Securities and Exchange Commission
                              Washington, DC 20549

                                   FORM 10-KSB

     x Annual Report pursuant to Section 13 or 15(D) of the Securities  Exchange
Act of 1934 (Fee  required)  For the fiscal  year  ended  December  31,  2000 Or
Transition Report pursuant to Section 13 or 15(D) of the Securities Exchange Act
of 1934 (No Fee Required) Commission File Number: 0-30448

                        5 G Wireless Communications, Inc.
             (Exact Name of Registrant as specified in its charter)

                  Nevada                               88-04413322528
(State or other jurisdiction              (IRS Employer Identification Number)
of incorporation or organization)
                          2921 N. Tenaya Way, Suite 208
                               Las Vegas, NV 89128
              (Address and zip code of principal executive offices)

                                 (7028) 647-4877
              (Registrants telephone number, including area code)

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

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

                        x        YES                         NO

Indicate by check mark if disclosure of delinquent  filers  pursuant to Item 405
of Regulation  S-K (229.405 of this chapter) is not contained  herein,  and will
not be contained,  to the best of the registrants knowledge, in definitive proxy
or  information  statements  incorporated  by reference in Part III of this Form
10-K or any amendment to this Form 10-K. x

As of December 31, 2000, the aggregate  market value of the voting stock held by
non-affiliates  of the  registrant  was  $1,127,812  based upon a $.25 per share
trading price on February 15, 2001.

Indicate the number of shares outstanding of each of the registrants  classes of
common stock, as of the latest practicable date.

        Common Stock                12,750,490 Shares Outstanding
       $0.001 par value                as of December 31, 2000

                       Documents Incorporated by reference

Certain  information  required  by Part III of this Form  10-KSB is  included by
reference to the Companys  definitive  proxy statement filed in accordance with
rule 14a-101, Schedule 14A.

       Traditional Small Business Disclosure Format (check one): Yes x No


           The issuers revenues for its most recent year were $ - 0 -.






                        5 G WIRELESS COMMUNICATIONS, INC.
                                TABLE OF CONTENTS
                                   PART I Page
Item 1.          Description of Business                     3
Item 2.          Description of Property                     3
Item 3.          Legal Proceedings                           3
Item 4.          Submission of Matter to a
                 Vote of Security Holders                    3
                                     PART II
Item 5.          Market for Common Equity and Related Stockholder
                     Matters                                 3-4

Item 6.          Managements Discussion and Analysis or Plan of
                     Operation                               4-7

Item 7.          Financial Statements                        7

Item 8.          Changes in and Disagreements with Accountants on
                      Accounting and Financial Disclosure    7

                                    PART III

Item 9.          Directors, Executive Officers,
                 Promoters and Control persons;
                 Compliance with Section
                 16(a) of the Exchange Act                    7-9

Item 10.         Executive Compensation                       9

Item 11.        Security Ownership of Certain Beneficial Owners and
                     Management                               9-10

Item 12.        Certain Relationships and Related Transactions 10-11

Item 13.        Exhibits and Reports on Form 8-K               12


SIGNATURES                                                     S-1








ITEM     1.       Description of Business

          The issuer was originally  organized as an Idaho corporation under the
     name of Tesmark,  Inc., on September 10, 1979. The Company, by Agreement of
     Merger  signed on  November  10,  1998,  the  corporation  was merged  into
     Tesmark, Inc., a Nevada corporation,  incorporated in Nevada on October 10,
     1998. The Company has not filed  bankruptcy,  been in  receivership  or any
     similar proceedings.

          From inception  until 1997,  the issuers  business was in the research
     and development of possible scientific formula and practical application of
     cloud seeding chemical compounds that were hoped to have beneficial uses to
     cause  climate  adjustments  in  limited  or  localized   sub-climates  for
     agricultural   purposes.   From  the   start,   the   Company   was   badly
     undercapitalized,  and  consequently,  it could never  realize its business
     goals. About three years ago,  management of the Company decided to abandon
     any further plans to raise  capital or continue  with any further  research
     and  development.  All assets  were  written off as total  losses,  and the
     Companys  business  plans  were  directed  to and it  began  investigating
     possible acquisitions,  business  combinations,  or merger opportunities in
     other fields or industries.

          On April 20,  2000 the Company  increased  its  authorized  capital to
     50,000,000  shares  of $.001  par  value  and  forward  split  its stock to
     7,500,300 shares.

          On May 16, 2000 the Company sold 1,000,000  shares of common stock for
     $150,000 to two companies and two  individuals  pursuant to Regulation D of
     the Securities  Exchange Act of 1934.  The  investment  units also included
     Class A and  Class  B to  purchase  1,000,000  shares  at $.20 a share  and
     1,000,000  shares at $.25 per share  exercisable  at one year and two years
     respectively.

          On December 1, 2000, the Company entered into an Acquisition Agreement
     whereby the Company acquired from 5 G Partners, a Canadian partnership, its
     content,  ideas,  and business  model in exchange for seventy four thousand
     dollars  ($74,000) US and one hundred fifty  thousand  (150,000)  shares of
     common stock.  The acquisition was subject to the approval of the Companys
     shareholder.  At a special  meeting held January 19, 2001 the  shareholders
     approved  the  acquisition  and a  corporate  name  change to: 5G  Wireless
     Communications, Inc.

          5 G utilizes its own proprietary products,  incorporates off the shelf
     products and provides theer proprietary  knowledge to deliver a best cost /
     performance telecommunication service.

