Form  10-KSB

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


Form  10-KSB


      [X]ANNUAL  REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT
      OF  1934
      For  the  fiscal  year  ended  12-31-2000


      [ ]TRANSITION  REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE
      ACT  OF  1934

      Commission  file  number  ________________________________



       PINNACLE  BUSINESS  MANAGEMENT,  INC.
      (Name  of  small  business  issuer  in  its  charter)


      NEVADA
      (State  or  other jurisdiction of incorporation or
      organization)

      91-1871963      (I.R.S. Employer Identification No.)



      2963  Gulf  to  Bay  Boulevard,  Suite  265
      Clearwater,  Florida  33759
      (727)  669-7781
      (Address  and  telephone  number  of  principal  executive  offices)


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

      500,000,000  shares  of  common  stock
       50,000,000  shares  of  preferred  stock

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


Check  if there is no disclosure of delinquent filers in response to Item 405 of
Regulation  S-B  is  not  contained  in  this  form,  and  no disclosure will be
contained,  to  the  best  of  registrant's  knowledge,  in  definitive proxy or
information statements incorporated by reference in Part III of this Form 10-KSB
or  any  amendment  to  this  Form  10-KSB.  [X]


State  issuer's  revenues  for  its  most  recent  fiscal  year.

$71,199


<PAGE>
_______________________

The  aggregate  market  value  of  the  voting and non-voting common equity held
by  non-affiliates computed by reference to the price at which the common equity
was  sold,  or  the  average  bid and asked price of such common equity, as of a
specified  date  within  the  past  60  days.

$8,840,880
__________________________________

The  aggregate  market  value  of  the  voting  and non-voting common equity was
calculated  on  the  basis  of  the  following  assumptions:  Total  number  of
outstanding  shares  of  common stock: 457,000,000; number of outstanding shares
held  by  affiliates:  162,304,000;  number  of  outstanding  shares  held  by
non-affiliates:  294,696,000. This number was multiplied by an estimated average
price  of  $0.03.

The  number  of  shares  outstanding  of  each of the issuer's classes of common
equity,  as  of  December  31,  2000:  457,000,000


Transitional  Small  Business  Disclosure  Format (Check one): Yes ____; No X___


PART  I

ITEM  1.  DESCRIPTION  OF  BUSINESS.


BUSINESS  DEVELOPMENT

(1)     Form  and  year  of  organization
        ---------------------------------

Pinnacle  Business  Management,  Inc.,  a  Nevada  corporation  chartered on May
7,  1997,  is  a  holding company with a subsidiary actively engaged in consumer
lending.  Pinnacle  offers  advance paycheck services and other retail financial
services  at  competitive  rates  in convenient locations. Pinnacle is currently
licensed  in  nine states, with applications for licensing pending in additional
twenty  states.

Originally,  Pinnacle  was  a  wholly  owned  subsidiary  of  300365  BC,  Ltd.
d/b/a  Peakers  Resources  Company  (the  "Predecessor").  The  Predecessor  was
incorporated  on  November 13, 1985 in the Province of British Columbia, Canada.
The  Predecessor  was  organized  to  conduct  mining  operations,  but remained
inactive due to the severe economic depression in the 1980's and lack of working
capital.

On  May  7,  1997,  the  Predecessor  incorporated Pinnacle Business Management,
Inc.  (the  "Company"),  as  a  wholly  owned subsidiary in the State of Nevada.

On  May  15,  1997,  the  shareholders  of  the  Predecessor  exchanged  all the
shares  of the outstanding stock of the Predecessor for the stock of the Company
on a share-for-share basis. The Predecessor became inactive and its business was
wound  up.  The  majority of the Company's shares are now owned by United States
residents.

On  October  27,  1997,  the  Company  formed  JTBH  Corporation, a wholly owned
subsidiary  without assets, and acquired Fast Title Loans, Inc.("Fast Title"), a
Florida  corporation  chartered  in  April 1996, on a share for share basis. The
cost  to  the Company was $122,500. The shares of Fast Title were converted into
common  stock  $.001  per  share of the Company and Fast Title became the wholly
owned  subsidiary  of  the  Company.


<PAGE>
Fast  Title  became inactive in September 2000. Fast Title was a consumer lender
company  that  operated  short  term  cash  loans,  using  the  free  and  clear
title  of  a  borrower's  automobile  as  a  collateral.  The  loan  allowed the
consumer  to  retain  possession and use of their motor  vehicle. The title loan
business,  however,  became unprofitable when the legislature in Florida lowered
the  interest  rates  on  vehicle  title  loans.  In  September  2000,  Pinnacle
discontinued its Fast Title business and concentrates instead on developing Fast
Paycheck  and  its  growth  potential.

On  December  29,  1997, the Company incorporated Summit Property Group, Inc. in
the  State  of  Nevada,  as  a  wholly  owned subsidiary. Summit Property Group,
Inc.  is  inactive.

On  February  9,  1998,  the  Company  incorporated  Fast PayCheck Advance, Inc.
in  the  State  of  Florida,  also  as  a wholly owned subsidiary. Fast PayCheck
provides  short  term  paycheck  advances  to  consumers.

On  March  1,  2000,  the  Company  filed its first Form 10SB, which the Company
withdrew  before  it  became  effective.

On  March  3,  2000,  the  Company  acquired  MAS  Acquisition  XIX,  Inc.,  an
Indiana  inactive  reporting  shell  company  chartered  on January 6, 1999. The
Company acquired MAS with the intent to succeed to the reporting requirements of
MAS  under  Rule  12(g)-3  of  the  Securities  Act  of  1933,  as  amended.

On  March  6,  2000,  the  company  filed  a  Form  8-K, under the CIK codes for
MAS,  to  disclose  the  acquisition of MAS. An amended Form 8-K, which included
audited  financial  statements  of  the  Company,  was  filed  on  May  3, 2000.

On  March 16, 2000, the Company filed a Form S-8 to register 1,525,000 shares to
the  consultants  of  MRC  Legal  Services  Corporation  for consulting services
related  to  the  negotiations  and  completion  of  a  stock  exchange  between
the  Company  and  the  majority  shareholder  of  MAS.

On July 27, 2000, the Company filed a second Form 10SB under a CIK code assigned
to  the  Company  at that time. The Company filed all subsequent required period
filings  under  this  CIK  code.

MAS  continues  to  file  its  required  periodic reports under the CIK code for
MAS.  MAS  contines  to  be  an  inactive registrant with no tangible assets. At
present,  the  Company  has  no  plans  to  sell  MAS.


(2)     Bankruptcy,  receivership  or  similar  proceedings
        ---------------------------------------------------

Not  applicable.


(3)     Material reclassification, merger, consolidation, or purchase or sale of
        ------------------------------------------------------------------------
        a significant amount of  assets  not  in the ordinary course of business
        ------------------------------------------------------------------------


In  the  fourth quarter 2000, the Company obtained a nonbinding letter of intent
from  Lo  Castro  &  Associates  Inc., and began due diligence evaluation of the
company.  Negotiations  were  subject  to  the  conclusion  of  due  diligence.
Subsequent to the due diligence, the parties agreed to renegotiate the  purchase
price  based  on the due diligence evaluation. On December 27, 2000, the parties
entered  into  a  definitive Stock Purchase Agreement by and among Lo Castro and


<PAGE>
Associates,  Inc.,a  Pennsylvania  corporation,  Vincent A. Lo Castro and Kim Lo
Castro  (the  "Selling  Shareholders"), and Jeff Turino and Michael B. Hall (the
"Guarantors").  Pursuant to the agreement, Pinnacle will acquire 1,000 shares of
common  stock  of Lo Castro, and Lo Castro will become a wholly owned subsidiary
of  Pinnacle,  effective  as of January 1, 2001. The Stock Purchase Agreement is
incorporated  by reference to the company's Form 8-K, filed on February 5, 2001.


The  company,  Lo  Castro  and  Associates  Inc.,  ("Lo  Castro"), is located in
Pittsburgh, Pennsylvania, an operates under assumed names All Pro Auto Mall, All
Pro  Daewoo, and All Pro Communications. Lo Castro manages a "Buy-Here-Pay-Here"
automall  and  transacts business as a telecommunications vendor. Lo Castro is a
licensed  dealership  for  new  Daewoo  and  Zimmer  automobiles  and sells used
automobiles,  targeting  moderate  working  class  buyers.  The  communications
business  offers  commercial  telephone  systems as an agent for NEC America and
wireless  telephones  as  agent  for  AT&T  Wireless in the Pittsburgh area. The
letter of intent also includes the acquisition of a general partnership, Arnoni,
Lo  Castro  &  Associates,  Inc.,  which owns the building premises in which the
businesses  described  operate.  The  property  is  mortgaged.

Lo Castro and Associates Inc. was incorporated in Pennsylvania on July 23, 1997.
The  general  partnership,  Arnoni,  Lo  Castro & Associates, was formed in late
1997.  The  corporation  engaged  in  the  communications  immediately  upon
incorporation;  in  January  of  1998,  it  added automobile dealership business
selling  high  end  automobiles.  Lo  Castro  changed marketing  strategies  and
became  a  Daewoo  dealer  in  November  1999.


BUSINESS  OF  THE  ISSUER

(1)     Principal  products  or  service  and  their  markets
        -----------------------------------------------------

Pinnacle  is  a  consumer  finance  servicer.  Pinnacle  offers advance paycheck
services  and other retail financial services at competitive rates in convenient
locations.

Pinnacle  is  a  holding company of Fast Paycheck Advance Inc.,("Fast Paycheck")
that  is  engaged in  consumer lending and advance paycheck services. Pinnacle's
consumer  lending  subsidiary,  Fast  Title  Loans,  Inc.,("Fast  Title") became
inactive  in  September  2000.  In  the  past,  Fast  Title generated all of the
Company's  revenues. Fast Title loaned money, secured by motor vehicle title, to
individuals  with  poor  or  non-existent  credit.  It  provided  fast access to
short-term  cash  loans,  primarily  in  the  state  of  Florida. The title loan
business,  however,  became unprofitable when the legislature in Florida lowered
the  interest  rates  on  vehicle  title  loans.  In  September  2000,  Pinnacle
discontinued its Fast Title business and concentrates instead on developing Fast
Paycheck  and  its  growth  potential.

Management has developed new lines of business, primarily through Fast Paycheck,
and  shifted  its  business  operations  dramatically  in  1999.  As a result of
discontinuing  the  title  loan  business  in  Florida,  however,  the operating
revenues  have  decreased  and  the  company's financial condition was impaired.

The  negative  impact  on  operations  results  in a loss of income for the last
two  years.  The  total  losses  for  the  company  were  $2,646,922 in 1999 and
$3,440,749  in 2000. The total revenue from the title loan business was $210,424
in  1999  and -0- in 2000. Revenues to date from the payday advance were $71,199
in  year  2000  and  $4,114  in  1999.


<PAGE>
(2)     Distribution  methods  of  the  products  or  services
        ------------------------------------------------------

New  operations  encompass  two  areas:  (1)  the expansions of revenues through
the traditional pay day lending and (2) revenue from processing payday loans for
competitors.


The first component of operations consists of revenues generated through the pay
day  lending  from  the  company's  former  Fast  Title  locations  in  Florida.
In November 1999, the company entered into a contract with Comdata Network, Inc.
d/b/a  Comdata  Corporation  ("Comdata"),  a  Maryland corporation.  Comdata has
developed,  offers  and operates a funds distribution service, which may be used
by  companies  and  employers  to  distribute  wages,  salaries  or  expense
reimbursement  funds to employees or persons entitled to such funds, by means of
Comcheck  eCash  Card  (MasterCard),  provided  the  companies  are approved for
Comdata's  service.

The  Comdata  agreement,  entered into on November 11, 1999, was for the term of
one year. Under the agreement, Comdata provided Pinnacle with the ComCheck debit
card  that  have  access  to  the  CIRRUS ATM Network  and the MAESTRO POS Debit
Network.  The  debit  cards  are  issued by First American National Bank, who is
CIRRUS  and MAESTRO member. MAESTRO is a distribution division of the MasterCard
system.  Comdata  also provided the company's employees with initial training in
the  funds  distribution  by  the  means  of  the  debit  card,  as well as with
promotional  material.

