UNITED STATES 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, 1999

                                       Or

[ ] Transition  report under Section 13 or 15(d) of the  Securities  Exchange
    Act of 1934

                       Commission file number: 33-55254-08

                             silverzipper.com, Inc.
             (Exact name of registrant as specified in its charter)

        NEVADA                                            87-0434286
(State of Incorporation)                    (IRS Employer Identification Number)


                81 HOLLY HILL LANE, GREENWICH, CONNECTICUT 06830
              (Address of principal executive offices) (Zip code)

      (Registrant's telephone number, including area code): (203) 661-5959


                 Securities registered pursuant to Section 12(b)
                 of the Exchange Act: None Securities registered
                 pursuant to Section 12(g) of the Exchange Act:
                Class A Common Stock, par value $0.001 per share
                                (Title of Class)

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. YES [X] NO [ ]

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

For the fiscal year ended December 31, 1999, registrant's  consolidated revenues
were $5,563,557.

On April 12,  2000,  the  aggregate  market value of the  outstanding  shares of
voting  stock  held  by  non-affiliates  of  the  registrant  was  approximately
$11,298,120.

On April 6, 2000,  5,506,040  shares of the  registrant's  Class A Common Stock,
$.001 par value were outstanding.

                       DOCUMENTS INCORPORATED BY REFERENCE

                                      None

                                     PART I

Item 1.           Description of Business

Formation of the Company

     American Sports Group, Inc., a Delaware corporation,  was organized in 1998
to exploit the  opportunity for  significant  growth through  acquisition in the
sport  apparel/accessories  and active  wear  markets  and to become an Internet
retailer of this product  category.  On or about July 1, 1999,  American  Sports
Group,  Inc.  acquired all of the  outstanding  capital stock of Robern Skiwear,
Inc.  ("Robern"),  a New York  corporation  founded  in 1982,  in a  transaction
accounted for in a manner similar to a pooling of interests.  Robern  conducts a
skiwear and snowboard wear business. American Sports Group, Inc. and Robern were
under common control at such time. Also, at or about that time,  American Sports
Group, Inc. changed its name to "silverzipper.com", Inc. ("SZIP Delaware").

     On or about July 27, 1999,  SZIP  Delaware  entered  into a Stock  Exchange
Agreement (the "Saber Agreement") with Saber Capital, Inc., a Nevada corporation
("Saber").  SZIP  Delaware  entered  into the Stock  Exchange  Agreement  to "go
public" by its combination  with Saber.  Under the Saber  Agreement,  all of the
SZIP Delaware  common stock  outstanding  was exchanged for certain newly issued
shares  of Saber  common  stock.  The  merger  was  accounted  for as a  reverse
acquisition in a manner similar to a pooling of interests.

     Saber was  incorporated  in December  1993.  Thereafter,  shares of Saber's
Common Stock were publicly distributed for nominal  consideration  pursuant to a
registration  statement  under the  Securities  Act of 1933.  The purpose was to
create a publicly  owned  "shell"  entity which would be available  for a future
transaction.  To the  knowledge of SZIP  Delaware,  Saber had not  conducted any
business and had no significant  assets or liabilities  prior to the signing and
closing of the Saber Agreement.

     At the time of the Saber  Agreement,  SZIP Delaware had 1,470,000 shares of
Common  stock  outstanding.  At such time,  Saber had 729,200  shares of Class A
Common  Stock  ("Common  Stock")  outstanding.  In  accordance  with  the  Saber
Agreement, Saber issued 1,470,000 shares of its Common Stock in exchange for the
outstanding Common Stock of SZIP Delaware. As a result, Saber then had 2,199,200
shares of Common Stock outstanding. Shortly after the acquisition, Saber changed
its name to  silverzipper.com,  Inc.  (referred  to as the  "Company"),  and its
trading symbol was changed to SZIP. The Company's  common stock is traded on the
Over the Counter Bulletin Board.


The Company's Business Objective

     The Company has identified an  opportunity to provide a branded  e-commerce
delivery  platform to complement its "bricks and mortar" sales, and concurrently
consolidate  within  the  sport   apparel/equipment/accessory  and  active  wear
industry.  The  Company's  plan is to acquire by merger or  purchase  respected,
well-managed  active wear, sport apparel,  sport shoes,  equipment and accessory
companies  that have  established  "brands."  These  recognized  brands  will be
marketed via the  Company's  Internet  web-site  that is being  developed by the
Company  sport  specialties,  (snowboarding,   skateboarding,  surfing,  skiing,
biking,  in-line skating,  rock climbing and mountain  climbing) while targeting
the markets of generation "X" and generation "Y."

     The  executive  offices of the  Company  are located at 81 Holly Hill Lane,
Greenwich, Connecticut 06830, and its telephone number is 203-661-5959.

Acquisition of GreekCentral.com, Inc.

     On March 2, 2000,  the  Company,  Silverzipper  Internet,  Inc.,  a Florida
corporation   ("Silverzipper   Internet"),   a  wholly  owned   subsidiary   and
GreekCentral.com, Inc., a Florida corporation ("GreekCentral.com"), entered into
an Asset Purchase Agreement and consummated the acquisition of substantially all
of the assets of  GreekCentral.com by Silverzipper  Internet.  The primary asset
acquired by Silvezipper Internet was the GreekCentral.com website, including the
URL and related intellectual property.

     The  GreekCentral.com  website is a  well-recognized  online  community and
portal for college life.  With a focus on fraternity  and sorority  affiliation,
GreekCentral.com   provides  news,  music,   games,   academics,   shopping  and
interaction.  The  Company  believes  that by  focusing  on a niche  target with
grassroots marketing efforts, it has effectively penetrated this audience. These
efforts maintain the loyalty of users, as evidenced by GreekCentral's  long user
session  lengths  and  high  repeat  traffic.   The  Company  plans  to  operate
GreekCentral.com  in its current form, and take advantage of joint marketing and
traffic driving  opportunities  for the  GreekCentral.com  and  silverzipper.com
websites.  In  addition,  the team from  GreekCentral  will be  responsible  for
building,  maintaining  and  marketing  the  silverzipper.com  website  which is
scheduled   to   launch   in  the  Fall  of  2000  and  can  be   previewed   at
www.silverzipper.com.

     The purchase  price of the assets  purchased by  Silverzipper  Internet was
550,000  shares of  restricted  common  stock of  silverzipper,  which shares of
common stock were delivered to GreekCentral.com at the March 2, 2000 closing and
the  assumption  of  $3,000,000  in debt.  The  purchase  price was subject to a
working  capital  determination  based on a specific  formula.  There was not an
adjustment  made to the purchase price at the closing due to the working capital
determination.  The purchase price also provides  GreekCentral.com  a protective
feature  which  guarantees  a $5.00 per share value of the  silverzipper  common
stock provided as consideration for the GreekCentral.com  assets when the common
stock becomes freely tradable either by a valid registration of the common stock
or via Rule 144 of the  Securities  Act of 1933,  as  amended.  In the event the
market value of the silverzipper common stock is not $5.00 on the day the common
stock is available for resale,  then silverzipper  shall issue additional shares
of common stock which are necessary to make up any shortfall to the then holders
of the common stock.

Acquisition of Serac

     On  or  about  March  21,  2000,  the  Company   acquired,   through  Serac
Acquisition,  Ltd., a wholly owned  subsidiary,  all of the outstanding  capital
stock of Serac Sports, Ltd. ("Serac"), an Alberta, Canada corporation,  pursuant
to an  Arrangement  Agreement  dated as of December  30,  1999.  Serac is a well
regarded skiing and outdoor clothing company based in Calgary,  Alberta, Canada,
with the majority of its sales in the United States. Serac's early product focus
was ski apparel. Product diversification resulted in the introduction of cycling
and running "cross-training apparel." Serac now designs, sources and distributes
outdoor  apparel and  accessories  for major  growth  sports  markets  currently
serving the recreational outdoor and ski/snowboard markets in North America from
its Greenwich,  Connecticut and Calgary,  Alberta locations. In addition,  Serac
has introduced  its products into Europe  through a distribution  agreement with
Elho Munich. Serac is a licensee of the W.L. Gore Company and currently supplies
apparel  using Gore  fabrics to ski resorts and other  industries  across  North
America.

     The purchase price for the Serac capital stock acquired by  silverzipper is
the  sum of  $3,000,000  consisting  of  $400,000  in  cash  and  $2,600,000  in
silverzipper common stock valued, in accordance with the Arrangement  Agreement,
at $4.17 per share. By the terms of the Arrangement Agreement,  the common stock
is not transferable  before March 1, 2001 and additional  restrictions may apply
to persons who are "affiliates" of Serac. In addition, silverzipper will have to
provide  funding for the  payment of certain  loans due to former  officers  and
directors of Serac in the aggregate amount of approximately $300,000. As part of
the closing,  the Company  became  obligated for the payment due by Serac to its
commercial factor.  The Company believes that Serac's  receivables and inventory
are sufficient to cover that liability.

The Sportswear Market

     According to the  National  Sporting  Goods  Association  (NSGA),  sales of
sporting apparel, equipment and accessories totaled $45 billion in 1999. This is
significantly  larger than the total U.S. market for either toys or books. While
the total  sporting  goods  category  is growing at a rate of 6%  annually,  the
Internet segment is growing at a robust pace.  Forrester Research estimates U.S.
sporting  goods online will grow at an annual growth rate of 91% to $4.2 billion
in 2004, and JP Morgan predicts global online sales of $38.2 billion by 2009.

     Participatory  sports  are  close to the  hearts  of  Generation  "i." (the
"Internet  Generation").  These  sports are  perceived  as an  authentic  way to
communicate with this savvy segment in a language they call their own. Few other
categories have this direct access to the Generation "i" lifestyle.

     Significantly  for the  Company,  sporting  apparel has  crossed  over into
casual,  street and even business wear.  Snowboard  apparel is growing at a much
higher rate than snowboard equipment, due to a strong street appeal to the look.
The  snowboard  look has easily  translated  into  streetwear.  This exposes the
Company to not only participants in the sports we feature,  but those who aspire
to the fashion or look of the  performance  apparel.  This expands the Company's
business potential beyond sporting products to all products  associated with the
Generation "i" lifestyle.

The Internet

     The  Internet  is an  increasingly  significant  medium for  communication,
information and commerce.  This provides opportunity for the properly positioned
company with a branded e-commerce platform.

The Target Market:  Generation "i"

     The  combination of  Generations  "X" and "Y" have been dubbed the Internet
Generation  or  Generation  "i," to reflect the way the Internet has  completely
transformed our society,  economy,  and this demographic group's leadership role
in that shift.

The Medium:  The Web

     International  Data  Corporation  estimates  that there were 97 million Web
users  worldwide  at the end of 1998 and  anticipates  this  number will grow to
approximately 320 million users by the end of 2002.  Forrester Research predicts
these online users will generate $100 billion of e-commerce by 2003.

     The unique  characteristics  of the Internet provide a number of advantages
for online  retailers as they have the ability to  "display" a larger  number of
products than traditional  store-based or catalog  retailers at a lower cost. In
addition,  online  retailers  are  able  to  frequently  adjust  their  featured
selections,  editorial  content,  shopping  interfaces  and  pricing,  providing
significant  merchandising  flexibility.   Perhaps  most  important,   web-based
retailers  have the ability to reach  targeted  audiences  across the globe with
communication and offerings catering to their specific interests,  thus offering
mass customization.

