U.S. SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                                   FORM 10-KSB

                                    (MarkOne)

            [X] ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
            SECURITIES EXCHANGE ACT OF 1934 FOR THE FISCAL YEAR ENDED

                                 JUNE 30, 2001.

                                       OR

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

                        COMMISSION FILE NUMBER: 000-28147

                          MORGAN CLARK MANAGEMENT, INC.
                          -----------------------------
             (Exact name of registrant as specified in its charter)

              Utah                                             87-0633496
    (State or jurisdiction                                I.R.S.  Employer or
 of incorporation organization)                            Identification No.)

              3700 Susan St., Ste. 200, Santa Ana, California  92704
              -------------------------------------------------------
               (Address of principal executive offices)     (Zip Code)

        Registrant's telephone number: (949) 770-2578; Fax: 603-375-6582
                                       ---------------------------------

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

Securities registered pursuant to Section 12(g) of the Act: Common Stock, $0.001
                                   Par Value

     Check whether the issuer (1) has filed all reports  required to be filed by
Section 13 or 15(d) of the Securities  Exchange Act of 1934 during the preceding
12 months (or for such shorter  period that the  Registrant was required to file
such reports),  and (2) 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 or Regulation S-B is not contained in this form,  and no disclosure  will be
contained,  to the  best of  registrant's  knowledge,  in  definitive  proxy  or
information statements incorporated by reference in Part III of this Form 10-KSB
or any amendment to this Form 10-KSB. [ ]

     State issuer's revenues for the most recent fiscal year: $0.00

<PAGE>

     The number of shares  outstanding  of the Company's  $.001 Par Value Common
Stock, as of June 30, 2001 were 1,000,000. The aggregate number of shares of the
voting stock held by non-affiliates on June 30, 2001 was 0. The Company's common
is not traded on any exchange or other trading medium.

                   DOCUMENTS INCORPORATED BY REFERENCE: None.

     As of June 30, 2001, the  Registrant  had 1,000,000  shares of common stock
issued and outstanding.

     Transitional Small Business Disclosure Format (check one):
                                                        Yes          No    X
                                                            -------     -------

PART I.

Item 1. Description of Business.

     Morgan Clark Management,  Inc. (the "Company") was organized under the laws
of the State of Utah on June 3, 1999,  and has June 30th as its fiscal year end.
Since  inception,  the primary  activity  of the  Company  has been  directed to
organizational efforts. The Company was formed as a vehicle to acquire a private
company  desiring  to become an SEC  reporting  company in order  thereafter  to
secure a listing on the OTC Electronic Bulletin Board.

     The  Company is a new  enterprise  in the  development  stage as defined by
Statement No. 7 of the Financial  Accounting Standards Board and has not engaged
in any business other than  organizational  efforts until  September of 2000. On
September 15, 2000, the Company issued a statement regarding its entering into a
broker  agreement  with Airway  Business  Credit to provide  equipment  leasing,
factoring  and asset  based  lending  for small to medium  size  companies.  The
Company  launched its website for its new  operations on September 18, 2000. The
Company will carry out its plan of business to provide  various  lending sources
for small to medium size  companies.  It has no full-time  employees and owns no
real property. The Company has filed an SB-2 Registration Statement for the sale
of 50,000 shares for $25,000 which was declared effective on August 13, 2001.


Item 2.     Description of Property.

From June 3, 1999 to June 30,  2001,  the Company  neither  owned nor leased any
real or personal property. The director provided office services at no charge.

Item 3.      Legal Proceedings.

     The Company is not a party to any material  pending legal  proceedings and,
to the best of its knowledge,  no such action by or against the company has been
threatened.

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

     None.

                                       2
<PAGE>

Part II

Item 5.  Market Price for Common Equity and Related Stockholder Matters.

(a)  Market Information.

     The Shares  have not  previously  been traded on any  securities  exchange.
There is no common stock of the Company that is subject to  outstanding  options
or warrants to purchase,  or securities  convertible into that stock.  There are
1,000,000 common shares of the Company outstanding at June 30, 2001.

(b) Holders of Common Equity.

     As of June 30, 2001,  there was one  shareholder of record of the Company's
common stock.

(c)  Dividends.

     The Company has not declared or paid any dividends.  The Board of Directors
presently intends to retain any earnings to finance the Company's operations and
does not expect to authorize  cash  dividends  in the  foreseeable  future.  Any
payment of cash dividends in the future will depend upon the Company's earnings,
capital requirements and other factors.

