SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549

                                   FORM 10-KSB

[x]  Annual Report  Pursuant to Section 13 or 15(d) of the  Securities  Exchange
     Act of 1934 [No Fee Required]

For the fiscal year ended March 31, 1999

[ ] Transition Report Pursuant to Section 13 or 15(d) of the Securities Exchange
    Act of 1934 [No Fee Required]

For the transition period from                          to

Commission file number 0-24408

                                 IJNT.net, Inc.
              (Exact name of small business issuer in its charter)

         DELAWARE                                      33-0611753
(State or other jurisdiction of            (I.R.S. Employer Identification No.)
incorporation or organization)

        2800 Post Oak Blvd.
           Houston, Texas                              77056
(Address of principal executive offices)             (Zip Code)

Registrant's telephone number, including area code:  (713) 462-4222
                                                    ----------------------

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

Securities  registered  pursuant to Section 12(g) of the Act: Common Stock,  par
value $.001

           Indicate  by check mark  whether the issuer (1) has filed all reports
required to be filed by Section 13 or 15(d) of the  Securities  Exchange  Act of
1934 during the preceding 12 months (or for such shorter  period that the issuer
was  required  to file such  reports)  and (2) has been  subject to such  filing
requirements for the past 90 days.
                                                    YES   X        NO

           Check if 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 issuer'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:  $1,552,194

           The aggregate market value of the voting stock held by non-affiliates
of the issuer as of July 8, 1999 was equal to  $35,719,159  based on the average
bid and ask price of $3.75

           The number of shares  outstanding  of the issuer's  classes of Common
Stock as of July 8, 1999:

Common Stock, $.001 Par Value - 17,183,756 shares


                    DOCUMENTS INCORPORATED BY REFERENCE: NONE


                                        1

<PAGE>



                                     PART I

Item 1.   DESCRIPTION OF BUSINESS

The Business

IJNT.net,  Inc. (formerly known as IJNT.net  Corporation and IJNT International,
Inc.,  hereinafer  referred  to as the  "Company"  or  "IJNT") is engaged in the
business of providing wireless Internet access through microwave technology. The
Company also offers  dial-up  Internet  access,  web site design and web hosting
services,  as well as  optical  fiber  connectivity  and  related  products  and
services.  The  Company's  Salt Lake City  business  (the  "Salt  Lake  System")
commenced offering access in July 1997. This system now offers one-way wireless,
two-way wireless, dial-up access and web site design and hosting services. As of
March 31,  1999,  the Salt Lake  System  serviced  over  2000  subscribers.  The
Company's  business in Beaumont,  Texas (the "Beaumont  System")  offers one-way
wireless  Internet  access,  dial-up  Internet  access,  web site design and web
hosting services.  The Beaumont System served almost 1,300 users as of March 31,
1999. On January 1, 1998, the Company  acquired Access  Communications,  Inc., a
Texas  corporation  ("Access").  Access was in the business of providing dial-up
Internet access and served approximately 1,800 subscribers in the Houston, Texas
area  at the  time of the  acquisition.  The  Company  began  offering  wireless
Internet  service in Houston June 20, 1999.  The Company has also  constructed a
wireless  system in Irvine,  California to service Orange County.  Operations in
Irvine  commenced  in the last  quarter of 1998.  The  Company  offers  wireless
Internet  service as a reseller and offers  dial-up  Internet  access,  web site
design and hosting in Concord, California,  Petaluma,  California and throughout
the San Francisco Bay Area. The Company  intends to open  additional  markets to
offer wireless services. This may be accomplished by acquiring operating systems
and/or  licenses,  or by constructing  new systems to operate in licensed and/or
unlicensed  frequency  bands.  The Company  operates  its  wireless  and dial-up
Internet  service  provider  division  under the name of UrJet  Internet.  UrJet
Internet is an international  dial-up ISP, with  approximately 1500 local points
of presence in the United  States and  approximately  550 more  internationally.
UrJet Internet offers on-line registration which has yielded approximately 5,000
customers since its inception.

In August of 1998,  the Company  acquired Man Rabbit House  Multimedia,  Inc., a
California corporation ("MRHM") as a wholly-owned  subsidiary.  MRHM specializes
in  high-end  web site  design  and  development  and boasts a  substantial  and
impressive  client base  ranging  from  dealers of  performance  automobiles  to
lifestyle apparel.

UrJet Backbone  Network ("UBN") is a wholly owned subsidiary of the Company that
was formed in the last quarter of 1998 to deploy fiber backbone connectivity and
a variety of  telecommunications  carrier  services.  Competitive Local Exchange
Carrier  (CLEC)  registration  is  currently  pending  in several  states.  Upon
approval of this registration,  UBN will compete with local telephone  companies
to deliver various telecommunication services to customers. UBN's fiber backbone
is now in place in such markets as Los Angeles, San Francisco and Orange County.
Los Angeles,  Dallas,  Houston,  Salt Lake City, Phoenix,  San Diego and several
other major  markets  should be fully  connected by the end of the 1999 calendar
year.  UBN  also  has  rights  to fiber  routes  and  colocation/interconnection
facilities in 13 major cities across the U.S.

The Company has entered  into  several  acquisition  agreements  with  companies
involved in various  aspects of the  Internet  industry.  See "ITEM 13 - Certain
Transactions  and  Subsequent  Events." The Company is currently in  discussions
with other  Companies and is pursuing  additional  acquisitions in order to grow
its customer base and market influence.

The  corporate  headquarters  of the  Company is located at 2800 Post Oak Blvd.,
Houston, Texas 77056, and its telephone number is (713) 462-4222.

Background

The Company was incorporated in the State of Delaware under the name Picometrix,
Inc. on June 11, 1992 and authorized 20,000,000 shares of $0.01 par value common
stock.  On June 30, 1997 the Company  effected a  2.3399365-for-1  share forward
stock split.  The split increased the total  outstanding  shares from 579,600 to
1,356,377.

                                        2

<PAGE>



On August 8, 1997 the  Company  issued  9,964,286  shares of post  forward-split
stock to IJNT,  Inc. in conjunction  with the purchase of all of the outstanding
stock of IJNT, Inc. (formerly known as Interjet Net, Inc.) Immediately following
the  acquisition  of IJNT,  Inc.,  the  Company  changed  its  name to  IJNT.net
Corporation  and conducted a private  placement of 680,000  shares of its common
stock at a price of $1.95 per share.  This  offering was completed on August 27,
1997.

The  Company  has  changed   its  name  from   IJNT.net   Corporation   to  IJNT
International, Inc. and finally to IJNT.net, Inc. over the past fiscal year.

Overview

The IJNT wireless Internet systems operate over a wireless spectrum allocated by
the FCC,  specifically  in the  microwave  frequency  band  between  2.4 and 2.7
gigahertz  (GHz).  In the Salt Lake City area,  IJNT,  doing  business  as UrJet
Internet,  has  leased  frequency  for ten years  from an MMDS  license  holder,
Hispanic Information Telecommunications Network, Inc. ("HITN"). The HITN antenna
is currently located in downtown Salt Lake City but is intended to be moved to a
new site on Farnsworth Peak, which is in the line of sight to substantially  all
of the  population  area of Greater Salt Lake City.  The antenna  operates at 10
watts and the space for the antenna is licensed from a local television station.
The  topography  of the  Salt  Lake  City  area  gives  excellent  line of sight
transmission to the entire  population  area of 1.3 million.  The Salt Lake City
metropolitan  area is rapidly  growing,  with a concentration of high technology
enterprises.  The Company  began  testing  the signal for the  one-way  wireless
system in June of 1997 and began  selling  the  service  in  September  of 1997.
During the first quarter of 1998,  the Company added two-way  wireless  Internet
access,  dial-up  Internet  access,  web site design and web hosting to its Salt
Lake City  offerings.  The  Company's  Beaumont,  Texas system also  operates on
frequencies  in the  MMDS/ITFS  bands.  The  Company  offers  this full array of
Internet services in all its markets.

The Company's  operations in Salt Lake City, Orange County,  Houston and the San
Francisco  Bay area  include the use of the  microwave  frequency in the 2.4 GHz
unlicensed  band in  addition  to other  frequencies  that  may be  occasionally
utilized as special circumstances or applications may dictate.

Beyond the traditional  international dial-up ISP and wireless ISP services, the
Company's  business  as  a  web  site  design  and  hosting  company  has  grown
substantially.  The Company  projects that the revenues from the MRHM subsidiary
will  continue to grow.  The future  revenues will be  particularly  enhanced by
certain  agreements  into which MRHM has entered that  include a  percentage  of
gross revenues generated by e-commerce sites.

The UrJet Backbone Network subsidiary, launched during the last quarter of 1998,
is poised for major growth over the next fiscal year.  With the investment  made
in the fiber backbone structure,  UBN has CLEC registration  approval pending in
several states, to enable the Company to begin offering local dial tone and long
distance service as well as its other offerings in several major urban markets.

The Company has recently  acquired  FairAuction.com,  an online auction web site
that  generated in excess of one million  dollars in gross  revenues in the year
prior to being acquired by IJNT. The Company plans to increase upon this revenue
base through additional  promotion and expanding the range of products auctioned
on the site. Currently,  FairAuction.com  exclusively sells computers,  computer
peripherals and computer parts.

The Company also has recently  acquired the assets of  Micro-Lite  Television of
Beaumont,  LLC, a Texas  limited  liability  company  ("MLTV").  MLTV holds MMDS
frequency leases in Southeast Texas and broadcasts  wireless cable television to
homes and  businesses in the greater  Beaumont area. The Company is currently in
the process of configuring the television  service to meet the particular  needs
of business subscribers with greater emphasis on news and financial  information
programming.



                                        3

<PAGE>



Industry Overview

The Internet, a network of thousands of interconnected,  separately administered
public and commercial networks,  has emerged as a global  communications  medium
enabling   millions  of  people  to  share   information  and  conduct  business
electronically.  During  the past few  years,  the  number  of  Internet  users,
advertisers and content developers and businesses online has grown dramatically.
With readily-available,  low-cost Internet access,  consumers and businesses are
making  increased use of Web browsers,  electronic  mail,  corporate  intranets,
telecommuting, online advertising and electronic commerce. According to Wireless
Broadcasting  Magazine,  there are over 12 million  Internet users in the United
States.  Other sources place the  estimated  number of U.S.  users as high as 50
million. According to Jupiter Communications,  the number of Internet households
worldwide  will grow from an  estimated  23.4 million in 1996 to 66.6 million by
2000.  The Company  believes  that this growth in the number of users will drive
more substantial  increases in both Internet  advertising,  which  International
Data Corporation  ("IDC")  estimates will grow from $181 million in 1996 to $2.9
billion in 2000, and Internet commerce,  which IDC estimates will grow from $318
million in 1995 to $95 billion in 2000.

