<PAGE>

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


                                 AMENDMENT NO. 1
                                       TO
                                   FORM 10-QSB

              [X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d)
                     OF THE SECURITIES EXCHANGE ACT OF 1934

                  FOR THE QUARTERLY PERIOD ENDED JUNE 30, 2002

              [ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d)
                     OF THE SECURITIES EXCHANGE ACT OF 1934
                     FOR THE TRANSITION PERIOD TO _________

                        COMMISSION FILE NUMBER: 000-25891

                                  TREZAC CORP.
             (EXACT NAME OF REGISTRANT AS SPECIFIED IN ITS CHARTER)

                             MARKETCENTRAL.NET CORP.
                           (Former Name of Registrant)

           TEXAS                                          76-0270330
(JURISDICTION OF INCORPORATION)             (I.R.S. EMPLOYER IDENTIFICATION NO.)

20500 Meeting Street, Boca Raton, Florida                      33434
(ADDRESS OF PRINCIPAL EXECUTIVE OFFICES)                    (ZIP CODE)

       REGISTRANT'S TELEPHONE NUMBER, INCLUDING AREA CODE: (561) 558-0038

         SECURITIES REGISTERED PURSUANT TO SECTION 12(B) OF THE ACT: NONE
SECURITIES REGISTERED PURSUANT TO SECTION 12(G) OF THE ACT: COMMON STOCK


AS OF OCTOBER 29, 2002 THERE WERE 2,751,483 SHARES OF SHARES OF COMMON STOCK
OUTSTANDING.

    TRANSITIONAL SMALL BUSINESS DISCLOSURE FORMAT (CHECK ONE): YES [ ] NO [X]


<PAGE>


                                  TREZAC CORP.
                         (F/K/A MARKETCENTRAL.NET CORP.)
                          (A DEVELOPMENT STAGE COMPANY)
                             CONDENSED CONSOLIDATED
                              FINANCIAL STATEMENTS
                               AS OF JUNE 30, 2002







<PAGE>

                                  TREZAC CORP.
                         (F/K/A MARKETCENTRAL.NET CORP.)
                          (A DEVELOPMENT STAGE COMPANY)

                                    CONTENTS
                                    --------

PAGE           1          CONDENSED CONSOLIDATED BALANCE SHEETS AS OF JUNE 30,
                          2002 (UNAUDITED) AND DECEMBER 31, 2001

PAGE           2          CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS FOR
                          THE THREE AND SIX MONTHS ENDED JUNE 30, 2002 AND 2001
                          AND FOR THE PERIOD FROM AUGUST 2, 2000 (INCEPTION) TO
                          JUNE 30, 2002 (UNAUDITED)

PAGE           3          CONDENSED CONSOLIDATED STATEMENT OF CHANGES IN
                          STOCKHOLDERS' EQUITY FOR THE SIX MONTHS ENDED JUNE 30,
                          2002

PAGE           4          CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS FOR
                          THE SIX MONTHS ENDED JUNE 30, 2002 AND 2001 AND FOR
                          THE PERIOD FROM AUGUST 2, 2000 (INCEPTION) TO JUNE 30,
                          2002 (UNAUDITED)

PAGES        5 - 11       NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
                          AS OF JUNE 30, 2002 (UNAUDITED)







<PAGE>
<TABLE>

                                            TREZAC CORP.
                                   (F/K/A MARKETCENTRAL.NET CORP.)
                                    (A DEVELOPMENT STAGE COMPANY)
                                CONDENSED CONSOLIDATED BALANCE SHEETS
                                -------------------------------------

<CAPTION>

                                               ASSETS
                                               ------
                                                                  June 30, 2002      December 31,
                                                                    (Unaudited)          2001
                                                                   ------------      ------------
<S>                                                                <C>               <C>
CURRENT ASSETS
 Deposits                                                          $       250       $       250
 Employee receivable                                                    46,309                --
 Deferred offering costs                                                    --           320,000
 Prepaid expenses                                                      114,000           108,970
 Deferred consulting expense, net                                      679,872                --
                                                                   ------------      ------------
        Total Current Assets                                           840,431           429,220

EQUIPMENT, NET OF ACCUMULATED DEPRECIATION                               8,885            10,239

EQUITY INVESTMENT                                                       42,115             8,115

NOTES AND INTEREST RECEIVABLE, RELATED PARTY                           105,423            44,007

OTHER INTANGIBLES                                                        6,999             6,999
                                                                   ------------      ------------

TOTAL ASSETS                                                       $ 1,003,853       $   498,580
                                                                   ============      ============

                      LIABILITIES AND STOCKHOLDERS' EQUITY
                      ------------------------------------

CURRENT LIABILITIES
 Cash overdraft                                                    $     1,412       $     1,890
 Accounts payable                                                      110,647            92,769
 Accrued expenses                                                      104,791            74,112
 Convertible Debentures, net of discount                               310,742                --
 Notes payable - related party                                         131,250           106,045
                                                                   ------------      ------------
        Total Current Liabilities                                      658,842           274,816

