FORM 10-KSB

                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

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

                       Commission File Number:  000-30843

                      For the Year ended December 31, 2001

                                NETAIR.COM, INC.

  Nevada                                                              91-1979237
(Jurisdiction  of  Incorporation)        (I.R.S.  Employer  Identification  No.)

242  Fall  Street,  Salt  Lake  City  UT                                   84116
(Address of principal executive offices)                              (Zip Code)

Registrant's  telephone  number,  including  area  code:         (801)  393-4268

Securities  registered  pursuant  to  Section  12(b)  of  the  Act:

                                    4,832,500
                      (Class-A Common Voting Equity Stock)

Yes  [X]   No  [ ]  (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 (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.)

[]  (Indicate by check mark whether if disclosure of delinquent filers (229.405)
is  not  and will not to the best of Registrant's knowledge be contained herein,
in  definitive  proxy or information statements incorporated herein by reference
or  any  amendment  hereto.)

As  of  December  31,  2001,

the number of shares outstanding of the Registrant's Common Stock was 4,832,500.

the  aggregate  number  of  shares  held  by  non-affiliates  was  approximately
1,072,500  shares.

                                               Exhibit Index is found on page 12

                                        1
<PAGE>

Introduction                                                                   3

PART  I                                                                        3

Item  1.  Description  of  Business                                            3
      (a)  Business  Development                                               3
      (b)  Business  of  the  Issuer                                           3

Item  2.  Description  of  Property                                            5

Item  3.  Legal  Proceedings                                                   5

Item  4.  Submission  of  Matters  to  a  Vote  of  Security  Holders          5

PART  II                                                                       6

Item  5.  Market  for  Common  Equity  and  Stockholder  Matters               6
      (a)  Market  Information                                                 6
      (b)  Holders                                                             6
      (c)  Dividends                                                           6
      (d)  Sales  of  Unregistered  Common  Stock  2001                        6

Item  6.  Management's  Discussion  and  Analysis  or Plan of Operation        6
      (a)  Plan  of  Operation                                                 6
      (b)  Cash Requirements and of Need for additional funds, twelve months   7
      (c)  Discussion and Analysis of Financial Condition and Results of
           Operations                                                          7
      (d)  Future  Prospects                                                   9

Item  7.  Financial  Statements                                                9

Item  8.  Changes  In  and  Disagreements  With  Accountants
          on  Accounting  and  Financial  Disclosure                          10

PART  III                                                                     10

Item  9.  Directors and Executive Officers, Promoters and Control Persons     10

Item  10.  Executive  Compensation                                            10

Item  11.  Security Ownership of Certain Beneficial Owners and Management     11
      (c)  Changes  in  Control                                               11

Item  12.  Certain  Relationships  and  Related  Transactions                 12

Item  13.  Exhibits, Financial Statement Schedules, and Reports on Form 8-K   12
      (a)  Financial  Statements                                              12
      (b)  Form  8-K  Reports                                                 12
      (c)  Exhibits                                                           12

                                        2
<PAGE>

                                  INTRODUCTION


                                     PART I


                        ITEM 1.  DESCRIPTION OF BUSINESS.


 (A)  BUSINESS  DEVELOPMENT.

      (1)  FORM AND YEAR OF ORGANIZATION. Our Corporation, NetAir.com, Inc., was
duly  incorporated in Nevada on April 21, 1999, with the intention of initiating
an  aircraft  appraisal  and  wholesaling  business,  as  described  below.  Our
financial statements reflect an inception date of April 14, 1999, for the reason
that  we  began  our  activities  before  the  formal  filing of our Articles of
Incorporation  by  the  Secretary  of  State  of  Nevada.

      (2)  ISSUANCE  OF  COMMON  STOCK. We have 4,832,500 shares of common stock
(of  par  value  $0.001)  issued  and outstanding. On or about April 22, 1999 we
authorized the issuance of 3,822,500 founders shares pursuant to Section 4(2) of
the  Securities  Act  of  1933 to our five founders for organizational services,
valued  at  $3,832.50.  The  shares  were  issued  at  par  value.

     On  April  14,  1999,  before  the  actual  filing  of  our  articles  of
incorporation,  we  prepared  an  offering  circular  for a maximum of 1,250,000
shares at $0.10 per share, with a minimum of 1,000,000 shares. During the period
from  April  22 to June 9, 1999, we placed 1,000,000 shares of our common stock,
at  $0.10  per share, also pursuant to Section 4(2) of the 1933 Act, to thirteen
highly  sophisticated  investors, with pre-existing relationships to management,
and  without  any public solicitation or advertising. No offers were extended to
persons  who  did  not  invest.  This placement produced $100,000.00 without any
underwriting  or  other  commissions.

     On  June  1,  2000,  we  authorized  the  issuance of 10,000 new investment
shares, 5,000 each to each of our two Officers/Directors, for services valued at
$1,000,  calculated  at  $0.10  per  share.


 (B)  BUSINESS  OF  THE  ISSUER.  We  intend  to  specialize  in  two areas; the
appraisal of aircraft and the wholesaling of aircraft to retail aircraft dealers
and/or aircraft brokers. We intend to achieve success for our appraisal services
by  utilizing an aggressive marketing campaign aimed principally at the banking,
insurance  and  financial community. We intend to achieve success in wholesaling
by  purchasing and inventorying quality aircraft and then aggressively marketing
them to dealers and brokers worldwide. In addition to appraising and wholesaling
we  intend  to offer a variety of aviation consulting services including but not
limited  to:

        o Equipment  matching,  route  and stage length planning for Part 91 and
125  operators,  (corporate  aviation  departments  and  small  Air  Carriers),

        o Development  of  Maintenance  Programs  for Part 91 and 125 operators.

        o Recruitment,  selection and initial and ongoing training of flight and
maintenance  department  personnel.