     Sports   apparel,   shoes,   equipment  and  accessory   demographics   are
particularly  ideal for online  distribution.  According to a study conducted by
the Leisure  Trends Group and reported in the Denver Post, 80% of all skiers and
snowboarders  were  online by the end of 1998.  The same  study  shows  that the
Internet is second only to brochures as a means of  delivering  ski vacation and
resort  information to skiers and  snowboarders.  For the Generation "X" and "Y"
dominated  snowboard market,  the Internet is already a principal medium: 95% of
all U.S. college students are estimated to be on the Internet.

The Channel:  Direct
     "The Company believes that the real winners on the `Net will be firms
that sell their own products directly to consumers."

     The Internet is helping transform the distribution channel for the products
we buy. It is propelling a direct revolution that is removing the middlemen from
the supply chain and  empowering  the  end-user.  Buyers are now  equipped  with
product information and the ability to compare offerings easily, which have made
them smarter consumers.

     Companies have become more in touch with their consumers,  and offer better
value by going  direct.  However,  not every  company can go direct to consumers
without alienating the traditional distribution channel.

     By having a diversified brand portfolio, and unique brands for each channel
of  distribution,  silverzipper.com  is  positioned  to maintain our core retail
relationships  while offering our consumers  authenticity  and the advantages of
direct sales.

Growth Strategy

     The Company's  strategy is to create an interactive  online retailing model
for  selling  branded  niche-sports  apparel,  shoes,  equipment,   and  related
life-style  accessories  featuring  sportswear brands which it plans to acquire.
The  Company  will  attempt  to  "re-tool"  this  model  to  create  a  branded,
destination site or "vortal"  (vertical portal) based on the sport and lifestyle
for each  acquired  niche  sports  group,  or groups who share  target  audience
demographics such as mountain biking,  snowboarding,  skateboarding and surfing.
The Company  intends to purchase well regarded,  authentic  niche sports related
apparel, shoe, equipment and accessory brands, eliminating the redundant support
activities  such as  distribution,  purchasing  and  financing  and market their
products through various Internet websites.

     The Company is convinced  that the real winners on the Internet will be the
firms that sell their own  products  directly to the consumer and not those that
become  yet  another  link in the  distribution  chain.  The  Company's  overall
objective  is to  maintain  a premiere  brand in  authentic  sporting  lifestyle
related  products,  while  emphasizing  the  consumer  benefits  of  our  direct
distribution.

     The key  differentiator  that  silverzipper.com  has is being able to offer
value for money, and being directly in touch with our consumers.  Relying merely
on price  differentiation  will not build a strong brand. With that in mind, the
Company has created a compelling destination and online community. By owning and
leveraging  our  proprietary  brands,  the Company will be perceived as having a
deeper  understanding  of the consumers'  view.  We're not just business people,
we're team riders,  designers and vertical  lifestyle  enthusiasts.  Our website
design team is edgy and irreverent, they live the lifestyle we're targeting. The
Company's site and marketing efforts leverage this authenticity.

     Fully  encompassing  the  lifestyle  associated  with  Generation  "i"  and
sporting apparel and goods, the Company's website has  sports-lifestyle  related
content  presented  with a tone of sarcasm and wit,  combined with  interaction,
animation  and  graphics.  The  direct  link the  consumer  has to the brands is
highlighted,  offering added value, quality, and authenticity.  silverzipper.com
is the cool place that directly  links the consumer with the brands'  designers,
founders and team riders.

     This content is seamlessly  integrated  into the site's product  sales,  in
order to drive purchases.

     The  Company's  website,  silverzipper.com,  is scheduled to launch in Fall
2000. It is currently available for preview at: www.silverzipper.com

Product Lines

         Robern

     The Company  acquired all of the outstanding  capital stock of Robern on or
about July 1, 1999,  the business of which was  established  in 1982,  and which
designs and  distributes  snowboard and ski clothing  (Drift(R) and Ski Gear(R))
and active wear apparel. Robern offers a complete collection of "sport-specific"
active apparel. With a focus on its ski heritage and "mountain roots",  Robern's
designs  combine  technical and functional  features with an eye toward fashion.
Robern products include the following:


         Drift(R) Boardwear

     This  clothing  line was  introduced  in 1992 as an  extension  of Robern's
traditional  "alpine"  skiwear  business.  While alpine wear has relatively slow
growth,  snowboarding is expanding  rapidly.  The  overwhelming  majority of new
participants  on the  slopes  are  young  (14-25  years  old) and  snowboarding.
Drift(R) has very quickly become a presence  within the  snowboarding  industry.
Drift(R) designs,  manufactures, and markets several tiers of technical clothing
for male and female  customers  of all ages.  Drift(R)  has  relationships  with
independent designers for forecasting and styling, twenty-plus "team riders" for
technical  input  and  support,  and  management's  eighteen  years  of  skiwear
manufacturing ability results in product that is in fashion.

     Since its inception,  Drift(R) has grown through  controlled  distribution.
Drift(R) currently sells to approximately 300 dealers,  representing 1,500-1,800
outlets nationally.  Distribution is limited to board-specific retailers, select
sporting goods stores and fashion retailers.  Due to the multi-tiered  nature of
its product  offerings,  Drift(R) products are sold to fashion retailers such as
Urban Outfitters in Pennsylvania  and Pacific Sunwear in California,  as well as
specialty  snowboard  retailers such as Bavarian  Village in Illinois and Blades
and Boards in New York. The highest growth in Drift(R)'s  account  structure has
come  from  those  retailers  who have  developed  on-line  businesses,  such as
"Delias" in New York, "The House" in Minnesota, and "Cold Fusion" in California.

         Ski Gear(R) Skiwear

     Robern's skiwear  products include basic ski bibs,  insulated ski pants and
jackets  which are basic,  non-high  fashion  categories  for many  discount and
sporting  goods chain stores under  various  brand names  including Ski Gear(R).
Principal  accounts for these products  include Walmart,  The Sports  Authority,
Burlington Coat Factory and Academy.

     Robern's  relationship with retailers and manufacturers  allows the Company
to develop  product as specified by the customer.  Major  retailers  such as The
Sports Authority,  Wal-Mart,  Burlington Coat Factory,  Academy, Dick's Sporting
Goods and Pacific  Sunwear use this program to retail  clothing and  accessories
under their own brands.

         Serac

     The Serac product line consists of high quality,  technical and  functional
offerings.   Serac's   outerwear  serves  cold  weather  needs  of  the  outdoor
enthusiast.  The  product  design  group  use  leading  edge  fabrics  including
"Gore-Tex",  careful placement of ventilation controls and layering systems. Its
ski and snowboard  line focuses on "classical  design"  incorporating  technical
features. Rather then rely on the need to be flashy, this blend of tradition and
high tech is what creates the products popularity.

     Serac products include the following:

     Serac(R) Outerwear/Mountaineering

     Serac's outerwear serves cold weather needs of the outdoor enthusiast.  The
product  design  group use leading edge fabrics  including  "Gore-Tex",  careful
placement of ventilation controls and layering systems.

     Serac(R) Outerwear/Ski/Snowboard

     The focus is on "classical design" incorporating technical features. Rather
then rely on the need to be  flashy,  this blend of  tradition  and high tech is
what creates to products popularity.

     Serac(R) Sleeping Bags

     Serac  has  developed  a state of the art line of  synthetic  and down bags
which  incorporate  point  of  purchase  packaging  as  well as  several  design
features.  This line should enable Serac to generate counter  seasonal  revenues
while taking advantage of its core "cold weather" expertise.

     Serac(R) Back Packs

     Serac  offers a limited  line of  backpacks.  This line  creates both brand
awareness and extension by appealing to the youth/student markets as well as the
user markets of ski, outdoor and trekking apparel.


Internet Marketing

     The  Company's  strategy  is to create  silverzipper.com  as an  e-commerce
lifestyle brand for the Generation "i" consumer.  Ultimately the Company intends
to transcend  sports  apparel to include  other  product  areas  relevant to the
target  market.  To  achieve  our goal we intend to build  brand  equity for our
online product brands and for the silverzipper.com brand.

     The Company plans to combine  online  vehicles,  traditional  media,  event
sponsorships,  promotions,  and public relations to increase brand awareness for
both the silverzipper.com brand and our product brands.

     silverzipper.com's  anticipated  click and mortar  business model will be a
key asset in developing a cost effective  marketing  campaign that we anticipate
will drive Generation "i" people to our website.

     Using promotional activities,  word-of-mouth networks, magazines, giveaways
and local  activities,  silverzipper.com  will seek to  establish  our brands as
edgy, authentic, and "on the scene."

Grassroots Events and Promotional Activity

     The Company is planning a grass roots marketing campaign directed at target
consumer events to maximize exposure with a minimal expense.  Happenings such as
ESPN's Winter X games,  US Surfing  Championships,  and ASA Pro In-line  Skating
Tour,  provide  potential  avenues for the Company to gain exposure.  We plan to
sponsor  celebrities and events and we anticipate that distributing  promotional
items  for  the   spectators   will  help  create  the  desired   awareness  for
silverzipper.com.

     To keep repeat traffic coming to our site and to encourage new visitors, we
are focusing on our contests and  giveaways.  Currently,  the Company's  preview
website offers a weekly prize drawing for items like Serac ski jackets.

SZIPhead Affiliate Program

     We intend to create a "SZIPhead  Affiliate Program." SZIPheads will receive
a commission on every purchase that they drive to the site.  Using e-mail links,
banners on their websites,  business cards, and  "silverzipper  coins" imprinted
with the SZIPhead's  unique affiliate code, these fans of  silverzipper.com  can
become selling agents for the Company.

Outstanding Collateral Materials

     silverzipper.com  is developing  outstanding  collateral  materials to give
away as  part of the  website  launch  and  ongoing  marketing.  As an  Internet
company, we plan to target a "net-savvy" audience.

Co-Branded Wearable Advertising

     The Company's ability to easily and  cost-effectively  source all varieties
of sporting  apparel allows us to create  silverzipper.com  branded  apparel and
accessories.  Including hats,  backpacks,  t-shirts,  jackets,  and more,  these
"wearable  billboards"  are  giveaways for the  Company's  numerous  promotional
activities and events.

Public Relations

     Management  believes a complete marketing campaign requires a comprehensive
public   relations   objective.   With  the  acquisition  of   GreekCentral.com,
silverzipper.com  gains a team experienced in leveraging both consumer and trade
press.

Sourcing

     The Company presently obtains products from high quality,  lower cost Asian
suppliers.  All goods are  produced  to order,  at a fixed  cost,  on a contract
basis.  The  Company  assumes  no  variable  manufacturing  cost  exposure.  The
following  description  is expected to also apply to  sourcing  for  products of
companies that may be acquired by the Company.

     Currently  the Company uses a small  number of factories  located in China,
Hong Kong,  Macao,  Taiwan  and  Korea.  Communication  is  maintained  with the
factories  by  e-mail,  facsimile  and  telephone.  Each  factory  is visited by
management  twice a year,  and factory  representatives  periodically  visit the
Company's  offices.  In  addition,  the Company  has agents in each  country who
monitor production,  quality control and timely delivery. These agents work on a
fixed, percentage basis.