Internet usage continues to be stimulated by a number of factors,  including the
emergence  of the World Wide Web,  the  increasing  sophistication  of  Internet
browsers and  Web-enabled  software,  the  availability  of low-cost,  flat-rate
pricing for Internet access and online services,  and the wealth of increasingly
useful information  published on the Internet.  Increased Internet usage and the
availability  of powerful  new tools for the  development  and  distribution  of
Internet content have led to a proliferation of Internet-based services, such as
advertising,  online  magazines,  specialized news feeds,  interactive games and
educational and entertainment applications,  that are increasingly incorporating
multimedia  information  such as video  and  near-CD-quality  audio  clips.  The
Internet has the  potential to become a platform  through  which  consumers  and
businesses easily access rich multimedia information and entertainment, creating
new sources of revenue for advertisers,  content  providers and businesses.  The
growth of Internet  advertising and commerce depends, in part, on the ability of
advertisers and online merchants to deliver a compelling  multimedia  message to
attract viewers and potential customers.

It is estimated that  approximately 40% of US households have personal computers
and that 60% of  businesses  already  have  Internet  access or will have access
within  one year.  Almost  all of the  current  access is  provided  over  local
telephone  company  circuits,  most  of  which  are  limited  by  current  modem
technology to providing 56 kilobit-per- second (Kbps) access, and limited by law
to data transfer rates of 53Kbps by law where  traditional modem access is used.
Many telephone companies also offer ISDN telephone service at 64 or 128 Kbps, or
T-1 lines, with up to 1.544 Mbps, but such lines are not available in every area
and are expensive.  Currently,  the average Internet user uses a modem with 28.8
Kbps capability. In early 1997, dial-up modems offering a peak data transmission
speed of 56 Kbps were  introduced for use with ISP/OSPs over existing  telephone
lines, although many ISP/OSPs do not yet support this transmission speed through
many of their  points of presence.  The lack of a universal  standard has slowed
the rate of adoption  of faster  modems.  Integrated  Services  Digital  Network
("ISDN")  technology  enables a peak data transmission speed of 128 Kbps between
the user and the ISP/OSP over specially  conditioned  telephone lines.  Although
ISDN  technology has been  available for several  years,  it has not been widely
deployed  due  primarily  to its  high  costs  and  usage-based  pricing  model.
Asymmetric  Digital  Subscriber  Line ("ADSL") is currently  the most  prominent
implementation  of Digital  Subscriber  Line  ("xDSL")  technology,  an emerging
telecommunications  protocol  originally  developed to deliver  video on demand.
ADSL  enables  peak data  transmission  speeds of 8.4 Mbps  downstream  from the
ISP/OSP to the user and 640 Kbps upstream from the user to the ISP/OSP; however,
typical installations realize substantially lower data transmission speeds. ADSL
access is priced  significantly  above other access services and is not expected
to be widely  available  in the near term.  Cable modem  technology  offers data
transmission at speeds of 10 Mbps  downstream and 10 Mbps upstream,  with speeds
comparable to wireless  available only in those  metropolitan areas where hybrid
fiber-coaxial  ("HFC")  cable is installed  at  significant  cost.  As with xDSL
installations,   real  world  cable  modem   systems   typically   realize  data
transmission  speeds  which  are a  fraction  of  the  advertised  maximum.  The
perceived advantage of cable modem access to the Internet is the availability of
current  infrastructure.  However,  businesses,  which are the heaviest users of
Internet  services,  are not typically wired for cable,  and cable companies are
already laden with debt and existing infrastructure improvement projects and are
often burdened with a negative consumer perception.


                                        4

<PAGE>



Most current  satellite-delivery  approaches such as direct broadcast  satellite
("DBS") currently  provide a peak data  transmission  speed of approximately 400
Kbps  downstream  and rely on  dial-up  modems  and the  telephony  network  for
upstream  transmission  ("telephone  return").  These  approaches  have  scaling
limitations  due to the  necessity  of  dividing  a finite  amount of  satellite
bandwidth among  subscribers in a broad geographic  area. The Iridium  satellite
solution  offers two-way  transmission,  but is quite costly in comparison  with
other technologies  offering  comparable speed. Other wireless offerings rely on
ground-based radios instead of satellites.  Such offerings include  multichannel
multipoint  distribution service ("MMDS"),  low power television stations in the
VHF bandwidth ("LPTV") and local multipoint distribution service ("LMDS"), which
are one-way and two-way  high-bandwidth  wireless digital broadcasting  systems,
respectively.  MMDS and LMDS are not yet widely available,  require unobstructed
"line-of-sight"  transmission  paths and may require  additional radio frequency
spectrum  allocations,  an  entirely  new  distribution  infrastructure  and new
equipment (including  specialized radio modems,  antennas and  down-converters).
The  frequencies  required for MMDS delivery  infrastructure  are  prohibitively
expensive at present in many areas;  and multiple  frequencies  are required for
two-way operation.

Competition

The  markets  for  consumer  and  business   Internet   services  are  extremely
competitive,  and the Company  expects that  competition  will  intensify in the
future.  The  Company's  most  direct  competitors  in these  markets  are ISPs,
national long distance  carriers and local exchange  carriers,  wireless service
providers, OSPs and Internet content aggregators.  Many of these competitors are
offering (or may soon offer) technologies that will attempt to compete with some
or all of the Company's  high-speed data service  offerings.  Such  technologies
include Integrated Services Digital Network ("ISDN") and Digital Subscriber Line
("xDSL").   The  Company  also  competes  with  other  wireless,   telephone  or
cable-based data services.  The bases of competition include transmission speed,
reliability of service, ease of access, price/performance,  ease-of-use, content
quality, quality of presentation, timeliness of content, customer support, brand
recognition and operating  experience.  ISPs,  such as BBN Corporation  ("BBN"),
Earthlink   Network,   Inc.   ("Earthlink"),    MindSpring   Enterprises,   Inc.
("MindSpring"),  Netcom On-Line  Communications  Services,  Inc.  ("Netcom") and
PSInet Inc. ("PSInet"),  provide basic Internet access to residential  consumers
and businesses, generally using existing telephone network infrastructures. This
method is widely  available and  inexpensive to the consumer.  Barriers to entry
are low, resulting in a highly competitive and fragmented market.  Long distance
inter-exchange  carriers,  such  as  AT&T  Corp.  ("AT&T"),  MCI  Communications
Corporation   ("MCI"),   Sprint  Corporation   ("Sprint")  and  WorldCom,   Inc.
("WorldCom"),  have  deployed  large-scale  Internet  access  networks  and sell
connectivity to business and residential customers.  The regional Bell operating
companies  ("RBOCs")  and other local  exchange  carriers have also entered this
field  and  are  providing  price-competitive  services,  and  cable  television
companies are also offering Internet access.  Many of such carriers are offering
diversified packages of telecommunications  services,  including Internet access
service, to residential customers and could bundle such services together, which
could place the Company at a competitive disadvantage.

Wireless  service  providers,  including  AT&T and Hughes Network  Systems,  are
developing  wireless  Internet  connectivity,  such as  multichannel  multipoint
distribution  service,   local  multipoint   distribution  service  and  digital
broadcast  satellite.  OSPs  include  companies  such as  America  Online,  Inc.
("America Online"), CompuServe Corporation ("CompuServe"), Microsoft's Microsoft
Network ("MSN"),  Prodigy,  Inc.  ("Prodigy") and WebTV Networks Inc.  ("WebTV")
(which has agreed to be acquired by Microsoft)  that provide,  over the Internet
and on proprietary online services,  content and applications  ranging from news
and sports to consumer video conferencing. These services are designed for broad
consumer access over telecommunications-based  transmission media, which enables
the provision of data services to the large group of consumers who have personal
computers with modems.  In addition,  they provide basic Internet  connectivity,
ease-of-use and consistency of environment.  In addition to developing their own
content  or  supporting  proprietary  third-party  content  developers,   online
services often  establish  relationships  with  traditional  broadcast and print
media outlets to bundle their content into the service, such as the relationship
of Microsoft with NBC to provide  multimedia  news and  information  programming
over both cable television and MSN.

Content  aggregators  seek to provide a "one-stop"  shop for Internet and online
users. Their success depends on capturing audience flow,  providing  ease-of-use
and offering a range of content that appeals to a broad audience. Their

                                        5

<PAGE>



business models are predicated on attracting and retaining an audience for their
set of  offerings.  Leading  companies  in this  area  include  America  Online,
CompuServe,  Excite, Inc. ("Excite"),  Microsoft and Yahoo! Inc. ("Yahoo!").  In
this  market,  competition  occurs  in  acquiring  both  content  providers  and
subscribers.  The principal bases of competition in attracting content providers
include  quality of  demographics,  audience size,  cost-  effectiveness  of the
medium and ability to create differentiated  experiences using aggregator tools.
The principal bases of competition in attracting  subscribers  include  richness
and  variety  of  content  and  ease  of  access  to the  desired  content.  The
proprietary online services such as America Online,  CompuServe and MSN have the
advantage  of  a  large  customer  base,  industry   experience,   many  content
partnerships and significant resources.

Many cable system  operators have developed their own  cable-based  services and
market those services to unaffiliated  cable system  operators that are planning
to deploy data services.  Several cable system operators,  including Time Warner
Inc.  ("Time Warner") and the  Continental  Cablevision  subsidiary of U S WEST,
Inc. ("US West"),  have deployed  high-speed Internet access services over their
existing  local HFC cable  networks.  Specifically,  Time  Warner,  which is the
second  largest  cable company in the United  States,  has  established  its own
cable-based ISP with proprietary  content,  called Road Runner, which features a
variety of Time Warner  publications  and services.  Time Warner plans to market
the Road Runner  service  through Time  Warner's own cable systems as well as to
other cable system operators nationwide.  Continental  Cablevision has developed
another service called Highway One, which offers high-speed Internet services to
its existing customers.  Others that have publicly announced limited-area trials
for  their  own  cable-based  Internet  services  include  Adelphia,   BellSouth
Corporation ("BellSouth") and Jones Intercable, Inc. ("Jones Intercable").  Some
of these companies such as Time Warner have their own  substantial  libraries of
multimedia   content  and  the  other  competitors  could  establish   strategic
relationships  with  content   providers,   which  could  provide  them  with  a
significant competitive advantage.

Many of the Company's  competitors and potential  competitors have substantially
greater financial,  technical and marketing resources,  larger subscriber bases,
longer  operating  histories,  greater  name  recognition  and more  established
relationships  with  advertisers and content and application  providers than the
Company.  Such  competitors  may be able to undertake more  extensive  marketing
campaigns,  adopt more aggressive pricing policies and devote substantially more
resources to developing  Internet  services or online  content than the Company.
There can be no assurance that the Company will be able to compete  successfully
against current or future competitors or that competitive pressures faced by the
Company will not materially  adversely affect the Company's business,  operating
results or financial  condition.  Further, as a strategic response to changes in
the competitive  environment,  the Company may make certain pricing,  service or
marketing decisions or enter into acquisitions or new ventures that could have a
material  adverse  effect  on  the  Company's  business,  operating  results  or
financial condition.