          5 G will identify  strategic  regional  backbone partners and together
     they will deliver a superior telecommunication service.

          The 5 G, 2.4 Ghz wireless systems have been demonstrated in Guangzhou,
     China,  Singapore,  Jakarta Indonesia and Kuala Lumpur Malaysia during this
     October 2000.  Currently the 2.4 Ghz system,  is installed in Singapore and
     is operational for testing purposes only. This high-speed wireless Internet
     access was very impressive  proving out  point-to-point,  point to multiple
     point  access,   penetration  of  the  signal  through  structures  (walls,
     ceilings, Etc) and roaming capabilities.

          The 2.4 Ghz system  functioned  very well  technically,  however,  the
     outdoor  applications of the 2.4 Ghz frequency are currently being utilized
     by Metropolitan Area Networks, while the indoor applications of the 2.4 Ghz
     frequency are  currently  being  utilized by the wireless  home phones.  In
     order  to  accommodate   this  Asian  market  place,  a  different  set  of
     frequencies and technologies  are required,  than those being used in North
     America.

                                                                   2

          It is the  intent  of 5 G Wire  less  to  deliver  a 5.3 Ghz  5.9 Ghz
     system  (minimum 25 Mbps) in order to accommodate the Asian market place. 5
     G Wireless is in the process of aligning itself with strategic partners and
     acquisitions to provide its Customers with a one-stop,  end-to-end solution
     for high-speed wireless Internet access and data transport needs.

          As of December 31, 2000 the 5 G acquisition  was not  operational  and
     the transaction was not complete.

          As of December 31, 2000 the Company had no full time employees.

Item 2.  Description of Property

          As of  December  31,  2000 the issue  does not own any  property.  The
     Company  rents on a month to month  basis a small  office at 2921 N. Tenaya
     way, Suite 208, Las Vegas, NV 89128.

Item 3.  Legal Proceeding

         The Company is not subject to any legal proceedings.

Item 4.  Submission of Matters to Vote of Security Holders

          During the fourth quarter of the fiscal year covered by the report, no
     matters were submitted to a vote of security  holders.  The Company filed a
     Notice of Annual Meeting to be held January 19, 2001 on December 16, 2000.

                                     Part II

Item 5.  Market for Registrants Common Equity and Related Matters

          The Companies  common stock is traded in the over- the counter  market
     and  quotations  are  published  on the NASD OTC  Bulletin  Board under the
     symbol  FGWC.  Quotations  on the  Common  Stock  set  forth  below  do not
     constitute a reliable  indication  of the price that a holder of the Common
     Stock could expect to receive upon a sale of any particular thereof.

          The following table sets forth the range of high and low bid prices of
     the Common  Stock for each  calendar  2000 as reported by NASD OTC Bulletin
     Board.  Prices reported  represent prices between  dealers,  do not include
     retail markups,  markdowns or commissions and do not necessarily  represent
     actual transactions.

          The  high  and low bid  price  quotations  for the  common  stock,  as
     reported NASDAQ are as follows for the periods indicated:
                           Low              High
Qtr Ended 9-30-00          $.15             $.25
Qtr Ended 12-31-00         $.25             $.35

          As of  December  31,  2001,  the  Company  has issued and  outstanding
     12,750,490 shares of common stock outstanding to 30 shareholders of record,
     which  figure  does  not  take  into  account  those   shareholders   whose
     certificates that are held in the name of broker-dealers.




                                                                   3
          The ability of an  individual  shareholder  to trade their shares in a
     particular  state may be subject to various rules and  regulations  of that
     state. A number of states require that an issuers securities be registered
     in their  state or  approximately  exempted  from  registration  before the
     securities are permitted to trade in that state. Presently, the Company has
     no plans to register its securities in any particular state.  Further, most
     likely the Common Stock will be subject to the  provisions of Section 15(g)
     and Rule 15g-9 of the  Securities  Exchange  Act of 1934,  as amended  (the
     Exchange Act),  commonly  referred to as the penny stock rule.  Section
     15(g) sets  forth-certain  requirements for transactions in penny stock and
     Rule 15g-9 (d)(1)  incorporates  the definition of penny stock as that term
     is used in Rule 3a51-1 of the Exchange Act.

          The  Securities and Exchange  Commission  (the  Commission)  generally
     defined penny stock to be any equity  security that has a market price less
     than $5.00 per share,  subject to certain exceptions.  Rile 3a51-1 provides
     that an equity  security  is  considered  to be a penny  stock  unless that
     security  is:  registered  and  traded on a  national  securities  exchange
     meeting  specified  criteria  set  by  the  Commission;  authorization  for
     quotation on The NASDAQ  Stock  Market;  issued by a registered  investment
     Company; excluded from the definition on the basis of price (at least $5.00
     per share) or the  issuers  net  tangible  assets;  or  exempted  from the
     definition  by the  Commission.  If the  Companys  shares are deemed to be
     penny  stock,  trading in the shares  will be subject to  additional  sales
     practice  requirements on  broker-dealers  who sell penny stocks to persons
     other  than  established  customers  and  accredited  investors,  generally
     persons  with assets in excess of  $1,000,000  or annual  income  exceeding
     $200,000, or $300,000 together with their spouse.