     AIRCRAFT  APPRAISAL.  The  total  market  for  aircraft appraisals includes
lending  institutions,  court  systems, corporations, insurance companies, fixed
base  operations, aircraft dealers, government agencies, and individual aircraft
buyers and sellers. We will solicit appraisal business in all of these areas but
anticipate  that  we  will  experience  maximum  success  within  the  financial
community.

                                        3
<PAGE>

     Recently the Federal Deposit Insurance Corporation (FDIC) mandated that all
insured  banks  with  collateralized  loans  in  excess  of  $20,000 must have a
bonafide appraisal of such collateral. The Federal Aviation Administration (FAA)
reports  that 101,342 aircraft collateral liens were filed in Oklahoma City (the
home  of  the  FAA  and the site of all U. S. aircraft registrations) during the
past  year. A large percentage of these liens were filed by banks, and under the
new  rules  almost  all  of  those  will  require  an  appraisal.

     Our  Secretary,  Robert  C.  Waddell,  is  a  Certified  Aircraft Appraiser
certified  by  the  National  Aircraft  Appraisers  Association (NAAA). Aircraft
Appraisal is the fastest growing segment of the aviation industry today, and the
only organized and recognized "agency" of appraisers and appraisals is the NAAA.
NAAA  certified  appraisers,  of which there are only approximately 190, are the
only  appraisers  recognized by the Resolution Trust Corporation and the FDIC to
perform  appraisals  on  assets  in  their  portfolios.

     We intend to aggressively market our appraisal services and anticipate that
this  portion  of  our  proposed  business  will experience rapid growth. As our
volume  of appraisal requests may dictate, we will contract with additional NAAA
certified  appraisers  to  perform the appraisals we are called upon to provide.

     AIRCRAFT  WHOLESALING.  The  traditional  "airplane dealer" who, during the
past  four  decades,  sold  new  Beechcraft,  Piper  or  Cessna aircraft and who
maintained  an inventory of used aircraft is now practically nonexistent. Due to
rising  manufacturing  costs,  increasing government regulation and skyrocketing
product liability insurance costs, approximately 90% of the small and mid-sized,
high  performance  single and twin engine aircraft are no longer being produced.

     A  new  Bonanza  purchased  today carries a price tag over $400,000. Cessna
Aircraft Company, which for more than a decade has not produced any small single
engine  aircraft,  is  now  beginning to manufacture the Cessna 172, the world's
most  popular  single engine aircraft, but it is expected to be priced at around
$120,000 depending on how it is equipped. However, a good used 172 trades in the
$35,000  to  $50,000 range. This is resulting in an ever increasing appreciation
of  aircraft  values.  Not  all  airplanes necessarily, but good, low time, well
maintained  airplanes  are  enjoying  about a 3% to 5% annual appreciation rate.

     There  are  approximately  25  professional aircraft brokers (those selling
more than 100 aircraft per year) in the United States and there are thousands of
smaller,  occasional  brokers.  There  are  very few aircraft dealers, those who
purchase  aircraft  for  inventory and resell from their own stock.  Commissions
for  brokers  on  aircraft  sales are negotiable but the average commission on a
large  jet  is  about 3%, while the sale of a small single engine aircraft might
net  the  broker  10% of the sales price.  Profit margins for aircraft purchased
for  inventory  and  then  re-sold  will vary greatly depending upon acquisition
costs,  but  in  almost  all  cases  will  be higher than the commissions earned
through  brokerage  transactions.

     The  prevailing  purchasing  technique  used  by  most  dealers and brokers
primarily  involves direct mail to airplane owners on a random basis, along with
advertising  dollars  spent  in  the  many  trade  publications  "begging"  for
inventory.  Competition  for  that  inventory  is  very  fierce, and sellers are
becoming most aware of the true values of their airplanes and in the majority of
the cases the broker is not offering to buy the aircraft but only to list it for
sale  or  to  match  it with a customer from his "want list". Profit margins are
becoming slimmer and slimmer with these techniques, and fewer owners are selling
just  for  the  sake  of  selling.

     Every  dealer,  broker  or  individual  has  the  ability to electronically
determine  the  ownership of any aircraft in seconds and then go directly to its
owner.  The best and most direct method for a broker to avoid having a buyer "go
around" him to a seller is to cease being a broker and become an owner. In order

                                        4
<PAGE>

to  operate  optimally in this area, we must have financing in place to purchase
and  become  the  owner  of  such  aircraft  we  intend  to  resell.  Please see
Management's  Discussion  and Analysis, Item 6 of Part II, for more information,
about  financing  and  other  topics.


      (1)  ESTIMATE  OF AMOUNT SPENT ON RESEARCH AND DEVELOPMENT IN EACH OF LAST
TWO  YEARS.  None.

      (2)  COSTS  AND  EFFECTS  OF  COMPLIANCE  WITH  ENVIRONMENTAL  LAWS.  Not
Applicable.

      (3)  NUMBER  OF  TOTAL  EMPLOYEES  AND  FULL-TIME  EMPLOYEES.  We have two
officers  and  directors  and  no  employees  at  the  present  time.

