SECURITIES AND EXCHANGE COMMISSION
                              Washington, DC 20549

                                   FORM 10-KSB


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

                   For the fiscal year ended DECEMBER 31, 2000


                        Commission File Number 000-27995

                          EINSURE NETWORKS CORPORATION
                          ----------------------------
             (Exact name of registrant as specified in its charter)

           DELAWARE                                     95-4714549
    ----------------------                          -------------------
    (State of organization)                         (I.R.S. Employer
                                                    Identification No.)


               29160 Heathercliff Road, Suite 300, Malibu CA 90265
           -----------------------------------------------------------
                    (Address of principal executive offices)

       Registrant's telephone number, including area code (818) 457-8167


       Securities registered pursuant to Section 12(b) of the Act,
                                      None

       Securities registered pursuant to Section 12(g) of the Act:
                                 Title of Class
                    Common Stock, $0.001 par value per share

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

Indicate by check mark if disclosure of delinquent  filers  pursuant to Item 405
of Regulation  S-K is not contained  herein,  and will not 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-K or any amendment to this
Form 10-K. [ ]

Issuer's revenues for its most recent fiscal year.               $0.00

There is no trading  market for the  Registrant's  Common  Stock.  The aggregate
market value of the Common Stock held by non-affiliates of the registrant on May
31, 2001, was $0.00.

Number of shares of Common Stock, $0.001 Par Value, outstanding at May 31, 2001,
was 1,000,000.

                     Documents incorporated by reference:     None
<PAGE>


                   TABLE OF CONTENTS - 2000 FORM 10-KSB REPORT

                                                                       Page
                                                                      Numbers
                                                                    -----------
                                     PART I

Item   1.      Business                                                    3

Item   2.      Properties                                                  4

Item   3.      Legal Proceedings                                           4

Item   4.      Submission of Matters to a Vote of Security Holders         4

                                     PART II

Item   5.      Market for Registrant's Common Equity and Related
               Stockholder Matters                                         4

Item   6       Management's Discussion and Analysis of Financial
               Condition and Results of Operations                         5

Item   7.      Financial Statements                                        5

Item   8.      Changes in and Disagreements with Accountants on
               Accounting and Financial Disclosure                         5

                                    PART III

Item  9.       Directors, Executive Officers, Promoters and
               Control Persons; Compliance with Section 16(a)
               of the Exchange Act                                         6

Item  10.      Executive Compensation                                      8

Item  11.      Security Ownership of Certain Beneficial Owners
               and Management                                              9

Item  12.      Certain Relationships and Related Transactions              9

Item  13.      Exhibits and Reports on Form 8-K                           10

Signatures                                                                11


                                       2



<PAGE>

                                     PART I


Item   1.      Business


eInsure  Networks  Corporation  ("eInsure" or the "Company") was incorporated on
November  25,  1998  under  the laws of the  State of  Delaware.  The  Company's
Proposed principal  business is to provide a portal for the Insurance  industry;
clients,  brokers and insurance  agency staff,  with  technological  advances to
expand their business, increase productivity,  and lower operational costs while
providing  better customer  service.  eInsure intends to develop the latest open
architecture,
standards based information technology concepts for an industry which has lacked
the ability to process  high volumes of  information  in a rapid  manner,  while
maintaining data integrity and compatibility  for reporting  without  additional
data entry or  manipulation.  The  competitive  advantage lies in the ability to
integrate the insurance tasks of underwriting,  pricing,  policy  issuance,  and
premium  accounting  into a centrally  maintained  application  interface  which
easily integrates into other systems.

Rating systems

eInsure  proposes  to  emulate  the  structure  of  current  rating  systems  by
downloading rates and rating methodology into distributed  relational databases.
Centralizing  the rating system  information will streamline data management and
allow users to access  information  online  rapidly and  efficiently  with basic
Internet access.

Policy Issuance system

The  competitive  advantage  of eInsure  will lie in its  ability to issue small
premium policies efficiently.  Policy issuance will be an integrated application
allowing a single point of management  for brokers and agents to conduct  policy
transactions online via the Internet.

