SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
FORM 10-KSB

[X] ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
For the fiscal year ending December 31, 2001

Commission File No. 0000-28337

Solco International Inc.
A Nevada corporation      77-0435558
(I.R.S. Employer Identification Number)

2102 N. Donner Ave., Tucson, Arizona 85749

Registrant's telephone number, including area code:
(520) 731-9890

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

Securities registered pursuant to Section 12(g) of the Act:
Title of Class:  Common

Check whether the issuer (1) has filed all reports required
to be filed by Section 13 or 15(d) of the Securities
Exchange Act of 1934 during the preceding 12 months (or for
such shorter period that the registrant was required to file
such reports), and (2) has been subject to such filing
requirements for the past 90 days.  [X]Yes [ ] No

Check if there is no 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 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 issuer's revenues for its most recent fiscal year is: $0

As of January 15, 2002 the aggregate market value of voting
stock held by non-affiliates of the registrant was
$200 based on $0.001 per share.

     Class             Outstanding as of January 15, 2002
$.001 Par Value Common Stock          1,000,000 SHARES

PART I

This Report may contain certain "forward-looking" statements
as such term is defined in the Private Securities Litigation
Reform Act of 1995 or by the Securities and Exchange
Commission in its rules, regulations and/or releases, which
represent our expectations or beliefs, including but not
limited to, statements concerning our operations, economic
performance, financial condition, growth and acquisition
strategies, investments, and future operational plans.  For
this purpose, any statements contained herein that are not
statements of historical fact may be deemed to be forward-
looking statements.  Without limiting the generality of the
foregoing, words such as "may," "will," "expect," "believe,"
"anticipate," "intend," "could," "estimate," "might," or
"continue" or the negative or other variations thereof or
comparable terminology are intended to identify forward-
looking statements.  These statements by their nature
involve substantial risks and uncertainties, certain of
which are beyond our control, and actual results may differ
materially depending on a variety of important facts,
including but not limited to those risk factors discussed
herein below.

Item 1.	   DESCRIPTION OF BUSINESS.

Since its formation on August 7, 1996, SOLCO INTERNATIONAL
INC., a Nevada corporation (the "Company"), has not engaged
in any operations other than organizational matters.  It was
formed specifically to be a "blank check" or "clean public
shell" corporation, for the purpose of either merging with
or acquiring an operating company with operating history and
assets.

The primary activity of the Company has involved and will involve
seeking merger or acquisition candidates with whom it can either
merge or acquire.  The Company does not intend to limit potential
acquisitions candidates to any particular field or industry, but
does retain the right to limit acquisition or merger candidates,
if it so chooses, to a particular field or industry.

The proposed business activities described herein classify the
Company as a "blank check" or "shell company" whose sole purpose
at this time is to locate and consummate a merger or acquisition.
Many states have enacted statutes, rules and regulations limiting
the sale of securities of "blank check" companies in their
respective jurisdictions.  Management does not believe it will
undertake any efforts to cause a trading market to develop in the
Company's securities until such time as the Company has
successfully implemented its business plan described herein.
However, if the Company intends to facilitate the eventual
creation of a public trading market in its outstanding securities,
it must consider that the Company's securities, when available for
trading, will be subject to a Securities and Exchange Commission
rule that imposes special sales practice requirements upon broker-
dealers who sell such securities to persons other than established
customers or accredited investors.  For purposes of the rule, the
phrase "accredited investors" means, in general terms,
institutions with assets in excess of $5,000,000, or individuals
having a net worth in excess of $1,000,000 or having an annual
income that exceeds  $200,000 (or that, when combined with a
spouse's income, exceeds $300,000).  For transactions covered by
the rule, the broker-dealer must make a special suitability
determination for the purchaser and receive the purchaser's
written agreement to the transaction prior to the sale.
Consequently, the rule may affect the ability of broker-dealers to
sell the Company's securities and also may affect the ability of
purchasers in this offering to sell their securities in any market
that might develop.

Competition

The Company expects to encounter substantial competition in its
efforts to locate attractive opportunities, primarily from
business development companies, venture capital partnerships and
corporations, venture capital affiliates of large industrial and
financial companies, small investment companies, and wealthy
individuals.  Many of these entities will have significantly
greater experience, resources and managerial capabilities than the
Company and will therefore be in a better position than the
Company to obtain access to attractive business opportunities.

