SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549


                                   FORM 10-QSB


(Mark One)
   [X] Quarterly report under Section 13 or 15(d) of the Securities Exchange Act
of 1934 for the quarterly period ended December 31, 2000.

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


         Commission file number: 0-30061
                                 -------


                               STARUNI CORPORATION
        (Exact name of small business issuer as specified in its charter)





             California                                  95-2210753
            ------------                                ------------
  (State or other jurisdiction of           (I.R.S. Employer Identification No.)
   incorporation or organization)





               1642 Westwood Blvd., Los Angeles, California   90024
               -----------------------------------------   ---------
               (Address of principal executive office)    (Zip Code)


                                  (310) 4709358
                          -----------------------------
                           (Issuer's telephone number)


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

                                    Yes XX           No
                                        --             ----


         The number of outstanding  shares of the issuer's common stock,  $0.001
par value  (the  only  class of  voting  stock),  as of  December  31,  2000 was
29,503,079

                                        1

<PAGE>



                                TABLE OF CONTENTS

                                     PART I

ITEM 1.  FINANCIAL STATEMENTS..................................................3

ITEM 2.  MANAGEMENT'S DISCUSSION AND ANALYSIS..................................4


                                     PART II

ITEM 2. RECENT SALES OF UNREGISTERED SECURITIES................................6

ITEM 5.  OTHER INFORMATION.....................................................7

ITEM 6.  EXHIBITS AND REPORTS ON FORM 8-K......................................7


SIGNATURES.....................................................................8

INDEX TO EXHIBITS..............................................................9











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                                        2

<PAGE>



ITEM 1.           FINANCIAL STATEMENTS

         As used herein,  the term "Company"  refers to Staruni  Corporation,  a
California  corporation,  and its subsidiaries and predecessors unless otherwise
indicated.  Consolidated,  unaudited,  condensed  interim  financial  statements
including a balance sheet for the Company as of the quarter  ended  December 31,
2000 and statements of operations,  and statements of cash flows for the interim
period up to the date of such  balance  sheet and the  comparable  period of the
preceding  year  are  attached  hereto  as  Pages  F-1  through  F- 11  and  are
incorporated herein by this reference.










                 [THIS SPACE HAS BEEN LEFT BLANK INTENTIONALLY.]













                                        3

<PAGE>



                       STARUNI CORPORATION AND SUBSIDIARY
             UNAUDITED CONDENSED CONSOLIDATED INTERIM BALANCE SHEET
                  FOR THE THREE MONTHS ENDING DECEMBER 31, 2000

ASSETS

Current assets
     Cash                                                      $         61,057
     Receivables                                                        233,471
     Advance to stockholder/officer                                      27,300
     Other Assets                                                       747,661
                                                                   ------------
Total Current Assets                                                  1,069,489
                                                                   ------------
Property and equipment, net of accumulated depreciation               1,101,811
                                                                   ------------
Total Assets                                                   $      2,171,300
                                                                   ============

LIABILITIES AND STOCKHOLDERS' EQUITY


Current liabilities
     Accounts payable                                          $        977,869
     Accrued Payables                                                   279,576
     Other liabilities                                                  991,890
                                                                   ------------
Total Current Liabilities                                             2,249,335
                                                                   ------------
Long-term liabilities
     Notes payable                                                    1,292,117
                                                                   ------------
       Total long-term liabilities                                    1,292,117
                                                                   ------------
Total Liabilities                                                        11,544
                                                                   ------------
TOTAL LIABILITIES                                                     3,541,452
                                                                   ------------
Stockholders' Equity
Class B Preferred Stock, no par value authorized
 5,000,000 shares, issued and outstanding 0 shares                            -
Common stock, no  par value, 14,503,079 shares
 issued and outstanding at 12-31-00                                    (63,857)
Common stock subscription (receivable)                                 (410,781
Accumulated (deficit)                                                 (895,514)
                                                                   ------------
Net Stockholders' Equity                                            (1,370,152)
                                                                   ------------
Total Liabilities and Stockholders' Equity                     $      2,171,300
                                                                   ============


            See Accompanying Notes to Unaudited Financial Statements





                                       F-1

<PAGE>


<TABLE>

                       STARUNI CORPORATION AND SUBSIDIARY
              UNAUDITED CONDENSED INTERIM STATEMENTS OF OPERATIONS
             FOR THE THREE MONTHS ENDING December 31, 2000 AND 1999