          For  transactions  covered by these  rules,  broker-dealers  must make
     special  suitability  determination for the purchase of such securities and
     must have received the purchasers written consent to the transaction prior
     to the purchase.  Additionally,  for any transaction involving penny stock,
     unless  exempt,  the  rules  require  the  delivery,  prior  to  the  first
     transaction,  of a risk  disclosure  document  relating  to the penny stock
     market. A broker dealer must also disclose the commissions  payable to both
     the broker dealer and the registered representative, and current quotations
     for the securities. Finally, monthly statements must be sent disclosing the
     recent  price  information  for the penny  stock  held in the  account  and
     information on the limited  market in penny stock and/or  maintain a market
     in the Companys Common Stock and may affect the ability of shareholders to
     sell their shares.

         Dividends

          The Company has not declared or paid  dividends or made  distributions
     in the past,  and the  Company  does not  anticipate  that it will pay cash
     dividends or make distributions in the foreseeable future.

Item 6.  Managements Discussion and Analysis or Plan of Operation

          The  5  G  WLAN  (Wireless  Local  Area  Network)   provides  durable,
     high-speed  data  transfer  complaint  with the IEEE  802.11  standard  for
     wireless LANs. The IEEE standard allows for data transfer  throughout large
     areas, easily penetrating building walls and floors.

          This is  effective in all  environments  such as high signal noise and
     high  obstruction  areas. 5 G accomplish this by the usage of superior echo
     path management and the one of the best RF each tolerance (Delay Spread) in
     the  industry.  The  exceptional  performance  and immunity to RF inference
     makes our WLAN well suited for all environments  including medical,  health
     care facilities, schools, airports, office and warehouse complexes, and the
     home.

          MCR (Multi  Channel  Roaming)  is used in 5 G WLANs.  This  technology
     automatically adjusts channel settings and tune to frequency of the nearest
     AP (Access Point),  enabling  subscribers to maintain  connectivity as they
     roam throughout a multiple AP area. MCR can also increase aggregate network
     capacity with the more efficient use of the available spectrum.
                                                                       4
          5 G wireless  systems  uses Direct  Sequence  Spread  Spectrum  (DSSS)
     radios to provide from 25 Mbps  upwards  throughout.  This  spread-spectrum
     radio intelligent frequency hopping technology enables reliable, high-speed
     data communication.

          The robust nature of DSSS  technology  allows  transmission of signals
     over sequential  frequencies  simultaneously,  to minimize interference and
     the  echo  that  occur  in  large  area  with  many   buildings  and  other
     obstructions.  DSSS is also virtually immune to detection and interception.
     In fact, data is protected with the same spread spectrum technology used in
     military operations to guard their highly sensitive radio transmissions. We
     can also  provide  even  higher  level of  security  using data  encryption
     resulting in the ultimate protection of data with no loss in performance.

          All our systems  are  compliant  with FCC part 15 and DOC rules.  This
     technology is also  compliant  with the European ETYS, the Japanese MKK and
     the Australian DOC rules.

          5 G is a cutting  edge global  provider of wireless  solutions,  which
     utilizes  state of the art equipment  and  proprietary  solution  elements,
     delivers a dramatic improvement in performance and cost to our clients.

          New bandwidth intensive  applications  continue to emerge,  especially
     for multimedia  and  collaborative  work,  resulting in a headache for most
     customers as they wait to download files with traditional technologies such
     as ISDN, cable modem, xDSL and even T1 or E1.

          Businesses are rapidly realizing that their continued existence may be
     their  ability to gain a distinct  competitive  advantages  by adapting the
     e-commerce revolution.

          5 Gs solution  allows us to deliver data services from a single point
     of   presence   to   multiple   commercial   and   residential    buildings
     simultaneously.  Our  services  will  provide  tenants  with  secure ATM or
     Ethernet Internet access ranging from 11 to 25 Mbps and beyond.

          Current  wireless  solutions   providers  use  2.4  Ghz  frequency  in
     Metropolitan Area networks  however,  the 2.4 Ghz is also being used indoor
     by wireless home phones creating an extra ordinary amount of  interference.
     This particularly impact the Asia market place.

          To solve  the  problem,  5 G  intends  to  deliver a 5.3 Ghz  5.9 Ghz
     system in order to  accommodate  the Asian market place. 5 G Wireless is in
     the process of aligning itself with the strategic partners and acquisitions
     to  provide  its  customers  with  a  one-stop,   end-to-end  solution  for
     high-speed  wireless  Internet  access  and  data  transport  needs.  These
     relations  also  enable us to  deliver  a number of unique  voice and video
     services.

          The 5 G, 2.4 Ghz wireless systems have been demonstrated in Guangzhou,
     China,  Singapore,  Jakarta Indeonesia and Kuala Lumpur Malaysia in October
     2000.

          Currently,  the 2.4 Ghz  system,  is  installed  in  Singapore  and is
     operational for testing  purposes only. This high-speed  wireless  Internet
     access was very impressive  proving out  point-to-point,  point to multiple
     point  access,   penetration  of  the  signal  through  structures  (walls,
     ceilings, etc.) and roaming capabilities.

         The principal strategy guidelines include

          o We plan to make  application  in each  country for the RF license to
     allow us to develop future markets quickly and easily.