Projects

It is  imperative  that eInsure  integrate  the entire range of policy  issuance
functions into applications  remotely  accessible via web browsers  connected to
the Internet. This implementation will allow companies to increase productivity,
offer better customer service, and provide real-time transactions while lowering
operating costs by forgoing the purchase of costly computer hardware,  software,
and IT staffing of a traditional client/server implementation.


                                       3
<PAGE>

Item   2.      Properties

The  Company's  executive  and  administrative  offices  are  located  at  29160
Heathercliff  Road,  Suite 300,  Malibu,  California  90265.  The Company shares
office  facilities with a stockholder and incurred rent expense of approximately
$9,200 for use of the office  facilities  in fiscal  2000.  The Company does not
believe that it will  require any  additional  office  space in the  foreseeable
future in order to carry out its plan of operations described herein.


Item   3.      Legal Proceedings

There are no pending legal proceedings to which the Company is a party.


Item   4.      Submission of Matters to a Vote of Security Holders

None


                                     PART II

Item   5.      Market for Registrant's Common Equity and Related
               Stockholder Matters

The Company registered its common stock on a Form 10-SB  Registration  Statement
on a voluntary  basis,  which became effective on January 8, 2000. The Company's
Common Stock is not presently traded on an established public trading market.

        The  number  of  record  holders  of the  Company's  Common  Stock as of
December  31,  2000 was 2. The  aggregate  number  of  shares  of  Common  Stock
outstanding as of December 31, 2000 was 1,000,000.

        The Company has not  declared or paid any cash  dividends  on its Common
Stock and does not intend to declare any  dividends in the  foreseeable  future.
The  payment of  dividends,  if any,  is within the  discretion  of the Board of
Directors  and will  depend  on the  Company's  earnings,  if any,  its  capital
requirements  and  financial  condition,  and such other factors as the Board of
Directors  may  consider.  In addition,  if the Company is able to negotiate new
credit  facilities,  such  facilities may include  restrictions on the Company's
ability to pay dividends.

RECENT SALES OF UNREGISTERED SECURITIES

None

                                       4
<PAGE>


Item   6       Management's Discussion and Analysis of Financial
               Condition and Results of Operations


RESULTS OF OPERATIONS

        The  following   discussion   and  analysis  below  should  be  read  in
conjunction  with  the  financial  statements,   including  the  notes  thereto,
appearing  elsewhere  in  this  Registration  Statement.  For the  period  since
inception  (November 25, 1998) through  December 31, 2000,  during the Company's
development  stage, the Company has a positive cash balance of $170.00,  and has
generated a net loss of $39,658.


PLAN OF OPERATION

         The Company has  registered an internet  domain name and has determined
it can  begin  conducting  its  business  with  limited  financing  that  it has
arranged.


FINANCIAL CONDITION AND LIQUIDITY

         The Company has limited  liquidity  and has an ongoing  need to finance
its  activities.   To  date,  the  Company   currently  has  funded  these  cash
requirements  by offering and selling  1,000,000  shares of Common Stock for net
proceeds of $1,000.00 and the  contribution  to additional  paid-in capital of a
loan  payable of $38,828  from a  stockholder.  The Company  expects to fund its
immediate  needs through  private  placements of its  securities  and may seek a
suitable business  combination.  Operating costs for the year ended December 31,
2000 were funded by the stockholder loan referred to above.


Item   7.      Financial Statements

     The  financial  statements  and  supplemental  data required by this Item 7
follow  the  index of  financial  statements  appearing  at Item 13 of this Form
10-KSB.



Item   8.      Changes in and Disagreements with Accountants on
               Accounting and Financial Disclosure

     Not applicable.