Regulation and Taxation

The Company intends to structure a merger or acquisition in such a
manner as to minimize federal and state tax consequences to the
Company and to any target company.

Patents

The Company owns no patents and no Internet domain names.

Employees

The Company's only employee at the present time is its sole
officer and director, who will devote as much time as he
determines is necessary to carry out the affairs of the Company.

Risk Factors

The Company's business is subject to numerous risk factors,
including the following:

The Company has only one Director and one Officer.

The Company's president and sole officer is Daniel L. Hodges.  Mr.
Hodges is the sole director and the majority shareholder.  Because
management consists of only Mr. Hodges, the Company does not
benefit from multiple judgments that a greater number of directors
or officers would provide.  The Company must rely completely on
the judgment of its sole officer and director when selecting a
target company.  The decision to enter into a business combination
will likely be made without detailed feasibility studies,
independent analysis, market surveys or similar information which,
if the Company had more funds available to it, would be desirable.
Mr. Hodges anticipates devoting only a nominal amount of time per
month to the business of the Company.  Mr. Hodges has not entered
into a written employment agreement with the Company and he is not
expected to do so.  The Company has not obtained key man life
insurance on Mr. Hodges.  The loss of the services of Mr. Hodges
would adversely affect development of the Company's business and
its likelihood of continuing operations.

The Company has no operating history, no revenue, and operates at
a loss.

The Company has no operating history or any revenues or earnings
from operations.  The Company has no significant assets or
financial resources.  The Company has operated at a loss to date
and will, in all likelihood, continue to have operating expenses
without corresponding revenues, at least until the consummation of
a business combination.  As of December 31, 2001, the Company had
incurred expenses of not more than $5,000 since incorporation.
Mr. Hodges has paid these expenses and he has no expectation or
agreement with the Company for reimbursement for those expenses.
There is no assurance that the Company will ever be profitable.

The Company's proposed operations are speculative.

The success of the Company's proposed plan of operation will
depend to a great extent on the operations, financial condition
and management of the not-yet-identified target company.  While
business combinations with entities having established operating
histories are preferred, we cannot guarantee that the Company will
be successful in locating candidates meeting such criteria.  In
the event the Company does complete a business combination, the
success of the Company's operations will be dependent upon the
management of the target company and numerous other factors beyond
the Company's control.  There is no assurance that the Company can
identify a target company and consummate a business combination.

The purchase of penny stocks can be risky.

In the event that a public trading market develops for the
Company's shares following a business combination, such securities
may be classified as a "penny stock" depending upon their market
price and the manner in which they are traded.  Section 3(a)(51)
of the Securities Exchange Act of 1934 defines a "penny stock,"
for purposes relevant to the Company, as any equity security that
has a market price of less than $5.00 per share and is not
admitted for quotation and does not trade on the Nasdaq Stock
Market or on a national securities exchange.  For any transaction
involving a penny stock, unless exempt, the rules require delivery
by the broker of a document to investors stating the risks of
investment in penny stocks, the possible lack of liquidity,
commissions to be paid, current quotations and investors' rights
and remedies, a special suitability inquiry, regular reporting to
the investor and other requirements.  Prices for penny stocks are
often not available and investors are often unable to sell such
stock.  Thus an investor may lose his entire investment in a penny
stock and consequently should be cautious of any purchase of penny
stocks.

There is a scarcity of, and significant competition for, business
opportunities and combinations.

The Company is and will continue to be an insignificant
participant in the business of seeking mergers with and
acquisitions of business entities.  A large number of established
and well-financed companies, including venture capital firms, are
active in mergers and acquisitions of companies that may be merger
or acquisition target candidates for the Company.  Nearly all of
these other participants have greater financial resources,
technical expertise and managerial capabilities than the Company.
Consequently, the Company will be at a competitive disadvantage in
identifying possible business opportunities and successfully
completing a business combination.  Moreover, the Company will
also compete with numerous other small public companies in seeking
merger or acquisition candidates.

We likely will have a change in control and management following a
business combination.

A business combination involving the issuance of the Company's
common stock will, in all likelihood, result in shareholders of a
target company obtaining a controlling interest in the Company.
As a condition of the business combination agreement, Mr. Hodges
may agree to sell or transfer all or a portion of his common stock
to provide the target company with all or majority control of the
Company.  The resulting change in control of the Company will
occur without your vote and will likely result in removal of Mr.
Hodges as the present sole officer and director of the Company and
a corresponding reduction in or elimination of his participation
in the future affairs of the Company.