Regulatory Environment

The  Company's  services  are  subject to  current  regulations  of the  Federal
Communications  Commission  (the "FCC") with  respect to the use of its wireless
access.  In  addition,  changes in the  regulatory  environment  relating to the
Internet  connectivity  market,  including  regulatory changes that, directly or
indirectly,  affect  telecommunications costs, limit usage of subscriber-related
information or increase the likelihood or scope of competition from the RBOCs or
other telecommunications companies, could affect the prices at which the Company
may sell its services. For example,  regulations recently adopted by the FCC are
intended to subsidize  Internet  connectivity  rates for schools and  libraries,
which could affect demand for the Company's services. The Company cannot predict
the impact, if any, that future  regulation or regulatory  changes might have on
its business.

Business Strategy

The Company is one of a few companies  currently offering wireless  applications
to access the Internet.  The opportunity for this  application  over a wide area
became available only about two years ago when a wireless downstream application
for Internet  access was  announced.  This  technology is built around a headend
(Point of Presence or "POP") that is then  connected to a microwave  transmitter
(or multiple  transmitters)  operating in the 2.5- 2.7 Ghz-bandwidth  range. The
Salt Lake System was one of the first systems of this kind built in the country.


                                        6

<PAGE>



Although the one-way system works well, it is a "downstream" only  transmission.
A customer is still tethered to a phone line to transmit information  "upstream"
through  an ISP onto the  Internet  backbone.  The  return  information  is then
obtained by high-speed return. Recently,  however, newer technology has provided
wireless  two-way  applications  that the Company has also installed in the Salt
Lake System and  elsewhere.  With wireless  two-way,  a customer  eliminates the
phone  company from the Internet  access  equation  altogether,  and is provided
high-speed to and from the Internet.  The  customer's  computer is always on the
Internet with virtually no delays in downloading  most files. The two-way system
also opens the door to telephony, video-conferencing,  and a wide range of other
applications.

The Company has positioned itself as presumably the only  full-service  wireless
company  in the  country  that  offers all  Internet-related  service as well as
high-speed connectivity.  From its core business of high-speed wireless Internet
access to standard ISP accounts and  sophisticated  Web design and hosting,  the
Company is in a position to provide a full selection of products and services to
the entire  community of Internet users. It is the Company's belief that it is a
model for the Internet  provider of the  future--a  provider that can serve each
customer's full needs, with high-speed,  two-way Internet access as the business
core.

In its  expansion  into  web  site  design,  web site  hosting,  fiber  backbone
connectivity,  international  dial-up Internet service,  online auction business
and  competitive  local  exchange  carrier  status,  the  Company  is poised for
diversification within the growing Internet industry.

In the Company's view:

     o    There is a huge and  rapidly  growing  market  demand  for  high-speed
          Internet access that is satisfied by the Company's  wireless and wired
          high-speed products.

     o    Two-way wireless solutions provide a high growth-potential market that
          is early in its evolution.

     o    High scalability is achievable within a year.

     o    The Company's wireless approach has a potentially  national and global
          application.

     o    Wireless  applications can cut infrastructure  cost by as much as 50%,
          thus reducing equipment cost dramatically.

     o    Owning its own backbone network,  the Company will be able to leverage
          its CLEC  status to provide  connectivity  for its  services  at lower
          cost/higher margins.

     o    The Company must act as a full-service  ISP, with high-speed  wireless
          and wired solutions as its unique niche. o The current market focus of
          the Company is small to mid-size  businesses and high-end  residential
          Internet users/early adopters.

Wireless Network Solutions

The core  business of the  Company is to provide  high-speed  wireless  Internet
access to businesses and high-end  individual  users.  Such primary  targets are
Multiple Dwelling Units (apartments,  condominiums),  commercial buildings,  and
telecommuters. The application of each of these units is better shown by example
than discussion.

A large apartment  complex or condo is linked to the Company's  wireless two-way
headend and ISP rather inexpensively.  Then cable is run to each unit within the
building,  similar to phone or cable  wiring.  Each of the units is now ready to
receive the Company's signal and an individual  secure link to the Internet.  As
the  Company  becomes  the  customer's  ISP as well as their  high-speed  access
provider and Web host, the customer  eliminates  second phone line charges,  ISP
fees and the necessity to purchase a traditional phone modem. For about the same
cost per  month,  that user can  receive  high-speed  access  with  savings  and
portability  which the Company  contends  can't be matched by any other  service
available today.

Another  example  with  a  current  client  of  the  Company,  is  the  Overland
Corporation  in Salt Lake  City.  The  Company  wired  Overland's  new 100+ unit
apartment complex. The Company anticipates that at least 50% of the unit rentals
will subscribe to the Company's service. Thus, the building should produce about
$2500  per  month or  almost  $30,000  per year  into  the  foreseeable  future.
Construction costs, building wiring, labor and antennas totaled about $15,000.

                                        7

<PAGE>



Commercial  buildings are similar,  such as the Judge  Building in the Salt Lake
System.  The  Company  has an  agreement  with the owners of this  property  (40
business  tenants)  to provide  wireless  T1 service to all the  tenants.  It is
anticipated  that the average price per tenant for this high-end service will be
about $400 per tenant.  The tenants will be able to subscribe for service from a
64Kbps to a full T-1 at far less than  phone  rates.  Similar  arrangements  and
opportunities  with other  commercial and  residential  properties  exist in the
Company's markets in Houston, Beaumont, Orange County and Northern California.

Another  example  of  high-end   Internet  use  is  the  growing   telecommuting
industry--the home-office user that must have high-speed access.

These  examples are  representative  of the customer  base for the Company.  The
initial growth and experience indicate that the Company's wireless approach is a
product that is better, cheaper, and faster than its current competition.

Internet Service Provider

High-speed  wireless and wired  Internet  access  solutions  are the core of the
Company's  business.  The  sales  efforts  of the  Company  have  made it clear,
however, that most businesses want a full service provider. The Company believes
that  businesses  generally  want an Internet  provider  that has the ability to
address the all Internet needs of the business in full, not partially.  IJNT.net
does  that  with the  wireless  system,  dial-up  access  and  wired  high-speed
solutions as well as web site services as value-added items.

The  Company  believes  that the dial-up  subscribers  are  important.  They may
eventually want to upgrade as they become more active on the Internet and as the
price of wireless modems and other high-speed solutions fall.

Marketing

Although  the Company  expects that many of its new  subscribers  will come from
acquisitions,  local sales and  marketing are also a vital part of the Company's
growth plan.  Local marketing will give the Company brand name  recognition that
will lead to wireless system and other high-speed sales.

The Company's ISP marketing  strategy is built around local  activity with local
radio, TV,  newspapers,  and retail computer stores.  The computer store program
has historically been the most productive.  The Company has forged relationships
in its markets with  businesses  that influence the purchasing  decisions of its
primary target  customers for ISP services.  Partnerships  with computer  stores
include:

o    In-store demonstration of our high-speed wireless connection.
o    Joint marketing and advertising.
o    In-store POP displays.
o    Internet Education classes at computer retail outlets.
o    Special Promotions and Event Sponsorships.
o    Reseller Agreements with Revenue.

The Company has such  relationships  with  several  resellers  in the  Company's
various markets.

Web Development, Design, and Hosting

Web sites are business tools that can dramatically  improve customer  perception
and service,  expand marketing efforts,  and reduce marketing and support costs.
The Company currently hosts over 500 commercial Web sites in its Salt Lake City,
UT, Beaumont,  TX, Houston, TX and Newport Beach, CA offices. It is a relatively
low-  maintenance and profitable  side of the business.  The Company also builds
"designer" sites tailored to the particular  client and administered on a daily,
weekly, or monthly basis.


                                        8

<PAGE>



Network Integration Solutions

The Company  provides  network  solutions,  consulting,  and integration for its
high-speed  clients.  Computer  networks are continuing to be key to the flow of
information  within  corporations  and  are  mission-critical  to the  Company's
customers.  The Company is committed to providing the latest up-to-date training
and  certifications  for our  personnel,  thus  providing our  subscribers  with
assurances of top level expertise in the industry.

The Company's  networking  engineers  specialize in the development of Wide Area
Networks (WAN),  Metropolitan,  and Local Area Networks (LAN), including network
integration of all computer systems  platforms.  Corporate  experience  includes
in-depth working knowledge of routing/switching technology, including Breezecom,
Lucent  Technologies,  Bay Networks,  Cisco  Systems,  Nortel  Networks,  Ascend
Communications,  Newbridge,  Hybrid  Networks,  and others in  dealing  with the
design and layout of LAN and WAN environments. The Company has developed LAN/WAN
environments  utilizing  large-scale   deployments  of  the  Major  LAN  Network
Operating Systems.

Network Support

The Company  provides ongoing  day-to-day  support for all products and services
offered.  This support  includes  complete  management of hardware and software,
help-desk  functionality,  and support of all individual  components relating to
integration,   Internet,  telecommuting,  and  in-band  video  conferencing  and
products  (non-proprietary  and  proprietary)  of the Company.  Support is often
aided by the use of network  analyzers  and  management  stations,  which can be
supplied  by the  Company or provided by the  customer.  The  Company's  support
includes software and hardware upgrades for systems and networks. Future product
evaluations  are also  part of the  support  service.  Building  the  customers'
knowledge concerning networks is a specific goal of training,  and documentation
can be included as part of the support  phase of the  contract.  The Company has
close ties with each of the major hardware and software  independent vendors and
maintains an excellent reputation as a quality service and support provider.

Telecommuting and Video Conferencing Services

The Company provides  telecommuting and in-band video  conferencing  services to
corporate users within a corporate entity to allow for employees of customers to
work seamlessly outside the corporate  location.  Currently,  the Company offers
such telecommuting and in-band video conferencing services as an ongoing feature
of its services. The Company continues to develop its offerings by utilizing new
technology, as it becomes available in this emerging market. It is expected that
telecommuting  and in-band video  conferencing will increase the revenue base of
the  Company.  The Company  believes  that it has a strategic  advantage in this
emerging  market by having the ability to integrate  various  vendor-independent
products to provide a seamless integrated package to the customer.

Product and Services

The Company  provides a wide array of Internet  and data  services  ranging from
basic  single-user  dial-up  accounts  to Web  hosting  and design to  elaborate
corporate  data  transfer  solutions.  In basic  terms,  the Company  provides a
connection  to the  Internet  and various  related  services  to help  companies
promote their business on the Internet.