      (4)  YEAR 2000/2001 COMPLIANCE, EFFECT ON CUSTOMERS AND SUPPLIERS. We have
encountered  no  Year  2000/2001  problems  or  issues.


                        ITEM 2.  DESCRIPTION OF PROPERTY.

     We  have  no property and contract for the non-exclusive use of offices and
telephone  services.

                           ITEM 3.  LEGAL PROCEEDINGS.

     There  are  no  legal  proceedings  pending, threatened or suspected, by or
against  our  Corporation,  as  of  the  preparation  of  this  Report.


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

     None.

                                     PART II


           ITEM 5.  MARKET FOR COMMON EQUITY AND STOCKHOLDER MATTERS.


 (A)  MARKET INFORMATION. Our common stock is now listed on the OTCBB, after the
period  covered  by this Report. No securities of this Registrant have traded in
brokerage transactions during the periods covered by this report. To the best of
our  knowledge  and  belief,  there  has  been no trading at any time of our the
common  stock,  as  of  the  preparation  and  filing  of  this  Report.

 (B)  HOLDERS.  There  are  presently  41  shareholders  of  our  common  stock.

 (C)  DIVIDENDS.  No  cash dividends have been paid by the Company on its Common
Stock  or  other  Stock  and  no  such payment is anticipated in the foreseeable
future.  We  have  not  paid  any cash dividends on our Common Stock, and do not
anticipate  paying  cash  dividends  on  its  Common  Stock in the next year. We
anticipate  that any income generated in the foreseeable future will be retained
for  the  development  and  expansion of our business. Future dividend policy is
subject  to  the  discretion  of  the  Board of Directors and will depend upon a
number  of  factors,  including  future  earnings,  debt  service,  capital
requirements,  business  conditions,  the financial condition of the Company and
other  factors  that  the  Board  of  Directors  may  deem  relevant.

 (D)  SALES  OF  UNREGISTERED  COMMON  STOCK  2001.  None.

                                        5
<PAGE>

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


 (A)  PLAN  OF  OPERATION. Every dealer, broker or individual has the ability to
electronically  determine  the  ownership of any aircraft in seconds and then go
directly  to  its  owner.  The best and most direct method for a broker to avoid
having a buyer "go around" him to a seller is to cease being a broker and become
an  owner.  The  key  to  success for the Company's proposed program lies in its
ownership  of,  and  therefore  control  of,  its inventory which eliminates the
potential  problem of being circumvented and creates the opportunity for greater
profits.  The  key  to  achieving  that  ownership/control  lies in securing the
availability  of  Floor  Plan  Funds.

     ESCROW  AND  TITLE  SERVICE.  AIC Title Service, Oklahoma City, Oklahoma, a
bonded  aircraft title company and a division of "Aircraft Dealers Network" will
act  as  an escrow (trust) agent in all of the Company's transactions. As escrow
agent  it  will  act as a third party for the protection of the seller or buyer,
for  the  Company,  and  especially for the purpose of insuring the unencumbered
clarity  of  title  to  the aircraft and the security of the Floor Plan lender's
funds. AIC will receive documentation from both the Company and the buyer/seller
accompanied  by  instructions  detailing for them the condition under which they
are  to  act. The seller, which would be the Company when the Company is selling
and  would  be the Company's client when the Company is buying, would forward to
AIC  a  bill  of sale with instructions outlining the conditions under which the
document  was  to  be  released to the buyer and to which bank and which account
funds  were  to  be  wired. A buyer, either the Company or the Company's client,
dependent  upon who is buying, would wire transfer funds to AIC's escrow account
along  with  written  instructions,  usually  by  facsimile.  Instructions to be
provided  to  AIC  by the Company, whether it is in the position of purchaser or
seller,  will require signatures from authorized representatives of the Company.
Management  intends  to  obtain  and  maintain  an inventory in the seven to ten
million  dollar  range  and  feels  that  the  Company will be able to turn that
inventory  three  to  four  times  per year at an average gross profit of six to
eight  percent.

 (B)  CASH  REQUIREMENTS  AND  OF  NEED FOR ADDITIONAL FUNDS, TWELVE MONTHS. Our
funding  requirements  fall  into  two  categories:  basic  working  capital and
financing  resources  for  purchasing  aircraft for resale. We have only nominal
working  capital  available.  We  an immediate need for additional funding, from
sources  outside  of  our  circle of shareholders during the next twelve months.
The  expenses  of our audit, legal and professional requirements, have been paid
by  us  from  our  cash, or advanced by our shareholders. Future requirements of
this  nature  will  most  likely  require  advances  by  our  management  and
shareholders.

     We  had obtained a financing commitment from Colon Finance, Ltd. which will
give  us  the  ability  to purchase aircraft at costs substantially below normal
wholesale  values. These purchases could be accomplished only if we are prepared
to  pay  cash  immediately upon inspection, appraisal and acceptance of an offer
for  a  subject  aircraft.  For  this  reason  such  a  financing arrangement is
necessary.  The  funding  commitment  of  Colon Finance (previously reported) is
considered  stale  and in need of re-negotiation, based on conditions which have
not yet become stable and reliable. We have been limited in our ability to raise
funds  and  launch operations before our common stock could be quoted on the NQB
Pink  Sheets  or the OTCBB. This has now occurred. Market conditions of the past
six  months have been prohibitive of capital formation of start-up ventures. The
Company has had to delay our launch of operations. During August, then September
and  October,  not only market conditions, but the entire world-wide environment
for  start-up ventures has been drained of potential liquidity to such a degree,
that  all  efforts  have  been  suspended  during  the  last  six  months.

