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

                                   FORM 10-KSB


   [X] Annual report under Section 13 or 15(d) of the Securities Exchange Act of
1934  for  the  fiscal  year  ended  December  31,  2000

   [  ]  Transition  report under Section 13 or 15(d) of the Securities Exchange
Act  of  1934  (No  fee  required)  for  the  transition  period  from  to

                         Commission file number: 0-27919

                    Xraymedia.com inc., fka e-bidd.com, Inc.
                 (Name of Small Business Issuer in Its Charter)

Minnesota                                                              410951123
(State  or  Other  Jurisdiction  of                            (I.R.S.  Employer
Incorporation  or  Organization)                            Identification  No.)


         555 Burrard Street, Suite 900, Vancouver, B.C., Canada V7X-1M9
               (Address of Principal Executive Offices) (Zip Code)

                                 (888) 777-0658
                (Issuer's Telephone Number, Including Area Code)

         Securities  registered  under  Section  12(b)  of  the  Exchange  Act:

    Title of Each Class                Name of each Exchange on Which Registered
Common  Stock  ($0.001  Par  Value)                           None
  Preferred  Stock  ($0.001


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

                       Yes  [X]                   No  [ ]


Check if there is no disclosure of delinquent  filers in response to Item 405 of
Regulation S-B 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  total  revenues  for  the  year  ended  December  31,  2000, were
$44,985.00

On  March  31,  2001,  the  number  of  shares  outstanding of the  registrant's
Common
Stock,  $0.001  par  value  (the  only  class of voting stock), was 36,580,778 .

                                        1


                                TABLE OF CONTENTS

                                                                        Page No.
                                     PART  I

Item  1.       Description  of  Business                                       3
Item  2.       Description  of  Property  Management's  Discussion
               and  Analysis  or  Plan  of  Operation                         18
Item  3.       Legal  Proceedings                                             19
Item  4.       Submission  of  Matters  to  a  Vote  of  Security  Holders    19

                                     PART II

Item  5.       Market  for  Common  Equity  and  Related  Stockholders        19
Item  6.       Management's Discussion and Analysis or Plan of Operation      21
Item  7.       Financial  Statements                                          24
Item  8.       Changes  in  and  Disagreements  with  Accountants             37

                                    PART III

Item  9.       Directors, Executive Officers, Promoters and Control Persons;
               Compliance  with  Section  16(a)  of  the  Exchange  Act       37
Item  10.      Executive  Compensation                                        38
Item  11.      Security Ownership of Certain Beneficial Owners and Management 39
Item  12.      Certain  Relationships  and  Related  Transactions             40
Item  13.      Exhibits  and  Reports  on  Form  8-K                          40

                                        2


                                     PART I

FORWARD-LOOKING  STATEMENTS.  THIS  REGISTRATION  STATEMENT  INCLUDES
"FORWARD-LOOKING  STATEMENTS."  FORWARD-LOOKING  STATEMENTS  CONTAINED  IN  THIS
REGISTRATION  STATEMENT ARE BASED ON MANAGEMENT'S BELIEFS AND ASSUMPTIONS AND ON
INFORMATION  CURRENTLY  AVAILABLE  TO  MANAGEMENT.  FORWARD-LOOKING  STATEMENTS
INCLUDE  STATEMENTS  IN  WHICH  WORDS SUCH AS "EXPECT, " "ANTICIPATE," "INTEND,"
"PLAN,"  "BELIEVE,"  "ESTIMATE,"  "CONSIDER,"  OR  SIMILAR EXPRESSIONS ARE USED.

YOU  SHOULD  NOT CONSTRUE ANY FORWARD-LOOKING STATEMENT AS A GUARANTEE OF FUTURE
PERFORMANCE.  THESE  STATEMENTS  INHERENTLY  INVOLVE  RISKS,  UNCERTAINTIES  AND
ASSUMPTIONS.  THE  FUTURE  RESULTS  AND STOCKHOLDER VALUES MAY DIFFER FROM THOSE
EXPRESSED  IN  THESE  FORWARD-LOOKING  STATEMENTS,  AND  THOSE VARIATIONS MAY BE
MATERIAL AND ADVERSE. MANY FACTORS THAT WILL AFFECT THESE RESULTS AND VALUES ARE
BEYOND  OUR  ABILITY  TO  CONTROL  OR  PREDICT.


ITEM  1.  DESCRIPTION  OF  BUSINESS

A.  Corporate  Organization

As  used herein the terms "xray" and "xraymedia " refers to xraymedia.com, Inc.,
a  Minnesota  corporation,  its  subsidiaries  and  predecessors,  unless  the
context  indicates  otherwise.  On  June  28,  2000  the  name  was changed from
e-bidd.com,  inc.,  to  xraymedia.com  inc.  to  avoid a potential conflict with
another totally separate and unrelated company by a similar name,  www.Ebid.com,
that  also  operated  as  an  Internet  auction  site.

Xraymedia  has  had  several  previous  names  in  the  past  including:  Image
Photo  Systems,  Inc.,  AJA  Merchant  Banking  Corporation,  Cyberguides
International,  Inc.,  Digital  Reporting,  Inc.,  and  Port  Industries,  Inc.
Although  xraymedia  was  initially  formed  to  conduct  any  lawful  activity,
XRAYMEDIA.COM  is  a  Media  Solutions  Company offering a variety of integrated
products  and  services through its website, including media buying and selling,
media  auctions,  web,  logo  and print ad design services, public relations and
investor relations services, as well additional media technology to be announced
as  implemented.  Through affiliations with Media Industry leaders is positioned
to  capitalize  on  the  migration  of advertising sales and auctions as well as
other related media based activity, to the internet through Business to Business
Media  solutions.

                                        3


Xraymedia  was  originally  incorporated  in  Minnesota on November 27, 1968, as
Port
Industries,  Inc.,  and  operated as a real  estate  development  company.  Port
Industries,  Inc. commenced bankruptcy proceedings under Chapter XI in May, 1974
and emerged from bankruptcy in April,  1976. As a result of the bankruptcy,  all
assets were distributed and the debtor's rights were formally  discharged.  Port
Industries,  Inc.  remained  inactive  from  1976  until  1994.

On March 1, 1994, Port Industries, Inc. entered into an agreement of merger with
Digital  Reporting,  Inc.,  a Delaware  corporation,  engaged in the business of
corporate  acquisitions.  Upon the effective date of the merger Port Industries,
Inc., issued 720 shares (1,800 shares prior to stock splits) of its common stock
in exchange for all of the outstanding shares of Digital Reporting,  Inc., whose
operations  were  nominal  since its  inception,  and became the sole  surviving
corporation  under  its  post-merger  name,  Digital  Reporting,  Inc.

In September  1997,  Digital  Reporting,  Inc.  acquired all of the  outstanding
common  shares  Cyberguides  International,  Inc.,  a Delaware  corporation,  in
exchange for 3,500 restricted shares of Digital Reporting,  Inc.'s common stock.
Accordingly,  Digital   Reporting,   Inc.   changed  its  name  to  Cyberguides
International,  Inc. and operated a web page on the  Internet  that  contained a
database   of  general   information   about   public   companies.   Cyberguides
International,  Inc. then merged with Corp Reports.com whose principal  business
activity was similar to that of Cyberguides  International,  Inc., the operation
of a web page in the early days of the  Internet  that  contained  a database of
public  companies  annual  reports.


In  February,  1998 A.J.  Alda &  Associates  acquired  a majority  interest  in
Cyberguides  International,  Inc. by purchasing  approximately  1,140 restricted
common  shares  of its  stock.  Mr.  A.J.  Alda  was  then  appointed  director,
president, and chief executive officer of Cyberguides International,  Inc. which
changed its name to AJA Merchant  Banking  Corporation  and operated as a public
merchant  banking  corporation.  AJA Merchant Banking  Corporation,  also in the
business of corporate acquisitions, entered into preliminary negotiations with a
printed circuit board manufacturer in the Minneapolis - St. Paul, Minnesota area
to build a  prototype  circuit  board but  failed to reach  the  development  or
production  stage.

On December 4, 1998, AJA Merchant Banking  Corporation changed its name to Image
Photo Systems, Inc. and began developing 3D picture viewers for children.  Image
Photo Systems, Inc. developed a prototype 3D picture viewer, but failed to reach
the  manufacturing,  production,  or sales  stage.  In 1999,  the  officers  and
directors associated with the acquisition of Image Photo Systems, Inc. resigned.

                                        4


In July, 1999 Image Photo Systems,  Inc., under new management,  entered into an
Agreement with Laurier Limited, whereby it acquired its current operations as an
Internet  auction  site and  licensor  of Auction  and Ad Serving  Software  and
Laurier Limited received  10,000,000  restricted  shares of Image Photo Systems,
Inc.  stock. In September 1999,  Image Photo Systems,  Inc.  changed its name to
e-bidd.com,  Inc.  Subsequently,  the  Laurier  transaction  was  reversed. (See
below).

On  June  28,  2000 the name was changed from e-bidd.com, inc., to xraymedia.com
inc.  to  avoid a potential conflict with another totally separate and unrelated
company  by  a  similar  name,  www.Ebid.com, that also operated  as an Internet
auction  site.

As  of  September  30, 2000, the Company had not received the  software  license
from  Laurier  Limited  for  which  10,000,000  shares  of common stock had been
issued.  Because  of  this  default,  the  company has reversed  the  asset  and
related  stockholders'  equity  amounts  originally recorded in this transaction
retroactively  to  Dec.  31,  1999.

The company has since been in development of its own Media Auction software with
separate  modules  being acquired from other sources. On December 18, 2000, in a
2nd  Level Public Access program xraymedia has opened its media auction site for
qualified  media  buyers  and  sellers  to test. During this time, protocols for
credit  approval  and  confirmation  of  inventory  will  be applied and checked
repeatedly  for  robustness. Xraymedia.com Inc intends to officially launch this
media  auction  software  before  the  year-end  of  2001.

B.  Description  of  Business

                                EXECUTIVE SUMMARY

John  Hagel  of  McKinsey  coined  the  term  "infomediaries"  to  describe
intermediaries who sell information about a market, creating a platform on which
buyers  and  sellers can do business. Many Internet researchers now believe that
perhaps  the  most  profitable  pure  Internet  companies,  as  well as the most
influential,  will  be  business-to-business  infomediaries,  who  will have the
ability  to  re-organize  entire industries. Red Herring, an Internet aficionado
magazine,  recently  called  the  emergence of "Internet Infomediaries" the next
bastion  of  economic  activity to profoundly impact the Internet. Infomediaries
represent  a new category of entrepreneurs. Through the development of its Media
SuperPortal  -  and  more specifically, its online media auction - XRAYMEDIA.COM
has  membership  in  this  rare  category.

XRAYMEDIA.COM's objective is to become a premiere online Internet media company.
Research  indicates  that  the media industry is ripe for a business-to-business
eCommerce  service for buying and selling premium advertising space (Television,
Radio,  Print,  Out-of-Home,  Specialty, and Online). The traditional process of
buying  media is usually cumbersome and time-consuming for buyers, and can serve
to  effectively  shrink  sellers'  consumer  base.

                                        5


There  is  no  question that advertising remains big business: Total advertising
industry spending grew 8.1% to $524.7 billion in 1999 and is forecast to rise at
a  compound  annual  growth  rate  (CAGR) of 7.8% throughout the forecast period
1999-2004,  reaching  $745.8 billion in 2004. This growth will be driven largely
by  Internet  advertising, which exploded 140.6% to $4.6 billion in 1999, and is
forecast  to increase at a 39.5% CAGR, more than quadrupling to $24.4 billion by
2004,  and  surpassing  cable,  network  television,  and  consumer  magazines.