The  debit cards provided by Comdata are used to advance funds to the customers.
Instead  of  disbursing  cash  and  requiring  cash to  be  on hand in locations
throughout  the country, Pinnacle company provides a debit card to its customers
that  is  accepted  at 1,000,000 plus locations. The debit card is placed on the
MAESTRO  system  by  Comdata.

Comdata  contract  expired on November 11, 2000. Before its expiration, Pinnacle
entered into a contract with Lynk Systems, Inc. ("Lynk Systems"), by and through
its  CashLynk  Master-Client  Agreement  signed on September 12, 2000. Both Lynk
System  and  Comdata provide debit cards to the company. Lynk System contract is
for  the  term  of two years. Lynk System provides the same services as Comdata,
but  it  also  provides  additional services that customers can utilize with the
debit  card,  such  as  ATM  services,  Fund  Transfer  Services,  Long Distance
Telephone Services, and POS Services that allow the cardholder to purchase goods
and services at any retail or other establishment that displays the network logo
that  also appears  on the back of the card. POS are Point-of-Service locations.
The  debit  card  issued  by  Lynk  Systems is supported by the Star, Plus, Mac,
Pulse,  Interlink  and NYCE network. These networks act exactly like the MAESTRO
and CIRRUS networks that support the Comdata debit cards. The major advantage of
the  Lynk  System  is the increased swipe fee revenue from Lynk Systems. A swipe
fee  is  a  fee generated each time the debit card is used in an ATM or at a POS
location.  Pinnacle  has  the  option  to  pick  up  additional services for its
clients,  but  has  not  implemented  any  such  programs. Pinnacle has plans to
implement  additional  services as they become available from the Lynk System in
the  next  12  months.

The  second  component  of  operational revenues consists of processing revenues
generated  from  processing  PayDay  advance  loans  for  the  company's
competitors.

On  September  24,  1999, the company signed an agreement to offer Fast PayCheck
services  through Mail Boxes Etc. USA, Inc. stores ("MBE Agreement"). Mail Boxes
Etc.  USA,  Inc.("MBE")  has  over  3000  locations  in  the  United States. The
management estimates that offering its debit card services in even a fraction of
these  stores  could  greatly  expand  the  business  of Fast PayCheck. MBE is a
franchiser  of  retail outlets("MBE Centers") which provide a variety of postal,
business  and  communication  services  to  businesses  and  the general public.


<PAGE>
Through  this  Agreement,  Fast  PayCheck  may  offer  its  services  in  any
participating  MBE  Centers.  The decision to open a Fast paycheck service in an
existing  MBE  center is made by the Pinnacle's management. Under the agreement,
Pinnacle  may  commence  business in any state, in which Pinnacle is licensed to
conduct  business,  within the three year period. Pinnacle has to negotiate with
each  franchisee  separately,  and  the  franchisee  must  agree  to  offer Fast
PayCheck  services  in  their  MBE  Center.

The  MBE  Agreement  is  exclusive  for  18  months of the three-year term after
commencement  of  business  in  each state. As a result, Pinnacle could commence
business  in a state in the 35th month of the contract and have an exclusive for
an  additional  18  months,  of  which  17  months are longer than the contract.

For  example,  if Pinnacle commenced business in a state on January 1, 2000, the
exclusive  provision  for  that  state  would run for 18 month from that day, or
until July 1, 2001. If Pinnacle commences business in another state on September
1,  2002,  the  exclusive  provision for this state would run for 18 months from
this  day, or until March 2004, or 17 months longer than the MBE contract, which
is  to  expire  on  September  24,  2002.

The  contract  carries  an option to renew upon terms agreed to by MBE, Pinnacle
and  Fast  PayCheck.  However,  MBE, a subsidiary of Office Products of America,
Inc.,  has  recently  been  sold to United Parcel Service. The reorganization of
MBE's corporate structure does not affect or modify the terms of MBE's agreement
with  Pinnacle.  The  future of the MBE Agreement, however, is uncertain at this
time  due  to  the fact that the new management of MBE may not include Pay Check
services  in  their  business  model  and may not renew the agreement before its
expiration  in  September  2002.

The  company's initial results indicated projected revenues from loans from Fast
Paycheck  Advance  to  yield approximately $9,000 per month per location of Mail
Boxes  Etc., with a total three year projected expansion of over 2500 locations.
After  significant  test marketing and advertising, the estimated yield has been
revised  to  approximately  $4000  per  participating  location,  with  a  full
implementation  starting in the first quarter of 2001. Currently the company has
125  MBE  locations  and 4 retail stores of former Fast Title. If the company is
unsuccessful  in  expanding  through  the  MBE  retail  centers,  however,  new
operations  may  not  generate  the  revenues  necessary  to  continue  its
business.  The  company  is  actively  seeking  additional  customers  for  its
business.


(3)     Status  of  any  publicly  announced  new  products  or  service
        ----------------------------------------------------------------

Currently, Fast Paychek services are offered in four corporate locations (former
Fast  Title  stores) in the state of Florida and throughout 125 MBE locations in
the  state of Florida. By the end of 2001, Management plans to expand into every
MBE  location  in  states with laws favorable to the provisions of Fast PayCheck
services.  Several states have usury laws, for example, that would prohibit Fast
PayCheck  practices.  Management  estimates  that as many as 2800 MBE stores are
located  in  favorable  states.

The  company  has  been  licensed  in  Florida, Louisiana, Utah, Missouri, North
Carolina,  Kentucky, Indiana, Idaho, and California, and currently is working to
open  locations  in Louisiana and Utah; the target date, previously announced as
December  2000,  has  not  been met and a revised target for the opening has not
been  set  due  to  management's  negotiations  of  the  Lo  Castro acquisition.


<PAGE>
The  time  for  processing each license application is approximately 6-8 months.
Once the company is licensed and approved to conduct business in a state, it has
to  negotiate  with  each  MBE  franchisee  in  that state separately. It is not
feasible  to estimate how long each negotiation or such negotiations could take.

The  company  does not have reliable data to estimate the number of customers at
each  location. The average number of customers who participate at each location
varies  depending on the size of MBE and its geographic location. It is expected
that  MBEs  located  in larger cities may generate a greater number of customers
than  MBEs  located in small towns and rural areas.  However, it is difficult to
estimate  the number of customers at each location because the program is so new
that  reliable  data  is  not  yet  available.

Each  MBE  franchise  that  services  Fast  Pay Check customers is covered under
the  Master  Agreement  between  Pinnacle  and  MBE.

The  third  component  of  the  operations  is  the  proposed acquisition of All
Pro operations. Net profit for the All Pro operations was $748,609 in 2000 and a
loss  of  $796,824  in  1999.

(4)     Competitive  business conditions and the issuers competitive position in
        ------------------------------------------------------------------------
        the  industry  and  methods  of  competition
        --------------------------------------------

Several  companies  offer payday advance loans and check cashing services. These
companies are considered lenders and must comply with consumer lending laws to a
greater  extent  than  Fast PayCheck, a money transmitter. The company's largest
competitor  is  Ace  Check  Cashing  ("Ace").  Ace  has  approximately  1,800
locations  throughout the United  States. However, Ace is a money lender whereas
Fast  PayCheck is as a money transmitter. Fast Paycheck can offer a customer the
use of funds before the paycheck is actually deposited.  The competitive  effect
of  money  lenders  on  the  company's  business  is  minimal.

The company's competitors, the money lenders and check cashers, have received  a
great deal of negative press because they often refinance the loaned amount into
a  loan  with  a  longer  term,  and require additional fees for refinancing the
original  loan.  Many customers borrow against their future earnings, have their
loans  refinanced, and eventually find themselves having to borrow against their
paycheck  every  pay  period.

In  contrast,  Fast  PayCheck  will not refinance or "roll forward" any amounts.
Fast  PayCheck will not credit the debit card unless all prior amounts have been
paid  through  the  electronic  debit.  Fast  PayCheck  offers  deferred deposit
services  to individuals with poor or non-existent credit or who need short-term
financing.  Fast  PayCheck  provides  fast  access to short-term cash. Customers
complete an  application. If accepted, the customer writes a post-dated personal
check  to  Fast PayCheck. Fast PayCheck then issues the customer a debit card. A
per  transaction  fee  exists for consumers using the debit card. Pinnacle holds
the  personal  check until the customer's payday, and then electronically debits
the  individual's  bank  account. The transaction is considered an exchange of a
payment  instrument  for a payment instrument. As a result, Fast PayCheck is not
considered  a  paycheck  lender,  but  a  money  transmitter.

As  a  money  transmitter,  Fast  PayCheck's  financial  risk  (the  amount  of
uncollected debt) is much lower than that of a money lender.  Fast PayCheck does
not  loan  its own funds to the customer; it only advances funds that are due to
the  customer  from  a  third  party  (i.e.  the  customer's  employer).


<PAGE>
The  operations  of  money  transmitters,  defined  as  an exchange of a payment
instrument  for a payment instrument, are relatively safe or "good credit risks"
transactions.  Because  these  transactions  are relatively safe or "good credit
risks",  money  transmitters  do  not  normally require credit checks. No credit
checks  are  required  because the amount of money advanced to the individual on
the  debit  card,  including  the  10% customer fee and a $5 transaction fee, is
fully  covered  by  the  customer's  check which is automatically electronically
debited against the customer's account when his employer transfers funds owed to
the customer, such as wages or business reimbursements. These funds are then, in
turn,  made  available  for  access  and use by the customer by use of the debit
card. Fast PayCheck's financial exposure is further limited by the fact that the
maximum  amount  of the funds advanced does not exceed $500. The average loan is
$200.  The  maximum  term  of  a  loan  is  two  weeks.

A  default  could  occur  if  the  customer's  employer fails to transfer funds,
due  to,  for  example,  the  employer's  financial inability to meet payroll or
because  the  customer's employment relationship was terminated. Such situations
are  relatively  rare.

This  is  also  the  fundamental difference between traditional paycheck advance
lenders  and  money  transmitters,  such  as  Fast  PayCheck.  As  a result, the
competitive  effect  of  money  lenders  on  the  company's business is minimal.

In  addition,  Pinnacle  has  developed  a  software  that  is  proprietary  in
nature,  and  to  the  company's knowledge, unique in the industry. The software
allows Pinnacle to effectively process, track, and report transactions at a very
low  cost  per  transaction.  The  software  capacity is unlimited, as it may be
expanded  by  installation  of  additional  servers. As the business grows, more
operators  will  be  added.  Pinnacle's  current physical processing capacity is
estimated  at  250  locations, of which 80 are in the opening process (this does
not  include  MBE  location),  with minimal overhead increases from the existing
call  center.  Pinnacles'  competitors  can  utilize  its  software  processing,
approval,  collection  and  distribution  system.


There  are  no  other payday lenders, to the company's knowledge, that have been
approved  to  utilize  a  system  that  electronically process advances paycheck
loans, deferred deposits, transfer of funds, and in addition provide an array of
other  services,  as  evidenced  by  the  Cash  Lynk  System  agreement.  The
array  of  services  this  system  supports is also one reason why the company's
competitors seek out Pinnacle to utilize its system.  The integration of the ACH
(Automated  Clearing House) collection system into the company's software system
is  complex  by  programming  standards.  Pinnacle's  market  research, based on
information  obtained  by  Pinnacle's  potential  clients,  indicates  that  a
competitor  needs  sixty  to  seventy  employees  to  process the same volume of
transactions  that Pinnacle can handle with a staff of eight. In addition to the
projected  revenues,  the automation of routine tasks and collections represents
substantial  overhead  savings  to  the  company.

The  software  system  was  installed  in December 1999, and underwent Alpha and
Beta  testing  earlier this year. (The Alpha testing is the first testing phase,
Beta  testing  is  the  second testing phase.) During the Beta testing, Pinnacle
had  the  opportunity  to  process  transactions  for  one  of  the  company's
competitors,  Unistar  Insurance  and  Financial Services, Inc., ("Unistar"). On
September  15,  2000,  Pinnacle  and  Unistar entered into a two-year processing
agreement,  with  an  option  to renew under the same terms and conditions. (The
agreement  is incorporated by reference to the company's Form 10SB, Amendment 2,
Exhibit  10.6. ) Presently, Pinnacle is processing advance loans from 41 Unistar
locations  and  125 MBE locations in Florida. Unistar is using all of Pinnacles'
currently  available  services.

