U.S. Securities and Exchange Commission
                             Washington, D.C. 20549


Form 10-QSB

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

      For the quarter ended June 30, 2001

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

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

For the transition period from                      to
                               ---------------------   -------------------------

Commission File No. 0-30118

EMPYREAN COMMUNICATIONS, INC.
--------------------------------------------------------------------------------
(Name of Small Business Issuer in its Charter)

              NEVADA                                         88-0413417
          ---------------                               --------------------
   (State or Other Jurisdiction of                    (I.R.S. Employer I.D. No.)
    incorporation or organization)

                              PMB 723, 250 "H" St.,
                                 Blaine, WA 98230
                         -----------------------------
                   (Address of Principle Executive Offices)

                  Issuer's Telephone Number:  (604) 683-6648

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 Company was required to file such reports). And (2) has been
subject to such filing requirements for the past 90 days.
          (1) Yes   X       No          (2)  Yes  X       No
                  ----        ----               ----         ----



<PAGE>
Page 2


                      (APPLICABLE ONLY TO CORPORATE ISSUERS)

State the number of shares outstanding of each Issuer's classes of common
equity, as of the latest practicable date:

                   June 30, 2001:  Common Stock - 25,366,800

                       DOCUMENTS INCORPORATED BY REFERENCE

A description of any "Documents Incorporated by Reference" is contained in Item
6 of this report.

Transitional Small Business Issuer Format    Yes           No    X
                                                 -----          -----



<PAGE>
Page 3


                               EMPYREAN COMMUNICATIONS INC.
                                     TABLE OF CONTENTS

PART I.  FINANCIAL INFORMATION                                             PAGE

Item 1.  Financial Statements:
         Balance Sheets as of June 30, 2001 and
         December 31, 2000                                                     5

         Statements of Operations for the three months ended
         June 30, 2001 and June 30, 2000 and the six months ended
         June 30, 2001 and June 30, 2000 and from Inception through
         June 30, 2001                                                         6

         Statements of Cash Flow for the three months ended
         June 30, 2001 and June 30, 2000 and the six months ended
         June 30, 2001 and June 30, 2000 and from Inception through
         June 30, 2001                                                         7


         Notes to Financial Statements for the three months ended
         June 30, 2001 and June 30, 2000 and the six months ended
         June 30, 2001 and June 30, 2000 and from Inception through
         June 30, 2001                                                       10

Item 2.  Management's Plan of Operations                                     12

PART II. OTHER INFORMATION

Item 1.  Legal Proceedings                                                   13

Item 2.  Changes in Securities                                               13

Item 3.   Defaults upon Senior Securities                                    14

Item 4.   Submission of Matters to a Vote of Securities Holders              14

Item 5.   Other Information                                                  14

Item 6.   Exhibits and Reports on Form 8 - K                                 14

Signatures                                                                   14


<PAGE>
Page 4


PART I - FINANCIAL INFORMATION

Item 1.   Financial Statements

The Financial Statements of the Company required to be filed with this 10-QSB
Quarterly Report were prepared by management and commence on the following page,
together with related Notes.  In the opinion of management, these Financial
Statements fairly present the financial condition of the Company, but should be
read in conjunction with the Financial Statements of the Company for the year
ended December 31, 2000 previously filed with the Securities and Exchange
Commission.

<PAGE>
Page 5

                          EMPYREAN COMMUNICATIONS INC.
                         (A DEVELOPMENT STAGE COMPANY)
                                  BALANCE SHEETS
                      June 30, 2001 and December 31, 2000
                             (Stated in US Dollars)
                                    Unaudited
                                    ---------

                                     ASSETS
                                     ------

                                                    June 30,2001   Dec 31,2000
                                                    ------------   -----------
Current
   Cash                                             $        273   $        121
   Prepaid Expenses                                         -            16,000
                                                    ------------   ------------
                                                            -            16,121
Bandwith Contract - (Empyrean Communications)         23,920,010           -
                                                    ------------   ------------
        Total Assets                                $ 23,920,283   $     16,121
                                                    ------------   ------------

                                   LIABILITIES
                                   -----------

Current
   Accounts Payable                                 $    624,031   $     50,639
                                                    ------------   ------------
        Total Current Liabilities                        624,031         50,639
                                                    ------------   ------------

             Total Liabilities                           624,031         50,639
                                                    ------------   ------------

                        STOCKHOLDERS' EQUITY (DEFICIENCY)
                        ---------------------------------

Share Capital
  Authorized:
     50,000,000 common shares, $0.001 par value
     10,000,000 preferred shares, $0.001 par value