<CAPTION>

                                                                   2000                      1999
                                                          --------------------       ----------------

<S>                                                      <C>                 <C>
Revenue                                                  $           47,427  $                  58,655
                                                            ---------------            ---------------

Computer and Internet related expenses                               24,526                     35,956

General and administration expenses                                  33,997                     49,831
                                                            ---------------            ---------------

Total operating expenses                                             58,523                     85,787
                                                            ---------------            ---------------

Income (loss) from operations before provision                     (11,096)                   (27,132)
     for income taxes

(Loss) from discontinued operations                               (167,877)                          -

Provision for income taxes                                                -                          -

Net (loss)                                               $        (178,973)  $                 (27,132)
                                                            ===============            ===============

Income (loss) per weighted-average share of common
     stock outstanding                                   $           (0.01)  $                  (0.00)
                                                            ===============           ================

Weighted-average number of common stock outstanding              14,503,079                 13,881,827
                                                            ===============            ===============
</TABLE>








            See Accompanying Notes to Unaudited Financial Statements





                                       F-2

<PAGE>

<TABLE>

                                       STARUNI CORPORATION AND SUBSIDIARY
                         UNAUDITED CONDENSED CONSOLIDATED INTERIM STATEMENTS OF CASH FLOWS
                              FOR THE THREE MONTHS ENDING December 31, 2000 AND 1999
<CAPTION>



                                                                                         2000                         1999
                                                                                 ------------------             ----------
<S>                                                                              <C>                      <C>
Cash Flows From Operating Activities Net (loss)                                  $        (178,973)       $           (27,132)
                                                                                 ------------------                ------------
Adjustments To Reconcile Net Loss To Net Cash
   Used In Operating Activities
       Depreciation                                                                          8,400                           -
       Issuance of stock for services                                                            -                           -
       (Increase) decrease in receivables                                                  119,701                          95
       (Increase) decrease in other assets                                                  53,937                     (45,341)
       Increase (decrease) in accounts and accrued payables                                    803                         916
       Increase (decrease) in customer deposits                                           (140,000)                          -
       Increase (decrease) in commercial loans payable                                      14,000                           -
                                                                                ------------------        --------------------
                Net Adjustment                                                              56,841                     (44,330)
                                                                                ------------------        --------------------
                Net Cash (Used) In Operating Activities                                   (122,132)                    (71,462)
                                                                                ------------------        --------------------
 Cash Flows From Investing Activities
     Increase in property, plant, & equipment                                                    -                           -
                                                                                ------------------        --------------------
       Net Cash (Used) By Investing Activities                                                   -                           -
                                                                                ------------------        --------------------
  Cash Flows From Financing Activities
     (Increase) in loans to stockholder (net)                                              (27,300)                     18,000
     Proceeds from issuance of capital stock (Net)                                               -                      29,444
     Increase (decrease) in long-term liabilities                                            9,056                           -
                                                                                ------------------        --------------------
                Net Cash Provided (used) By Financing Activities                            18,244                      47,444
                                                                                ------------------        --------------------
Net (decrease) in cash                                                                    (140,376)                    (24,018)

Cash-beginning                                                                             201,433                     160,892
                                                                                ------------------         -------------------
Cash-end                                                                         $          61,057        $            136,874
                                                                                ------------------         -------------------
Non-cash items                                                                   $               -        $                 -
                                                                                ==================         ===================
     Stock issued for services

Supplemental information
     Interest paid in cash                                                       $           1,250        $                 -

</TABLE>

                                                        F-3

<PAGE>



                               STARUNI CORPORATION
                      NOTES TO UNAUDITED INTERIM CONDENSED
                              FINANCIAL STATEMENTS
                     FOR THE PERIODS ENDED December 31, 2000


NOTE 1 - BASIS OF PRESENTATION

          The interim  financial  statements  at December 31, 2000,  and for the
          three month  periods ended  December 31, 2000 and 1999 are  unaudited,
          but include all adjustments which the Company consider necessary for a
          fair presentation.

          The accompanying  unaudited  financial  statements are for the interim
          periods and do not include all disclosures normally provided in annual
          financial  statements,  and  should  be read in  conjunction  with the
          Company's  Form  10-KSB for the year ended  September  30,  2000.  The
          accompanying  unaudited  interim  financial  statements  for the three
          month period ended December 31, 2000, are not  necessarily  indicative
          of the results which can be expected for the entire year.