Pinnacle,  however,  does  not hold a patent on the software. Competitors may be
able  to  mimic  or  copy  the  fundamental  services,  but  integration  of the
collection  and distribution system is unlikely in the near future. The software


<PAGE>
system  is  complex and sophisticated. Pinnacle invested two years to design and
develop  it,  and  spent  another  year testing the program.  Until a competitor
designs  and  develops the same or similar system, Pinnacle believes and expects
to  have  a  competitive  advantage  in  the  industry.

The  management  also  believes  that it has a competitive advantage in that the
debit  card  system  is  extremely difficult to get approval on. Pinnacle had to
demonstrate  its  ability  to  securely  activate  and  distribute  cards and at
Mastercard's  request,  implement securities measures. The approval process took
almost  one  year.

As  a  result  of  these  factors  - the difference between traditional paycheck
advance  lenders  and  money  transmitters,  the  proprietary  software  and the
difficulty  in  obtaining  approval  on  the debit card system - the competitive
effect  of  money  lenders  on  the  company's  business  is  minimal.

(5)     Sources  and  availability  of  raw materials and the names of principal
        ------------------------------------------------------------------------
        suppliers
        ---------

Not  applicable.

(6)     Dependence  on  one  or  a  few  major  customers
        -------------------------------------------------

Pinnacle  business  plan  includes  expansion  into  MBE's  locations  under the
company's  MBE Agreement. The contract, due to expire in September 2002, carries
an option to renew upon terms agreed to by MBE, Pinnacle  and Fast PayCheck. Due
to  recent  reorganization  of  MBE's  corporate  structure,  however,  the  new
management of MBE may not include the Pay Check services in their business model
an may not renew the MBE agreement. In the event Pinnacle is unable to renew the
MBE  contract,  it  may  not  be  able  to meet the projected target of revenues
generated  by  its  debit  card  services  in MBE locations, unless it secures a
similar  contract  with  another  competitor  or develops new lines of business.


(7)     Patents,  trademarks,  licenses,  franchises,  concessions,  royalty
        --------------------------------------------------------------------
        agreements or labor contracts
        -----------------------------

Pinnacle  does  not hold any patents, trademarks, franchises, royalty agreements
or  labor  contracts.

Pinnacle,  however,  has developed a software that is proprietary in nature, and
to the company's knowledge, unique in the industry. The software allows Pinnacle
to  effectively  process,  track, and report transactions at a very low cost per
transaction.  Pinnacle, however, does not hold a patent nor does it plan to seek
patent  registration.


(8)     Need  for  any  governmental approval of principal products or services.
        ------------------------------------------------------------------------
        Status  of  the  approval  within  the  government approval process
        -------------------------------------------------------------------

Fast  PayCheck  holds  a license from the State of Florida Department of Banking
and  Finance  pursuant  to  Chapter  560  of  Florida  Statutes.  Chapter  560
specifically  controls the business of Money Transmitters and provides, in part,
that  no person may engage in or in any manner advertise the business of cashing
payment  instruments  without  first  registering with the Florida Department of
Banking  and  Finance.

Fast  PayCheck  is  not  considered  a  lender  because it does not loan its own
funds to the customers; it only advances funds that are due to the customer from
a  third  party, and it does so by exchanging a payment instrument for a payment
instrument.  An  individual  or  entity  who  advances  funds  by an exchange of
payment  instruments  is  considered  a  money  transmitter  and, in Florida, is
subject  to  registration  under  Chapter  560, known as The Money Transmitter's
Code.


<PAGE>
By  contrast,  entities  that  are  considered  "lenders"  may  be  subject  to
Florida's Title XXXIII, Chapter 494-560, including provisions regarding Consumer
Protection, Deceptive and Unfair Trade Practices, Florida Telemarketing Act, and
Consumer  Finance.

Pinnacle  is licensed or holds a Certificate of Authority to conduct business in
the  following  states:  Listed under each state are MBE locations available for
debit  card  processing.

Florida-  Licenses.  There  are  249  locations.

Louisiana-  Certificate  of  Authority.  There  are  17  locations.

Missouri-  Certificate  of  Authority.  There  are  64  locations.

North  Carolina-  Certificate  of  Authority.  There  are  100  locations.

Kentucky-  Certificate  of  Authority.  There  are  28  locations.

Utah-  Certificate  of  Authority.  There  are  20  locations.

Indiana-  Certificate  of  Authority.  There  are  54  locations.

Idaho-  Certificate  of  Authority.  There  are  21  locations.

California-  Certificate  of  Authority.  There  are  521  stores.

Pinnacle  has  pending  applications  for  licenses  in  the  following  states:

Tennessee-  Applications  pending.  There  are  51  locations.

Delaware-  Applications  pending.  There  are  10  locations.

Illinois-  Applications  pending.  There  are  122  locations.

South  Dakota-  Applications  pending.  There  are  3  locations.

New  Mexico-  Applications  pending.  There  are  27  locations.

Oregon-  Applications  pending.  There  are  46  locations.

New  Hampshire-  Applications  pending.  There  are  14  locations.

Washington-  Applications  pending.  There  are  13  locations.

Arkansas-  Applications  pending.  There  are  17  locations.

Nevada-  Applications  pending.  There  are  52  locations.

Oklahoma-  Applications  pending.  There  are  38  locations.

Minnesota-  Applications  pending.  There  are  55  locations.

Kansas-  Applications  pending.  There  are  24  locations.

Hawaii-  Applications  pending.  There  are  9  locations.


<PAGE>
Montana-  Applications  pending.  There  are  20  locations.

Nebraska-  Applications  pending.  There  are  8  locations.

Iowa-  Applications  pending.  There  are  14  locations.

Wyoming-  Applications  pending.  There  are  12  locations.

Ohio-  Applications  pending.  There  are  121  locations.

Colorado-  Applications  pending.  There  are  89  locations.


(9)     Effect  of existing or probable governmental regulations on the business
        ------------------------------------------------------------------------

Pinnacle business plan contemplates nationwide expansion and has either obtained
licenses  or  has applications pending in the states listed above. The remaining
states  have  not  yet  adopted laws permitting a payment instrument for payment
instrument  transmissions  (laws  regulating  money  transmitters).

In  addition,  several  states have usury laws that would prohibit Fast PayCheck
practices.  The  management  of  the  company  has  not engaged legal counsel to
determine  how  many  states  currently  have usury laws and the likelihood that
other  states  will pass usury laws in the future. This determination is done at
the  time  management  considers  expansion  into  a another state. To date, the
management  has  determined  that  approximately  2800 MBE stores are located in
states  that  have  favorable  regulatory  laws  for  Fast  PayCheck's services.

(10)    Estimate  the  amount spent during each of the last two fiscal years on
        -----------------------------------------------------------------------
        research  and  development  activities
        -------------------------------------

In  July  2000,  the company has spent approximately $100,000 on new proprietary
software that electronically process advances paycheck loans and all information
necessary  for  Pinnacle's  bookkeeping  system.


(11)     Cost  and  effect  of  compliance  with  environmental  laws
         ------------------------------------------------------------

Not  applicable.

(12)     Number  of  total  employees  and  number  of  full  time  employees
         --------------------------------------------------------------------

At the year end, the company had a total of 17 full-time employees. Pinnacle has
four  full  time  employees  and  Fast  PayCheck  currently  employs  13 people.
Currently,  ten  employees  operate the  call center. Management has staffed the
call  center  for  the current volume, and will add more employees as its growth
dictates. More people will be added as additional business is added from the MBE
Agreement  and  future  sales of processing. At this time, it is not possible to
estimate the amount of business the MBE Agreement will generate or the resulting
number  of  employees  needed  by  Fast  PayCheck.

Bruce  Hall  and  Jeff  Turino  have  employment  agreements  with  the company.


ITEM  2.  DESCRIPTION  OF  PROPERTY.

The  company leases certain office space and store front facilities. It has made
no  investments  in  real  estate,  real  estate  mortgages, or securities of or
interests  in  persons  primarily  engaged  in  real  estate  activities.

ITEM  3.  LEGAL  PROCEEDINGS.


<PAGE>
First  American  Reliance,  Inc.,BK  Case  No.  98-23906
--------------------------------------------------------------------------------

The  first  proceeding  is  an  adversary  proceeding  brought by the trustee in
bankruptcy  of First American Reliance, Inc.("the Debtor"), on June 29, 1999, in
the  United  States  Bankruptcy  Court,  Western District, New York, BK Case No.
98-23906,  AP  No.  99-2186,  entitled Douglas J. Lustig, as Trustee v. Pinnacle
Business Management, Inc., and Fast Title Loans, Inc. This case involves a claim
made  in bankruptcy by First American Reliance, Inc. ("FAR") against the company
and  Fast  Title  for  $689,207 plus 9% interest thereon from April 3, 1997, for
amounts allegedly loaned and advanced by FAR to the company and Fast Title which
were  not  repaid. The company and Fast Title have asserted a defense and setoff
alleging  that  monies  of the company from stock subscriptions delivered to FAR
and  related  entities  were  not turned over to the company but were wrongfully
converted  and,  in  some  cases,  used  by FAR as loans to the company and Fast
Title.  It  is  further  alleged  that  the claims of the company and Fast Title
exceed  the  sum  that  FAR claims it is owed by the company and Fast Title. The
parties  in the case recently entered into a Stipulation of Settlement, in which
the  company and Fast Title agreed, jointly and severally, to pay the Trustee in
bankruptcy  of  FAR  the  sum of $100,000 in the full settlement of the case. An
initial  payment of $25,000 was tendered at the time of delivery of the executed
Stipulation  to  the  Trustee.  Three  additional  payments  of $25,000 each are
payable on or before March 1,2001, April 1, 2001 and May 1,2001. The Stipulation
provides  that  in  the  event  of  failure to pay in full any of these payments
within  10 days of its due date, the remaining blance of all payments along with
the  additional sum of $25,000 will be immediately due and payable at the option
of the Trustee. Under the Stipulation, the maximum money judgment the company is
subject to  is  $100,000,  on  March  23, 2001 the bankruptcy Judge approved the
settlement.


In  the  second  proceeding,  Pinnacle  and Fast Title Loans are defendants in a
pending  civil  action  instituted  in  1999, in Erie County, New York, entitled
Tyler  Jay  &  Company,  L.L.C.  v. Fast Title Loans, Inc. and Pinnacle Business
Management,  Inc.,  Index  No.  I-1999/5697.  This  case  involves  a  breach of
contract  claim made against the company and Fast Title by Tyler Jay and Company
("Tyler  Jay")  for  their  failure  to pay certain compensation allegedly owing
Tyler  Jay  for services that it purportedly performed. Tyler Jay claims that it
is  owed certain monies and stock options, which damages are allegedly in excess
of  $600,000.  The  company  and  Fast Title have asserted that Tyler Jay is not
entitled to recovery since the agreed-upon services were not provided. Moreover,
the  company  and  Fast Title have filed a counterclaim seeking $34,000, the sum
paid to Tyler Jay, on the basis that they were damaged by Tyler Jay's fraudulent
representation  and  breach  of  fiduciary  duty.  The  parties  in the case are
currently  conducting  discovery. Management intends to vigorously  defend  this
claim.


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

There  was  no  matter  submitted  during  the fourth quarter of the fiscal year
covered  by  this  report  to  a  vote  of  security holders, either through the
solicitation  of  proxies  or  otherwise.


<PAGE>
PART  II ITEM  5.  MARKET FOR  COMMON  EQUITY  AND  RELATED STOCKHOLDER MATTERS.

Pinnacle  was  traded  on the Over the Counter Bulletin Board, symbol PCBM until
the  last  quarter  of  2000.