The Company's  quality and reliable  service  begins with its  connection to the
Internet.  In each of its operating markets, a high-speed  connection to a major
Internet  backbone  provider  is  part  of the  Company's  system.  The  Company
currently  uses  UUNET,  ELI,  Level 3  Communications  and  others,  as well as
elements of its own backbone network, to carry its Internet traffic. The Company
uses  multiple T-1s in Houston and Beaumont and a T-3 line in Salt Lake City, as
well as OC3 fiber connections in the Bay Area, Los Angeles and Orange County, to
ensure that customer traffic gets to and from the Internet quickly and reliably.

The  Point-of-Presence  ("POP") is where the data is routed between the Internet
and local users.  The Company's  POPs use the latest in technology and equipment
from manufacturers which include Unix, Linux, Sun Solaris, Apple/AIX and Windows
NT servers, Cisco routers,  digital modems by Ascend, Hybrid Networks and Lucent
Technologies,  and computer hardware by Sun Microsystems,  Apple, Dell Computer,
Compaq and other reputable

                                        9

<PAGE>



manufacturers. To operate the POPs, the Company has hired a staff that is fluent
in all of these platforms. In addition to qualified network administrators,  the
Company maintains  support/customer service staff in-house to care for the needs
of its business and residential customers.

Dial-Up Connections

The simplest  connection to the Internet is the dial-up account.  This method of
service  connects  the  user to the  Internet  through  the  use of a modem  and
standard telephone line.  Currently,  users can connect via dial-up at speeds up
to 56 Kbps. The Company  supports  these users through the use of  sophisticated
modem banks at the POP that send data through a router and out to the  Internet.
The  Company   supports  the  higher  speed  56K  and  ISDN   connections   with
state-of-the-art  digital  modems.  With a dial-up  connection,  a user can gain
access to the Internet for e-mail, World Wide Web ("WWW"), FTP, news groups, and
a variety of other useful applications.

User-to-Modem Ratio

A dial-up  connection  requires  the use of a modem on the  customer  side and a
modem at the POP. The customer  normally owns his or her modem. The modem at the
POP side of the connection is owned and maintained by the ISP. These modems come
in a chassis,  or "bank," that holds multiple modems, such as the Ascend 4000 or
Portmaster PM3. Each time a dial-up customer connects, he or she uses one of the
limited number of modems at the POP. Once all the modems are in use,  subsequent
users will get busy signals.  Most ISPs maintain a user-to-modem ratio of 8-to-1
to 12-to-1.  ISPs using a higher  ratio will most  likely  have users  that,  at
times, cannot connect to the POP or must wait for modems to become available for
use. In IJNT markets,  the Company  maintains a user-to-modem  ratio better than
the industry average of 10-to-1, keeping users' busy signals to a minimum.

Dedicated Dial-up Connections

For the user who needs to be connected  immediately  to the Internet 100% of the
time, the Company offers dedicated dial-up  connections.  This service basically
sets aside one dial-up  modem for the customer,  guaranteeing  that the customer
can always get a connection when needed.

Leased Line Connections

Many  businesses  and some  individuals  have a need for more  bandwidth  to the
Internet in order to support an entire  network of users or a busy Web site. The
Company has the capacity to sell a leased line connection to users.  This method
of connection gives the user a full-time  high-speed (up to 1.5 mbps) connection
to the  Internet  through  the POP.  The leased line  solution  comes at greater
expense to the user, who must lease a specially dedicated line from its location
to the POP.  These lines are leased  through the  telephone  companies at a high
installation  and  monthly  fee.  It is the  Company's  preference  to offer the
customer a two-way wireless connection, thus capturing telephone company revenue
and saving the customer money.

 Downstream Wireless System

Currently,  IJNT is operating a high-speed  wireless  service in Salt Lake City,
Bay Area (reseller),  Orange County,  Houston and Beaumont. The first system, in
Salt Lake City, was launched in November 1997 and experienced immediate success.
That system uses a land-based microwave  transmitter to deliver Internet data to
businesses  and  homes at up to  10Kbps.  Whereas  the  downstream  data flow is
carried on a microwave frequency,  the upstream data flow returns to the POP via
traditional telephone lines. The service is best suited for the business or home
user who pulls large amounts of information from the Internet. Studies show that
the download  requirements  of almost all users far  outweigh the upload  needs,
making this service very desirable for almost all Internet users, but especially
high-end and "power" Internet users.

To provide the downstream wireless service, the Company places a small microwave
receive  antenna  and  frequency  downconverter  at the user site.  The  receive
antenna is cabled via standard RG-6 coaxial cable to a specialized,

                                       10

<PAGE>



proprietary modem. The modem connects directly to the user's computer or network
through a normal 10BaseT Ethernet connection.

Wireless T1

The Company  offers  "wireless  T1" service to  businesses  with  high-bandwidth
needs.  The wireless T1 is a point-to-  point or  point-to-multipoint  microwave
connection from the POP to the user's site. The bi-directional connection can be
throttled  and metered to allow the  Company to measure  and  control  bandwidth
delivered to the  customer.  The  technology  was developed in part for military
secure  data  transmission  requirements.  As such,  it is  extremely  reliable,
robust, and secure.

Point-to-Point Data Transfers

The Company provides  point-to-point  data transfer without Internet  connection
via its wireless  technology  to companies  with the need to connect two or more
locations to one local area network.  Through wireless networking  capabilities,
the Company's point-to-point wireless services can be applied to locations up to
approximately 20 or more miles apart over various  frequencies as the particular
application may dictate.

Web Hosting Services

Web  hosting is in essence  the rental of space on a server that has a full-time
connection  to the  Internet.  The  Company  will host a  customer's  Web space,
allowing access to it by customers, employees, suppliers, etc. 24-hours per day,
seven days a week. As part of the service, IJNT.net applies for a virtual domain
(www.yourcompany.com)  for its customers through Network Solutions,  a registrar
and verifier of domain names.  The  application  process takes 24 to 48 hours to
complete.  When a domain name is registered,  the Company  reserves a portion of
hard disk space on one of its servers,  to which the customer can upload the web
site.  The site has its own Web  address  and can be  reached  by  anyone on the
Internet  at any time,  or may be  password  protected  for  access by  selected
persons.  Virtual hosting also allows  companies to assign e-mail addresses with
their own domain name.

The Company  also  provides a number of services  related to Web hosting for its
customers,  including Web site statistics, CGI scripting,  FrontPage extensions,
SSL  security,  telnet/shell  access,  MSQL  and  postgre  SQL  databases,  auto
responders,  e-commerce  management,  credit  card  transaction  hosting,  video
conferencing, chat rooms, bulletin boards, online postcards and other services.

The Company's  staff can consult on a variety of  programming  services in PERL,
TCL/TK, Java, JavaScript,  VM script,  ActiveX, C,C++, Pascal, shell, and PHP/FI
scripting.

The Market

The Internet and Internet Access.  The growth of the Internet is well documented
and perhaps the greatest growth industry in the history of the World.

     o    Growth in the Internet is about 12% per month.

     o    Every two seconds the Internet has a new subscriber.

     o    Use of the  Internet  file search and  retrieving  tools is  currently
          growing at 1,000 percent annually.

     o    There are more than 10 million host computer systems  connected to the
          Internet.

     o    Transactional  commerce  on the  Internet is  estimated  at $2 billion
          today, and by the year 2002 will be at $300 billion.

     o    User  population  of the  Internet is in excess of 100 million  people
          worldwide.

Business Integration in a World of Wireless E-Commerce. Global villages, virtual
communities,  information superhighways,  and gigabit networks have been used to
describe the world where teleconferencing,  interactive television,  traditional
on-line information  services,  and public telephone systems converge.  The U.S.
information

                                       11

<PAGE>



services  market is huge,  and its  shift  toward  digital  media is a change of
monumental proportions. Today's communication networks are not ready to meet the
demands being placed upon them. The trend towards digital  delivery will require
improvements to the underlying communication infrastructure.

Telecommuting, Telephony, and Video Conferencing. Integration is not confined to
interconnecting  a  corporation's  major  locations.  With  the  use of  laptop,
palmtop,  and notebook  computers on the rise, there is an increasing  demand to
provide  access to corporate  networks  while  employees  are at home and on the
road. Demand for remote access will continue to grow and increase the demand for
modems, routers, and cellular communications software and hardware.

A conservative  estimate by the Rochester  Institute of  Technology's  Office of
Distance  Learning  shows that 5.5 million  people are  presently  working  from
remote offices.  According to the Gartner Group, telecommuting and in-band video
conferencing  is expected to expand from such base to  approximately  30 million
users  in the  USA by the  year  2000.  Additionally,  the  U.S.  Department  of
Transportation estimates that fifteen percent (15%) of the USA workforce will be
utilizing  telecommuting and in-band  conferencing by the year 2002.  Therefore,
the growth in that  marketplace  is  expected  to be  dramatic  as  corporations
understand  the benefits to management  through the increase in  employees'  (1)
morale,  (2)  flexibility,  (3) reduced  office  costs and (4)  compliance  with
federal standards. The Telecommunications Act, recently passed by Congress, will
clear the way for  telecommuting  to become  commonplace.  California  and other
states have  mandated  that  employers  convert a  substantial  portion of their
workforce to telecommuting over the next several years.

The World Wide Web. The World Wide Web is the  multimedia  part of the Internet.
It is the primary system used on the Internet to find and transfer  information.
It has, moreover, become (with the exception of e-mail) the most popular and the
most promising and active source for business use.

The Web offers incredible diversity for business, education,  communication, and
entertainment.  Web pages are  available on the Internet in tens of thousands of
styles and  subjects,  with almost as many  reasons for posting them on the Web.
For example,  there are  thousands of sites in each of these  subject  areas:  o
Commercial,  Shareware,  Freeware  software o  Business,  marketing,  commerce o
Finance,  stock market,  corporate information o K-12 education o Online books o
Online magazines o Government sites and information o Legal information o Health
and medical information o Daily and categorized news o  Travel/booking/ticketing
information  and  purchase  o  Reference  books  o  Scientific   sites  covering
archeology  through  zoology o History o Museums  and  libraries  o All  social,
scientific,  and economic disciplines,  viz., philosophy,  religion,  languages,
etc.

Virtually  all  knowledge  in the history of mankind may someday  soon be on the
Web. For example, the Vatican has started to download images of 150,000 original
documents  dating from as early as the second century A.D. on the Internet.  The
Securities and Exchange Commission maintains free Internet access to its library
of corporate records.

In 1997, Web-based  transactions came to nearly $20 billion and online retail to
$2.74 billion in sales. By 2003 the U.S.  Department of Commerce  estimates that
figure could reach $115 billion. ( See Forbes, "E-Commerce Engine", May, 1998).

                                       12

<PAGE>



Market Strategy

IJNT.net views market share within the delivery of high-speed Internet access as
extremely  fragmented.  Competitive firms and industry view Internet access as a
by-product of their core business.  Cable and Satellite's primary mission is, of
course,  television  delivery;  the Regional Bell Operating  Companies' (RBOCs')
mission is the delivery of long distance and local phone service.