These  developments are not restricted to North America alone. A report released
by  eMarketer.com  claims  that Western Europe will account for 41% of worldwide
eCommerce  revenue  by  2003.  This  trend  is  having  an  impact on the global
marketplace.  IDC  reports  that 60% of online US business-to-business companies
are  making their products available to the global market, a percentage expected
to  rise  to 80% by 2004. Further, the decision about whether or not to engage a
business plan that includes the European marketplace will have a distinct impact
on  the  financial  situation  of online businesses: firms that are going global
project  foreign  revenues  of  25%  in 2000 and 30% in 2001; firms that are not
project 10% and 12% for those same years (IDC). XRAYMEDIA.COM is well positioned
for the European market. The firm has opened an office in Europe specifically to
develop  this market, to handle incoming business directed at XRAYMEDIA.COM, and
to  act  as  a  liaison  with  the  European  media.

Currently,  there is a scattered presence of online auction sites. Sites such as
eBay.com  have  made the online auction famous. In terms of business-to-business
eCommerce  services  for  buying  and  selling  premium advertising space, major
competitors  include  OneMediaPlace.com  and BuyMedia.com. Both these sites have
generated  substantial  traffic  with their media auctions, signaling the desire
among media professionals for a coherent and convenient way to conduct business.
Moreover,  the value of this concept is illustrated by two major recent business
developments. First, in January of this year, Internet Capital Group (ICG) spent
$45 million to secure a stake in BuyMedia.com - a service that lets media buyers
purchase  advertising  over the Internet. Then, in March 2000, AdAuction.com and
Engage  -  a  division  of  CMGI  -  formed  a  strategic  alliance,  creating
OneMediaPlace.com. By May of the same year, the company had obtained $67 million
in  private  investments.  Clearly,  there  is  industry-wide recognition of the
growth  potential  in  this  area.

XRAYMEDIA.COM is in good company and is positioned to surpass the competition by
offering  the  same  services  as  our  competitors,  and by supplementing these
services  with  an  all-encompassing  media  package  -  the XRAYMEDIA.COM Media
SuperPortal.

                                        6


                            THE XRAYMEDIA.COM MISSION

XRAYMEDIA.COM  is  positioned  to  become  a  premiere  live  online,
business-to-business  web  site.

The  company  believes  that:

1.     Currently,  significant  untapped  opportunities  exist  in  this area of
eCommerce;

2.     An  Internet  SuperPortal  has  the  ability  to  replace  outdated  and
inefficient  methods  of  selling  and  purchasing  advertising  space;

3.     An  Internet  SuperPortal can replace outdated and inefficient methods of
accessing  an  Advertising  Agency,  a  Public Relations department, a Marketing
firm,  and  Design  Services;

4.     There  are  numerous untapped opportunities for a synergetic relationship
between  online  advertising  and  conventional  advertising;

There  are opportunities to garner income from cooperative relationships between
subscribing  agencies,  agencies  offering  services  through  the XRAYMEDIA.COM
SuperPortal,  and  XRAYMEDIA.COM  itself.

XRAYMEDIA.COM  has  assembled the partners and technology to enable it to expand
on its vision: XRAYMEDIA.COM's mission is to provide a SuperPortal site to media
professionals.  This  will make all markets more accessible and user-friendly to
national  and  local  advertisers  alike,  by  streamlining and centralizing the
process  of buying media. Sellers can avail themselves of a broader, more global
marketplace.

We  have a common goal of bringing new efficiencies to the marketplace. By doing
so,  we  can  increase agency billings and profitability, creates better results
for  advertisers,  and  generates  additional  revenue  for  all  media.

                                  THE INDUSTRY

The  Internet  is  changing  historically  staid  industries by enabling them to
operate  with unprecedented efficiency. Previously fragmented enterprises - from
paper  to  chemicals  - are establishing centralized marketplaces online. As the
technology  underlying  eCommerce  solutions improves, the level of trust in the
security  of  online commerce systems increases. The impact of this trend cannot
be  overstated:  both  individuals  and  businesses are beginning to exploit the
convenience  and  immediacy  of  online  eCommerce  options. Just as commerce is
central  to  real-world  business  practices,  eCommerce is the core of Internet

                                        7


purchasing. Online marketplaces provide business solutions: they are instant and
global forums for trade. The online auction is an increasingly popular venue for
both  businesses  and  individuals.

The  immense  size  of  the  advertising industry is no secret. Advertising as a
whole  -  and more specifically online advertising - is a particularly lucrative
business.  Even within the subgroup of business-to-business sites, the potential
for  growth  is  indefinite.  Analysts estimate that based on its current growth
rate,  the  business-to-business  market  will  grow  to  $3  billion  by  2005,
representing  18%  of  online  advertising  spending on mainstream online media.

Internet  auctions  -  defined  as  an exchange of products or inventory through
online communication channels and computer applications for a specific community
of  practice  - represent a particularly timely and exciting growth opportunity.
According  to  Jupiter Communications, online business-to-consumer auctions will
move  $3.2  billion  worth  of  merchandise annually by 2002; this figure can be
added  to  further sales conducted person-to-person. A survey conducted by Price
Waterhouse  Coopers  found  that  online advertising revenues surpassed the $1.0
billion  mark  for  the  first  time  in the third quarter of 1999, and a recent
survey  on  online  spending  indicates  that online auctions accounted for $644
million  in  the  first  quarter  of  2000  (Harris  Interactive).

                                   THE MARKET

Industry  information  indicates a rare opportunity in the combination of online
resources  and media requirements. In fact, total industry spending grew 8.1% to
$524.7  billion in 1999 and is forecast to rise at a compound annual growth rate
(CAGR) of 7.8% throughout the forecast period 1999-2004, reaching $745.8 billion
in 2004. In addition, as models for purchasing conventional, offline advertising
migrate to the web, there are similar significant opportunities to tap into that
area  of  growth.

XRAYMEDIA.COM's  Media SuperPortal also represents a significant opportunity for
cross  selling.  By  offering  a  comprehensive  collection  of  services  that
encapsulates  the  full  set of on- and off-line media needs, the SuperPortal is
positioned  to exploit the industry requirement for a knowledgeable mixed medium
approach.

According to INPUT, eCommerce is projected to rise from $46.8 billion in 1999 to
$4  trillion  in  2004, representing a 5,660% increase. Online auction revenue -
the  primary  revenue  of  eBay.com  -  was  $9.1  billion in 1998, representing
approximately  12%  of  total  eCommerce  revenue.  Assuming  the  growth  rates
projected,  the  online  auction industry is poised to grow to $151.8 billion in
2002.  Below are some very favorable remarks by reputable and reliable media and
research firms, concerning the demand, potential, and future for online Internet
auction  companies.

                                        8


-     MULTICHANNEL  NEWS  ONLINE,  SEPTEMBER  18,  2000."Online  media-buying
exchanges  could  be  the venue for $66 billion in advertising activity by 2005,
according  to  projections  from  a  new  Myers  Group  report."

-     BUSINESS  2.0,  OCTOBER  24, 2000. "Suddenly, media buying is a hot B-to-B
category  And  no wonder: There's an estimated $33 billion that will be spent in
online advertising over the next three years. What's in it for the marketplaces?
They  get  a  percentage  of  the  cost  of an ad placement-from 3 percent to 15
percent or more-no matter the medium, whether print, outdoor, radio, television,
or  Internet."

-     FORRESTER  RESEARCH,  CAMBRIDGE,  MASSACHUSETTS,  2000.  "Europeans  with
Internet  connections at home don't reduce the time they spend using traditional
media.  But  media  companies  must  reposition  themselves to retain leadership
online."

By  the  end  of  2004,  there  will be over 48 million US households paying for
access to a multimedia broadband service. This is a penetration rate of 42.7% of
all  US  households,  rivaling  that  of personal computers and cellular phones.
Worldwide,  multimedia  broadband  services  will generate nearly $40 billion in
annual revenues in 2004. With affiliates in Europe, XRAYMEDIA.COM is prepared to
accept  the  challenges  of  servicing  a  global  community.

                      XRAYMEDIA.COM'S COMPETITIVE ADVANTAGE

XRAYMEDIA.COM  aims  to  transform  the advertising industry. As the only first,
second, and third party aggregator of general media services, XRAYMEDIA.COM will
bring the power of the Internet to the advertising industry as a whole, enabling
large  and  small  companies,  advertising agencies, and general media buyers to
engage  in  the  total  media  process  online.

While  there  is  an  uneven  presence  of  Internet  auction  sites, there is a
startling  lag  in  the  development  of  online  media  marketplaces offering a
business-to-business  eCommerce service for buying and selling premium ad space.
There  are  currently  two  principal  competitors  -  BuyMedia.com  and
OneMediaPlace.com.  BuyMedia.com  CFO  Mr.  Don  Hansen  claims  that  they  are
conducting $2 million in business daily through its web site; they are hoping to
have  carried  out  $500  million  by  the  end  of  2000  (BuyMedia.com).
OneMediaPlace.com  -  formerly  AdAuction.com - claims to be "the premier global
media  e-marketplace  and advertising resource destination" and was named one of
the  most  promising  and  competitive  B2B  companies  in  their  category
(OneMediaPlace.com).

                                        9


XRAYMEDIA.COM is in good company - and is positioned to surpass the competition.
The  energetic reaction to these services by businesses indicates an unsatisfied
industry  requirement. Other sites have tried to break into the marketplace, and
have  not  been  able  to sustain themselves; these sites have not encompassed a
complete  circle of services. XRAYMEDIA.COM is breaking an out-dated standard by
realizing  the  potential  of the Internet: the Internet makes an instantaneous,
global,  and  full-service  site  not  only  possible,  but  also  inevitable.

THE  XRAYMEDIA.COM  SUPERPORTAL

Our  first  milestone - completed in its test phase on October 24, 2000 - was to
create  an  online  media  marketplace:  XRAYMEDIA.COM's  Media SuperPortal. The
SuperPortal is divided into three distinct sub portals (Corporate Culture, Media
Commerce,  and  Community  Resources).  Each sub portal is designed to deliver a
specific  objective  in  making  the  practice  of  buying  and  selling media a
convenient and cohesive process. As we grow, both as a site and as a company, we
will  expand  to  include  a  full  set  of  services  and  tools  for the media
professional.

The  XRAYMEDIA.COM  SuperPortal  branches  out  into  three  sub  portals:

-     CORPORATE  CULTURE

o     The  Corporate  Culture  sub  portal  is designed to act as a resource for
visitors  to  learn  more  about  the  media  industry, and about XRAYMEDIA.COM.
Corporate  Culture  presents clients with an Executive Summary of XRAYMEDIA.COM,
company  Press Releases, Industry intelligence, Investor information, a call for
Business  Partners,  and  -  on  our  Careers  page  -  employment  information.

-     MEDIA  COMMERCE

o     Our Media Commerce sub portal features XRAYMEDIA.COM's central marketplace
and  service-oriented  functions:  Advertising  Agency,  Public Relations, Media
Auctions,  Traditional  Services,  and  Online  Ventures.
o     XRAYMEDIA.COM's  Advertising  Agency  page  gives clients access to a full
range  of services, including Placement, Design, and Strategic marketing. At the
bottom  of  each  page is a link to a Request For Proposal (RFP), and to contact
us.
o     XRAYMEDIA.COM  offers  a  wide  range  of  Public  Relations services. Our
Planned PR, Consulting, Media Relations, and Design Services cover all the bases
for putting together an effective public relations campaign. Clients are invited
to  submit  an  RFP,  or  to contact XRAYMEDIA.COM directly to take advantage of
these  services.