                                       5
<PAGE>

Item  9.       Directors, Executive Officers, Promoters and
               Control Persons; Compliance with Section 16(a)
               of the Exchange Act

     The names of the directors and executive  officers of the Company,  as well
as their respective ages and positions with the Company, are as follows:

Name                      Age                   Position
----                      ---                   --------
George A. Todt             47         Chairman of the Board of
                                      Directors, Chief Executive
                                      Officer, President and
                                      Secretary

James F. Walters           48         Vice President, Treasurer
                                      and Chief Financial Officer


        George A. Todt has been the Chairman of the Company's Board of Directors
and Chief Executive Officer since its inception.  Prior to founding the Company,
Mr. Todt has been a managing member of PageOne Business Productions,  LLC, since
March 1996. Mr. Todt's  experience over the past 15 years includes  working with
10  start-up  companies,   raising  venture  capital,  and  arranging  strategic
partnerships  and initial public  offerings.  He has  researched,  developed and
implemented marketing and sales training programs in several industries.

        From 1990 to 1995,  Mr.  Todt was Chief  Executive  Officer of REPCO,  a
start-up  company  based in St.  Louis,  Missouri,  where  his  responsibilities
included  product  selection,  market  research and  implementation,  from large
contracts to small  industrial  products.  REPCO's  largest  project  included a
turn-key tire recycling plant built in Japan.  Mr. Todt traveled  extensively in
China, Japan, India, Russia and Europe,  establishing  manufacturing  contracts,
marketing  and  distribution  programs,  and bidding on and managing  government
contracts.  Mr. Todt also has consulted  internationally on technology exchanges
and rights.

        From 1989 to 1991,  Mr. Todt was an  investor/director  of FLEXWARE,  an
accounting and networking  software company located in Los Angeles,  which was a
leader in the field of networking language for MAC, DOS, UNIX and DEC computers.
Mr. Todt  assisted in obtaining  financing,  restructuring  and  establishing  a
marketing strategy for FLEXWARE.

        In June  1986,  Mr.  Todt  began  working  full-time  in sales with Todt
Industrial  Supply, and in December 1986, he acquired the company and Todt Sheet
Metal Company (collectively,  the "Todt Companies" in Cape Girardeau, Missouri).
From 1987 to 1990,  Mr.  Todt  served  as Chief  Executive  Officer  of the Todt
Companies,  reorganized  the  companies,  implemented  new  marketing  and sales
programs,  automated accounting and developed the business into eight divisions,
four of which he created.  Under Mr. Todt's leadership,  the Todt Companies grew
from 29 to 130 employees, and annual sales grew from $2 million to $8 million.


                                       6
<PAGE>

        James F. Walters has served as the Vice  President,  Treasurer and Chief
Financial Officer of the Company since its inception. Mr. Walters joined Kellogg
& Andelson as an accountant in 1976, was elected a partner in 1980, was promoted
to  Managing  Partner in 1984,  and  elected  Chairman of the Board of Kellogg &
Andelson Accountancy  Corporation in 1995. As Chairman, Mr. Walters is currently
responsible  for the overall  management of the 80-person  firm. Mr. Walters has
assisted the firm's clients in connection  with the preparation of their initial
public  offerings,   private  finance,  merger,  acquisition  and  restructuring
strategies. He continues to be an active consultant in the many phases of client
business operations, such as operational control systems, general management and
capital funding, servicing middle market companies in many different industries,
including   aerospace,   mail   order,   entertainment,   high   tech,   retail,
import/export, graphic design, business management, plastics and publishing.

        Mr. Walters  previously  served as a member of the Board of Directors of
Kistler  Aerospace,  a manufacturer of reusable rockets that deliver  satellites
into orbit, and was instrumental in the initial  financing of that company.  Mr.
Walters also serves as a member of the Board of Directors of California Fitnuts,
Inc., a start-up company which produces,  through a patented process,  nuts that
have 50% less fat.  In  addition,  Mr.  Walters has  founded,  owned and managed
companies  in the  commercial  photography,  corporate  events,  auto repair and
concrete molding industries.

     Mr. Walters received an M.B.A.  degree from Pepperdine  University (Malibu,
California)  in 1981,  and a B.S.  degree in Accounting  from  California  State
University, Northridge (CSUN) in 1976.