The Company believes that it has considerable  opportunities  for acquisition in
the ISP area,  thus providing an expanded  subscriber  base,  local phone lines,
equipment,  offices,  and technicians.  ISPs are available now because many were
started  several years ago by  technically-oriented  people who had little or no
marketing or sales skills.

Furthermore,  the industry is riding a wave of unprecedented  growth. The growth
is faster  than any  economic or  technical  growth in the history of the world.
Consider  these facts as  published by the Commerce  Department  ("The  Emerging
Digital Economy," Dept. of Commerce, April 1998):

o    More than 100 million people around the world, most of whom had never heard
     of the Internet  four years ago,  now use it to do  research,  send e-mail,
     make requests for bids to suppliers, and shop.

o    Years to acquire 50 million users:          Radio:       38 years.
                                                 Television:  13 years.
                                                 PC:          16 years.
                                                 Internet:    4 years.

o    In recent years information technology industries have been responsible for
     more than one-quarter of real economic growth.

o    In 1994,  three million people,  mostly in the U.S., used the Internet.  In
     1998, 100 million people around the world used the Internet.

o    UUNET,  one of the largest  Internet  backbone  providers,  estimates  that
     Internet  traffic  doubles every 100 days. o The Internet  makes  worldwide
     electronic  marketing  and  commerce  (e-commerce)  affordable  to even the
     smallest home-based business.

Marketing and Growth

The key elements in the Company's sales and marketing strategy include:

Acquisitions. As part of planned acquisitions, the Company anticipates acquiring
both key customers and sales and marketing personnel.  Additionally, the Company
anticipates name recognition and market presence gained through acquisitions and
brand recognition in the community.

Expansion  to New  Locales/Cities.  The Company  intends to expand  offices into
other targeted  locales through  acquisition and development of two-way wireless
infrastructure.

Pre-Marketing.  The Company will perform a thorough and well-planned advertising
and trade show campaign.  Each customer  service will include a full offering of
the Company's services.

Increase Customer Accounts.  The Company will continue to develop in each market
an aggressive sales strategy through  effective hiring and training.  To achieve
desirable growth forecast,  the Company will use a number of marketing and sales
tools, most of which they have already implemented. These tools include:

     Direct  Mail.  A direct mail piece is most  effective  when it focuses on a
     business  core target.  Mailing to vertical  markets such as design  firms,
     service  bureaus,  research  firms,  lawyers,  CPAs,  etc. has proven to be
     effective.


                                       13

<PAGE>



     Partnership  Mailings.  This might include such companies and organizations
     as the Chamber of Commerce,  network  administrators,  computer  groups and
     firms, etc.

     Trade  Publication  Advertising.  Targeted  advertising  in  markets  where
     Internet-related  services  are growing the fastest  delivers  the greatest
     return  for  the  Company's   advertising   dollars.   Target   advertising
     opportunities include: local business-to-business  magazines,  chamber ads,
     local computer or tech  magazines,  local computer user group  newsletters,
     tech  administrators  magazines,  Yellow pages or discount  buying magazine
     services, vertical market organization newsletters, etc.

     Local Web Page Partnerships and Advertising. Advertising on the Web targets
     an existing Internet user. Many local Web sites have dedicated  residential
     or business  visitors.  High-speed  connections will provide a value ad for
     the Web sites, and visitors will see an immediate  application and benefit.
     Examples include radio, TV, magazines, newspapers,  universities, court and
     legal, etc.

     Kiosk.  The use of  Kiosk  in  shopping  centers  and  high  traffic  areas
     connected  to the  wireless  high-speed  has created  large  crowds and has
     produced a substantial amount of business in the Company's markets.

     Trade Shows and Event  Sponsorship.  Computer-related  trade shows  attract
     technology  savvy  decision-makers  and buyers.  In most markets  Internet-
     related  services  dominate the themes and  attractions.  At the recent Hot
     Technology  Expo in Salt Lake  City,  the  Company's  booth  recorded  more
     traffic (as counted by "swipe" cards) than any other attraction.

     Computer  and  Technology  Retail  and  Distributor  Vendor   Partnerships.
     Building a relationship with another technology provider allows the Company
     to benefit from existing relationships.  Small businesses buy computers and
     office equipment from local  companies.  By partnering with these companies
     we  can  reach  qualified   decision-makers  very  inexpensively.   Example
     companies  include  Computer  City,  Circuit City, and other local computer
     outlets.

     Mass Media  Advertising.  Mass media  advertising is done primarily through
     partnerships and trades, thus keeping the cash cost under control.

Diversification

Since its inception,  IJNT has focused its business  efforts around its wireless
Internet  access.  Over the past two years, the Company has rapidly expanded and
diversified  into several  different  arenas  within the  Internet  industry and
related  to the  industry.  These  include  web  site  design,  e-commerce  site
construction,  web site hosting,  launching an  international  Internet  Service
Provider under the name of UrJet Internet, commencement of the construction of a
fiber optic backbone,  plans for status as a competitive  local exchange carrier
or  "CLEC" to  compete  with  local  phone  companies  in  delivering  a host of
telecommunication  services and the  acquisition  and expansion of a significant
online auction site.

Through this major  process of  diversification,  the Company is well poised for
growth in several arenas within the explosive Internet industry.

YEAR 2000  RISKS.

Currently,  many computer  systems,  hardware and software products are coded to
accept only two digit entries in the date code field and,  consequently,  cannot
distinguish 21st century dates from 20th century dates. The interaction  between
various  software  and hardware  platforms  relies upon time and date coding for
synchronization  and other system  requirements.  As a result,  many  companies'
software  and  computer  systems may need to be upgraded or replaced in order to
function properly after the turn of the century. The Company, its customers, and
suppliers  are  reliant on  computers  and related  automated  systems for daily
business  operations.  Failure to achieve at least a minimum  level of Year 2000
systems compliance could have a material adverse effect on the Company.

                                       14

<PAGE>



The Company has begun the process of identifying  computer systems that could be
affected by the Year 2000 issue as it relates to the Company's internal hardware
and  software,  as well as third  parties  that  provide  the  Company  goods or
services.  Three categories or general areas have been identified for review and
analysis.

          Systems providing  customers  services.  These  include  hardware  and
                  software  systems  that are used to  provide  services  to the
                  Company's  customers  in the  form of  Internet  connectivity,
                  e-mail servers,  news servers,  authentication  servers,  etc.
                  Hardware in the form of routers and switches are also included
                  in this area.
          Third   party vendors providing critical services including  circuits,
                  hardware,  long distance and related  products.  These include
                  telecommunications providers, suppliers of routers, modems and
                  switches.

          Critical internal systems that support the  Company's  administrative
                  systems  for  billing  and  collecting,   general   accounting
                  systems, computer networks, and communication systems.

The Company is in the planning and initial  study phase of Year 2000  compliance
review and testing.  In regards to Item (1) listed above the Company's  critical
existing  systems are no more than two years old and it is anticipated  that few
of these systems will have significant Year 2000 problems, if any. These systems
are in process of being  inventoried  and a systems  testing  schedule  is being
developed  and  implemented.  All newly  acquired  hardware  systems,  operating
systems,  and software are required to have vendor  certification  for Year 2000
compliance.

In regards to Item (2) above - third party products and services - the Company's
significant  vendors are large public companies such as US West  Communications,
UUNet,  ELI,  Level  3  Communications,   Cisco,  Lucent  Technologies,   Ascend
Communications,  etc.,  all of which  are  under SEC  mandates  to report  their
compliance in all publicly filed documents.  The Company  initiated a compliance
review  program with these  vendors  during the second  quarter of 1999 and will
continue to track progress of all critical vendors for compliance.

Item (3) above  relates to  internal  systems  for  company  administrative  and
communications  requirements.  The Company is in the process of implementing new
billing and billing  presentment  systems  during the first half of 1999.  These
system vendors are required to certify Year 2000 compliance.  Additionally,  the
Company  will test  these  systems  for  compliance  during  the  implementation
processes.  Internal  computer  networks  and  communications  systems have been
tested in the second quarter of 1999, and are still being tested for compliance.

The costs to address the Year 2000 compliance issues have not been determined at
this time. Based on growth the Company plans to implement new hardware platforms
and software  systems that should be Year 2000  compliant  and  therefore  costs
specifically  allocated to Year 2000 compliance may not be significant.  Systems
testing and compliance  reviews with third party  services  providers will incur
manpower and consultant costs.

The nature of the Company's  business  makes it dependent on computer  hardware,
software,  and  operating  systems  that are  susceptible  to Year 2000  issues.
Failure to attain at least minimum levels of Year 2000  compliance  would have a
material adverse effect on the Company's ability to deliver services.

The Company  has not  developed a  contingency  plan for dealing  with Year 2000
risks at this time, other than its existing network  contingency  procedures for
dealing with any hardware or software emergency situation.

Employees

The Company  currently employs 90 employees in nine different  offices.  Of this
group, about one third are dedicated to technical solutions and engineering. For
each 400 new  subscribers,  a new  technical  person is added within the system.
Other  network  developments  and  initiatives  also  require  the  addition  of
technical personnel. Each wireless market requires four to six salespeople,  two
installers, at least two technicians, and two office support personnel.



                                       15

<PAGE>



Item 2.   DESCRIPTION OF PROPERTY

The  Company  currently  leases a total of  approximately  8,000  square feet of
office space in two locations in Houston, Texas. The term of these leases expire
in January  2001 as to 2,500  square feet leased at $3,500 per month and housing
the  offices of Fair  Auction.com,  and in March,  2003 as to 5,500  square feet
leased at $10,000 per month and housing the technical,  sales and administrative
offices and headquarters of IJNT.net.

The Company  leases two offices in Salt Lake City.  The first,  which houses the
administrative  and  sales  functions  of this  system  is a 2,820  square  foot
facility which is leased at a cost of $3,529 per month.  This lease term expires
in July 2000. The second office space in Salt Lake is approximately 1,000 square
feet.  It is  leased  at a cost of $800 per  month,  and the  lease  expires  on
December 11, 2000.  This facility  houses the Company's  equipment and technical
employees.  The Company  also  leases a garage for  equipment  and  installation
vehicles at a rate of $675 per month. This lease expires on September 30, 1999.

The Beaumont office is approximately  2,500 square feet and has been leased at a
cost of $2,102 per month, which lease expires on October 31, 2000.

The Company's  Newport  Beach office is  approximately  4,000 square feet.  This
lease expires in September 2003 and is for approximately $8,000 per month.

The Company's  Petaluma,  California office is approximately  2,500 square feet.
This lease expires in 2002 and is for approximately $4,000 per month.

The Company's  Concord,  California  office is approximately  2,500 square feet.
This lease expires in June 2003 and is for approximately $4,000 per month.

The Company's Irvine, California office is approximately 3,000 square feet. This
lease expires in December, 2002 and is for approximately $7,500 per month.

