SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549

                                   FORM 10-KSB
 (Mark One)

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

For the Fiscal Year Ended December 31, 2000
                                       OR
( )  TRANSITION  REPORT  PURSUANT  TO SECTION  13 OR 15(d) OF THE  SECURITIES
     EXCHANGE ACT OF 1934

Commission File No. 1-16187

                            GAMA COMPUTER CORPORATION
                 ----------------- ---------------------------
                 (Name of Small Business Issuer in its charter)

                Delaware                                     98-0215787
         ------------------------                      ----------------------
         (State of incorporation)                          (IRS Employer
                                                         Identification No.)
       Blvd. Hidalgo #67
       Entre Campodonico y Londres
       Col. Centenario
       Hermosillo, Sonora Mexico CP                           83260
    ----------------------------------------               ------------
    (Address of Principal Executive Office)                Zip Code

Registrant's  telephone number,  including Area Code: (949) 261-6665
Securities registered  pursuant to Section  12(b) of the Act:  None
Securities registered pursuant to Section 12(g) of the Act:

                                  Common Stock
                                (Title of Class)

Check whether the Registrant  (1) has filed all reports  required to be filed by
Section 13 or 15(d) of the  Securities  Exchange  Act of 1934 during the 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.
                                      X
                                     YES        NO

Check if disclosure  of delinquent  filers in response to Item 405 of Regulation
S-B is not contained in this form, and no disclosure  will be contained,  to the
best  of  the  Registrant's   knowledge,  in  definitive  proxy  or  information
statements  incorporated  by  reference  in Part III of this Form  10-KSB or any
amendment to this Form 10-KSB. [X]

The Company's revenues for the most recent fiscal year were $2,116.

The  aggregate  market value of the voting stock held by  non-affiliates  of the
Company, (1,200,587 shares) based upon the closing price of the Company's Common
Stock on March 20, 2001 was approximately $400,000.

As of March 20, 2001 the Company had 3,411,137 issued and outstanding  shares of
common stock.


<PAGE>


ITEM 1.  DESCRIPTION OF BUSINESS

      The Company is in the  development  stage and as of March 20, 2001 had not
generated any material revenues from its operations.

General History

     GAMA, Inc. (the Company) was incorporated in Colorado on December 10, 1997.
On January 9, 1998 the Company reorganized as a Delaware Corporation and changed
its name from GAMA, Inc. to Gama Computer Corporation.

     On  December  11,  1997  Bona  Vista  West  Ltd.,  the  Company's   initial
shareholder, purchased 3,000,000 shares of common stock for $5,000 in cash.

      On December 26, 1997 the Company issued 175,456 shares of its common stock
in a share-for-share exchange with the Series J common shareholders of STB Corp.
At the time of this transaction Bona Vista West Ltd. owned  approximately 80% of
the issued and  outstanding  shares of STB Corp. and received  140,365 shares of
the Company's common stock in exchange for its shares in STB Corp. The Company's
investment in STB Corp.  was valued at $175. STB Corp. was dissolved in December
1998.

      On December 19, 1997,  the Company  sold an  additional  100 shares of its
common stock to Bona Vista West Ltd. for $10.

     In May 1998 Bona Vista West Ltd.  sold  3,100,000  shares of the  Company's
common stock to Pedro Villagran Garcia, an officer and director of the Company.

      On July 31, 1998 the Company  sold  80,000  shares of its common  stock to
Pedro Villagran Garcia for $20,000 in cash.

      The  Company's  initial  business  plan was to acquire  MCA  Computers,  a
corporation  actively  involved in the sale of computers since March 1997 and to
sell computers in Mexico and Latin America.  The Company  acquired MCA Computers
in October  1998.  In November  1999 the  Company  and the former  owners of MCA
Computers agreed to rescind this acquisition effective as of October 1998.

Business

      The  Company  planned to derive  revenues  from the sale of the  following
services:

o  Web site hosting
o  Web site domain name registration



<PAGE>


Web Site Hosting

      Web Site Hosting is a service  offered to  businesses  that have web pages
they  want  to make  available  via  the  internet.  Once a web  page  has  been
developed, it must be placed on a special computer (known as a "server") so that
it can be made  available  via the  worldwide  web.  The  Company  plans to host
multiple web sites on servers which it plans to purchase. After the servers have
been purchased and installed the maintenance and cost associated with hosting is
normally minimal. Typical pricing for web page hosting varies from $25 to $1,000
per  month  depending  on the  complexity  and size of the site and the  traffic
generated.

Domain Name Registration

    Since August 2000 the Company has provided internet domain name registration
services.  A domain name, such as "mybrand.com",  is the address of a website on
the Internet and is registered  through  companies  known as registrars.  Domain
names  serve  as part of the  infrastructure  for  Internet  communications  and
registering  a  domain  name  is one of the  first  steps  for  individuals  and
businesses  seeking to establish  an online  identity  through a website.  As of
March 20, 2001 the Company had registered approximately 45 domain names.

Plan to Change Business

      During  the year  ended  December  31,  2000,  the  Company  had a loss of
$(63,103).  As of December  31,  2000 the  Company  had a negative  stockholders
equity of  $(48,940).  The Company  continued to suffer  losses during the three
months ending March 31, 2001.  Although the  management of the Company is of the
opinion that the  Company's  present  business  may  ultimately  be  successful,
management   nevertheless   expects  that  the  Company  will  need  substantial
additional capital before the Company's revenues equal expenses. Considering the
present   attitude  of  the  investment   community   toward  internet   related
enterprises,  management does not anticipate that it will be able to obtain this
additional capital.

      Consequently, the Company's management believes it is in the best interest
of the Company's shareholders to discontinue its current business and attempt to
acquire  a  new  business   which  may  provide  more  value  to  the  Company's
shareholders.  To further this objective Pedro Villagran  Garcia,  the Company's
President and principal  shareholder,  has reached  preliminary  agreements with
Andrew Hromyk and certain  other third parties which provide that Mr.  Villagran
2,210,550 shares of the Company's common stock to Mr. Hromyk and the other third
parties for approximately $0.06 per share.