     Finished  goods are  shipped by  vessel,  in full  containers,  to a public
warehouse  in  California.   All  shipments  from  the  factories  are  made  in
"prepacks",  a carton  containing an  assortment of sizes and colors,  by style,
according  to customer  orders.  Because of this,  as goods are  received at the
warehouse, they are efficiently re-routed to customers.

     Transactions with Asian suppliers are denominated in United States dollars.
Purchase orders with certain  suppliers may contain pricing  adjustment  clauses
that  identify a certain  range of currency  translation  rates.  Currency  rate
fluctuations outside the expected range are identified and the price paid to the
supplier in United  States  dollars is increased or decreased  accordingly.  Any
weakening of the United States dollar in relation to relevant foreign currencies
may  result in  increased  costs to the  Company.  In  addition,  a  significant
weakening  of the  United  States  dollar  could  result in a  refusal  of Asian
suppliers, whose transactions are denominated in United States dollars, to honor
their supply arrangements.  Although no such refusals have occurred in the past,
no assurance can be given that such  refusals will not occur in the future.  The
Company's  arrangements  with its manufacturers and suppliers are subject to the
risks of doing business  abroad,  including  risks  associated  with economic or
political instability, including war and revolution, and those related to import
tariffs, duties and quotas.

     The Company has no long-term agreements with its suppliers for the purchase
of products.  Each purchase order is negotiated separately.  Purchase orders are
placed on an annual basis and are intended to cover the  substantial  portion of
the Company's  requirements  for the forthcoming  selling  season.  Supplemental
orders are placed  during the  selling  season to cover  additional  needs.  The
Company is not committed to purchase and the suppliers are not committed to sell
products beyond those that are the subject of each individual purchase order.


     The  Company  has  continuing  relationships  with  its  suppliers  that it
believes are satisfactory. The Company believes that the number and geographical
diversity  of its  suppliers  will enable it to  continue  to obtain  sufficient
quantity  of  products  in  conformity  with  its  requirements.  However,  if a
significant  number of  suppliers  become  unable or  unwilling  to  continue to
produce apparel or to meet delivery schedules, the Company's operations could be
materially disrupted, especially over the short term.

Seasonality

     The ski wear and  snowboard  wear business is highly  seasonal.  Orders are
placed by  customers  between  January and March.  The  Company  then places its
orders with  suppliers in April.  Shipment by its  suppliers of their  principal
orders begins in August and continues  until  December or later.  Payment to the
Company  commences  in  October  and  continues  into  February  or March of the
following  year.  Because  seasonal  sales result in irregular  cash flows,  the
Company is required to maintain greater short-term  financing  arrangements than
would be necessary if sales were spread more evenly throughout the year.

Sales by Representatives and the Company's Dependence on Major Customers

     The Company now uses manufacturers'  representative organizations in United
States for its  distribution  of Robern  products.  These  representatives  have
exclusive  territories and are prohibited from carrying  competing  lines.  Some
representatives   carry   complimentary   lines,   such  as  ski  and  snowboard
accessories,  gloves,  goggles,  etc.  Compensation  is on a  commission  basis,
ranging from 3% to 7%. The Company's  largest  accounts are handled  directly by
its management.

     During its fiscal year ended  December 31, 1999, the Company (not including
Serac)  had  approximately  400  active  accounts,   teo  of  which  represented
approximately 40% each of total sales volume for such year.

Competition

     The Company's product lines are subject to intense competition. The Company
believes its supplier system,  including  pricing,  and its designs,  brand name
recognition, designs and high quality should permit it to compete effectively.

     Many of the Company's competitors have manufacturing  capacity,  experience
and  financial  resources  that are  greater  than  those of the  Company.  Such
competitors  have the  funding  to develop  consumer  advertising  campaigns  to
stimulate  demand for their brand name  products.  The Company must compete with
numerous  manufacturers  of "moderate"  priced snowboard and "budget" priced ski
wear, although many have lower sales volumes than the Company.  The Company also
competes with  manufacturers of "moderate" and "high end" ski wear. The dominant
companies in the industry include  Columbia,  North Face,  Burton,  Quicksilver,
Patagonia Hilly - Hansen and Marmot.

Trademarks

     The Company has four  trademarks  registered  with the United States Patent
and   Trademark   Office,   namely   Drift(R),   Ski   Gear(R),   Serac(R)   and
GreekCentral.com(R).  There  can be no  assurance  that  any  of  the  Company's
trademarks will be adequately protected against infringement or that the Company
will not be found in some manner to be infringing on another  party's mark,  any
of which could adversely affect the Company's business.

Employees

     The total number of persons (including  executive officers) employed by the
Company as of December 31, 1999 was seven. An additional 13 employees were added
with the  acquisition  of Serac  and  GreekCentral.  None of the  employees  are
covered by a  collective  bargaining  agreement.  Management  believes  that its
relationship with its employees is good.

Credit Facilities

     The Company has an ongoing financing  agreement with a lender providing for
a line of credit (the "Line of Credit").  This is the  Company's  sole source of
working capital debt at this time. Borrowings under the Line of Credit may be by
cash advances,  letters of credit and payment due on  presentation of documents.
Interest is payable on the outstanding  balance at a rate of 3% in excess of the
prime commercial lending rate in effect from time to time. At December 31, 1999,
the lender was owed approximately $1,100,000.

     The borrowings are secured by liens on  substantially  all of the assets of
the Company.  Under the  agreement,  the Company is  prohibited  from selling or
pledging any of its assets without the lender's consent.

     Under the factoring  provisions,  the lender  guarantees the face amount of
certain receivables accepted by it. The Company pays the lender a base factoring
fee of 1.5% on all  receivables.  The lender  assumes  the  credit  risk for the
guaranteed  receivables and the Company retains the collection  risks associated
with customer disputes, claims, returns and any causes other than the customer's
financial  inability to pay. Since lending is asset based,  the amount of credit
is limited by the value  attributed to  orders/inventory  and to the  collateral
available to supplement  the  difference  between the valuation of inventory and
its cost (usually 60%).

     The lender also may  terminate  the Line of Credit on 30 days' notice given
at any time and  immediately  without  notice in the  event of a default  by the
Company of any of its material  obligations.  In the event of such default,  the
lender  would be entitled  to  foreclose  on its liens  covering  the  Company's
assets, which would materially adversely affect the Company's operations and its
ability to continue in business.

     The agreement  restricts the Company,  without the lender's  consent,  from
paying dividends and/or distributions to the stockholders.

     In order to extend  the  ability  of the  Company  to  finance  sales,  the
principal stockholders have arranged for the deposit of certain financial assets
as collateral with the lender and have given certain personal  guarantees.  (See
"Certain  Transactions.") The Company will not be able to substantially increase
sales unless it can substantially  increase the funds available from its lender,
obtain an enlarged credit facilities or restructure operations to provide a more
constant and less seasonal cash flow.


     Item 1. This Form 10-KSB contains forward-looking  statements which involve
risks and uncertainties.  When used herein, the words  "anticipate,"  "believe,"
"estimate,"  and "expect" and similar  expressions as they relate to the Company
or its  management  are  intended to identify  such  forward-looking  statements
within the meaning of Private  Securities  Litigation  Reform Act of 1995. These
statements  are subject to  numerous  risks and  uncertainties  that could cause
actual  results,  performance  and  achievement to differ  materially from those
described or implied in the  forward-looking  statements,  and reported  results
should not be considered an indication of future  performance.  Those  potential
risks and uncertainties include without limitation; the need for us to implement
and execute our internet strategy,  the development of our products and markets,
the development of alternative  products and technologies by third parties,  the
uncertainty of the future  economic  environment,  and the uncertainty of market
acceptance and demand for the Company's products in the future.

     The Company's  actual  results,  performance or  achievements  could differ
materially  from the results  expressed  in or implied by these  forward-looking
statements.


     Item 2.  Description  of  Property : The  Company's  principal  offices and
showroom are located in an  approximately  3,000 square foot leased  premises in
Greenwich, CT at a cost of $75,000 per year expiring on January 31, 2003. Serac,
a wholly owned subsidiary of the Company, leases 900 square feet of office space
in  Greenwich,  CT at an annual  cost to the  Company of $30,000  and this lease
expires on January 31, 2003.


     Item 3. Legal Proceedings

     The Company is not a party to any pending litigation, nor, to its
knowledge, is any litigation threatened.


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

         None.


<PAGE>


                                     PART II

     Item 5.  Market  for  Registrant's  Common  Stock and  Related  Stockholder
Matters

     The Company's Common Stock has been listed on the Over the Counter Bulletin
Board since April 21, 1999.  Until  September  7, 1999,  it was quoted under the
symbol SBCL, and since then, has been quoted under the symbol SZIP.

                                             High               Low
                                                      Bid

         April 21, 1999 to
         June 30, 1999                       $ *                $   *
                                              ---                ----
         July 1, 1999 to
         September 30, 1999                  $ *                $   *
                                              ---                ----

         October 1, 1999 to
         December 31, 1999                   $5.25              $2.25

         *Quotes are unavailable for these periods.

     The closing  price of the  Company's  Common  Stock on the Over the Counter
Bulletin  Board  on  April  6,  2000  was  $3.00  per  share.  The  Company  had
approximately 762 stockholders of record as of such date.

     The Company has not paid cash  dividends  on any shares of its Common Stock
and the  Company's  Board of Directors  intends to continue  this policy for the
foreseeable  future.  In  addition,  the  Company's  agreement  with its  lender
prohibits it from paying any dividends to stockholders.


<PAGE>


     Item 6.  Management's  Discussion  and Analysis of Financial  Condition and
Results of Operations

Background

     On  July  27,  1999,  Saber  Capital,  Inc.  (a  Nevada  corporation)  (the
"Company"),  pursuant to a Stock  Exchange  Agreement,  issued  2,095,000 of its
authorized  and  unissued  shares of common  stock in  exchange  for 100% of the
issued  and  outstanding  common  stock of  silverzipper.com,  Inc.,  a Delaware
corporation  ("silverzipper  Delaware").  On  August  30,  1999,  the  Board  of
Directors  of the Company  amended its Articles of  Incorporation  to change the
name  of  the  Company  to   silverzipper.com,   Inc.  (a  Nevada  corporation).
silverzipper  Delaware was  organized in 1998 by the principal  shareholders  of
Robern  Skiwear,  Inc.  ("Robern")  for the purpose of acquiring  branded  sport
apparel and  accessory  companies  and to market their  products  online via the
Internet.  Robern designs and markets snowboard  clothing,  skiwear ("Drift" and
"Ski Gear"),  and active wear apparel.  Effective July 1, 1999,  Robern became a
wholly-owned subsidiary of silverzipper Delaware.

     For  purposes  of these  financial  statements,  the Company and its wholly
owned  subsidiaries,  silverzipper  Delaware  and Robern,  are  combined for all
periods.