A business combination will possibly dilute the value of the
Company's shares.

A business combination normally will involve the issuance of a
significant number of additional shares of the Company's common
stock.  Depending upon the value of the assets acquired in the
business combination, the per share value of the Company's common
stock may increase or decrease, perhaps significantly.

Item 2.   DESCRIPTION OF PROPERTY.

The Company has a working agreement with the Company president to
share use of 600 square feet of office space, telephones and
secretarial services supplied on a gratis basis.  The Company has
no property.

Item 3.   LEGAL PROCEEDINGS.

No material legal proceedings to which the Company (or its
director and officer in his capacity as such) is party or to which
property of the Company is subject is pending and no such material
proceeding is known by management of the Company to be
contemplated.

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

None.



PART II


Item 5.   MARKET PRICE OF AND DIVIDENDS ON THE REGISTRANT'S
              COMMON EQUITY AND OTHER STOCKHOLDER MATTERS.

Description Of Securities.

There has been no public trading market for the Company's common
stock.

Common Stock

The Company is authorized to issue 100,000,000 shares of Common
Stock, $.001 par value per share, of which 1,000,000 shares are
issued and outstanding at December 31, 2001.

Holders of the Common Stock are entitled to one vote for each
share owned for all matters to be voted on by the shareholders.
There is no cumulative voting in the election of directors.
Accordingly, each shareholder is entitled to vote the number of
shares owned by him for as many persons as there are directors to
be elected.  Holders of Common Stock are entitled to receive such
dividends as may be declared from time to time by the Board of
Directors out of funds legally available therefore and, in the
event of liquidation, dissolution or winding up of the Company, to
share ratably in all assets remaining after payment of
liabilities.  We have not paid cash dividends on our Common Stock.
It is the policy of our Board of Directors to retain future
earnings to finance the growth and development of our business.
Any future dividends will be at the discretion of our Board of
Directors and will depend upon our financial condition, capital
requirements, earnings, liquidity, and other factors that it may
deem relevant.  The holders of Common Stock have no preemptive or
conversion rights.  The holders of Common Stock are not subject to
further calls or assessments.  There are no redemption or sinking
fund provisions applicable to the Common Stock.  The rights of the
holders of the Common Stock are subject to any rights that may be
fixed for holders of preferred stock, when and if any preferred
stock is issued.  The Common Stock currently outstanding is
validly issued, fully paid and no assessable.

There are no outstanding options or warrants of any kind for the
Company's common stock.

The transfer agent, warrant agent and registrar for the Common
Stock is Holladay Stock Transfer, 2939 67th Place, Scottsdale, AZ
85251.  As of January 30, 2002, there were 29 stockholders of
record.

Recent Sales Of Unregistered Securities.

There have been no recent sales of the Company's securities.
In connection with organizing the Company, on September 4,
1996, persons consisting of its officer and director, and
other individuals were issued a total of 1,000 unregistered
shares of Common Stock at a value of $.001 per share.  The
Company relied upon Section 4(2) of the Securities Act.  On
July 5, 1999, those outstanding shares were forward split
1,000 to 1, resulting in a total of 1,000,000 shares
outstanding.

Item 6.   MANAGEMENT'S DISCUSSION AND ANALYSIS OR PLAN OF
OPERATIONS

The following discussion should be read in conjunction with the
Financial Statements and Notes thereto.

The Company intends to seek, investigate and, if such
investigation warrants, acquire an interest in one or more
business opportunities presented to it by persons or firms who or
which desire to seek perceived advantages of a publicly held
corporation.

The Company will not restrict its search to any specific business,
industry or geographical location, and the Company may participate
in a business venture of virtually any kind or nature.  The
discussion of the proposed business under this caption and
throughout is purposefully general and is not meant to be
restrictive of the Company's virtually unlimited discretion to
search for and enter into potential business opportunities.

The Company may obtain funds in one or more private placements to
finance the acquisition and/or operation of any acquired business,
if necessary.  Persons purchasing securities in these placements
and other shareholders will likely not have the opportunity to
participate in the decision relating to any acquisition.  The
Company's proposed business is sometimes referred to as a "blind
pool" because any investors will entrust their investment monies
to the Company's management before they have a chance to analyze
any ultimate use to which their money may be put.  Consequently,
the Company's potential success is heavily dependent on the
Company's management, which will have unlimited discretion in
searching for and entering into a business opportunity.  The sole
officer and director of the Company likely has had no experience
in any proposed business of the Company.  There can be no
assurance that the Company will be able to raise any funds in
private placement.