      If the sale of Mr.  Villagran's  shares is completed  Mr.  Villagran  will
resign as an officer  and  director  of the  Company  and will be  replaced on a
temporary  basis by Mr.  Hromyk.  The Company will then attempt to acquire a new
business.  As of the date of this proxy statement the Company had not identified
any business which is available for  acquisition.  Although the Company does not
have any plans to appoint any other  officers or directors at the present  time,
it may be expected  that new officers and  directors  will be appointed if a new
business is acquired.


<PAGE>

Employees

      As of March 20, 2001,  the Company did not have any  full-time  employees.
The  Company  plans to hire  employees  as may be  required  by the level of the
Company's operations.

ITEM  2. DESCRIPTION OF PROPERTIES

     See Item 1 of this report.

ITEM 3.  LEGAL PROCEEDINGS.
--------------------------

      The  Company  is not  engaged  in any  litigation,  and the  officers  and
directors  presently know of no threatened or pending  litigation in which it is
contemplated that the Company will be made a party.

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

      Not Applicable

ITEM 5. MARKET PRICE OF AND  DIVIDENDS  ON THE  REGISTRANT'S  COMMON  EQUITY AND
OTHER SHAREHOLDER MATTERS.
-------------------

      As of March 20, 2001, there were approximately  fifty record owners of the
Company's   common  stock.   The  Company's   common  stock  is  traded  in  the
over-the-counter  market under the symbol "GMCP".  Set forth below are the range
of high and low bid  quotations  for the  periods  indicated  as reported by the
National  Quotation Bureau. The market quotations  reflect  interdealer  prices,
without  retail  mark-up,  mark-down  or  commissions  and may  not  necessarily
represent actual transactions.  The Company's common stock first became eligible
for trading in June 2000.

Month Ending                            High           Low

June 2000                                *              *
July 2000                               $0.25          $0.25
August 2000                              *              *
September 2000                           *              *
October 2000                             *              *
November 2000                            *              *
December 2000                            *              *

*  No trading occurred during this month.

      Holders of Common Stock are  entitled to receive such  dividends as may be
declared by the Board of Directors out of funds legally available  therefor and,
in the  event of  liquidation,  to share  pro  rata in any  distribution  of the
Company's  assets after  payment of  liabilities.  The Board of Directors is not

<PAGE>

obligated to declare a dividend.  The Company has not paid any dividends and the
Company does not have any current plans to pay any dividends.

ITEM 6.  MANAGEMENT'S DISCUSSION AND ANALYSIS/ PLAN OF OPERATIONS

      During the year ended  December  31, 2000 the  Company's  operations  used
$58,058 in cash.  The Company  funded its  operating  losses  during this period
through a loan from a  shareholder  and the issuance of shares of the  Company's
common stock.

      If the Company suffers  additional losses, the Company will need to obtain
additional capital in order to continue operations.

      As explained in Item 1 of this report the Company plans to discontinue its
present business.

      The Company does not have any available  credit,  bank  financing or other
external sources of liquidity. Due to historical operating losses, the Company's
operations have not been a source of liquidity.  In order to obtain capital, the
Company may need to sell  additional  shares of its common stock or borrow funds
from  private  lenders.  There  can be no  assurance  that the  Company  will be
successful in obtaining additional funding.

ITEM 7.  FINANCIAL STATEMENTS

      See the financial statements attached to this report.

ITEM 8.   CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS

      None.

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

      The  following  sets forth  certain  information  concerning  the  present
management of the Company:

      Name                    Age         Position with Company

      Pedro Villagran Garcia  32          President and a director

     Pedro  Villagran  Garcia has been the  Company's  President  and a director
since June 1998.  Between 1992 and 1993 Mr. Villagran was the purchasing manager
for  Aeromexico's  commuter  airline,  "Areolitoral."  Between 1993 and 1994 Mr.
Villagran  was  the  manager  in  charge  of  the  Airline  Revenue  Enhancement
Department of  Areolitoral.  Since October 1995 Mr.  Villagran has been the Vice
President of Farallon  Resources,  Ltd. a corporation engaged in the exploration
for precious metals.


<PAGE>

ITEM 10.  EXECUTIVE COMPENSATION

      The following table sets forth in summary form the  compensation  received
by (i) the  Chief  Executive  Officer  of the  Company  and  (ii) by each  other
executive  officer of the Company who received in excess of $100,000  during the
fiscal years ended December 31, 2000 and 1999.

                 Annual Compensation                    Long Term Compensation
      -------------------------------------------  -----------------------------
                                                      Re-                 All
                                           Other     stric-               Other
                                          Annual      ted                 Com-
Name and                                  Compen-    Stock    Options     pensa-
Principal        Fiscal  Salary  Bonus    sation     Awards   Granted     tion
Position          Year    (1)     (2)      (3)        (4)       (5)       (6)
 -------         ------  ------  -----    ------     ------   -------     -----

Pedro Villagran   2000  $20,500     --        --        --    200,000       --
Garcia, President 1999       --     --   $34,000        --         --       --

(1) The dollar value of base salary (cash and non-cash) received.

(2) The dollar value of bonus (cash and non-cash) received.

(3)  Any other annual compensation not properly  categorized as salary or bonus,
     including perquisites and other personal benefits,  securities or property.
     Amount  in the  table  represents  consulting  fees  paid to a  corporation
     controlled by Mr. Villagran.

(4)  During the period covered by the foregoing  table, the shares of restricted
     stock issued as compensation for services. The table below shows the number
     of shares of the Company's  Common Stock owned by the officer listed above,
     and the value of such shares as of December 31, 2000.  Since the  Company's
     common stock was not publicly traded at December 31, 2000, the value of the
     Company's common stock on that date was deemed to be $0.06 per share, which
     is the  approximate  price at which Mr.  Villagran  has  agreed to sell his
     shares in a private  transaction.  See Item 1 of this report for additional
     information concerning this proposed sale.

      Name                          Shares            Value

      Pedro Villagran Garcia       2,210,550          $133,000

(5)  The shares of Common  Stock to be received  upon the  exercise of all stock
     options granted during the period covered by the table.