  Issued:
     25,366,800 common shares                         24,639,156        695,745

Deficit Accumulated During The Development Stage      (1,342,904)      (730,263)
                                                    ------------   ------------
                                                      23,296,252        (34,518)
                                                    ------------   ------------
                                                    $ 23,920,283   $     16,121
                                                    ------------   ------------

THE ACCOMPANYING NOTES ARE AN INTEGRAL PART OF THESE FINANCIAL STATEMENTS

<PAGE>
Page 6


                          EMPYREAN COMMUNICATIONS INC.
                         (A DEVELOPMENT STAGE COMPANY)
                         STATEMENT OF LOSS AND DEFICIT
FOR THE THREE MONTHS AND SIX MONTHS PERIODS ENDED JUNE 30, 2001 AND JUNE 30,
2000 AND FOR THE PERIOD APRIL 30, 1998 (INCEPTION) THROUGH JUNE 30, 2001.
                             (Stated in US Dollars)
                                    Unaudited
                                    ---------

<TABLE>
<CAPTION>
                                        Three Months       Three Months         Six Months        Six Months        April 30, 1999
                                       Ended June 30,     Ended June 30,       Ended June 30,    Ended June 30,       (Date of
                                            2001              2000                  2001             2000            Inception) to
                                                                                                                     June 30, 2001
                                       -------------     -------------         -------------     -------------       -------------
<S>                                    <C>               <C>                   <C>               <C>                 <C>
Sales                                  $        -        $        -            $        -        $        -          $        -
Gross Profit                                    -                 -                     -                 -                   -
Operating Expense                            118,978            47,723               573,210            49,556           1,367,481
                                       -------------     -------------         -------------     -------------       -------------
Loss before other items                     (118,978)          (47,723)             (573,209)          (49,556)         (1,367,481)

Other Items
   Excess Value of Shares
   Issued On Investment                         -                 -                     -                 -                 (1,048)
   Expense recoveries                         29,577              -                   29,577              -                 29,577

Share of Loss of
  Qiblah Tech. Ltd.                             -                 -                     -                 -                 (3,952)
                                       -------------     -------------         -------------     -------------       -------------

Net Loss for the Period                      (89,401)          (47,723)             (543,633)          (49,556)         (1,342,904)

Deficit Beginning of Period               (1,253,503)          (35,809)             (730,263)          (33,976)               -

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

Deficit End of Period                  $  (1,342,904)    $     (83,532)        $  (1,273,896)    $     (83,532)      $  (1,342,904)
                                       =============     =============         =============     =============       =============

Loss Per Share                         $       (0.00)    $       (0.00)        $       (0.00)    $       (0.00)      $       (0.00)
</TABLE>


THE ACCOMPANYING NOTES ARE AN INTEGRAL PART OF THESE FINANCIAL STATEMENTS


<PAGE>
Page 7

                          EMPYREAN COMMUNICATIONS INC.
                         (A DEVELOPMENT STAGE COMPANY)
                           STATEMENTS OF CASH FLOWS

FOR THE THREE MONTHS AND SIX MONTHS PERIODS ENDED JUNE 30, 2001 AND JUNE 30,
2000 AND FOR THE PERIOD APRIL 30, 1998 (INCEPTION) THROUGH JUNE 30, 2001.
                             (Stated in US Dollars)
                                    Unaudited
                                    ---------
<TABLE>
<CAPTION>
                                                                                                                       (Date of
                                       Three Months      Three Months          Six Months         Six Months           Inception)
                                       Ended June 30     Ended June 30         Ended June 30     Ended June 30         To June 30
                                            2001              2000                  2001             2000                2001
                                       -------------     -------------         -------------     -------------       -------------
<S>                                    <C>               <C>                   <C>               <C>                 <C>
CASH FLOWS FROM OPERATING ACTIVITIES

Net (Loss)                             $     (89,401)    $     (47,723)        $    (543,633)    $     (49,556)      $  (1,342,904)
Add:  Items Not Affecting Cash
      Share Of Qiblah
      Tech Ltd.  Loss                           -                 -                     -                 -                  3,952
      Excess Value Of Shares
      Issued On Investment                      -                 -                     -                 -                  1,048
      Shares issued to pay expenses             -                 -                     -                 -                  6,625
      Non-cash compensation charge              -                 -                     -                 -                519,120
      Expense recovery                        29,577              -                   29,577              -                 29,577
                                       -------------     -------------         -------------     -------------       -------------
                                            (118,978)          (47,723)             (573,210)          (49,556)           (841,736)
                                       -------------     -------------         -------------     -------------       -------------
Changes In Non-Cash
Working Capital Items