OTHER LONG-TERM DEBT                                                    12,350                --

LONG-TERM DEBT - RELATED PARTY                                         110,000           100,000
                                                                   ------------      ------------

TOTAL LIABILITIES                                                      781,192           374,816
                                                                   ------------      ------------

STOCKHOLDERS' EQUITY
 Common stock, $.0001 par value, 5,000,000 shares authorized,
  304,515 issued and outstanding                                            30                18
 Additional paid-in capital                                          5,348,673         2,328,291
 Subscription receivable                                              (540,000)         (540,000)
 Deficit accumulated during development stage                       (4,586,042)       (1,664,545)
                                                                   ------------      ------------
    Total Stockholders' Equity                                         222,661           123,764
                                                                   ------------      ------------

TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY                         $ 1,003,853       $   498,580
                                                                   ============      ============

               See accompanying notes to condensed consolidated financial statements.
                                                  1
</TABLE>

<PAGE>
<TABLE>

                                                      TREZAC CORP.
                                             (F/K/A MARKETCENTRAL.NET CORP.)
                                              (A DEVELOPMENT STAGE COMPANY)
                                     CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
                                     -----------------------------------------------
                                                       (UNAUDITED)

<CAPTION>
                                                                                                               For The Period From
                                           For the Six       For the Six      For the Three     For the Three    August 2, 2000
                                          Months Ended      Months Ended      Months Ended      Months Ended     (Inception) to
                                          June 30, 2002     June 30, 2001     June 30, 2002     June 30, 2001     June 30, 2002
                                          ------------      ------------      ------------      ------------      ------------
<S>                                       <C>               <C>               <C>               <C>               <C>
REVENUE                                   $        --       $        --       $        --       $        --       $        --
                                          ------------      ------------      ------------      ------------      ------------

OPERATING EXPENSES
 General and administrative expense         2,547,268           363,989         1,892,464           204,087         4,202,268
 Depreciation                                   1,354             1,354               677               677             4,654
                                          ------------      ------------      ------------      ------------      ------------
        Total Expenses                      2,548,622           365,343         1,893,141           204,764         4,206,922
                                          ------------      ------------      ------------      ------------      ------------

OTHER INCOME (EXPENSE)
 Interest income                                3,622             3,259             3,622             1,637            13,478
 Interest expense                            (376,497)           (4,893)         (118,125)           (3,726)         (389,457)
 Loss on equity investment                         --                --                --                --            (3,141)
                                          ------------      ------------      ------------      ------------      ------------
        Total Other Income (Expense)         (372,875)           (1,634)         (114,503)           (2,089)         (379,120)
                                          ------------      ------------      ------------      ------------      ------------

NET LOSS                                  $(2,921,497)      $  (366,977)      $(2,007,644)      $  (206,853)      $(4,586,042)
                                          ============      ============      ============      ============      ============

NET LOSS PER SHARE                        $    (12.19)      $     (4.04)      $     (8.10)      $     (1.89)      $    (22.76)
                                          ============      ============      ============      ============      ============

WEIGHTED AVERAGE SHARES OUTSTANDING           239,606            90,761           247,939           109,396           201,510
                                          ============      ============      ============      ============      ============

                         See accompanying notes to condensed consolidated financial statements.
                                                            2
</TABLE>
<PAGE>
<TABLE>

                                                      TREZAC CORP.
                                             (F/K/A MARKETCENTRAL.NET CORP.)
                                              (A DEVELOPMENT STAGE COMPANY)
                           CONDENSED CONSOLIDATED STATEMENT OF CHANGES IN STOCKHOLDERS' EQUITY
                                         FOR THE SIX MONTHS ENDED JUNE 30, 2002
                                         --------------------------------------
                                                       (UNAUDITED)
<CAPTION>

                                                                                                              Deficit
                                                                                                            Accumulated
                                                                                   Additional                 During
                                                                      Common Stock   Paid-In  Subscription  Development
                                                            Date    Shares   Amount  Capital    Receivable     Stage        Total
                                                           ------- --------- ----- -----------  ---------- ------------  -----------
<S>                                                        <C>       <C>     <C>   <C>          <C>        <C>          <C>
Balance, December 31, 2001                                      --   184,180 $  18 $ 2,328,291  $(540,000) $(1,664,545) $   123,764

Stock options exercised for services at $.54               1/15/02     1,500     0      80,500         --           --       80,500

Stock issued for services at $.23                          2/5/02      8,500     1     195,499         --           --      195,500

Sale of common stock at $.03                               2/5/02     33,513     3     107,984         --           --      107,988

Stock issued for services at $.16                          3/5/02      2,000     0      32,000         --           --       32,000

Stock issued for services at $.17                          3/12/02     3,360     0      57,120         --           --       57,120

Stock options exercised for services at $.10               4/30/02    32,500     3     324,675         --           --      324,678