(6)  All other compensation  received that the Company could not properly report
     in any other column of the table including annual Company  contributions or
     other  allocations to vested and unvested defined  contribution  plans, and
     the dollar value of any  insurance  premiums  paid by, or on behalf of, the

<PAGE>

     Company  with respect to term life  insurance  for the benefit of the named
     executive  officer,  and the  full  dollar  value of the  remainder  of the
     premiums paid by, or on behalf of, the Company.

Options Granted During Fiscal Year Ending December 31, 2000

      The following tables set forth information concerning the options granted,
during the fiscal year ended  December 31, 2000, to the  Company's  officers and
directors,  and the fiscal year-end value of all unexercised options (regardless
of when granted) held by these persons.  The options held by Mr.  Villagran were
not granted pursuant to the Company's stock option plans.

                                        Individual Grants
                     -----------------------------------------------------------

                                     % of Total
                                   Options Granted                Exercise
                       Options     to Employees in   Price Per   Expiration
 Name                 Granted (#)    Fiscal Year      Share         Date
------                ----------   ---------------   ---------   -----------

Pedro Villagran Garcia  200,000          67%            $0.25     09/30/10

     Aggregated  Option/SAR  Exercises in Last Fiscal Year and FY-End Option/SAR
Values.

                                                Number of
                                                 Securities        Value of
                                               Underlying        Unexercised
                                               Unexercised       In-the-Money
                                                 Options at        Options at
                       Shares               December 31, 2000  December 31, 2000
                     Acquired      Value       Exercisable/       Exercisable/
Name               on Exercise    Realized     Unexercisable     Unexercisable

Pedro Villagran
  Garcia               None          N/A        200,000/--            --/-- (1)

(1)   The Company's common stock did not trade in December 2000.

      The sale of Mr. Villagran's shares are contingent upon the cancellation of
these options. See Item 1 of this report for further information  concerning the
potential sale of these shares.

Long Term Incentive Plans - Awards in Last Fiscal Year

      None.



<PAGE>


Employee Pension, Profit Sharing or Other Retirement Plans

      The Company does not have a defined benefit,  pension plan, profit sharing
or other  retirement  plan,  although  the Company may adopt one or more of such
plans in the future.

Compensation of Directors

      Standard  Arrangements.  At present the Company does not pay its directors
for attending  meetings of the Board of Directors,  although the Company expects
to adopt a  director  compensation  policy in the  future.  The  Company  has no
standard  arrangement pursuant to which directors of the Company are compensated
for any  services  provided  as a director  or for  committee  participation  or
special assignments.

      Other Arrangements. During the year ended December 31, 2000, and except as
disclosed elsewhere in this report, no director of the Company received any form
of compensation from the Company.

      See " Stock Option and Bonus Plans" below for information concerning stock
options and stock bonuses granted to the Company's officers and directors.

Stock Option and Bonus Plans

      The Company has an Incentive  Stock Option  Plan,  a  Non-Qualified  Stock
Option Plan and a Stock Bonus Plan. A summary  description of each Plan follows.
In some cases these three Plans are collectively referred to as the "Plans".

      Incentive  Stock Option Plan. The Incentive  Stock Option Plan  authorizes
the issuance of options to purchase up to 500,000 shares of the Company's Common
Stock,  less the number of shares already  optioned under both this Plan and the
Non-Qualified  Stock  Option  Plan.  The  Incentive  Stock  Option  Plan  became
effective  on October 1, 2000 and will  remain in effect  until  October 1, 2010
unless terminated  earlier by action of the Board. Only officers,  directors and
key  employees of the Company may be granted  options  pursuant to the Incentive
Stock Option Plan.

       In order to  qualify  for  incentive  stock  option  treatment  under the
Internal Revenue Code, the following requirements must be complied with:

      1. Options granted pursuant to the Plan must be exercised no later than:

      (a) The  expiration  of thirty (30) days after the date on which an option
holder's employment by the Company is terminated.

      (b) The expiration of one year after the date on which an option  holder's
employment  by the  Company is  terminated,  if such  termination  is due to the
Employee's disability or death.


<PAGE>

      2. In the event of an option  holder's  death  while in the  employ of the
Company,  his  legatees or  distributees  may  exercise  (prior to the  option's
expiration) the option as to any of the shares not previously exercised.

      3. The total fair market value of the shares of Common  Stock  (determined
at the time of the grant of the  option) for which any  employee  may be granted
options  which  are  first  exercisable  in any  calendar  year  may not  exceed
$100,000.

      4.  Options  may not be  exercised  until one year  following  the date of
grant.  Options  granted to an employee  then owning more than 10% of the Common
Stock of the Company may not be  exercisable  by its terms after five years from
the date of grant.

      5. The  purchase  price  per share of Common  Stock  purchasable  under an
option is  determined  by the  Committee but cannot be less than the fair market
value of the Common Stock on the date of the grant of the option (or 110% of the
fair  market  value in the case of a person  owning the  Company's  stock  which
represents  more than 10% of the total  combined  voting power of all classes of
stock).

      Non-Qualified  Stock  Option  Plan.  The  Non-Qualified  Stock Option Plan
authorizes  the  issuance  of options to  purchase  up to 500,000  shares of the
Company's  Common Stock less the number of shares  already  optioned  under both
this Plan and the Incentive  Stock Option Plan. The  Non-Qualified  Stock Option
Plan became effective on October 1, 2000 and will remain in effect until October
1, 2010  unless  terminated  earlier by the Board of  Directors.  The  Company's
employees,  directors,  officers,  consultants  and  advisors are eligible to be
granted options  pursuant to the Plan,  provided however that bona fide services
must be rendered by such  consultants  or advisors and such services must not be
in  connection  with  the  offer  or sale  of  securities  in a  capital-raising
transaction. The option exercise price is determined by the Committee but cannot
be less than the  market  price of the  Company's  Common  Stock on the date the
option is granted.

      Options granted  pursuant to the Plan not previously  exercised  terminate
upon the date specified when the option was granted.

      Stock  Bonus  Plan.  Up to 500,000  shares of Common  Stock may be granted
under the Stock Bonus Plan.  Such shares may  consist,  in whole or in part,  of
authorized but unissued shares, or treasury shares.  Under the Stock Bonus Plan,
the  Company's  employees,  directors,  officers,  consultants  and advisors are
eligible to receive a grant of the Company's  shares;  provided,  however,  that
bona fide services must be rendered by consultants or advisors and such services
must  not  be  in  connection  with  the  offer  or  sale  of  securities  in  a
capital-raising transaction.