      Prepaid Expenses                          -              (56,000)               16,000           (56,000)               -
      Accounts Payable                       113,855            17,151               515,074            15,125             684,721
      Loans Payable                             -                3,176                  -                7,500                -
      Inventory                                 -              (14,463)                 -              (14,463)               -
                                       -------------     -------------         -------------     -------------       -------------

Net Cash (Used) From
Operating Activities                          (5,123)          (97,859)              (42,136)          (97,394)           (157,015)
                                       -------------     -------------         -------------     -------------       -------------

Cash Flow Used For Investing Activities
Acquisition of License Fees                     -                 -                     -                 -                (50,000)
Acquisition of Empyrean Communications          -                 -                   19,888              -                 19,888
                                       -------------     -------------         -------------     -------------       -------------

Net Cash Used For
Investment Activities                           -                 -                   19,888              -                (30,112)
                                       -------------     -------------         -------------     -------------       -------------
</TABLE>

<PAGE>
Page 8

                          EMPYREAN COMMUNICATIONS INC.
                         (A DEVELOPMENT STAGE COMPANY)
                           STATEMENTS OF CASH FLOWS

FOR THE THREE MONTHS AND SIX MONTHS PERIODS ENDED JUNE 30, 2001 AND JUNE 30,
2000 AND FOR THE PERIOD APRIL 30, 1998 (INCEPTION) THROUGH JUNE 30, 2001.
                             (Stated in US Dollars)
                                    Unaudited
                                    ---------
<TABLE>
<CAPTION>
                                                                                                                       (Date of
                                       Three Months      Three Months          Six Months         Six Months           Inception)
                                       Ended June 30     Ended June 30         Ended June 30     Ended June 30         To June 30
                                            2001              2000                  2001             2000                2001
                                       -------------     -------------         -------------     -------------       -------------
<S>                                    <C>               <C>                   <C>               <C>                 <C>
Cash Flows From
Financing Activities

Proceeds From Issuance
Of Common Shares                                -              100,000                22,400           100,000             187,400
                                       -------------     -------------         -------------     -------------       -------------

Net Cash Provided By
Financing Activities                            -              100,000                22,400           100,000             187,400
                                       -------------     -------------         -------------     -------------       -------------

Net Increase (Decrease)
In Cash                                       (5,123)            2,141                   152             2,606                 273

Cash At Beginning
Of Period                                      5,396               479                   121                14                -
                                       -------------     -------------         -------------     -------------       -------------

Cash At End Of Period                  $         273     $       2,620         $         273     $       2,620       $         273
                                       =============     =============         =============     =============       =============
</TABLE>


THE ACCOMPANYING NOTES ARE AN INTEGRAL PART OF THESE FINANCIAL STATEMENTS




<PAGE>
Page 9

                          EMPYREAN COMMUNICATIONS INC.
                         (A DEVELOPMENT STAGE COMPANY)
               STATEMENTS OF STOCKHOLDERS' EQUITY (DEFICIENCY)
       for the period April 30, 1998 (Date of Inception) to June 30, 2001
                      (Stated in US Dollars)   (Unaudited)
                                                ---------
<TABLE>
<CAPTION>
                                                                                                 Deficit
                                                                                                Accumulated
                                                                                Additional       During the
                                           Common                                 Paid-in        Development
                                           Shares          Par Value              Capital            Stage               Total
                                       -------------     -------------         -------------     -------------       -------------
<S>                                    <C>               <C>                   <C>               <C>                 <C>
    Net loss for the period                  -           $        -            $        -        $        (850)      $        (850)

   Balance, as at December 31, 1998          -                    -                     -                 (850)               (850)
       For cash:
Capital stock issued pursuant to an
   offering at- $0.001                  5,000,000                5,000                  -                 -                  5,000

Capital stock issued pursuant to an
   offering memorandum at - $0.50          31,000                   31                15,469              -                 15,500

For acquisition of Qiblah
   Technologies Ltd.                    5,000,000                5,000                  -                 -                  5,000

    Net loss for the year                    -                    -                     -              (33,126)            (33,126)

   Balance, as at December 31, 1999    10,031,000               10,031                15,469           (33,976)             (8,476)

       For cash:

Capital stock subscribed pursuant to a
   subscription agreement at - $0.50      200,000                  200                99,800              -                100,000