Item 6.  Management's Discussion and Analysis or Plan of Operations.

The  following  discussion  should  be read in  conjunction  with the  financial
statements of the Company and notes thereto contained elsewhere in this report.

Initial Operation.

     The  Company is a new  enterprise  in the  development  stage as defined by
Statement No. 7 of the Financial  Accounting Standards Board and has not engaged
in any business other than  organizational  efforts until  September of 2000. On
September 15, 2000, the Company issued a statement regarding its entering into a
broker  agreement  with Airway  Business  Credit to provide  equipment  leasing,
factoring  and asset  based  lending  for small to medium  size  companies.  The
Company  launched its website for its new  operations on September 18, 2000. The
Company will carry out its plan of business to provide  various  lending sources
for small to medium size  companies.  It has no full-time  employees and owns no
real property.

                                       3
<PAGE>

     The Company has no present  intentions of making  significant  purchases of
equipment in the next twelve months nor does it plan to significantly change the
number of employees.

Liquidity and Capital Resources.

     For the year ended June 30, 2001,  the Company  continued as a  development
stage company. The Company continues to incur limited development  expenses,  is
deriving no revenues and has experienced an ongoing deficit in working  capital.
The  Company's  continued  existence  is  dependent  on its  ability  to  obtain
additional financing to proceed with its proposed plan of operations.

Capital Expenditures.

     No material capital  expenditures  were made during the year ended June 30,
2001.

Forward Looking Statements.

     The  foregoing  Management's  Discussion  and  Analysis  contains  "forward
looking  statements"  within the meaning of Rule 175 under the Securities Act of
1933, as amended,  and Rule 3b-6 under the  Securities  Act of 1934, as amended,
including  statements  regarding,  among other  items,  the  Company's  business
strategies,   continued  growth  in  the  Company's  markets,  projections,  and
anticipated  trends  in the  Company's  business  and the  industry  in which it
operates.  The words "believe," "expect,"  "anticipate,"  "intends," "forecast,"
"project," and similar expressions identify  forward-looking  statements.  These
forward-looking  statements are based largely on the Company's  expectations and
are subject to a number of risks and uncertainties,  certain of which are beyond
the Company's  control.  The Company  cautions that these statements are further
qualified  by  important  factors  that  could  cause  actual  results to differ
materially  from  those in the  forward  looking  statements,  including,  among
others,  the following:  reduced or lack of increase in demand for the Company's
products,  competitive  pricing  pressures,  changes  in  the  market  price  of
ingredients used in the Company's products and the level of expenses incurred in
the Company's operations.  In light of these risks and uncertainties,  there can
be no assurance that the  forward-looking  information  contained herein will in
fact  transpire or prove to be  accurate.  The Company  disclaims  any intent or
obligation to update "forward looking statements".


                                       4
<PAGE>

Item 7.  Financial Statements.

INDEPENDENT AUDITORS' REPORT

Board of Directors
Morgan Clark Management, Inc.

I have audited the accompanying  balance sheet of Morgan Clark Management,  Inc.
(a development stage company),  as of June 30, 2001, and the related  statements
of operations, stockholders' equity and cash flows for the period from inception
(June  3,  1999)  to  June  30,  2001.   These  financial   statements  are  the
responsibility of the company's  management.  My responsibility is to express an
opinion  on these  financial  statements  based on my audit in  accordance  with
standards established by the American Institute of Certified Public Accountants.

I conducted my audit in accordance with generally  accepted auditing  standards.
Those standards  require that I 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.
I believe that my audit provides a reasonable basis for my opinion.

In my opinion, the financial statements referred to above present fairly, in all
material respects, the financial position of Morgan Clark Management, Inc. as of
June 30,  2001 and the  results  of its  operations  and its cash  flows for the
period  from  inception  (June  3,  1999) to June 30,  2001 in  conformity  with
generally accepted accounting principles.