     Accordingly, a mature analysis of the issuer's situation has led management
to  the  conclusions,  that  it  must  start fresh at the start of year 2002, to
re-secure  financing,  and  take  meaningful  steps  to  establish our business.

                                        6
<PAGE>

Business  development  has  been  on  hold through the second half of year 2001.

     We  contract  the  non-exclusive  use  of office, telecommunication and for
incidental  supplies  of stationary. These costs and related services are billed
to  us on a time-fee basis and are included in our reported expenses. We believe
that  these  billings  accurately  reflect the cost of doing business during the
periods  reported.

     We  do not anticipate any contingency upon which we would voluntarily cease
filing  reports  with the SEC, even though we may cease to be required to do so.
It  is  in our compelling interest to report our affairs quarterly, annually and
currently,  as  the  case  may  be,  generally  to  provide  accessible  public
information  to  interested  parties,  and  also  specifically  to  maintain our
qualification  for  the  OTCBB.

      (1)  SUMMARY  OF  PRODUCT  RESEARCH  AND  DEVELOPMENT.  None.

      (2)  EXPECTED  PURCHASE  OR SALE OF PLANT AND SIGNIFICANT EQUIPMENT. None.

      (3)  EXPECTED  SIGNIFICANT  CHANGE  IN  THE  NUMBER  OF  EMPLOYEES.  None.


 (C)  DISCUSSION  AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS.

      (1)  FINANCIAL  CONDITION.  Our  condition as of December 31, 2001, is not
greatly  changed  since  our  last  fiscal  year  end,  December  31,  2000.

     As  of  December  31,  2001,  2000,  1999,  we  had accumulated deficits of
$160,746,  $101,476,  and  $77,585,  since  our inception on April 14, 1999. Our
first  fiscal  year  was less than a full twelve months. We express our accounts
payable  distinguishing  third  part  accounts,  and payables to related parties
(Note  4).

     Our  balance  sheet, selective information, is presented for the past three
fiscal  years:


Balance Sheet:                     December 31    December 31    December 31
Selected Information. . . . .         2001           2000           1999
----------------------------------------------------------------------------
Cash and Equivalents. . . . .        1,982   $      3,782   $      7,800
Prepaid Expenses. . . . . . .            0              0         18,438
                             --------------------------------------------
Current Assets. . . . . . . .        1,982          3,782         26,238
                             --------------------------------------------
Total Assets. . . . . . . . .        1,982          3,782         26,238
                             ============================================
Accounts Payable. . . . . . .          400              0              0
Accounts Payable (Note 4) . .       57,505            435              0
                             --------------------------------------------
Total Liabilities . . . . . .       57,905            435              -
                             --------------------------------------------
Common Stock. . . . . . . . .        4,833          4,233          4,823
Paid-in Capital . . . . . . .       99,990         99,900         99,000
Accumulated Deficit . . . . .     (160,746)      (101,476)       (77,585)
                             --------------------------------------------
Total Equity. . . . . . . . .      (55,923)         3,347         26,238
                             --------------------------------------------
Total Liabilities and Equity.        1,982          3,782         26,238
                             ============================================


     (Note 4) During 2000, our former shareholder, Intrepid International, Ltd.,
incurred  expenses  on behalf of our corporation. The amount was $435 at the end
of  2000.  During 2001, additional expenses were so incurred. As of December 31,

                                        7
<PAGE>

2001,  this  related  party  account  increased  to  $57,505.

     Our financial statements include two material notes worthy of mentioning at
this  place:

     (Note  2-Going  Concern)  The  accompanying  financial statements have been
prepared assuming that the Company will continue as a going concern. The Company
is  dependent  upon  raising  capital  to  continue  operations.  The  financial
statements  do not include any adjustments that might result from the outcome of
this  uncertainty.  It  is management's plan to raise capital in order to define
their  business  operations,  thus  creating  necessary  operating  revenues.

     (Note  3-Development  Stage  Company)  The  Company  is a development stage
company  as  defined  in Financial Accounting Standards Board Statement 7. It is
concentrating substantially all of its efforts in raising capital and developing
its  business  operations  in  order  to  generate  operating  revenues.


      (2)  OPERATIONS AND RESULTS FOR THE PAST TWO FISCAL YEARS.  We enjoyed our
first  revenues in the third quarter of 2000. These were non-recurring revenues.
Our  legal  and professional expenses were greater in 1999, due to organization,
and  registration  of  our  common  stock  pursuant to section 12(g) of the 1934
Exchange  Act.  Our  legal and professional expenses rose again in year 2001, in
connection  with  our  attempts,  finally  successful, to achieve listing of our
common  stock  of  for  quotation  on  the  OTCBB.