Pursuant to the exercise of warrants
   at - $0.50                              89,000                   89                44,411              -                 44,500

Shares issued as partial payment of
   license fee at - $3.31                   2,000                    2                 6,623              -                  6,625

    Non-cash compensation charge             -                    -                  519,120              -                519,120
      Net loss for the period                -                    -                     -             (696,287)           (696,287)

Balance, as at December 31, 2000       10,322,000        $      10,322         $     685,423     $    (730,263)      $     (34,518)

      For cash:

Pursuant to the exercise of warrants
   at - $0.50                              44,800                   45                22,355              -                 22,400

For acquisition of Empyrean
   Communications                      15,000,000               15,000            23,906,011           (69,008)         23,852,003

      Net loss for the year                  -                    -                     -             (543,633)           (543,633)

    Balance, as at June 30, 2001       25,366,800               25,367            24,613,789        (1,342,904)         23,296,252
</TABLE>


THE ACCOMPANYING NOTES ARE AN INTEGRAL PART OF THESE FINANCIAL STATEMENTS

<PAGE>
Page 10


                          EMPYREAN COMMUNICATIONS, INC
                          (A Development Stage Company)
                        NOTES TO THE FINANCIAL STATEMENTS
                                 JUNE 30, 2001.
                             (Stated in US dollars)
                             ----------------------
                                    Unaudited
                                    ---------


Note 1    Interim Reporting
          -----------------

          While the information presented in the accompanying interim six months
          financial statements is unaudited, it includes all adjustments which
          are, in the opinion of management, necessary to present fairly the
          financial position, results of operations and cash flows for the
          interim periods presented.  All adjustments are of a normal recurring
          nature.  It is suggested that these interim financial statements be
          read in conjunction with the company's December 31, 2000 annual
          financial statements.


Note 2    Common Stock
          ------------

          Commitment

          Share Purchase Warrants

          At June 30, 2001, there are no share purchase warrants are
          outstanding.

          Share Purchase Options

          At June 30, 2001, there are 800,000 share purchase options are
          outstanding.  Each option entitles the holder to purchase one
          additional share of the company at $0.75 per share until April 17,
          2010.

<PAGE>
Page 11

                          EMPYREAN COMMUNICATIONS, INC
NOTES TO THE FINANCIAL STATEMENTS FOR THE THREE MONTHS AND SIX MONTHS PERIODS
   ENDED JUNE 30, 2001 AND JUNE 30, 2000 AND FOR THE PERIOD APRIL 30, 1998
                       (INCEPTION) THROUGH JUNE 30, 2001.


1.  BASIS OF PRESENTATION

    In the opinion of management, the unaudited financial statements reflect all
    normally recurring adjustments necessary to fairly present the Company's
    financial position and results of operations for the periods indicated. The
    accompanying interim financial statements should be read in conjunction with
    the financial statements and related notes included in the Company's 10-KSB
    for the period ended December 31, 2000, which has been filed with the
    Securities and Exchange Commission. Certain information and footnote
    disclosures normally included in the Company's annual financial statements
    have been omitted from the quarterly financial statements based upon
    Securities and Exchange Commissions rules and regulations. Net loss per
    common and common equivalent share was computed based on the net loss
    divided by the weighted average number of common and common equivalent
    shares outstanding, unless antidilutive, during the year presented.

2.  FINANCING


                                          Common                     Additional
                                          Shares                      Paid-in
                                            #         Par Value       Capital
                                          -------     ---------       -------
    Balance, December 31, 2000          10,322,000    $  10,322      $   685,423
    Issuance of shares:
    - pursuant to the exercise
       of warrants
    - at $0.50 per share                    44,800           45           22,355

    - pursuant to acquisition
       of Empyrean Communications,
       Inc.                             15,000,000       15,000       23,906,011
                                        ----------    ---------      -----------
    Balance, June 30, 2001              25,366,800    $  25,367      $24,613,789
                                        ==========    =========      ===========


    The capital raised was used to fund operations. The Company anticipates
    needing additional capital to fund operations during the upcoming year. The
    Company intends to raise capital through a combination of the private
    placement of its securities, establishing operating lines of credit, and
    through the sale of product.