Stock issued for services at $.19                          4/30/02       500     0       9,495         --           --        9,495

Stock issued for services at $.10                          5/17/02     2,500     0      24,975         --           --       24,975

Stock issued for services at $.545                         5/17/02       650     0      35,419         --           --       35,419

Stock options exercised for services at $.10               5/28/02     1,500     0      14,985         --           --       14,985

Stock options exercised for services at $.10               6/18/02    11,000     1     109,890         --           --      109,891

Stock options exercised for services at $.16               6/18/02    10,312     1     164,897         --           --      164,898

Stock options exercised for services at $.10               6/19/02     2,500     0      24,975         --           --       24,975

Stock options exercised for services at $.10               6/27/02     5,000     1      49,950         --           --       49,951

Stock options exercised for services at $.20               6/27/02     5,000     1      99,950         --           --       99,951

Stock options issued for services                               --        --    --   1,206,272         --           --    1,206,272

Stock based compensation from warrants issued with
 convertible debt and stock issuances                           --        --    --     181,796         --           --      181,796

Value of beneficial conversion feature of convertible debt      --        --    --     300,000         --           --      300,000

Net Loss                                                                  --    --          --         --   (2,921,497)  (2,921,497)
                                                                   --------- ----- -----------  ---------- ------------  -----------

BALANCE, JUNE 30, 2002                                               304,515 $  30 $ 5,348,673  $(540,000) $(4,586,042)  $  222,661
                                                                   ========= ===== ===========  ========== ============  ===========

                         See accompanying notes to condensed consolidated financial statements.
                                                           3
</TABLE>

<PAGE>
<TABLE>

                                                 TREZAC CORP.
                                        (F/K/A MARKETCENTRAL.NET CORP.)
                                         (A DEVELOPMENT STAGE COMPANY)
                                CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
                                -----------------------------------------------
                                                  (UNAUDITED)

<CAPTION>

                                                                                                 For The Period
                                                                                                      From
                                                               For the Six       For the Six     August 2, 2000
                                                              Months Ended      Months Ended     (Inception) to
                                                              June 30, 2002     June 30, 2001     June 30, 2002
                                                              ------------      ------------      ------------
<S>                                                           <C>               <C>               <C>
CASH FLOWS FROM OPERATING ACTIVITIES:
 Net loss                                                     $(2,921,497)      $  (366,977)      $(4,586,042)
 Depreciation                                                       1,354             1,354             4,654
 Impairment loss on deferred consulting expense                   350,272                --           350,272
 Stock based compensation from warrants issued with
  convertible debentures and stock                                164,796             8,625           312,606
 Stock and options issued for services                          1,417,466           131,358         2,515,934
 Beneficial conversion feature of convertible debt                300,000                --           300,000
 Loss on equity investment                                             --                --             3,141
 Increase in accounts payable and accrued expenses                 48,557           170,659           124,420
 Decrease in deferred offering costs                              320,000                --           320,000
 Decrease (increase) in other assets                               (6,446)          (43,327)         (125,522)
                                                              ------------      ------------      ------------
     Net Cash Provided By (Used In) Operating Activities         (325,498)          (98,308)         (780,537)
                                                              ------------      ------------      ------------

CASH FLOWS FROM INVESTING ACTIVITIES:
 Employee receivable                                              (46,309)               --           (46,309)
 Equity investment                                                (34,000)               --           (38,630)
 Notes receivable - related party                                 (60,000)               --           (94,151)
 Purchase of equipment                                                 --                --           (13,539)
                                                              ------------      ------------      ------------
     Net Cash Used In Investing Activities                       (140,309)               --          (192,629)
                                                              ------------      ------------      ------------

CASH FLOWS FROM FINANCING ACTIVITIES:
 Increase (decrease) in cash overdraft                               (478)               --             1,412
 Proceeds from convertible and long-term debt                     323,092           125,000           452,895
 Proceeds from related party debt                                  35,205                --            35,205
 Proceed from exercise of stock options                                --                --            13,350
 Payment of stock option costs                                         --                --            (3,125)
 Payments of convertible debt                                          --           (28,000)          (42,500)
 Proceeds from sale of common stock                               107,988                --           515,929
                                                              ------------      ------------      ------------
       Net Cash Provided By Financing Activities                  465,807            97,000           973,166
                                                              ------------      ------------      ------------

NET DECREASE IN CASH                                                   --            (1,308)               --

CASH - BEGINNING OF PERIOD                                             --             1,447                --
                                                              ------------      ------------      ------------

CASH - END OF PERIOD                                          $        --       $       139       $        --
                                                              ============      ============      ============

                    See accompanying notes to condensed consolidated financial statements.
                                                      4
</TABLE>

<PAGE>

                                  TREZAC CORP.
                         (F/K/A MARKETCENTRAL.NET CORP.)
                          (A DEVELOPMENT STAGE COMPANY)
              NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
                               AS OF JUNE 30, 2002
                               -------------------

NOTE 1 BASIS OF PRESENTATION
----------------------------

       The accompanying unaudited condensed consolidated financial statements
       include the accounts of Trezac Corp. (the "Company"). The financial
       statements have been prepared in accordance with generally accepted
       accounting principles for interim financial information and in accordance
       with the instructions for Form 10-QSB. Accordingly, they do not include
       all of the information and footnotes required by generally accepted
       accounting principles.