Kurt D. Saliger C.P.A. (Nevada State License No. 2335)
Las Vegas, Nevada
August 13, 2001


                                       5
<PAGE>

                          MORGAN CLARK MANAGEMENT, INC.
                          (A Development Stage Company)
                              FINANCIAL STATEMENTS
                            Year Ended June 30, 2001

                          Morgan Clark Management, Inc.
                          (A Development Stage Company)
                                  BALANCE SHEET
                                  June 30, 2001
                                   (unaudited)


                                         June 30, 2001        June 30, 2000
                                        --------------       --------------
ASSETS
CURRENT ASSETS:
Cash and cash equivalents               $           0        $           0

OTHER ASSETS:
Organizational costs (net
of amortization)
TOTAL ASSETS                            $           0        $           0


LIABILITIES AND STOCKHOLDERS' EQUITY

CURRENT LIABILITIES
Notes payable                           $       3,074        $       2,974
Accounts payable- related party

Total Liabilities                       $       3,074        $       2,974

STOCKHOLDERS'   EQUITY
Common  stock,  $.001  par  value;
100,000,000  shares authorized;
1,000,000  shares  issued and
outstanding  at June 30,  2001          $       1,000        $       1,000

Stock Subscription  Receivable
Additional Paid in Capital                       (900)                (900)
Deficit  accumulated during
the development stage                          (3,174)              (3,074)
                                        --------------       --------------
Total stockholders' equity              $      (3,074)       $      (2,974)

TOTAL LIABILITIES AND
STOCKHOLDERS' EQUITY                    $           0        $          0

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

                                       6
<PAGE>
<TABLE>
<CAPTION>

                          Morgan Clark Management, Inc.
                          (A Development Stage Company)
                            STATEMENTS OF OPERATIONS
                                  June 30, 2001
                                   (unaudited)

                                                                        From Inception
                                                                         June 3, 1999
                                                     Year Ended              to
                                            6/30/2001       6/30/2000     6/30/2001
                                           --------------------------    ------------
<S>                                        <C>            <C>            <C>
INCOME:
Revenue                                    $         0    $         0    $         0
TOTAL INCOME                               $         0    $         0    $         0

EXPENSES:
General, and Administrative                $       100    $     2,874    $     3,174
Amortization
Total Expenses                             $       100    $     2,874    $     3,174
Net Profit/Loss(-) From Operations         $      (100)   $    (2,874)   $    (3,174)
Interest Income                            $         0    $         0    $         0
INCOME (LOSS) BEFORE INCOME TAXES          $      (100)   $    (2,874)   $    (3,174)
Provision for income tax                   $         0    $         0    $         0
NET INCOME (LOSS)                          $      (100)   $    (2,874)   $    (3,174)
NET INCOME (LOSS)
PER SHARE-BASIC AND DILUTED
                                           $      (.00)   $      (.00)   $      (.00)
AVERAGE NUMBER OF SHARES OF COMMON STOCK
OUTSTANDING
                                             1,000,000      1,000,000      1,000,000

The accompanying notes are an integral part of these financial statements

</TABLE>

                                       7
<PAGE>
<TABLE>
<CAPTION>

                                              Morgan Clark Management, Inc.
                                              (A Development Stage Company)
                                          STATEMENT OF STOCKHOLDERS' EQUITY For
                                  the Period from June 3, 1999 (Inception) to June 30,
                                                          2001
                                                       (unaudited)



                                            Common Shares   Stock Amount      Additional     Stock           (Deficit)
                                                                              paid-in        Subscription    Accumulated During
                                                                              capital        Receivable      Development Stage
<S>                                          <C>            <C>             <C>            <C>               <C>
Issued for                                   1,000,000      $     1,000     $         0
Cash and organizational costs
June 3, 1999

Stock Subscription Receivable                                                               $      (900)

Net Income June 3, 1999 (inception) to                                                                       $      (200)
June 30, 1999

Balance June 30, 1999                        1,000,000      $      1000     $         0     $      (900)     $      (200)
                                           ===========      ===========     ===========     ===========      ===========
Net Income (Loss) from July 1, 1999                                                                          $    (2,874)
To June 30, 2000

Balance June 30, 2000                        1,000,000      $     1,000     $         0     $      (900)     $    (3,074)
                                           -----------      -----------     -----------     -----------      -----------


Net Income (Loss) from July 1, 2000                                                                          $      (100)
To June 30, 2001

Balance June 30, 2001                        1,000,000      $     1,000     $         0     $      (900)     $    (3,174)
                                           -----------      -----------     -----------     -----------      -----------



                              See accompanying notes to financial statements & audit report
</TABLE>


                                                           8
<PAGE>
<TABLE>
<CAPTION>


                            Morgan Clark Management, Inc.
                            (A Development Stage Company)

                               STATEMENT OF CASH FLOWS
                                    June 30, 2001
                                     (unaudited)