3.  RELATED PARTY TRANSACTIONS

    On January 12, 2000, the company acquired the shares of Qiblah International
    Industries Ltd. (Qiblah").  Qiblah, was a private company controlled by a
    significant shareholder of the Company.  On January 19, 2000, two directors
    of Qiblah became directors of the company.    On March 8, 2001 the company
    completed the purchase of Empyrean Communications, Inc. on a share for share
    basis and issued 15,000,000  shares of the company's common stock.  Two
    former directors of Qiblah resigned their positions with the company and
    three directors of the former Empyrean Communications became directors of
    the company.  Loans payable at June 30, 2001 includes $Nil (2000: $Nil)
    owing to directors of the Company


4.  DESCRIPTION OF SECURITIES

    The Company has two class of securities authorized; 50,000,000 shares of
    $0.001 par value common voting stock and 10,000,000 of $0.001 par value
    preferred shares. The holders of the Company's Common Stock are entitled to
    one vote per share on each matter submitted to a vote at a meeting of
    stockholders. The shares of Common Stock carry cumulative voting rights in
    the election of directors.  There are no preferred shares issued.

    Stockholders of the Company have no pre-emptive rights to acquire additional
    shares of Common Stock or other securities. The Common Stock is not subject
    to redemption rights and carries no subscription or conversion rights.  In
    the event of liquidation of the Company, the shares of Common Stock are
    entitled to share equally in corporate assets after satisfaction of all
    liabilities.  All shares of the Common Stock now outstanding are fully paid
    and non-assessable.

<PAGE>
Page 12

    The Company has incentive options outstanding.  The terms and conditions of
    the options granted were for the optionee to purchase a number of shares of
    the authorized $0.001 par value Common Stock of the Company, at the purchase
    price of $0.75 per share for a period of 5 years.

    The following options were granted:   Rolf Papsdorf            200,000
                                          Dieter Schindelhauer     200,000
                                          Ken Liebscher            200,000
                                          Dharcarium Ltda.         200,000
                                          Sundance Capital Group   200,000
                                          Bruce Haglund            200,000
                                          Maurice Jacquesson       100,000

    On March 8, 2001 Rolf Papsdorf, Dieter Schindelhauer and Maurice Jaquesson
    resigned from the company and their options were retired unexercised.

    There is no provision in the Company's Articles of Incorporation, as
    amended, or Bylaws that would delay, defer, or prevent a change in control
    of the Company.

Item 2.  Management's Plan of Operations

The Company is in its initial stages of development with no revenues or income
and is subject to all the risks inherent in the creation of a new business.
Since the Company's principal activities to date have been limited to
organizational activities, prospect development, and acquisition of interests,
it has no record of any revenue-producing operations.  Consequently, there is no
operating history upon which to base an assumption that the Company will be able
to achieve its business plans.

During the quarter the Company    purchased Empyrean Communications, Inc. on a
share for share basis and issued 15,000,000 of the company's common stock.
Subsequently the company divested itself of the Qiblah division for one dollar.
The Directors of the company, Rolf Papsdorf and Dieter Schindelhauer resigned
from the Board of Directors of the company and Dale Renaud, George Burks, and
Robert Lee were added to the Board of Directors.  Dale Renaud was elected the
new President and George Burks as Secretary/Treasurer. A finders fee will be
paid based on the final consolidated financials.

The company officially changed its name from Direction Technologies, Inc. to
Empyrean Communications, Inc.

PRINCIPAL PRODUCT.

One of the specific reasons the Company was founded is for the purpose of
entering into a world-wide license agreement with E.T.C. Industries Ltd. of
Vancouver, British Columbia, Canada to license certain technology, and obtain
advice in facilitating the production of electric vehicles using certain
technology developed by the licensor. The license agreement expired during the
quarter and will not be renewed as the company is now pursuing new interests.

The other specific reason for formation of the Company is to purchase certain
assets of Qiblah International Industries Ltd. a British Columbia corporation,
of Vancouver, British Columbia, Canada (a non-operational holding company).
Qiblah International Industries Ltd. owns 50% of Qiblah Technologies Ltd. a duly
registered non-reporting, non-listed South African public corporation.  This
firm had developed a state-of-the art electronic device called the Qiblah
Locator, a battery-operated hand-held device that indicates the direction of the
Muslim religious center Mecca from any location in the world. The Qiblah Locator
is designed to be of assistance to the more than 1.5 billion adherents of the
Muslim faith in the performance of their religious observations. This division
of the company was sold to the original developers of the product for a sum of
one dollar during the quarter.