       In the opinion of management, the unaudited interim condensed
       consolidated financial statements for the three and six months ended June
       30, 2002 are presented on a basis consistent with the audited financial
       statements and reflect all adjustments, consisting only of normal
       recurring accruals, necessary for fair presentation of the results of
       such period. The results for the three and six months ended June 30, 2002
       are not necessarily indicative of the results of operations for the full
       year. These unaudited consolidated financial statements should be read in
       conjunction with the audited consolidated financial statements and notes
       thereto included in the Company's Annual Report on Form 10-KSB of the
       year ended December 31, 2001.

       Certain amounts in the prior period's financial statements have been
       reclassified for comparative purposes to conform to the current year
       presentation.

NOTE 2 BASIS OF CONSOLIDATION
-----------------------------

       The consolidated financial statements include the accounts of the Company
       and its wholly owned subsidiaries. All inter-company accounts and
       transactions have been eliminated in consolidation.

NOTE 3 ACQUISITION
------------------

       On March 21, 2001, the Company acquired FCOM, Inc. ("FCOM"). FCOM
       exchanged all of its issued and outstanding common stock, 741 A warrants
       and 741 B warrants exercisable at $8.00 and $16.00, respectively for
       1,548 shares of common stock and acquired in a separate transaction from
       the majority stockholders of the Company an additional 1,225 shares of
       common stock in exchange for a $325,000 convertible debenture. The
       convertible debenture was convertible at 60% of the average market price
       of FCOM's common stock for the 30 preceding days at the option of the
       debenture holder. Immediately upon completion of the acquisition, FCOM
       was relieved of $233,280 of the debt by releasing the shares to the
       debenture holders. Due to the fact that following the acquisition, the
       stockholders of FCOM were in control of the combined entity, the
       acquisition is accounted for as though FCOM is the accounting acquirer
       and the acquisition is treated as a recapitalization of FCOM for
       accounting purposes. The operations of the Company are included in the
       financial statements beginning on March 21, 2001. The Company assumed
       $248,282 in debt in the transaction and has recorded this as a reduction
       of additional paid in capital.

                                       5

<PAGE>

                                  TREZAC CORP.
                         (F/K/A MARKETCENTRAL.NET CORP.)
                          (A DEVELOPMENT STAGE COMPANY)
              NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
                               AS OF JUNE 30, 2002
                               -------------------

NOTE 4 INTANGIBLE ASSET, NET
----------------------------

       The Financial Accounting Standards Board has recently issued Statement on
       Financial Accounting Standard No. 142. Statement No. 142, "Goodwill and
       Other Intangible Assets" supercedes APB Opinion 17 and related
       interpretations. Statement No. 142 establishes new rules on accounting
       for the acquisition of intangible assets not acquired in a business
       combination and the manner in which goodwill and all other intangibles
       should be accounted for subsequent to their initial recognition in a
       business combination accounted for under SFAS No. 141. Under SFAS No.
       142, intangible assets should be recorded at fair value. Intangible
       assets with finite useful lives should be amortized over such period and
       those with indefinite lives should not be amortized. All intangible
       assets being amortized as well as those that are not, are both subject to
       review for potential impairment under SFAS No. 121, "Accounting for the
       Impairment of Long-Lived Assets and for Long-Lived Assets to be Disposed
       of". SFAS No. 142 also requires that goodwill arising in a business
       combination should not be amortized but is subject to impairment testing
       at the reporting unit level to which the goodwill was assigned to at the
       date of the business combination.

       SFAS No. 142 is effective for fiscal years beginning after December 15,
       2001 and must be applied as of the beginning of such year to all goodwill
       and other intangible assets that have already been recorded in the
       balance sheet as of the first day in which SFAS No. 142 is initially
       applied, regardless of when such assets were acquired. Goodwill acquired
       in a business combination whose acquisition date is on or after July 1,
       2001, should not be amortized, but should be reviewed for impairment
       pursuant to SFAS No. 121, even though SFAS No. 142 has not yet been
       adopted. However, previously acquired goodwill should continue to be
       amortized until SFAS No. 142 is first adopted.

       As of June 30, 2002, the Company recorded deferred consulting expenses of
       $679,872 net of an impairment charge of $350,272, which is included in
       general and administrative expenses. The deferred asset represents the
       deferred portion of the fair value of options issued to consultants for
       services that will be expensed in subsequent periods over their
       respective lives. The impairment charge during the six-month period
       ending June 30, 2002 was recorded due to the fact that the total fair
       value of the options issued for services, in the amount of $1,030,144 was
       $350,272 greater than the fair value of the services to be provided under
       the respective agreements (See Note 9). The Company will continue to
       evaluate the recoverability of the unamortized portion of the deferred
       consulting expense in subsequent periods.