Each  additional  office that is opened will require  about 2,500 square feet of
office  space,  rooftop  availability  for  transmitting  equipment,  a  private
air-cooled server and equipment room as well as warehouse space for installation
equipment and truck storage.

Item 3.   LEGAL PROCEEDINGS

Not Applicable.

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

No  matters  were  submitted  to a vote of  security  holders  during the fourth
quarter of the fiscal year ended March 31, 1999.


                                       16

<PAGE>



                                                      PART II

Item 5.   MARKET FOR REGISTRANT'S COMMON EQUITY AND RELATED STOCKHOLDER
          MATTERS

The Company's Common Stock began trading on the Over-the-Counter  Bulletin Board
under the symbol "IJNT" on December 7, 1997.  As of March 31, 1999,  the Company
had 589 holders of record.  The following table sets forth, on a per share basis
for the period  shown the high and low prices of the Common Stock as reported on
the OTC Bulletin Board.

                                                             Closing Price
                                                            High      Low
         Fiscal Year Ended March 31, 1998
              From December 7 - December 31, 1997       $    6.00  $   3.75
              From January 1 - March 31, 1998                5.50      4.00
         Fiscal Year Ended March 31, 1999
              Quarter Ended June 30, 1998               $    7.00  $  3.375
              Quarter Ended September 30, 1998              12.25      3.25
              Quarter Ended December 31, 1998               5.625      2.00
              Quarter Ended March 31, 1999                  3.625      2.00

Item 6.   MANAGEMENT'S DISCUSSION AND ANALYSIS OR PLAN OF OPERATIONS

Results of Operations for the Year Ended March 31, 1999

Revenues

The  Company's  revenues for the year ending March 31, 1999 totaled  $1,552,194,
which  amounted to an increase  of 956% from the  revenues of $147,057  from the
year  ending  March  31,  1998.  The  increase  in  revenue  was a result of the
Company's expansion of its existing markets, the launching of additional markets
and  acquisitions.  IJNT  anticipates  additional  increases  in revenues in the
following fiscal year.

The  bulk of the  Company's  revenues  was  derived  from its  wireless  ISP and
international  ISP operations under the name of "UrJet Internet." IJNT currently
is operating five wireless  systems:  Salt Lake City (launched in January 1998);
Beaumont  (launched  in March  1998 -  currently  this  system is only  offering
dial-up  services);  Houston (a dial-up ISP was  acquired in January of 1998 and
wireless  services  commenced  after the end of the March 31, 1999 fiscal year);
San Francisco Bay Area (acquired in January  1999);  and  Irvine/Orange  County,
California  (wireless  services  commenced  after the end of the March 31,  1999
fiscal year).

The Salt Lake City System accounted for  approximately  $535,756 in revenues for
the current  fiscal year,  compared  with $33,500 in revenues for the year ended
March  31,  1998.  This  represents  an  increase  of  1499%.  Beaumont  grossed
approximately $73,642 in revenues,  compared with $1,100 in the prior year. This
represents  an  increase  of 6595%.  The  Houston  System  recorded  revenues of
$512,320  for the fiscal year,  compared  with  $110,200 in the previous  fiscal
year, an increase of 365%.

The Man Rabbit House Multimedia  subsidiary was acquired in August of 1998. MRHM
accounted  for  $391,626 in gross  revenues  for the fiscal year ended March 31,
1999.

The UrJet  Backbone  Network was  operational  in some areas of California as of
January  1999.  For  the  fiscal  year  ended  March  31,  1999,  UBN  collected
approximately $39,000 in gross revenues.

The Company  anticipates  future growth in revenues from adding customers in its
existing  markets as well as through  acquisitions.  Continued  and  substantial
growth in revenues is projected for the MRHM and UBN subsidiaries.

                                       17

<PAGE>



Cost of Sales

The Company's cost of sales for the year ending March 31, 1999 equaled $543,657,
compared  with  $66,405  in the  previous  year.  This  increase  is a result of
increased total sales.

Gross Profit

The  Company's  gross profit for the fiscal year was  $1,008,537,  compared with
$80,652 in the year ended  March 31,  1998,  an increase of 1154% over the year.
The current year gross  profit  represents  a gross  profit  percentage  of 65%,
compared  with 55% from a year ago.  Since much of the cost of sales figures are
fixed, such as the cost of T-1 and T-3 connections, the Company anticipates that
the gross profit percentage will continue increase as additional subscribers are
added.

Selling, General and Administrative Expenses

The Company incurred total selling, general and administrative expenses ("SG&A")
of $5,851,475 for the year ending March 31, 1999,  compared with  $2,044,431 for
the year ended March 31, 1998. The Company  currently  maintains nine offices in
eight  cities.  Currently 90 employees  are employed to service  these  offices.
Staffing  requirements  will more than likely increase as the Company  continues
its aggressive growth strategy.

Salary  expense made up the greatest  portion of SG&A.  Total salary expense for
the current fiscal year totaled $2,154,535,  compared with $713,482 for the year
ended March 31, 1998, approximately 39% and 35% of total SG&A, respectively.  Of
the  current  fiscal  year  salary  expense,   $289,636   represents   officers'
compensation, compared with $223,525 in the previous fiscal year.

Professional  fees,  which  include  accounting,  legal,  engineering  and other
consultants,  totaled  $967,650 in the current year,  compared with $240,376 for
the year ended March 31, 1998.  This  represented  approximately  17% and 12% of
total  SG&A,   respectively.   The  legal  costs  associated  with  the  various
acquisitions, continued financing, SEC matters and other issues are substantial.
IJNT has incurred substantial costs through the use of outside consultants. Much
of the expense in the current year  represents  amounts paid with the  Company's
common stock, and not cash expenditures.  The Company anticipates  continuing to
incur legal,  accounting and consulting  expenses in conjunction  with continued
growth, expansion and acquisitions.

Marketing efforts in selling the Company's products have increased dramatically.
The total cost of  marketing,  advertising  and  promotion  for the current year
totaled  $567,073,  or  approximately  10% of total  SG&A.  This is  compared to
marketing expenses of $60,933 (3% of SG&A) in the year ended March 31, 1998.

With the Company  leasing  office space in eight cities at the end of the fiscal
year,  the total rent  expense for the fiscal year  increased  to $317,417  from
$190,944 in the previous fiscal year. These amounted to 5% and 9% of total SG&A,
respectively.  The Company  anticipates leasing additional space in other cities
as additional systems become operational.

Depreciation and Amortization

Depreciation  and  amortization  for the year ended March 31, 1999  increased to
$270,173 from $82,874 in the previous  fiscal year.  This increase in expense is
attributable  to the  substantial  amounts of  equipment  that were  placed into
service in the  current  fiscal  year.  The  Company  expects  depreciation  and
amortization  expense to rise in future periods as additional equipment is being
purchased and placed into service.

Interest Expense

The  Company  incurred  interest  expense of $24,240 in the year ended March 31,
1999 and $10,071 in the year ended March 31, 1998. Currently, the Company has no
interest bearing debt.

                                       18

<PAGE>



Income Tax Benefit

The  Company   currently  has  net  operating   loss   carryforwards   equal  to
approximately $7,500,000. The Company has not recognized any of this tax benefit
as an asset due to uncertainty of future income.

Net Loss

The Company  incurred a loss of $5,073,387 in the year ended March 31, 1999. The
Company hopes to continue to increase  revenues and gross profit in the upcoming
fiscal year while controlling the growth of SG&A expenses.  The Company does not
anticipate generating net income in the near future,  although a decrease in the
net loss is expected.

Liquidity and Capital Resources

The Company had working  capital of $1,197,924 as of March 31, 1999. The Company
believes  that it can finance  future  operations  and plans for growth  through
additional  stock  offerings,   debt  offerings  and  increased   revenues  from
operations.

Inflation

The Company's Management does not believe that inflation has had or is likely to
have any significant  impact on the Company's  operations.  Management  believes
that the Company  will be able to increase  subscriber  rates after its wireless
systems are launched, if necessary,  to keep pace with inflationary increases in
costs.

Other

The  Company  does  not  provide  post-retirement  or  post-employment  benefits
requiring  charges under Statements of Financial  Accounting  Standards Nos. 106
and 112.

Item 7.  FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA

The selected  financial data presented  below for the years ended March 31, 1999
and March 31, 1998 were derived from the  consolidated  financial  statements of
the Company, which were audited by Smith & Company, independent certified public
accountants, and which are included elsewhere in this Form 10-KSB. This selected
consolidated  financial  data should be read in conjunction  with  "Management's
Discussion and Analysis of Financial  Condition and Results of  Operations"  and
the Company's  consolidated  financial statements  (including the notes thereto)
included elsewhere in this Form 10-KSB.

As the Company was not involved in operations  prior to the acquisition of IJNT,
Inc., the financial data has not been presented in a comparative format.


                                       19

<PAGE>



                                 IJNT.net, Inc.
                                and Subsidiaries
                     Condensed Consolidated Income Statement
              For the Years Ended March 31, 1999 and March 31, 1998

<TABLE>
<CAPTION>
                                                                     March 31, 1999        March 31, 1998
                                                                  --------------------  ------------------
<S>                                                               <C>                   <C>
     Sales                                                        $          1,552,194  $          147,057
     Cost of Sales                                                             543,657              66,405
                                                                  --------------------  ------------------
                                                  GROSS PROFIT               1,008,537              80,652

     General and Administrative Costs                                        5,851,475           2,044,431
     Depreciation and Amortization                                             270,173              82,874
     Interest and Bank Charges                                                  24,240              10,071
                                                                  --------------------  ------------------
                                      TOTAL OPERATING EXPENSES               6,145,888           2,137,376

     Net Operating Loss                                                     (5,137,351)         (2,056,724)
     Other Income (Expense)
       Interest Income                                                          65,474              12,947
       Acquisition Costs                                                        (1,510)           (351,707)
                                                                  --------------------  ------------------
                                                      NET LOSS    $         (5,073,387) $       (2,395,484)
                                                                  ====================  ==================

     Earnings (Loss) per Common Share                             $               (.35) $            (0.21)
                                                                  ====================  ==================
</TABLE>

                   INDEX TO CONSOLIDATED FINANCIAL STATEMENTS

                           IJNT.NET, INC. CORPORATION
                                AND SUBSIDIARIES

                                                                            Page

Independent Auditor's Report...............................................  F-1

Consolidated Balance Sheet as of March 31, 1999............................  F-2

Consolidated Statements of Operations for the years ended
     March 31, 1999 and March 31, 1998.....................................  F-3

Consolidated Statements of Changes in Stockholders Equity for the years
     ended March 31, 1999 and March 31, 1998...............................  F-4

Consolidated Statements of Cash Flows for the years ended
     March 31, 1999 and March 31, 1998.....................................  F-5

Notes to the Consolidated Financial Statements.............................  F-6

Consolidated General and Administrative Expenses
     for the two years ended March 31, 1999 and March 31, 1998.............  F-9

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

         Not Applicable.