                                       10


o     A  major component of this site is the online Media Auction located in our
Media  Commerce  sub  portal. The Auction is designed to make Television, Radio,
Print,  Out-of-Home,  Specialty,  and  Online  media  more  accessible  and
user-friendly for local, national, and multi-market advertisers. Sellers use the
auction  to  list  their  available media products in an auction format. Once an
auction has commenced, buyers from around the world can visit and bid on desired
items.  The winner of the auction is notified by email. Next, the buyer pays for
their purchase, and provides the seller with the necessary advertising documents
to be displayed or aired. XRAYMEDIA.COM provides secure payment technology and a
verified  credit  line,  so  the buyers' credit is verified prior to bidding. As
well,  both  buyers  and  sellers  are bound by a contract to honor their online
listing  and  bidding  activities. The online Media Auction provides a quick and
convenient  marketplace  for media buyers and sellers, expanding the market from
local  or  national  to  global.
o     The  Traditional  Services  page of the Media Commerce sub portal contains
links  to our Rate Card, Request For Proposal (RFP), and the traditional methods
of  carrying  out  Advertising  Agency  and  Public  Relations  services.  The
XRAYMEDIA.COM  Rate  Card  contains  a  database  of  Television,  Radio, Print,
Out-of-Home, Specialty, and Online media for sale. Our Request For Proposal page
offers  visitors  a  confidential  electronic  RFP.
o     In  the  Online  Ventures  section  of the SuperPortal, visitors will find
Wireless,  Banner  Network,  eMarketing, and Branding Strategies. There are also
links  to  the  Design Services section. Here, clients can submit an RFP for any
services  they  wish  to  use.

-     COMMUNITY  RESOURCES

o     The  third  sub  portal  on  XRAYMEDIA.COM's  Media  SuperPortal is called
Community  Resources.  This  area has been designed to help facilitate quick and
easy  solutions  for  media  professionals  faced  with  the  challenges  of  an
ever-changing  industry.  Think  of  our  Resource  Center  as  your  research
department.  Here,  subscribers  have  instant  access to our Library, featuring
useful  articles  on media-related topics ranging from marketing tips to writing
effectively.  For  further  reference, XRAYMEDIA.COM has assembled a Glossary of
media-related  terms  and  definitions.  Subscribers  can  keep on top of timely
issues  by  tracking industry changes on our web page, and by subscribing to our
weekly  newsletter.  In  the coming months, XRAYMEDIA.COM will be adding further
features  to  this  sub  portal,  including members Chat, Video Teleconferencing
services,  Virtual  Office  tools,  and  free  web-based  Email.


                                       11


The  XRAYMEDIA.COM  SuperPortal will use the most current technology and servers
for posting real time information on availability and pricing. The site will not
only post standard Rate Card information, it will also serve as an interface for
checking  inventory  availability and pricing. The online Media Auction operates
as a real-time media market that is one step ahead of an interactive web version
of  a  media  buying  service: An entire range of advertising buyers and sellers
will meet at the XRAYMEDIA.COM site to make their purchases and sales. Using the
XRAYMEDIA.COM  Media Auction, media professionals can accomplish in minutes what
used  to  take  hours.  The  other services available on the Media SuperPortal -
Advertising Agency, Public Relations, Traditional Services including Design, and
Online  Ventures  including  eMarketing - ensure that there is an alternative to
traditional  ways  of  meeting  industry needs. For example, the availability of
Design  and  Public  Relations  services  on  the  SuperPortal  gives  media
professionals  a  choice  between  virtual  and  real-world options. Clients can
choose  to use the SuperPortal as a one-stop resource for all their media needs.

                          THE XRAYMEDIA.COM OPPORTUNITY

XRAYMEDIA.COM  streamlines the existing process of buying and selling media, and
allows  media professionals to use a new method for transactions, such as online
Media  Auctions.  This  means  that  buyers  and  sellers  are  eager to use our
services,  and that the company is more likely to secure a significant long-term
revenue  stream.
XRAYMEDIA.COM will be the first and only Internet site that integrates a network
of  best-of-breed  media products with useful information, and services tailored
to  their  needs in a single facility. The Media SuperPortal supplies buyers and
sellers with a more proficient and cost effective way to buy and sell media. Our
online  Media  Auction  service,  which  is  free  to  media buyers, provides an
efficient means of executing media schedules for advertising agencies and direct
advertisers.  To  this essential function for media professionals, XRAYMEDIA.COM
adds  a  vast  array  of  other  tools  and services. The Media SuperPortal is a
full-service,  convenient,  and  efficient  resource  for  media  professionals.

                         CURRENT MEDIA BUYING PRACTICES

The  traditional means of buying media space is a slow, painstaking process that
often  involves  a cumbersome combination of printing typed documents, faxing to
individual  media,  and  phone  follow-up  calls  with  each media. In addition,
because  there  are  more  than  7,000  radio  and  TV  media  - and these media

                                       12


continually  change  call  letters,  addresses,  media  formats,  and  network
affiliations  -  keeping  track  of information is a perpetual and arduous task.
General  media  buying  is a labor-intensive process of checking on availability
and  pricing, scheduling, making reservations, and getting confirmations. In the
case of a multi-outlet campaign, this process has to be done repeatedly. Even if
some or all of the buying is done through a media service, it still requires the
time-consuming  process  of  calling  a  representative  and  waiting  for  a
confirmation  on pricing and availability. Further, booking advertising space or
time  will  generally  take  several  phone  calls  and  multiple  faxes.

Despite  the  convenience  of  using  an  online  connection  to undertake these
business  transactions,  media  buying  services  have  not  yet  migrated to an
eCommerce  mode.  Even  when  a  media-buying  service has a web site, it is not
interactive,  and  it still relies heavily on non-electronic, non real-time ways
to  transmit  information  on  availability  and  pricing.  This  simultaneously
presents  a  challenge  and an opportunity. Making the media-buying process more
efficient  represents  a  vast  market  opportunity  to  restructure  and update
communications  between  buyers  and  sellers.

Media-buying  representatives  and  proprietary software have attempted to unify
buyers  and  sellers  and  to expedite transactions, but none have leveraged the
Internet's ease, clarity, worldwide reach, constant availability, and ability to
establish  market  value.  Purchasing  premium  and general advertising space in
North  America in all media remains a complex and time-intensive process replete
with  hidden  and  potentially  unnecessary  costs.

Media-buyers  and  executives  alike are eager to migrate to web technology, but
the  threshold for entry is high. It involves creating direct relationships with
media  across  the  board, the possible merger or acquisition of a non web-based
media-buying  service,  and  a  technology  engine  advanced  enough  to drive a
real-time,  continuously  updating  media database. Until now, there has been no
such  provider.  XRAYMEDIA.COM  will  meet  these  specifications.

                           ADVANTAGE FOR MEDIA BUYERS

With  XRAYMEDIA.COM,  media-buyers  communicate  with  media-sellers  via  the
Internet.  Orders,  avail  requests, and traffic instructions go directly to the
sellers,  saving  time  and  energy.  Using  our  SuperPortal, a media-buyer can
accomplish  in an instant what used to take hours, and can dramatically increase
both  their  exposure  and  advertising  revenues. XRAYMEDIA.COM is available to
media  buyers  at  no  cost.

Through  our  Media Auction, buyers will be able to purchase premium Television,
Radio,  Print,  Out-of-Home, Specialty, and Online advertising. Unlike web sites
that  auction  only  "leftover"  advertising  times, XRAYMEDIA.COM is focused on

                                       13


providing  first  choice  advertising  time to media-buyers nationwide, allowing
both buyer and seller to negotiate the price. By improving on an existing method
rather  than imposing a new advertising buying practice on the industry, we will
deliver  the  fastest,  most  cost-effective  media-buying  process.

XRAYMEDIA.COM  will  benefit media buyers by streamlining the advertising buying
process  and  facilitating  the  negotiation  procedures. This keeps advertising
rates  reasonable.  We  eliminate the need for middle-tier companies that profit
from  mediating  between  buyer  and  seller.  XRAYMEDIA.COM  strongly believes,
however,  that  the  huge market for broadcast advertising leaves ample room for
our  firm  and  rep  firms  to  coexist.

                           ADVANTAGE FOR MEDIA SELLERS

On  the  XRAYMEDIA.COM SuperPortal, advertising availability will be checked and
confirmed,  and  space will be purchased and paid for up front. Up front payment
reflects  the  entire  XRAYMEDIA.COM  business  model,  by  collecting  fees and
creating  cash  flow  at  the  earliest point possible in the transaction cycle.

XRAYMEDIA.COM avoids the constraints of geographic location of sales offices. As
we  are  online,  advertising  agencies  and  direct advertisers can utilize our
service  worldwide.  In  addition  to the convenience, Television, Radio, Print,
Out-of-Home,  Specialty, and Online media will pay a lower sales commission when
accepting  orders  from  agencies and direct advertisers using the XRAYMEDIA.COM
Media  Auction.  The  Media  Auction facilitates a bidding competition which not
only  provides  advertisers  with  better  rates, but also with a wider audience
reach  for  their  campaigns.

                                   THE PROCESS

A  standard  web browser is all that is needed to access and use XRAYMEDIA.COM's
Media  SuperPortal.  Media  buyers  can  communicate  with  media  sellers  and
XRAYMEDIA.COM  using  the  Internet  without changing their traditional process.
XRAYMEDIA.COM  facilitates  these  transactions  by  acting  as  an infomediary.
Through  the Media SuperPortal, media professionals can easily get the help that
they  need  to  successfully  do  their  business.

The  Media  Commerce  sub  portal  is  home  to the interactive, client-centered
services  and  features  of  the  SuperPortal.  Here,  visitors  will  find  the
Advertising  Agency, Public Relations, Media Auctions, Traditional Services, and
Online  Ventures.

The  online Advertising Agency features all the services necessary to launch any
campaign.  These  include  Placement,  Design,  and  Strategic  marketing.

                                       14


XRAYMEDIA.COM's  Public  Relations page is the gateway to a full range of public
relations  services,  including  PR  planning,  Consulting, Media relations, and
Design.  Each  of  these  sections features a direct link to an RFP (Request For
Proposal),  for  quick and intuitive navigation. The Media Auction will act as a
cohesive  and instant global market in which buyers and sellers can do business.
XRAYMEDIA.COM's  user-friendly  interface,  secure  system, and facilitation all
work  to make the Media Auction the first choice for media professionals. Within
Traditional  Services,  users  will find the pages for XRAYMEDIA.COM's Rate Card
and  Request  For  Proposal  (RFP). XRAYMEDIA.COM's Rate Card is a comprehensive
database of all media for sale, including Television, Radio, Print, Out-of-Home,
Specialty,  and  Online.  As  well, mechanical data information will provide the
client  with  a  general  understanding  of  the buying process, statistics, and
reports.  Included  will  be information regarding pricing structure, deadlines,
and  the  overall  workings  of  traditional media services. The Online Ventures
section  features  information  about Wireless, Banner Networks, eMarketing, and
Branding Strategies. Media professionals can use our direct links to an RFP from
any  of  these  pages.