The  high  and  low  bid information for the stock during 1999 and the first two
quarters  of  2000  as quoted on the Over the Counter Bulletin Board as follows:

Quarter

High

Low

4Q  2000

3Q  2000

2Q  2000

 .2031

 .0781

1Q  2000

 .2467

 .1417

4Q  1999

 .275

 .09

3Q  1999

 .60

 .095

2Q  1999

 .51

 .029

1Q  1999

 .84375

 .0625

In  December,  2000,  the  company  was removed from listing on the OTC BB. As a
result,  the high and low sales prices for the last two quarters of 2000 are not
confirmable  by  the  company  at  this  time.

The  OTC  BB  market  quotations  reflect  inter-dealer  prices,  without retail
mark-up,  mark-down  or  commission  and  may  not  necessarily represent actual
transactions.


<PAGE>
As  of  the  date  of  this  filing  there  are  150  holders  of  common stock.
Management believes that most of the stock is held by nominees  on behalf of the
beneficial  owners,  and  as a result, there may be as many as 2,000 individuals
who  own Pinnacle stock. As of the date of this filing , there are no holders of
preferred  stock.

As  of  December 31, 2000 no dividend had been declared on Pinnacle stock during
the  past  two  years.  The  Board  of  Directors  in  2001 has declared a stock
dividend, dividending to the shareholders stock of Summit Property Group, Inc. a
subsidiary  of  Pinnacle.  No  dividends  are  anticipated or likely in the near
future,  given  the  company's  current  financial  situation.

On  March  3,  2000,  the  company  issued 1,525,000 shares of restricted common
stock  to  MRC  Legal  Services  Corporation  ("MRC")  as  consideration for the
purchase  of  96.8%  of  the  shares of MAS. The number of shares issued were as
follows:  828,750 to M. Richard Cutler, 255,000 to Brian A. Lebrecht, 191,250 to
James  Stubler,  and 150,000 to Samuel Eisenburg. The shares were contracted for
issue  by  the  company  in  a privately negotiated agreement and therefore were
issued  in  an  exemption from registration as a private placement under section
4(2)  of  the  Securities  Act  of 1933. The shares were restricted upon resale.

These  shares were the subject of the Form S-8 registration filed by the Company
on  March  16,  2000.  During the first two quarters of 2000, the company issued
36,302,519  restricted  shares  of  stock  to  G  & A pursuant to a Stock Option
Agreement, dated May 19,1999. Pinnacle signed the stock option agreement as part
of  a  Consulting  Services  Agreement,  also  dated  May 19, 1999, for services
performed  by  G  &  A  to  Pinnacle.

The  Stock  Option  Agreement  granted  G  &  A the right to purchase 36,302,519
shares  at  either $.25 per share or 30% of the average closing bid price of the
last  thirty trading days. G & A opted to purchase the aforementioned 36,302,519
shares  at  30%  of the closing bid price. G & A signed a promissory note to the
company  for  the  purchase  price  of  the  options.  The  form of the note was
unacceptable  to  the  company,  however.

The  company  therefore  issued  to  G & A a total of 40,372,578 shares of stock
as  consideration  for  its  services  to  the  company.  The  company delivered
5,050,000  shares,  and  issued the remaining shares pursuant to the exercise of
options.  The  remaining  shares were not delivered, however, pending receipt of
acceptable  form of payment. Of the total shares, associates of G & A registered
36,302,519  shares  in the two Form S-8 filings by the company on April 14, 2000
and  July  8,  2000.

On  April  7,  2000,  the  parties  signed  an  amendment  to  the  Consulting
Services  Agreement  and Stock Option Agreement, entitled Amendment to Agreement
Between  Gordon  &  Associates  Strategic  Investments, Inc. & Pinnacle Business
Management,  Inc.  The  amendment required Pinnacle to abate the premiums due on
all  shares  acquired  or  to  be acquired until all 40,372,578 shares are fully
registered.  The  terms  of  the  promissory  note  continued  to  be negotiated
however.

After  the  filing  of  the  Form  S-8  on June 8, 2000, the parties agreed that
they could not agree on a form of payment. As a result, the shares that had been
issued,  but  not  yet  delivered,  were  not delivered. The note was cancelled.
The  Company discovered during the process of audit, that some of the shares may
have  been  issued  and  delivered. The number of such shares, if any, cannot be
verified  at  this  time, while research is continuing. The financial statements
include  the  Gordon stock as issued and delivered. Should the company determine
that  the  Gordons  received  stock, the company may take legal action to pursue
payment.


<PAGE>
At  the  present  time,  the  Board  of  Directors  and  the officers agree that
reducing  the  number  of  shares  outstanding  without reducing the float would
benefit  the  existing  shareholders.  The  officers  have agreed, therefore, to
permit the company to redeem their shares at a low value for options that can be
exercised  only  at  a higher value. This will result in an immediate benefit to
shareholders and contingent deferred benefit to the officers, should the company
succeed  in business. Nevertheless, the Board of Directors and the officers have
not  yet  agreed on the terms of the redemption. The parties have only agreed in
principle  that  the  transaction  will,  in  some  form,  at  some time, occur.

At  year  end,  the  following  issues  of  stock  were  made  by  the  Company:

Owner                 Amount Received      Purpose of Issue or Consideration
                                           Received

Vincent and Kim LoCastro  83,300,000      Consideration paid by the company for
                                          acquisition of the LoCastro companies

Mattingly  Group          33,200,000      Stock issued in conversion of $524,880
                                          in  debt and interest

Other Investors          160,199,736      Stock  issued  in  conversion  of
                                          $3,435,887  in  debt and interest


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

Management's  discussion  is  based  on  an analysis of the financial statements
for  the  three  months ended December 31, 2000, and the year ended December 31,
2000. The figures are then compared to the same period for 1999. This discussion
should  be  read  in conjunction with the company's audited financial statements
for  2000  and  1999,  which  are  set  forth  below.

PAST  AND  FUTURE  FINANCIAL  CONDITION

Until  1999,  Pinnacle's  consumer  lending  subsidiary, Fast Title Loans, Inc.,
generated  all  of  the  company's revenues. Fast Title loaned money, secured by
motor  vehicle title, to individuals with poor or non-existent credit. The Title
Loan  business,  however,  became  unprofitable  when the legislature in Florida
lowered  the  interest rates on vehicle title loans. In September 2000, Pinnacle
discontinued  its  Fast Title business. As a result, the operating revenues have
decreased  and  the  company's  financial  condition  was  impaired.

In  the  year  2000,  management  has  concentrated  on  developing new lines of
business,  primarily  through  Fast  Paycheck. Management is optimistic that the
company  will  recover  and continues to develop the data processing and advance
payday  services.  Management  is  also  actively  seeking new customers for its
business  and exploring additional opportunities to expand cash flow. Management
is  also  seeking  an  alliance  partner or banking institution that could offer
long-term debt to carry the expense of the company until revenues are increased.

Management  expects  revenues to increase through the traditional payday lending
and  from  processing payday loans for competitors. Currently, the company has a
two-year  term  contract  with Lynk Systems, due to expire in November 2002. The
contract  carries  an  option  to  renew.  Lynk  System's  contract replaces the
company's  previous contract with Comdata, which expired in September 2000. Lynk
System  provides  the  same services as Comdata, but it also provides additional
services.  The  major advantage of the Lynk System is the increased swipe fee, a
fee  generated  each  time  a  debit  card  is  used  at  ATMs or POS locations.

The  company  also  has a contract with  Mailboxes  Etc., U.S.A., Inc., ("MBE"),
which  allows  Fast  PayCheck  to  offer  its  debit  card  services  through
participating  MBE  retail  outlets.  MBE  has over 3000 locations in the United


<PAGE>
States.  Through  this  agreement,  Fast  Paycheck may offer its services in any
participating MBE centers. The management estimates that offering its debit card
services  even  in  a fraction of these stores could greatly expand the PayCheck
business.  At  present,  the  company  is  licensed  to conduct advance paycheck
business  in  9  (nine) states, and has pending applications for  licenses in 20
(twenty)  additional states. The MBE contract is to expire in September 2002; it
carries an option to renew and an exclusivity provision which allows the company
to have an exclusive agreement with an individual franchisee in a state until up
to  17  months later  than the duration of the MBE contract, as disclosed above.

The  contract  carries an option to renew upon terms agreed by MBE, Pinnacle and
Fast  PayCheck.  However, MBE, a subsidiary of Office Products of America, Inc.,
has  been  sold  to  United Parcel Service. Although the reorganization of MBE's
corporate  structure  does not affect the contract, it is uncertain at this time
whether  the  new  management  of MBE will include Fast PayCheck in its business
plan  and  renew  the  contract.

In  addition,  the  company  also has an agreement with Unistar, attached to the
company's  Form  10-SB/A  as  Exhibit  10.6.  Unistar  is  a  payday  lender,  a
competitor.  Under  the  Unistar  agreement,  Pinnacle  processes, approves  and
activates  loans  and  debit  cards.  Unistar  is projected to start significant
revenue  once  all Unistar stores are processing transactions through Pinnacle's
call  center.


In order to process Fast Paycheck's deferred deposit operations and competitor's
payday  loan's  effectively, the company has developed and installed proprietary
software,  as described in detail above, and hired additional personnel for Fast
paycheck's  call  center.  The  software allows Pinnacle to effectively process,
track,  and report transactions at a very low cost per transaction. The software
capacity  is  unlimited, as it can be expanded by additional servers. Presently,
Pinnacle  can  process up to 250 locations, with minimal overhead increases from
the  existing  call  center.  This represents a potential revenue of $2,500,000,
based  on  estimates  of  $10,000  in  annual  revenues  per  location.


Pinnacle expended $100,000 for the development and installation of the software,
which  was  capitalized  in  the  third  quarter  2000.


RESULTS  OF  OPERATIONS

TOTAL  ASSETS.  Total  assets  at December 31, 1999 were $ 1,311,024 compared to
December  31,  2000  total  assets  of  $  2,021,593.

TOTAL  LIABILITIES.  Total  liabilities  include  accounts  payable, the current
portion  of  the  long  term  debt, and notes payable officers. Accounts payable
decreased from $ 318,764 at December 31, 1999 to $ 221,955 at December 31, 2000.

The  long-term  debt  decreased  from  $ 1,280,287 at December 1999, to $ -0- at
December  31,  2000. Pinnacle suffered a net loss before federal income taxes in
1999  of  $2,646,922.

Management  has  converted  substantially  all of the  existing debt into equity
in the year 2000.

REVENUES.  At  December  31, 1999, operating revenues were $214,538, and $71,199
for  the year ended December 31, 2000. Operating revenues are expected to remain
low  until  the  Fast Paycheck business expands and other sources of revenue are
discovered.


<PAGE>
OPERATING  EXPENSES.  Operating  expenses  remain  fairly  constant.  They  were
$1,895,548  for  year  end  December 31, 1999 and $ 1,760,429 for the year ended
December  31,  2000. Such expenses include the costs of expansion and litigation
expenses  the  company  has  borne.  As  a  result, Management believes that the
financial  condition  of  the  company  will  improve  substantially  by  2002.

The  company  has  a  $100,000  note  payable  with an investor that expired May
14,1999. In addition, the company had a $538,276 note payable with a lender that
expired  February  28,2000.  This  note  was the subject of a lawsuit with First
American  Reliance,  Inc.  This  note  was  settled  for  $100,000.

There  was  also a $524,880 note payable with investors that expired on March 1,
2000.  This  debt  has  been  converted  into  equity.

At  this  time,  it  is  unlikely  that  the  company will have adequate capital
available  to  operate  without  additional  borrowings.

The  company is defending a lawsuit, which, if lost, would negatively impact the
company.  Even if the outcome is positive, the cost to the company in legal fees
and  employees'  time  is  substantial.


The  company discontinued to write loans at the end of December 31, 1999 because
they  knew  the legislative climate was unfavorable. Many customers defaulted on
their  loans.  The  company wrote letters to customers and demanded payment. The
company  was  unsuccessful  in  receiving  $230,807  of  prior years receivables
because  of  the  bad  loans  that  were  made.

NET  LOSS. The company's net loss was $ 2,646,922 for the year ended 1999, and $
3,440,749  for  the  year  ended  2000.