      Other  Information  Regarding the Plans. The Plans are administered by the
Company's  Board of  Directors.  The Board of  Directors  has the  authority  to
interpret the  provisions of the Plans and supervise the  administration  of the
Plans. In addition,  the Board of Directors is empowered to select those persons
to whom shares or options are to be granted,  to determine  the number of shares
subject to each grant of a stock bonus or an option and to determine  when,  and

<PAGE>

upon what  conditions,  shares or options  granted  under the Plans will vest or
otherwise be subject to forfeiture and cancellation.

      In the discretion of the Board of Directors,  any option granted  pursuant
to the Plans may include installment exercise terms such that the option becomes
fully exercisable in a series of cumulating portions. The Board of Directors may
also  accelerate  the date upon which any option (or any part of any options) is
first  exercisable.  Any shares issued  pursuant to the Stock Bonus Plan and any
options granted pursuant to the Incentive Stock Option Plan or the Non-Qualified
Stock Option Plan will be forfeited if the "vesting" schedule established by the
Board of  Directors  at the time of the  grant  is not  met.  For this  purpose,
vesting  means the period  during which the employee  must remain an employee of
the Company or the period of time a  non-employee  must provide  services to the
Company.  At the time an employee ceases working for the Company (or at the time
a  non-employee  ceases to  perform  services  for the  Company),  any shares or
options not fully vested will be forfeited and  cancelled.  In the discretion of
the Board of Directors payment for the shares of Common Stock underlying options
may be paid through the delivery of shares of the Company's  Common Stock having
an aggregate  fair market value equal to the option price,  provided such shares
have  been  owned  by the  option  holder  for at least  one year  prior to such
exercise. A combination of cash and shares of Common Stock may also be permitted
at the discretion of the Board of Directors.

      Options  are  generally  non-transferable  except upon death of the option
holder.  Shares  issued  pursuant to the Stock Bonus Plan will  generally not be
transferable  until the  person  receiving  the  shares  satisfies  the  vesting
requirements imposed by the Board of Directors when the shares were issued.

      The Board of  Directors  of the Company may at any time,  and from time to
time,  amend,  terminate,  or suspend  one or more of the Plans in any manner it
deems  appropriate,  provided  that such  amendment,  termination  or suspension
cannot  adversely affect rights or obligations with respect to shares or options
previously  granted.  The  Board  of  Directors  may  not,  without  shareholder
approval:  make any  amendment  which would  materially  modify the  eligibility
requirements  for the Plans;  increase or decrease the total number of shares of
Common  Stock which may be issued  pursuant to the Plans except in the case of a
reclassification  of the Company's capital stock or a consolidation or merger of
the Company;  reduce the minimum  option price per share;  extend the period for
granting options;  or materially increase in any other way the benefits accruing
to employees who are eligible to participate in the Plans.

      The Plans are not qualified  under Section 401(a) of the Internal  Revenue
Code, nor are they subject to any provisions of the Employee  Retirement  Income
Security Act of 1974.

      Summary.  The following sets forth certain  information as of December 31,
2000,  concerning  the stock options and stock  bonuses  granted by the Company.
Each option  represents the right to purchase one share of the Company's  Common
Stock.



<PAGE>


                                Total        Shares                 Remaining
                                Shares    Reserved for      Shares   Options/
                               Reserved   Outstanding    Issued As   Shares
Name of Plan                  Under Plan    Options     Stock Bonus Under Plan

Incentive Stock Option Plan    500,000           --         N/A      500,000
Non-Qualified Stock Option
  Plan                         500,000      300,000         N/A      200,000
Stock Bonus Plans              500,000          N/A          --      500,000

      On October 1, 2000  options to purchase  200,000  shares of the  Company's
common stock were granted to Pedro  Villagran,  and options to purchase  100,000
shares of common stock were granted to Alvaro  Villagran,  a former  officer and
director of the  Company.  The options were  granted  pursuant to the  Company's
Non-Qualified  Stock Option Plan, are exercisable at a price of $0.25 per share,
and  expire on  September  30,  2010.  The sale of Mr.  Villagran's  shares  are
contingent upon the cancellation of these options. See Item 1 of this report for
further information concerning the potential sale of these shares.

ITEM 11.  SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT.
-------------------------------------------------------------------------

     The following  table sets forth the number of and percentage of outstanding
shares of common  stock owned by the  Company's  officers,  directors  and those
shareholders  owning more than 5% of the Company's  Common Stock as of March 20,
2001.

                                      Shares of
Name and Address                   Common Stock (1)        Percent of Class
----------------                   ----------------        ----------------

Pedro Villagran Garcia               2,210,550 (2)               65%
Blvd. Hidalgo #67
Entre Campodonico y Londres
Col. Centenario
Hermosillo, Sonora Mexico
CP 83260

Alvaro Villagran Garcia                200,100                  5.9%
Blvd. Hidalgo #67
Entre Campodonico y Londres
Col. Centenario
Hermosillo, Sonora Mexico
CP 83260

All officers and directors as        2,210,550                   65%
 a group (1 person).


<PAGE>

(1) Excludes shares issuable prior to June 30, 2001 upon the exercise of options
    or warrants granted to the following persons:

                             Options exercisable prior
Name                                 to June 30, 2001
----                         -------------------------------

Pedro Villagran Garcia                  200,000
Alvaro Villagran Garcia                 100,000

(2) Mr.  Villagran  has made  preliminary  agreements  to sell his shares of the
    Company's  common stock.  See Item 1 of this report for further  information
    concerning the potential sale of these shares.

ITEM 12.  CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS.

      The  following  table  provides  information   concerning  shares  of  the
Company's common stock issued to the Company's  officers and directors since the
inception of the Company:

     On  December  11,  1997  Bona  Vista  West  Ltd.,  the  Company's   initial
shareholder, purchased 3,000,000 shares of common stock for $5,000 in cash.