Fiscal Year 1999 as Compared to Fiscal Year 1998

     Net sales for the year ended December 31, 1999 were  $5,564,000 as compared
with net sales of $6,689,000  for the year ended  December 31, 1998, an decrease
of  $1,125,000,  or 17%.  The  decrease  in net sales was  primarily  due to the
unseasonably  warm  weather  conditions   throughout  the  country.   Given  the
demographics  of  the  end-user  of  the  Company's  products,   management  has
determined  that a shift  from its  traditional  selling  focus  to an  internet
retailing model will significantly  enhance its growth  opportunities.  Further,
management  believes  that by  diversifying  through  the  acquisition  of other
companies  in  the  sports  apparel  and  accessories  business  will  serve  to
"weather-proof" the Company.

     Cost of sales in 1999 was  $379,000,  or 79% of sales as compared with cost
of sales in 1998 of  $4,979,000  (74% of sales).  This was due  primarily to the
stronger  demand of its lower  margin "Ski Gear"  product line versus its higher
margin "Drift" line.

     Operating expenses during the 1999 period were $3,022,000 (54% of sales) as
compared with operating  expenses of $2,388,000  during 1998 (36% of sales),  an
increase  of  $635,000.   During  1999,  the  Company   incurred   organization,
development and overhead expenses consisting primarily of payroll and legal fees
incurred to assemble an experienced  senior management team,  identify candidate
companies which fit the criteria for its consolidation  strategy,  and exploring
strategic  alliances for its internet strategy and website  development.  During
the year ended  December 31,  1999,  the Company  incurred  costs of $236,000 in
development costs for its website.  for an anticipated  launch during the second
quarter of 2000.

     Interest  expense for year ended December 31, 1999 was $490,000 as compared
with interest expense of $717,000 for 1998, a decrease of $227,000. The decrease
was due primarily to the Company's  ability to effect a private placement of its
common stock which allowed it to place less reliance on its  commercial  lender.
In  addition,  during  1998,  the  Company  raised  through a private  placement
$1,000,000  of 10%  unsecured  promissory  notes to  finance  its  developmental
activities.  As of August 31, 1999, pursuant to an exchange offer, holders of an
aggregate  $950,000 of notes payable  exchanged their notes for consideration of
380,000  shares of common  stock of the  Company  and  warrants  to  purchase an
additional  380,000  shares at an  exercise  price of $2.50 per share.  Further,
stockholders of the Company's  Robern  Skiwear,  Inc.  subsidiary  exchanged for
$1,814,018 of 8% loans  outstanding  at June 30, 1999 into 400,000 shares of the
common stock of the Company.  These factors should  positively  impact  interest
expense in future periods.

     The net loss for year ended  December  31, 1999 was  $3,171,000  ($1.03 per
share),  compared with a loss of $1,395,000  ($.49 per share) for the year ended
December 31, 1998, due to the factors described above.

Fiscal Year 1998 as Compared to Fiscal Year 1997

     Net sales for the year ended December 31, 1998 were  $6,689,000 as compared
with net sales of $8,526,000 for the year ended December 31, 1997, a decrease of
$1,837,000, or 22%. The decrease in net sales was primarily due to the Company's
shift in distribution  from an emphasis on sport chain stores to specialty board
shops  for the  "Drift"  snowboard  line as well as  unseasonably  warm  weather
conditions throughout the country.

     Cost of sales in 1998 was $4,979,000,  or 74% of sales,  compared with cost
of sales in 1997 of $5,930,000 (70% of sales).  The increase of cost of sales as
a percentage of sales is due to the proportionate increase in sales of the lower
margin "Ski Gear" product line as compared to the higher margin "Drift" line.

     Operating  expenses  during 1998 were $2,388,000 (36% of sales) as compared
with operating expenses of $1,921,000 during 1997 (23% of sales), an increase of
$467,000.  This  increase is due  primarily  to American  Sports  Group,  Inc.'s
organization,   development  and  overhead  expenses  totaling  $797,000.  These
expenses  consisted  primarily of payroll and legal fees incurred to assemble an
experienced senior management team,  identify candidate  companies which fit the
criteria for its consolidation  strategy,  and exploring strategic alliances for
its internet  strategy.  These  expenses were  partially  offset by decreases in
expenses  realized as a result of the current year's revenue decrease along with
the reallocation of certain overhead costs to American Sports Group.

     Net interest  expense for the year ended  December 31, 1998 was $717,000 as
compared with net interest  expense of $659,000 for the year ended  December 31,
1997, an increase of $58,000.  During 1998, the Company raised through a private
placement   $1,000,000  of  10%  unsecured   promissory  notes  to  finance  the
developmental  activities  of ASG.  Interest  expense on this  borrowing in 1998
aggregated $73,000.

     Net loss was for the year ended December 31, 1998 was $1,395,000  ($.49 per
share),  compared with a profit of $16,000 for the year ended  December 31, 1997
($.01 per share) due to the factors described above.

Liquidity and Capital Resources

     The Company has  historically  suffered from a shortage of working capital.
In addition to  conducting  its  operations  with funds  provided by  commercial
lenders,  the Company was required to pay notes related to its  acquisition  and
relied  on  loans  made by the  stockholders  and  collateral  deposited  by the
stockholders.

     At December  31,  1999,  the  Company  had a deficit in working  capital of
$1,687,000.  In addition, at December 31, 1999, the Company had a deficit in net
worth of $1,634,000,  indicating a continuing  requirement for equity financing.
The Company is dependent  on a line of credit from its  commercial  lender.  The
line of credit is asset based and, accordingly,  is limited, requiring principal
stockholder guarantees and  collateralization.  The line of credit is secured by
substantially  all of the assets of the  Company and is  terminable  on 30 days'
notice.   The  principal   stockholders   and  their   affiliates  have  pledged
approximately $1,300,000 in collateral with the Company's lender.

     During 1999,  pursuant to a Confidential  Offering Memorandum dated July 1,
1999,  the Company  issued  380,000  shares of common stock to investors for net
proceeds  after  offering  expenses  aggregating  approximately  $1,348,000.  In
addition,  the Company  issued  225,000  shares to  investors  who had  advanced
$400,000 to silverzipper  Delaware in April and May, 1999.  These investors also
received  $75,000 of  promissory  notes bearing  interest at 10% per annum,  due
October 31, 1999. Of this amount, $37,500 was repaid, with the remaining $37,500
due upon demand.

     During 1998, the Company raised  $1,000,000  through a private  offering of
its 10%  promissory  notes (the  "Notes").  The  proceeds  were used to fund the
development  expenses of the Company,  which consisted  primarily of payroll and
legal fees incurred to assemble a management team,  identify candidate companies
which fit the criteria for its consolidation  strategy,  and exploring strategic
alliances for its internet strategy.  Pursuant to the terms of the offering, the
Notes bore interest at the rate of 10% per annum,  payable  quarterly,  and were
due at the earlier of the closing of an initial public offering of the Company's
securities, or December 31, 1999. As of August 31, 1999, pursuant to an exchange
offer,  holders of an aggregate  of $950,000 of notes  payable  exchanged  their
notes for  consideration  of 380,000  shares of common  stock of the Company and
warrants to purchase an additional 380,000 shares of common stock at an exercise
price of $2.50 per share.

     The Company is highly dependent upon an equity infusion in order to achieve
its  goals of  industry  consolidation,  forging  strategic  alliances  with key
e-commerce  companies  and  executing  is  marketing  strategy.  There can be no
assurance of obtaining substantial  additional equity financing.  In the absence
additional equity and/or debt financing, the Company can maintain, and/or expand
sales only by obtaining improved payment terms from the Company's  suppliers and
customers. There is no assurance such effort would be successful and if the same
is  successful,  may well carry  with them  additional  expenses  in the form of
higher  supplier  prices and larger  customer  discounts,  which would adversely
affect profitability.


     Item 7. Financial Statements

     The Financial  Statements and Notes thereto are set forth beginning at page
F-1 [?] of this Report.


     Item 8. Changes In and  Disagreements  with  Accountants  on Accounting and
Financial Disclosures

     The Company did not engage Smith & Company as its  independent  accountants
for its audit for the year ended December 31, 1999. During the past three years,
Smith & Company  did not issue a report on the  Company's  financial  statements
that either  contained  an adverse  opinion or a disclaimer  of opinion,  or was
qualified or modified as to uncertainty, audit scope or accounting principles.

     During the period of its engagement there were no disagreements between the
Company and Smith & Company on any matter of accounting principles or practices,
financial  statement  disclosure,   or  auditing  scope  and  procedure,   which
disagreement, if not resolved to the satisfaction of Smith & Company, would have
caused them to make  reference  to the  subject  matter of the  disagreement  in
connection with its opinion.

                                    PART III

     Item 9. Directors and Executive Officers

Directors, Executive Officers and Key Employees

     The following table sets forth certain information concerning each of
the current executive officers,  directors and key employees of the Company. The
Company's  directors and officers are elected to serve in such capacities  until
the  earlier to occur of the  election  and  qualification  of their  respective
successors  or until their  respective  deaths,  resignations  or removals.  The
Company has not paid any compensation to any person for serving as a director.
<TABLE>
<S>                                 <C>              <C>

Name                                Age(1)           Positions
--------------------------------------------------------------------------------------------
Paul E. Palmeri                     53               Chairman, CEO and Acting Chief
                                                     Financial Officer

Richard Bernstein                   45               Vice President, Secretary and Director
</TABLE>

     In addition to the above,  the  Company's  key  employees  include  William
McCabe,  who is  responsible  for the  Company's  "brick  and  mortar"  sales of
products,  and Adam P. Runsdorf,  who is responsible for the Company's  internet
sales operations.


Paul E. Palmeri

     Mr.  Palmeri has been a chairman of the Company since August,  1999 and has
over 25 years experience in the design,  production, and sales of apparel. Prior
to joining the Company, Mr. Palmeri was a principle of Robern Skiwear, a company
that he acquired in 1988 and in 1991, completed an initial public offering. From
1985 to 1988,  Mr.  Palmeri  traded  futures  and options on futures for his own
account on the floor of the New York Mercantile Exchange.  Mr. Palmeri is also a
Certified  Public  Accountant  and has a Bachelor of Science  degree in Business
Administration from the University of Dayton.

Richard Bernstein

     Mr. Bernstein has been an officer and director of the Company since August,
1999.  Mr.  Bernstein was the Vice  President of Sales of Robern  Skiwear,  Inc.
since May 1989, and was responsible for sales, customer relations,  distribution
and management  information  services.  From 1983 to 1989,  Mr.  Bernstein was a
sales manager for Robern International,  a predecessor of Robern Skiwear,  Inc.,
and  was  responsible  for  sales,   distribution   and  United  States  Customs
compliance.  Mr.  Bernstein  received a Bachelor of Science  degree in Molecular
Biology from the University of Colorado.

William McCabe

     Mr. McCabe has been an employee of the Company since March,  2000. Prior to
joining the Company,  he was the President of Serac Sports,  Ltd. Mr. McCabe has
more than 25 years of  experience in the areas of design,  product  sourcing and
manufacturing  and has been with the Company since March 2000.  Mr. McCabe was a
principal with Arthur Kahn Textiles, Difini Golf, Tsunami Sportswear and Sun Ice
Limited. He also founded the technical outerwear division of Sport Haley Golf.