          5 o Establish  wireless services at key buildings in the downtown core
     of each major city starting with Singapore.

          o We plan to  formalize  agreements  for major POP  gateways in the Q1
     2001 in Malaysia,  Thailand,  Philippines,  with  implementation  and sales
     beginning Q2.

          o We will be expand to Indonesia, Hong Kong, Taiwan, China, Korea, and
     Japan by Q4 2000 and Q2 2001.

          o We will also  negotiated  major POP location  gateways in Europe and
     North America by the mid 2002.

          o We will negotiate with property management companies to allow access
     to building riser, wiring closets and roof access.

          o  Marketing  will  begin  almost   immediately  after  the  main  pop
     agreements have been signed with the initial focus being on

          o Core downtown commercial and multi-tenanted buildings;

          o Providing  portable wireless  services to convention  facilities and
     hotels in the downtown core;

          o Establish key relations  with new  development  project and existing
     property management companies such as Keppel-Suntec Project.

          o Exploring the possible integration of infrared data systems with our
     5 G wireless solution to provide back hauling to super POP locations. These
     infrared solutions provide point-to-point,  full duplexes communications up
     to 3.69 miles, with speeds ranging from 155 Mbps (OC3) to Gbps (OC12+).

          Point of Sale  (retail  stores)  Frequent  interior  changes  call for
     flexible networking, fast reconfiguration and redeployment;

         Transportation industry
          Harbor/airport  containers  and luggage  handling,  where mobility and
     real time connectivity  over large areas are required,  and for application
     with programmable road signs;

         Health care industry
          Doctors  and nurses can access  patient  medical  records  and call in
     other  specialists  for  assistance  using  computer   controlled   medical
     equipment form  bedside/point  of care.  Mobile x-ray can be more efficient
     without the time spent dragging cables or looking where to stand.

         Financial services

          Trading floors; flexibility of installation in bank branches;

          Education   Accessing   university  computer  resources  from  various
     locations; equipping temporary trailers away from campus;

         Manufacturing
          Coordinating robots and other mobile automated equipment;

         Storage
         Warehouse operations;

         Small businesses
          Product and service  orientated  businesses  can both  benefit  from a
     range of applications  including  sales  presentations,  design,  ordering,
     payment processing, inventory, and shipping status information, etc.;


          6 Real Estate  Agents Can now take a laptop  around with them and look
     up property  information  through the multiple listing systems while on the
     go;

          Universities  and education  facilities  Creating a new environment of
     information exchange from the classroom to the laboratories.

          In the  first  half of 2001 the  Company  intends  to raise  operating
     capital by either the sale of equities or debt  financing.  The Company has
     not determined which type of financing it will seek.

          As of December 31, 200 the Company has paid its expenses from existing
     capital  funds,  that were available from the May 2000 financing by sale of
     capital  stock.  The Company had minimal  operations as of December 1, 2000
     and does not expect material operation until the second quarter of 2001.

Item 7.  Financial Statements and Supplementary Data

         See index to financial statements included herein.

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

         None

                                                               Part III

Item 9.  Directors, Executive Officers, Control Persons

          The  following  table  sets  forth  information,  to the  best  of the
     Companys knowledge as of December 31, 2000, with respect to each director,
     officer and management as a group.
                                             Title of  Amount of
Name                         Position         Class    Shares      Percentage

Don Boudewyn               President          Common   50,000        .03%
5555 Lackner Circle        Director
Richmond, BC V7E6A5

Allen Schwabe              Secretary          Common   50,000        .03%
1430 Beach Grove Rd.       Treasurer
Delta, BC V4I1P2           Director

Michael Tan                Vice President     Common   225,000        2%
4 Keng Chin Rd             Director
#02-01 Singapore 258707

Curtis L. Mearns           Director          Common    50,000        .03%
#212, 6888 Robson Drive
Richmond, BC V7C5T6

          The  information  set forth below as to each  nominee for Director has
     been furnished to the Company by the respective nominees. 7

          Curtis L. Mearns,  42, is the  president of Mearns and  Associates,  a
     private  investment  banking and  consulting  business.  Mr. Mearns holds a
     Bachelor  of Commerce  degree with a major in Computer  Science and Finance
     from the University of Alberta.  As well as, he was enrolled in the Masters
     of Business  Administration,  International Business from the University of
     British  Columbia,  he augmented  his post  graduate  studies in Masters of
     Management  Science,  Information  Engineering.  Mr. Mearnss  professional
     experience   includes   strategic   planning,   strategy,   structure   and
     negotiations   for  merger  and   acquisitions,   business  and  management
     consulting,  business plan preparation,  private and public company process
     documentation,   bank  and  venture  capital  packaging,   identifying  and
     negotiating  joint  ventures,  debt/equity  participation  and closure with
     Capital  Providers.  He has  produced  numerous  systems  including a fully
     automated  central  clearing  system  for the  B.C.  Central  Credit  Union
     providing for interprovincial and national  reconciliation of accounts with
     the Back of Canadas electronic  settlement of accounts system. He was also
     a Programmer for Alberta Research  Council,  Programmer and Systems Analyst
     for Canadian  Utilities  Limited and Alberta Power Limited and has held the
     position of VP Sales and Marketing  for VoteX  Systems,  Inc.,  partner and
     Vice President of CEO Capital Group,  the President of Canadian  Integrated
     Project  Resources,  Inc. Mr.  Mearns has traveled  extensively  throughout
     Southeast  Asia,  the Pacific Rim,  Middle East,  Europe and numerous other
     countries  on various  business  imperatives.  Mr.  Mearns was  appointed a
     director of Tesmark, Inc., on November 5, 2000.

          Allen  Schwabe,  45, is an  independent  business man and has been the
     President  and CEO of Buellix  Holdings,  Ltd.,  for the last twenty years.
     Buellix is in the automobile  brokerage  business  throughout  Canada.  Mr.
     Schwabe has been a director of Tesmark, Inc., since September 21, 2000.