<TABLE>
<CAPTION>
                                                                            Inception
                                                             April 14,      April 14,
                              For the Year  For the Year       1999           1999
                                 ended          ended           to             to
                              December 31    December 31    December 31    December 31
                                 2001           2000           1999          2001
--------------------------------------------------------------------------------------
<S>                          <C>            <C>            <C>            <C>
 Operations
 Selected Information
Revenues: . . . . . . . . .             0   $      2,000   $          -   $   2,000
                             -------------  -------------  -------------  ----------
 Total Revenues . . . . . .             0          2,000              0       2,000
------------------------------------------------------------------------------------
General and Administrative.       (59,270)       (25,891)       (77,585)   (162,476)
                             -------------  -------------  -------------  ----------
 Total Expenses . . . . . .       (59,270)       (25,891)       (77,585)   (162,476)
------------------------------------------------------------------------------------
Net (Loss). . . . . . . . .       (59,270)       (23,891)       (77,585)   (160,476)
====================================================================================
</TABLE>



 (D)  FUTURE  PROSPECTS. There can be no assurance that we will be successful in
raising  capital  through  private  placements  or  otherwise.  Even  if  we are
successful  in  raising  capital  through the sources specified, there can be no
assurances  that  any such financing would be available in a timely manner or on
terms acceptable to us and our current shareholders. Additional equity financing
could  be  dilutive  to  our  then existing shareholders, and any debt financing
could  involve  restrictive  covenants  with  respect  to future capital raising
activities  and  other  financial  and  operational  matters.  There  can  be no
assurance  that  business  conditions  will  improve  during any period in 2002,
sufficiently  for  us  to  achieve  substantial progress on our road to intended
profitability.


                         ITEM 7.  FINANCIAL STATEMENTS.

     The  Audit  Committee  of this Corporation for this fiscal year consists of
our  Board of Directors. Management is responsible for our internal controls and
the  financial  reporting  process. Our independent auditors are responsible for
performing  an  independent audit of our financial statements in accordance with
generally accepted accounting standards and to issue a report thereon. It is the
responsibility of our Board of Directors to monitor and oversee these processes.

                                        8
<PAGE>

In  this  context the Committee has met and held discussions with management and
the  independent  accountants.  Management recommended to the Committee that our
financial  statements  were  prepared  in  accordance  with  generally  accepted
accounting  principles,  and  the  Committee  has  reviewed  and  discussed  the
financial  statements  with Management and such independent accountants, matters
required  to  be  discussed  by  Statement  on  Auditing  Standards  No.  61
(Communication with Audit Committees). Our independent accountants also provided
to the Committee the written disclosures required by Independence Board Standard
No.  1  (Independence  Discussions  with  Audit  Committees),  and the Committee
discussed  with  the  independent  accountants  that  firm's  independence.

     Based  upon  the Committee's discussions, and review, of the foregoing, the
Committee recommended that our audited financial statements in our Annual Report
on  Form  10-KSB for the year ended December 31, 2001 be included and filed with
the  Securities  and  Exchange  Commission.

     AUDITED  FINANCIAL  STATEMENTS for the years ended December 31, 2001, 2000,
and  from  inception,  April  14,  1999,  are attached as FA-01. These financial
statements  attached  hereto  and filed herewith are incorporated herein by this
reference  as  though fully set forth herein. Our Balance Sheet and Statement of
Operations have been reproduced (selective information) in the preceding Item 6.
References  to  1999  figures  are  drawn  from  our  previous Annual Report for
December  31,  2000.


             ITEM 8.  CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS
                     ON ACCOUNTING AND FINANCIAL DISCLOSURE.

     None.

                                    PART III


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

     The  following persons are the Directors of Registrant, having taken office
from  the  inception  of  the  issuer,  to serve until their successors might be
elected  or appointed. The time of the next meeting of shareholders has not been
determined  and  is  not  likely  to  take  place  before  the  commencement  of
significant  operations.

     Mr.  Chandler, age 36, our President, was born and raised in Northern Utah,
where  he  received a Bachelor of Science Degree from Weber State University, in
finance  and  business  administrations.  He  also  attended  DeVry Institute of
Technology  in  Phoenix  Arizona,  where  he  studied  computer  information and
accounting  systems.  He serves as Director of Research & Finance, for Corporate
Relations & Management, Inc., from August 1999 and presently. From February 1997
until  August  1999,  he  served as financial markets liaison to Jordan Richards
Associates.  From  October  1994  until  October  1996,  he  was  an  investment
consultant to Everen Securities. From January 1, 1994 to October 1994, he was an
agent for New York Life Insurance Company. From August 1993 to December 1993, he
was  a sales and leasing representative for Freeway Oldsmobile, Cadillac, Mazda.
Mr.  Chandler  is a Board Member of the Foster Care Citizens Board, appointed in
1995,  and involved in its community service activities. Mr. Chandler has served
on  the  Board  of  Directors  of  the  following companies: Ecklan Corporation,
Snohomish  Equity  Corporation,  and  Last  Company  Clothing, Inc. He currently
serves  Highway One-O-Web, Inc. in addition to serving on the Board of Directors
for  this  Issuer.

     Mr.  Waddell,  age  55, our secretary-treasurer, brings to this Corporation
over three decades of hands-on experience in upper management in the business of
aviation  marketing,  operations  and  service. He routinely serves as an expert
witness  and  consultant  on  aviation  affairs. From 1990 to the present he has
served  as  CEO  and  General  Manager  of Waddell Aviation, a business aviation
specialist  concentrating on aircraft marketing and brokerage services, aircraft

                                        9
<PAGE>

appraisals  and  aircraft  charter. From 1975 through 1990, he was president and
CEO  of  Aviation  Concepts,  Inc.,  involved in charter, brokerage, consulting,
aircraft  sales,  contract  flight  management  and  appraisal services. He is a
Certified  Appraiser  by the National Aircraft Appraisers Association, and other
air  transport  and  business  aircraft  associations.


                        ITEM 10.  EXECUTIVE COMPENSATION.