LIQUIDITY AND CAPITAL RESOURCES

The Company remains in the development stage and, since inception,
has experienced no significant change in liquidity or capital
resources or stockholder's equity.  The Company's balance sheet as
of December 31, 2001, reflects a current asset value of $0, and a
total asset value of $0.

The Company will carry out its plan of business as discussed
above.  The Company cannot predict to what extent its liquidity
and capital resources will be diminished prior to the consummation
of a business combination or whether its capital will be further
depleted by the operating losses (if any) of the business entity
which the Company may eventually acquire.

RESULTS OF OPERATIONS

During the period from October 20, 1999 through December 31, 2001,
the Company has engaged in no significant operations other than
organizational activities and registration of its securities under
the Securities Exchange Act of 1934. The Company received no
revenues during this period.

For the current fiscal year, the Company anticipates incurring a
loss as a result of organizational expenses, expenses associated
with continued reporting requirements as a result of registration
under the Securities Exchange Act of 1934, and expenses associated
with locating and evaluating acquisition candidates.  The Company
anticipates that until a business combination is completed with an
acquisition candidate, it will not generate revenues other than
interest income, and may continue to operate at a loss after
completing a business combination, depending upon the performance
of the acquired business.

The Company had no costs of sales revenues for the period ended
December 31, 2001 or 2000 because it had not yet had any business
operations for the past three years.  The Company had general and
administrative expenses for the period ended December 31, 2001 in
the amount of $1,840, compared to general and administrative
expenses of $1,595 for 2000.

The Company recorded net income loss of $1,840 for the year ended
December 31, 2001 compared to $1,595 loss for the comparable
period in 2000.

At December 31, 2001, the Company had total current assets of $0
as compared to $0 current assets at December 31, 2000.  The
Company had a net working capital deficit of $435 at December 31,
2001, compared to a net working capital deficit of $215 at
December 31, 2000.  Net stockholders' deficit in the Company was
$435 as of December 31, 2001 and $215 at December 31, 2000.

Need for Additional Financing

The Company believes that its existing capital will be sufficient
to meet the Company's cash needs, including the costs of
compliance with the continuing reporting requirements of the
Securities Exchange Act of 1934, as amended, for the current
fiscal year.  There is no assurance, however, that the available
funds will ultimately prove to be adequate to allow it to complete
a business combination, and once a business combination is
completed, the Company's needs for additional financing are likely
to increase substantially.

Item 7.   FINANCIAL STATEMENTS.

See Item 13

Item 8.   CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON
               ACCOUNTING.

Not Applicable




PART III

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

A member of the Board of Directors of the Company serves until the
next annual meeting of shareholders, or until the member's
successor has been elected.  An officer serves at the pleasure of
the Board of Directors.

Currently, there is only one executive officer, key employee and
director of the Company:

        Name			Age		Position

Daniel L. Hodges		35		President/Secretary/Director

Daniel Hodges, 35, has been sole Director, President, Chief
Financial Officer and Secretary of the Company since inception.
Mr. Hodges has been president and director of Solomon Consulting
Corp. that specializes in corporate and securities consulting
since 1995.  He has managed and directed companies that
specialized in real estate development, corporate and securities
consulting.  He has owned and developed real estate projects in
the Tucson, Arizona area since the 1980's.  Mr. Hodges also serves
on the board of directors of two charitable organizations as well
as a number of blank check public companies.

Mr. Hodges graduated from Thomas Edison State College in 1989 with
a Bachelor's Degree in Aviation Science and went on to be accepted
into Air Force Undergraduate Pilot Training at Williams Air Force
Base in Arizona.  Since then he has held squadron duties as an F-
16 pilot in Illinois, Montana and Arizona.  He is currently a
part-time F-16 Instructor Pilot in the Arizona Air National Guard
located in Tucson, Arizona.

Conflicts of Interest

Certain conflicts of interest now exist and will continue to exist
between the Company and its sole officer and director due to the
fact that each has other business interests to which he devotes
his primary attention.  Mr. Hodges has organized, is an officer,
director and has a controlling interest in more than 50 "blank
check" companies whose business is similar to that of the Company.
He may continue to do so notwithstanding the fact that management
time should be devoted to the business of the Company.