Adam P. Runsdorf

     Mr.  Runsdorf has been with the Company since March 2000.  Adam Runsdorf is
responsible  for  guiding  silverzipper.com's   Internet  strategy  and  website
development.  This includes spearheading the Company's  acquisitions of Internet
brands,  content  sites and vortals.  Mr.  Runsdorf is a member of the Company's
Board of Directors.  Mr.  Runsdorf was the founder of  GreekCentral.com  and has
been actively  involved in the college  market and the startup,  management  and
growth  of  several  businesses  in the  past  ten  years.  Prior  to the  web's
emergence,  Mr. Runsdorf was the founder,  owner and president of Greek Central,
Inc.,  a national  retail and  mail-order  company  specializing  in the sale of
collegiate  fraternity and sorority regalia until its sale in 1992. Mr. Runsdorf
is  currently  involved as a principal  in several  Internet  business  ventures
including Box of Brands, Inc. and Biogen Natural Health Maintenance Company. Mr.
Runsdorf  attended  Rutgers  College  and  received a Bachelor of Arts degree in
Economics.

     Item 10. Executive Compensation

     The  following  table sets forth  certain  information  with respect to the
annual compensation of the Company's officers for three years ended December 31,
1999:

                           Summary Compensation Table
<TABLE>
<S>                            <C>           <C>           <C>               <C>               <C>

    Name of Individual                                                       Stock             Long-Term
  and Principal Position       Year          Salary        Bonus          Compensation       Compensation
---------------------------- ---------- ------------- ---------------- ------------------- ------------------

Paul E. Palmeri              1999             94,231           -                     -                   -
Chairman and CEO             1998            165,000           -                     -                   -
                             1997            227,000           -                     -                   -

Richard Bernstein            1999             41,346           -                     -                   -
Vice President and           1998            165,000           -                     -                   -
Secretary                    1997            227,000           -                     -                   -

Frank Lipiro                 1999            134,423           -                     -                   -
President                    1998            160,000           -                     -                   -
                             1997                  -           -                     -                   -
</TABLE>


     **See "Principal  Stockholders" for information on an option granted to Mr.
Palmeri.

Limited Liability of Directors and Executive Officers

     The Certificate of  Incorporation  of the Company provides that the Company
shall indemnify to the fullest extent permitted by Nevada law any person whom it
may indemnify  thereunder,  which includes  directors,  officers,  employees and
agents of the Company.  Such indemnification  (other than as ordered by a court)
shall be made by the Company only upon a determination  that  indemnification is
proper in the circumstances  because the individual met the applicable  standard
of  conduct.  Advances  for  such  indemnification  may  be  made  pending  such
determination.  In addition,  the Certificate of Incorporation  provides for the
elimination,  to the extent  permitted  by Nevada law, of personal  liability of
directors to the Company and its stockholders for monetary damages for breach of
fiduciary duty as directors.

     Insofar as  indemnification  for liabilities may be permitted to directors,
officers  and  controlling  persons of the  Company  pursuant  to the  foregoing
provisions,  or  otherwise,  the Company has been advised that in the opinion of
the Securities and Exchange  Commission such  indemnification  is against public
policy as expressed in the Act and is,  therefore,  unenforceable.  In the event
that a claim  for  indemnification  against  such  liabilities  (other  than the
payment by the  Company of expenses  incurred or paid by a director,  officer of
controlling person of the Company in the successful defense of any action,  suit
or proceeding) is asserted by such  director,  officer or controlling  person in
connection with the securities being  registered,  the Company,  will, unless in
the opinion of its counsel the matter has been settled by controlling precedent,
submit to a court of  appropriate  jurisdiction  the  question  of whether  such
indemnification  by it is against  public  policy,  as expressed in the Act, and
will be governed by the final adjudication of such issue.

Incentive Stock Option Plan

     The Board of Directors  adopted the 1999 Incentive  Stock Option Plan under
Section  422 of the  Internal  Revenue  Code,  which  was then  approved  by the
stockholders.  A total of 500,000 shares were  authorized to be issued under the
1999 Plan. The 1999 Plan expires in 2009 and no additional options may be issued
after such date.

     The following summary provides a description of the significant  provisions
of the 1999 Plan.  Such summary is qualified in its entirety by reference to the
full text of the 1999 Plan.

     Eligibility  to participate in the 1999 Plan is limited to employees of the
Company  and its  subsidiaries.  The term of an option will not exceed 10 years.
Options  will  not be  transferable  except  upon  death  and,  in  such  event,
transferability  will  be  effected  by  will  or by the  laws  of  descent  and
distribution.

     Options which are granted by the Board of Directors under the 1999 Plan are
subject to the  following  limitations:  (i)  options may not be granted at less
than 100% of fair market  value at the time of grant,  (ii)  options  granted to
employees who own more than 10% of the Company's  outstanding  Common Stock will
be  granted  at not less than 110% of the fair  market  value for a term of five
years,  and (iii)  the  aggregate  market  value of the  Common  Stock for which
options are exercisable  during any calendar year by an individual is limited to
$100,000.

     No  disposition  of Common Stock received upon exercise of options shall be
made  within  two (2) years  from the date of grant of the option nor within one
(1) year after the exercise.

     The 1999 Plan  provides  that the payment of the exercise  price of options
shall be in cash or in shares of the Company's Common Stock of equivalent value.

     An option granted under the 1999 Plan may not be exercised  unless,  at the
time of exercise,  the optionee is then in the  Company's  employ (with  certain
exceptions)  and has  completed  at  least  twelve  (12)  months  of  continuous
employment with the Company from the date of grant of the option.

     In the event of any future  recapitalization,  reorganization,  split-up or
consolidation  of  shares,  the  number of shares and  exercise  price  shall be
proportionately adjusted.


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

     The following sets forth,  as of April 10, 2000, the ownership with respect
to each  person  known to own  beneficially  more  than 5% of the  Common  Stock
outstanding as of the date of this Memorandum, and the officers and directors of
the Company, individually and as a group.


<PAGE>
<TABLE>
<S>                                 <C>                                      <C>



Name and Address of                 Number of Shares                         Percent   of Outstanding
Beneficial Owner                    Beneficially Owned                       Common Stock

Paul E. Palmeri (1)
145 Turtle Back Road
New Canaan, CT 06840                       850,000                              15.4%

Richard Bernstein
166 Whitney Lane
Richborough, PA 18954                      490,000                               8.9%

Stanton Bernstein
10405 Canoe Brook Circle
Boca Raton, FL  33498                      400,000                              7.3%

All Officers and Directors
as a group (2 persons)                          1,340,000                                 24.3%
------------------------------
</TABLE>

     (1) Does not  reflect  on option  granted to Paul E.  Palmeri  to  purchase
350,000 shares of Common Stock at $.10 per share which shall become  exercisable
upon the occurrence of any one or more of the following:  if the market price of
the Common  Stock for thirty  consecutive  trading  days  exceeds  two times the
offering  price;  the  sale of all or  substantially  all of the  assets  of the
Company or a change in control of the  Company.  Also does not reflect an option
granted to Paul E. Palmeri to purchase  300,000  shares of Common Stock at $5.00
per share exercisable 100,000 shares in 2001, 100,000 shares in 2002 and 100,000
shares  in  2003,  or upon  the  merger  of the  Company  in which it is not the
survivor or the sale by the Company of substantially all of its assets.


     Item 12. Certain Relationships and Related Transactions

     Paul E. Palmeri and Richard Bernstein (the "Principal  Stockholders")  have
personally  guaranteed  the  indebtedness  to the  Company's  lender,  and  have
deposited varying amounts of collateral with such lender,  including  collateral
belonging to Stanton  Bernstein,  the father of Richard Bernstein (the aggregate
amount of which is now approximately $1,350,000).  Neither Principal Stockholder
has been compensated as such for such guarantees or deposits.

     Following  the  formation of the Company,  the  following  shares of Common
Stock were issued for $.001 per share to the following persons:  in exchange for
their interests in Robern and /or SZIP-Delaware: Paul E. Palmeri, 225,000 shares
and Richard Bernstein, 225,000 shares. See "Principal Stockholders."

     The  Principal  Stockholders  had loaned  funds to the Company from time to
time on an unsecured  basis,  with 8% per annum demand notes, to meet certain of
the Company's cash flow  requirements,  and such loans aggregated  approximately
$1,814,000 at July 1, 1999. The Principal  Stockholders then assigned such loans
to Stanton Bernstein,  in satisfaction of the loans made by him to the Principal
Stockholders.  Stanton Bernstein then exchanged such loans for 400,000 shares of
Common Stock. See "Principal Stockholders."


     Item 13. Exhibits and Reports on Form 8-K

     (a) The  exhibits  required to be filed as part of this  Annual  Report are
listed below.
<TABLE>
         <S>               <C>

         Exhibit No.       Description


         1                 Arrangement Agreement by and among silverzipper, Serac
                           Acquisition, Ltd., and Serac Sports, Ltd. dated December 30, 1999
         2                 Asset Purchase Agreement dated March 2, 2000
         4.1               Form of Crisafulli Warrant
         10.1              McCabe Employment Agreement dated March 15, 2000
         10.2              Crisafulli Consulting Agreement dated March 15, 2000
         10.3              Employment Agreement of Brett Jaffy dated March 2, 2000
         10.4              Employment Agreement of Adam P. Runsdorf dated March 2, 2000
         10.5              Employment Agreement of Paul E. Palmeri dated March 1,
         10.6              Non-Qualified Stock Option Agreement of Paul E. Palmeri
                           dated August 1, 1999
</TABLE>

     (b) Reports on Form 8-K

                1. On August 6, 1999, the Company filed Form 8-K reporting the
                   acquisition of  silverzipper.com,  Inc., a Delaware
                   corporation.
                2. On August 9, 1999, the Company filed Form 8-K/A amending
                   certain typographical errors contained on Form 8-K filed
                   August 6, 1999.
                3. On October 6, 1999,  the Company  filed Form 8-K/A (Amendment
                   No. 2) furnishing  the financial  information  required on
                   Item 7 to Form 8-K filed August 6, 1999.




<PAGE>





                                   SIGNATURES

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

                                    silverzipper.com, Inc.


                                    By: /s/ Paul E. Palmeri
                                        -------------------
                                        Paul E. Palmeri
                                        Chief Executive Officer
                                        Chief Financial Officer
Date:  April 13, 2000


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

Date:  April 13, 2000               By: /s/ Paul E. Palmeri
                                        -------------------
                                        Paul E. Palmeri
                                        Chairman of the Board of Directors

Date: April 13, 2000                By: /s/ Richard Bernstein
                                        ---------------------
                                        Richard Bernstein
                                        Director


                     silverzipper.com, Inc. and Subsidiaries
                         (formerly Saber Capital, Inc.)

                                      Index
<TABLE>
<S>                                                                                                          <C>

                                                                                                             Page



Independent Auditor's Report                                                                                  F-1

Independent Auditor's Report                                                                                  F-2

Consolidated Balance Sheet as of December 31, 1999                                                            F-3

Consolidated Statements of Operations for the Years Ended
    December 31, 1999 and 1998                                                                                F-4

Consolidated Statements of Stockholders' Deficit for the
    Years Ended December 31, 1999 and 1998                                                                    F-5

Consolidated Statements of Cash Flows for the Years Ended
    December 31, 1999 and 1998                                                                                F-6

Notes to Consolidated Financial Statements                                                                    F-8


</TABLE>

<PAGE>



                                       F-2


                          INDEPENDENT AUDITOR'S REPORT



The Board of Directors
silverzipper.com, Inc. and Subsidiaries


     We  have   audited  the   accompanying   consolidated   balance   sheet  of
silverzipper.com, Inc. and Subsidiaries as of December 31, 1999, and the related
consolidated statements of operations,  stockholders' deficit and cash flows for
the year then ended.  These financial  statements are the  responsibility of the
Company's  management.  Our  responsibility  is to  express  an opinion on these
financial statements based on our audit.