          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  at the date of the financial  statements and the reported
          amounts of revenues and expenses during the reporting  period.  Actual
          results could differ from those estimates.

NOTE 2 - SUMMMARY OF SIGNIFICANT ACCOUNTING POLICIES

          Principles of Consolidation

          The  accompanying   consolidated   financial  statements  include  the
          accounts  of its wholly  owned  subsidiary,  Pego  Systems,  Inc.  All
          intercompany balances and transactions have been eliminated.

NOTE 3 - PRESENTATION OF STARUNI CORPORATION UNCONSOLIDATED

          Staruni  and  its  subsidiary  have  very  different   operations  and
          activities.  And it's  subsidiary  is being  disposed of. As a result,
          separate financial statments of Staruni are presented herewith.





                                       F-4

<PAGE>


                               STARUNI CORPORATION
                      NOTES TO UNAUDITED INTERIM CONDENSED
                              FINANCIAL STATEMENTS
                     FOR THE PERIODS ENDED December 31, 2000


NOTE 4 - ACQUISITION AND DISCONTINUED OPERATIONS OF SUBSIDIARY

          In  November  2000  the  Company  acquired  all of the  stock  of Pego
          Systems, Inc. (Pego) for 15,000,000 shares of the Company, or whatever
          amount  equals 50% of the Company after the  acquisition.  The Company
          has  acitviely  been  closing  down the  operations  of Pego since its
          acquisition. Presently the Company is negotiating to sell Pego.

          The Company has complied the  financial  statements  of Pego  Systems,
          Inc. as of November  16, 2000 (date of  acquisition)  and December 31,
          2000. Managment has reported this activity as discontinued operations.
          The unaudited interim condensed  financial  statments of Pego Systems,
          Inc. are summarized here:







                                      F-5



<PAGE>
                              STARUNI CORPORATION
                       UNAUDITED CONDENSED BALANCE SHEETS
                  FOR THE THREE MONTHS ENDING DECEMBER 31, 2000

                                                                         2000
                                     ASSETS

Current assets
     Cash                                                               21,700
     Receivables                                                         5,481
     Advance to stockholder / officer                                   27,300
     Other assets                                                       67,598
                                                                    -----------
         Total current assets                                          122,079
                                                                    -----------
Property and equipment, net of accumulated depreciation                    211
                                                                    -----------
       Total assets                                              $     122,290
                                                                    ===========
                       LIABILITIES AND STOCKHOLDERS'EQUITY

Current liabilities
    Accounts payable                                              $      8,944
    Accrued payables                                                     2,600
                                                                   -----------
       Total current liabilities                                        11,544
                                                                   -----------
       Total liabilities                                                11,544
                                                                   -----------
Stockholders'equity
    Class B Preferred Stock, no par value authorized 5,000,000
       shares, issued and outstanding 0 shares
    Common stock, no par value, 14,503,079
       shares issued and outstanding at 12-31-00                     1,249,164
    Common stock subscription (receivable)                           (410,781)
    Accumulated (deficit)                                            (727,637)
                                                                   -----------
       Net stockholders'equity                                         110,746
                                                                   -----------
       Total liabilities and stockholders'equity                      $122,290
                                                                    ===========



See Accompanying Notes to Financial Statements

                                       F-6


<PAGE>

                             STARUNI CORPORATION
                  UNAUDITED CONDENSED STATEMENTS OF OPERATIONS
             FOR THE THREE MONTHS ENDING DECEMBER 31, 2000 AND 1999


                                                             2000         1999
                                                          ---------     --------
  Income                                                  $ 47,427        58,655
                                                          ---------   ----------
  Computer and internet related expenses                    24,526        35,956

  General and administration expenses                       33,997        49,831
                                                          ---------   ----------
  Total operating expenses                                  58,523        85,787
                                                          ---------   ----------
  Income (loss) from operations before provision
  for income taxes                                         (11,096)     (27,132)

  Provision for income taxes
                                                          ---------   ----------
  Net (loss)                                            $  (11,096)     (27,132)
                                                          =========   ==========



  Income (loss) per weighted-average share of common
  stock outstanding                                         $(0.00)      $(0.00)
                                                          =========   ==========
  Weighted-average number of common stock outstanding   14,503,079    13,881,827
                                                          =========   ==========