Certain conflicts of interest may exist between the Company and
its sole director and officer, Mr. Hodges, and conflicts may
develop in the future.  The Company has not established policies
or procedures for the resolution of current or potential conflicts
of interests.  There can be no assurance that Mr. Hodges will
resolve all conflicts of interest in favor of the Company, and
failure by Mr. Hodges to conduct the Company's business in the
Company's best interest may result in liability to Mr. Hodges. Mr.
Hodges, as the sole officer and director, is accountable to the
Company as a fiduciary, which means that he is required to
exercise good faith and integrity in handling the Company's
affairs.  Shareholders who believe that the Company has been
harmed by failure of Mr. Hodges to appropriately resolve any
conflict of interest may, subject to applicable rules of civil
procedure, be able to bring a class action or derivative suit to
enforce their rights and the Company's rights.

The Company has no arrangement, understanding or intention to
enter into any transaction for participating in any business
opportunity with any officer, director, or principal shareholder
or with any firm or business organization with which such persons
are affiliated, whether by reason of stock ownership, position as
an officer or director, or otherwise.

Compliance with Section 16(a) of the Securities Exchange Act of
1934.

Section 16(a) of the Exchange Act requires the Company's officers,
directors and persons who beneficially own more than ten percent
of the Common Stock to file reports of securities ownership and
changes in such ownership with the Securities and Exchange
Commission.  Officers, directors and greater than ten percent
beneficial owners also are required by rules promulgated by the
Securities and Exchange Commission to furnish the Company with
copies of all Section 16(a) forms they file.

INDEMNIFICATION OF DIRECTORS AND OFFICERS.

Under the Nevada Business Associations Act (the "Business
Associations Act") Title 7, Chapter 78, the articles of
incorporation may contain a provision eliminating or limiting the
personal liability of a director or officer to the corporation or
its shareholders for damages for breach of fiduciary duty.  If
this type of limiting provision is included in articles of
incorporation, such a provision cannot eliminate or limit the
liability of a director or officer for (a) acts or omissions that
involve intentional misconduct, fraud or a knowing violation of
law or (b) the payment of an unlawful distribution to
shareholders.

The Company's Articles of Incorporation contain the provision that
no director or officer of the Company shall be personally liable
to the Company or any of its shareholders for damages for breach
of fiduciary duty as a director or officer involving any act or
omission of any such director or officer; provided, however, that
the foregoing provision shall not eliminate or limit the liability
of a director or officer (i) for acts or omissions which involve
intentional misconduct, fraud or a knowing violation of law, or
(ii) the payment of dividends in violation of Section 78.300 of
the Nevada Revised Statutes.

The Company's By-Laws provide that the Company shall indemnify any
and all of its directors and officers, and its former directors
and officers, or any person who may have served at the Company's
request as a director or officer of another corporation in which
it owns shares of capital stock or of which it is a creditor,
against expenses actually and necessarily incurred by them in
connection with the defense of any action, suit or proceeding in
which they, or any of them, are made parties, or a party, by
reason of being or having been director(s) or officer(s) except,
in relation to matters as to which the director or officer or
former director or officer or person shall be adjudged in such
action, suit or proceeding to be liable for negligence or
misconduct in the performance of duty.  Such indemnification shall
not be deemed exclusive of any other rights to which those
indemnified may be entitled, under By-Law, agreement, vote of
shareholders or otherwise.

Item 10.   EXECUTIVE COMPENSATION.

No employment compensation is paid or anticipated to be paid
by the Company.  The Company has no understandings or
agreements, preliminary or otherwise, in regard to executive
compensation.  Its sole director and officer, Mr. Hodges,
does not receive any compensation for his duties.  On
September 4, 1996, the Company issued 800 shares (800,000
shares after giving effect to a forward stock-split) of
common stock as compensation to Mr. Hodges in connection
with services rendered and fees paid by him at the time of
the formation of the Company.  Mr. Hodges has not received
any other compensation for his services rendered to the
Company and is not accruing compensation.  As of the date of
this prospectus, the Company has no funds available to pay
officers and directors.

The Company has no employment agreements with any persons.
No retirement, pension, profit sharing, stock option or
insurance programs or other similar programs have been
adopted by the Company for the benefit of any employees.

