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

                                   FORM 10-QSB/A
                                 Amendment No. 3

(Mark One)

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

                For the quarterly period ended September 30, 2000

[ ] TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE EXCHANGE ACT OF 1934
      For the transition period from _________________ to _________________

                        Commission file number 333-72975
                                               ---------

                            Financial Intranet, Inc.
        (Exact name of small business issuer as specified in its charter)

          Nevada                                      88-0357272
(State or other jurisdiction of            (IRS Employer Identification No.)
  incorporation or organization)


                  116 Radio Circle, Mt. Kisco, New York 10549
                  -------------------------------------------
                    (Address of principal executive offices)

Issuer's telephone number, including area code: (914) 242-4848
                                                --------------



                APPLICABLE ONLY TO ISSUERS INVOLVED IN BANKRUPTCY
                   PROCEEDINGS DURING THE PRECEDING FIVE YEARS

Check whether the  registrant  filed all  documents  and reports  required to be
filed by Section l2, 13 or 15(d) of the Exchange Act after the  distribution  of
securities under a plan confirmed by a court. Yes [X] No [ ]

                      APPLICABLE ONLY TO CORPORATE ISSUERS

State the number of shares outstanding of each of the issuer's classes of common
equity, as of September 30, 2000: 46,231,244

Transitional Small Business Disclosure Format (Check one): Yes [  ] No [X]


<PAGE>


To the Shareholders
Financial Intranet, Inc.

We have  reviewed  the  accompanying  consolidated  balance  sheet of  Financial
Intranet, Inc. as of September 30, 2000, and the consolidated related statements
of  operations,  and cash flows for the three months ended,  in accordance  with
Statements  on  Standards  for  Accounting  and  Review  Services  issued by the
American Institute of Certified Public Accountants.  All information included in
these consolidated  financial statements is the representation of the management
of Financial Intranet, Inc.

A review consists  principally of inquiries of company  personnel and analytical
procedures  applied to financial data. It is substantially less in scope than an
audit in accordance with generally accepted auditing standards, the objective of
which is the expression of an opinion  regarding the financial  statements taken
as a whole. Accordingly, we do not express such an opinion.

Based on our review, we are not aware of any material  modifications that should
be made to the  accompanying  financial  statements  in order  for them to be in
conformity with generally accepted accounting principles.

                                                /s/Feldman Sherb & Co., P.C.
                                                   Feldman Sherb & Co., P.C.
                                                   Certified Public Accountants
December 5, 2001

<PAGE>

                            FINANCIAL INTRANET, INC.
                          (a Development Stage Company)

                    CONDENSED AND CONSOLIDATED BALANCE SHEETS
                                   (UNAUDITED)

                                                           September
                                       ASSETS                 2000
                                                           -----------

Current assets:
 Cash and cash equivalents                                  $  171,313
 Due from officers                                             207,730
                                                           -----------
Total current assets                                           379,043

Property and equipment, net                                    245,113
Capitalized software development costs, net                     22,937
Capitalized software costs, net                              1,846,916
Other assets                                                    48,694
Net assets of discontinued operations                           48,211
                                                           ------------

Total assets                                               $ 2,590,914
                                                           ============

                      LIABILITIES AND STOCKHOLDERS' EQUITY

Current liabilities:
 Accounts payable and accrued liabilities                  $   355,947
 Note payable                                                  950,000
 Due to officers                                                76,219
                                                            -----------
Total current liabilities                                    1,382,166



Stockholders' Equity:
Common stock, $.001 par value; 50,000,000
 shares authorized, 46,231,244 shares issued
 and outstanding                                                46,231
Additional paid-in capital                                  11,878,937
Accumulated deficit during the development stage           (10,349,665)
Less: Deferred compensation cost                              (366,755)
                                                            ------------
Total stockholders' equity                                   1,208,748
                                                            ------------


Total liabilities and stockholders' equity                 $ 2,590,914
                                                            ===========



                  See Notes to Condensed Financial Statements.



                                       F-1



<PAGE>
                            FINANCIAL INTRANET, INC.
                          (a Development Stage Company)

               CONDENSED AND CONSOLIDATED STATEMENTS OF OPERATIONS
                                   (UNAUDITED)
<TABLE>
<CAPTION>


                                        Nine Months Ended                            Three Months Ended
                                      -----------------------                     ------------------------
                                           September 30,          Dec. 17, 1996        September 30,
                                           -------------         (Inception)  to  ------------------------
                                         2000         1999        Sept. 30, 2000      2000          1999
                                      -----------  ----------     --------------  -----------   -----------
 Operating costs and expenses:
<S>                                   <C>          <C>             <C>            <C>          <C>
 Selling, general and administrative  $ 1,099,994  $   601,106     $  3,540,126   $  601,060   $  136,239
 Depreciation and amortization            441,834       73,409          598,768      213,203       45,009
 Stock compensation                       122,253      310,314        1,541,408       40,751       42,939
                                       ----------    ----------      -----------  ----------     ---------
 Total operating costs and expenses     1,664,081      984,829        5,680,302      855,014      224,187
                                       ----------    ----------      -----------  ----------     ---------
Loss from operations                   (1,664,081)    (984,829)      (5,680,302)    (855,014)    (224,187)