     We conducted  our audit in  accordance  with  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 provides a reasonable basis for our opinion.

     In our opinion,  the consolidated  financial  statements  referred to above
present  fairly,   in  all  material   respects,   the  financial   position  of
silverzipper.com, Inc. and Subsidiaries as of December 31, 1999, and the results
of their  operations  and their cash flows for the year then ended in conformity
with generally accepted accounting principles.

The  accompanying  consolidated  financial  statements  have been  prepared
assuming that the Company will continue as a going concern. As discussed in Note
1  to  the  consolidated  financial  statements,  the  Company  is  experiencing
difficulty  in  generating  sufficient  cash  flow to meet its  obligations  and
sustain its operations.  At December 31, 1999, the Company had a working capital
deficit of approximately  $1,686,000,  a stockholders'  deficit of approximately
$1,634,000  and  has  incurred  a  net  loss  of  approximately  $3,822,000  and
$1,395,000 for the years ended December 31, 1999 and 1998,  respectively.  These
factors raise  substantial  doubt about the  Company's  ability to continue as a
going concern. Management's plans as to these matters are also described in Note
1. These consolidated  financial  statements do not include any adjustments that
might result from the outcome of this uncertainty.




                                          /s/ MAHONEY COHEN & COMPANY, CPA, P.C.

New York, New York
March 17, 2000 (except for Note 12,
     the paragraph relating to the
     acquisition of Serac, which the
     date was March 21, 2000)


                                      F-3

                     silverzipper.com, Inc. and Subsidiaries
                         (formerly Saber Capital, Inc.)
                           Consolidated Balance Sheet
                                December 31, 1999

<TABLE>
<S>                                                                                              <C>

                                                       ASSETS
Current assets:
    Cash and cash equivalents                                                                    $        136,107
    Accounts receivable, net                                                                               19,319
    Inventory                                                                                             722,261
    Prepaid expenses and other current assets                                                               9,500
                                                                                                 ----------------
                Total current assets                                                                      887,187

Furniture and fixtures                                                                                     73,533
Less:  Accumulated depreciation                                                                            42,235
Property and equipment, net                                                                                31,298

Other assets                                                                                               21,124
                                                                                                 ----------------
                                                                                                 $        939,609
                                                                                                 ================


                                        LIABILITIES AND STOCKHOLDERS' DEFICIT

Current liabilities:
    Due to factor                                                                                $      1,485,208
    Accounts payable                                                                                      615,004
    Accrued expenses                                                                                      233,606
    Due to stockholders                                                                                   152,047
    Notes payable                                                                                          87,500
                                                                                                 ----------------
                Total current liabilities                                                               2,573,365

Commitments and contingencies

Stockholders' deficit: Class A common stock, $.001 per value:
        Authorized - 100,000,000 shares
        Issued and outstanding - 4,040,316 shares                                                           4,040
    Additional paid-in capital                                                                          5,981,674
    Accumulated deficit                                                                                (7,619,470)
                                                                                                 ----------------
                Total stockholders' deficit                                                            (1,633,756)
                                                                                                 ----------------
                                                                                                 $        939,609
                                                                                                 ================

                             See acompanying notes.
</TABLE>

<PAGE>


                     silverzipper.com, Inc. and Subsidiaries
                         (formerly Saber Capital, Inc.)
                      Consolidated Statements of Operations
                 For the Years Ended December 31, 1999 and 1998




<TABLE>
<S>                                                                         <C>                       <C>

                                                                                   1999                     1998
                                                                           ---------------            --------------

Net sales                                                                   $    5,563,557            $    6,688,920

Cost of goods sold                                                               4,379,244                 4,978,951
                                                                           ---------------            --------------

Gross profit                                                                     1,184,313                 1,709,969

Selling, general and administrative expenses                                     3,673,476                 2,387,601

Loss on impairment of assets                                                       842,436                         -
                                                                           ---------------            --------------
                                                                                 4,515,912                 2,387,601
                                                                           ---------------            --------------

Operating loss                                                                 (3,331,599)                 (677,632)

Interest expense                                                                   489,940                   717,441
                                                                           ---------------             -------------

Net loss                                                                   $   (3,821,539)             $ (1,395,073)
                                                                           ===============             =============

Loss per share - basic and diluted                                         $        (1.28)             $       (.63)
                                                                           ===============             =============

Weighted average number of shares
    outstanding                                                                  2,994,319                 2,199,200
                                                                           ===============             =============
                             See accompanying notes.
</TABLE>




<PAGE>

INDEPENDENT AUDITOR'S REPORT



Board of Directors and Stockholders
silverzipper.com, Inc. and Subsidiary, Robern Skiwear, Inc.
New York, NY


     We have audited the accompanying  balance sheet of  silverzipper.com,  Inc.
and  subsidiary,  Robern  Skiwear,  Inc. as of December 31, 1998 and the related
statement of operations,  deficit and cash flows for the year then eneded. 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 audit provides a reasonable basis for our opinion.

     In our opinion,  the financial statements referred to above present fairly,
in all material respects,  the financial position of silverzipper.com,  Inc. and
Subsidiary,  Robern Skiwear, Inc. as of December 31, 1998 and the results of its
operations  and its cash  flows  for the year  then  ended  in  conformity  with
generally accepted accounting principles.



/s/
Kelly, Welde & Co.
September 23, 1999





                                       F-5

                     silverzipper.com, Inc. and Subsidiaries
                         (formerly Saber Capital, Inc.)
                Consolidated Statements of Stockholders' Deficit
<TABLE>
<S>                                                                         <C>                   <C>                 <C>


                                                                                                                       Additional
                                                                                 Common                Par               Paid-In
                                                                                 Shares               Value              Capital

Balance, December 31, 1997, as previously reported                            1,000,000           $   1,000           $     1,000

Exchange of common stock due to reverse acquisition
    in a manner similar to a pooling of interests
                                                                              1,470,000               1,470               498,998
                                                                             ----------           ---------             ---------
Balance, December 31, 1997, as restated                                       2,470,000               2,470               499,998
Net loss                                                                              -                   -                     -
                                                                             ----------           ---------             ---------
Balance, December 31, 1998                                                    2,470,000               2,470               499,998
Issuance of common stock in exchange for stockholder loan                       400,000                 400             1,813,618
Issuance of common stock and warrants in exchange for notes (Note 8)            380,000                 380               949,620
                                                                                      -                   -                     -
Issuance of stock options                                                             -                   -               665,000
Issuance of common stock as finders fees                                        244,236                 244               351,756
Issuance of common stock                                                        225,000                 225               324,775
Issuance of common stock, net of offering costs of $56,000
   (Note 8)                                                                     571,880                 572
                                                                                      -                                 1,347,656
Issuance of common shares in exchange for services                               20,000                  20                28,980
Net loss                                                                              -                   -                     -
                                                                             ----------           ---------             ---------
Balance, December 31, 1999                                                    4,040,316           $   4,040            $5,344,674
                                                                             ==========           =========            ==========

                            See accompanying notes.
</TABLE>

<TABLE>

<S>                                                                          <C>                   <C>

                                                                             Accumulated          Total
                                                                               Deficit

Balance, December 31, 1997, as previously reported                           $    (2,000)         $        -

Exchange of common stock due to reverse acquisition
    in a manner similar to a pooling of interests
                                                                              (2,400,858)        (1,900,390)
                                                                             ------------        -----------
Balance, December 31, 1997, as restated                                       (2,402,858)        (1,900,390)
Net loss                                                                      (1,395,073)        (1,395,073)
                                                                             ------------        -----------
Balance, December 31, 1998                                                    (3,797,931)        (3,295,463)
Issuance of common stock in exchange for stockholder loan                              -           1,814,018
Issuance of common stockand warrants in exchange for notes (Note 8)                    -             950,000
Shares cancelled                                                                       -                   -
Issuance of stock options                                                              -             352,000
Issuance of common stock as finders fees                                               -             352,000
Issuance of common stock                                                               -             325,000
Issuance of common stock, net of offering costs of $56,000

1,347,656                                                                              -           1,348,228
Issuance of common shares in exchange for services                                     -              29,000
Net loss                                                                               -                   -
                                                                            ------------         -----------
-                                                                             (3,184,539)        (3,184,539)

 Balance, December 31, 1999                                                 $ (6,982,470)       $(1,633,756)
                                                                            ============        ============
</TABLE>



                            See accompanying notes
<PAGE>

                                       F-6

                     silverzipper.com, Inc. and Subsidiaries
                         (formerly Saber Capital, Inc.)
                      Consolidated Statements of Cash Flows
                 For the Years Ended December 31, 1999 and 1998

<TABLE>
<S>                                                                        <C>                   <C>

                                                                                     1999                   1998
                                                                           ----------------      -----------------

Cash flows from operating activities:
    Net loss                                                               $    (3,821,539)      $     (1,395,073)
    Adjustments to reconcile net loss to net cash used in
      operating activities:
        Depreciation and amortization                                                85,377                106,921
        Common stock issued for finders fees and services                           381,000                      -
        Issuance of stock options                                                   665,000                      -
        Loss on impairment of assets                                                842,436                      -
        Change in assets and liabilities:
           Accounts receivable, net                                                  82,089                 79,910
           Inventory                                                                 46,543                256,033
           Prepaid expenses and other current assets                                 68,573               (67,292)
           Accounts payable                                                         353,365                203,833
           Accrued expenses                                                         108,873                 17,420
           Due to Stockholders                                                      152,047
                                                                           ----------------       ----------------
                Net cash used in operating activities                           (1,036,236)              (798,248)
                                                                           ----------------       ----------------

Cash flows from investing activities:
    Purchase of property and equipment                                             (19,759)               (24,554)
    Purchase of other assets                                                       (16,357)                     -
                                                                           ----------------       ----------------
                Cash used in investing activities                                  (36,116)               (24,554)
                                                                           ----------------       ----------------

Cash flows from financing activities:
    Proceeds from issuance of common stock, net of
        offering costs                                                           1,673,228                       -
    Proceeds from private placement of promissory notes                                  -               1,000,000
    Decrease in due to factor                                                     (575,350)              (140,922)
    Repayment of acquisition note payable                                                -               (164,993)
    Net repayment of notes payable - stockholders                                  (20,000)              (173,566)
    Advances from investors                                                         75,000                       -
    Repayment of investor advances                                                 (37,500)                      -
                                                                           ---------------        ----------------
                Net cash provided by financing activities                        1,115,378                 520,519
                                                                           ---------------        ----------------

Net increase (decrease) in cash and cash equivalents (carried forward)     $        43,026       $       (302,283)
                                                                           ---------------       -----------------
</TABLE>

                            See accompanying notes.