Alternately,  XRAYMEDIA.COM's clients can visit the Request For Proposal page to
submit  a  confidential request to XRAYMEDIA.COM. Using our RFP, buyers can send
multi-market  avail  requests  with  separate  buy parameters, all with a single
click.  Once  media  schedules  are  configured,  buyers using advanced software
systems  like  SmartPlus,  Strata,  or  COREMedia  can  utilize  XRAYMEDIA.COM's
Electronic  Data  Interchange (EDI) technology to upload media order data to the
SuperPortal  for  immediate distribution. XRAYMEDIA.COM also provides free order
builder software with built-in EDI functionality for buyers who do not currently
license media software. Our free Order Builder program generates media schedules
based  on  the  client,  product,  campaign,  flight  dates,  and  demographic
information.  Multi-market,  multi-media  orders  include  flexible  spot
distribution,  Cost-per-Point  (CPP), and total spot and cost calculations. Once
created,  orders  are  uploaded  through  XRAYMEDIA.COM and sent directly to the
selected  media. Sending orders from a buyer's media software to our upload file
is as easy as printing them. XRAYMEDIA.COM's advanced Internet-to-fax technology
provides  immediate  and  reliable  fax  delivery  of media schedules. We ensure
prompt,  accurate  delivery  with  detailed  information about all transactions.
XRAYMEDIA.COM  automatically  notifies  media  buyers  via  email once all media
confirmations  have  been  received.  This  technology  fuses  a  media  buyer's
sophisticated  buying  software  with  our  advanced  communication  system.

Members  enter  XRAYMEDIA.COM  through  a password-protected interface, which is
uniquely  tailored  to  the  needs  of each media buyer. Our advanced system can
perform  high-volume, reliable, real-time transaction processing and can provide
timely,  accurate,  and  free  communication  delivery.  All  communications and
transactions are digitally archived. Once media schedules are configured, buyers
can  also  use  XRAYMEDIA.COM  to  send  orders  to  media.  Our technology will
integrate  with the leading industry media buying and planning software, used by
1,200  advertising  agencies  nationwide.  Unlike  other communications systems,
buyers  do  not  need  to  load  proprietary  software  onto  their  computers.


                                       15


                                   MEMBERSHIP

XRAYMEDIA.COM  will  have the opportunity to attract the widest range of members
based  on  offering  services  that  encompass  the  entire media industry. This
membership  will  include large and small advertising agencies, media-buyers and
-sellers,  and  direct  advertisers.

                                    SECURITY

Access  to  XRAYMEDIA.COM's  system  is  granted  only  to account holders whose
identity  is  verified  through  their username and password on each login. Each
application  for  an  account  is  reviewed by XRAYMEDIA.COM to ensure that only
qualified  applicants  are  granted  an  account.

XRAYMEDIA.COM  employs  an  advanced firewall to prevent unauthorized access and
all  EDI  transactions  are  processed  on secure servers to ensure confidential
information  is  protected.  All  information  is  encrypted  and  verified  by
Certificates  of  Authenticity.

                               CORPORATE STRATEGY

XRAYMEDIA.COM  intends  to  successfully  establish the Media SuperPortal as the
premiere  site  for  media  professionals.  We will provide fast, efficient, and
reliable  information,  and  essential  resources in a user-friendly format. Our
database  will  capture  details  resulting in corporate and customer profiling,
which will allow buyers, sellers, and advertisers to develop their businesses in
direct  response  to  their  market.

XRAYMEDIA.COM's  graphical  interface  will simplify user operations and provide
required  services  through  the  Media  SuperPortal  by:

-     Enabling  merchants  to  accept  online  information,  securely;

-     Keeping  implementation  costs  low;

-     Providing  transaction  data to the client for clearing on XRAYMEDIA.COM's
      system;

-     Bringing  third  party  reporting  and billing to both buyers and sellers.

                                       16


The  opportunity to create lateral synergies with corporations and organizations
will  provide  income  streams  through sponsorships, banner advertisements, and
eCommerce  opportunities.

XRAYMEDIA.COM  will  aggressively  seek  strategic  partnerships, and facilitate
advertising  opportunities  with  corporations,  online  search  portals,  and
organizations  with  revenue-enhancing  prospects.

Banner  ads,  polling  initiatives,  sponsorship  opportunities,  and  lateral
promotion  campaigns  will  produce  multiple  revenue  streams while extracting
economic  value  from  services  rendered.

XRAYMEDIA.COM  will implement business-to-business eCommerce systems such as our
online  Media  Auction.  The  availability  of  other services - our Advertising
Agency,  Public  Relations  department, Traditional Services including Rate Card
and  Request  For Proposal (RFP), Design Services, and Online Ventures including
eMarketing - makes XRAYMEDIA.COM's Media SuperPortal a full-service online media
mall. The development of other resources like free web-based email and an online
chat  forum  will  enhance  the  attractiveness  of  the  site  because  of  its
convenience  for  a  variety  of  functions.

G.  Regulatory  Overview  (New  and  Existing  Regulation  of  the  Internet)

Xraymedia  is  subject  to  the  same  federal,  state  and  local laws as other
companies conducting  business  on the  Internet.  Today  there  are  relatively
few  laws  specifically  directed towards online services.  However,  due to the
increasing  popularity  and  use  of  the  Internet  and  online services, it is
possible  that laws and regulations will be adopted with respect to the Internet
or  online  services.  These  laws  and  regulations  could cover issues such as
online  contracts,  user  privacy,  freedom  of  expression,  pricing,  fraud,
content  and  quality  of  products  and  services,   taxation,   advertising,
intellectual   property  rights  and  information  security.  Applicability  to
the  Internet  of  existing  laws  governing  issues such as property ownership,
copyrights  and  other intellectual  property issues, taxation, libel, obscenity
and  personal  privacy  is  uncertain.

In  addition,  numerous  states,  including  the  State  of  New York,  in which
XRAYMEDIA's  principal place of business is located,  have regulations regarding
the  manner  in  which  "auctions"  may  be  conducted  and  the  liability  of
"auctioneers" in conducting such auctions.  No legal determination has been made
with respect to the applicability  of the  State of  New York's  regulations  to
XRAYMEDIA's business to date and little  precedent  exists in this area.  One or

                                       17


more  states  may  attempt  to  impose  these  regulations upon xraymedia in the
future,  which  could harm xraymedia's  business.  Several  states have proposed
legislation  that  would  limit the uses of personal user  information  gathered
online  or  require  online services  to  establish  privacy  policies.

Changes  to  existing  laws or the passage of new laws intended to address these
issues  could  directly  affect  the way xraymedia does business or could create
uncertainty  in  the  marketplace.  This could  reduce  demand for the  services
of  xraymedia  or increase  the cost of doing business as a result of litigation
costs  or  increased service delivery costs, or could otherwise harm XRAYMEDIA's
business.  In  addition,  because xraymedia's services are accessible worldwide,
and  xraymedia  facilitates  sales  of  goods  to  users
worldwide,  foreign  jurisdictions  may  claim  that  xraymedia  is  required to
comply  with  their  laws.  In some jurisdictions, xraymedia will be required to
collect  value-added  taxes  on  its  fees.

H.  Reports  to  Security  Holders

Xraymedia's  annual report will contain audited financial statements.  Xraymedia
is  not
required  to  deliver  an  annual  report  to  security  holders  and  will  not
voluntarily  deliver  a  copy  of  the  annual  report  to the security holders.
Xraymedia  intends  to, continue filing all of its required information with the
Securities  and  Exchange  Commission  ("SEC").

The  public may read and copy any materials that are filed by xraymedia with the
SEC
at the SEC's Public Reference Room at 450 Fifth Street, N.W.,  Washington,  D.C.
20549.  The  Public  may  obtain  information  on  the  operation  of the Public
Reference  Room by calling the SEC at  1-800-SEC-0330.  The statements and forms
filed  by  xraymedia  with the SEC  have  also  been  filed  electronically  and
are  available  for  viewing  or  copy on the SEC maintained  Internet site that
contains  reports,  proxy  and  information  statements,  and other  information
regarding  issuers  that  file  electronically  with  the  SEC.  The  Internet
address  for  this  site  can  be  found  at  http://www.sec.gov.  Additional
information  can  be  found concerning    xraymedia   on   the    Internet    at
http://www.xraymedia.com.


                       ITEM  2.  DESCRIPTION  OF  PROPERTY

Xraymedia  has  expanded  its  operations to two separate locations; 555 Burrard
Street,  Suite  900, Vancouver B.C. V7X 1M9 housing the corporate operations and
at 555 West Hastings Street, Suite 800, Vancouver, B.C. V6B 4N5 the main servers
location.  The two facilities contains approximately 2,200 square feet of office
space  on  a  month-to-month  basis  for  $5,300  dollars  per month.  Xraymedia
believes  that this facility is generally  suitable and adequate to  accommodate
its  current  operations  and  that  such  facility  is  adequately  insured.

                                       18


                            ITEM 3. LEGAL PROCEEDINGS

Xraymedia  is  currently  not  a  party  to  any  pending  legal  proceedings.

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

On  May  31,  2000  Xraymedia  filed  for  a  Special Meeting of Shareholders of
e-bidd.com,  Inc.,  was  held to consider and vote upon a proposal to change the
name  of  the  Corporation  from  e-bidd.com, Inc. to xraymedia.com, Inc. and to
transact  such  business  as  properly  come  before  the  meeting.


                                     PART II

        ITEM 5. MARKET FOR COMMON EQUITY AND RELATED STOCKHOLDER MATTERS

Xraymedia's  common  stock  is  currently  traded as a fully reporting issuer on
the  NASD  Over  The  Counter  Bulletin  Board under the symbol "XRMD" through a
Form  10-SB  approved  by  the  SEC

The  table  below  sets  forth  the  high and low sales  prices for  xraymedia's
Common
Stock  for  each  quarter  of  1999  and  2000.  The  quotations  below  reflect
inter-dealer prices, without retail mark-up, mark-down or commission and may not
represent  actual  transactions:

            |---------------------------------------|
            |          Quarter         High      Low|
            |---------------------------------------|
            |1999     First(1)          .33     .027|
            |         Second(2)     .046875     .022|
            |         Third(3)        8.625     .035|
            |         Fourth(4)        2.63     .252|
            -----------------------------------------

                                       19


(1)  On  March 24,  1999,  xraymedia's  common stock  reverse  split on a one to
     ten
     basis.
(2)  On  April 5,  1999,  xraymedia's  common  stock  reverse  split on a one to
     ten
     basis.
(3)  On  July 8,  1999,  xraymedia's  common  stock  reverse  split  on a one to
     one hundred  basis.



            |---------------------------------------|
            |          Quarter         High      Low|
            |---------------------------------------|
            |       2000     First      4.25     .24|
            |                Second     2.75     .50|
            |                Third      1.56     .46|
            |                Fourth     1.00     .13|
            -----------------------------------------



Record  Holders

As of March 31,  2001,  there  were  approximately  303  shareholders  of record
holding a total of 36,580,778  shares of Common Stock. The holders of the Common
Stock are  entitled  to one vote for each  share  held of record on all  matters
submitted  to a vote  of  stockholders.  Holders  of the  Common  Stock  have no
preemptive  rights and no right to  convert  their  Common  Stock into any other
securities. There are no redemption or sinking fund provisions applicable to the
Common  Stock.

Dividends

Xraymedia  has  not  declared  any  cash  dividends  since  inception  and  does
not
anticipate  paying  any  dividends  in  the  foreseeable  future.


The  payment of dividends is within the discretion of the Board of Directors and
will  depend on xraymedia's earnings, capital requirements, financial condition,
and other  relevant  factors.  There  are  no  restrictions that currently limit
xraymedia's  ability  to  pay  dividends  on  its  Common Stock other than those
generally imposed by  applicable  state  law.

                                       20


        ITEM 6. MANAGEMENT'S DISCUSSION AND ANALYSIS OR PLAN OF OPERATION

A.   Results  of  Operations

Sales

Xraymedia  has  generated  revenues from operations of $44,985.00 for the period
covered  by  this  Form  10-KSB.