                                       6


<PAGE>

                                  TREZAC CORP.
                         (F/K/A MARKETCENTRAL.NET CORP.)
                          (A DEVELOPMENT STAGE COMPANY)
              NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
                               AS OF JUNE 30, 2002
                               -------------------

NOTE 5 NOTES RECEIVABLE - RELATED PARTY
---------------------------------------

       The Company loaned an officer/stockholder $60,000 during the six-month
       period ending June 30, 2002. The notes are unsecured, due December 2007
       and bear interest at 8% per annum with principal and accrued interest due
       at maturity.

NOTE 6 NOTES PAYABLE - RELATED PARTY
------------------------------------

       The Company received loans from an officer/stockholder aggregating
       $40,750 on various dates during June 2002. The notes are unsecured,
       mature in forty-five days from issuance date, and bear interest at 8% per
       annum with principal and accrued interest due at maturity. The notes were
       not repaid or extended at their maturity dates and are currently in
       default.

       Also, during the six months ended June 30, 2002, the Company defaulted on
       two other related party notes payable aggregating $90,500. The notes are
       classified as short-term in the accompanying financial statements. See
       Note 14 for discussion on one note settlement subsequent to June 30,
       2002.

NOTE 7 LOAN FEES
----------------

       Loan fees related to the Company's convertible debt (See Note 8) are
       being amortized over the life of the notes, which are one year.
       Amortization, which is included in interest expense, was $43,796 for the
       six-month period ended June 30, 2002.

NOTE 8 STOCK-BASED COMPENSATION
-------------------------------

       The Company accounts for stock based compensation in accordance with
       Statement of Financial Accounting Standards No. 123, "Accounting for
       Stock-Based Compensation". The standard requires the Company to adopt the
       "fair value" method with respect to stock-based compensation of
       consultants and other non-employees, which resulted in charges to
       operations of $324,628 for the six-month period ended June 30, 2002. The
       Company also had stock-based compensation that was recorded as deferred
       consulting expense, in the amount of $679,872 net of a $350,272
       impairment charge (See Note 4), which was accounted for as a deferred
       asset at June 30, 2002. In estimating the above expense, the Company used
       the Black-Scholes pricing model. The average risk-free interest rate used
       was 3.25%-4.75%, volatility was estimated at 402.22%-420.00%, the
       expected life was one year for the valuation of all options and warrants
       issued as further described in Note 9.

       The Company did not adopt the fair value method, in accordance with SFAS
       123, with respect to employee stock options. The Company continues to
       account for these under the "intrinsic value" method in accordance with
       APB 25.

NOTE 9 STOCKHOLDERS' EQUITY AND CONVERTIBLE DEBT
------------------------------------------------

       On January 31, 2002 the Company entered into a securities sale agreement
       with a group of investors providing for the issuance of 12% secured
       convertible debentures in the aggregate principal amount of $500,000 due
       January 31, 2003 at a conversion price calculated at the time of
       conversion for the aggregate consideration of $500,000 and warrants to

                                       7

<PAGE>

                                  TREZAC CORP.
                         (F/K/A MARKETCENTRAL.NET CORP.)
                          (A DEVELOPMENT STAGE COMPANY)
              NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
                               AS OF JUNE 30, 2002
                               -------------------

       purchase 10,000 shares of common stock, exercisable at  the lesser of
       $5.70 or the average of the lowest three trading prices during the 20-day
       period prior to exercise, expiring January 31, 2005. On January 31, 2002
       the Company received $250,000 and issued warrants to purchase 5,000
       shares of common stock valued at $97,500 to be expensed as loan fees over
       the length of the note. All assets of the Company secure the debentures.
       Interest is payable on dates at the option of the holder. The debentures
       are convertible into shares of common stock at the lesser of $7.50 per
       share or 50% of the market price of the Company's common stock for the
       average of the lowest three trading prices during the 20-day period prior
       to conversion. As of June 30, 2002, none of these debentures have been
       converted. The Company recorded $250,000 as interest expense for the
       beneficial conversion feature related to the debentures issued on January
       31, 2002.

       In order to provide additional working capital and financing for the
       Company's expansion, the Company entered into convertible debenture
       agreements with four accredited investors ("the Purchasers") on May 31,
       2002 whereby the Purchasers acquired an aggregate of $50,000 of the
       Company's 15% Convertible Debentures, due May 31, 2003. As of June 30,
       2002, none of these debentures have been converted. The Company issued
       warrants to purchase 980 common shares valued at $33,296, to be expensed
       as loan fees over the length of the notes. The warrants are exercisable
       immediately, and have a life of three years. The Company also recorded
       $50,000 as interest expense for the beneficial conversion feature related
       to these debentures.