      On December 26, 1997 the Company issued 175,456 shares of its common stock
in a share for share exchange with the Series J common shareholders of STB Corp.
At the time of this transaction Bona Vista West Ltd. owned  approximately 80% of
the issued and  outstanding  shares of STB Corp. and received  140,365 shares of
the Company's common stock in exchange for its shares in STB Corp. The Company's
investment in STB Corp.  was valued at $175. STB Corp. was dissolved in December
1998.

      On December 19, 1997,  the Company  sold an  additional  100 shares of its
common stock to Bona Vista West Ltd. for $10.

     In May 1998 Bona Vista West Ltd. sold  3,100,000  shares of common stock to
Pedro Villagran Garcia, an officer and director of the Company.

      On July 31, 1998 the Company  sold  80,000  shares of its common  stock to
Pedro Villagran Garcia for $20,000 in cash.

      Subsequent to July 31, 1998 Pedro Villagran  Garcia sold or gifted 969,450
shares of the Company's common stock to various third parties.

     The Company has a Rental and Services Agreement with Prestadora de Sistemas
S.C., a corporation  controlled by Pedro Villagran Sr., who is the father of the
Company's  President.  Pursuant  to the terms of this  agreement  Prestadora  de
Sistemas S.C.  provides the Company with office  services in  consideration  for
$50,000 per year.  In 1999 the Company  paid $50,000 to  Prestadora  de Sistemas
S.C. for services provided  pursuant to this agreement.  During 2000 the Company

<PAGE>

did not make any payments to Prestadora de Sistemas  pursuant to this agreement.
The Rental and Services  Agreement was  terminated by the Company and Prestadora
de Sistemas S.C. on March 22, 2001.

      Pedro Villagran  Garcia  provides the Company with  management  consulting
services  pursuant  to an  agreement  which  requires  the  Company  to pay  Mr.
Villagran  $20,000  during  1998,  1999 and 2000.  Between  January  1, 1998 and
December  31,  2000 the  Company  paid  $54,500 to Mr.  Villagran  for  services
provided pursuant to this agreement. This consulting agreement was terminated by
the Company and Mr. Villagran on March 22, 2001.

Item 13.  Exhibits and Reports on Form 8-K

               Exhibit Name                                          Page Number

Exhibit 2      Plan of Acquisition, Reorganization, Arrangement,
               Liquidation, etc.                                         None

Exhibit 3      Articles of Incorporation, as amended, and Bylaws         (1)

Exhibit 4      Instruments Defining the Rights of Security Holders

   Exhibit 4.1   Incentive Stock Option Plan                             (1)

   Exhibit 4.2   Non-Qualified Stock Option Plan                         (1)

   Exhibit 4.3   Stock Bonus Plan                                        (1)

Exhibit 5      Subscription Agreement                                    None

Exhibit 9      Voting Trust Agreement                                    None

Exhibit 10     Material Contracts                                        None

(1)  Incorporated by reference to the same exhibit filed with the Company's
     registration statement on Form 10-SB.

8-K Reports

      During the quarter  ending  December 31, 2000 the Company did not file any
reports on From 8-K.





<PAGE>













                            GAMA COMPUTER CORPORATION
                          (A DEVELOPMENT STAGE COMPANY)
                              FINANCIAL STATEMENTS

                   Year ended December 31, 2000 and the Period
           from January 9, 1998 (inception) through December 31, 2000
                       with Report of Independent Auditors






<PAGE>


                                TABLE OF CONTENTS


                                                                    Page
                                                                  Number

Report of Independent Auditors                                      1

Audited Financial Statements:

      Balance Sheet                                                 2
      Statements of Earnings                                        3
      Statements of Shareholders' Equity                            4
      Statements of Cash Flows                                      5
      Notes to Financial Statements                                 6





<PAGE>





                        Wrinkle, Gardner & Company, P.C.
                          Certified Public Accountants
                           211 E. Parkwood, Suite 100
                            Friendswood, Texas 77546
                                 (281) 992-2200



                         Report of Independent Auditors



Board of Directors
GAMA Computer Corporation

We have audited the accompanying  balance sheet of GAMA Computer  Corporation (a
Development  Stage Company) as of December 31, 2000, and the related  statements
of earnings,  shareholders'  equity,  and cash flows for the year then ended and
for the period from January 9, 1998 (Inception) through December 31, 2000. These
financial  statements are the  responsibility of the Company's  management.  Our
responsibility  is to express an opinion on these financial  statements based on
our audits.

We  conducted  our  audits  in  accordance  with  generally   accepted  auditing
standards.  Those standards require that we plan and perform the audit to obtain
reasonable assurance about whether the financial statements are free of material
misstatement.  An audit includes examining, on a test basis, evidence supporting
the amounts and disclosures in the financial statements.  An audit also includes
assessing the  accounting  principles  used and  significant  estimates  made by
management,  as well as evaluating the overall financial statement presentation.
We believe that our audits provide a reasonable basis for our opinion.

In our opinion,  the financial  statements  referred to above present fairly, in
all material respects, the financial position of GAMA Computer Corporation as of
December 31, 2000,  and the results of its operations and its cash flows for the
periods then ended, in conformity with generally accepted accounting principles.






Friendswood, Texas
March 6, 2001




<PAGE>


GAMA Computer Corporation
(A Development Stage Company)

Balance Sheet
December 31, 2000

ASSETS

Current Assets

   Cash                                                   $  4,657
                                                          --------
                                                          $  4,657
                                                          --------

LIABILITIES

Current Liabilities

   Due to shareholder / related party                      $37,863
   Accounts payable                                         15,734
                                                          ---------
      Total current liabilities                             53,597

Shareholders' Equity

   Common stock: $.0001 par value; 30,000,000 shares
       authorized; 3,411,137 shares issued and outstanding    341

   Additional paid in capital                             178,766

   Deficit accumulated during the development stage      (228,047)
                                                         ---------

      Total shareholders' equity                          (48,940)
                                                        ----------
                                                      $     4,657
                                                        ==========






                             See accompanying notes.

<PAGE>


GAMA Computer Corporation
(A Development Stage Company)

Statements of Earnings
Year Ended December 31, 2000 and the Period
from January 9, 1998 (Inception) through December 31, 2000

                                                               January 9, 1998
                                             Year Ended        (Inception) to
                                             December 31,       December 31,
                                                2000                2000
                                             ------------     ----------------

Sales                                       $    2,116          $   2,116

Operating expenses                              65,219            230,163
                                            ----------        -----------
Net (loss)                                    $(63,103)         $(228,047)
                                              =========         ==========











                             See accompanying notes.