Item 11.   SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS
              AND MANAGEMENT.

The following table presents certain information regarding
beneficial ownership of the Company's common stock as of December
31, 2001, by (i) each person known by the Company to be the
beneficial owner of more than 5% of the outstanding shares
of common stock, (ii) each director and executive officer of
the Company, and (iii) all directors and executive officers
as a group.  Unless otherwise indicated, each person in the
table has sole voting and investment power as to the shares
shown.

  Title      Name and        Amount of  Percent of
of Class   Address of       Beneficial    Class
         Beneficial Owner    Owner


Common  Daniel L. Hodges     800,000       80%
        President and        shares
        Director
        11601 E. Lusitano Pl.
        Tucson, AZ 85748


Item 12.   CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS.

On September 4, 1996, the Company issued a total of 1,000 shares
of its common stock, of which in consideration of Mr. Hodges
contributing toward the organizational expenses of the Company and
for services rendered, the Company issued Mr. Hodges 800 shares of
its common stock.   On July 5, 1999, the outstanding shares were
forward split 1,000 to 1 and the par value was changed to $.001,
resulting in a total of 1,000,000 shares outstanding,
800,000 of which are owned by Mr. Hodges.

Under Rule 405 promulgated under the Securities Act of 1933,
Mr. Hodges may be deemed to be a promoter of the Company.
No other persons are known to management that would be
deemed to be promoters.

Item 12.   EXHIBITS, FINANCIAL STATEMENTS SCHEDULES AND
REPORTS ON FORM 8-K.

Item 1.Index to Exhibits.

Exhibit 1.*     Articles of Incorporation.

Exhibit 2.*     Amendment to Articles of Incorporation.

Exhibit 3.*     Bylaws.

______
*   Previously filed.


Financial Statements and Financial Statement Schedules.

(a) Independent Auditor's Report

(b) Balance Sheets
      December 31, 2001 and 2000

(c) Statements of Operations for the
      Years Ended December 31, 2001 and 2000

(d) Statement of Stockholders' Equity
      Since August 7, 1996 (Inception) to December 31, 2001

(e) Statements of Cash Flows for the
      Years Ended December 31, 2001 and 2000

(f) Notes to Financial Statements


Reports on Form 8-K.

During 2001 through the date of this report, there were no
8-K reports filed.

SIGNATURES

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

Solco International Inc.
DATE: February 4, 2002
Daniel L. Hodges, President and Director
On behalf of the Board of Directors.

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

Date: February 4, 2002  By:

/s/ DANIEL L. HODGES
Daniel L. Hodges, President, CFO, Secretary and Sole Director
SOLCO INTERNATIONAL INC.


PART F/S
FINANCIAL STATEMENTS


The financial statements of the Company
required to be included in Part F/S are set forth below.


SOLCO INTERNATIONAL INC.


(A Development Stage Company)


INDEPENDENT AUDITOR'S REPORT

DECEMBER 31, 2001 and 2000



CONTENTS
								Page


Independent Auditor's Report   . . .  . . . . . F - 1

Balance Sheets
  December 31, 2001 and 2000 . . . .  . . . . . F - 2

Statements of Operations for the
  Years Ended December 31, 2001 and 2000 .  . . F - 3

Statement of Stockholders' Equity since
  August 7, 1996 (Inception) to December 31, 2001.F - 4

Statements of Cash Flows for the
  Years Ended December 31, 2001 and 2000 . .. . F - 5

Notes to Financial Statements. . . . . . . .. . F - 6


ROBISON, HILL & CO., A PROFESSIONAL CORPORATION,
Certified Public Accountants
INDEPENDENT AUDITOR'S REPORT

Solco International Inc.
(A Development Stage Company)

We have audited the accompanying balance sheets of Solco
International Inc. (a development stage company) as of
December 31, 2001 and 2000, and the related statements of
operations and cash flows for the two years ended December
31, 2001 and the statement of stockholders' equity from
August 7, 1996 (inception) to December 31, 2001.  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 auditing
standards generally accepted in the United States of
America.  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 Solco International Inc. (a development stage
company) as of December 31, 2001 and 2000, and the results
of its operations and its cash flows for the two years
ended December 31, 2001 in conformity with accounting
principles generally accepted accounting principles in the
United States of America.