Other income (expense):
 Interest income                           17,283        5,197           29,816        3,288        2,831
 Interest expense                        (985,501)  (1,246,225)      (2,461,000)     (19,200)      (9,959)
 Other                                    (11,182)           -            2,272        3,818            -
                                       -----------   ----------      -----------  ----------     ---------
 Total other (expense)                   (979,400)  (1,241,028)      (2,428,912)     (12,094)      (7,128)
                                       -----------   ----------      -----------  ----------     ---------
Net loss from continuing operations    (2,643,481)  (2,225,857)      (8,109,214)    (867,108)    (231,315)
                                       -----------  -----------      -----------  ----------     ---------
Discontinued operations                (1,020,932)    (369,851)      (2,241,134)     (49,980)    (122,120)
                                       -----------  -----------      -----------  ----------     ---------
Net Loss                              $(3,664,413) $(2,595,708)    $(10,350,345)  $ (917,088)  $ (353,435)
                                       ===========  ===========      ===========  ===========    =========


Basic and diluted net loss per share
 Income from continuing operations:   $     (0.07)          ($0.09)               $    (0.02)  $    (0.01)
 Discontinued operations                    (0.02)           (0.02)                    (0.00)       (0.01)
                                      -------------------------------             -----------     ---------
 Net income for common shareholders   $     (0.09)          ($0.11)               $    (0.02)  $    (0.02)
                                      ===============================             ===========     ==========

Number of shares used in calculating
 basic and diluted net loss per share  41,383,571       22,715,762                44,005,438      22,715,762
</TABLE>


                  See Notes to Condensed Financial Statements.

                                       F-2


<PAGE>

                            FINANCIAL INTRANET, INC.
                          (a Development Stage Company)
             STATEMENTS OF CHANGES IN STOCKHOLDERS' EQUITY (DEFICIT)

     For the period from December 17, 1996 (Inception) to September 30, 2000
<TABLE>
<CAPTION>

                                                                                                      Accumulated
                                                                                                        Deficit
                                                               Additional                 Deferred     During the
                                                                Paid-in    Subscriptions   Stock      Development
Description                               Shares      Amount    Capital     Receivable   Compensation     Stage        Total
                                        ----------   -------  -----------  ------------  ------------ -----------    ----------
<S>                <C> <C>               <C>        <C>       <C>             <C>        <C>          <C>           <C>
Balance - December 17, 1996 (inception)  3,700,000  $  3,700  $    20,900    $      -    $      -     $  (24,738)   $     (138)
December 17, 1996 - issuance of stock
 in lieu of services by director of
 former company (Wee Wees)                  40,000        40          (40)          -           -            -             -
December 20, 1996 - issuance of stock
 in lieu of $10,000 in consulting fees     240,000       240        9,760           -           -            -           10,000
Net Loss                                      -         -            -              -           -          (9,760)       (9,760)
                                        ----------    ------- -----------   ------------ ------------  -----------     ----------
Balance--December 31, 1996               3,980,000     3,980       30,620           -           -         (34,498)          102
February 29, 1997--issuance of stock
 in lieu of compensation to key
 executives                              4,250,000     4,250      148,500           -           -            -          152,750
May 1997 through December 31, 1997--
Private Placement                        6,904,228     6,904      877,823        (75,000)       -            -          809,727
August 4, 1997--issuance of stock in
 lieu of $6,500 in promotional fees        100,000       100        6,400           -           -            -            6,500
September, 1997--issuance of stock to
 employees and increase in additional
 paid in capital from stock options granted 40,000        40      243,594           -       (230,322)        -           13,312
November 15, 1997--issuance of stock
 per non-dilution provisions of
 consulting agreement                      315,000       315         (315)          -           -            -             -
Net loss                                      -         -            -              -           -        (817,430)     (817,430)
                                        ----------    ------- -----------   ------------  -----------  -----------     ----------
Balance--December 31, 1997.             15,589,228    15,589    1,306,622        (75,000)   (230,322)    (851,928)      164,961
January, 1998--issuance of stock
 subscribed in 1997                        400,000       400       29,600         75,000        -            -           105,000
Jan.-July 1998--issuance of stock per
 non-dilution provisions of consulting
 agreement                                 346,742       347         (347)          -           -            -              -
May-Dec., 1998--issuance of stock in
 lieu of services                          309,249       309       96,317           -           -            -            96,626
June and July, 1998--Promissory notes
 converted                               1,070,800     1,071      463,930           -           -            -           465,001
June and October, 1998--Private
 placement                               1,237,666     1,238      443,262           -           -            -           444,500
June 11, 1998--issuance of stock in
 lieu of fees on June, 1998 private
 placement                                  38,393        38          (38)          -           -            -              -
July 17, 1998--issuance of stock to
 release security interest in certain
 equipment                                 500,000       500      314,500           -           -            -           315,000
October 15, 1998--issuance of stock in
 lieu of fees on 1997 private
 placement                                  68,970        69          (69)          -           -            -              -
October 15, 1998--issuance of stock
 resulting from exercise of warrants     1,000,000     1,000      159,000           -           -            -           160,000
Increase in additional paid-in capital
 resulting from stock options and
 warrants granted                             -         -       1,266,409           -       (832,556)        -           433,853
Net loss                                      -         -            -              -           -       (2,141,978)   (2,141,978)
                                        ----------   -------  -----------   ------------  ----------- -----------    ----------
Balance--December 31, 1998              20,561,048    20,561    4,079,186           -     (1,062,878)   (2,993,906)       42,963