     There  is  no  present  program  of  executive compensation, and no plan or
compensation  is  expected  to  be  adopted or authorized at any time before the
commencement  of  significant  operations.  On  June  1, 2000, we authorized the
issuance  of  10,000  new  investment  shares,  5,000  each  to  each of our two
Officers/Directors, for services during our development stage, valued at $1,000,
calculated at $0.10 per share. Our principal consultant provides us with most of
our  management  support  services  and bills us on a time/fee basis. We believe
that  the  true cost of doing business is adequately reflected in those billings
included  in  our  financial  statements.


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


 (A)  SECURITY  OWNERSHIP  OF  CERTAIN  BENEFICIAL  OWNERS.  To  the  best  of
Registrant's  knowledge  and  belief the following disclosure presents the total
security ownership of all persons, entities and groups, known to or discoverable
by Registrant, to be the beneficial owner or owners of more than five percent of
any  voting  class  of Registrant's stock. More than one person, entity or group
could  be  beneficially  interested in the same securities, so that the total of
all  percentages  may  accordingly  exceed  one  hundred  percent of some or any
classes.  Please  refer  to  explanatory  notes  if  any,  for  clarification or
additional  information.  The  Registrant  has  only  one class of stock; namely
Common  Stock.

 (B)  SECURITY  OWNERSHIP  OF  MANAGEMENT. To the best of Registrant's knowledge
and  belief  the  following  disclosure  presents  the total beneficial security
ownership  of  all  Directors and Nominees, naming them, and by all Officers and
Directors  as  a  group,  without  naming  them,  of  Registrant,  known  to  or
discoverable  by  Registrant.  More  than  one  person, entity or group could be
beneficially  interested  in  the  same  securities,  so  that  the total of all
percentages  may  accordingly exceed one hundred percent of some or any classes.
Please  refer  to  explanatory  notes  if  any,  for clarification or additional
information.


                 The Remainder of Page Intentionally Left Blank

                                       10
<PAGE>

                                    TABLE A/B
                                  COMMON STOCK
                 OFFICERS AND DIRECTORS AND OWNERS OF 5% OR MORE

--------------------------------------------------------------------------
 Name and Address of Beneficial Owner                    # Shares      %
--------------------------------------------------------------------------
Pete Chandler . . . . . . . . . . . . . . . . . . . .      5,000     0.10
430 4th Street
Ogden UT 84404
--------------------------------------------------------------------------
Robert Waddell. . . . . . . . . . . . . . . . . . . .  3,755,000    77.70
1934 Man O' War Ct.
Richmond TX 77469
--------------------------------------------------------------------------
All Officers and Directors as a Group . . . . . . . .  3,760,000    77.81
--------------------------------------------------------------------------
Carol Jean Gehlke, Trustee. . . . . . . . . . . . . .    250,000     5.17
Carol Jean Gehlke Living Trust, dtd 2/11/93
210 Lille Lane #317
Newport Beach CA 92663-2694
--------------------------------------------------------------------------
Thomas Felber, Trustee. . . . . . . . . . . . . . . .    250,000     5.17
Felber Marketing Inc. Profit Sharing Plan dtd 8/15/94
1950 Oak Hills Drive
Colorado Springs CO 80919
Reference Only:
--------------------------------------------------------------------------
Total Shares Issued and Outstanding . . . . . . . . .  4,832,500   100.00
--------------------------------------------------------------------------


 (C)  CHANGES  IN  CONTROL.  There  are  no  arrangements  known  to Registrant,
including any pledge by any persons, of securities of Registrant, which may at a
subsequent  date  result  in  a  change  of  control  of  the  Issuer.


            ITEM 12.  CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS.

     Our  previous  principal  shareholder,  Intrepid  International, Ltd. was a
provider of corporate services to us and bills us regularly on a time-fee basis.
The  3,750,000 shares originally issued and pledged to Intrepid were for control
during  development only. Intrepid disclaimed beneficial ownership. These shares
have  been  transferred to our officer Robert Waddell, on February 22, 2001. The
relationship  with  intrepid  ceased  on  August 31, 2001. Fees and costs due to
Intrepid  were  billed  on a time-fee basis, periodically, for services rendered
and  detailed  in its billings. The services obtained from Intrepid were, in the
opinion of management, obtained on terms no less favorable to us than could have
been  obtained  commercially  from  other  firms  or  persons.


   ITEM 13.  EXHIBITS, FINANCIAL STATEMENT SCHEDULES, AND REPORTS ON FORM 8-K.


 (A)  FINANCIAL  STATEMENTS.  Audited  Financial  Statements for the years ended
December 31, 2001, 2000 and from inception April 14, 1999. Please see Attachment
FA-01  following.

 (B)  FORM  8-K  REPORTS.  None.

 (C)  EXHIBITS.  Please  see  the  Exhibit  Index  on  the  following  page.

                                       11
<PAGE>

--------------------------------------------------------------------------------
 Exhibit                                                                Page
   #            Table  Category  /  Description  of  Exhibit           Number
--------------------------------------------------------------------------------
*               Articles  of  Incorporation
**              By-Laws
--------------------------------------------------------------------------------
FA-01     Audited Financial Statements for the years ended
          December 31, 2001, 2000, and from inception April 14, 1999.     13
--------------------------------------------------------------------------------

*  (Incorporated by reference as filed as Exhibit 3.1 on Form 10KSB for the year
ending  December  31,  2000)

** (Incorporated by reference as filed as Exhibit 3.2 on Form 10KSB for the year
ending  December  31,  2000)



                                   SIGNATURES


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

                                NETAIR.COM, INC.
Dated:  March 21, 2002
                                       by


/s/Pete Chandler                             /s/Robert Waddell
   Pete  Chandler                               Robert  Waddell
   president/director                           secretary/director

                                       12
<PAGE>

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

                                      FA-01

                          AUDITED FINANCIAL STATEMENTS
                                        OF
                                 NETAIR.COM, INC

                  FOR THE YEARS ENDED DECEMBER 31, 2001, 2000,
                               AND FROM INCEPTION.