                                       20

<PAGE>



                                    PART III

Item 9.  DIRECTORS, EXECUTIVE OFFICERS, PROMOTERS AND CONTROL PERSONS;
         COMPLIANCE WITH SECTION 16(a) OF THE EXCHANGE ACT.

Directors and Executive Officers

The members of the Board of Directors of the Company serve until the next annual
meeting of  stockholders,  or until  their  successors  have been  elected.  The
officers serve at the pleasure of the Board of Directors.  Information as to the
directors and executive officers of the Company is as follows.

<TABLE>
<CAPTION>
         Name                               Age               Position
<S>                                         <C>               <C>
         Jon H. Marple (1)(2)               59                Chairman, Chief Executive Officer, President and
                                                              Treasurer since August 8, 1997 (date of purchase of
                                                              IJNT, Inc.)
         Mary E. Blake (1)(2)(3)            46                Vice President, Director and Secretary since August
                                                              8, 1997 (date of purchase of IJNT, Inc.)
         Richard W. Torney                  59                Director since August 8, 1997 (date of purchase of
                                                              IJNT, Inc.)
         Robert Santore                     38                Director since October 1998, Creative Director of
                                                              MRHM subsidiary
         Jeffrey R. Matsen                  59                Director since October 1998, Lead Outside Legal
                                                              Counsel for the Company since its inception
</TABLE>

         (1)      Marple and Blake are husband and wife.
         (2)      Member of the Audit Committee
         (3)      Member of the Compensation Committee

Jon  H.  Marple  - Mr.  Marple's  background  is in  law  and  management.  Upon
graduation from the University of Washington  College of Law in 1966, Mr. Marple
taught Business Law and  Constitution  Law at a branch college of The Ohio State
University while beginning his law practice with George,  Greek,  King,  McMahon
and McConnaughy in Columbus,  Ohio. Leaving the law firm in 1969, Mr. Marple was
appointed as Sr. Trial  Attorney at the United  States  Department of Justice in
Washington  D.C.,  working as an assistant to the Deputy Attorney General of the
United States. Mr. Marple moved to the Federal Communications Commission,  where
he served as an assistant to the General Counsel, Richard Wiley, and as a Senior
Appellate Counsel, representing the FCC before the Federal Courts. While in this
position,  Mr. Marple wrote several  briefs which were  presented to the Supreme
Court of the  United  States  and  represented  the  Commission  before  Federal
Appellate  courts in matters  pertaining to telephone and broadcast  issues.  In
1972, Mr. Marple moved to the prestigious  Washington,  D.C.  communications law
firm of Dow,  Lohnes and Albertson,  where he practiced  communications  law for
several  years before  acquiring  standard  broadcast  facility KRKO in Everett,
Washington,  in 1976. As an  owner-operator  of KRKO, Mr. Marple was involved in
all phases of the operation.  One year after taking over the  operation,  KRKO's
sales had doubled.  Mr.  Marple also owned  minority  interest in several  other
broadcast properties in the Northwest before selling his interest in 1983.

The next several years Mr. Marple consulted and acquired FCC allocated  spectrum
starting Marrco Communications in 1991 to consolidate these functions.  IJNT was
incorporated with Mary E. Blake (Mr. Marple and Ms. Blake are husband and wife),
in January of 1997.

Mary E. Blake - Upon  graduation  from Waltrip H.S. in Houston,  where she was a
member of the  National  Honor  Society,  Ms. Blake  attended Sam Houston  State
University before Texas A&M as a member of the first co-ed class. After managing
a small oil and gas company,  Ms. Blake entered the management  training program
for  Southwestern  Bell where she quickly rose through the management ranks as a
Business  Office  Supervisor.  Ultimately,  she supervised  25,000  accounts for
sales,  service and  collection.  She also worked as a supervisor  for Directory
advertising and the first S.W. Bell word processing  applications.  She was also
trained as a lobbyist for the  company.  IJNT.net  was  co-founded  by Ms. Blake
along with her husband,  Jon H. Marple. She has been Vice President and Director
of the Company since the acquisition of IJNT.net on August 8, 1997.


                                       21

<PAGE>



Richard W. Torney - Mr. Torney is President  and sole owner of Imaging  Systems,
Inc., an international  sales and marketing  organization with representation in
Europe and South America.  He has been a director of IJNT.net  Corporation since
the  acquisition  of IJNT.net on August 8, 1997. Mr. Torney is fluent in Spanish
and German, and has been involved in international  business  extensively for 35
years. His expertise in foreign markets,  accounting and professional experience
is important as the Company builds a foundation toward international growth.

Robert B. Santore - Mr. Santore brings  world-class  credentials to the Company.
Educated at the Otis Art  Institute of Parsons  School of Design (Los  Angeles),
the Parsons  School of Design  (New York),  and the  University  of  California,
Irvine (Computer Science),  Mr. Santore is a rare blend of computer  capability,
graphic artistry, and management.

As a fine  artist his works are  displayed  in major  corporations  and  museums
around  the  world,   including   TRW,  USA  Today,   Security   Pacific   Bank,
Burlington-Northern,  Santa Fe,  Principal  Insurance,  The  Newport  Harbor Art
Museum,  Los Angeles  Contemporary  Art Collection,  San Jose Museum of Art, and
more. He has had exhibits in Los Angeles, New York, and Tokyo, among others.

Conflicts of Interest

Certain  conflicts of interest may exist between the Company and its management,
and  conflicts  may  develop in the  future.  The  Company  has not  established
policies or procedures for the  resolution of current or potential  conflicts of
interests  between  the  Company,  its  officers  and  directors  or  affiliated
entities.  There can be no assurance that  management will resolve all conflicts
of interest in favor of the Company,  and failure by  management  to conduct the
Company's business in the Company's best interest may result in liability to the
management.  The  officers  and  directors  are  accountable  to the  Company as
fiduciaries,  which  means that they are  required  to  exercise  good faith and
integrity in handling the Company's  affairs.  Shareholders who believe that the
Company has been  harmed by failure of an officer or  director to  appropriately
resolve any  conflict  of interest  may,  subject to  applicable  rules of civil
procedure,  be able to bring a class action or derivative  suit to enforce their
rights and the Company's rights.

The Company has no  arrangement,  understanding  or  intention to enter into any
transaction  for  participating  in any business  opportunity  with any officer,
director,  or principal  shareholder  or with any firm or business  organization
with which such persons are  affiliated,  whether by reason of stock  ownership,
position as an officer or director, or otherwise.

Item 10.   EXECUTIVE COMPENSATION

                                              Annual              All Other
     Name and Principal Position           Compensation          Compensation
------------------------------------    ------------------    -----------------
Jon H. Marple, President                $          177,154                 none
Mary E. Blake, Vice President           $          112,482                 none

Item 11.   SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT

The following table sets forth information  relating to the beneficial ownership
of Company  common stock by those persons  beneficially  holding more than 5% of
the Company  capital stock, by the Company's  directors and executive  officers,
and by all of the Company's  directors and executive  officers as a group, as of
July 8, 1999.

                                                          Percentage
       Name of                           Number of      of Outstanding
     Stockholder                       Shares Owned      Common Stock
     -----------                       ------------      ------------
    Mary E. Blake (1)                     7,617,647          44.3%
    Jon H. Marple (1)                            --           --
    Richard W. Torney                         5,000            *
    Robert B. Santore                        26,000            *
    Jeffrey R. Matsen                        10,000            *
    All officers and directors
    as a group (3 persons)                7,658,647          44.6%

                                       22

<PAGE>



     Mary E. Blake and Jon H. Marple are husband and wife. Mr. Marple  disclaims
     beneficial ownership of the shares owned by Ms. Blake.

         *        Less than 1%

Item 12.  CERTAIN TRANSACTIONS AND SUBSEQUENT EVENTS

Private Placement of Preferred Stock

On  December  4, 1998,  the  Company  entered  into an  Agreement  with  Private
Investors (the "Investors")  whereby the Investors purchased 2,000 shares of the
Company's  Preferred Series A Stock (the "Preferred  Stock") for a price of $1.8
million.  The Preferred Stock has a par value of $.01 per share and has a Stated
Value of $1,000 per share.  A dividend of 8% per annum  accrues on the Preferred
Stock. The investors have the ability to convert the Preferred Stock into common
stock of the Company at a rate of $1,250 worth of common stock for each share of
Preferred Stock converted.  The Company has the ability to put additional shares
of  Preferred  Stock with the  Investors  based on the market  price and average
daily volume of shares traded of the Company's  common stock.  The maximum total
investment to be made by the Investors is equal to $10 million.

SUBSEQUENT EVENTS

The following  represent  acquisitions  and significant  transactions  completed
after the end of the fiscal year ended March 31, 1999 and prior to the filing of
this report.

The Company has recently  acquired  FairAuction.com,  an online auction web site
that  generated in excess of one million  dollars in gross  revenues in the year
prior to being acquired by IJNT. The Company plans to increase upon this revenue
base through additional  promotion and expanding the range of products auctioned
on the site. Currently,  FairAuction.com  exclusively sells computers,  computer
peripherals and computer parts.

The Company also has recently  acquired the assets of  Micro-Lite  Television of
Beaumont,  LLC,  a Texas  limited  liability  company("MLTV").  MLTV  holds MMDS
frequency leases in Southeast Texas and broadcasts  wireless cable television to
homes and  businesses in the greater  Beaumont area. The Company is currently in
the process of configuring the television  service to meet the particular  needs
of business subscribers with greater emphasis on news and financial  information
programming.

                                     PART IV

Item 13.    EXHIBITS AND REPORTS ON FORM 8-K

            (a)  Exhibits.  The  following  exhibits of the Company are included
herein.

                                                                      Sequential
    Exhibit No.            Document Description                        Page No.
        3.                 Certificate of Incorporation and Bylaws
                           3.1.     Articles of Incorporation(1)
                           3.2      Bylaws(1)

(1)      Incorporated  by reference to such exhibit as filed with the  Company's
         registration statement on Form 10-SB, File No. 0-24408.

        (b)                Reports on Form 8-K.

                           None filed during the fourth quarter.


                                       23

<PAGE>



                                   SIGNATURES

Pursuant to the  requirements of Section 13 or 15(d) 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 July 12, 1999.

                                 IJNT.net, Inc.


                                 By:
                                        Jon H. Marple
                                        President

Pursuant to the requirements of the Securities Exchange Act of 1934, this report
has been signed below by the following  persons on behalf of the  Registrant and
in the capacities indicated on July 12, 1999.


