(1,365)
                                                 =======               =====

Basic & Diluted loss per share ............    $      --          $      --
                                                  =======              =====




























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

                                      F - 3

<PAGE>



                             FOUR PEAKS GROUP, INC.
                             ----------------------
                     (Formerly a Development Stage Company)
                        STATEMENT OF STOCKHOLDERS' EQUITY
                 FOR THE YEARS ENDED DECEMBER 31, 2000 AND 1999






                                                   Common Stock Paid-In Retained
                                           Shares   Par Value   Capital Deficit
                                           ------- ---------    ------- --------
Balance at January 1, 1999 .............   2,000,000   2,000    3,000    (5,000)

Capital contributed by shareholder .....        --      --      1,365      --

Net Loss ...............................        --      --       --      (1,365)
                                           ---------   -----   ------   -------

Balance at December 31, 1999 ...........   2,000,000   2,000    4,365    (6,365)


July 2000 Issuance of Stock for
Services and Payment of A/P ............   2,000,000   2,000    3,000      --

Capital contributed by shareholder .....        --      --      2,978      --
Net Loss ...............................        --      --       --      (4,280)
                                           ---------   -----   ------   -------

Balance at December 31, 2000 ...........   4,000,000   $4,000  $10,343 $(10,645)
                                           =========   =====   ======   =======




















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

                                      F - 4

<PAGE>



                             FOUR PEAKS GROUP, INC.
                             ----------------------
                     (Formerly a Development Stage Company)
                            STATEMENTS OF CASH FLOWS





                                                 For the years ended
                                                     December 31,
                                             -------------------------------
                                                     2000      1999
                                                  --------  -----------
CASH FLOWS FROM OPERATING
ACTIVITIES:
Net Loss ........................................$   (4,280) $ (1,365)
Issuance of Common Stock ..........................    5,000     --
Increase (Decrease) in Accounts Payable ...........      846     --
                                                      ------    ------
  Net Cash Used in operating activities ...........    1,566   (1,365)
                                                      ------    ------

CASH FLOWS FROM INVESTING
ACTIVITIES:
Net cash provided by
  investing activities ............................     --       --
                                                       ------    ------

CASH FLOWS FROM FINANCING
ACTIVITIES:
Capital Contributed by Shareholder ................    2,978    1,365
                                                      ------    ------
  Net Cash Provided by Financing Activities .......    2,978    1,365
                                                      ------    ------

Net (Decrease) Increase in
  Cash and Cash Equivalents .......................    4,544     --
Cash and Cash Equivalents
  at Beginning of Period ..........................     --       --
                                                      ------    ------
Cash and Cash Equivalents
  at End of Period ................................   $4,544     --
                                                      ======    ======

SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION:
Cash paid during the year for:
  Interest                                            $ --      $ --
  Franchise and income taxes                          $ 200     $ --

SUPPLEMENTAL DISCLOSURE OF NON-CASH INVESTING AND
FINANCING ACTIVITIES: None



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

                                      F - 5

<PAGE>



                             FOUR PEAKS GROUP, INC.
                             ----------------------
                     (Formerly a Development Stage Company)
                          NOTES TO FINANCIAL STATEMENTS
                   THE YEARS ENDED DECEMBER 31, 2000 AND 1999

NOTE 1 - ORGANIZATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

     This summary of accounting policies for Four Peaks Group, Inc. is presented
to assist in understanding the Company's  financial  statements.  The accounting
policies  conform to  generally  accepted  accounting  principles  and have been
consistently applied in the preparation of the financial statements.

Organization and Basis of Presentation

     The Company was incorporated  under the laws of the State of Nevada on June
28,  1996.  The  Company  was in the  development  stage  from June 28,  1996 to
December 14, 2000.

Nature of Business

     The  company  was formed  for the  purpose  of  offering a desert  Internet
directory of Coachella Valley business. The Company's website, which has not yet
been  developed,  will provide  listings of local  businesses  in an  electronic
Internet "yellow Pages" - type directory  providing an easily  accessible,  high
exposure Internet presence to small and growing businesses.

Cash and Cash Equivalents

     For purposes of the  statement  of cash flows,  the Company  considers  all
highly liquid debt instruments purchased with a maturity of three months or less
to be cash equivalents to the extent the funds are not being held for investment
purposes.