Respectfully submitted
Robison, Hill & Co.
Certified Public Accountants
Salt Lake City, Utah
January 10, 2002
F-1


<TABLE>
SOLCO INTERNATIONAL INC.
(A Development Stage Company)
BALANCE SHEETS

<CAPTION>
                                       December 31    December 31
                                          2001            2000
<S>                                    <C>             <C>
Assets                                   $  -            $  -

Liabilities
 Accounts Payable                        $435            $215


Shareholders' Equity
 Common Stock, Par Value $.001
  Authorized 100,000,000 shares,
  Issued 1,000,000 shares at
  December 31, 2001 and 2000             1,000           1,000
 Paid-In Capital                         4,450           2,830
 Retained Deficit                       (1,200)         (1,200)
 Deficit Accumulated During the
  Development State                     (4,685)         (2,845)


  Total Stockholders' Equity              (435)           (215)

 Total Liabilities and
   Shareholders' Equity                      -               -
</TABLE>

The accompanying notes are an integral part of these financial
statements.
F-2


<TABLE>
SOLCO INTERNATIONAL INC.
(A Development Stage Company)
STATEMENTS OF OPERATIONS
<CAPTION>
                                                Cumulative
                                               Since July
                                               12, 1999
                         For the year ended    inception of
                              December 31      development
                       2001       2000           stage

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

Revenues              $   -       $   -           $   -

Expenses              1,840       1,595           4,685

  Net Loss          $(1,840)    $(1,595)        $(4,685)


Basic & Diluted loss per share
                      $   -       $   -
</TABLE>

The accompanying notes are an integral part of these financial
statements.
F-3


<TABLE>
SOLCO INTERNATIONAL INC.
(A Development Stage Company)
STATEMENT OF STOCKHOLDERS' EOUITY
SINCE AUGUST 7, 1996 (INCEPTION) TO DECEMBER 31, 2001
<CAPTION>
                                                 Deficit
                                               Accumulated
                                             Since July 12, 1999
           Common Stock      Paid-In  Retained  Development
         Shares   Par Value   Capital  Deficit     Stage
<S>        <C>      <C>       <C>      <C>         <C>

Balance at August 7, 1996
(Inception)     -      $  -   $  -      $  -        $  -

September 4, 1996 Issuance of
Stock for Services and payment
 Of Accounts payable
         1,000,000     1,000     -          -          -

New Loss	     -         -      -     (1,000)         -
Balance at December 31, 1996
         1,000,000     1,000     -     (1,000)         -

Net Loss          -        -     -       (100)         -
Balance at December 31, 1997
         1,000,000     1,000     -     (1,100)         -

Net Loss          -        -     -       (100)         -
Balance at December 31, 1998
          1,000,000    1,000     -     (1,200)         -

Capital contributed by shareholder
                             1,450          -          -
Net Loss          -        -     -          -     (1,250)
Balance at December 31, 1999
          1,000,000    1,000 1,450     (1,200)    (1,250)

Capital contributed by shareholder
                             1,380          -          -
Net Loss          -        -     -          -     (1,595)
Balance at December 31, 2000
          1,000,000   $1,000 $2,830   $(1,200)   $(2,845)

Capital contributed by shareholder
                             1,620          -          -
Net Loss          -        -     -          -     (1,840)
Balance at December 31, 2001
          1,000,000   $1,000 $4,450   $(1,200)   $(4,685)
</TABLE>
The accompanying notes are an integral part of these financial
statements.
F-4


<TABLE>
SOLCO INTERNATIONAL INC.
(A Development Stage Company)
STATEMENT OF CASH FLOWS
<CAPTION>
                                                       Cumulative
                                                       since July
                                                        12, 1999
                                 For the year ended   inception of
                                     December 31       development
                                 2001       2000        stage
<S>                              <C>        <C>          <C>
CASH FLOWS FROM
OPERATING ACTIVITIES:
Net Loss                      $(1,840)   $(1,595)    $(4,685)
Increase (Decrease) in
 Accounts Payable                 220        215         235
Net Cash Used in
 Operating activities          (1,620)    (1,380)     (4,450)

CASH FLOWS FROM
INVESTING ACTIVITIES:
Net Cash provided by
 Investing activities               -          -          -

CASH FLOWS FROM
FINANCING ACTIVITIES:
Capital contributed
 By shareholder                 1,620      1,380        4,450
Net Cash provided by
 Financing activities           1,620      1,380        4,450