See Accompanying Notes to Financial Statements


                                       F-7

<PAGE>

<TABLE>


                               STARUNI CORPORATION
                            STATEMENTS OF CASH FLOWS
              FOR THE THREE MONTHS ENDED DECEMBER 31, 2000 AND 1999
<CAPTION>


                                                                        2000           1999
<S>                                                               <C>            <C>
   Cash Flows From Operating Activities
      Net (loss)                                                   $ (11,096)      $(27,132)
                                                                 -------------    -----------
   Adjustments To Reconcile Net Loss To Net Cash
     Used In Operating Activities
        Depreciation
      Issuance of stock for services
      Decrease (increase) in other assets                                  -        (45,341)
      (increase) decrease in receivables                               8,691             95
        Increase (decrease) in accounts and accrued payables             816            916
                                                                 -------------    -----------
               Not Adjustment                                          9,507        (44,330)
                                                                 -------------    -----------
               Net Cash (Used) In Operating Activities                (1,589)       (71,462)
                                                                 -------------    -----------
   Cash Flows From Investing Activities
        Increase in property, plant, & equipment
               Net Cash (Used) By Investing Activities                   -                -
                                                                 -------------    -----------
   Cash Flows From Financing Activities
        (increase) in loans to stockholder (net)                     (27,300)        18,000
        Proceeds from issuance of capital stock (net)                                29,444
        Increase in long-term liabilities                                 -               -
                                                                 -------------    -----------
               Net Cash Provided (Used) By Financing Activities      (27,300)        47,444
                                                                 -------------    -----------
   Net increase (decrease) in cash                                   (28,889)       (24,018)

   Cash - beginning                                                   50,689        160,892
                                                                 -------------    -----------
   Cash - end                                                        $21,700     $  136,874
                                                                 =============    ===========
Non-cash items
      Stock issued for services                                 $         -      $       -
                                                                 =============    ===========

</TABLE>

                                       F-8
<PAGE>


<TABLE>

                               PEGO SYSTEMS, INC.
                       UNAUDITED CONDENSED BALANCE SHEETS
                                      AS OF
<CAPTION>

                                                                                DECEMBER           NOVEMBER
                                                                                31, 2000           16, 2000
                                                 ASSETS
<S>                                                                      <C>                  <C>

    Current assets
      Cash                                                                  $      39,357      $     150,844
      Marketable securities                                                       210,000            210,000
      Receivables - net                                                           227,990            339,000
      Inventory                                                                   470,063            524,000
                                                                                ---------         -----------
         Total current assets                                                     947,410          1,223,844
                                                                                ---------         -----------
  Property and equipment, net of accumulated depreciation                       1,101,600          1,110,000

         Total assets                                                       $   2,049,010      $      33,844
                                                                                =========          ===========
                                       LIABILITIES AND STOCKHOLDERS'EQUITY

  Current liabilities

      Accounts payable                                                           $968,925         $1,006,692
      Accrued payables                                                            276,976            239,222
      Customer deposits                                                            33,579            173,579
      Commercial loans                                                            958,311            944,311
                                                                                ---------         -----------
         Total current liabilities                                              2,237,791          2,363,804
                                                                                ---------         -----------
  Long term liabilities
      Notes payable                                                             1,292,117          1,283,061
                                                                                ---------         -----------
       Total long term liabilities                                              1,292,117          1,283,061
                                                                                ---------         -----------
       Total liabilities                                                        3,529,908          3,646,865
                                                                                ---------         -----------
  Stockholders'equity
      Common stock                                                                  1,320              1,320
      Additional paid in capital                                                2,270,412          2,270,412
      Accumulated (deficit)                                                     (3,752,630)       (3,584,753)
                                                                                ---------         -----------
       Net stockholders'equity                                                 (1,480,898)        (1,313,021)
                                                                                ---------         -----------
       Total liabilities and stockholders'equity                               2,049,010         $ 2,333,844
                                                                                =========        ===========
</TABLE>




                                      F-9



<PAGE>
                              PEGO SYSTEMS, INC.
                   UNAUDITED CONDENSED STATEMENT OF OPERATIONS
                     FOR THE PERIOD ENDING DECEMBER 31, 2000



     Net sales                                                     $344,013
                                                                   ---------
     Direct cost of sales                                           280,000