<PAGE>



GAMA Computer Corporation
(A Development Stage Company)

Statements of Shareholders' Equity
Year Ended December 31, 2000 and the Period
from January 9, 1998 (Inception) through December 31, 2000

                                                                Deficit
                                                             Accumulated
                                                Additional    During the
                                 Capital        Paid in      Development
                                   Stock        Capital         Stage     Total
                             Shares   Amount

Issuance of 3,172,366 shares -
     January 9, 1998      3,172,366    $317      $4,867    $     --      $5,184
Issuance of 80,000 shares -
     July 8, 1998            80,000       8      19,992                  20,000
Net loss for 1998           ________    ____     ______     (22,097)    (22,097)
                                                            --------    --------
Balance at December 31,   3,252,366     325      24,859     (22,097)      3,087
1998 Issuance of 128,771    128,771      13     142,410                 142,423
shares Net loss for 1999    ________   _____    _______    (142,847)   (142,847)
                                                           ---------   ---------
Balance at December 31,   3,381,137     338    167,269     (164,944)      2,663
1999 Issuance of 30,000      30,000       3     11,497                   11,500
shares Net loss for 2000   ________    ____     ______      (63,103)    (63,103)
                                                            --------    --------
Balance at December 31,   3,411,137   $ 341   $178,766    $(228,047)   $(48,940)
2000                      ==========  ======  ========   ==========   =========
















                             See accompanying notes.


<PAGE>

GAMA Computer Corporation
(A Development Stage Company)

Statements of Cash Flows
Year Ended  December  31, 2000 and the Period from  January 9, 1998  (Inception)
through December 31, 2000

                                                               January 9, 1998
                                             Year Ended         (Inception) to
                                             December 31,         December 31,
                                                  2000                 2000
                                             ------------      --------------

Operating Activities
Net (loss)                                 $   (63,103)         $ (228,047)
Adjustments to reconcile net (loss) to net cash
   (used  in) operating activities:
Changes in operating assets and liabilities:
     Accounts payable                            5,045              15,734
                                              ---------         -----------
Net cash (used in) operating activities        (58,058)           (212,313)

Investing Activities
   Due to shareholder                           38,658              37,863
   Investment in STB Corp.                         175                  --
                                              ---------         ----------
   Net cash provided by investing activities    38,833              37,863

Financing Activities
   Issuance of common stock                     11,500             179,107
Net cash provided by financing activities       11,500             179,107
(Decrease) increase in cash                     (7,725)              4,657
Cash at beginning of period                     12,382                 --
Cash at end of period                       $    4,657           $   4,657













                             See accompanying notes.


<PAGE>

GAMA COMPUTER CORPORATION
(A Development Stage Company)

NOTES TO FINANCIAL STATEMENTS
December 31, 2000

NOTE A - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

    GAMA,  Inc. (the  "Company")  was  incorporated  in Colorado on December 10,
1997,  and  had  no  previous  operations.  On  January  9,  1998,  the  Company
reorganized as a Delaware  corporation  and changed its name from GAMA,  Inc. to
GAMA Computer Corporation ("GAMA"). In addition to the common stock described in
the accompanying  balance sheet, GAMA is authorized to issue 5,000,000 shares of
preferred stock (par value $.0001). No preferred stock was issued or outstanding
as of December 31, 2000. GAMA is a  developmental  stage company under Statement
of Financial  Accounting  Standard  ("SFAS") No. 7, "Accounting and Reporting by
Development Stage Enterprises".

GAMA  initially  planned on assembling  and  manufacturing  computers in Mexico.
However,  in October 1999,  GAMA decided to enter the internet  industry as GAMA
PC. GAMA PC provides an internet infrastructure solution to businesses that want
to be  able  to use the  internet  for  e-commerce.  GAMA's  technical  services
platform enables users to access these services through its application  service
provider  using the World Wide Web in order to communicate in the digital world.
GAMA is currently  funding  operations  through the sale of stock and loans from
shareholders.  Should  these  sources of capital  be unable to  continue  making
contributions,  the ability of the company to continue as a going concern may be
impaired.

Management  uses estimates and  assumptions in preparing  financial  statements.
Those  estimates  and  assumptions  affect  the  reported  amounts of assets and
liabilities,  the  disclosure  of  contingent  assets and  liabilities,  and the
reported revenues and expenses.

    Income Taxes:  GAMA follows Statement of Financial  Accounting  Standard No.
109,  "Accounting  for Income Taxes" which requires the  recognition of deferred
tax liabilities  and assets for the expected  future tax  consequences of events
that have been included in the financial  statements or tax returns.  Under this
method,  deferred income taxes are recognized for the tax consequences in future
years of  differences  between  the tax  bases of  assets  and  liabilities  and
financial  reporting  amounts  at each  year end based on  enacted  tax laws and
statutory  tax rates  applicable  to the  periods in which the  differences  are
expected to affect taxable income.  Valuation  allowances are established,  when
necessary,  to reduce deferred tax assets to the amount expected to be realized.
The provision for income taxes represents the tax payable for the period and the
change during the period in deferred tax assets and liabilities.

    GAMA  incurred net operating  losses of $63,103 for the year ended  December
31, 2000 and  $228,047  since  inception  (January  9, 1998).  No tax benefit or
deferred  tax asset  has been  recorded  relating  to the net  operating  losses
because realization of the carryforward benefit is uncertain.  For tax purposes,
the net operating loss carryforward will expire beginning in 2013.

<PAGE>


GAMA COMPUTER CORPORATION
(A Development Stage Company)

NOTES TO FINANCIAL STATEMENTS - Continued
December 31, 2000

NOTE B - RELATED PARTY TRANSACTIONS

      GAMA has a "Rental  and Other  Services  Agreement"  with a related  party
which requires  compensation  of $50,000  annually.  This amount was paid to the
related party in April 1999 for 1999.  This agreement was  terminated  effective
January 1, 2000. GAMA also has a "Professional  Services  Consulting  Agreement"
with a majority  shareholder which requires annual  compensation of no less than
$20,000  for the  period  from  January  1,  1998  through  December  31,  2000.
Approximately  $18,500  was paid  related to this  agreement  for the year ended
December 31, 2000.