       In January 2002 the Company entered into a three-month consulting
       agreement for strategic and company development consulting in exchange
       for $33,750 and 3,000 shares of common stock valued at $55,000.

       In January 2002 the Company issued warrants to certain partners of
       AdServers to purchase 2,000 shares of the Company's common stock at $24
       per share, expiring in 2005 for the completion of the software system to
       be used to sell the Company's products and services under the joint
       marketing agreement. The fair market value of the warrants of $34,000 was
       recorded as an additional capital contribution to AdServers.

       In April 2002, the Company amended the Registration Statement of Form
       S-8, filed on December 4, 2001 with the Securities and Exchange
       Commission. The Post-Effective Registration Statement will register and
       issue into the existing 2001 Stock Option Plan an additional 40,000
       shares.

       In April 2002 the Company entered into a consulting agreement for
       introductions to European ISP companies and related due diligence for a
       term of 6 months in exchange for a stock option to purchase 30,000 shares
       of the Company's common stock at $10 having a total fair value of
       $284,963. The stock option was immediately exercised as payment for a
       $300,000 invoice related to this agreement. The portion of this payment
       relating to the three-month period ended June 30, 2002 of $102,903 was
       expensed, while the remainder of $182,060 is recorded as a deferred
       consulting expense at June 30, 2002 (See Note 4).

                                       8

<PAGE>

                                  TREZAC CORP.
                         (F/K/A MARKETCENTRAL.NET CORP.)
                          (A DEVELOPMENT STAGE COMPANY)
              NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
                               AS OF JUNE 30, 2002
                               -------------------

       In May 2002 the Company entered into a one year consulting agreement for
       business advisory services in exchange for the option to purchase 2,500
       shares of the Company's common stock at an exercise price of $10, and
       having a fair value of $132,474. The stock option was immediately
       exercised as payment in full for a $25,000 invoice. The transaction was
       recorded as deferred consulting expense and will be amortized over the
       life of the agreement. The related expense for the six-month period ended
       June 30, 2002 was $19,236, with $113,238 deferred over the remaining term
       of the agreement (See Notes 4 and 11).

       Also in May 2002 the Company entered into a six-month consulting
       agreement for accounting and SEC reporting services in exchange for the
       option to purchase 1,500 shares of the Company's common stock at an
       exercise price of $10, and having a fair value of $64,486. The stock
       option was immediately exercised. The transaction was recorded as
       deferred consulting expense and will be amortized over the life of the
       agreement. The related expense for the six-month period ended June 30,
       2002 was $13,255, with $51,231 deferred over the remaining term of the
       agreement (See Note 4).

       During June 2002 the Company entered into seven six-month consulting
       agreements in exchange for the options to purchase 38,500 shares of the
       Company's common stock at exercise prices ranging from $10 to $20. The
       stock options were all exercised immediately. The fair value of these
       option issuances totaled $724,349. The fair value of the options was
       recorded as deferred consulting expense and will be amortized over the
       lives of these agreements. The related expense for the six-month period
       ended June 30, 2002 was $40,733, with $683,616 deferred over the
       remaining terms of the agreements (See Note 4).

       During the quarter ended March 31, 2002, a stockholder filed a complaint
       against FCOM and certain former officers and the Company and it's current
       officer. The complaint alleges that FCOM 's Private Offering Memorandum
       dated September 22, 2000 contained material misstatements and omitted
       material facts, which the stockholder relied on when purchasing FCOM
       common stock. The Company believes this complaint is without merit and is
       vigorously defending the lawsuit and has filed a claim against the
       stockholder and certain former officers of FCOM.

NOTE 10  ASSET ACQUISITION
--------------------------

       On May 6, 2002, the Company entered into an asset purchase agreement with
       Copyright Securities Dealers, Inc., a Panamanian Corporation ("the
       Seller"). Under the terms of the agreement, the Company purchased the
       sole assets of the Seller. The assets of the Seller included Uniform
       Record Locator (URL), Website including HTML, Java, JavaScript, Graphics
       in both SOURCE and WEB formats, Operating object code in Flash for the

                                       9

<PAGE>

                                  TREZAC CORP.
                         (F/K/A MARKETCENTRAL.NET CORP.)
                          (A DEVELOPMENT STAGE COMPANY)
              NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
                               AS OF JUNE 30, 2002
                               -------------------

       CasusCards.com system, System Documentation, and Business Plans and
       Marketing Plans. The purchase price for the assets was $100,000 to be
       paid as restricted common shares of the Company.