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

                                       13
<PAGE>

                                NETAIR.COM, INC.

                          (A Development Stage Company)

                              Financial Statements

                           December 31, 2001 and 2000

                                       14
<PAGE>

                                    CONTENTS

Independent  Auditor's  Report                      16

Balance  Sheet                                      17

Statements  of  Operations                          18

Statements  of  Stockholders'  Equity               19

Statements  of  Cash  Flows                         20

Notes  to  the  Financial  Statements               21

                                       15
<PAGE>

                          Independent Auditors' Report

To  the  Board  of  Directors
and  Stockholders  of
NetAir.Com,  Inc.

We  have  audited  the  accompanying  balance  sheets  of  NetAir.Com,  Inc.  (a
development  stage  company)  (a Nevada corporation) as of December 31, 2001 and
2000  and  the  related  statements of operations, stockholders' equity and cash
flows for the years ended December 31, 2001 and 2000 and from inception on April
14,  1999  through  December  31,  2001.  These  financial  statements  are  the
responsibility of the Company's management.  Our responsibility is to express an
opinion  on  these  financial  statements  based  on  our  audits.

We  conducted  our  audits  in  accordance  with  generally  accepted  auditing
standards. 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 NetAir.Com, Inc. as of December
31, 2001 and 2000 and the results of its operations and cash flows for the years
ended  December  31,  2001 and 2000 and from inception on April 14, 1999 through
December  31, 2001 in conformity with generally accepted accounting principles.

The  accompanying  financial  statements  have  been  prepared assuming that the
Company  will  continue  as  a  going  concern.  As  discussed  in Note 2 to the
financial  statements, the Company has little operating capital, no revenues and
is  dependent  on  financing  to  continue  operations.  These  factors  raise
substantial  doubt  about  its  ability  to  continue  as  a  going  concern.
Management's plans in regard to these matters are also described in Note 2.  The
financial  statements  do not include any adjustments that might result from the
outcome  of  this  uncertainty.

/s/Chisholm  &  Associates
Chisholm  &  Associates
Salt  Lake  City,  Utah
March  6,  2002

                                       16
<PAGE>

                                NETAIR.COM, INC.
                          (A Development Stage Company)
                                  Balance Sheet


                                                     December  31,
                                                2001                   2000

                          ASSETS


Current  Assets
    Cash                                   $     1,982          $     3,782

      Total  Current  Assets                     1,982                3,782

        Total  Assets                      $     1,982          $     3,782
                                           ================================

          LIABILITIES  &  STOCKHOLDERS'  EQUITY


Current  Liabilities
    Accounts  Payable                      $    47,734                    -
    Accounts Payable-related party (Note 4)     10,171          $       435

        Total  Liabilities                      57,905                  435

   Stockholders'  Equity

Common stock, par value $.001; 100,000,000
shares authorized, 4,832,500 and 4,832,500
shares issued and outstanding, respectively     4,833                4,833
   Additional  paid-in  capital                99,990               99,990
   Deficit accumulated during
   the development stage                     (160,746)            (101,476)

        Total  Stockholders'  Equity          (55.923)               3,347

       Total Liabilities and
       Stockholders' Equity               $     1,982          $     3,782
                                          ================================

    The accompanying notes are an integral part of these Financial Statements

                                       17
<PAGE>

                                NETAIR.COM, INC.
                          (A Development Stage Company)
                            Statements of Operations


                                                                         From
                                                                      Inception
                                              For  the               (April 14,
                                            Year  Ended               1999)  to
                                            December  31,           December 31,
                                       2001               2000          2001

Revenue                          $          -     $       2,000     $     2,000


General and administrative expense     59,270            25,891         162,746


Net  income  (loss)              $    (59,270)    $     (23,891)     $ (160,746)
                                  ==============================================

Net  income  (loss)  per share   $       (.01)    $        (.01)     $     (.03)
                                  ==============================================

Weighted average
outstanding shares                  4,832,500         4,829,500       4,777,000
                                  ==============================================

    The accompanying notes are an integral part of these Financial Statements

                                       18
<PAGE>

                                NETAIR.COM, INC.
                          (A Development Stage Company)
                       Statements of Stockholders' Equity
                    For the Period April 14, 1999 (Inception)
                            through December 31, 2001
<TABLE>
<CAPTION>
                                                                                                      Deficit
                                                                                                    Accumulated
                                                                                    Additional      During  the
                                                      Common  Stock                   paid-in       Development
                                                 Shares             Amount            capital          Stage
<S>                                         <C>             <C>               <C>              <C>

Balance at inception April 14, 1999                      -      $            -    $           -    $           -

Shares issued for services during 1999           3,822,500               3,823                -                -

Shares  issued  for  cash  during  1999          1,000,000               1,000           99,000                -

Net  Loss for the period
ended December 31, 1999                                  -                   -                -          (77,585)


Balance December 31, 1999                        4,822,500      $        4,823    $      99,000    $     (77,585)

Shares  issued  for  services  during  2000         10,000                  10              990                -

Net Loss for the year ended December 31, 2000            -                   -                -          (23,891)

Balance  December 31, 2000                       4,832,500               4,833           99,990         (101,476)