Losses

Net  losses for the year ended  December  31, 2000,  increased  to $1,209,739.00
From $205,851  for  the  year  ended December 31, 1999, an increase of 587%. The
substantial increase in  losses  was  attributable  to  the  reactivation of the
company.

Xraymedia  expects to continue to incur losses at least through fiscal year 2001
And  there  can  be  no  assurance  that  xraymedia  will  achieve  or  maintain
Profitability or that revenues will be generated or that growth can be sustained
in the future.

Expenses

Selling,  general and  administrative  expenses for the year ended  December 31,
2000,  increased  to  $1,254,724.00 from $501,954.00 for the year ended December
31,  1999, an  increase  of  249%.  The   large  increase  in  selling   general
and  administrative  expenses  were the result of various costs  associated with
the  continued  startup  expenses  of  xraymedia.

Depreciation and amortization expenses for the years ended December 31, 2000 and
December  31,  1999  were  $6,766.00  and  $0.00,  respectively.

B.   Liquidity  and  Capital  Resources

Cash  flows  generated  by operations  were a negative  $707,949.00 for the year
Ended December 31, 2000, and a negative $205,776.00 for the year ended December
31, 1999.
The  increase in negative  cash flows for the year ended  December  31, 2000 are
primarily  attributable  to  the  start-up  expenses  of  xraymedia. These costs
continue  into  2001.

                                       21


Cash  flows  generated  from  financing  activities was $840,000.00 for the year
Ended  December  31,  2000  and  $223,600.00  for  the  year  ended  December
31, 1999. Xraymedia's  financing  activities  primarily  consisted  of  the sale
of the xraymedia's common stock pursuant to private  placements.

Xraymedia has funded its cash needs over the periods covered by this Form 10-KSB
through  the  issuance  of  its  common  stock  for  cash  and outside advances.
Xraymedia  intends  to cover its cash needs over the next twelve months  in part
through  outside  advances,  but primarily through sale of additional  shares of
its  common  stock  pursuant  to  a  registration  statement  or  an appropriate
exemption  from  registration.  However,  there  is  no guarantee that xraymedia
will  be  able  to  raise  additional  funds  from  the  sale of its securities.

On January 18, 2000, xraymedia negotiated a private placement with two separate
investment  groups in the  amounts of  $500,000  and  $360,000  for total  gross
proceeds of $860,000 to be used as general  working  capital.  These total gross
proceeds bought  4,300,000 units at a price of $.20 per unit. Each unit consists
of one share  ("Share") of common stock of xraymedia and one warrant to purchase
an additional share of common stock at a price of $.30 for a period of one year
from the date of issuance  ("First  Hold  Period")  and at a price of $.50 for a
period of one year from the end of the First Hold Period ("Second Hold Period").
A  portion of the shares were offered  to 22 non-US residents outside the United
States  in  reliance  upon  Regulation S promulgated under the Securities Act of
1933  and  the  remainder  of  the  shares offered to 4 investors  in the United
States  in  reliance  upon  Regulation  D.

C.   Capital  Expenditures

Xraymedia  made  no significant  capital  expenditures  on property or equipment
Over the periods covered by this report.  The major planned capital  expenditure
Is further website development. Xraymedia has budgeted  $150,000 to purchase the
additional  equipment  or  programs  needed  for  this development and xraymedia
intends  to  contract  sometime  in  the  future  to  complete  this  work.

As  of March  2001,  xraymedia's  website  is in its test stage  and  should  be
operational   within  180  days.   Xraymedia's   estimated cash requirements are
approximately  $475,000  annually. The majority of our cash requirements will be
used  for  personnel  costs,  professional fees and further website development.

D.   Income  Tax  Expense  (Benefit)

Xraymedia  has  net  operating loss carry forwards of  approximately  $2,100,000
Which will  expire  in  2013  and  2014.

                                       22


E.   Impact  of  Inflation

Xraymedia  believes  that  inflation  has had a negligible  effect on operations
over  the  past  three years. Xraymedia believes that it can offset inflationary
increases  in the cost of materials and labor by increasing  sales and improving
operating  efficiencies.

F.   Going  Concern

Xraymedia  has  had  only  minor  sales  and  suffered  recurring  losses  from
operations  that  raises  substantial  doubt about its  ability to  continue  as
a  going  concern.
Management  plans in  regards  to theses  matters  is to grow  through  business
combinations  rather then to seek immediate,  short-term  earnings.  However, in
order  to  support  existing  operations  and  to  fund  proposed  acquisitions,
additional bank, private and/or equity financing must be obtained. Additionally,
xraymedia  plans  to  increase  its sales  through its web page,  xraymedia.com.

Additionally, the Company completed a private placement which generated $860,000
in  cash  which was used mainly for working  capital for the  remainder  of  the
year 2000.  The cash  generated  through  the  private  placement  was  expected
to  be sufficient to cover all operating expenses for the period  mentioned. Due
to the website launch delays and unexpected expenditures on internal development
of  replacement  auction  software  it  was  necessary for management to arrange
advances  to  xraymedia.

G.   Year  2000  Compliance

As  of  March  31,  2001,  the Company has not experienced any Y2K or subsequent
problems.

                          ITEM 7. FINANCIAL STATEMENTS

The  Company's  financial statements for the fiscal year ended December 31, 2000
and  1999  are  attached  hereto.

                                       23


--------------------------------------------------------------------------------
                                  XRAYMEDIA.COM
                           (FORMERLY E-BIDD.COM, INC.)
                      (A COMPANY IN THE DEVELOPMENT STAGE)

                     REPORT ON AUDIT OF FINANCIAL STATEMENTS

                     YEARS ENDED DECEMBER 31, 2000 AND 1999,
                         AND PERIOD ENDED MARCH 1, 1994
                      (INCEPTION OF THE DEVELOPMENT STAGE)
                             TO  DECEMBER  31,  2000
--------------------------------------------------------------------------------

                                       24


                        INDEX TO THE FINANCIAL STATEMENTS

                                                                    Page
Independent  Auditors'  Report                                      26

     Balance  Sheets                                                28

     Statements  of  Operations  and  Accumulated  Deficit          29

Statements  of  Stockholders'  Equity                               30-31

Statements  of  Cash  Flows                                         32

Notes  to  Financial  Statements                                    33-36

                                       25


                          INDEPENDENT AUDITORS' REPORT
                          ----------------------------

March  9,  2001

Board  of  Directors
XRAYMEDIA.Com,  Inc.
(Formerly  EBIDD.Com,  Inc.)
(A  Company  in  the  Development  Stage)
Vancouver,  B.C.,  Canada

We have audited the accompanying balance sheets of Xraymedia.Com, Inc. (formerly
EBIDD.Com,  Inc.) (A Company in the Development Stage) (Company), as of December
31,  2000  and  1999  and  the  related statements of operations and accumulated
deficit,  and  of  cash  flows for the years ended December 31, 2000 , 1999, and
1998.  These  financial  statements  are  the  responsibility  of  the Company's
management.  Our  responsibility  is  to  express  an opinion on these financial
statements  based  on  our  audit.

We  conducted  our  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 Xraymedia.Com, Inc. (formerly
EBIDD.Com)  (A  Company in the Development Stage) at December 31, 2000 and 1999,
and  the  results  of its operations and cash flows for the years ended December
31,  2000,  1999,  and  1998,  in  conformity with generally accepted accounting
principles.

                                       26


Board  of  Directors
XRAYMEDIA.Com,  Inc.
(Formerly  EBIDD.Com,  Inc.)
(A  Company  in  the  Development  Stage)
Vancouver,  B.C.,  Canada
Page  Two


The  accompanying  financial  statements  have  been  prepared assuming that the
Company  will  continue  as a going concern.  However, the Company has had minor
sales and suffered recurring losses from operations that raise substantial doubt
about its ability to continue as a going concern. Management plans in regards to
these  matters  are  also  described in Note F.  The financial statements do not
include  any  adjustments that might result from the outcome of this uncertainty

/s/Bedinger  &  Company
Bedinger  &  Company
Certified  Public  Accountants
Walnut  Creek,  California

                                       27


                               XRAYMEDIA.COM, INC.
                           (FORMERLY E-BIDD.COM, INC.)
                      (A COMPANY IN THE DEVELOPMENT STAGE)
                                 BALANCE SHEETS
                         DECEMBER  31,  2000  AND  1999

<TABLE>
<CAPTION>
<S>                                                       <C>           <C>
                                                                    December 31,
ASSETS . . . . . . . . . . . . . . . . . . . . . . . . .         2000          1999
------------------------------------------------------------------------------------
CURRENT ASSETS

Cash . . . . . . . . . . . . . . . . . . . . . . . . . .  $    42,122   $     7,824

Accounts receivable. . . . . . . . . . . . . . . . . . .        6,643             0
Prepaids and deposits. . . . . . . . . . . . . . . . . .       10,384             0
                                                          --------------------------
TOTAL CURRENT ASSETS . . . . . . . . . . . . . . . . . .       59,149         7,824
                                                          --------------------------
FIXED ASSETS

Furniture and equipment (Note B)
Cost . . . . . . . . . . . . . . . . . . . . . . . . . .       67,658             0
Accumulated amortization . . . . . . . . . . . . . . . .       (6,766)            0
                                                          --------------------------
Net. . . . . . . . . . . . . . . . . . . . . . . . . . .       60,892             0
                                                          --------------------------
                                                                    0             0
TOTAL ASSETS . . . . . . . . . . . . . . . . . . . . . .  $   120,041   $     7,824
                                                          ==========================

CURRENT LIABILITIES
Accounts payable and accrued expenses (Note D) . . . . .      451,751        15,000
                                                          --------------------------
TOTAL CURRENT LIABILITIES. . . . . . . . . . . . . . . .      451,751        15,000

TOTAL LIABILITIES. . . . . . . . . . . . . . . . . . . .      451,751        15,000
                                                          --------------------------
STOCKHOLDERS' EQUITY (DEFICIT)(Note C)
Common Stock, par value $.001; 100,000,000
shares authorized; issued and outstanding 34,330,778
and 6,620,778 at December 31, 2000 and 1999,
respectively.
6,620,778 at December 31, 2000 and 1999, resepectively..       34,331         6,621
Additional paid in capital . . . . . . . . . . . . . . .    3,367,755     2,480,165
Deficit at inception date. . . . . . . . . . . . . . . .     (746,875)     (746,875)
Accumulated deficit during the development stage . . . .   (2,956,826)   (1,747,087)
Common stock note receivable . . . . . . . . . . . . . .      (30,095)            0
                                                          --------------------------
TOTAL STOCKHOLDERS' EQUITY (DEFICIT) . . . . . . . . . .     (331,710)       (7,176)
                                                          --------------------------
TOTAL LIABILITIES AND
  STOCKHOLDERS' EQUITY (DEFICIT) . . . . . . . . . . . .  $   120,041   $     7,824
                                                          ==========================
</TABLE>

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

                                       28


                               XRAYMEDIA.COM, INC.
                           (FORMERLY E-BIDD.COM, INC.)
                      (A COMPANY IN THE DEVELOPMENT STAGE)
                STATEMENTS OF OPERATIONS AND ACCUMULATED DEFICIT
                   YEAR ENDED DECEMBER 31, 2000, 1999 AND 1998
          THE PERIOD MARCH 1, 1994 (INCEPTION OF THE DEVELOPMENT STAGE)
                              TO DECEMBER 31, 2000
<TABLE>
<CAPTION>
<S>                                  <C>                        <C>                      <C>           <C>
                                                                                                       March 1, 1994
                                                                                                       (inception of
                                                             Year Ended December 31,                development stage) to
                                               2000                     1999               1998        December 31, 2000
--------------------------------------------------------------------------------------------------------------------------
REVENUE . . . . . . . . . . . . . .  $                 44,985   $                    0                       $    44,985