NOTE 11  LICENSE AGREEMENT
--------------------------

       On May 7, 2002, the Company entered into a new license agreement with
       Servicios De Red, LTDA, a corporation incorporated in Costa Rica ("RED").
       Based on the terms of the agreement, RED, at the direction of its
       directors, shall license the Company to utilize certain proprietary
       technology in connection with CuroCheck Online Check Processing and
       associated services. The Company will have an exclusive license for one
       year, and nonexclusive rights for an additional seven years to represent
       CuroCheck. The parties agree that for full consideration for the license
       a nonrefundable operating fee shall be payable to the Company directed by
       RED on the basis of revenue from the CuroCheck operations. The purchase
       of the license will be made with 1,000 common shares of the Company's
       common stock delivered as restricted under rule 144 as full payment.
       Management will value the license fee and the stock at $50,000 each. The
       license fee shall be equal to 0.5% of the gross revenue of CuroCheck
       generated by all USA based merchants during the first year and 0.25% of
       the gross revenue during the subsequent seven years. As of June 30, 2002,
       no stock has been issued nor were any services performed under this
       agreement.

       In relation to the above new license agreement, the Company entered into
       a one year consulting agreement with Simon Shaw. The agreement became
       effective on May 8, 2002. Mr. Shaw agreed to monitor CuroCorp operations
       at the Company's head offices, provide oversight of all business
       operations that involve the Company's clients in the United States, and
       provide CuroCorp expertise to the Company as required when liaisoning
       with the Company's clients with respect to the CuroCorp products and
       services. The consideration for this consulting agreement was the option
       to purchase 2,500 shares of the Company's common stock having a fair
       value of $132,474 of which $19,236 has been expensed and $113,238 has
       been accounted for as deferred consulting expense (See Note 9).

NOTE 12  LINE OF CREDIT
-----------------------

       The Company has a $5,000 revolving line of credit with a bank. As of June
       30, 2002, the balance was $5,039. The note is unsecured and bears
       interest at 14.9%.

                                       10

<PAGE>

                                  TREZAC CORP.
                         (F/K/A MARKETCENTRAL.NET CORP.)
                          (A DEVELOPMENT STAGE COMPANY)
              NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
                               AS OF JUNE 30, 2002
                               -------------------

NOTE 13  GOING CONCERN
----------------------

       The Company's financial statements for the period ended June 30, 2002
       have been prepared on a going concern basis which contemplated the
       realization of assets and the settlement of liabilities and commitments
       in the normal course of business. The Company has a net loss from
       operations of $4,586,042 since inception and a negative cash flow from
       operating activities of $780,537 since inception. Due to the net losses
       and negative cash flows from operating activities since inception, the
       Company may not be able to meet such objectives as presently structured.
       The financial statements do not include any adjustments that might result
       from the outcome of this uncertainty.

NOTE 14  SUBSEQUENT EVENTS
--------------------------

       The Company has filed suit July 5, 2002 in the Superior Court of the
       State of California for County of San Diego against a stockholder
       alleging improper securities trading activity. The Company is seeking the
       return of 6,250 common shares from the stockholder. Of The 30,000
       restrictive shares that were originally issued to the defendants, 23,750
       shares have been returned to the Company's transfer agent for the
       restrictive legending. The Company seeks the return of 6,250 shares to
       its transfer agent for similar restrictive legending, as well as punitive
       damages and legal expenses from the defendants.

       On July 25, 2002, the Board of Directors and a majority of shareholders
       of the Company voted to effectuate a 100:1 reverse stock split of the
       Company's currently issued and outstanding shares of common stock. As a
       result of the reverse split, 36,699,191 common shares were retired and
       replaced by 366,992 common shares.

       All shares and per share amounts have been retroactively restated to
       reflect this transaction.

       Also on July 25, 2002, the Board of Directors and a majority of
       shareholders of the Company approved an amendment to the Company's
       Certificate of Incorporation that authorized a name change from
       MarketCentral.Net Corp. to Trezac Corp. The amendment also authorized a
       trading symbol change from MKCT to TRZC.

       During July 2002, the Arapahoe District Court entered Default Judgment
       against the Company related to one related party note payable.
       Subsequently, the Company settled the note for $40,000. As of June 30,
       2002, the note was classified as short-term while the related accrued
       interest was classified in accrued expenses.


                                       11



<PAGE>

ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS

PLAN OF OPERATION

We are a development stage provider of products and services that enable
publishers, advertisers, direct marketers and promotional merchants to market
products and/or advertisements to Internet service providers (ISP) subscribers.
We offer advertisers capabilities for advert delivery, targeting and audience
tracking.

The Company does not anticipate any significant purchases or sales or equipment
during the next twelve months and has not engaged in any research and
development activities since inception.

RESULTS OF OPERATIONS

SIX MONTHS ENDED JUNE 30, 2002 COMPARED TO THE SIX MONTHS ENDED JUNE 30, 2001

Our net loss for the six months ended June 30, 2002 increased by $2,554,520 to
$2,921,497 for the six months ended June 30, 2002 as compared to $366,977 for
the six months ended June 30, 2001. This was primarily the result of an increase
in general and administrative expenses and an increase in interest expense.
General and administrative expenses of $2,547,268 increased by $2,183,279 for
the six months ended June 30, 2002 compared to $363,989 for the six months ended
June 30, 2001. This was primarily due to the fair market value of stock and
warrants issued for consulting services and an increase in financial consulting
and accounting services. The financial consulting services included investment
banking consulting services in connection with raising additional funding. The
accounting services were provided in connection with internal bookkeeping,
internal control and assistance in the preparation of the financial statements.
We cannot presently determine if we will issue additional stock or warrants in
exchange for consulting or accounting services.