NOTE C - COMMITMENTS AND CONTINGENCIES

    In the course of its  business  affairs and  operations,  GAMA is subject to
possible  loss  contingencies  arising from federal,  state,  and local laws and
regulations  and third  party  litigation.  There are no matters  which,  in the
opinion of  management,  will have a material  adverse  effect on the  financial
position or results of operations of the Company.






<PAGE>


GAMA COMPUTER CORPORATION
(A Development Stage Company)
NOTES TO FINANCIAL STATEMENTS
December 31, 1999

NOTE A - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

         GAMA, Inc. (the "Company") was incorporated in Colorado on December 10,
1997,  and  had  no  previous  operations.  On  January  9,  1998,  the  Company
reorganized as a Delaware  corporation  and changed its name from GAMA,  Inc. to
GAMA Computer Corporation ("GAMA"). In addition to the common stock described in
the accompanying  balance sheet, GAMA is authorized to issue 5,000,000 shares of
preferred stock (par value $.0001). No preferred stock was issued or outstanding
as of December 31, 1999. GAMA is a  developmental  stage company under Statement
of Financial  Accounting  Standard  ("SFAS") No. 7, "Accounting and Reporting by
Development Stage Enterprises".

      GAMA  initially  planned on  assembling  and  manufacturing  computers  in
Mexico. However, in October 1999, GAMA decided to enter the internet industry as
GAMA PC. GAMA PC provides an internet infrastructure solution to businesses that
want to be able to use the internet for e-commerce.  GAMA's  technical  services
platform enables users to access these services through its application  service
provider using the World Wide Web in order to communicate in the digital world.

      Management   uses  estimates  and   assumptions  in  preparing   financial
statements.  Those  estimates  and  assumptions  affect the reported  amounts of
assets and liabilities, the disclosure of contingent assets and liabilities, and
the reported revenues and expenses.

      Income Taxes: GAMA follows Statement of Financial  Accounting Standard No.
109,  "Accounting  for Income Taxes" which requires the  recognition of deferred
tax liabilities  and assets for the expected  future tax  consequences of events
that have been included in the financial  statements or tax returns.  Under this
method,  deferred income taxes are recognized for the tax consequences in future
years of  differences  between  the tax  bases of  assets  and  liabilities  and
financial  reporting  amounts  at each  year end based on  enacted  tax laws and
statutory  tax rates  applicable  to the  periods in which the  differences  are
expected to affect taxable income.  Valuation  allowances are established,  when
necessary,  to reduce deferred tax assets to the amount expected to be realized.
The provision for income taxes represents the tax payable for the period and the
change during the period in deferred tax assets and liabilities.

      GAMA incurred a net operating loss of $132,158 for the year ended December
31, 1999. No tax benefit or deferred tax asset has been recorded relating to the
net operating loss because realization of the carryforward benefit is uncertain.
For tax purposes, the net operating loss carryforward will expire in 2014.



<PAGE>


GAMA COMPUTER CORPORATION
(A Development Stage Company)

NOTES TO FINANCIAL STATEMENTS - Continued
December 31, 1999

NOTE B - RELATED PARTY TRANSACTIONS

      GAMA has a "Rental  and Other  Services  Agreement"  with a related  party
which requires  compensation  of $50,000  annually.  This amount was paid to the
related party in April 1999 for 1999.  GAMA also has an  "Employment  Agreement"
with a majority  shareholder which requires annual  compensation of no less than
$20,000  for the  period  from  January  1,  1998  through  December  31,  2000.
Approximately $34,000 was paid related to this agreement in 1999.

NOTE C - COMMITMENTS AND CONTINGENCIES

      In the course of its business  affairs and operations,  GAMA is subject to
possible  loss  contingencies  arising from federal,  state,  and local laws and
regulations  and third  party  litigation.  There are no matters  which,  in the
opinion of  management,  will have a material  adverse  effect on the  financial
position or results of operations of the Company.

NOTE D - STOCK OPTION AND BONUS PLANS

      GAMA has an Incentive Stock Option Plan, a Non-Qualified Stock Option Plan
and a Stock Bonus Plan.  A summary  description  of each Plan  follows.  In some
cases these three Plans are collectively referred to as the "Plans".

      Incentive  Stock Option Plan. The Incentive  Stock Option Plan  authorizes
the issuance of options to purchase up to 500,000 shares of GAMA's common stock,
less the  number  of  shares  already  optioned  under  both  this  Plan and the
Non-Qualified  Stock  Option  Plan.  The  Incentive  Stock  Option  Plan  became
effective  on October 1, 2000 and will  remain in effect  until  October 1, 2010
unless terminated  earlier by action of the Board. Only officers,  directors and
key employees of GAMA may be granted  options  pursuant to the  Incentive  Stock
Option Plan.

      In order to  qualify  for  incentive  stock  option  treatment  under  the
Internal Revenue Code, the following requirements must be complied with:

1. Options granted pursuant to the Plan must be exercised no later than:

            (a) The  expiration  of thirty  (30) days after the date on which an
option holder's employment by GAMA is terminated.

            (b) The  expiration  of one year  after  the date on which an option
holder's  employment by GAMA is  terminated,  if such  termination is due to the
Employee's disability or death.


<PAGE>

      2. In the event of an option  holder's  death while in the employ of GAMA,
his legatees or distributees may exercise (prior to the option's expiration) the
option as to any of the shares not previously exercised.

      3. The total fair market value of the shares of common  stock  (determined
at the time of the grant of the  option) for which any  employee  may be granted
options  which  are  first  exercisable  in any  calendar  year  may not  exceed
$100,000.

      4.  Options  may not be  exercised  until one year  following  the date of
grant.  Options  granted to an employee  then owning more than 10% of the common
stock of GAMA may not be exercisable by its terms after five years from the date
of grant.

      5. The  purchase  price  per share of common  stock  purchasable  under an
option is  determined  by the  Committee but cannot be less than the fair market
value of the common stock on the date of the grant of the option (or 110% of the
fair market value in the case of a person owning  GAMA's stock which  represents
more than 10% of the total combined voting power of all classes of stock).