     Directors of the Company are elected  annually by the  stockholders  of the
Company  to  serve  for a term of one year or until  their  successors  are duly
elected and qualified.  Officers serve at the pleasure of the Board of Directors
subject to any rights under  employment  agreements.  All directors will receive
reimbursement of reasonable  out-of-pocket  expenses incurred in connection with
meetings of the Board. No other  compensation  is, or will be, paid to directors
for services rendered as directors.  From the Company's inception to the date of
this filing,  there have been no meetings of the  Company's  Board of Directors.
Other  actions  of the  Company's  Board of  Directors  were taken  pursuant  to
unanimous  written  consents.  There are no  family  relationships  between  any
directors or officers of the Company.


                                       7
<PAGE>

               COMPLIANCE WITH SECTION 16(a) OF THE EXCHANGE ACT

Section 16(a) of the Securities Exchange Act of 1934 requires that the Company's
officers  and  directors,  and  persons  who own  more  than  ten  percent  of a
registered class of the Company's equity  securities,  file reports of ownership
and changes in  ownership  with the  Securities  and  Exchange  Commission.  The
Company was not subject to the  reporting  requirements  of Section 16(a) during
fiscal 1999.

The following were delinquent in filings of required reports in 2000:
Appletree  Investment Company,  Ltd, PageOne Business  Productions,  LLC, George
Todt and James Walters.


Item  10.      Executive Compensation

     No director or executive officer of eInsure presently receives compensation
for  services  rendered  to the  company.  Payment of  salaries  will occur once
proceeds are available for payment  through  financing and sufficient cash flow.
However,  such persons are entitled to be  reimbursed  for expenses  incurred by
them in pursuit of eInsure's business.

AGGREGATED OPTION EXERCISES IN LAST FISCAL YEAR AND
FISCAL YEAR-END OPTION VALUE

     The Company does not have an officer or director  stock  option  plan.  The
Company intends to incorporate one after a public offering. The Company does not
have an employee stock option plan.  (ESOP).  The Company intends to incorporate
one after a public offering.

OPTION/SAR GRANTS IN LAST FISCAL YEAR

        There were no option/SAR Grants in the last fiscal year.

COMPENSATION OF DIRECTORS

        The Company's directors serve without compensation.


                                       8
<PAGE>


Item  11.      Security Ownership of Certain Beneficial Owners
               and Management

The following table sets forth information regarding the beneficial ownership of
the  Company's  Common  Stock as of May 31, 2001 by (i) each person known by the
Company  to be the  beneficial  owner of more than five  percent  of its  Common
Stock;  (ii) each director;  (iii) each executive  officer listed in the Summary
Compensation  Table in Item 6 of this  Form  10;  and  (iv)  all  directors  and
executive officers as a group. Unless otherwise indicted,  each of the following
stockholders  has sole voting and  investment  power with  respect to the shares
beneficially  owned,  except  to the  extent  that such  authority  is shared by
spouses under applicable law.

Name and Address of                    Amount and Nature of         Percent of
Beneficial Owner (1)                 Beneficial Ownership (2)        Class (2)
--------------------                 ------------------------       ----------

Appletree Investment Company, Ltd          1,000,000(3)               100.0%

PageOne Business Productions, LLC            100,000(3)                10.0%

George Todt                                  100,000(4)                10.0%

James Walters                                100,000(4)                10.0%

All officers and directors as a group        100,000(4)                10.0%
(2 persons)

(1)  Unless otherwise indicated,  the address of each beneficial owner is in the
     care of EINSURE NETWORKS  CORPORATION,  29160 Heathercliff Road, Suite 300,
     Malibu, California 90265.

(2)  Percent  of Class  assumes  a base of  1,000,000  shares  of  common  stock
     outstanding as of December 31, 2000.

(3)  Consists of 900,000 shares held of record by Appletree  Investment Company,
     Ltd.,  an Isle of Man  corporation,  and  100,000  shares held of record by
     PageOne Business Productions, LLC, a Delaware limited liability company, of
     which Appletree is a managing member.

(4)  Consists solely of 100,000 shares of common stock held by PageOne  Business
     Productions,  LLC, a Delaware limited liability company,  of which Mr. Todt
     and Mr. Walters are managing members.


Item  12.      Certain Relationships and Related Transactions

In April 1999,  eInsure issued 100,000 shares to PageOne  Business  Productions,
LLC, of which George Todt and James Walters are managing members.