                                       F-3
<PAGE>

January 1, 1999--warrants issued in
 connection with private placement of
 debt                                         -         -         148,242           -           -             -          148,242
January 1, 1999--issuance of warrants
 and beneficial conversion features on debt
 financing                                    -         -         500,000           -           -             -          500,000
January 7, 1999--issuance of stock in lieu
 of fees on December, 1998
 private placement                          25,000        25       14,725           -           -             -           14,750
January 21, 1999--issuance of stock to
 principals in consideration for
 employment services                       611,636       611      458,115           -           -             -          458,726
January 25, 1999--issuance of stock
 resulting from exercise of warrants         5,812         6           (6)          -           -             -             -
February 8, 1999--warrants issued in
 connection with private placement of
 debt                                         -         -         197,794           -           -             -          197,794
February 8, 1999--issuance of warrants
 and beneficial conversion features on
 debt financing                               -         -         600,000           -           -             -          600,000
February 28, 1999--warrants issued in
 connection with private placement of
 debt                                         -         -          43,720           -           -             -           43,720
March 3, 1999--issuance of stock to
 Founder for exercise of options           879,685       880      166,260           -           -             -          167,140
March 3, 1999--issuance of stock in lieu
 of fees on February, 1999 private
 placement                                  30,000        30       33,870           -           -             -           33,900
March 10, 1999--issuance of stock as
 result of debt conversion                 600,000       600      239,400           -           -             -          240,000
April 27, 1999 - warrants issued for
 consulting services                          -         -         148,103           -           -             -          148,103
April 28, 1999--issuance of stock in
 lieu of legal fees                         11,111        11        9,989           -           -             -           10,000
May 9, 1999--issuance of stock upon
 conversion of notes                       900,000       900      359,100           -           -             -          360,000
July 20, 1999 - beneficial conversion
 feature of debt financing                    -         -         166,667           -           -             -          166,667
July 20, 1999--warrants issued in
 connection with private placement of debt    -         -          64,148           -           -             -           64,148
October 5, 1999--issuance of stock as
 result of debt conversion                 182,315       182       50,684           -           -             -           50,866
October 8, 1999 - issuance of stock
 pursuant to public offering             2,545,455     2,545      298,926           -           -             -          301,471
October 20, 1999 - issuance of stock in
 lieu of fees in connection with
 private placement of debt and
 public offering                            70,910        71       21,984           -           -             -           22,055
November 5, 1999--issuance of stock in
 lieu of legal fees                        145,455       146       21,877           -           -             -           22,023
November 23, 1999--issuance of stock
 upon conversion of notes                1,250,000     1,250      120,625           -           -             -          121,875
December 27, 1999--issuance of stock in
 lieu of legal fees                        150,000       150       33,768           -           -             -           33,918
December 31, 1999--issuance of stock
 upon conversion of notes                1,862,768     1,863      246,817           -           -             -          248,680
Amortization of compensatory stock
 options                                      -         -            -              -        154,254          -          154,254
Cancellation of debt by shareholder           -         -          10,000           -           -             -           10,000
Cancellation of stock options                 -         -        (524,521)          -        419,616          -         (104,905)
Net loss                                      -         -            -              -           -       (3,692,029)   (3,692,029)
                                        ----------   -------- -----------   ------------  -----------  -----------    ----------
Balance--December 31, 1999              29,831,195    29,831    7,509,473           -       (489,008)   (6,685,932)      364,364