Interest expense during the six months ended June 30, 2002 was $376,497 as
compared to $4,893 for the prior period. The increase in interest expense is
attributable to the beneficial conversion feature of convertible debt issued in
January 2002. The beneficial conversion feature is calculated at its intrinsic
value (that is, the difference between the conversion price and the fair value
of the common stock into which the debt is convertible, multiplied by the number
of shares into which the debt is convertible) at the commitment date. A portion
of the proceeds from issuance of the convertible debt, equal to the intrinsic
value, is then allocated to additional paid-in capital (APIC). Because the debt
is convertible at the date of issuance, the debt discount is charged to interest
expense at the date of issuance.

LIQUIDITY AND CAPITAL RESOURCES


We finance our operations and capital requirements primarily through private
debt and equity offerings. During the six month period ended June 30, 2002
33,512 shares were sold for $107,988 pursuant to a stock sale agreement with
Pro-Video International, Inc. a Belize corporation. We do not presently have any
commitments for any capital expenditures.


                                       12


<PAGE>

RECENTLY ISSUED ACCOUNTING PRONOUNCEMENTS

Effective January 1, 2002, the Company adopted Financial Accounting Standards
Board (the "FASB"), Statement of Financial Accounting Standards ("SFAS") No. 141
"Business Combinations" and SFAS No. 142 "Goodwill and Other Intangible Assets."
SFAS No. 141 established new standards for accounting and reporting requirements
for business combinations and requires that the purchase method of accounting be
used for all business combinations initiated after June 30, 2001. Use of the
pooling-of-interests method is prohibited. SFAS No. 142 established new
standards for goodwill acquired in a business combination, eliminates
amortization of goodwill and sets forth methods to periodically evaluate
goodwill for impairment. Intangible assets with a determinable useful life will
continue to be amortized over that life. SFAS 141 and 142 are effective for
business combinations completed after June 30, 2001. Management currently does
not believe adoption of SFAS Nos. 141 and 142 will have any effect on the
Company or its operations.

In 2000 the FASB issued Statement No. 133, Accounting for Derivative Instruments
and Hedging Activities. The adoption by the Company of Statement 133 did not
impact the Company's financial statements.

In December 1999, the Securities and Exchange Commission ("SEC") issued Staff
Accounting Bulletin 101, "Revenue Recognition in Financial Statements" ("SAB
101") which provides guidance related to revenue recognition based on
interpretations and practices followed by the SEC. SAB 101A was released on
March 24, 2000 and deferred the effective date to no later than the second
fiscal quarter beginning after December 15, 1999. In June 2000, the SEC issued
SAB 101B which delays the implementation date of SAB 101 until no later than the
fourth fiscal quarter of fiscal years beginning after December 15, 1999. SAB 101
requires companies to report any changes in revenue recognition as a cumulative
change in accounting principle at the time of implementation in accordance with
Accounting Principles Board Opinion No. 20, "Accounting Changes". Management has
accessed the implementation and determined that there is no significant impact
on the consolidated financial statements of the Company.

SEASONALITY

We do not believe that our business is seasonal.

                                       13


<PAGE>

                           PART II - OTHER INFORMATION

ITEM 1. LEGAL PROCEEDINGS

None.

ITEM 2. CHANGES IN SECURITIES

None.

ITEM 3. DEFAULTS UPON SENIOR SECURITIES

None.

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

None.

ITEM 5. OTHER INFORMATION

None.

ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K

(a) Exhibits

99.1     Certification of the Chief Executive Officer of Trezac Corp. Pursuant
         to 18 U.S.C. Section 1350, As Adopted Pursuant to Section 906 of the
         Sarbanes-Oxley Act of 2002.

99.2     Certification of the Chief Accounting Officer of Trezac Corp, Pursuant
         to 18 U.S.C. Section 1350, As Adopted Pursuant to Section 906 of the
         Sarbanes-Oxley Act of 2002.

(b) Reports on Form 8-k

                                       14


<PAGE>

                                   SIGNATURES


Pursuant to the requirements of the Securities Act of 1934, the Re istrant has
duly caused this report to be signed on its behalf by the undersigned thereunto
duly authorized on October 30, 2002.


                                  TREZNC CORP.
                                  (Registrant)

BY:  /S/  PAUL R. TAYLOR
     -------------------
PAUL R. TAYLOR
CHIEF EXECUTIVE OFFICER, PRINCIPAL EXECUTIVE
OFFICER AND PRINCIPAL ACCOUNTING OFFICER