                                       9
<PAGE>


Item  13.      Exhibits and Reports on Form 8-K

(a)(1)    The following financial  statements are contained on Pages F-1 through
          F-9:

          REPORT OF INDEPENDENT  AUDITORS  WEINBERG & COMPANY,  P.A.,  CERTIFIED
          PUBLIC ACCOUNTANTS, DATED MAY 31, 2001.

          BALANCE SHEET AS OF DECEMBER 31, 2000

          STATEMENTS OF OPERATIONS  FOR THE YEARS ENDED DECEMBER 31, 2000
          AND 1999 AND FOR
          THE PERIOD FROM NOVEMBER 25, 1998 (INCEPTION) TO DECEMBER 31, 2000

          STATEMENT OF CHANGES IN STOCKHOLDERS'  EQUITY FOR THE  PERIOD FROM
          NOVEMBER  25, 1998  (INCEPTION)  TO DECEMBER 31, 2000

          STATEMENTS OF CASH FLOWS FOR THE YEARS ENDED DECEMBER 31, 2000
          AND 1999 AND FOR
          THE PERIOD FROM NOVEMBER 25, 1998 (INCEPTION) TO DECEMBER 31, 2000

          NOTES TO FINANCIAL STATEMENTS AS OF DECEMBER 31, 2000


(a)(3)   Exhibits

          The following exhibits are filed with this report.

3.1.1     Amended  and  Restated   Articles  of   Incorporation   of  Registrant
          (incorporated  herein  by  reference  to  the  Company's  Registration
          Statement on Form 10-SB 12(g), File No. 000-27995)

3.2.1     ByLaws  of  Registrant   (incorporated  herein  by  reference  to  the
          Company's Registration Statement on Form 10-SB 12(g), File No.
          000-27995)


(b)      Reports on Form 8-K

         None



                                       10
<PAGE>

                          EINSURE NETWORKS CORPORATION
                          (A DEVELOPMENT STAGE COMPANY)
                              FINANCIAL STATEMENTS
                             AS OF DECEMBER 31, 2000


                                    CONTENTS


PAGE          2        INDEPENDENT AUDITORS' REPORT

PAGE          3        BALANCE SHEET AS OF DECEMBER 31, 2000

PAGE          4        STATEMENTS OF OPERATIONS  FOR THE YEARS ENDED
                       DECEMBER 31, 2000 AND 1999 AND FOR THE PERIOD
                       FROM NOVEMBER 25, 1998 (INCEPTION) TO DECEMBER 31, 2000

PAGE          5        STATEMENT OF CHANGES IN STOCKHOLDERS' EQUITY FOR THE
                       PERIOD FROM  NOVEMBER 25, 1998 (INCEPTION) TO
                       DECEMBER 31, 2000

PAGE          6        STATEMENTS OF CASH FLOWS FOR THE YEARS ENDED
                       DECEMBER 31, 2000 AND 1999 AND FOR THE PERIOD
                       FROM NOVEMBER 25, 1998 (INCEPTION) TO DECEMBER 31, 2000

PAGES       7 - 8      NOTES TO FINANCIAL STATEMENTS AS OF DECEMBER 31, 2000


                                      F-1

<PAGE>


                          INDEPENDENT AUDITORS' REPORT


To the Board of Directors of:
  Einsure Networks Corporation
  (A Development Stage Company)

We have audited the accompanying  balance sheet of Einsure Networks  Corporation
(a development stage company) as of December 31, 2000 and the related statements
of  operations,  changes  in  stockholders'  equity and cash flows for the years
ended  December  31,  2000 and 1999 and for the period  from  November  25, 1998
(inception)  to  December  31,  2000.   These   financial   statements  are  the
responsibility of the Company's management.  Our responsibility is to express an
opinion on these financial statements based on our audit.

We conducted our audits in accordance with auditing standards generally accepted
in the  United  States of  America.  Those  standards  require  that we plan and
perform the audits 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 Einsure Networks  Corporation (a
development  stage  company) as of  December  31,  2000,  and the results of its
operations and its cash flows for the years ended December 31, 2000 and 1999 and
for the period from  November 25, 1998  (inception)  to December  31,  2000,  in
conformity with accounting principles generally accepted in the United States of
America.