     General and administration expenses                            231,890
                                                                   ---------
     Total operating expenses                                       511,890

     Income (loss) from operations before provision
     for income taxes                                              (167,877)

     Provision for income taxes                                          -
                                                                   ---------
     Net (loss)                                                  $ (167,877)
                                                                 ===========


                                      F-10


<PAGE>


                               PEGO SYSTEMS, INC.
                             STATEMENT OF CASH FLOWS
                     FOR THE PERIOD ENDING DECEMBER 31, 2000


    Cash Flows From Operating Activities
         Net (loss)                                                   $(167,877)
                                                                     -----------
    Adjustments To Reconcile Net Loss To Net Cash
        Used In Operating Activities
         Depreciation                                                      8,400
         (increase) decrease in receivables                              111,010
         (increase) decrease in inventory                                 53,937
         Increase (decrease) in accounts and accrued payables               (13)
         Increase (decrease) in customer deposits                      (140,000)
         Increase (decrease) in commercial loans payable                  14,000
                                                                     -----------
                  Net Adjustment                                          47,334
                                                                     -----------
                  Net Cash (Used) In Operating Activities              (120,543)
                                                                     -----------
    Cash Flows From Investing Activities
         Increase in property, plant, & equipment                             -
                  Net Cash (Used) By Investing Activities                     -

    Cash Flows From Financing Activities
         Increase (decrease) in long-term liabilities                      9,056
                                                                     -----------
                  Net Cash Provided (Used) By Financing Activities         9,056
                                                                     -----------
    Net increase (decrease) in cash                                    (111,487)

    Cash - beginning                                                     150,844
                                                                     -----------
    Cash - end                                                           $39,357
                                                                     ===========


Supplemental information
interest paid in cash                                             $       1,250
                                                                      ==========
<PAGE>

ITEM     2. MANAGEMENT'S DISCUSSION AND ANALYSIS OR PLAN OF
         OPERATION

General

The  Company's  major focus has been the  creation  and  development  of its ISP
business. As a by-product, the Company has also been involved in the development
of its Web Hosting and Web Design business.

Results of Operations
Three months ended December 31, 2000 & 1999.

Sales

Sales for the three  months ended  December  31, 2000  decreased to $47,427 from
$58,655 for the  comparable  period in 1999,  a decrease of 19%. The decrease in
revenues was  primarily  attributable  to the company  curtailing  its marketing
efforts.
Losses

Net losses for the three  months  ended  December  31,  2000,  were  $178,973 up
$151,841  from a net loss of  $27,132  for the  comparable  period in 1999,  The
increase in net loss resulted from the acquisition of Pego Systems, Inc.

The Company expects that it may continue to incur losses at least through fiscal
2001 and there can be no  assurance  that the Company  will  achieve or maintain
profitability or that revenues will be generated or that growth can be sustained
in the future.

Expenses

Total Operating Expenses for the three months ended December 31, 2000, decreased
to $58,523 from $85,787 in the comparable period in 1999.

Computer and Internet related expenses decreased to $24,526 for the three months
ended  December 31, 2000 from  $35,956 in the three  months  ended  December 31,
1999.

General and Administrative  expenses,  for the three month period ended December
31,  2000,  decreased  $15,834  from  $49,831 at December 31, 1999 to $33,997 at
December 31, 2000.

B.     Liquidity and Capital Resources

As of December 31, 2000,  the Company has current assets of $1,069,489 and total
assets of  $2,171,300,  as compared to $132,359 and  $132,570,  respectively  at
September 30, 2000. The increase in assets occurred with the acquisition of Pego
Systems, Inc. The Company had a net

                                        5

<PAGE>



working  capital  deficit of  $1,178,846  at December  31, 2000  compared to net
working capital of $121,631 at September 30, 2000.

Net  stockholder's  equity in the Company was a negative $ 1,370,152 at December
31, 2000, compared to equity of $121,869 as of September 30, 2000.

Cash  flows  used in  operations  were  ($122,132)  for the three  months  ended
December 31, 2000 as compared to cash flows used in  operations of ($71,462) for
the comparable  period in 1999. The increase in negative cash flows is primarily
attributable to the acquisition of Pego Systems, Inc.

Cash flows  generated  from  financing  activities  were ($18,224) for the three
months  ending  December  31,  2000,  as compared to $47,444 for the  comparable
period in 1999. The Company's  financing  activities have primarily consisted of
private placements of its common stock.