COSTS AND EXPENSES

Personnel Costs . . . . . . . . . .                    58,861                   30,058       207,525              428,033
Occupancy costs . . . . . . . . . .                    74,187                   21,769        31,749              154,038
Professional fees . . . . . . . . .                   318,058                  188,238        77,132              610,236
Computer costs. . . . . . . . . . .                    70,626                    9,300         8,529               94,840
Marketing . . . . . . . . . . . . .                    50,975                        0           721               60,226
Travel. . . . . . . . . . . . . . .                    93,665                   34,341         5,733              140,217
Consulting. . . . . . . . . . . . .                   117,167                   72,560             0              189,727
Interest and bank charges . . . . .                     2,646                      478           951                7,361
Office supplies . . . . . . . . . .                    98,922                    3,991           514              106,043
Communication . . . . . . . . . . .                    18,088                   53,491         6,964               82,216
Insurance . . . . . . . . . . . . .                    48,347                   20,317           697               70,105
Miscellaneous . . . . . . . . . . .                     7,946                      547         6,791               17,545
Transfer fees . . . . . . . . . . .                     3,161                    3,770         3,980               10,911
Depreciation and amortization . . .                     6,766                        0        14,056               25,977
Bad  debt expense . . . . . . . . .                         0                        0         5,400                5,400
Website/Internet expenses . . . . .                   224,746                   63,094             0              296,092
Investor relations. . . . . . . . .                    60,563                        0             0               60,563
                                   ---------------------------------------------------------------------------------------
TOTAL EXPENSES. . . . . . . . . . .                 1,254,724                  501,954       370,742            2,359,530
                                   ---------------------------------------------------------------------------------------
OTHER INCOME(LOSS)
Dissolution of CorpReports (Note E)                         0                        0      (503,507)            (503,507)
Other (Note F). . . . . . . . . . .                         0                  296,103      (441,000)            (138,774)
                                   ---------------------------------------------------------------------------------------
                                                            0                  296,103      (944,507)            (642,281)
NET (LOSS). . . . . . . . . . . . .  $             (1,209,739)  $             (205,851)  $(1,315,249)  $       (2,956,826)
                                   =======================================================================================
BASIC AND DILUTED
LOSS PER SHARE (NOTE A) . . . . . .  $                  (0.04)  $                (0.07)  $     (0.05)
                                   ==================================================================
</TABLE>

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

                                       29


                               XRAYMEDIA.COM, INC.
                           (FORMERLY E-BIDD.COM, INC.)
                      (A COMPANY IN THE DEVELOPMENT STAGE)
                       STATEMENTS OF STOCKHOLDERS' EQUITY
          THE PERIOD MARCH 1, 1994 (INCEPTION OF THE DEVELOPMENT STAGE)
                              TO DECEMBER 31, 2000

<TABLE>
<CAPTION>
<S>                                                    <C>                 <C>          <C>               <C>
                                                                                                   Existing  deficit
                                                               Common Stock           Additional     at inception
                                                       Number of                        Paid-in      of development
                                                       Shares              Amount       Capital          stage
---------------------------------------------------------------------------------------------------------------------
BEGINNING BALANCE
at inception of development, March 1, 1994. . . . . .                 201  $         0  $       746,875    ($746,875)
Shares issued . . . . . . . . . . . . . . . . . . . .                 720            1            1,799            0
Net loss for year ending 12/31/94 . . . . . . . . . .                   0            0                0            0

BALANCES                                               ------------------  -----------  ----------------  -----------
December 31, 1994 . . . . . . . . . . . . . . . . . .                 921            1          748,674     (746,875)
Shares issued
Net loss for year ending 12/31/95 . . . . . . . . . .                   0            0                0            0

BALANCES                                               ------------------  -----------  ----------------  -----------
December 31, 1995 . . . . . . . . . . . . . . . . . .                 921            1          748,674     (746,875)
Shares issued . . . . . . . . . . . . . . . . . . . .                  90            0           28,500            0
Net loss for year ending 12/31/96 . . . . . . . . . .                   0            0                0            0

BALANCES                                               ------------------  -----------  ----------------  -----------
December 31, 1996 . . . . . . . . . . . . . . . . . .               1,011            1          777,174     (746,875)
Shares issued . . . . . . . . . . . . . . . . . . . .              14,492           15          258,536            0
Net loss for year ending 12/31/97 . . . . . . . . . .                   0            0                0            0
BALANCES                                               ------------------  -----------  ----------------  -----------
December 31, 1997 . . . . . . . . . . . . . . . . . .              15,503           16        1,035,710     (746,875)
Shares issued . . . . . . . . . . . . . . . . . . . .              15,275           15        1,237,445            0
Net loss for year ending 12/31/98 . . . . . . . . . .                   0            0                0            0

BALANCES                                               ------------------  -----------  ----------------  -----------
December 31, 1998 . . . . . . . . . . . . . . . . . .              30,778           31        2,273,155     (746,875)
Shares issued
Shares issued for cash. . . . . . . . . . . . . . . .           6,590,000        6,590          207,010            0
Net loss for year ending 12/31/99 . . . . . . . . . .                   0            0                0            0

BALANCES                                               ------------------  -----------  ----------------  -----------
December 31, 1999 . . . . . . . . . . . . . . . . . .           6,620,778        6,621        2,480,165     (746,875)
Shares issued
Shares issued in exchange for extended business model          20,000,000       20,000          (20,000)           0
Shares issued in exchange for services. . . . . . . .             210,000          210           71,790            0
Shares issued for note. . . . . . . . . . . . . . . .             150,000          150           29,850            0
Shares issued for cash. . . . . . . . . . . . . . . .           4,050,000        4,050          805,950            0
Shares issued under stock performance plan. . . . . .           3,300,000        3,300                0            0
Net loss for year ending 12/31/00 . . . . . . . . . .                   0            0                0            0

BALANCES                                            -----------------------------------------------------------------
December 31, 2000 . . . . . . . . . . . . . . . . . .          34,330,778  $    34,331  $     3,367,755   $ (746,875)
                                                    =================================================================

The Company also had other
non-cash investing and financing activities:

                                                                      Years Ended December 31
                                                               2000            1999           1998
--------------------------------------------------------------------------------------------------------

Conversion of debt to common stock. . . . . . . . . .  $                0  $         0  $             0
Shares issued in exchange for extended business model  $                0  $         0  $             0

Shares issued for stock performance plan. . . . . . .  $            3,300            -                -
Shares issued in exchange for services. . . . . . . .  $           72,000  $         0  $             0
                                                       -------------------------------------------------
                                                       $           75,300  $         0  $             0
                                                       =================================================
</TABLE>
   The accompanying notes are an integral part of these financial statements.

                                       30


                               XRAYMEDIA.COM, INC.
                           (FORMERLY E-BIDD.COM, INC.)
                      (A COMPANY IN THE DEVELOPMENT STAGE)
                       STATEMENTS OF STOCKHOLDERS' EQUITY
          THE PERIOD MARCH 1, 1994 (INCEPTION OF THE DEVELOPMENT STAGE)
                              TO DECEMBER 31, 2000
                                   (CONTINUED)
<TABLE>
<CAPTION>
<S>                                                    <C>                    <C>              <C>
                                                       Total
                                                       Deficit accumulated    Stockholder's
                                                       during development     Note             Equity
                                                       stage                  Receivable       Deficit
BEGINNING BALANCE
at inception of development, March 1, 1994. . . . . .  $                  0   $            0   $       0
Shares issued . . . . . . . . . . . . . . . . . . . .                     0                0           0
Net loss for year ending 12/31/94 . . . . . . . . . .                (1,800)               0           0

BALANCES                                               ---------------------  ---------------  ----------
December 31, 1994 . . . . . . . . . . . . . . . . . .                (1,800)               0           0
Shares issued
Net loss for year ending 12/31/95 . . . . . . . . . .                     0                0           0
BALANCES                                               ---------------------  ---------------  ----------
December 31, 1995 . . . . . . . . . . . . . . . . . .                (1,800)               0           0
Shares issued . . . . . . . . . . . . . . . . . . . .                     0                0           0
Net loss for year ending 12/31/96 . . . . . . . . . .               (50,165)               0           0
BALANCES                                               ---------------------  ---------------  ----------
December 31, 1996 . . . . . . . . . . . . . . . . . .               (51,965)               0     (21,665)
Shares issued . . . . . . . . . . . . . . . . . . . .                     0                0           0
Net loss for year ending 12/31/97 . . . . . . . . . .              (174,022)               0           0
BALANCES                                               ---------------------  ---------------  ----------
December 31, 1997 . . . . . . . . . . . . . . . . . .              (225,987)               0      62,864
Shares issued . . . . . . . . . . . . . . . . . . . .                     0                0           0
Net loss for year ending 12/31/98 . . . . . . . . . .            (1,315,249)               0           0
BALANCES                                               ---------------------  ---------------  ----------
December 31, 1998 . . . . . . . . . . . . . . . . . .            (1,541,236)               0     (14,925)
Shares issued
Shares issued for cash. . . . . . . . . . . . . . . .                     0                0           0
Net loss for year ending 12/31/99 . . . . . . . . . .              (205,851)               0           0
BALANCES                                               ---------------------  ---------------  ----------
December 31, 1999 . . . . . . . . . . . . . . . . . .            (1,747,087)               0      (7,176)

Shares issued
Shares issued in exchange for extended business model                     0                0           0
Shares issued in exchange for services. . . . . . . .                     0                0           0
Shares issued for note. . . . . . . . . . . . . . . .                     0          (30,095)          0
Shares issued for cash. . . . . . . . . . . . . . . .                     0                0           0
Shares issued under stock performance plan. . . . . .                     0                0           0
Net loss for year ending 12/31/00 . . . . . . . . . .            (1,209,739)               0           0

BALANCES                                               --------------------------------------------------
December 31, 2000 . . . . . . . . . . . . . . . . . .  $         (2,956,826)  $      (30,095)  $(331,710)
                                                       ==================================================
</TABLE>

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

                                       31


                               XRAYMEDIA.COM, INC.
                           (FORMERLY E-BIDD.COM, INC.)
                      (A COMPANY IN THE DEVELOPMENT STAGE)
                            STATEMENTS OF CASH FLOWS
                   YEAR ENDED DECEMBER 31, 2000, 1999 AND 1998
          THE PERIOD MARCH 1, 1994 (INCEPTION OF THE DEVELOPMENT STAGE)
                              TO DECEMBER 31, 2000