                                       F-4
<PAGE>

January 14, 2000 - issuance of stock
 in lieu of legal fees                     150,000       150       20,850           -           -             -           21,000
January 14, 2000--issuance of stock
 upon conversion of notes                2,020,731     2,021      216,218           -           -             -          218,239
January 24, 2000--issuance of stock
 upon conversion of notes                1,400,000     1,400      124,600           -           -             -          126,000
February 4, 2000--issuance of stock
 upon conversion of notes                1,400,000     1,400      124,600           -           -             -          126,000
March 2, 2000--issuance of stock
 pursuant to consulting contract            10,000        10        9,990           -           -             -           10,000
March 2, 2000--issuance of stock
 upon conversion of notes                1,146,591     1,147      124,978           -           -             -          126,125
March 13, 2000-- issuance of stock
 pursuant to public offering               909,091       909      249,091           -           -             -          250,000
March 17, 2000--issuance of stock
 resulting from exercise of warrants       100,000       100       19,900           -           -             -           20,000
March 28, 2000-- issuance of stock
 pursuant to public offering             5,454,545     5,455    1,494,545           -           -             -        1,500,000
March 28, 2000-- issuance of stock in
 lieu of fees in connection with
 public offering                           109,091       109         (109)          -           -             -             -
March 28, 2000-- issuance of stock in
 connection with LNT acquisition         1,350,000     1,350    1,254,150           -           -             -        1,255,500
March 28, 2000-- issuance of stock in
 lieu of fees in connection with LNT
 acquisition                               100,000       100       92,900           -           -             -           93,000
March 28, 2000--accrual of fees on
 March 28 investment                          -         -         (42,000)          -           -             -          (42,000)
March 28, 2000--fees paid in connection
 with March 28 investment                     -         -        (120,000)          -           -             -         (120,000)
March 31, 2000--rebooking of debt
 by shareholder                               -         -         (10,000)          -           -             -          (10,000)
March 31, 2000--warrants issued in
 connection with LNT acquisition              -         -         475,000           -           -             -          475,000
Amortization of compensatory stock options    -         -            -              -         81,502          -           81,502
July 26, 2000--issuance of stock for
 consulting agreements                   2,200,000     2,200      327,800           -           -             -          330,000
August 3, 2000--issuance of shares
 pursuant to consulting agreement           50,000        50        6,950           -           -             -            7,000
Amortization of compensatory stock options    -         -            -              -         40,751          -           40,751
Net Loss                                      -         -            -              -           -       (3,663,732)   (3,663,732)
                                        ----------    ------   -----------  ------------  -----------  -----------    ----------
Balance--September 30, 2000             46,231,244  $ 46,231  $11,878,937    $      -    $  (366,755) $(10,349,665) $  1,208,748
                                        ==========    ======   ===========  ============  ===========  ============   ==========
</TABLE>

                                       F-5
<PAGE>


                            FINANCIAL INTRANET, INC.
                          (a Development Stage Company)
               CONDENSED AND CONSOLIDATED STATEMENTS OF CASH FLOWS
                                   (UNAUDITED)
<TABLE>
<CAPTION>

                                                                      Period from
                                           Nine Months Ended        December 17, 1996
                                             September 30,           (Inception) to
                                           2000        1999         September 30, 2000
                                        -----------  -----------    ------------------
Cash flows from operating activities:
<S>                                    <C>           <C>               <C>
 Net loss                              $(3,664,412)  $(2,595,710)      $(10,350,347)
 Adjustments to reconcile net loss to
  net cash used in operating activities:
   Depreciation and amortization         1,026,976       186,912          1,496,997
   Reserve for bad debts                         -             -             41,200
   Consulting services paid by issuance
    of common                               10,000             -            722,403
   Compensation expense resulting from
    stock options granted                  457,003       548,434          1,876,158
   Interest expense upon conversion of
    promissory notes                       394,747             -          1,810,711

  Changes in operating assets and
   liabilities:
   Accounts receivable                      18,924         5,109            (47,869)
   Prepaid expenses                          9,274       (17,396)                 -
   Other assets                              9,565       (11,075)           (23,694)
   Accounts payable and accrued
    liabilities                              8,739      (329,405)           299,947
   Accrued interest                         31,466        33,560             81,867
   Accrued payroll and payroll taxes       (27,757)      (32,370)           (56,191)
   Deferred rent                           (13,201)            -                  -
   Accrued interest converted into
    common stock                             8,239             -             17,785
                                        -----------  -----------        -------------
Net cash used in operating activities   (1,730,437)   (2,211,940)        (4,131,033)
                                        -----------  -----------        -------------