The direction of Empyrean Communications, Inc. will now be the development of
broadband telecommunications capabilities through the agreements acquired with
the purchase of Empyrean. Empyrean Communications, Inc. is a broadband provider
capable of delivering fiber capacity to OC-192 levels. Empyrean intends to
direct its marketing efforts towards Multi-Media Broadcast & Content Delivery
markets via DSL users in a scalable manner. Empyrean's mission is to "light up"
the 29,000 miles of fiber-optical digital broadband it currently has under
contract. This would provide Empyrean's future clients with the ability to
purchase, rent lease or joint-venture smaller configurations of bandwidth such
as the OC-12, OC-3 and DS3 levels. These capacity levels have a greater demand
and could generate much higher revenue streams than the larger OC-48's.

<PAGE>
Page 13

LIQUIDITY.

During the next 12 months, the Company will need significant working capital to
fund its marketing efforts and to manufacture product. The Company intends to
obtain working capital from the sale of product and through private investments
made by third parties.  During the quarter, the Company approved the issuance
of 15,000,000 shares as the purchase price of Empyrean Communications, Inc.  A
finders fee will be paid based on the final consolidated financials.

PART II - OTHER INFORMATION

Item 1.  Legal Proceedings.

         None;

Item 2.  Changes in Securities and Use of Proceeds.

         During the first quarter of 2001, the Company issued 15,000,000
         restricted shares of common stock to the shareholders of record of the
         private company purchased, Empyrean Communications, Inc.  The shares
         issued were:

--------------------------------------------------------------------------------
   STOCKHOLDERS                      EMPYREAN                        DIRECTION
   ------------                      --------                        ---------
                                      SHARES                          SHARES
                                      ------                          ------
                                   SURRENDERED                       RECEIVED
                                   -----------                       --------
--------------------------------------------------------------------------------
--------------------------------------------------------------------------------
VNET INVESTMENT COMPANY             12,500,000                      12,500,000
12115 N 1-35 SERVICE ROAD
OKLAHOMA CITY, OKLAHOMA 73131
--------------------------------------------------------------------------------
--------------------------------------------------------------------------------
RENAUD FAMILY TRUST                  1,000,000                       1,000,000
2920 SHADOWBRIAR DRIVE 31328
HOUSTON TEXAS 77082
--------------------------------------------------------------------------------
--------------------------------------------------------------------------------
STARBRIGHT MMG LIMITED PARTNERSHIP     250,000                         250,000
2832 BELLEVUE AVE
W. VANCOUVER B.C.  CANADA
--------------------------------------------------------------------------------
--------------------------------------------------------------------------------
QUADRANT FINANCIAL INC.                250,000                         250,000
2107 DEEP COVE RD.
N. VANCOUVER B.C.  CANADA V7G 1S8
--------------------------------------------------------------------------------
--------------------------------------------------------------------------------
VINTAGE INTERNATIONAL INC.             250,000                         250,000
711-945 MARINE DRIVE
WEST VANCOUVER B.C. V7T 1A8
--------------------------------------------------------------------------------
--------------------------------------------------------------------------------
GEORGE J. RENAUD                       250,000                         250,000
1930 COLUMBUS
STUTTGART ARKANSAS 72160
--------------------------------------------------------------------------------
--------------------------------------------------------------------------------
LANA M. CAMPBELL                       250,000                         250,000
14007 BRADLEY RD.
NORTH LITTLE ROCK, ARKANSAS 72113
--------------------------------------------------------------------------------
--------------------------------------------------------------------------------
CHARLES KARPOWICZ                      250,000                         250,000
801 S. RODNEY PARHAM #34E
LITTLE ROCK ARKANSAS 72205-4877
--------------------------------------------------------------------------------
--------------------------------------------------------------------------------

<PAGE>
Page 14

The Company also issued a total of 44,800 shares pursuant to the exercise of
warrants at $0.50 per share.


Item 3.  Defaults Upon Senior Securities.

         None;

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

         None;

Item 5.  Other Information.

         On March 3, 2000 the Company was cleared by the NASD for trading on the
         OTC Bulletin Board.  The symbol was DRCG.

         On April 19, 2001 the trading symbol was changed to EPYN and a new
         Cusip No. 29245C 10 7 issued.

Item 6.  Exhibits and Reports on Form 8-K.

         (a)     Exhibits

                 None

         (b)     Reports on Form 8-K.

                 March 8, 2001




SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the
Registrant has duly caused this Report to be signed on its behalf by the
undersigned thereunto duly authorized.

                                                EMPYREAN COMMUNICATIONS, INC

Date:   08/15/01                                By: /s/ Dale Renaud
                                                President and Director


Date:   08/15/01                                By: /s/ George Burks
                                                Secretary/Treasurer and Director

<PAGE>