Pervasiveness of Estimates

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








                                      F - 6

<PAGE>



                             FOUR PEAKS GROUP, INC.
                             ----------------------
                     (Formerly a Development Stage Company)
                          NOTES TO FINANCIAL STATEMENTS
                   THE YEARS ENDED DECEMBER 31, 2000 AND 1999
                                   (Continued)

NOTE 1 - ORGANIZATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
(Continued)

Loss per Share

     The  reconciliations  of the numerators and  denominators of the basic loss
per share computations are as follows:


                                                                     Per-Share
                                 Income                 Shares       Amount
                                 ------                 ------       ------
                                (Numerator)           (Denominator)

                                     For the year ended December 31, 2000
Basic Loss per Share
Loss to common shareholders  $     (4,280)        2,926,027   $         -
                              ===============  ==============   ===============

                                     For the year ended December 31, 1999
Basic Loss per Share
Loss to common shareholders  $     (1,365)         2,000,000   $         -
                              ================ ================   ==============

     The effect of outstanding  common stock  equivalents would be anti-dilutive
for December 31, 2000 and 1999 and are thus not considered.

Concentration of Credit Risk

     The Company has no significant  off-balance-sheet  concentrations of credit
risk such as foreign  exchange  contracts,  options  contracts or other  foreign
hedging  arrangements.  The Company  maintains the majority of its cash balances
with one financial institution, in the form of demand deposits.

NOTE 2 - INCOME TAXES

     As of December 31, 2000, the Company had a net operating loss  carryforward
for income tax reporting  purposes of  approximately  $10,645 that may be offset
against future taxable income through 2011. Current tax laws limit the amount of
loss  available to be offset  against  future  taxable income when a substantial
change in ownership  occurs.  Therefore,  the amount  available to offset future
taxable income may be limited. No tax benefit has been reported in the financial
statements,  because the Company  believes  there is a 50% or greater chance the
carryforwards will expire unused. Accordingly, the potential tax benefits of the
loss carryforwards are offset by a valuation allowance of the same amount.

                                     F - 7


<PAGE>


                             FOUR PEAKS GROUP, INC.
                             ----------------------
                     (Formerly a Development Stage Company)
                          NOTES TO FINANCIAL STATEMENTS
                   THE YEARS ENDED DECEMBER 31, 2000 AND 1999
                                   (Continued)


NOTE 3 - GOING CONCERN

     The accompanying financial statements have been prepared in conformity with
generally accepted accounting principles, which contemplates continuation of the
Company as a going concern.  The Company has not established revenues sufficient
to cover its operating costs and allow it to continue as a going concern.  It is
the intent of the Company to seek a merger with an existing,  operating company.
Until that time, the  stockholders/officers  and/or  directors have committed to
advancing the operating costs of the Company.

NOTE 4 - COMMITMENTS

     As of December 31, 2000 all  activities of the Company have been  conducted
by corporate  officers from either their homes or business  offices.  Currently,
there  are no  outstanding  debts  owed by the  company  for  the  use of  these
facilities and there are no commitments for future use of the facilities.

NOTE 5 - STOCK SPLIT

     On  February  26,  1999 the Board of  Directors  authorized  200 to 1 stock
split, changed the authorized number of shares to 100,000,000 shares and the par
value to $.001 for the Company's common stock. As a result of the split, 995,000
shares were issued,  and Paid-In Capital was increased by $4,000. All references
in the  accompanying  financial  statements  to the number of common  shares and
per-share  amounts  for 2000 and 1999 have been  restated  to reflect  the stock
split.

     On October 30, 1999 the Board of Directors authorized 2 to 1 stock split of
the Company's  common  stock.  As a result of the split,  1,000,000  shares were
issued,  and  Paid-In  Capital  was  reduced by $1,000.  All  references  in the
accompanying  financial  statements to the number of common shares and per-share
amounts for 2000 and 1999 have been restated to reflect the stock split.

NOTE 6 - STOCK ISSUED

     During  July of 2000 the Board of  Directors  authorized  the  issuance  of
2,000,000 shares of stock to unrelated parties as payment of services.
                                      F - 8