 Cash flows from investing activities:
  Purchase of property and equipment      (115,641)       52,779         (1,116,367)
  Purchase of LNT assets                  (400,000)            -           (400,000)
  Investment in The Energy Corp.           (25,000)            -            (25,000)
  Capitalized software development costs   (80,007)            -           (193,343)
  Notes receivable advances                      -             -            (41,200)
                                        -----------  -----------        -------------
Net cash provided by (used in)
 investing activities                     (620,647)       52,780         (1,775,910)
                                        -----------  -----------        -------------

Cash flows from financing activities:
 Proceeds from issuance of promissory
  notes                                          -       120,000          2,720,000
 Proceeds from issuance of demand notes    950,000       500,000            950,000
 Payment of financing fees                (120,000)            -           (346,523)
 Proceeds from issuance of common stock  1,772,250     1,686,520          2,871,471
 Deferred offering/issuance costs                -       (97,119)           (55,991)
 Collection of stock subscriptions
  receivable                                     -             -             70,000
 Proceeds from issuance of warrants              -             -              1,046
 Advances from (payment to) officers      (170,881)      (44,951)          (131,510)
 Cash acquired at inception                      -             -                102
                                        -----------  -----------        -------------
Net cash provided by financing
 activities                              2,431,369     2,164,449          6,078,595
                                        -----------  -----------        -------------

Net increase in cash and cash
 equivalents                                80,287         5,288            171,655
 Cash and cash equivalents--beginning      539,104       201,748            447,736
                                        -----------  -----------        -------------
Cash and cash equivalents--ending      $   619,391   $   207,036       $    619,391
                                        ===========  ===========        =============


 Supplemental disclosure of cash flow information:

  Cash paid during the quarter for
   interest                            $     4,104   $     1,204       $     13,334
                                        ===========  ===========        =============
</TABLE>

                                      F-6
                  See Notes to Condensed Financial Statements.

<PAGE>

                            FINANCIAL INTRANET, INC.
                          (a Development Stage Company)

                          NOTES TO FINANCIAL STATEMENTS


Note 1--Basis of Interim Financial Statement Presentation

The accompanying  unaudited condensed financial statements have been prepared in
accordance   with   generally   accepted   accounting   principles  for  interim
information.  Accordingly,  they  do not  include  all of  the  information  and
footnotes  required by generally  accepted  accounting  principles  for complete
financial statements. The results of operations for the interim periods shown in
this report are not  necessarily  indicative of expected  results for any future
interim  period or for the entire  fiscal year.  Financial  Intranet,  Inc. (the
"Company"),  a  development  stage  enterprise,   believes  that  the  quarterly
information  presented  includes  all  adjustments  (consisting  only of normal,
recurring  adjustments)  necessary for a fair  presentation  in accordance  with
generally accepted  accounting  principles.  The accompany  condensed  financial
statements  should be read in conjunction with the Company's Annual Report filed
with the Securities and Exchange Commission on April 13, 2000.

Note 2 - Restructuring

The Company,  in August 2000,  affected a restructure  of it domestic  operating
model.  In doing so, it  eliminated a  significant  portion of its United States
based  operations,  including a planned  elimination  of its  primary  source of
ongoing  telephony and planned  video  streaming  revenue.  The Company plans on
generating  revenue in the future from operations  from its remaining  assets in
the United States,  primarily its web site,  its existing  assets in the Peoples
Republic of China through its 100% wholly owned operating subsidiary corporation
there,  once all regulatory  approvals are obtained,  and potential  synergistic
acquisitions  both in the United  States and abroad.  The  Company  specifically
expects to generate  revenues from its web site and Chinese  subsidiary  through
business-to-business  Internet  and  website  consulting  services,  advertising
domestically  and  internationally  from both its  website and  e-magazine,  and
application programs and services for websites and other businesses. The Company
does not expect its Chinese  subsidiary  to generate  revenue until at least the
fourth quarter of 2000 or become profitable until some time in 2001.

The components of the discontinued operations include:

                                For the three months      For the nine months
                              ended September 30, 2000  ended September 30, 2000
                              ------------------------  ------------------------

Revenue                           $  6,086                $    77,704
                                    -------                 ---------

Cost of revenue                     28,372                    137,485
Sales, general and administrative   27,694                    250,941
Depreciation and amortization         -                       585,141
Other                                 -                       125,069
                                    -------                 ---------
Net loss from
 discontinued operations          $(49,980)               $(1,020,932)
                                    =======                 =========
The  Company  removed  $57,589 of  accounts  receivable  and $4,166 of  accounts
payable related to the  discontinued  operations for a net adjustment of $53,423
as of September 30, 2000. The Company  removed  $66,793 of accounts  receivable,
$520,311  property,  plant and equipment and $20,099 of accounts payable related
to the  discontinued  operations for a net adjustment of $567,005 as of December
31, 1999.