<PAGE>
                                      F-7

                     silverzipper.com, Inc. and Subsidiaries
                         (formerly Saber Capital, Inc.)
                Consolidated Statements of Cash Flows (Concluded)
                 For the Years Ended December 31, 1999 and 1998



<TABLE>
<S>                                                                        <C>                    <C>

                                                                                      1999                   1998
                                                                           --------------------     -----------------

Net increase (decrease) in cash and cash equivalents (brought forward)     $        43,026          $       (302,283)

Cash and cash equivalents beginning of year                                         93,081                    395,364
                                                                           --------------------     -----------------

Cash and cash equivalents end of year                                      $       136,107          $          93,081
                                                                           ====================     =================


                Supplemental Disclosure of Cash Flow Information

Cash paid during the year for:
    Interest                                                               $       509,470          $         701,442
                                                                           ====================     =================

      Supplemental Schedule of Non-Cash Investing and Financing Activities

Issuance of common stock and warrants in exchange for note
                                                                           $       950,000          $               -
                                                                           ====================     =================

Issuance of common stock in exchange for stockholder loan                  $     1,814,018          $               -
                                                                           ====================     =================
</TABLE>

                            See accompanying notes.

<PAGE>


                     silverzipper.com, Inc. and Subsidiaries
                         (formerly Saber Capital, Inc.)
                   Notes to Consolidated Financial Statements



                                      F-8

Note 1 -     The Company

     silverzipper.com,   Inc.  (a  Nevada   Corporation)   (the   "Company"   or
"silverzipper")  designs,  arranges for the  manufacture  and markets a range of
skiwear and snowboard apparel for wholesale  distribution  throughout the United
States and Canada.

     The Company was organized in 1998 as American Sports Group, Inc. ("ASG"), a
Delaware   corporation,   by  certain  stockholders  of  Robern  Skiwear,   Inc.
("Robern").  In 1999,  ASG  acquired the  outstanding  shares of common stock of
Robern,  in a  transaction  accounted  for in a manner  similar  to a pooling of
interests. In June 1999, ASG changed its name to silverzipper.com, Inc. ("SZIP")

     On July 27, 1999, Saber Capital, Inc. (a Nevada corporation), pursuant to a
Stock Exchange Agreement, issued 1,470,000 of its authorized and unissued shares
of common stock in exchange for 100% of the issued and outstanding  common stock
of SZIP.  The  merger was  accounted  for as a reverse  acquisition  in a manner
similar to pooling of interests.  In connection  with the  acquisition  of Saber
Capital,  Inc.,  SZIP paid a  brokerage  fee of  $225,000  which was  charged to
selling,  general and administrative  expenses. In addition,  the Company issued
244,236  shares of common stock having a value of $352,000 as finders'  fees. On
August 30, 1999, the Board of Directors amended its Articles of Incorporation to
change the name of Saber Capital, Inc. to silverzipper.com, Inc.

     Basis of Presentation and Management's Plans

     The accompanying  consolidated  financial  statements have been prepared in
conformity with generally  accepted  accounting  principles,  which contemplates
continuation  of the  Company  as a going  concern.  However,  the  Company  has
sustained substantial operating losses in recent years. In addition, the Company
is  experiencing  difficulty  in  generating  sufficient  cash  flow to meet its
obligations and sustain its operations.  At December 31, 1999, the Company had a
working capital deficit of approximately  $1,686,000, a stockholders' deficit of
approximately $1,634,000 and has incurred a net loss of approximately $3,822,000
and  $1,395,000  for the years ended  December 31, 1999 and 1998,  respectively.
These conditions raise substantial doubt about the Company's ability to continue
as a going concern.



<PAGE>
                     silverzipper.com, Inc. and Subsidiaries
                         (formerly Saber Capital, Inc.)
                   Notes to Consolidated Financial Statements

                                   F-9

Note 1 -     The Company (Continued)

     Basis of Presentation and Management's Plans (Continued)

     Management  expects to incur additional  losses for the foreseeable  future
and  recognizes the need for an infusion of cash to achieve their business plan.
The  Company  is  actively   pursuing  various  options  which  include  seeking
additional debt and equity  financing.  The Company  believes it will be able to
raise  sufficient  funds to achieve  its  planned  business  objectives  through
private  placements.  There can be no assurance that the Company will be able to
obtain any needed additional financing on commercially  reasonable terms. If the
Company  is unable to  obtain  sufficient  funds,  it may be  necessary  for the
Company to explore other options which could have a material  adverse  effect on
the Company's business.  The financial statements do not include any adjustments
to reflect the possible future effects on the  recoverability and classification
of assets or the amounts and classifications of liabilities that may result.

Note 2 -     Summary of Significant Accounting Policies

     Use of Estimates

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

     Principles of Consolidation

     The consolidated  financial  statements include the accounts of the Company
and its  wholly-owned  subsidiary.  All  intercompany  balances and  significant
intercompany transactions have been eliminated.

     Revenue Recognition

     The Company recognizes revenue from apparel sales at the time the
merchandise is shipped.

     Cash and Cash Equivalents

     The  Company  considers  all highly  liquid  investments  with an  original
maturity of three months or less to be cash equivalents.



<PAGE>
                     silverzipper.com, Inc. and Subsidiaries
                         (formerly Saber Capital, Inc.)
                   Notes to Consolidated Financial Statements


                                      F-10

Note 2 -     Summary of Significant Accounting Policies (Continued)

     Inventory

     Inventory  consists  of  finished  goods and is stated at the lower of cost
(first-in, first-out method) or market.

     Property and Equipment

     Property  and  equipment  is  recorded  at  cost.  Expenditures  for  major
additions and betterments are  capitalized.  Maintenance and repairs are charged
to operations as incurred. Depreciation of property and equipment is computed by
the  straight-line  method over the assets'  estimated useful lives ranging from
five to seven years.  Upon sale or  retirement  of property and  equipment,  the
related cost and accumulated  depreciation are removed from the accounts and any
gain or loss is reflected in operations.

     Income Taxes

     The Company accounts for income taxes using the liability method.  Deferred
income taxes are measured by applying  enacted  statutory rates to net operating
loss  carryforwards.  Deferred  tax  assets  are  reduced,  if  necessary,  by a
valuation allowance for any tax benefits which are not expected to be realized.

     Basic and Diluted Loss Per Share

     The Company  has  elected to  disclose  loss per share as if it had adopted
Statement of Financial Accounting Standards No. 128, "Earnings Per Share" ("SFAS
128"),  giving  effect  to the  merger  discussed  in Note 1.  Under  SFAS  128,
companies that are publicly held or have complex capital structures are required
to  present  basic and  diluted  earnings  per share  ("EPS") on the face of the
income  statement.  SFAS 128  replaces  the  presentation  of primary EPS with a
presentation  of basic EPS and, if  applicable,  diluted EPS. Basic EPS excludes
dilution and is computed by dividing income available to common  stockholders by
the weighted average number of common shares outstanding for the period. Diluted
EPS reflects the  potential  dilution  that could occur if  securities  or other
contracts to issue common stock were  exercised or converted  and the  resulting
additional  shares are dilutive because their inclusion  decreases the amount of
EPS.  The  effects on loss per share of the  Company's  outstanding  options are
antidilutive  and  therefore  not  included in the  calculation  of the weighted
average number of common shares outstanding.


<PAGE>
                    silverzipper.com, Inc. and Subsidiaries
                         (formerly Saber Capital, Inc.)
                   Notes to Consolidated Financial Statements


                                      F-11

Note 2 -     Summary of Significant Accounting Policies (Continued)

     Fair Value of Financial Instruments

     The Company  applies the  provisions  of Statement of Financial  Accounting
Standards  No.  107,  "Disclosures  about Fair Value of  Financial  Instruments"
("SFAS  107").  SFAS 107  requires  all  entities to disclose  the fair value of
financial instruments, both assets and liabilities recognized and not recognized
on the balance sheet,  for which it is practicable to estimate fair value.  SFAS
107  defines  fair value of a  financial  instrument  as the amount at which the
instrument could be exchanged in a current  transaction between willing parties.
At  December  31,  1999,  management  believes  the fair value of all  financial
instruments approximated carrying value.

     Stock-Based Compensation

     The Company  applies the  provisions  of Statement of Financial  Accounting
Standards No. 123,  "Accounting for Stock-Based  Compensation" ("SFAS No. 123"),
which requires entities to recognize as expense over the vesting period the fair
value as of the date of grant of all stock awards.  Alternatively,  SFAS No. 123
allows entities to apply the provisions of Accounting  Principles  Board ("APB")
Opinion  No.  25,  "Accounting  for Stock  Issued  to  Employees",  and  related
interpretations,  and to  provide  pro forma net income and pro forma net income
per  share   disclosures   for   employee   stock   option   grants  as  if  the
fair-value-based  method  defined in SFAS No. 123 had been applied.  The Company
has  elected  to apply  the  provisions  of APB  Opinion  No.  25,  under  which
compensation  expense would be recorded on the date of grant only if the current
market price of the underlying  stock exceeded the exercise  price,  and provide
the pro forma  disclosure  provisions  of SFAS No. 123 in its  annual  financial
statements.

     Impairment of Long-Lived Assets

     In accordance  with  Statement of Financial  Accounting  Standards No. 121,
"Accounting for the Impairment of Long-Lived Assets and for Long-Lived Assets to
be Disposed Of" (SFAS No.  121"),  long-lived  assets are evaluated for possible
impairment  through a review of  undiscounted  expected  future cash flows.  The
carrying  value of a long-lived  asset is considered  impaired if the sum of the
undiscounted expected future cash flows is less than the carrying amount of that
asset.  In that  event,  a loss is  recognized  based on the amount by which the
carrying value exceeds the fair market value of the long-lived  assets (see Note
4).

     Advertising Expenses

     Advertising  expenses are charged to operations in the period in which they
are  incurred.  Advertising  expenses for the years ended  December 31, 1999 and
1998 were approximately $24,000 and $18,000, respectively.


<PAGE>
                    silverzipper.com, Inc. and Subsidiaries
                         (formerly Saber Capital, Inc.)
                   Notes to Consolidated Financial Statements


                                      F-12

Note 3 -     Major Customer

     The Company's  apparel sales are made primarily in the United  States.  Its
customers are generally  comprised of sporting goods and specialty store chains.
During 1999 and 1998, approximately 40% and 28%, respectively, of net sales were
made to two customers.

Note 4 -     Loss on Impairment of Assets

     In  connection  with  the  acquisition  of  Robern,  the  Company  acquired
$1,498,305 of pre-existing  intangible  assets consisting of excess of cost over
net assets acquired, trademarks and patterns, and a non-compete agreement. These
assets have been amortized  using the straight line method over their  estimated
lives of fifteen  years.  Applying  the  criteria  established  by SFAS 121, the
carrying  value of these  assets  was  reviewed  to  determine  if the facts and
circumstances,  such as significant declines in sales,  earnings and cash flows,
or material  adverse changes in the business  climate,  suggest that such assets
may be impaired. The Company concluded,  during the fourth quarter of 1999, that
the Robern intangible assets were impaired.  Since impairment was indicated as a
result of such reviews,  the Company has compared the undiscounted cash flows of
the business to the book value of these assets.  Accordingly, a loss of $842,436
was recognized during the year ended December 31, 1999.