                                                                             Period from
                                                     Year Ended               Inception
                                               ----------------------      (6/3/99) through
                                               6/30/2001    6/30/2000         6/30/2001
                                               ---------    ---------         --------
<S>                                            <C>          <C>             <C>
Cash Flows from Operating Activities:
Net Income (Loss)                              $  (100)      $(2,874)         $ (3,174)
Changes in Operating Assets & Liabilities:
   Increase (decrease) in accounts payable     $   100       $ 2,874          $  3,074
                                               --------      --------         --------
Net Cash (Used) by Operating Activities        $     0       $     0          $   (100)
                                               ========      ========         =========
CASH FLOWS FROM INVESTING ACTIVITIES
Purchase of organizational costs
Corp. Promissory Note


CASH FLOWS FROM FINANCING ACTIVITIES
Issuance of common stock for cash              $      0      $      0         $    100

Net Increase in Cash                           $      0      $      0         $      0

Cash, Beginning of Period                      $      0      $      0         $      0
                                               --------      --------         --------

Cash, End of Period                            $      0      $      0         $      0
                                               --------      --------         --------


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

</TABLE>

                                       9
<PAGE>

                          Morgan Clark Management, Inc.
                          (A Development Stage Company)
                          NOTES TO FINANCIAL STATEMENTS
                               Dated June 30, 2001

NOTE 1 - HISTORY AND ORGANIZATION OF THE COMPANY.

     Morgan Clark  Management,  Inc. was  incorporated on June 3, 1999 under the
laws of the State of Utah. Morgan Clark Management, Inc. was organized to engage
in  any  lawful  activity.  Morgan  Clark  Management,  Inc.  currently  has  no
operations  and, in accordance  with SFAS #7, is considered a development  stage
company.  On September 15, 2000,  the Company  issued a statement  regarding its
entering  into a  broker  agreement  with  Airway  Business  Credit  to  provide
equipment  leasing,  factoring  and asset based lending for small to medium size
companies.  The Company launched its website for its new operations on September
18,  2000.  The Company  will carry out its plan of business to provide  various
lending  sources  for  small  to  medium  size  companies.  It has no  full-time
employees and owns no real property.

NOTE 2 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES.

Accounting Method.
-----------------

Morgan Clark Management, Inc. records income and expenses on the accrual method.

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 revenue and expenses during the reporting period. Actual
results could differ from those estimates.

Organizational Costs.
--------------------

Organizational costs are stated at cost and have been expensed as incurred.

Income Taxes.
------------

Income  taxes are  provided  for using the  liability  method of  accounting  in
accordance  with  Statement of Financial  Accounting  Standards  No. 109,  (SFAS
#109),  "Accounting  for Income  Taxes".  A deferred  tax asset or  liability is
recorded for all  temporary  difference  between  financial  and tax  reporting.
Deferred tax expense  (benefit)  results from the net change  during the year of
deferred tax assets and liabilities.

Loss Per Share.
--------------

Net loss per  share is  provided  in  accordance  with  Statement  of  Financial
Accounting Standards No. 128, (SFAS #128),  "Earnings Per Share". Basic loss per
share is computed by dividing  losses  available to common  stockholders  by the
weighted average number of common shares outstanding during the period.  Diluted
loss per share  reflects per share  amounts that would have resulted if dilative
common stock  equivalents  had been  converted to common  stock.  As of June 30,
2001,  Morgan Clark  Management,  Inc. had no dilative common stock  equivalents
such as stock options.

                                       10
<PAGE>

NOTE 3- INCOME TAXES.

There is no  provision  for  income  taxes  for the  period  ended  June 3, 1999
(inception) to June 30, 2001 due to the zero net income.

NOTE 4- SHAREHOLDERS' EQUITY.

Common Stock.
------------

The  authorized  common  stock of Morgan  Clark  Management,  Inc.  consists  of
100,000,000 shares with a par value of $0.001 per share.

Preferred Stock.
---------------

The authorized  Preferred  Stock of Morgan Clark  Management,  Inc.  consists of
40,000,000 shares with a par value of $0.001 per share.

NOTE 5(Y)RELATED PARTY TRANSACTIONS.

Morgan  Clark  Management,  Inc.  neither  owns nor leases any real or  personal
property.  Office  services are provided  without charge by the sole director of
this  company.  Such  costs  are  immaterial  to the  financial  statements  and
accordingly have not been reflected  therein.  The sole director of Morgan Clark
Management,  Inc.  is  involved  in other  business  activities  and may, in the
future, become involved in other business opportunities.  If a specific business
opportunity  becomes  available,  such person may face a conflict  in  selecting
between Morgan Clark Management,  Inc. and the other business interests.  Morgan
Clark  Management,  Inc. has not  formulated a policy for the resolution of such
conflicts.