The Company  currently  estimates that it has sufficient cash to fund operations
through January 31, 2001.  Accordingly,  additional  financing will be needed in
order to pursue restructuring plans.

Note 3--Note Payable

In January and  February  2000,  the Company  issued  unsecured  8%  convertible
promissory notes in the principal amounts of $150,000 and $200,000 respectively,
payable on demand. The holder converted these notes in November 2000.

The Company paid, as part of these transactions, fees of $31,500.

In May 2000, the Company issued an unsecured 8% convertible  promissory  note in
the principal amount of up to $600,000,  payable on demand. The holder converted
this note in November 2000.


                                      F-7

<PAGE>

Note 4--Capital Transactions

Public offering

In  February  1999,  the  Company  filed a  Registration  Statement  (Form SB-2)
covering the primary offering of Common stock by the Company and the offering of
common  stock  by  certain  selling  securityholders.   Under  the  registration
statement  as  declared  effective  in  October  1999,  the  Company  registered
10,909,091  shares of common  stock,  par value $.001 per share,  to be held for
sale.  These shares were offered to the public at an offering price of $.275 per
share. Under an alternate  prospectus,  the selling  securityholders  registered
7,310,000 shares of common stock underlying the warrants, convertible promissory
notes,  stock previously issued and stock that will be issued upon conversion of
certain promissory notes.

On March 12, 2000,  the Company sold,  pursuant to its  Registration  Statement,
909,091 shares of common stock to an investor for $250,000.

On March 27, 2000,  the Company sold,  pursuant to its  Registration  Statement,
5,454,545  shares of its  common  stock to two  investors  for an  aggregate  of
$1,500,000.

On March 27,  2000,  the Company  purchased  certain  assets of Longyin  Network
Technology Co., Ltd., a Chinese  Internet content  provider.  The purchase price
was $400,000 plus  1,350,000  shares of common (valued at $0.93 per share) which
was allocated to the assets  acquired  based on their fair values.  The acquired
assets  consist of two Internet  web sites,  an e-mail  magazine and  consulting
agreements with four key individuals.

Other Transactions

In July  2000,  an  aggregate  of  2,200,000  shares of stock  were  issued  and
5,000,000  warrants granted to certain  financial  advisors in consideration for
financial  considerations,  potential  commitments and consulting services to be
rendered in the United States and the Peoples  Republic in China.  An additional
12,273 warrants were issued to a vendor in consideration for placement services.

On August 15, 2000, the Company invested $25,000 for a 1% interest, with a right
of first  refusal to match  certain  dilutive  third party  investments,  in The
Energy Corp., a Florida based intellectual property company with patents related
to the wireless  communications  industry.  The Company  expects to leverage its
assets in the Peoples  Republic  of China as well as its  contacts in the United
States to help  develop the  business  and market its  products  worldwide.  The
potential market for The Energy Corp.'s patented  products,  once production and
distribution has been completed,  is initially the huge market of all industrial
workplaces and other areas that require safe wireless communications.

Note 5--Contingencies

Litigation

On July 23, 1998, H & H  Acquisition  Corp.,  individually  and on behalf of the
Company,  commenced an action in federal  court in the Southern  District of New
York against the Company,  the founder and certain officers,  among others.  The
complaint  is an  action  to  recover  shares  of  common  stock of the  Company
previously sold to an  officer/stockholder  and unspecified damages.  Management
believes  that the claims  against the Company and certain  officers are without
merit, and in fact relate solely to the founder, and is vigorously defending the
action.  No  provision  has been  made in  these  financial  statements  for any
possible losses arising from this litigation.

Note 6 - Subsequent Events

In October 2000, the Company issued an unsecured 8% convertible  promissory note
in the principal  amount of $190,000,  payable on demand.  The holder  converted
this note in November 2000.


                                      F-8
<PAGE>



                         PART I - FINANCIAL INFORMATION

Item 2. - Management's Discussion and Analysis or Plan of Operations

THE FOLLOWING  ANALYSIS OF THE RESULTS OF OPERATIONS AND FINANCIAL  CONDITION OF
THE  COMPANY  SHOULD  BE READ IN  CONJUNCTION  WITH THE  CONSOLIDATED  FINANCIAL
STATEMENTS,  INCLUDING THE NOTES THERETO,  OF THE COMPANY CONTAINED ELSEWHERE IN
THE FORM 10-QSB.

Financial  Intranet,  Inc. is an emerging New York based international media and
communications  company  that  currently  holds a 100%  ownership  interest in a
Chinese Internet content provider.