Net (Decrease) in
 Cash and Cash Equivalents          -          -          -
Cash and Cash Equivalents
 At Beginning of Period             -          -          -
Cash and Cash Equivalents
 At End of Period	            $   -      $   -      $   -

SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION:
Cash paid during the year for:
 Interest                       $   -       $   -     $   -
 Franchise and income taxes     $ 215       $   -     $ 215

SUPPLEMENTAL DISCLOSURE OF NON-CASH INVESTING AN
FINANCING ACTIVIITES:  None
</TABLE>
The accompanying notes are an integral part of these financial
statements.
F-5


SOLCO INTERNATIONAL INC.
(A Development Stage Company)
NOTES TO FINANCIAL STATEMENTS
FOR THE YEARS ENDED DECEMBER 31, 2001 AND 2000


NOTE 1 - ORGANIZATION AND SUMMARY OF SIGNIFICANT
ACCOUNTING POLICIES

This summary of accounting policies for Solco
International Inc. is presented to assist in
understanding the Company's financial statements.  The
accounting policies conform to generally accepted
accounting principles and have been consistently
applied in the preparation of the financial statements.

Organization and Basis of Presentation

The Company was incorporated under the laws of the
State of Nevada on August 7, 1996.  The Company ceased
all operating activities during the period from August
7, 1996 to July 12, 1999 and was considered dormant.
On July 12, 1999, the Company obtained a Certificate of
renewal from the State of Nevada.  Since July 12, 1999,
the Company is in the development stage, and has not
commenced planned principal operations.

Nature of Business

The company has no products or services as of
December 31, 2001.  The Company was organized as a
vehicle to seek merger or acquisition candidates.  The
Company intends to acquire interests in various
business opportunities, which in the opinion of
management will provide a profit to the Company

Cash and Cash Equivalents

For purposes of the statement of cash flows, the
Company considers all highly liquid debt instruments
purchased with a maturity of three months or less to be
cash equivalents to the extent the funds are not being
held for investment purposes.

Pervasiveness of Estimates

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

F-6

Loss per Share

	The reconciliations of the numerators and
denominators of the basic loss per share computations
are as follows:
<TABLE>
<CAPTION>
Per-Share
   Income 	  Shares 		  Amount
(Numerator)   (Denominator)
<S>                  <C>        <C>           <C>

For the year ended December 31, 2001:
Basic Loss per Share
Loss to common shareholders
                    $(1,840)    1,000,000     $ -

For the year ended December 31, 2000:
Basic Loss per Share
Loss to common shareholders
                    $(1,595)    1,000,000     $ -
</TABLE>
	The effect of outstanding common stock equivalents
would be anti-dilutive for December 31, 2001 and 2000
and are thus not considered.

Concentration of Credit Risk

	The Company has no significant off-balance-sheet
concentrations of credit risk such as foreign exchange
contracts, options contracts or other foreign hedging
arrangements.  The Company maintains the majority of
its cash balances with one financial institution, in
the form of demand deposits.

NOTE 2 - INCOME TAXES

As of December 31, 2001, the Company had a net
operating loss carryforward for income tax reporting
purposes of approximately $5,900 that may be offset
against future taxable income through 2011.  Current
tax laws limit the amount of loss available to be
offset against future income when a substantial change
in ownership occurs.  Therefore, the amount available
to offset future taxable income will be limited.  No
tax benefit has been reported in the financial
statements, because the Company believes there is a 50%
or greater chance the carryforwards will expire unused.
Accordingly, the potential tax benefits of the loss
carryforwards are offset by a valuation allowance of
the same amount.

NOTE 3 - DEVELOPMENT STAGE COMPANY/GOING CONCERN

The Company has not begun principal operations and
as is common with a development stage company, then
Company has had recurring losses during its development
stage.  The Company's financial statements are prepared
using generally accepted accounting principles applicable
to a going concern which contemplates the realization of
assets and liquidation of liabilities in the normal course
of business.  However, the Company does not have
significant cash or other material assets, nor does it have
an established source of revenues sufficient to cover its
operating costs and to allow it to continue as a going
concern.  In the interim, shareholders of the Company have
committed to meeting its minimal operating expenses.

NOTE 4 - COMMITMENTS

As of December 31, 2001 all activities of the
Company have been conducted by corporate officers from
either their homes or business offices.  Currently,
there are no outstanding debts owed by the Company for
the use of these facilities and there are no
commitments for future use of the facilitates.