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

     None.

Part III.

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

Identification of Directors and Executive Officers of the Company.


                                       11
<PAGE>


     The  following  table  sets forth the names and ages of all  directors  and
executive  officers of the Company and all persons nominated or chosen to become
a director,  indicating  all positions and offices with the Company held by each
such person and the period during which he has served as a director:

         The  principal  executive  officers and directors of the Company are as
follows:


Name                       Position                  Term(s) of Office
--------------------------------------------------------------------------------
Vincent van den Brink      Director, Pres.           June 3, 1999 to the present

Business Experience.

     The following is a brief account of the business  experience  during at the
least the last five years of the director and executive officer,  indicating his
principal  occupation  and  employment  during  that  period,  and the names and
principal  businesses  of  the  organizations  in  which  such  occupations  and
employment were carried out.

     Vincent  van den  Brink,  President/Secretary/Sole  Director.  Mr.  van den
Brink,  age 58, has been  President,  Secretary and Director of the Issuer since
June 3, 1999. Since October 1997 to present, he has been a Financial  Consultant
with Airway  Capital,  Santa Ana,  California,  providing  asset based  lending,
factoring,  equipment leasing, and export financing for various businesses. From
June 1985 until May 1997, he was a Business  Consultant  writing  business plans
and business  development plans for companies across the country.  Since 1978 to
present,  in addition to working for the above companies,  he has been operating
an export business providing export consulting,  exporting products and sourcing
products for international clients. He holds degrees in automotive  engineering,
business administration, and small business management. Mr. Van den Brink is the
President of Piedmont, Inc., a public reporting trading company. He is fluent in
English, Dutch, German and Afrikaans.

Section 16(a) Compliance.

     During the year ended June 30, 2001,  the following  persons were officers,
directors and more than ten-percent shareholders of the Company's common stock:

Name                       Position                               Filed Reports
--------------------------------------------------------------------------------
Vincent van den Brink      CEO, Director, Shareholder, CFO        Yes


Item 10.  Executive Compensation.

     No officer or director of the Company presently  receives any remuneration.
There is no annuity, profit sharing,  pension or retirement benefits proposed to
be paid to  officers,  directors,  or  employees  of the Company in the event of
retirement  at normal  retirement  date as there is no existing plan provided or
contributed  to by the Company.  No stock options are proposed to be paid in the
future directly or indirectly by the Company to any officer or director as there
is no such plan which presently exists.

                                       12
<PAGE>

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

     The  following  table  sets  forth  information  regarding  the  beneficial
ownership  of shares of the  Company's  common  stock as of June 30, 2001 by all
stockholders  known to each company to be  beneficial  owners of more than 5% of
the outstanding  common stock; each director;  and all officers and directors of
the Company as a group (each person has sole voting  power and sole  dispositive
power as to all of the shares shown as beneficially owned by them):

--------------- ----------------------------- ---------------------- -----------

Title of Class  Name and Address of           Amount of              Percentage
                Beneficial Owner              Beneficial Ownership   %
--------------- ----------------------------- ---------------------- -----------

Common          Vincent van den Brink
Stock           3700 Susan St., Ste 200
                Santa Ana, CA 92704              1,000,000            100.00%

--------------- ----------------------------- ---------------------- -----------

Common Stock    Shares of all directors and
                executive officers as a          1,000,000            100.00%
                group (1 person)
--------------- ----------------------------- ---------------------- -----------

Item 12.   Certain Relationships and Related Transactions.

     In June, 1999, the Company issued 1,000,000 of its common stock to its sole
Director and President, Mr. van den Brink, for $1000.

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

(1)      Reports filed on Form 8-K.

     There was one Report  filed on Form 8-K during the  Company's  fiscal  year
ended June 30, 2001. The Company issued a statement  regarding its entering into
a broker  agreement with Airway Business Credit on September 15, 2000 to provide
equipment  leasing,  factoring  and asset based lending for small to medium size
companies.  The Company  issued a statement  regarding  the  launching  of their
website on September 18, 2000.

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


August 13, 2001                      MORGAN CLARK MANAGEMENT, INC.

                                     /s/ Vincent van den Brink
                                     -------------------------------------------
                                     Vincent van den Brink, President, President


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



August 13, 2001                      /s/ Vincent van den Brink
                                     -------------------------------------------
                                     Vincent van den Brink, President, President







                                       13