CAPITAL  EXPENDITURES. The company is engaged in consumer finance and electronic
processing  of  payday  loans  and  debit  card  services.  As a result, capital
expenditures  are  not substantial and management does not foresee a substantial
difference  from  quarter  to  quarter.  The facilities are leased. Property and
equipment  net costs constantly approximate $150,000 per quarter.  Substantially
all  of  the  value  of the company is not in physical assets but in the ongoing
operations  of  the  company.  Should  the company be liquidated,  there are few
assets  to  distribute  to  creditors  or  shareholders.

Non-cancelable  lease  commitments  run  until  2003.  The  total  amount  due
under  the  lease  terms  for  2000 is $41,428. The company is operating various
locations  on  a  month  to  month  basis.


LIQUIDITY:  Maintaining  sufficient  liquidity  is  a  material  challenge  to
Management  at  the  present  time.  The  company  owns  a note receivable dated
December 29, 1997 for $25,000 with 18% per annum interest. The principal balance
and accrued interest is due and payable on the earlier of 1) a private placement
being  completed  in  whole  or  part  including  but not limited to, any escrow
disbursements  of  any  funds  to  the maker, or 2) March 27, 2000. There are no
payments received as of December 31, 2000. The company has made an allowance for
doubtful  receivable  for  the  entire  loan.

The  company  converted  a  loan  receivable  for  $423,000  to  stock  in 2000.

The  company's  contract  with  Comdata  expired in November, 2000; however, the
company  continues  to  renew  it  on month-to-month basis. At the year end, the
company was processing competitors' payday loans under both the Comdata contract
and  the  Lynk  System  agreement.


<PAGE>
In  September  2000,  the  company contracted with Lynk Systems, Inc. to replace
Comdata.  Both  Lynk  Systems,  Inc.  and  Comdata  provide  debit  cards to the
company.  The  debit  cards  are  used  to  fund the company loans. Lynk System,
Inc.  provides  the  same  services  as Comdata, but it also provides additional
services,  as  disclosed  above.

The  company  presently  processes  fewer  transactions  than  it  is capable of
processing. As a result, it can offer its processing capabilities to competitors
and  generate  additional  fee  income.  Pinnacle offers to competitors only its
excess  processing  capabilities. The software, however, has unlimited capacity,
as  its  processing  capacity  can  be  expanded  by  additional  servers.

Pinnacle is in the process of attempting to secure institutional credit lines to
provide  long term growth capital and a banking relationship to cover short-term
cash  needs.  With  the current availability of credit and the expected increase
in  revenues  from  processing  "payment  instruments  for  payment  instruments
transactions",  the  company expects to have sufficient liquidity over the short
and  long term. Should the company not be able to secure a banking relationship,
it  will  not  be  able  to  meet its short term cash needs. This may affect its
ability  to  continue as a going concern.


In  the  fourth  quarter  2000,  the  company has signed a non-binding letter of
intent  to  purchase  Lo Castro & Associates Inc., ("Lo Castro"). The letter was
subject  to  due  diligence  evaluation of the company. Any further negotiations
were  subject  to the conclusion of a due diligence. When Pinnacle began the due
diligence review of the company, however, they discovered material discrepancies
between  preliminary  estimation  of  the  value of the assets of Lo Castro, and
estimation  for  due  diligence  purposes. The parties agreed to renegotiate the
purchase  price  based  on  the  due  diligence  evaluation.


On  December  27,  2000,  the  company  entered into a definitive Stock Purchase
Agreement  by  and  among  Lo  Castro  and  Associates,  Inc.,  a  Pennsylvania
corporation, ("Lo Castro"), Vincent A. Lo Castro and Kim Lo Castro (the "Selling
Shareholders"),  and  Jeff  Turino  and Michael B. Hall (the "Guarantors"). As a
result  of  the Stock Purchase  Agreement, Pinnacle will acquire 1,000 shares of
common  stock of Lo Castro, with Lo Castro becoming a wholly owned subsidiary of
Pinnacle,  effective  as  of  January  1,  2001. The Stock Purchase Agreement is
incorporated  by reference to the company's Form 8-K, filed on February 5, 2001.

The  Stock  Purchase  Agreement  was  adopted  by  the  unanimous consent of the
Board  of  Directors  of Lo Castro & Associates on December 27, 2000, and by the
unanimous  consent  of  the Board of Directors of Pinnacle on December 27, 2000.
No  approval  of  the  shareholders  of  Pinnacle or Lo Castro is required under
applicable  state  corporate  law.

Prior to the board resolution adopting the Stock Purchase Agreement, on December
12,  2000,  the  Board  of Directors of Pinnacle adopted by unanimous consent an
amendment  to  the  articles  of incorporation, whereby increasing the number of
shares  authorized  to  be  issued to 500,000,000. By omission or administrative
error, the Certificate of Amendment was not filed with the Secretary of State of
the  State  of  Nevada  until February 12, 2001. The Certificate of Amendment is
attached  as  Exhibit  3.1.6.

On  December 28, 2000, the company issued additional 83,300,000 shares of common
stock in order to acquire Lo Castro. The Lo Castro acquisition was structured as
stock for stock exchange. These shares were kept in an escrow for the benefit of
Kim  Lo  Castro  and  Vincent Lo Castro until the closing, scheduled for January
2001. These shares are included in the table below listing security ownership of
beneficial  owners.


<PAGE>
LoCastro  has  entered  into  the transaction so he can provide the All Pro auto
group  with a public vehicle to secure warehouse credit lines in order to expand
the  automobile  buy  here pay here model throughout the Northeast U.SThe model
based  on  controlled  profitable  expansion  through  low cost satellite growth
centers  provides  high  growth  potential at a reasonable cost. The model bases
growth  on consumer demand for affordable vehicles at attractive financing rates
for  individuals  in  all  credit  stratas.


ITEM  7.  FINANCIAL  STATEMENTS.


                       PINNACLE BUSINESS MANAGEMENT, INC.
                                AND SUBSIDIARIES

                        CONSOLIDATED FINANCIAL STATEMENTS

                           DECEMBER 31, 2000 AND 1999


<PAGE>
                       PINNACLE BUSINESS MANAGEMENT, INC.
                                AND SUBSIDIARIES

                          INDEX TO FINANCIAL STATEMENTS


                                                         PAGE(S)
                                                         -------

CONSOLIDATED FINANCIAL STATEMENTS:


     REPORT OF INDEPENDENT CERTIFIED PUBLIC ACCOUNTANTS      1

     BALANCE SHEETS AS OF DECEMBER 31, 2000 AND 1999       2-3

     STATEMENTS OF OPERATIONS FOR THE YEARS ENDED
     DECEMBER 31, 2000 AND 1999                              4

     STATEMENTS OF STOCKHOLDERS'  EQUITY (DEFICIT)
     FOR THE YEARS ENDED DECEMBER 31, 2000 AND 1999          5

     STATEMENTS OF CASH FLOWS FOR THE YEARS ENDED          6-7
     DECEMBER 31, 2000 AND 1999

     NOTES TO CONSOLIDATED FINANCIAL STATEMENTS           8-16


<PAGE>
               REPORT OF INDEPENDENT CERTIFIED PUBLIC ACCOUNTANTS
               --------------------------------------------------


Pinnacle  Business  Management,  Inc.
Clearwater,  Florida

We  have  audited  the  accompanying  consolidated  balance  sheets  of Pinnacle
Business Management, Inc. and Subsidiaries as of December 31, 2000 and 1999, and
the  related  consolidated  statements  of  operations,  stockholders'  equity
(deficit),  and cash flows for the years then ended.  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 audit to obtain
reasonable assurance about whether the financial statements are free of material
misstatement.  An audit includes examining, on a test basis, evidence supporting
the amounts and disclosures in the financial statements.  An audit also includes
assessing  the  accounting  principles  used  and  significant estimates made by
management,  as well as evaluating the overall financial statement presentation.
We  believe  that  our  audits  provide  a  reasonable  basis  for  our opinion.

The  accompanying  consolidated  financial  statements for December 31, 2000 and
1999  have  been  prepared  assuming  that  the Company will continue as a going
concern.  As  discussed  in  Notes  10  and  12  to  the  consolidated financial
statements, the Company has suffered recurring losses from operations, has a net
capital  deficiency, and certain litigation pending that raise substantial doubt
about  its ability to continue as a going concern.  Management's plans in regard
to  these  matters  are  also  described  in  Notes  10  and  12.  The financial
statements  do not include any adjustments that might result from the outcome of
these  uncertainties.

In  our opinion, the consolidated financial statements referred to above present
fairly,  in  all  material respects, the financial position of Pinnacle Business
Management,  Inc.  and  Subsidiaries  as  of December 31, 2000 and 1999, and the
results  of  their  operations and their cash flows for the years ended December
31,  2000 and 1999, in conformity with generally accepted accounting principles.


/s/ BAGELL,  JOSEPHS  &  COMPANY,  L.L.C.
BAGELL,  JOSEPHS  &  COMPANY,  L.L.C.
Certified  Public  Accountants

Gibbsboro,  New  Jersey
April  10,  2001


<PAGE>
<TABLE>
<CAPTION>
               PINNACLE BUSINESS MANAGEMENT, INC. AND SUBSIDIARIES
                           CONSOLIDATED BALANCE SHEETS


                       ASSETS
                       ------

                                          DECEMBER 31,
                                       2000         1999
                                    -----------  -----------
<S>                                 <C>          <C>

CURRENT ASSETS
--------------
  Cash and cash equivalents         $    1,988   $    9,726
  Customer loans receivable, net        15,620      274,974
  Loans Receivable - other                   -      422,000
  Prepaid expenses                      30,000       45,000
  Deposit                            1,249,500            -
                                    -----------  -----------
    TOTAL CURRENT ASSETS             1,297,108      751,700
    --------------------            -----------  -----------


PROPERTY AND EQUIPMENT                 261,540      156,831
---------------------
  Less accumulated depreciation       (102,993)     (69,654)
                                    -----------  -----------
    NET PROPERTY AND EQUIPMENT         158,547       87,177
    --------------------------      -----------  -----------

OTHER ASSETS
------------
  Security deposits                      7,938       12,395
  Unamortized goodwill                       -      238,498
  Loan costs, less amortization              -      221,254
  Investments (at cost)                558,000            -
                                    -----------  -----------
    TOTAL OTHER ASSETS                 565,938      472,147
    ------------------              -----------  -----------



TOTAL ASSETS                        $2,021,593   $1,311,024
------------                        ===========  ===========
</TABLE>

          See accompanying notes to consolidated financial statements.


                                    Page 2
<PAGE>
<TABLE>
<CAPTION>
                 PINNACLE BUSINESS MANAGEMENT, INC. AND SUBSIDIARIES
                             CONSOLIDATED BALANCE SHEETS


                  LIABILITIES AND STOCKHOLDERS' EQUITY (DEFICIT)
                  ----------------------------------------------


                                                                 DECEMBER 31,
                                                              2000          1999
                                                          ------------  ------------
<S>                                                       <C>           <C>

CURRENT LIABILITIES
-------------------
  Accounts payable and accrued expenses                   $   221,955   $   318,764
  Current portion of long-term debt                           200,000     1,401,753
                                                          ------------  ------------

    TOTAL CURRENT LIABILITIES                                 421,955     1,720,517
    -------------------------                             ------------  ------------


LONG-TERM LINE OF CREDIT                                            -       863,000
NOTES PAYABLE - OFFICERS                                      299,920       267,061
LONG-TERM DEBT, LESS CURRENT PORTION                                -       417,287
                                                          ------------  ------------

    TOTAL LONG-TERM LIABILITIES                               299,920     1,547,348
    ---------------------------                           ------------  ------------

TOTAL LIABILITIES                                             721,875     3,267,865
-----------------                                         ------------  ------------


STOCKHOLDERS' EQUITY (DEFICIT)
------------------------------
  Preferred stock, par value of $.001; authorized         $       -0-   $     - 0 -
  50,000,000 and 50,000,000 shares in 2000 and 1999;
  issued and outstanding none.

  Common stock, par value of $.001; authorized                457,000        86,952
  500,000,000 and 100,000,000 shares in 2000 and 1999;
  issued and outstanding 457,000,000 and 86,952,686
  shares in 2000 and 1999.