The  accompanying  financial  statements  have been  prepared  assuming that the
Company  will  continue  as a  going  concern.  As  discussed  in  Note 3 to the
financial  statements,  the  Company  is a  development  stage  company  without
operations  and has had  accumulated  losses of  $39,658.  These  factors  raise
substantial  doubt  about  its  ability  to  continue  as a going  concern.  The
financial  statements do not include any adjustments  that might result from the
outcome of this uncertainty.

WEINBERG & COMPANY, P.A.


Boca Raton, Florida
May 31, 2001


                                      F-2
<PAGE>


                          EINSURE NETWORKS CORPORATION
                          (A DEVELOPMENT STAGE COMPANY)
                                  BALANCE SHEET
                             AS OF DECEMBER 31, 2000




                                     ASSETS

Cash                                                         $            170
                                                              ---------------

TOTAL ASSETS                                                              170
------------                                                  ===============


                      LIABILITIES AND STOCKHOLDERS' EQUITY

LIABILITIES                                                  $           -
                                                              ---------------
STOCKHOLDERS' EQUITY

  Preferred stock, $0.01 par value, 100,000 shares
    authorized none issued and outstanding                               -
  Common stock, $.001 par value, 10,000,000 shares
    authorized, 1,000,000 issued and outstanding                        1,000
  Additional paid-in capital                                           38,828
  Accumulated deficit during development stage                        (39,658)
                                                              ---------------

     TOTAL STOCKHOLDERS' EQUITY                                           170
                                                              ---------------

TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY                   $            170
------------------------------------------                    ===============










                 See accompanying notes to financial statements.

                                       F-3

<PAGE>
<TABLE>
<CAPTION>
                          EINSURE NETWORKS CORPORATION
                          (A DEVELOPMENT STAGE COMPANY)
                            STATEMENTS OF OPERATIONS

                                                                                 For The Period From
                                                                                  November 25, 1998
                                       For the Year Ended   For the Year Ended       (Inception) to
                                        December 31, 2000    December 31, 1999     December 31, 2000
                                       ------------------   ------------------   -------------------
<S>                                    <C>                   <C>                 <C>
INCOME                                 $             -      $           -        $            -
                                       ------------------   ------------------   -------------------

EXPENSES
   Accounting fees                                  7,000                500               7,500
   Bank charges                                       180                120                 300
   Consulting fees                                   -                   388                 388
   Legal fees                                      11,000              7,000              18,000
   Licenses, fees and permits                        -                   362                 362
   Office Supplies                                  2,700              1,208               3,908
   Rent                                             9,200               -                  9,200
                                       ------------------   ------------------   -------------------

NET LOSS                               $          (30,080)   $        (9,578)    $       (39,658)
--------                               ==================    =================   ===================


NET LOSS PER SHARE BASIC AND DILUTED   $           (0.030)   $        (0.013)    $        (0.048)
                                       ==================    =================   ===================
WEIGHTED AVERAGE NUMBER OF SHARES
 OUTSTANDING DURING THE PERIOD
 BASIC AND DILUTED                              1,000,000            734,247             825,521
                                       ==================    =================   ===================
</TABLE>









                 See accompanying notes to financial statements.

                                       F-4


<PAGE>


<TABLE>
<CAPTION>
                          EINSURE NETWORKS CORPORATION
                          (A DEVELOPMENT STAGE COMPANY)
                  STATEMENT OF CHANGES IN STOCKHOLDERS' EQUITY
     FOR THE PERIOD FROM NOVEMBER 25, 1998 (INCEPTION) TO DECEMBER 31, 2000


                                                                                               Deficit
                                                                                             Accumulated
                                                                               Additional       During
                                                       Common Stock              Paid-In      Development
                                                   Shares        Amount         Capital         Stage           Total
                                                  ---------   ----------      -----------    -------------  -----------
<S>                                               <C>         <C>             <C>            <C>            <C>
Common stock issued for cash                      1,000,000   $    1,000      $     -        $     -        $    1,000