          Michael Tan, 35, is the presently the President of VOIP Telecom, Inc.,
     and a consultant  for Belair  Enterprises,  Inc. Mr. Tan worked as the Vice
     President for Asia Pacific/APAC  Telecommunications Corp from 1990 to 1996.
     Mr.  Tan was  appointed  to fill a  vacancy  on the Board of  Directors  of
     Tesmark, Inc., on December 7, 2000.

          Don F.  Boudewyn,  37, is currently  an Account  Executive at Celterra
     Vancouver  Ltd.  Mr.  Boudewyn is  responsible  for  managing  the projects
     involving  rollout and launch of new networks  products and enhancements to
     the  marketplace.  He is also  responsible  for handling  municipal  access
     agreements with municipalities and cities throughout Canada. From July 1986
     through  October  1998,  Mr.  Boudewyn was a real estate agent at Macdonald
     Westmar Realty.  Mr. Boudewyn holds a Diploma in Marketing  Management from
     the British Columbia Institute of Technology.  Mr. Boudewyn was appointed a
     director of Tesmark, Inc., on December 7, 2000.

          The  Companys  directors  serve  until  the next  annual  meeting  of
     stockholders and until their successors are elected and duly qualified. The
     Companys  officers  are  elected  annually by the Board of  Directors  and
     server at the discretion of the Board of Directors. There are no agreements
     with respect to the election of directors.

Executive Officers of the Company

Name                 Age           Position          Period of Service

Don Boudewyn          37    President/Director    December 7, 2000 to present

Allen Schwabe         47    Secretary/ Treasurer  September 21, 2000 to present
                            Director

Michael Tan           35    Vice President        December 7, 2000 to present
                            Director

                                                                   8
Curtis L. Mearns      42     Director             November 5, 2000 to present



Compliance with 16(a) of the Exchange Act

          The  Securities  Exchange Act of 1934 requires all executive  officers
     and directors to report any changes in the ownership of common stock of the
     Company to the Securities & Exchange Commission and the Company. Management
     revising  and  representations  indicate  by date  filing of holdings as of
     December 31, 2000 in compliance to 16(a).

Item 10.  Executive Compensation

          None of the current  executive  officers receive any compensation from
     the Company during the year ended December 31, 2000.

          The  Company  does  not  currently  issue a  salary  to its  officers,
     directors or employees nor does the Company have a bonus,  profit  sharing,
     or deferred compensation plan for the benefit of its employees, officers or
     directors.   Once  the  Company   acquired  other  business   entities  its
     compensation  policy  may be amended  in order to secure  the  services  of
     certain valuable executive employees.

          At present  the Company  does not have any  employment  agreements  in
     place with any  director,  executive  officer or employee.  The Company may
     enter into an agreement with certain qualified executive officers if deemed
     appropriate by the industry,  operating history, revenues, future prospects
     or other  characteristics  of any such company.  As of the date hereof, the
     Company  is not  currently  engaged  in  negotiations  concerning  any such
     business combination.

Item 11.  Security Ownership of Beneficial Owners and Management

          The following table sets forth, as of January 4, 2001,  based upon our
     records and  information  obtained  from the persons  named below,  certain
     information  concerning  beneficial ownership of our shares of Common Stock
     with  respect  to (I)  each  person  known  to own or  more  than 5% of our
     understanding  shares of Common Stock, (II) each of our executive  officers
     and directors,  and (III) all of our executive  officers and directors as a
     group:

                                           Amount        Approximate
                                         And Nature      Percentage
                                       Of Beneficial      of Common
         Identity                        Ownership       Stock Owned

JBF Management (I)                           2,050,500      16%
Gopal Sahota (I)                             2,050,000      16%
Harmon J. Sangrit (I)                          850,000       6%

Don Boudewyn(II)                                50,000        .03%
Allen Schwabe(II)                               50,000        .03%
Michael Tan(II)                                225,000       1.7%
Curtis L. Mearns                                50,000        .03%

All officers and directors as a Group(III)     375,000       1.79%

                                                                   9

         The address of the foregoing entities and persons are:
         JBF Management, Inc.
         1412 August Place
         Cogoitlam, BC V4C3H3

         Glopal Sahota
         11349 75th Ave.
         Delta, BC V4C3H3

         Harminjit Sangha
         12234 75th Ave.
         Surrey, BC V5S4M8
         Curtis L. Mearns
         #212, 6888 Robson Drive
         Richmond, BC V7C5T6

         Michael Tan
         4 Keng Chin Road
         #02-01 Singapore, 258707

         Don Boudewyn
         5555 Lackner Circle
         Richmond, BC V7E6A5

         Allen Schwabe
         1430 Beach grove Road
         Delta, BC V4I1P2

          The above parties acquired their stock from Floyd Robertson the former
     president of the Company in May of 2000.

Item 12.  Certain Relationships and Related Transactions

          The  shareholder,  JBF Management,  Inc.,  Gopal Sohot,  and Harmanjit
     Sumgrhi  acquired  their  shares from the former  president of the Company,
     Floyd Robertson, in compliance with 4(1) of the Securities Act and with 13D
     filings in May of 2000.

          One  million  shares  plus  warrants  were  sold  on  May 2,  2000  to
     full-accredited investors pursuant to Regulation D Rule 505/6.

          Allen  Schwabe the  secretary of the company  acquired  50,000  shares
     service in the year 2000.