  Additional paid-in capital                                8,453,895     2,126,635

  Deficit                                                  (7,611,177)   (4,170,428)
                                                          ------------  ------------
    TOTAL STOCKHOLDERS' EQUITY (DEFICIT)                    1,299,718    (1,956,841)
    ------------------------------------                  ------------  ------------

TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY (DEFICIT)      $ 2,021,593   $ 1,311,024
----------------------------------------------------      ============  ============
</TABLE>

          See accompanying notes to consolidated financial statements.


                                    Page 3
<PAGE>
<TABLE>
<CAPTION>
              PINNACLE BUSINESS MANAGEMENT, INC. AND SUBSIDIARIES
                      CONSOLIDATED STATEMENTS OF OPERATIONS
                 FOR THE YEARS ENDED DECEMBER 31, 2000 AND 1999


                                                    DECEMBER 31,
                                                 2000           1999
                                             -------------  ------------
<S>                                          <C>            <C>

OPERATING REVENUE
-----------------
  Revenue                                    $     71,199   $   214,538
                                             -------------  ------------


OPERATING EXPENSES
------------------
  Salaries, employee leasing and related          605,579       661,597
  Advertising                                     109,892        51,157
  Commissions and consulting compensation         168,371       478,448
  Insurance                                        66,590        50,869
  Office and general                               56,171        61,322
  Professional fees                               375,890       166,190
  Repairs and maintenance                          11,249        10,042
  Rent and equipment rental                       133,096       138,259
  Automobile                                       18,624        34,707
  Telephone and utilities                         103,708       109,157
  Travel                                           57,765        73,468
  Other operating                                  53,494        60,332
                                             -------------  ------------
    TOTAL OPERATING EXPENSES                    1,760,429     1,895,548
    ------------------------                 -------------  ------------
OPERATING (LOSS)                               (1,689,230)   (1,681,010)
----------------                             -------------  ------------

OTHER INCOME (EXPENSES)
-----------------------
  Lawsuit settlement                              438,276             -
  Interest expense                               (251,107)     (516,447)
  Depreciation and Amortization expense          (493,091)     (101,768)
  Bad debt - trade                               (230,807)     (347,697)
  Bad debt - options receivable                (1,214,790)        - 0 -
                                             -------------  ------------
    TOTAL OTHER INCOME (EXPENSES)              (1,751,519)     (965,912)
    -----------------------------            -------------  ------------
NET LOSS
BEFORE FEDERAL INCOME TAX BENEFIT              (3,440,749)   (2,646,922)
---------------------------------

PROVISION FOR INCOME TAX BENEFIT                    - 0 -         - 0 -
                                             -------------  ------------

NET LOSS  APPLICABLE TO COMMON SHARES        $ (3,440,749)  $(2,646,922)
                                             =============  ============

NET LOSS PER BASIC AND DILUTED SHARES        $      (0.02)  $     (0.06)
-------------------------------------        =============  ============

WEIGHTED AVERAGE NUMBER OF COMMON SHARES
  OUTSTANDING                                 229,616,401    50,964,740
-------------                                =============  ============
</TABLE>

          See accompanying notes to consolidated financial statements.


                                    Page 4
<PAGE>
<TABLE>
<CAPTION>
                         PINNACLE BUSINESS MANAGEMENT, INC. AND SUBSIDIARIES
                      CONSOLIDATED STATEMENTS OF STOCKHOLDERS' EQUITY (DEFICIT)
                            FOR THE YEARS ENDED DECEMBER 31, 2000 AND 1999


                                            COMMON STOCK      ADDITIONAL
                                          $.001 PAR VALUE       PAID-IN                     TOTAL
                                          ---------------       CAPITAL                 STOCKHOLDERS'
                                         SHARES      AMOUNT     AMOUNT       DEFICIT       DEFICIT
                                       -----------  --------  -----------  ------------  ------------
<S>                                    <C>          <C>       <C>          <C>           <C>
Balance, December 31, 1998              16,494,202  $ 16,494  $  573,615   $(1,523,506)  $  (933,397)

Issuance of Common Stock
  Convertible notes - net                2,054,480     2,054     257,946             -       260,000

Issuance of Common Stock-
  Consulting compensation                5,050,000     5,050     297,950             -       303,000

Issuance of Common Stock-
  Officers compensation                 15,097,000    15,097     135,873             -       150,970

Issuance of Common Stock
  Loan costs                            29,500,000    29,500     265,500             -       295,000

Issuance of Common Stock
  Private placement                     18,757,004    18,757     595,751             -       614,508

    Net Loss                                     -         -           -    (2,646,922)   (2,646,922)
                                       -----------  --------  -----------  ------------  ------------
Balance, December 31, 1999              86,952,686  $ 86,952  $2,126,635   $(4,170,428)  $(1,956,841)

Issuance of Common Stock-
  Officers' settlement at book value    55,000,000    55,000     (55,000)            -             -

Issuance of Common Stock-
  Purchase of MAS Acquisitions XIX
  Corp.                                  1,500,000     1,500     133,500             -       135,000

Issuance of Common Stock-
  Legal services                         1,525,000     1,525     135,725             -       137,250

Issuance of Common Stock-
  Options                               35,322,578    35,323   1,179,467             -     1,214,790

Issuance of Common Stock-
  Debt and interest conversion         193,399,736   193,400   3,767,368             -     3,960,768

Issuance of Common Stock
  Deposit on business                   83,300,000    83,300   1,166,200             -     1,249,500

    Net Loss                                     -         -           -    (3,440,749)   (3,440,749)
                                       -----------  --------  -----------  ------------  ------------
Balance, December 31, 2000             457,000,000  $457,000  $8,453,895   $(7,611,177)  $ 1,299,718
                                       ===========  ========  ===========  ============  ============
</TABLE>

          See accompanying notes to consolidated financial statements.


                                    Page 5
<PAGE>
<TABLE>
<CAPTION>
                    PINNACLE BUSINESS MANAGEMENT, INC. AND SUBSIDIARIES
                            CONSOLIDATED STATEMENTS OF CASH FLOWS
                       FOR THE YEARS ENDED DECEMBER 31, 2000 AND 1999


                                                                       2000             1999
                                                                 -----------------  ------------
<S>                                                              <C>                <C>
CASH FLOWS FROM OPERATING ACTIVITIES
  Net Loss                                                       $     (3,440,749)  $(2,646,922)
                                                                 -----------------  ------------

  ADJUSTMENTS TO RECONCILE NET LOSS TO NET CASH
  USED IN OPERATING ACTIVITIES:
    Depreciation and amortization                                         493,091       101,768
    Provision for doubtful accounts                                       230,807       367,076
    Non cash transactions associated with common stock issuance           334,678       453,970
    Lawsuit settlement                                                   (438,276)            -
    Reclassification of intercompany payable                                4,001             -
    Bad debt - non payment of options                                   1,214,790             -

  CHANGES IN ASSETS AND LIABILITIES:
    Decrease in customer loans receivables                                 28,547       101,827
    (Increase) decrease in loans other and prepaids                        15,000      (467,000)
    (Increase) decrease in deposits                                         4,457          (399)
    Increase in accounts payable and accrued expense                       16,269       238,981
                                                                 -----------------  ------------
      TOTAL ADJUSTMENTS                                                 1,903,364       796,223
      -----------------                                          -----------------  ------------
      NET CASH (USED IN) OPERATING ACTIVITIES                          (1,537,385)   (1,850,699)
      ---------------------------------------                    -----------------  ------------

CASH FLOWS FROM INVESTING ACTIVITIES
------------------------------------
  Capital expenditures                                                   (104,709)      (11,992)
  Investments                                                              (1,000)            -
                                                                 -----------------  ------------
    NET CASH (USED IN) INVESTING ACTIVITIES                              (105,709)      (11,992)
    ---------------------------------------                      -----------------  ------------

CASH FLOWS FROM FINANCING ACTIVITIES
------------------------------------
  Proceeds from issuance of long-term debt                              1,602,497     1,280,287
  Proceeds from issuance of common stock and paid in capital                    -       874,508
  Principal payments on long-term debt                                          -      (542,523)
  Increase in officers' loans - net                                        32,859       257,161
                                                                 -----------------  ------------
    NET CASH PROVIDED BY  FINANCING ACTIVITIES                          1,635,356     1,869,433
    ------------------------------------------                   -----------------  ------------

NET INCREASE (DECREASE) IN CASH AND CASH
  EQUIVALENTS                                                              (7,738)        6,742
-------------

CASH AND CASH EQUIVALENTS-BEGINNING OF PERIOD                               9,726         2,984
---------------------------------------------                    -----------------  ------------

CASH AND CASH EQUIVALENTS-END OF PERIOD                          $          1,988   $     9,726
---------------------------------------                          =================  ============

SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION

 CASH PAID DURING THE YEAR FOR:
    Interest Expense                                             $            -0-   $   432,369
                                                                 =================  ============
</TABLE>

          See accompanying notes to consolidated financial statements.


                                    Page 6
<PAGE>
<TABLE>
<CAPTION>
              PINNACLE BUSINESS MANAGEMENT, INC. AND SUBSIDIARIES
                CONSOLIDATED STATEMENTS OF CASH FLOWS (CONTINUED)
                 FOR THE YEARS ENDED DECEMBER 31, 2000 AND 1999


                                                             2000       1999
                                                          ----------  --------
<S>                                                       <C>         <C>

SUPPLEMENTAL SCHEDULE OF NON CASH ACTIVITIES
    Issuance of common stock - loan costs                 $        -  $295,000
    Issuance of common stock - investments                   135,000         -
    Issuance of common stock - deposit                     1,249,500         -
    Conversion of receivable to investment                   423,000         -
    Issuance of common stock for debt conversions          3,646,262         -
    Issuance of common stock for accrued interest
    on debt conversion                                       314,506*        -
    Issuance of common stock for consulting and
    commission expenses                                      137,250   303,000
    Issuance of common stock - principals' consideration           -   150,970
    Issuance of common stock for options payment           1,214,790         -
<FN>

*Includes  $197,428  of  year  2000  interest  expense.
</TABLE>

          See accompanying notes to consolidated financial statements.


                                    Page 7
<PAGE>
                       PINNACLE BUSINESS MANAGEMENT, INC.
                                AND SUBSIDIARIES
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                           DECEMBER 31, 2000 AND 1999




NOTE  1-  ORGANIZATION  AND  BASIS  OF  PRESENTATION
          ------------------------------------------

          Pinnacle  Business  Management, Inc. is an integrated consumer finance
          and  E-  commerce  technology  developer.  The  Company  operates Fast
          Paycheck  Advance  of  Florida,  Inc., a wholly owned subsidiary, that
          provides  short-term  paycheck advances to consumers. The Company, due
          to  the  unfavorable  Legislative  climate, discontinued operating its
          wholly owned subsidiary Fast Title Loans, Inc. (FTL) in the year 2000.
          Fast Title Loans, Inc. operated title loan offices in central Florida.
          The  title  loan  is an immediate short-term cash loan, using free and
          clear  title  of  a  person's  car  or  truck  as  collateral.

          The  Company  in  1998  incorporated Summit Property Group as a wholly
          owned  subsidiary. This company has remained inactive since inception.
          In  the first quarter of 2001, this company was spun off from Pinnacle
          Business  Management,  Inc.

          The  accompanying  financial  statements  reflect  the  consolidated
          operations  of  the  above.

NOTE  2-  SUMMARY  OF  SIGNIFICANT  ACCOUNTING  POLICIES
          ----------------------------------------------

          PRINCIPLES  OF  CONSOLIDATION:
          ------------------------------

          The  consolidated  financial  statements  include  the accounts of the
          Company  and  all  of  its  wholly owned subsidiaries. All significant
          intercompany  accounts  and  transactions  have  been  eliminated  in
          consolidation.