Note 5 -     Due to Factor

     The Company has an ongoing financing  agreement with a lender providing for
a line of credit  with  maximum  borrowings  thereunder  determined  at the sole
discretion  of the  lender.  Borrowings  under the line of credit may be by cash
advances,  letters of credit  and  payment  due on  presentation  of  documents.
Interest is payable on the  outstanding  cash advance  balance at the rate of 3%
over the prime rate. At December 31, 1999, the prime rate was 8.5%.

     Under the factoring  provisions,  the lender  guarantees the face amount of
certain  receivables  purchased by it, in exchange for the payment to the lender
of a factoring  fee of 1.5% on all  receivables.  The lender  assumes the credit
risk for the  guaranteed  receivables  other  than  customer  disputes,  claims,
returns,  etc. at December 31, 1999  approximately  $368,000 of receivables were
subject to recourse.

     The  lender  may  terminate  the  line  of  credit  on 30  days  notice  or
immediately if an event of default occurs.

     Borrowings  under  the  aforementioned  facility  are  secured  by liens on
substantially all of the Company's assets and personal  guarantees of certain of
the  stockholders.  In addition,  collateral  has been pledged by certain of the
Company's  stockholders.  Under the  agreement,  the Company is prohibited  from
selling or pledging  any of its assets or pay  dividends  without  the  lender's
consent.



<PAGE>
                    silverzipper.com, Inc. and Subsidiaries
                         (formerly Saber Capital, Inc.)
                   Notes to Consolidated Financial Statements


                                      F-13

Note 5 -     Due to Factor (Continued)

     The Company was indebted to the factor at December 31, 1999 as follows:
<TABLE>
             <S>                                                                                 <C>

             Factor advances                                                                     $      3,562,851
             Accounts receivable                                                                      (2,406,245)
                                                                                                 ----------------
                                                                                                        1,156,606
             Allowance for chargebacks                                                                  (328,602)
                                                                                                 ----------------
             Net due to factor                                                                   $      1,485,208
                                                                                                 ================

Note 6 -     Notes Payable

             Debt offering(a)                                                                          $   50,000
             Note payable - investor(b)                                                                    37,500
                                                                                                       ----------
                                                                                                       $   87,500
</TABLE>


     (a)During 1998, Robern raised $1,000,000  through a private offering of its
10% promissory  notes (the "Notes").  The proceeds were used to provide  working
capital and to fund the  development  expenses of the  Company.  Pursuant to the
terms of the  Offering,  the Notes bore  interest  at the rate of 10% per annum,
payable  quarterly,  and were due at the  earlier  of the  closing of an initial
public offering of the Company's securities,  or December 31, 1999. Effective as
of August 31,  1999,  pursuant to an  exchange  offer,  holders of an  aggregate
$950,000 of notes payable  exchanged  their notes for  consideration  of 380,000
restricted shares of the common stock of the Company and warrants to purchase an
additional 380,000 shares at an exercise price of $2.50 per share, expiring five
years from the date of the warrant. The remaining $50,000 of Notes was repaid in
January 2000.

     (b)  Represents  an advance  from an investor,  payable on demand,  bearing
interest at 10% per annum.

Note 7 -     Related Party Transactions

     From time to time,  the  principal  stockholders  of the Company  have made
advances to the Company,  generally for working capital purposes.  The principal
stockholders then assigned such loans to another  stockholder in satisfaction of
loans made by him to the principal  stockholders.  The notes were  unsecured and
bore  interest  at the rate of 8% per annum.  As of July 27,  1999,  these notes
which totaled  $1,814,018  were  exchanged for 400,000 shares of common stock of
the Company.

     At December 31, 1999, due to stockholders  represents  non-interest bearing
advances that are due on demand.


<PAGE>
                    silverzipper.com, Inc. and Subsidiaries
                         (formerly Saber Capital, Inc.)
                   Notes to Consolidated Financial Statements


                                      F-14

Note 8 -     Private Placement of Common Stock

     During the fiscal year ended December 31, 1999, pursuant to a
Confidential  Offering Memorandum,  the Company issued 571,880 restricted shares
of  common  stock  for  net  proceeds  of  $1,348,228  after  offering  expenses
aggregating approximately $56,000.

Note 9 -     Income Taxes

     At December 31, 1999,  the Company had a U.S.  federal net  operating  loss
carryforward of approximately  $1,615,000 expiring through 2019. The Company has
established  a  valuation  allowance  with  respect to these  federal  and state
carryforwards.  The  difference  between  the  statutory  rate  of 34%  and  the
Company's  effective  tax  rate  of 0% is due to an  increase  in the  valuation
allowance.  The valuation  allowance  increased by 662,000 during the year ended
December 31, 1999.

             Deferred tax assets:
                Net operating loss carryforwards                $  662,000
                Valuation allowance                               (662,000)
             Net deferred tax assets                            $____________


Note 10 -    Stock Option Plan

     In 1999,  the  Board  of  Directors  and the  stockholders  of the  Company
approved a Stock Option Plan (the "1999  Plan") which  provides for the granting
of options to purchase up to 500,000  shares of common stock,  pursuant to which
key  employees,  directors  and  consultants  are eligible to receive  incentive
and/or  non-qualified  stock options.  The exercise  period and price of options
granted  under  the 1999 Plan are  determined  by the  Board of  Directors.  The
exercise price for incentive stock options must not be less than the fair market
value of the shares of common  stock on the date of the grant,  except  that the
exercise price of options  granted to a stockholder  owning more than 10% of the
outstanding  capital  stock may not be less  than 110% of the fair  value of the
common stock at date of grant. There are no options outstanding  pursuant to the
1999 plan.  There are no options outstanding pursuant to the 1999 plan.

     On August 1, 1999, the Company granted its Chairman and CEO a non-qualified
option to  purchase  up to 350,000  shares of the  Company's  common  stock at a
purchase price of $.10 per share.  The option is excersiable upon certain events
related  to  the  market  value  of  the  Company's   common   stock,   business
combinations,  and a change in control of the  Company,  and expires on July 31,
2006. The fair value of such options, amounting to $665,000, has been charged to
selling, general and admininstrative expenses during the year ended December 31,
1999.

<PAGE>
                    silverzipper.com, Inc. and Subsidiaries
                         (formerly Saber Capital, Inc.)
                   Notes to Consolidated Financial Statements


                                      F-15

Note 11 - Commitments and Contingencies

     Leases

     At December  31,  1999,  the Company was  obligated  under  non-cancellable
leases for office and showroom space aggregating  approximately $393,000.  These
leases contain  provisions for increases due to increased  maintenance costs and
taxes.  Rent expense was  $114,000 and $98,000 for the years ended  December 31,
1999 and 1998, respectively. Future minimum lease payments are as follows:

              Year Ending
             December 31,

                  2000                                       $    162,000
                  2001                                            153,000
                  2002                                             78,000
                                                             ------------
                                                             $    393,000

     Minimum rentals due under a sublease will aggregate  $90,000 and $93,000 in
2000 and 2001, respectively.

Note 12 -    Subsequent Events

     Private Placements

     Through March 2000, the Company issued 466,571  restricted shares of common
stock  pursuant  to a  Confidential  Offering  Memorandum.  Net  proceeds  after
offering costs aggregated approximately $1,534,000.

     Acquisition of GreekCentral.com, Inc.

     On March 2, 2000,  the  Company,  Silverzipper  Internet,  Inc.,  a Florida
corporation   ("Silverzipper   Internet"),   a  wholly-owned   subsidiary,   and
GreekCentral.com, Inc., a Florida corporation ("GreekCentral.com"), entered into
an Asset Purchase Agreement and consummated the acquisition of substantially all
of the assets of GreekCentral.com by Silverzipper Internet for 550,000 shares of
restricted  common  stock of the  Company.  The  purchase  price  also  provides
GreekCentral.com  a protective  feature which guarantees a $5.00 per share value
of  the   silverzipper   common  stock   provided  as   consideration   for  the
GreekCentral.com  assets when the common stock becomes freely tradable either by
a valid  registration  of the common stock or via Rule 144 of the Securities Act
of 1933, as amended.  In the event the market value of the  silverzipper  common
stock


<PAGE>
                    silverzipper.com, Inc. and Subsidiaries
                         (formerly Saber Capital, Inc.)
                   Notes to Consolidated Financial Statements


                                      F-16

Note 12 -    Subsequent Events (Continued)

     Acquisition of GreekCentral.com, Inc. (Continued)

     is not $5.00 on the day the common  stock is  available  for  resale,  then
silverzipper  shall issue additional  shares of common stock which are necessary
to make up any shortfall to the then holders of the common  stock.  silverzipper
is under no obligation to register the common stock issued to  GreekCentral.com.
The primary asset  acquired by  Silverzipper  Internet was the  greekcentral.com
website, including the URL and related intellectual property.

     Acquisition of Serac

     On March 21, 2000, the Company acquired, through Serac Acquisition,
Ltd., a wholly-owned  subsidiary,  all of the outstanding capital stock of Serac
Sports,  Ltd.  ("Serac"),  pursuant  to an  Arrangement  Agreement  dated  as of
December  30,  1999.  Serac is a skiing and outdoor  clothing  company  based in
Calgary,  Alberta,  Canada, with the majority of its sales in the United States.
Serac has also  introduced  its  products  into  Europe  through a  distribution
agreement  with Elho  Munich.  Serac is a licensee of the W.L.  Gore Company and
currently  supplies  apparel  using  Goretex  fabrics to ski  resorts  and other
industries across North America.

     The purchase  price for the Serac capital stock was the sum of  $3,000,000,
consisting  of  $400,000  in cash and  $2,600,000  in common  stock  valued,  in
accordance with the Arrangement  Agreement,  at $4.17 per share. By the terms of
the Arrangement Agreement,  the common stock is not transferable before March 1,
2001 and additional  restrictions  may apply to persons who are  "affiliates" of
Serac. In addition, silverzipper will have to provide funding for the payment of
certain  loans due to former  officers and  directors of Serac in the  aggregate
amount of  approximately  $300,000.  As part of the closing,  the Company became
obligated for the payment due by Serac to its commercial factor.




<PAGE>
                    silverzipper.com, Inc. and Subsidiaries
                         (formerly Saber Capital, Inc.)
                   Notes to Consolidated Financial Statements


                                      F-17

Note 12 -    Subsequent Events (Continued)


     Employment Agreement with Chairman of the Board

     On March 1, 2000, the Company entered into an employment agreement with its
Chairman and CEO,  expiring on December 31, 2002. The agreement  provides for an
annual base salary of $150,000, an incentive payment for completed acquisitions,
an annual  performance  bonus as  determined  by the Board of  Directors  and an
option to purchase  300,000 shares of the Company's  common stock at a per share
price of $5.00, with a three year vesting schedule.


Note 13 -     Fourth Quarter Adjustments

     During the fourth  quarter,  the  Company:  (a)  concluded  that the Robern
intangible  assets  were  impaired  and,  accordingly,  a loss of  approximately
$842,000  was  recognized;  (b)  provided  a  charge  to  selling,  general  and
administrative  expenses of $665,000  due to the  recording of the fair value of
stock options; and (c) provided a charge to selling,  general and administrative
expenses  for $225,000  and  $352,000  for a brokerage  fee and  finders'  fees,
respectively, relative to the acquisition of Saber Capital, Inc.