          Mr.  Boudewyn a director  and Mr.  Mearns a director  received  50,000
     shares each in the 5G transaction.







                                                                  10
          The  Companys  officers and  directors  are subject to the doctrine of
     corporate  opportunities  pursuant to Chapter 78  Private  Corporation for
     the  Nevada  Revised  Statute  only  insofar  as  it  applied  to  business
     opportunities  in which the Company has indicated an express  interest.  If
     the Company presents  directors,  such opportunities that may conflict with
     business interest  identified by the Company,  such  opportunities  must be
     disclosed to the Board of Directors and made  available to the Company.  In
     the event that the Board shall reject an  opportunity so presented and only
     in that  event,  any of the  Companys  officers  and  directors  may avail
     themselves such an opportunity.













                                                                  11

Item 13.  Exhibits and Reports on 8-K

List of documents filed as part of this report:
(a) Exhibits
1. Acquisition  Agreement 5G Wireless  Communications,  Inc dated December 10, .
2000.
2.  Articles  of  Incorporation  incorporated  by  reference  to Form 10SB filed
December 15, 1999.
3.  By laws incorporated by reference to Form 10SB filed December 15, 1999
4.  Domicile change incorporated by reference Form 10SB filed December 15, 1999.

(b)Reports on 8K
8K regarding private placement and Corporate Amendment and forward
split filed May 16, 2000.

8K Change in Control filed June 9, 2000.













                                                                  12
                                                                Part IV

                                                              Signatures

Pursuant to the  Requirements  of Section 13 or 15(d) of the  Securities  Act of
1934,  the  registrant has duly caused this report to be signed on its behalf by
the undersigned, thereunto duly authorize.

                                              5 G Wireless Communications, Inc.

                                             By:/S/ Don Boudewyn
                                                    Don Boudewyn, President


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



Signature                            Title                     Date


/S/ Don Boudewyn                  President              April 10, 2001
Don Boudewyn


/S/Michael Tan                    Vice President         April 10, 2001
Michael Tan


/S/ Allen Schwabe                 Secretary and CFO      April 10, 2001
Allen Schwabe










                             Randy Simpson CPA, P.C.
                            11775 South Nicklaus Road
                                Sandy, Utah 84092
                           Fax & Phone (801) 572-3009


Board of Directors and Stockholders
5 G Wireless Communications, Inc.
(Formerly Tesmark, Inc.)
Las Vegas, NV

INDEPENDENT AUDITORS REPORT

We have audited the accompanying balance sheets of 5 G Wireless  Communications,
Inc. (formerly Tesmark,  Inc.) as of December 31, 2000 and December 31, 1999 and
the related  statements of operations,  shareholders  equity and cash flows for
the years ended  December  31,  2000 and  December  31,  1999.  These  financial
statements   are  the   responsibility   of  the   Companys   management.   Our
responsibility  is to express an opinion on these financial  statements based on
our audit.

We conducted our audit in accordance with 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 audit of the  financial  statements  provides a  reasonable
basis for our opinion.

In our opinion,  based on our audit, the financial  statements referred to above
present fairly, in all material respects, the financial position of 5 G Wireless
Communications,  Inc.  (formerly  Tesmark,  Inc.) as of  December  31,  2000 and
December 31, 1999 and the results of its  operations,  shareholders  equity and
cash flows for the years ended  December  31, 2000 and  December  31,  1999,  in
conformity with generally accepted accounting principles.




Randy Simpson, CPA, P.C.
A Professional Corporation

March 29, 2001
Sandy, Utah



                             Randy Simpson CPA, P.C.
                            11775 South Nicklaus Road
                                Sandy, Utah 84092
                           Fax & Phone (801) 572-3009



CONSENT OF INDEPENDENT CERTIFIED PUBLIC ACCOUNTANTS

We  consent  to (a) the  inclusion  in the  Registration  Statement  of  Westnet
Communications  Group,  Inc. on Form SB-2 of our reports dated June 25, 2000 and
May 23, 2000,  relating to the financial  statements  of Westnet  Communications
Group,  Inc. as of May 31, 2000 and December 31, 1999,  and for the periods from
inception,  October 14, 1999 through December 31, 1999 and the five months ended
May 31, 2000 and (b) the  reference  to our firm in the  Registration  Statement
under the caption Experts.


Randy Simpson C. P. A. P. C.

Sandy, Utah
June 25, 2000

                         5 G WIRELESS COMMUNICATIONS, INC.
                              (Formerly Tesmark, Inc.)
                                   BALANCE SHEETS
                                                   December 31,    December 31,
                                       ASSETS         2000              1999
Current Assets:
Cash                                                   $     276  $         -
Other Current Assets:
Convertible notes receivable and accrued interest
                                                                       57,829
Allowance for doubtful accounts
                                                         (57,829)           -
Total Other Current Assets
                                                             276            -
Other Assets:
Advances for future acquisition
                                                          74,000            -
Total Other Assets
                                                          74,000            -
Total Assets                                           $  74,276  $         -
LIABILITIES & STOCKHOLDERS' EQUITY (DEFICIT)
Current Liabilities:
Advances from shareholder                              $     935    $     835
Total Current Liabilities
                                                             935          835
Stockholders' Equity (Deficit):
Preferred Stock $.001 par value;
authorized 10,000,000 shares
no shares outstanding at
December 31, 2000 and
December 31, 1999.
                                                               -            -
Common Stock, $.001 par value;
authorized 50,000,000 shares
issued and outstanding,
12,750,490 on December 31, 2000 and
7,500,300 shares on
December 31, 1999. (Restated for 3 for 1 split
on April 22, 2000)
                                                          12,750        2,500
Paid in Capital
                                                         142,431        2,600
Acculmulated Deficit
                                                         (81,840)      (5,935)
Total Stockholders' Equity (Deficit)
                                                          73,341         (835)