Net loss for the year ended December 31, 1999          -            -                -            (9,578)       (9,578)
                                                  ---------   ----------      -----------    -------------  -----------

Balance at December 31, 1999                      1,000,000        1,000             -            (9,578)       (8,578)

Contribution of loan payable - stockholder                                         38,828           -           38,828

Net loss for the year ended December 31, 2000          -            -                -           (30,080)      (30,080)
                                                  ---------   ----------      -----------    -------------  -----------

BALANCE AT DECEMBER 31, 2000                      1,000,000    $   1,000      $    38,828    $   (39,658)   $      170
----------------------------                      =========    =========      ===========    ============   ===========
</TABLE>





                 See accompanying notes to financial statements.

                                       F-5


<PAGE>

<TABLE>
<CAPTION>
                                           EINSURE NETWORKS CORPORATION
                                           (A DEVELOPMENT STAGE COMPANY)
                                             STATEMENTS OF CASH FLOWS


                                                                                                For The Period From
                                                                                                 November 25, 1998
                                                  For the Year Ended    For the Year Ended        (Inception) To
                                                  December 31, 2000      December 31, 1999      December 31, 2000
                                                  ------------------    ------------------      -------------------
<S>                                               <C>                   <C>                     <C>
CASH FLOWS FROM OPERATING ACTIVITIES:
   Net loss                                       $        (30,080)     $           (9,578)     $           39,658)
   Adjustments to reconcile net loss to net
    cash used in operating activities:                        -                       -                       -
                                                  ------------------    ------------------      -------------------

       Net Cash Used In Operating Activities               (30,080)                 (9,578)                (39,658)
                                                  ------------------    ------------------      -------------------

CASH FLOWS FROM FINANCING ACTIVITIES:
   Proceeds from issuance of common stock                     -                      1,000                   1,000
   Loan payable - stockholder                               29,900                   8,928                  38,828
                                                  ------------------    ------------------      -------------------

       Net Cash Provided By Financing Activities            29,900                   9,928                  39,828
                                                  ------------------    ------------------      -------------------

INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS              (180)                    350                     170

CASH AND CASH EQUIVALENTS - BEGINNING OF PERIOD                350                    -                       -
                                                  ------------------    ------------------      -------------------

CASH AND CASH EQUIVALENTS - END OF PERIOD         $            170      $              350      $              170
-----------------------------------------         ==================    ==================      ===================

NON-CASH FINANCING ACTIVITIES
-----------------------------
Conversion of loan payable - stockholder into
  additional paid-in capital                                                                    $           38,828
                                                                                                ===================
</TABLE>





                 See accompanying notes to financial statements.

                                      F-6
<PAGE>


                          EINSURE NETWORKS CORPORATION
                          (A DEVELOPMENT STAGE COMPANY)
                          NOTES TO FINANCIAL STATEMENTS
                             AS OF DECEMBER 31, 2000


NOTE 1 -  SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

          (A) Organization and Business Operations

          Einsure  Networks  Corporation  (a  development  stage  company) ("the
          Company") was  incorporated in Delaware on November 25, 1998 to engage
          in an internet-based  business.  At December 31, 2000, the Company had
          not yet commenced any revenue-generating  operations,  and activity to
          date relates to the  Company's  formation,  proposed  fund raising and
          business plan development.

          The  Company's  ability to commence  revenue-generating  operations is
          contingent  upon its ability to implement  its business plan and raise
          the capital it will require through the issuance of equity securities,
          debt securities, bank borrowings or a combination thereof.

          (B) Use of Estimates
          --------------------
          The  preparation  of  the  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.

          (C) Cash and Cash Equivalents
          -----------------------------
          For purposes of the cash flow  statements,  the Company  considers all
          highly liquid investments with original  maturities of three months or
          less at the time of purchase to be cash equivalents.