<TABLE>
<CAPTION>
<S>                                                    <C>                       <C>          <C>           <C>
                                                                                                            March 1, 1994
                                                                                                            (inception of
                                                                                                           development Stage
                                                                              Year Ended December 31        to December 31,
                                                                          2000         1999          1998          2000
                                                       ------------------------  -----------  ------------  ------------
CASH FLOWS FROM OPERATING ACTIVITIES:
Net (loss). . . . . . . . . . . . . . . . . . . . . .  $            (1,209,739)  $ (205,851)  $(1,315,249)  $(2,956,826)
Adjustments to reconcile net earnings
 (loss) to net cash used by operating activities:
Depreciation and amortization . . . . . . . . . . . .                    6,766            0        14,056        25,977
Shares issued in exchange for services
charged to Professional fees. . . . . . . . . . . . .                   72,000            0             0        72,000
Shares issued for stock performance plan. . . . . . .                    3,300            0             0         3,300
Abandonment of furniture & equipment. . . . . . . . .                        0            0        30,809        30,809
Write-off of goodwill . . . . . . . . . . . . . . . .                        0            0       464,831       464,831
CHANGES IN CURRENT ASSETS AND CURRENT
ASSETS AND CURRENT LIABILITIES:
(Increase) decrease in current assets:
                                                                             0            0             0             0
Prepaids and deposits . . . . . . . . . . . . . . . .                  (10,384)           0             0       (10,384)
Accounts receivable . . . . . . . . . . . . . . . . .                   (6,643)           0         3,500        (6,643)
Increase (decrease) in current liabilities:
Accounts payable and accrued expenses . . . . . . . .                  436,751           75       (40,328)      441,751
Notes payable . . . . . . . . . . . . . . . . . . . .                        0            0             0             0
                                                     -------------------------------------------------------------------
NET CASH  USED FOR OPERATING ACTIVITIES . . . . . . .                 (707,949)    (205,776)     (842,381)   (1,935,185)

CASH FLOWS FROM INVESTING ACTIVITIES:
Acquisition of furniture and equipment. . . . . . . .                  (67,658)           0             0      (117,678)
(Increase) decrease in security deposit . . . . . . .                        0            0         7,839             0
(Purchase) of  goodwill . . . . . . . . . . . . . . .                        0            0             0      (464,831)
(Increase) decrease in subscriptions receivable . . .                  (30,095)           0             0       (30,095)
                                                     -------------------------------------------------------------------
NET CASH (USED) FOR INVESTING ACTIVITIES. . . . . . .                  (97,753)           0         7,839      (612,604)
                                                     -------------------------------------------------------------------
CASH FLOWS FROM FINANCING ACTIVITIES:
Issuance (repayment) of notes payable . . . . . . . .                        0            0      (398,490)    1,749,911
Sale of common stock. . . . . . . . . . . . . . . . .                  840,000      213,600     1,237,460       840,000
                                                     -------------------------------------------------------------------
NET CASH PROVIDED  BY FINANCING
 ACTIVITIES . . . . . . . . . . . . . . . . . . . . .                  840,000      213,600       838,970     2,589,911
                                                     -------------------------------------------------------------------
NET INCREASE (DECREASE) IN CASH . . . . . . . . . . .                   34,298        7,824         4,428        42,122

CASH, beginning of period . . . . . . . . . . . . . .                    7,824            0        (4,428)            0
                                                     -------------------------------------------------------------------
CASH, end of period . . . . . . . . . . . . . . . . .  $                42,122   $    7,824   $         0   $    42,122
                                                     ===================================================================
SUPPLEMENTAL DISCLOSURE:

Noncash investing and financing activities
Shares issued in exchange for extended business model  $                     0
Shares issued in exchange for services. . . . . . . .  $                72,000
                                                       ========================
No significant amounts of interest
or taxes were paid during the periods shown above.
</TABLE>

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

                                       32


                               XRAYMEDIA.COM, INC.
                           (FORMERLY E-BIDD.COM, INC.)
                      (A COMPANY IN THE DEVELOPMENT STAGE)
                        NOTES TO THE FINANCIAL STATEMENTS
              YEAR  ENDED  DECEMBER  31,  2000,  1999  AND  1998

NOTE  A  -  ORGANIZATION  AND  SUMMARY  OF  SIGNIFICANT  ACCOUNTING  POLICIES

Organization

In  April  2000,  the  Company  changed  its  name  to  XRAYMEDIA.COM.

The  Company's  principal  business,  at  present,  is  a general media Internet
supersite  portal  currently under development.  The website XRAYMEDIA.COM, when
completed,  will be comprised of a main general media supersite portal that will
branch  out  into  three  media  specific business portals: Buy & Sell Services;
Public Relations Services; and Advertising Agency Services.  The Company intends
to  sell  conventional  media  advertising  space,  online  advertising,  and
advertising  and  public  relations  services via its internet site. Because the
Company  is  in  the  development  stage,  the accompanying financial statements
should  not  be  regarded  as  typical  for  normal  operating  periods.

In January 2000 the Company completed a private placement offering in the amount
of  $840,000.  Management  intends  to  use  the  offering  proceeds for working
capital  purposes.  Management  believes  the  offering  will provide sufficient
working  capital  for  the  coming  year.

Summary  of  Significant  Accounting  Principles

a.  Accounting  estimates

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

                                       33


                               XRAYMEDIA.COM, INC.
                           (FORMERLY E-BIDD.COM, INC.)
                      (A COMPANY IN THE DEVELOPMENT STAGE)
                        NOTES TO THE FINANCIAL STATEMENTS
              YEAR  ENDED  DECEMBER  31,  2000,  1999  AND  1998

NOTE A - ORGANIZATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)


Summary  of  Significant  Accounting  Principles  (Continued)


b.  Basic  earnings  per  share

Basic  earnings  (loss)  per  share  have  been  calculated  in  conformity with
Financial Accounting Standards Board Statement No. 128 "Earnings per Share". The
Company  has  a  simple  capital  structure with no significant potential common
shares.  Basic  earnings  (loss) per share is calculated weighted on the average
number  of  common  shares  outstanding  each  year  (2000  -  27,714,945;
1999-2,776,612;  1998-16,635).

c.  Office  furniture  and  equipment

Office  furniture  and  equipment  purchases  are  capitalized  and  the  cost
depreciated  over  the  estimated  useful lives of the related assets, generally
five to seven years.  Office furniture and equipment abandoned is written off at
the  time  of  the  abandonment.

d.  Issuance  of  Common  Stock

The  issuance  of common stock for other than cash is recorded by the Company at
managements  estimate  of  the  fair  value  of  the  assets acquired or service
rendered.

e.  Income  taxes

In 2000, 1999 and 1998 only the minimum state taxes were paid.   The Company has
net  operating loss carryforwards of approximately $2,100,000, which will expire
in  2013  and  2014.

g.  Functional  Currency

The  financial  statements  are stated in U. S. dollars, which is the functional
currency  of  the  Company.

                                       34


                               XRAYMEDIA.COM, INC.
                           (FORMERLY E-BIDD.COM, INC.)
                      (A COMPANY IN THE DEVELOPMENT STAGE)
                        NOTES TO THE FINANCIAL STATEMENTS
              YEAR  ENDED  DECEMBER  31,  2000,  1999  AND  1998

NOTE A - ORGANIZATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued)


Summary  of  Significant  Accounting  Principles  (Continued)


h.  Deferred  tax  assets


Differences  between accounting rules and tax laws cause differences between the
bases of certain assets and liabilities for financial reporting purposes and tax
purposes.  The  tax  effects  of  these  differences,  to  the  extent  they are
temporary,  are  recorded  as deferred tax assets and liabilities under SFAS 109
and  consist  primarily  of  net  operating  loss  carryforwards  amounting  to
approximately  $2,100,000.  Because  of  the  uncertainty  of  utilizing the net
operating  loss  carryforward,  a  valuation  allowance  of the maximum has been
provided  against  the  deferred  tax  asset.

NOTE  B  -  FURNITURE  AND  EQUIPMENT


Property  and  equipment  at  December  31,  2000  consisted  of:

Furniture  and  equipment                      $67,658
Less: Accumulated depreciation                  (6,766)
                                       ----------------
Furniture and equipment, net                   $60,892

Depreciation  expense  for  the  year  ended  December  31,  2000  was  $6,766.

NOTE  C  -  COMMON  STOCK


In 1999 the Company executed a 1000 for 1 reverse stock split.  This stock split
has  been reflected retroactively in the financial statements and notes thereto.

In  February  2000  the  Company  issued  20,000,000  restricted  shares  to its
President  and  Director,  Raymond  Dabney in exchange for the Extended Business
Model.  The  value  assigned to the Extended Business Model has been recorded at
$0.00  based  on AIN-APB 16, #39 requiring the valuation be recorded as such for
transactions  between  entities  under  common  control.

                                       35


                               XRAYMEDIA.COM, INC.
                           (FORMERLY E-BIDD.COM, INC.)
                      (A COMPANY IN THE DEVELOPMENT STAGE)
                        NOTES TO THE FINANCIAL STATEMENTS
              YEAR  ENDED  DECEMBER  31,  2000,  1999  AND  1998

NOTE  C  -  COMMON  STOCK  (Continued)


During  the  year ended December 31, 2000 3,300,000 shares were issued of common
stock under the stock performance plan.  Shares were issued to unrelated parties
who  have  been  instrumental  in  the  future  planning  for  the  Company.

NOTE  D  -  ACCOUNTS  PAYABLE  AND  ACCRUED  EXPENSES


Accounts  payable  and  accrued  expenses  at  December  31,  2000 consisted of:

     Accounts  payable     $155,262
     Advances               296,489
                           --------
                           $451,751
                           ========

NOTE  E  -OTHER  INCOME


The other income for the year ended December 31, 1999 arose from the forgiveness
of  certain  indebtedness  to  an  unrelated  stockholder.

NOTE  F  -  GOING  CONCERN


The  Company  has  had minor sales and suffered recurring losses from operations
that  raise  substantial doubt about its ability to continue as a going concern.
However,  the  financial  statements  do  not include any adjustments that might
result  from  the  outcome  of  this  uncertainty.

The  Company  has  been in the development stage since March 1, 1994.  It is the
Company's  intention  to  grow  through  generating sales.  However, in order to
support  existing  operations,  the  Company plans to seek additional financing,
form  strategic  partnerships  to  increase market share, and acquire additional
shareholder capital.  The ability to achieve these objectives raises substantial
doubt  about  the  company's  ability  to  continue  as  a  going  concern.

                                       36


            ITEM 8.     CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS


The  Company  has had no changes in or disagreements with its accountants in its
two  most  recent  fiscal  years  or  any  later  interim  period.


                                    PART III

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

Xraymedia's  directors hold office until the annual meeting of shareholders next
held  after  their election. The Officers and Directors of xraymedia as of March
31,
2001  are  as  follows:

--------------------------------------------------------------------------------
Name                               Age                             Position
--------------------------------------------------------------------------------
Raymond  Dabney                     36              President,  Chief  Executive
                                                    Officer  and Director
--------------------------------------------------------------------------------
Meir  Kahtan                        43              Director
--------------------------------------------------------------------------------
Gord  Woodward                      41              Director
--------------------------------------------------------------------------------


Raymond  Dabney,  was  appointed  President,  CEO,  and director of xraymedia on
October
25, 1999. From 1990 to present, Raymond Dabney has been the President and CEO of
Command Communications,  Inc. of Vancouver,  British Columbia. From 1991 to 1993
Mr.   Dabney  acted  as  the  Western   Regional   General   Manager  of  Unitel
Communications  of Vancouver,  British Columbia and from 1989 to 1991 Mr. Dabney
was  an  Inside Sales Manager for Morgan Whitney  Trading Group of Venice Beach,
California.

Gord Woodward,  was appointed Vice President,  Chief  Information  Officer and a
Director of xraymedia on February 11,  2000.  Mr.  Woodward  brings a breadth of
experience in running communication and development companies in both the public
and private sectors,  including 10 years of experience in a executive management
position  with Thompson  Newspaper  Group.  Mr.  Woodward has a degree from B.C.
Institute of Technology and is currently  applying for his Masters Degree.  From
1994  to  present  he  has  been  the  founder  and  President  of  Enlightening

                                       37


Communications.  From  1997 to  present  he has  been a  faculty  member  in the
training and development division of Malaspina University-College.  From 1994 to
1998 Mr.  Woodward was a consultant  for Island  Publishers  Newspapers and from
1987  to 1994  he was  the  managing  editor  for  Thompson  Newspapers,  Island
Publishers,  and  Westpres  Publications.