Total Liabilities and Stockholders' Equity (Deficit)   $  74,276  $         -



                See Accompanying Notes to the Financial Statements.
                   5 G WIRELESS COMMUNICATIONS, INC.
                         (Formerly Tesmark, Inc.)
                         STATEMENTS OF OPERATIONS
                                                     Year             Year
                                                    Ended            Ended
                                                  Dec. 31, 2000    Dec. 31, 1999
Interest Income:                                   $     2,829    $         -
Costs and Expenses:
Bad Debts                                               57,829              -
Consulting expenses                                     16,400              -
General and administravtive expenses                       661              -
Professional fees                                        3,844            835
Total Expenses                                          78,734            835
Net Loss                                           $   (75,905)   $      (835)
Weighted Average Shares Common Stock Outstanding     8,363,341      7,500,300
Net Loss Per Common Share                          ($    0.009)   ($    0.000)




          See Accompanying Notes to the Financial Statements.




                       5 G WIRELESS COMMUNICATIONS, INC.
                            (Formerly Tesmark, Inc.)
                            STATEMENTS OF CASH FLOWS
                                                       Year            Year
                                                       Ended          Ended
                                                    Dec. 31, 2000  Dec. 31, 1999
CASH FLOWS USED IN OPERATING ACTIVITIES:
Net Loss                                                 $ (75,905)   $    (835)
CHANGES TO OPERATING ASSETS & LIABILITIES:
(Increase) decrease in allowance for doubtful accounts      57,829            -
Increase (decrease) in convertible note receivables        (55,000)           -
Increase (decrease) in accrual of interest                  (2,829)           -
Net Cash Used In Operating Activities                      (75,905)        (835)
CASH FLOWS USED IN INVESTMENT ACTIVITIES:
Advances for future acquisition                            (74,000)           -
Net Cash Flows used in Investing Activities                (74,000)           -
CASH FLOWS FROM FINANCING ACTIVITIES:
Private placement of warrants and common stock             150,081            -
(Increase) decrease in advances from stockholders              100          835
Net Cash Flows from Financing Activities                   150,181          835
Net Increase in Cash                                           276            -
Cash at Beginning of Period                                      -            -
Cash at End of Period                                    $     276  $         -
See Accompanying Notes to the Financial Statements.





         5 G WIRELESS COMMUNICATIONS, INC.
              (Formerly Tesmark, Inc.)
                STATEMENT OF STOCKHOLDERS' EQUITY
                  INCEPTION TO DECEMBER 31, 2000


                                        Common      Common
                                        Stock       Stock            Paid in
                                        Shares      Amount           Capital


September 10, 1979 -- incorporated in Idaho
1,000 shares at par
$1.00 per share                             1,000   $    1,000        $    -

Net loss year ending December 31, 1979          -            -             -

September 10, 1995, common stock issued
for compensation at
$1.00 per share                             1,750        1,750             -

Net loss year ending December 31, 1995          -            -             -

May 2, 1996 common stock issued
for compensation at
$1.00 per share                             1,000        1,000

Net loss year ending December 31, 1996          -            -             -

January 3,1997 common stock issued
for compensation at $1.00
per share                                   1,250        1,250             -

Net loss year ending December 31, 1997          -            -             -

November 10, 1998 in connectio with merger and
establishment of Nevada Corporation a 500 for 1,
forward split of the common stock and a change in
par value from $1.00 to $.001 and 100 shares issued
for compensation.                       2,495,100       (2,500)        2,600

Net loss year ending
December 31, 1998                               -            -             -

Net loss year ending
December 31, 1999                               -            -             -

April 22, 2000, common s
tock split 3 for 1                        5,000,200        5,000        (5,000)

May 16, 2000, Common stock &
warrants sold at $.15
per share                                 1,000,000        1,000       149,081

December 12, 2000, common
stock split 1.5 for 1                     4,250,190        4,250        (4,250)

Net loss year ending
December 31, 2000                               -            -             -

Balances, December 31, 2000              12,750,490   $   12,750    $  142,431








                                                        Accumulated   Total
                                                        Deficit       Equity



September 10, 1979 -- incorporated in Idaho
1,000 shares at par $1.00 per share                    $      -    $   1,000

Net loss year ending December 31, 1979                   (1,000)      (1,000)

September 10, 1995, common stock issued
for compensation at $1.00 per share                           -        1,750

Net loss year ending December 31, 1995                   (1,750)      (1,750)

May 2, 1996 common stock issued
for compensation at $1.00 per share                           -        1,000

Net loss year ending December 31, 1996                   (1,000)      (1,000)

January 3,1997 common stock issued
for compensation at $1.00 per share                           -        1,250

Net loss year ending December 31, 1997                   (1,250)      (1,250)

November 10, 1998 in connection with merger and
establishment of Nevada Corporation a 500 for 1,
forward split of the common stock and a change in
par value from $1.00 to $.001 and 100 shares issued
for compensation.                                             -          100

Net loss year ending December 31, 1998                     (100)        (100)

Net loss year ending December 31, 1999                     (835)        (835)

April 22, 2000, common stock split 3 for 1                    -            -

May 16, 2000, Common stock & warrants sold at $.15
per share                                                     -      150,081

December 12, 2000, common stock split 1.5 for 1               -            -

Net loss year ending December 31, 2000                  (75,905)     (75,905)

Balances, December 31, 2000                           $ (81,840)   $  73,341




See Accompanying Notes to the Financial Statements.