Capital Expenditures

The Company made no significant  capital  expenditures  on property or equipment
during either 2000 or to date in 2001.  The Company has no present plans for any
significant capital expenditures during the remainder of this fiscal year

                                     PART II

ITEM 2.           RECENT SALES OF UNREGISTERED SECURITIES

The following is a list of all securities  sold by the Company within the period
covered by this report, including,  where applicable, the identity of the person
who purchased the securities, title of the securities, and the date sold.

On  November  16,  2000,  the Company  issued  fifteen  million  shares to Enova
Holdings,  Inc.,  a Nevada  Corporation,  in exchange  for all of the issued and
outstanding  shares of Pego  Systems,  Inc.  The shares were issued  pursuant to
section 4(2) of the Securities Act of 1933 in an isolated private transaction by
the Company  which did not  involve a public  offering.  The  Company  made this
offering  based on the  following  factors:  (1) the  issuance  was an  isolated
private transaction by the Company which did not involve a public offering;  (2)
there was only one offeree who was issued stock in exchange for stock  delivered
to the Company;  (3) the offeree stated an intention not to resell the stock and
has  continued  to hold the  stock  since  the issue  date;  (4)  there  were no
subsequent or  contemporaneous  public offerings of the stock; (5) the stock was
not broken down into smaller  denominations;  and (6) the  negotiations  for the
sale of the stock took place directly between the offeree and the Company.

ITEM 6.           EXHIBITS AND REPORTS ON FORM 8-K

     (a)  Exhibits  Exhibits  required to be attached by Item 601 of  Regulation
          S-B are  listed  in the  Index  to  Exhibits  on page 10 of this  Form
          10-QSB, and are incorporated herein by this reference.


                                        6

<PAGE>



     (b)  Reports on Form 8-K. On November 29, 2000,  the Company filed a report
          on Form 8-K  which reported the following:

                  On November 16, 2000, Staruni Corporation  acquired from Enova
                  Holdings,  Inc. all of the outstanding shares of Pego Systems,
                  Inc. in exchange for Fifteen Million  (15,000,000)  restricted
                  shares of the common stock of Staruni (or sufficient shares to
                  make  Enova a Fifty  percent  (50%)  holder of the  issued and
                  outstanding   shares   of   Staruni).   No   additional   cash
                  consideration was exchanged  between the parties.  Staruni has
                  agreed  that  Frederic  Cohn,  Chairman  of  Enova,  shall  be
                  appointed to the board of directors of Staruni effective as of
                  the date of the Stock  Purchase  Agreement.  ( for  additional
                  information  see Form 8-K filed  November 29,  2000,  which is
                  incorporated herein by reference.)


                                   SIGNATURES

In  accordance  with  Section 12 of the  Securities  Exchange  Act of 1934,  the
registrant caused this registration  statement to be signed on its behalf by the
undersigned, thereunto duly authorized, this 20th day of February, 2000.


                                      Staruni Corporation


                                      /s/ Bruce D. Stuart
                                      ---------------------------
                                      Bruce D. Stuart, Chief Executive Officer,
                                      Chief Financial Officer


















                                        7

<PAGE>


                                INDEX TO EXHIBITS

Exhibit
No.      Page No.          Description

2(i)       *        Articles of  Incorporation of Altius Corp. dated February 1,
                    1962 and filed February 5, 1962.

2(ii)      *        Certificate  of  Amendment of Articles of  Incorporation  of
                    Altius Corp. dated January 29, 1971 and filed April 9, 1971.

2(iii)     *        Certificate  of  Amendment of Articles of  Incorporation  of
                    Altius Corp. dated December 30,1996 and filed March 24, 1997
                    wherein the name of the  corporation was changed from Altius
                    Corp. to Staruni Corporation.

2(iv)      *        Certificate  of  Amendment of Articles of  Incorporation  of
                    Staruni Corporation dated June 15, 1999 and filed August 20,
                    1999.

2(v)       *        By-Laws of Altius Corp. (Staruni Corporation) dated February
                    8, 1962

10         **       Stock Purchase  Agreement  between  Staruni  Corporation and
                    Enova Holdings, Inc. dated November 16, 2000

*  Incorporated   by  reference  from  Form  10-SB  filed  March  22,  2000.  **
Incorporated by reference from Form 8- K filed November 29, 2000.





                                        8