Meir  Kahtan,  was  appointed  as  a  Director of xraymedia on February 7, 2000.
Mr.Kahtan has over fifteen years of industry  experience  in the world of public
relations and advertising.  He has initiated ad campaigns and media coverage for
countless financial,  high technology,  medical, legal, and real estate clients,
and as a provider of advertising and public relations services,  was a forefront
of the movement to the web. Mr. Kahtan heads up a public relations department at
Miller  Advertising,  a major New York agency,  with which he has enjoyed a long
and  fruitful  association.

                       ITEM 10.    EXECUTIVE COMPENSATION

The following table provides  summary  information for the years 1998, 1999, and
2000 concerning cash and noncash compensation paid or accrued by xraymedia to or
on behalf of the president and the only other employee(s) to receivecompensation
in  excess  of  $100,000.

                           SUMMARY COMPENSATION TABLE


--------------------------------------------------------------------------------
                  Annual Compensation                  Long Term Compensation
--------------------------------------------------------------------------------
Name  and                                                           Restricted
Principal           Year      Salary      Bonus     Other  Annual      Stock
Position                       ($)         ($)       Compensation     Award(s)
--------------------------------------------------------------------------------
Raymond  Dabney       1999    10,000          0          0                  0
President,  CEO
and  Director         2000    72,000          0          0         20,000,000(1)
--------------------------------------------------------------------------------
Meir  Kahtan          1999         0          0          0                  0
Director              2000    50,622          0          0                  0
--------------------------------------------------------------------------------

     (1) Mr. Dabney received the 20,000,000 shares in consideration for creating
and  implementing  xraymedia's  Extended  Business  Model.

                                       38


Compensation  of  Directors

There  is  no  plan  in  place  at  this  time  for  xraymedia's directors to be
compensated.

ITEM  11.  SECURITY  OWNERSHIP  OF  CERTAIN  BENEFICIAL  OWNERS  AND  MANAGEMENT

The following  table sets forth  certain  information  regarding the  beneficial
ownership  of  the stock of xraymedia as of March 31, 2000, by each  shareholder
who is known by  xraymedia  to beneficially own more than 5% of the  outstanding
Common Stock, by each director, and by all executive officers and directors as
a group.

<TABLE>
<CAPTION>
<S>                 <C>                       <C>                       <C>
----------------------------------------------------------------------------------------------
Title of Class       Name and Address of       Amount and Nature of        Percent  of  Class
                     Beneficial Owner          Beneficial Ownership
----------------------------------------------------------------------------------------------
Common              Raymond Dabney                17,395,000                      47.5%
Stock               555  Burrard  Street,
                    Suite  900
                    Vancouver,  B.C.,  Canada
                    V7X  1M9
----------------------------------------------------------------------------------------------
N/A                 Gord  Woodward                  None                             0%
                    555  Burrard  Street,
                    Suite  900
                    Vancouver,  B.C.,  Canada
                    V7X  1M9
----------------------------------------------------------------------------------------------
Common              Meir Kahtan                    2,600,000                      7.10%
Stock               555  Burrard  Street,
                    Suite  900
                    Vancouver,  B.C.,  Canada
                    V7X  1M9
----------------------------------------------------------------------------------------------
Common              All Executive Officers and    19,995,000                      54.6%
Stock               Directors as a Group
                   (3  persons)
----------------------------------------------------------------------------------------------
</TABLE>

                                       39


ITEM  12.           CERTAIN  RELATIONSHIPS  AND  RELATED  TRANSACTIONS

On  July,  29,  1999,  xraymedia  entered into an Agreement with Laurier Limited
Whereby xraymedia gained exclusive rights to its Auction and Ad serving Software
From Laurier Limited,in exchange for 10,000,000 restricted shares of xraymedia's
Common stock  valued  at  $9,000.

On  November 12, 1999,  xraymedia  entered  into an agreement  with Meir Kahtan,
(a director of xraymedia) Public  Relations,  a  division  of Miller Advertising
Agency, Inc. The agreement will provide xraymedia with promotional and  business
Consulting and a public relations campaign. The agreement calls for the  payment
Of  $5,000  a  month  to  Mr. Kahtan  as  compensation for his services in this
capacity  The  term  of  this  agreement  commenced  March 8, 2000,  and may be
canceled at any time by either  party  upon  60  days  prior  notice.

On March 1, 2000, in a unanimous  board meeting vote,  with Mr.  Raymond  Dabney
abstaining,  the board approved the issuance of 20,000,000  restricted shares of
xraymedia's  common  stock  to  Raymond  Dabney  in  exchange  for  the Extended
Business Model of xraymedia.com.  The Extended  business model is to include a
full range of media services via a brand new Internet media supersite including
assembling the partners and  technology  that would enable  xraymedia to engage
in the business of selling   conventional  media  advertising  space,   online
advertising,   and  advertising  agency  and  public  relations  services  via a
new Internet website.

ITEM  13.  EXHIBITS  AND  REPORTS  ON  FORM  8-K

(a)  Exhibits:  Exhibits  required  to be attached by Item 601 of Regulation S-B
     are  listed  in  the  Index  to  Exhibits beginning on page 23 of this Form
     10-KSB,  which  is  incorporated  herein  by  reference.

(b)  Reports  on Form 8-K:  November 30, 2000, the  Company  filed a Form 8-K in
respect to the resignation of one of our directors, Brian Walker. Mr. Walker had
submitted  a  written  resignation  to  us  on  November  1,  2000.


                      [THIS SPACE LEFT BLANK INTENTIONALLY]

                                       40


                                   SIGNATURES

In  accordance  with  Section 12 of the  Securities  Exchange  Act of 1934,  the
registrant  caused this  Amendment  to Form 10-KSB to be signed on its behalf by
the  undersigned,  thereunto  duly  authorized,  this  25th  day of April, 2001.

                                         Xraymedia.com,  Inc.

  /s/  Raymond  Dabney
Name:  Raymond  Dabney
Title:  President,  CEO  and  Director

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

Signature                              Title                         Date

/s/  Raymond  Dabney
     Raymond  Dabney             President  and  Director       April 25, 2001.


/s/  Gord  Woodward
     Gord  Woodward              Director                      April  25,  2001.


/s/  Meir  Kahtan
     Meir  Kahtan                Director                      April  25,  2001.

                                       41


                   ITEM 2.           DESCRIPTION OF EXHIBITS.

INDEX  TO  EXHIBITS

Exhibit
No.       Page  No.   Description
--------------------------------------------------------------------------------
2(a)        *        Articles of Merger and Plan and of Merger, Port Industries,
                     Inc.  March 1, 1994.  (Incorporated by reference filed with
                     the  Company's  Form  10-SB/A-2  on  March  29,  2000).

2(b)        *        Stock Purchase Agreement dated September 20, 1996. (Digital
                     Reporting,  Inc. acquires all of the issued and outstanding
                     shares of R&D Industries, Inc.). (Incorporated by reference
                     filed  with the Company's Form 10-SB/A-2on March 29, 2000).

2(c)        *        Digital Reporting, Inc. Board Resolution dated September 3,
                     1997,  authorizing  the acquisition  of all the outstanding
                     stock of Cyberguides, Inc. (Incorporated by reference filed
                      with  the  Company's  Form  10-SB/A-2  on March 29, 2000).

3(i)(a)     *        Articles  of  Incorporation  of  Port  Industries,  Inc.
                     (Incorporated  by  referencefiled  with  the Company's Form
                     10-SB/A-2  on  March  29,  2000).

3(i)(b)     *        Articles  of Amendment Of Articles Of Incorporation Of Port
                     Industries,  Inc. dated October 28,  1969 authorizing total
                     number of shares to be 30,000 at $10.00 each. (Incorporated
                     by  reference  filed  with  the Company's Form 10-SB/A-2 on
                     March  29,  2000).

3(i)(c)     *        Articles  of Amendment Of Articles Of Incorporation Of Port
                     Industries, Inc. dated March 6, 1972 authorizing the number
                     of  shares  to be 1,000,000 at $.10 each.  (Incorporated by
                     reference  filed with the Company's Form 10-SB/A-2 on March
                     29,  2000).

3(i)(d)      *       Minnesota  Secretary  Of  State  Amendment  Of  Articles Of
                     Incorporation  (Digital Reporting Inc. changes its  name to
                     Cyberguides  International,  Inc.,  September  30,  1997).
                     (Incorporated  by  reference  filed with the Company's Form
                     10-SB/A-2  on  March  29,  2000).

                                       42


3(i)(e)      *       Minnesota  Secretary  Of  State  Amendment  Of  Articles Of
                     Incorporation (Cyberguides International, Inc., changes its
                     name to AJA Merchant Banking Corporation February 10, 1998)
                     (Incorporated  by  reference  filed with the Company's Form
                     10-SB/A-2  on  March  29,  2000).

3(i)(f)              *  Minnesota  Secretary  Of  State Amendment Of Articles Of
                     Incorporation (AJA Merchant Banking Corporation changes its
                     name  to  Image  Photo  Systems,  Inc.  December  3, 1998).
                     (Incorporated  by  reference  filed with the Company's Form
                     10-SB/A-2  on  March  29,  2000).

3(i)(g)      *       Minnesota  Secretary  Of  State  Amendment  Of  Articles Of
                     Incorporation  (Image Photo systems, Inc. changes  its name
                     to xraymedia.com, Inc., September 16, 1999).  (Incorporated
                     by reference  filed with the Company's Form 10-SB/A-2 on
                     March 29,  2000).

3(i)(h)      *       Articles  Of  Incorporation  Of  Image  Photo Systems, Inc.
                     (Incorporated  by reference filed with  the  Company's Form
                     10-SB/A-2  on  March  29,  2000).

3(ii)(a)     *       By-Laws of Port Industries, Inc. (Incorporated by reference
                     filed with the Company's Form 10-SB/A-2 on March 29, 2000).

3(ii)(b)     *       By-laws  of  Image  Photo  Systems,  Inc.  (Incorporated by
                     reference  filed with the Company's Form 10-SB/A-2 on March
                     29,  2000).

23          22       Consent  of  Independent Public Accountant, dated March 15,
                     2000.

                                       43



Material  Contracts

Exhibit
No.       Page  No.   Description
--------------------------------------------------------------------------------
6(a)          *      Agreement,  dated  July  29,  1999, between  xraymedia.com,
Inc.
                     and Laurier Limited.  (Incorporated by reference filed with
                      the  Company's  Form  10-  SB/A-2  on  March  29,  2000).

10(i)         *      Benefit  Plan  dated  October  15,  1999.  (Incorporated by
                     reference  filed with the Company's Form 10-SB/A-2 on March
                     29,  2000).

10(ii)         *     Management  Agreement  between  Meir  Kahtan  and
                     xraymedia.com,
                     Inc.  dated  March 15, 2000. (filed with Amendment No. 1 to
                     10-KSB  on  May  8,  2000).

                                       44


                         CONSENT OF INDEPENDENT AUDITOR

Exhibit  23


Bendinger  &  Company
1850  Mount  Diablo  Blvd.,  Suite  610
Walnut  Creek,  California  94596



April  13,  2001


               CONSENT  OF  INDEPENDENT  CERTIFIED  PUBLIC  ACCOUNTANTS

We  hereby  consent  to  use  in  this form 10-SB/A of our report dated March 9,
2001,  relating to the financial statements of xraymedia.com, Inc. for the years
ended  December  31,  2000  and  1999.

/s/  Bendinger  &  Company
     Bendinger  &  Company
     Certified Public Accountants

                                       45