                        5 G WIRELESS COMMUNICATIONS, INC.
                            (Formerly Tesmark, Inc.)

                          Notes to Financial Statements

A.       Organization and Accounting Policies

5 G Wireless  Communications,  Inc. (the Company) (formerly  Tesmark,  Inc.) was
incorporated September 10, 1979, as an Idaho corporation. The Company has viewed
various  business  opportunities  since  its  formation;  however,  it has never
operated  a  business.   The  Company  merged  with  Tesmark,   Inc.,  a  Nevada
corporation, on October 23, 1998; the net effect was to transfer the domicile of
the corporation from Idaho to Nevada. In connection with that merger,  the stock
was forward split 500 for 1 resulting in an increase of total outstanding shares
to 2,500,100.  The Company amended its articles of incorporation  increasing its
authorized  common shares to 50,000,000 and preferred  stock to 10,000,000.  The
Company incurred $1,355 in reorganizational costs in 2000, which it is expensing
in  accordance  with  Statement  of Position  (SOP) 98-5,  which  requires  that
organizational  expenses be expensed at the time they are  incurred  rather than
amortized over a period of years.

B.  Common Stock Issued for Compensation

The  Company  has  issued  shares of its  common  stock as  compensation  to its
officers,  directors,  shareholders and consultants in lieu of cash. The Company
has valued  these  services at the  estimated  fair market value of the services
rendered.

C.  Convertible  Promissory Note  (Uncollectable),  and Termination of Intent to
Acquire Interactive Engine, Inc.

On June 7, 2000 and June 23, 2000, the Company advanced funds for two promissory
notes of $20,000 each to Interactive  Engine,  Inc. On July 25, 2000 the Company
advanced another $15,000 to Interactive  Engine,  Inc., bringing the total loans
outstanding  to $55,000.  These notes were  renewed  for 90  additional  days in
September  and October of 2000.  The notes bore interest at 10%, and were due in
90 days.  Interactive Engine had the option of converting the entire $55,000 and
accrued  interest  into its common stock at terms,  which were to be  negotiated
prior to the 90-day  renewal term of the notes.  However,  as of March 29, 2001,
the promissory  notes remain  unpaid.  The Company  believes the  probability of
collecting on these notes to be highly unlikely, and as a result, has placed the
total amount due into an allowance for doubtful accounts.

The  Company  had also  entered  into a Letter of Intent  to  acquire  the total
outstanding  shares of  Interactive  Engine,  Inc. for  3,000,000  shares of its
common stock and 287,508 shares which were to be issued for investment  banking,
merger and acquisition  fees. The terms of this  transaction were to be impacted
by the convertible  promissory notes issued to Interactive  Engine, Inc. in June
and July of 2000.  Interactive  Engine,  Inc. was, at that time, involved in the
travel agent business and marketed primarily through the internet and mass media
in airports and malls.  This  acquisition has not been completed as of March 29,
2001.  Due to the  inability  to  collect  on the  promissory  notes  previously
mentioned,  the Company has elected to avoid any future  activity or involvement
with Interactive Engine, Inc.

D.  Private Placement of Common Stock and Warrants

In May 2000,  the Company sold 20 units of common stock and warrants.  Each unit
consisted  of 50,000  shares of common stock and one Class A Warrant to purchase
50,000  shares of common stock at twenty cents ($.20) and one Class B Warrant to
purchase  50,000  shares of common stock at  twenty-five  ($.25) per share.  The
Class A Warrants  may be  exercised  upon  issuance and expire 365 days from the
date of issuance,  and the Class B Warrants may also be exercised  upon issuance
and expire on the 730th day after issuance.


E.        Rescission of Intent to Acquire Wireless Technology

On November 2, 2000,  the Company  entered  into a memorandum  of  understanding
whereby the Company  would have acquired  100% of the wireless  technology  from
Goldweb  Technologies,  Inc., a wholly owned subsidiary of Consolidated Gold Win
Ventures, Inc. of Canada.

Consideration  for the  purchase  was to be cash and one  million  shares of the
Companys common stock. In addition,  the Company was to pay CGW up to 1,500,000
shares on an earnout  agreement for value added  products and outside  contracts
based on one  share  per  $10.00 of income  generated.  Although  final  closing
documents  were  expected  to be signed  before  the end of the year  2000,  the
decision was made to rescind the acquisition and  consequently,  final documents
were never signed.

F.       Acquisition Agreement with 5 G Partners

On December 1, 2000, the Company entered into an acquisition  agreement with 5 G
Partners (a private  Canadian  partnership)  to acquire a Canadian  partnership,
content,  ideas and  proprietary  known business and business model to a Telecom
Wireless solution. In exchange for 5 G Partners technology,  the Company agreed
to pay $74,000 US dollars and 150,000  shares of common  stock.  Of the $74,000,
$60,000 has been advanced and is, as of March 29, 2001, being held in a Canadian
trust account until further  instruction.  The remaining $14,000 was advanced in
November and December of 2000 for consulting costs related to this  acquisition.
In connection  with the merger,  the Company has changed its name from Tesmark,
Inc. to 5 G Wireless Communications, Inc..