      Non-Qualified  Stock  Option  Plan.  The  Non-Qualified  Stock Option Plan
authorizes  the  issuance of options to purchase up to 500,000  shares of GAMA's
common stock less the number of shares already optioned under both this Plan and
the  Incentive  Stock Option Plan.  The  Non-Qualified  Stock Option Plan became
effective  on October 1, 2000 and will  remain in effect  until  October 1, 2010
unless  terminated  earlier  by  the  Board  of  Directors.   GAMA's  employees,
directors, officers, consultants and advisors are eligible to be granted options
pursuant to the Plan,  provided however that bona fide services must be rendered
by such consultants or advisors and such services must not be in connection with
the offer or sale of securities  in a  capital-raising  transaction.  The option
exercise price is determined by the Committee but cannot be less than the market
price of GAMA's common stock on the date the option is granted.

      Options granted  pursuant to the Plan not previously  exercised  terminate
upon the date specified when the option was granted.

      Stock  Bonus  Plan.  Up to 500,000  shares of common  stock may be granted
under the Stock Bonus Plan.  Such shares may  consist,  in whole or in part,  of
authorized but unissued shares, or treasury shares.  Under the Stock Bonus Plan,
GAMA's employees,  directors, officers, consultants and advisors are eligible to
receive a grant of GAMA's  shares;  provided,  however,  that bona fide services
must be rendered by  consultants  or advisors and such  services  must not be in
connection  with  the  offer  or sale  of the  securities  in a  capital-raising
transaction.

      Other  Information  Regarding  the Plans.  The Plans are  administered  by
GAMA's Board of Directors. The Board of Directors has the authority to interpret
the provisions of the Plans and supervise the  administration  of the Plans.  In
addition,  the Board of Directors  is empowered to select those  persons to whom
shares or options are to be granted,  to determine the number of shares  subject
to each grant of a stock bonus or an option and to determine when, and upon what
conditions,  shares or options granted under the Plans will vest or otherwise be
subject to forfeiture and cancellation.


<PAGE>

      In the discretion of the Board of Directors,  any option granted  pursuant
to the Plans may include installment exercise terms such that the option becomes
fully exercisable in a series of cumulating portions. The Board of Directors may
also  accelerate  the date upon which any option (or any part of any options) is
first  exercisable.  Any shares issued  pursuant to the Stock Bonus Plan and any
options granted pursuant to the Incentive Stock Option Plan or the Non-Qualified
Stock Option Plan will be forfeited if the "vesting" schedule established by the
Board of  Directors  at the time of the  grant  is not  met.  For this  purpose,
vesting  means the period  during which the employee  must remain an employee of
GAMA or the period of time a non-employee  must provide services to GAMA. At the
time an employee  ceases working for GAMA (or at the time a non-employee  ceases
to perform  services  for GAMA),  any shares or options not fully vested will be
forfeited and cancelled. In the discretion of the Board of Directors payment for
the shares of Common Stock  underlying  options may be paid through the delivery
of shares of GAMA's Common Stock having an aggregate  fair market value equal to
the option price,  provided such shares have been owned by the option holder for
at least one year prior to such  exercise.  A combination  of cash and shares of
Common Stock may also be permitted at the discretion of the Board of Directors.

      Options  are  generally  non-transferable  except upon death of the option
holder.  Shares  issued  pursuant to the Stock Bonus Plan will  generally not be
transferable  until the  person  receiving  the  shares  satisfies  the  vesting
requirements imposed by the Board of Directors when the shares were issued.

      The Board of  Directors  of GAMA may at any  time,  and from time to time,
amend,  terminate,  or  suspend  one or more of the Plans in any manner it deems
appropriate,  provided that such  amendment,  termination  or suspension  cannot
adversely  affect  rights or  obligations  with  respect  to  shares or  options
previously  granted.  The  Board  of  Directors  may  not,  without  shareholder
approval:  make any  amendment  which would  materially  modify the  eligibility
requirements  for the Plans;  increase or decrease the total number of shares of
Common  Stock which may be issued  pursuant to the Plans except in the case of a
reclassification  of GAMA's capital stock or a consolidation  or merger of GAMA;
reduce  the  minimum  option  price per share;  extend  the period for  granting
options;  or  materially  increase  in any other way the  benefits  accruing  to
employees who are eligible to participate in the Plans.

      The Plans are not qualified  under Section 401(a) of the Internal  Revenue
Code, nor are they subject to any provisions of the Employee  Retirement  Income
Security Act of 1974.

      Summary.  The following sets forth certain  information as of December 31,
2000,  concerning  the stock  options and stock  bonuses  granted by GAMA.  Each
option represents the right to purchase one share of GAMA's Common Stock.



<PAGE>


                                Total        Shares                 Remaining
                                Shares    Reserved for      Shares   Options/
                               Reserved   Outstanding    Issued As   Shares
Name of Plan                  Under Plan    Options     Stock Bonus Under Plan

Incentive Stock Option Plan    500,000           --         N/A      500,000
Non-Qualified Stock Option
  Plan                         500,000      300,000         N/A      200,000
Stock Bonus Plans              500,000          N/A          --      500,000

      On October 1, 2000  options to purchase  200,000  shares of GAMA's  common
stock were granted to Pedro Villagran, and options to purchase 100,000 shares of
common stock were granted to Alvaro Villagran,  a former officer and director of
GAMA.  The options were granted  pursuant to GAMA's  Non-Qualified  Stock Option
Plan, are exercisable at a price of $0.25 per share, and expire on September 30,
2010.






<PAGE>


                                   SIGNATURES


    In accordance  with Section 13 or 15(a) of the Exchange Act, the  Registrant
has caused this Report to be signed on its behalf by the undersigned,  thereunto
duly authorized on the 27th day of March 2001 .

                                  GAMA COMPUTER CORPORATION

                                  By /s/ Pedro Villagran Garcia
                                     ------------------------------------------
                                        Pedro Villagran Garcia
                                        President, Chief Executive Officer and
                                        Principal Financial Officer

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

Signature                            Title                    Date

/s/ Pedro Villagran Garcia
Pedro Villagran Garcia              Director              March 27, 2001