Net Loss for the year ended December 31, 2001            -                   -                -          (59,270)

Balance  December  31,  2001                     4,832,500     $         4,833   $       99,990    $    (160,746)
                                              ===================================================================
</TABLE>

    The accompanying notes are an integral part of these Financial Statements

                                       19
<PAGE>

                                NETAIR.COM, INC.
                          (A Development Stage Company)
                            Statements of Cash Flows
                              For the Period Ended
<TABLE>
<CAPTION>
                                                                                   From
                                                                                 Inception
                                                     For  the                  (April  14,
                                                   Year  Ended                  1999)  to
                                                   December  31,              December  31,
                                              2001               2000              2001
<S>                                   <C>               <C>               <C>

Cash  Flow  Used  By  Operations:
Net  Loss                                 $     (59,270)    $     (23,891)     $    (160,746)
Adjustment  to  reconcile  net  loss  to
net  cash  used  by  operations:
Stock  issued  for  services                          -             1,000              4,823
     Changes  in  assets  &  liabilities:
          Prepaid  Expenses                           -            18,438                  -
          Accounts  payable                      47,734                 -             47,734
          Accounts payable-related party          9,736               435             10,171

Net  Cash  Flows  Used  in
   Operating  Activities                         (1,800)           (4,018)           (98,018)


Cash  Flow  Used  For  Investing Activities           -                 -                  -

Cash  Flow  From  Financing  Activities
     Shares  issued  for  cash                        -                 -            100,000



Increase  (Decrease)  in  Cash                   (1,800)           (4,018)             1,982

Cash-Beginning  of  Period                        3,782             7,800                  -

Cash-End  of  Period                      $       1,982     $       3,782       $      1,982
                                          ===================================================


Supplemental  Cash  Flow  Information:

Cash  Paid  for:
     Interest                            $           -      $           -       $          -
     Taxes                               $           -      $           -       $          -
</TABLE>

Non-Cash  Financing  Activities

        The  Company issued 10,000 shares of common stock for services valued at
$1,000  during  2000.

    The accompanying notes are an integral part of these Financial Statements

                                       20
<PAGE>

                                NETAIR.COM, INC.
                          (A Development Stage Company)
                          Notes to Financial Statements
                                December 31, 2001

NOTE  1  -     SIGNIFICANT  ACCOUNTING  POLICIES

     a.  Organization

    NetAir.Com,  Inc.  ("the  Company")  was  incorporated under the laws of the
State of Nevada on April 14, 1999.  The Company intends to enter the business of
aircraft  appraisal  and  wholesaling of aircraft to retail dealers and aircraft
brokers  principally  via  the  internet.  The Company currently is defining its
business  plan  and  has  no  significant  operations

     b.  Accounting  Method

     The  Company  recognizes  income  and  expenses  on  the  accrual  basis of
accounting.

     c.  Earnings  (Loss)  Per  Share

     The  computation  of  earnings  per  share  of common stock is based on the
weighted  average  number  of  shares  outstanding  at the date of the financial
statements.

     d.  Cash  and  Cash  Equivalents

     The  Company  considers  all  highly  liquid investments with maturities of
three  months  or  less  to  be  cash  equivalents.

     e.  Provision  for  Income  Taxes

     No  provision  for income taxes has been recorded due to net operating loss
carryforwards totaling approximately $160,700 that will be offset against future
taxable  income.  These  NOL carryforwards begin to expire in the year 2015.  No
tax  benefit  has  been reported in the financial statements because the Company
believes  there  is a 50% or greater change the carryforward will expire unused.

     Deferred tax assets and the valuation account is as follows at December 31,
2001.

     Deferred  tax  asset:
        NOL  carrryforward                         $      54,600
     Valuation  allowance                                (54,600)
     Total                                         $           -
                                                   ==============

                                       21
<PAGE>

                                NETAIR.COM, INC.
                          (A Development Stage Company)
                          Notes to Financial Statements
                                December 31, 2001

NOTE  1  -  SIGNIFICANT  ACCOUNTING  POLICIES  (Continued)

     f.  Organization  Cost

       The  Company incurred $3,823 of organization costs in 1999.  These costs,
which  were  paid  by  shareholders  of the Company were exchanged for 3,822,500
shares of common stock.  These costs were expensed in 1999 and will be recovered
only  if  the  Company  is  able to generate positive cash flow from operations.

NOTE  2  -  GOING  CONCERN

  The  accompanying  financial  statements  have been prepared assuming that the
Company will continue as a going concern.  The Company is dependent upon raising
capital  to  continue  operations.  The  financial statements do not include any
adjustments  that  might  result  from  the  outcome of this uncertainty.  It is
management's plan to raise capital in order to define their business operations,
thus  creating  necessary  operating  revenue.

NOTE  3  -  DEVELOPMENT  STAGE  COMPANY

 The  Company  is a development stage company as defined in Financial Accounting
Standards  Board  Statement No. 7.  It is concentrating substantially all of its
efforts  in  raising  capital and developing its business operations in order to
generate  significant  revenues.

NOTE  4-  RELATED  PARTY

      During  2000,  Intrepid  International,  Ltd, a shareholder in the Company
incurred  expenses  on  be  half  of  the Company.  As of December 31, 2000, the
Company  had  a  related-party  payable  to  them  totaling  $435.

      During  2001,  Intrepid  incurred  additional  expenses  on  behalf of the
Company.  As  of  December  31, 2001, the Company had a related-party payable to
them  totaling  $10,171.

                                       22
<PAGE>