                                       F-7
<PAGE>

                          EINSURE NETWORKS CORPORATION
                          (A DEVELOPMENT STAGE COMPANY)
                          NOTES TO FINANCIAL STATEMENTS
                             AS OF DECEMBER 31, 2000

NOTE 1 -  SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued)

          (D) Income Taxes
          ----------------
          The Company  accounts for income taxes under the Financial  Accounting
          Standards Board Statement of Financial  Accounting  Standards No. 109,
          "Accounting for Income Taxes"  ("Statement 109"). Under Statement 109,
          deferred tax assets and  liabilities are recognized for the future tax
          consequences   attributable  to  differences   between  the  financial
          statement  carrying  amounts of existing  assets and  liabilities  and
          their  respective tax basis.  Deferred tax assets and  liabilities are
          measured  using enacted tax rates  expected to apply to taxable income
          in the years in which those  temporary  differences are expected to be
          recovered or settled.  Under Statement 109, the effect on deferred tax
          assets  and  liabilities  of a change  in tax rates is  recognized  in
          income in the period that includes the enactment  date.  There were no
          current or deferred  income tax expense or benefits due to the Company
          not having any  material  operations  for the year ended  December 31,
          2000. At December 31, 2000,  the Company has a potential  deferred tax
          asset of approximately $13,500, which has been fully reserved, arising
          from net operating losses aggregating $39,700.

          (E) Loss Per Share
          ------------------
          Net loss per common  share for the year ended  December  31,  2000 and
          1999 and for the period from November 25, 1998 (inception) to December
          31, 2000 is computed  based upon the weighted  average  common  shares
          outstanding  as  defined by  Financial  Accounting  Standards  No. 128
          "Earnings  Per  Share".   There  were  no  common  stock   equivalents
          outstanding at December 31, 2000 and 1999.

NOTE 2 - STOCKHOLDERS' EQUITY

          (A) Preferred Stock
          -------------------
          The Company is authorized to issue 100,000  shares of preferred  stock
          at $.01 par value, with such  designations,  preferences,  limitations
          and  relative  rights  as may be  determined  from time to time by the
          Board of  Directors.  No  preferred  shares  have  been  issued  as of
          December 31, 2000 and 1999.

          (B) Common Stock
          ----------------
          The Company is authorized to issue  10,000,000  shares of common stock
          at $.001 par value.  The Company  issued 900,000 and 100,000 shares to
          AppleTree Investment Company,  Ltd. and PageOne Business  Productions,
          LLC, respectively.

          The  Company's  Board of  Directors  authorized  the  conversion  of a
          $38,828   non-interest   bearing  loan  payable  to  PageOne  Business
          Productions, LLC, which arose from funds advanced to the Company, into
          additional paid-in capital.

                                       F-8
<PAGE>


                          EINSURE NETWORKS CORPORATION
                          (A DEVELOPMENT STAGE COMPANY)
                          NOTES TO FINANCIAL STATEMENTS
                             AS OF DECEMBER 31, 2000


NOTE 3 - GOING CONCERN

          As reflected in the accompanying financial statements, the Company has
          had  accumulated  losses  of  $39,658  since  inception  and  has  not
          generated any revenues since it has not yet  implemented  its business
          plan.  The ability of the  Company to  continue as a going  concern is
          dependent on the  Company's  ability to raise  additional  capital and
          implement its business plan.  The financial  statements do not include
          any  adjustments  that might be  necessary if the Company is unable to
          continue as a going concern.

          The Company  intends to  implement  its  business  plan and is seeking
          funding through the private placement of its equity or debt securities
          or may seek a combination  with another company already engaged in its
          proposed  business.  Management  believes that actions presently being
          taken provide the  opportunity  for the Company to continue as a going
          concern.













                                       F-9
<PAGE>




                                   SIGNATURES

In  accordance  with  Section 13 or 15(d) of the Exchange  Act,  the  registrant
caused this report to be signed on its behalf by the undersigned, thereunto duly
authorized.

                               EINSURE NETWORKS CORPORATION


                                  /s/ George A. Todt
                           By: -----------------------
                                 George A. Todt
                                 Director, Chief Executive
                                 Officer


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/ George A. Todt           Director, Chief Executive     August 20, 2001
                             Officer, Secretary


/s/ James F. Walters         Chief Financial Officer       August 20, 2001



                                       11