          USE  OF  ESTIMATES:
          -------------------

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


                                      -8-
<PAGE>
                       PINNACLE BUSINESS MANAGEMENT, INC.
                                AND SUBSIDIARIES
             NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)
                           DECEMBER 31, 2000 AND 1999




NOTE  2-  SUMMARY  OF  SIGNIFICANT  ACCOUNTING  POLICIES  (CONTINUED)
          -----------------------------------------------------------

          PROPERTY  AND  EQUIPMENT:
          -------------------------

          Property  and  equipment  are stated at cost. Depreciation is computed
          primarily  using the straight-line method over the following estimated
          useful  lives:

                                                       YEARS
                                                       -----

          Improvements                                 10-40
          Furniture  and  Equipment                      5-7

          Leasehold Improvements are amortized over their estimated useful lives
          or  the  lives  of  the  related  leases,  whichever  is  shorter.

          REVENUE  RECOGNITION:
          ---------------------

          Substantially  most  of the revenues are derived from interest charged
          on  consumer financing, title loans and advance paychecks. In 2000 and
          1999  the  amount  of revenues derived from consumer interest on title
          loans  was  $-0-  and  $210,424  respectively.  The amount of revenues
          derived  from  advance paychecks was $ 71,199 and $4,114 respectively.

          INCOME  TAXES:
          --------------

          The  income  tax  benefit  is computed on the pretax loss based on the
          current  tax  law.  There  were  no benefits in 2000 or 1999. Deferred
          income  taxes  are recognized for the tax consequences in future years
          of  differences  between  the  tax basis of assets and liabilities and
          their  financial  reporting  amounts at each year-end based on enacted
          tax  laws  and  statutory  tax  rates.

          NATURE  OF  BUSINESS  AND  CREDIT  RISK:
          ----------------------------------------
          The  Company  operates  in  mainly  one business segment and primarily
          earns  interest income on consumer title loans and advanced paychecks.
          Financial  instruments  which  potentially  subject  the  Company  to
          concentrations of credit risk are primarily customer loans receivable.


                                      -9-
<PAGE>
                       PINNACLE BUSINESS MANAGEMENT, INC.
                                AND SUBSIDIARIES
             NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)
                           DECEMBER 31, 2000 AND 1999




NOTE  2-  SUMMARY  OF  SIGNIFICANT  ACCOUNTING  POLICIES  (CONTINUED)
          -----------------------------------------------------------

          FAIR  VALUE  OF  FINANCIAL  INSTRUMENTS:
          ----------------------------------------
          The  carrying  amounts reported in the consolidated balance sheets for
          cash and cash equivalents, customer loan receivables, accounts payable
          and  accrued  expenses  and  other  liabilities approximate fair value
          because  of  the  immediate  or short-term maturity of these financial
          instruments.  The  carrying  amount  reported  for  long-term  debt
          approximates  fair  value  because,  in  general,  the interest on the
          underlying  instruments  fluctuates  with  market  rates.

          EARNINGS  (LOSS)  PER  SHARE  OF  COMMON  STOCK:
          ------------------------------------------------
          Historical  net  income  (loss) per common share is computed using the
          weighted  average  number  of  common  shares  outstanding.

          STATEMENTS  OF  CASH  FLOWS:
          ----------------------------
          For purposes of the consolidated statements of cash flows, the Company
          considers  all  highly  liquid  debt  instruments and other short-term
          investments  with  an  initial  maturity of three months or less to be
          cash  equivalents.

          ADVERTISING  AND  PROMOTIONAL  COSTS
          ------------------------------------
          Costs  of  advertising and promotional costs are expensed as incurred.
          Advertising  costs  were  $109,892  and  $51,157  in  2000  and  1999,
          respectively.

          GOODWILL
          --------
          Goodwill  is  amortized over 40 years. Amortization charged to expense
          was  $238,177  and  $6,446  in 2000 and 1999 respectively. The Company
          incurred  the  impairment  of  goodwill associated with the title loan
          business  and  wrote  off  the  entire  amount  in  2000.

          LOAN  COSTS
          -----------
          Loan  costs  are  being amortized over 36 months. Amortization expense
          charged  to  operations  was  $221,254  and  $73,745  in 2000 and 1999
          respectively. The loan costs were written off since the line of credit
          expired.

          DEPOSIT
          -------
          The  Company issued 83,300,000 shares of its common stock in December,
          2000  to  utilize as a good faith deposit in acquiring a new business.
          That  Business  was  acquired subsequently (Note 13). The value of the
          stock  issued and agreed upon by the parties at that time approximated
          market  value  of  $1,249,500.

          RECLASSIFICATION
          ----------------
          Certain  amounts  in  1999  were  reclassified  to conform to the 2000
          presentation.


                                      -10-
<PAGE>
                       PINNACLE BUSINESS MANAGEMENT, INC.
                                AND SUBSIDIARIES
             NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)
                           DECEMBER 31, 2000 AND 1999




NOTE  3-  CUSTOMER  LOANS  RECEIVABLE  -  NET
          -----------------------------------

          Customer  loans  receivable,  net  consists  of  the  following:

                                                       December  31,
                                                  ----------------------
                                                     2000        1999
                                                  ----------  ----------
          Customer loans receivable               $  27,620   $ 702,881
          Less: Allowance for doubtful accounts     (12,000)   (427,907)
                                                  ----------  ----------
          Customer loans receivable - Net         $  15,620   $ 274,974
                                                  ==========  ==========

NOTE  4-  LOANS  RECEIVABLE  -  OTHER
          ---------------------------

          Demand  loan  receivable  to  Matrix  Technology, Inc. for $422,000 in
          1999.  Matrix Technology, Inc. is a holding company for companies that
          provide  advertising  and  computer  consulting services. The loan was
          converted  to  stock  in  the  year  2000.  (See  Note  6)

NOTE  5-  PROPERTY  AND  EQUIPMENT,  NET
          ------------------------------

          Property  and  equipment,  net  consists  of  the  following:

                                              December  31,
                                          ----------------------
                                             2000        1999
                                          ----------  ----------
          Furniture  and  Equipment       $ 226,623   $ 121,914
          Improvements                       34,917      34,917
                                          ----------  ----------
                                            261,540     156,831
          Less: Accumulated depreciation   (102,993)    (69,654)
                                          ----------  ----------

          Property and Equipment, Net     $ 158,547   $  87,177
                                          ==========  ==========

NOTE  6-  INVESTMENTS
          -----------

          The Company is carrying on its books at cost, two investments acquired
          in  the  year  2000.

                                                       Shares
                                              Amount    Owned
                                             --------  -------
          Matrix  Technology  Group,  Inc.   $423,000  423,000
          MAS  Acquisitions XIX Corp.         135,000    1,000
                                             --------
                                             $558,000
                                             ========


                                      -11-
<PAGE>
                       PINNACLE BUSINESS MANAGEMENT, INC.
                                AND SUBSIDIARIES
             NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)
                           DECEMBER 31, 2000 AND 1999




NOTE 6 -  INVESTMENTS  (CONTINUED)
          ------------------------

          Matrix  Technology  Group,  Inc. is in the process of becoming a fully
          reporting  public  entity.  The  Company  currently trades on the pink
          sheets  under  MXTG. Pinnacle Business Management, Inc. estimates that
          the value of Matrix Technology Group, Inc. to be greater than the cost
          of  $423,000.  The  percentage  owned  is  less  than  10%,  thus  the
          investment  is  recorded  at  cost.

          MAS  Acquisitions  XIX  Corp.  is  a  100%  wholly owned subsidiary of
          Pinnacle  Business Management, Inc. The Company at the present time is
          inactive.  Management approximates cost and fair value to be the same.

NOTE 7 -  LINE  OF  CREDIT
          ----------------

          In  March,  1999, the Company obtained a line of credit with a capital
          company  to  receive up to $1,500,000 of advances. Interest is payable
          at  17% per annum. Principal and interest on advances are due March 1,
          2001.  At  December  31, 1999, the Company had $863,000 outstanding on
          the  line.  In  July,  2000  the  line was terminated and the debt was
          converted  to  stock.


                                      -12-
<PAGE>
                       PINNACLE BUSINESS MANAGEMENT, INC.
                                AND SUBSIDIARIES
             NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)
                           DECEMBER 31, 2000 AND 1999




NOTE  8-  LONG-TERM  DEBT
          ---------------

          Long-term debt consists of the following:
                                                             December 31,
                                                           2000         1999
                                                        ----------  ------------
          Note payable lending institution with
          monthly interest payable at 14% per annum
          expiring February 28, 2000 (see Note 10).     $ 100,000   $   538,276

          Note payable investor with monthly interest
          payable at 4.5% per month.  This note
          expires May 14, 1999.  This note is
          reflected in the balance sheet as a current
          liability.                                      100,000       100,000

          Note payable investor with monthly interest
          payable at rates varying between 16-36%
          per annum, expiring March 1, 2000. *                  -       524,880

          Renegotiated note payable investors with
          monthly interest payable at rates varying
          between 1.5%-6% per month.  This loan
          expires in December, 2000. *                          -       238,597

          Note payable investor with interest only
          payable at 12% per annum.  This note has
          a balloon and expires December 31,2002. *             -       417,287
                                                        ----------  ------------
                                                        $ 200,000   $ 1,819,040
          Less: Current Portion                          (200,000)   (1,401,753)
                                                        ----------  ------------

          Net Long-Term Debt                            $     -0-   $   417,287
                                                        ==========  ============

          *Debt  converted  to  common  stock.

          The  Company  in  2000  converted  long-term  debt  to common stock at
          various  negotiated  prices  with  certain  investors.


                                      -13-
<PAGE>
                       PINNACLE BUSINESS MANAGEMENT, INC.
                                AND SUBSIDIARIES
             NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)
                           DECEMBER 31, 2000 AND 1999




NOTE  9-  STOCKHOLDERS'  EQUITY  (DEFICIT)
          --------------------------------

          The  authorized  preferred  stock  of  the  Company  in  2000 and 1999
          consisted  of  50,000,000  and 50,000,000 shares, respectively, with a
          par  value  of $.001 with rights and privileges to be set by the board
          of  directors.  As of December 31, 2000 and 1999, there were no shares
          issued  or  outstanding.

          On  December  12,  2000  the  Board  of Directors of Pinnacle Business
          Management,  Inc.  adopted  to  amend the Articles of Incorporation to
          authorize  the  corporation  to  issue  five hundred million shares of
          common stock. This was filed with the Secretary of the State of Nevada
          February  12,  2001.

          In  2000  and  1999 the Company authorized 500,000,000 and 100,000,000
          shares  of  common stock with a par value of $.001. As of December 31,
          2000 and 1999, there were 457,000,000 shares authorized and 86,952,686
          shares  issued  and  outstanding.

          Additionally,  there are five year warrants outstanding for investment
          banking services rendered to purchase 5,580,000 shares of common stock
          at  $.125  per  share.  The  warrants  become  due  August  18,  2004.

NOTE 10-  COMMITMENTS  AND  CONTINGENCIES
          -------------------------------

          (A)  LEASES:
               -------

          The  Company  operates  its facilities under certain operating leases.
          Future minimum lease commitments under non-cancelable operating leases
          are  as  follows:

                    2001     $34,212
                    2002       5,412
                    2003       1,804
                             -------
                             $41,428
                             =======

          Rent  and related expenses under operating leases amounted to $133,096
          and  $138,259  for  the  years  ended  December  31,  2000  and  1999
          respectively. The Company is operating various locations on a month to
          month  basis.

          (B)  LITIGATION:
               -----------

          The  Company  in  2000  favorably  settled  a  lawsuit  claim  made in
          bankruptcy  by First American Reliance , Inc. (FAR) for $100,000 to be
          paid  in  2001.  The  company  realized  income  of $438,276 as it had
          previously  reserved  $538,276.


                                      -14-
<PAGE>
                       PINNACLE BUSINESS MANAGEMENT, INC.
                                AND SUBSIDIARIES
             NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)
                           DECEMBER 31, 2000 AND 1999




NOTE 10-  COMMITMENTS  AND  CONTINGENCIES  (CONTINUED)
          --------------------------------------------

          Secondly,  Tyler Jay & Company, L.L.C. commenced an action against the
          Company  asserting a claim for fees and commissions arising from loans
          made  by  FAR  described in the previous paragraph. This also includes
          sums  lost  by Tyler Jay allegedly because Tyler Jay was not permitted
          to  complete  the  private  placement  noted  above. The sums demanded
          exceed  $500,000 in the aggregate. Management is vigorously contesting
          the claim. The Company has asserted claims and defenses that are still
          in the process of being evaluated by the attorneys. It is not possible
          to determine whether there will be a loss; or, if there is a loss, the
          extent  of  the  loss.