Results of operations

Revenue

The Company's  principal  source of revenue  historically was from the resale of
telephone and data communications, which operations were discontinued commencing
in July 2000. Accordingly,  the revenue for the three months ended September 30,
2000, which was $6,086, as compared with $24,600 in the same period of the prior
year, was eliminated in accounting for the results of  discontinued  operations.
The Company does not expect to report significant  revenue from these sources in
the future;  it does expect to derive  revenue from its web site and Chinese and
subsidiary.

Cost of revenue

The Company's  cost of revenue  consists  primarily of telephone  communications
lines  and  Internet   access   costs   required  to  support  and  deliver  our
communications  services.  Cost of revenues for the three months ended September
30,  2000 was  $28,372  compared  with  $37,517 in the prior  year,  although in
accounting for  discontinued  operations such costs were  eliminated.  We expect
such cost of revenues to be substantially  lower over the next quarter as future
revenues  anticipated  from usage  volume are  eliminated.  Cost of revenue will
consist of those  expenses  necessary  to support the  website and for  managing
investments in subsidiaries.

Selling, general and administrative expenses

General and administrative expenses consist primarily of:
(a)      promotional, advertising and public relations costs
(b)      employee compensation and related expenses (including payroll taxes and
         benefits) for executive, administrative and operations personnel
(c)      licensing, legal and other professional fees
(d)      travel and entertainment
(e)      facility and office-related  costs such as rent, insurance, maintenance
         and telephone.

These costs  increased  from $601,106 in 1999 to $1,099,994 in 2000 after taking
into consideration  certain costs eliminated due to the discontinuing of certain
operations  of  the  Company.  Management  expects  general  and  administrative
expenses to decrease in the near future as a recent

                                       2

<PAGE>

restructuring  eliminated  a portion of the  overhead.  As domestic  business is
increased,  such  expenses  other than  consulting  fees may again  increase  to
support future growth.

Stock compensation expenses

Other expenses  charged to operations  consist of non-cash costs of the issuance
of common stock,  warrants,  and stock options.  These  expenses  decreased from
$310,314 in 1999 to $122,253 in 2000.  The  restructuring  of the Company should
have no material effect on stock compensation expenses in the near future.

Depreciation and amortization

Depreciation  and  amortization  consists  primarily of depreciation of computer
equipment, amortization of software development costs, exclusive of a write down
of  assets  due to the  discontinuance  of  certain  of the  Company's  domestic
operations.  Amortization of software costs and software  development  costs was
$441,834 and $73,409.  Depreciation and amortization expenses may decrease going
forward as assets related to discontinued operations have been written off.

Other income and expense

Other income consists  principally of interest from loans,  notes receivable and
short-term  investments.  Interest  expense  decreased  to $985,501 for the nine
months  ended  September  30, 2000 from  $1,246,225  for the nine  months  ended
September 30, 1999.  Interest  expense consists of interest accrued on loans and
convertible  notes  payable.  Interest  income or expense is not  expected to be
affected by the discontinuance of certain of the Company's operations.

Income taxes

No provision for federal and state income taxes has been recorded as the Company
incurred net  operating  losses in the third  quarter of 1999 and 2000.  The net
operating  losses will be available to offset any future taxable  income.  Given
the  Company's  limited  operating  history,  losses  incurred  to date  and the
difficulty in accurately forecasting future results, management does not believe
that the  realization of the potential  future  benefits of these  carryforwards
meets the criteria for recognition of a deferred tax asset required by generally
accepted accounting principles. Accordingly, a full 100% valuation allowance has
been provided.

Liquidity and capital resources

Cash and cash  equivalents  were  $171,313 and $91,368 at September 30, 2000 and
December 31, 1999, respectively.

The Company had negative  working  capital of  $1,003,123 at September 30, 2000.
Net cash used in operating  activities  was $1,730,437 for the nine months ended
September 30, 2000. Cash used in operating activities was primarily attributable

                                       3

<PAGE>

to a net loss of $3,664,412. This was partially offset by non-cash items such as
depreciation and  amortization of $1,026,976,  interest expense on conversion of
promissory  notes  into  equity  of  $394,747  and stock  compensation  costs of
$457,003.  Net cash  used in  operating  activities  for the nine  months  ended
September 30, 1999 was $2,211,940,  which was principally due to the net loss of
$2,595,710  offset primarily by a non-cash  compensation  expense resulting from
stock  options  granted  of  $548,434.  Based on the  discontinuance  of certain
operations  of the Company,  it is  anticipated  that net cash used on operating
activities on a go forward basis will decrease in the short term. As part of the
accounting for discontinued operations, accounts receivable were written down by
$57,589 and accounts  payable by $4,166 for amounts related to the  discontinued
operations, for a net charge (recognized in the second quarter) of $53,423.

Net cash used for  investing  activities  of $620,647  for the nine months ended
September 30, 2000 was primarily  attributable to the purchase of the LNT assets
and an  investment in The Energy Corp.,  a Florida based  intellectual  property
company with patents related to the wireless communications  industry.. Net cash
provided by investing  activities of $52,780 for the nine months ended September
30,  1999  was  principally  due to  reduction  in costs  of  capital  equipment
acquired.

Net cash provided by financing  activities  for the nine months ended  September
30, 2000 was $2,431,369 and consisted primarily of proceeds from the issuance of
common stock and demand notes. Net cash provided by financing activities for the
nine months ended September 30, 1999 was $2,164,449,  and consisted primarily of
proceeds  from the issuance of common  stock,  less related  financing  fees and
repayments to an officer.

The Company has satisfied its cash requirements to date primarily through public
and private placements of common stock,  warrants,  debentures  convertible into
shares of common  stock and the  issuance of common stock in lieu of payment for
services.  Also,  officers  have loaned the  Company  funds as needed to provide
working capital.

We believe that the  $1,750,000  proceeds  received  this year from the offering
under the SB-2, cash on hand and anticipated revenues will be sufficient to meet
anticipated short term cash  requirements only through the end of January,  2001
and we do not expect to generate  positive  cash flow from  operations  until at
least 2001.  Unless we generate  significant  revenue or obtain financing in the
near future,  our operations in the development  stage raise  substantial  doubt
about our ability to continue as a going concern. There can be no assurance that
additional capital beyond the amounts currently forecasted will not be required,
nor that any such  required  additional  capital will be available on reasonable
terms, if at all, at such time as required by the Company.

The Company,  in August 2000,  affected a restructure  of it domestic  operating
model.  In doing so, it  eliminated a  significant  portion of its United States
based  operations,  including a planned  elimination  of its  primary  source of
ongoing  telephony and planned  video  streaming  revenue.  The Company plans on
generating  revenue in the future from operations  from its remaining  assets in
the United States,  primarily its web site,  its existing  assets in the Peoples
Republic of China through its 100% wholly owned operating subsidiary corporation
there,  once all regulatory  approvals are obtained,  and potential  synergistic
acquisitions  both in the United  States and abroad.  The  Company  specifically
expects to generate  revenues from its web site and Chinese  subsidiary  through
business-to-business  Internet  and  website  consulting  services,  advertising
domestically  and  internationally  from both its  website and  e-magazine,  and
application programs and services for websites and other businesses. The Company

                                       4

<PAGE>

does not expect its Chinese  subsidiary  to generate  revenue until at least the
fourth quarter of 2000 or become profitable until some time in 2001.

Forward-looking statements in this report may prove to be materially inaccurate.
In addition to  historical  information,  this report  contains  forward-looking
information  that involves  risks and  uncertainties.  The words "may",  "will",
"expect", "anticipate",  "continue", "estimate", "project", "intend" and similar
expressions are intended to identify forward-looking statements.  Actual results
may differ materially from those included within the forward-looking  statements
as a result  of  factors,  including  the  risks  described  above  and  factors
described elsewhere in this report.


Subsequent Events

In October 2000, the Company issued an unsecured 8% convertible  promissory note
in the principal  amount of $190,000,  payable on demand.  The holder  converted
this note in November 2000.


                                       5
<PAGE>




                           PART II - OTHER INFORMATION

Item 1.           Legal Proceedings

                  Not applicable.

Item 2.           Change in Securities

                  Not applicable.

Item 3.           Defaults Upon Senior Securities

                  Not applicable.

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

                  None.

Item 5.           Other Information

                  This   report  was  filed  without  review  of  the  quarterly
                  financial  statements by an independent auditor.   Review will
                  be obtained as  soon as  possible  after  filing this  Report,
                  and   any   material   change  to  the   quarterly   financial
                  statements  necessitated   by such  review  will  be  promptly
                  reported by means of an amendment to this Report.

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

                  Form  8-K on file  indicating  a  change  in the  registrant's
certifying accountants as of February 2000.


                                       6
<PAGE>




                                   SIGNATURES

In accordance with the  requirements of the Exchange Act, the registrant  caused
this  report to be  signed on its  behalf  by the  undersigned,  thereunto  duly
authorized.


                                                       Financial Intranet, Inc.
                                                       ------------------------
                                                             (Registrant)


Date: December 13, 2001                                /s/ Michael Sheppard
      -----------------                                    -----------------
                                                           Michael Sheppard
                                                           President




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