NOTE 11-  RELATED  PARTY  TRANSACTIONS
          ----------------------------

          The  executive  officers of the Company pledged as collateral personal
          shares  of Pinnacle stock to secure personal loans and loaned $696,000
          to  the  Company  in  1999.  The Company, in 1999, repaid the officers
          $439,157.

          The  executive  officers of the company loaned the company $100,000 to
          purchase  proprietary  software  in  July,  2000.  Repayments  to  the
          officers  during  the  year  2000  totalled  $67,141.

          The  officers  owned  79,004,000 and 24,102,000 common stock shares in
          2000  and  1999,  respectively.

NOTE 12-  GOING  CONCERN
          --------------

          As  shown  in  the  accompanying  financial  statements,  the  Company
          incurred  substantial net losses for the years ended December 31, 2000
          and  1999.  Additionally, the Company has a $100,000 note payable with
          an  investor  that expired May 14, 1999. Moreover, the Company has not
          been  able to secure long-term financing to fund the operations of the
          Fast  Payday  Advance  business.  There  is  no  guarantee whether the
          company  will  be able to generate enough revenue and/or raise capital
          to  support  those  operations.  These factors raise substantial doubt
          about  the  company's  ability  to  continue  as  a  going  concern.

          Management  is  currently  seeking  long-term financing from a lending
          institution.  Management also states that they are confident that they
          can  raise  money  to  continue  funding  the  operations.


                                      -15-
<PAGE>
                       PINNACLE BUSINESS MANAGEMENT, INC.
                                AND SUBSIDIARIES
             NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)
                           DECEMBER 31, 2000 AND 1999




NOTE 12-  GOING  CONCERN  (CONTINUED)
          ---------------------------

          The  financial  statements  do  not include any adjustments that might
          result  from  the  outcome  of  those  uncertainties.

NOTE 13-  SUBSEQUENT  EVENTS
          ------------------

          On  January  19,  2001, the Company purchased the stock of Lo Castro &
          Associates,  Inc.  a  privately  held  automobile  and  communications
          business.  The  Company  also  purchased  the real estate on which the
          automobile  and  communications  business  operates. Pinnacle Business
          Management,  Inc.  filed  Form  8k/A  with the Securities and Exchange
          Commission  on  April  4,  2001  to  report  that  transaction.


                                      -16-
<PAGE>
ITEM  8.  CHANGES  IN  AND  DISAGREEMENTS  WITH  ACCOUNTANTS  ON  ACCOUNTING AND
FINANCIAL  DISCLOSURE.

Not  applicable.


PART  III

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

Name  of  Officer  or  Director:
Position:
Age:
Term  of  Office:

Michael  Bruce  Hall
President
Director
45
Since  October  1997

Jeffrey  G.  Turino
Chief  Executive  Officer
Director
43
Since  October  1997

MICHAEL  BRUCE  HALL:  President  since  1997.  Mr.  Hall  has  a  BSBA from the
University  of  Richmond.

Mr.  Hall  started  Landmark  Custom  Homes  in  the  early  1980s and built 200
custom  homes  in  Pinellas  and  Hillsborough  Counties in Florida. In 1983, he
started  and  still  owns  Market  Place  Travel,  which  is one of the top five
independent  producing agencies in Pinellas County. In the late 1980s, he worked
as  a  financial  planner  for  E.F. Hutton. He returned to the construction and
design  field  in the early 1990s and worked for Zuma Engineering, Inc., a local
recycling  company, as an electrical design specialist until 1997.  He served as
the Chairman for the Legislative Committee for the Southern Association of Title
Lenders  in  1996.


Mr.  Hall  oversees  and  manages  all  facets of the corporation including, but
not  limited to, marketing, collections, customer service and expansion. He also
plans, develops and establishes policies and objectives of Pinnacle. He approves
all  financial  obligations.


<PAGE>
JEFFREY  G.  TURINO:  Chief  Executive  Officer  since  1997.  Mr.  Turino has a
management  degree  from  the  University  of  Florida.  From  1986 to 1997, Mr.
Turino  served  as  corporate  secretary  for  Zuma  Engineering,  Inc.

Mr.  Turino  coordinates  and  implements  all  policies and procedures directed
by  the  board  of  directors.

SUITS  AGAINST  DIRECTORS

In  1986,  Michael Hall was a party to an arbitration proceeding convened by the
National  Association  of  Securities  Dealers, Inc.("NASD"). The proceeding was
the  result  of  a  complaint  by  a  client of Shearson Lehman stemming in part
from  Mr.  Hall's  activities  as  a  broker  for  the  client.  The arbitration
resulted  in  an  award  for  the  client  in  the  amount  of  $250,000.

In  1995,  Jeffrey  Turino entered into a Stipulation and Consent Agreement with
the  Florida  Department  of  Banking  and  Finance  Division  of  Financial
Investigation.  Mr.  Turino  consented to a finding that, as corporate secretary
of  Zuma  Engineering,  Inc.,  he  failed to prevent corporate agents of Zuma to
offer  for  sale  and  sell unregistered securities in the State of Florida.  He
agreed  to pay a $10,000 fine and to refrain from future violations of Florida's
securities  laws.

ITEM  10.  EXECUTIVE  COMPENSATION.

The  company issued 27,500,000 shares of common stock each to Jeff Turino, chief
executive officer of the company, and Michael B. Hall, director and president of
the  company  in the first quarter of 2000. This issuance of shares was pursuant
to  an Agreement and Release releasing all claims by Turino and Hall pursuant to
the  company's inability to perform under the Employment Agreements entered into
by the company and Turino and Hall in 1997. These Employment Agreements required
the  company  to  pay  certain  compensation  to  Turino  and  Hall for services
rendered.  The company failed to pay Turino and Hall the agreed compensation for
performed  services.

The  original employment agreements each have an initial term ending in 2002 and
automatically  renew  for  one-year  terms  thereafter.  Under  the terms of the
agreement,  each would receive an annual base salary of $104,000 with additional
increases, at least annually, as deemed necessary by the board of directors. The
contracts  provide  that  if  the  company  fails  to  meet  the  executive's
compensation,  the  executive  may  either defer the compensation and accrue the
salary  or take the difference in common stock at the rate of one share for each
dollar  not received in the first year. In years two through five, the executive
could  take  stock  at  a  rate  equal  to  the  shares  purchased by the dollar
difference  of  the  paid  versus  unpaid salary at an average price of the last
thirty  days  in  the  trading  year  of  the  stock.

The  employment  agreements  provide that each executive may take in the form of
stock  or  cash  compensation  earned  up to $104,000 per year but not paid, and
bonus  amounts of $52,000 each in 1998. The officer can defer the acquisition of
earned  stock  and  take  the  stock  at  any time in their sole discretion. The
employment  agreements  also provide two stock option plans, "A" and "B." Option
"A"  allows for 500,000 shares of common stock, having an exercise price of $.50
per  share,  in  1998.  Option  "B"  allows  for 500,000 shares of common stock,
having  an  exercise  price  of  $1.00  per  share,  from  1999  through  2002.

The following chart presents the compensation that the company actually paid the
officers  between  1997  and  2000. It does not include the 27,500,000 shares of
stock  paid to each officer as consideration for entering into the Agreement and
Release:


<PAGE>
Name  and  Principal  Position
Year
Salary
Bonus
Other  Annual  Compensation
All  Other  Compensation
Michael  Hall

2000
1999
1998
1997
$  55,000
$  65,464
$  61,728
$  71,000
-  -0-
-  -0-
Jeffrey  Turino
2000
1999
1998
1997
$  55,000
$  65,464
$  61,728
$  71,000
-  -0-
-  -0-

The  Agreement  and  Release deletes all provisions in the employment agreements
creating  stock  options  and  the  promise of the company to adopt an incentive
stock  option as part of the employment agreement. Turino and Hall will continue
employment  under  the  terms  of  the Employment Agreements until 2002 as if no
breach  in  either  of  the  officer's  Employment  Agreements  occurred.

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

The  following  table  sets  forth  certain  information  regarding  beneficial
ownership  of the common stock as of December 31, 2000 by each individual who is
known  to the company, as of the date of this filing, to be the beneficial owner
of  more  then  five  percent  of any class of Pinnacle's voting securities. The
table  shows  each  class  of equity securities of Pinnacle and its subsidiaries
owned by all directors and officers of Pinnacle. Messrs. Hall and Turino are the
Directors  and  Executive  Officers  of  Pinnacle,  and  Mr. Lo Castro became an
officer  of  Pinnacle  in  2001.

<TABLE>
<CAPTION>
Title of Class          Name and Address of    Amount and Nature of  Percent of Class
                        Beneficial Owner       Beneficial Ownership
---------------------  ----------------------  --------------------  -------------------
<S>                    <C>                     <C>                   <C>
Common Stock            Michael Bruce Hall               39,502,000              8.6%

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

Common Stock            Jeff Turino                      39,502,000              8.6%

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

Common Stock            Kim Lo Castro and                83,300,000             18.2%
                        Vincent Lo Castro

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

Common Stock            Officers and Directors          162,304,000             35.4%
                        as a  Group
</TABLE>


<PAGE>
There  are  no  agreements  between or among any of the shareholders which would
restrict  the  issuance  of  shares in any manner that would result in change of
control  of  Pinnacle  other  then  Shareholders  Rights  Agreement by and among
Pinnacle  and  Kim  Lo Castro and Vincent Lo Casto, dated as of January 1, 2001,
and Stock Pledge Agreement by and among the same parties, dated as of January 1,
2001.  The  Shareholders  Rights  Agreement  and  the Stock Pledge Agreement are
incorporated  by  reference to the company's Form 8-K/A, filed on April 4, 2001.

ITEM  12.  CERTAIN  RELATIONSHIPS  AND  RELATED  TRANSACTIONS.

In June 1999, Jeff Turino and Bruce Hall signed an agreement with Primex Capital
pledging  7,500,000  shares  of Pinnacle stock to secure personal loans. Messrs.
Turino  and  Hall then loaned the proceeds to Pinnacle in the amount of $348,000
each.  The  company  repaid  Messrs.  Hall  and  Turino  $439,157 the same year.

ITEM  13.  EXHIBITS  AND  REPORTS  ON  FORM  8-K.

NUMBER             EXHIBITS


 3.1*      Articles  of  Incorporation
 3.1.1*    Amendments  to  Articles  of  Incorporation
 3.1.2*    Amendments  to  Articles  of  Incorporation
 3.1.3*    Amendments  to  Articles  of  Incorporation
 3.1.4*    Articles  of  Amendment
 3.1.5*    Certificate  of  Amendment
 3.1.6     Certificate  of  Amendment
 3.2*      By-laws
10.1*      Mail  Boxes  Etc.  USA,  Inc.  Contract
10.2*      Comdata  Referral  Agreement
10.3*      Comdata  Payment  Services  Express  Cash  Statement  of  Services
10.4*      Comdata  Payment  Services  Funds  Distribution  Agreement
10.5*      CashLynk  Master  Client  Agreement
10.6*      Amendment  to  Agreement  with  Gordon  &  Associates
10.7*      Addendum  to  Consulting  Services  Agreement  with  Gordon  &
           Associates
10.8*      Mastercard  Agreement
10.9*      Hall  Employment  Agreement
10.10*     Turino  Employment  Agreement
10.11*     Agreement  and  Release
21*        Subsidiaries  of  the  Registrant

*    These  exhibits  are incorporated by reference to the company's Form 10SB/A
     filed  on  December  8,  2000.

No  reports  on  Form 8-K were filed, and none were required to be filed, during
the  last  quarter  of  the  period  covered  by  this  report.


<PAGE>
SIGNATURES

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.

April  16,  2001


Pinnacle Business Management Inc.



/s/  Jeffrey  G.  Turino
------------------------------------------
Jeffrey G. Turino, Chief Executive Officer and Director



/s/  Michael  B.  Hall
------------------------------------------
Michael B. Hall, President and Director


<PAGE>