By:                             President, Treasurer, Chief Executive Officer,
        Jon H. Marple           Chief Financial Officer and Chairman

By:                             Vice President, Secretary and Director
        Mary E. Blake

By:                             Director
        Richard W. Torney

By:                             Director, Web Site Design Director
        Robert B. Santore

By:                             Director
        Jeffrey R. Matsen



                                       24

<PAGE>




                                      Smith
                                        &
                                     Company

           A Professional Corporation of Certified Public Accountants






Board of Directors
IJNT.net, Inc.
Salt Lake City, Utah


                          INDEPENDENT AUDITOR'S REPORT


We have audited the accompanying  consolidated  balance sheet of IJNT.net,  Inc.
and Subsidiaries as of March 31, 1999, and the related  consolidated  statements
of operations,  changes in  stockholders'  equity,  and cash flows for the years
ended March 31, 1999 and 1998. These consolidated  financial  statements are the
responsibility of the Company's management.  Our responsibility is to express an
opinion on these consolidated financial statements based on our audit.

We conducted our audit in accordance with generally accepted auditing standards.
Those standards  require that we plan and perform the audit to obtain reasonable
assurance  about  whether  the  consolidated  financial  statements  are free of
material  misstatement.  An audit includes examining,  on a test basis, evidence
supporting the amounts and disclosures in the consolidated 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 audit provides a reasonable  basis
for our opinion.

In our opinion, the consolidated  financial statements referred to above present
fairly, in all material respects,  the financial position of IJNT.net,  Inc. and
Subsidiaries as of March 31, 1999 and the results of their  operations,  changes
in stockholders'  equity,  and cash flows for the years ended March 31, 1999 and
1998 in conformity with generally accepted accounting principles.

Our audit was made for the  purpose of  forming  an opinion on the  consolidated
financial  statements  taken  as a  whole.  The  information  in  Schedule  1 is
presented for purposes of additional  analysis and is not a required part of the
basic financial statements.  Such information has been subjected to the auditing
procedures  applied in the audit of the basic financial  statements,  and in our
opinion,  is fairly  stated in all  material  respects  in relation to the basic
financial statements taken as a whole.


                                                          Smith & Company
                                                    CERTIFIED PUBLIC ACCOUNTANTS

Salt Lake City, Utah
July 7, 1999

         10 West 100 South, Suite 700 o Salt Lake City, Utah 84101-1554
              Telephone: (801) 575-8297   Facsimile: (801) 575-8306
                       E-mail: smith&co@smithandcocpa.com
           Members: American Institute of Certified Public Accountants
                 Utah Association of Certified Public Accountants

                                       F-1

<PAGE>


                         IJNT.net, INC. AND SUBSIDIARIES

                           CONSOLIDATED BALANCE SHEET

<TABLE>
<CAPTION>
                                                                                                            March 31,
                                                                                                               1999
                                                                                                        -----------------
ASSETS
CURRENT ASSETS
<S>                                                                                                     <C>
              Cash in bank                                                                              $         902,757
              Accounts receivable - Trade                                                                         291,642
              Stockholder receivable (Note 3)                                                                      79,693
              Other receivables                                                                                   207,980
              Inventory                                                                                            86,645
              Prepaid expenses                                                                                    300,720
                                                                                                        -----------------

                                                                               TOTAL CURRENT ASSETS             1,869,437

PROPERTY AND EQUIPMENT (Notes 1 and 4)                                                                          2,313,953

OTHER ASSETS
              Deposits                                                                                             65,422
              Organization costs (Note 1)                                                                           6,743
              Licenses and other (Note 5)                                                                       2,072,423
                                                                                                        -----------------

                                                                                 TOTAL OTHER ASSETS             2,144,588
                                                                                                        -----------------

                                                                                                        $       6,327,978
                                                                                                        =================

LIABILITIES AND STOCKHOLDERS' EQUITY

CURRENT LIABILITIES
              Accounts payable                                                                          $         283,249
              Accrued liabilities                                                                                 200,266
              Income taxes payable                                                                                  4,811
              Note payable                                                                                              0
              Loans from stockholders (Note 3)                                                                    156,690
              Current portion of long-term debt (Note 6)                                                           26,497
                                                                                                        -----------------

                                                                          TOTAL CURRENT LIABILITIES               671,513

LONG-TERM LIABILITIES (Note 6)                                                                                    195,679
                                                                                                        -----------------

                                                                                  TOTAL LIABILITIES               867,192

STOCKHOLDERS' EQUITY
              Series A Preferred stock $.01 par value:
                Authorized 1,000,000 shares;
                Issued and outstanding 2,000 shares                                                                    20
                Additional paid-in capital - preferred stock                                                    1,799,980
              Common stock, $.001 par value:
                Authorized 20,000,000 shares;
                Issued and outstanding 15,975,129 shares                                                           15,975
                Additional paid-in capital - common stock                                                      11,291,396
              Retained deficit                                                                                 (7,646,585)
                                                                                                        -----------------

                                                                         TOTAL STOCKHOLDERS' EQUITY             5,460,786
                                                                                                        -----------------

                                                                                                        $       6,327,978
                                                                                                        =================
</TABLE>


See Notes to the Consolidated Financial Statements.

                                       F-2

<PAGE>


                         IJNT.net, INC. AND SUBSIDIARIES

                      CONSOLIDATED STATEMENTS OF OPERATIONS




<TABLE>
<CAPTION>
                                                                         Years ended March 31,
                                                                         1999                1998
                                                                  ------------------  ---------------
<S>                                                               <C>                 <C>
Sales                                                             $        1,552,194  $       147,057
Cost of sales                                                                543,657           66,405
                                                                  ------------------  ---------------
                                                    GROSS PROFIT           1,008,537           80,652

General and administrative expenses (Schedule 1)                           5,851,475        2,044,431
Depreciation and amortization (Note 1)                                       270,173           82,874
Interest and bank charges                                                     24,240           10,071
                                                                  ------------------  ---------------
                                                                           6,145,888        2,137,376

Net operating loss                                                        (5,137,351)      (2,056,724)

Other Income (Expense)
           Interest income                                                    65,474           12,947
           Acquisition costs                                                  (1,510)        (351,707)
                                                                  ------------------  ----------------

                                                        NET LOSS  $       (5,073,387) $    (2,395,484)
                                                                  ==================  ===============

EARNINGS (LOSS) PER COMMON SHARE
           Net income (loss)                                      $             (.35) $          (.21)
                                                                  ==================  ===============

           Weighted average number of common shares
              used to compute net income (loss) per
              weighted average share                                      14,372,270       11,528,021
                                                                  ==================  ===============
</TABLE>


See Notes to the Consolidated Financial Statements.

                                       F-3

<PAGE>


                         IJNT.net, INC. AND SUBSIDIARIES

           CONSOLIDATED STATEMENTS OF CHANGES IN STOCKHOLDERS' EQUITY


<TABLE>
<CAPTION>
                                                                                                       Additional
                                          Series A Preferred Stock             Common Stock              Paid-In       Retained
                                            Shares         Amount         Shares          Amount         Capital        Deficit
                                        -------------  --------------  -------------  -------------  --------------  -------------
<S>                                     <C>            <C>             <C>            <C>            <C>             <C>
Balances at 3/31/97                                 0  $            0     10,388,886  $      10,389  $    1,677,259  $    (177,714)
   Issue stock for note payable
     7/31/97                                                                 155,000            155           1,400
   Stock split 2.339936535 for 1
     7/31/97                                                                 776,677            776            (776)
   Sale of shares in private
     placement 8/20/97                                                       680,000            680       1,325,320
   Issue shares to acquire Access
     Comm. 1/1/98                                                            211,000            211         421,789
   Issue shares for services
     1/27/98                                                                  15,000             15          31,485
   Sale of shares in private placement
     1/27/98                                                                  69,620             70         146,064
     2/1/98                                                                   48,200             48         101,172
     3/1/98                                                                    9,762             10          20,490
     3/10/98                                                                 500,000            500         890,635
   Net loss                                                                                                             (2,395,484)
                                        -------------  --------------  -------------  -------------  --------------  -------------
Balances at 3/31/98                                 0               0     12,854,145         12,854       4,614,838     (2,573,198)
   Issued stock to acquire WebIt
     4/17/98 (net of $43,878
     acquisition costs)                                                       20,000             20          15,102
   Issued stock for services:
     4/17/98                                                                  20,637             21          82,527
     7/2/98                                                                   11,500             11          45,988
     7/8/98                                                                   30,000             30         119,970
     8/7/98                                                                    2,000              2           7,998
     8/18/98                                                                  38,000             38         116,962
     9/14/98                                                                  22,000             22          87,978
     10/9/98                                                                  10,000             10          19,990
     10/23/98                                                                 89,550             90         223,785
     11/20/98                                                                 20,000             20          59,980
   Sale of shares in private
     placement 7/7/98                                                        100,000            100         204,860
   Sale of Reg. S shares 7/15/98                                             700,000            700       1,829,857
   Issue stock to acquire
     MRHM, Inc. 8/4/98 (net of                                                37,163             37         107,463
     $100,000 acquisition costs)
   Sale of Reg. D shares 8/18/98                                             563,950            564       1,156,619
   Issue stock for warrants 8/24/98                                          512,821            513         999,487
   Issue stock to retire debt 8/24/98                                         70,000             70          69,930
   Sale of Series A Preferred
     shares 12/31/98 (net of $200,000
     commissions)                               2,000              20                                     1,799,980
   Issue additional shares to settle
     prior year acquisition of
     Access Comm. 1/12/99                                                     30,333             30          (4,518)
   Issue stock for services:
     2/1/99                                                                  118,334            118         266,133
     2/4/99                                                                   25,091             25          49,975
     3/1/99                                                                   41,886             42          88,752
   Issue stock for assets:
     2/17/99                                                                 200,000            200         499,800
     3/31/99                                                                 207,719            208         688,170
   Issue stock to acquire Global
     Broadband 2/22/99 (net of                                               250,000            250         (60,250)
     $590,000 acquisition costs)
   Net loss                                                                                                             (5,073,387)
                                        -------------  --------------  -------------  -------------  --------------  -------------
Balances at 3/31/99                             2,000  $           20     15,975,129  $      15,975  $   13,091,376  $  (7,646,585)
                                        =============  ==============  =============  =============  ==============  =============
</TABLE>


See Notes to the Consolidated Financial Statements.

                                       F-4

<PAGE>


                         IJNT.net, INC. AND SUBSIDIARIES

                      CONSOLIDATED STATEMENTS OF CASH FLOWS


<TABLE>
<CAPTION>
                                                                Years ended March 31,
                                                                1999                1998
                                                          -----------------  ----------------
OPERATING ACTIVITIES
<S>                                                       <C>                <C>
   Net loss                                               $      (5,073,387) $     (2,395,484)
   Add items not requiring the use of cash
     Stock issued for services                                    1,170,467            31,500
     Amortization and depreciation                                  270,173            82,874
     Acquisition costs                                                    0           351,707
   Changes in assets and liabilities:
     Accounts receivable                                            254,922           (39,912)
     Inventory                                                      (41,811)          (44,834)
     Prepaid expenses                                              (288,612)          (12,108)
     Accounts payable                                              (106,495)          401,262
     Accrued liabilities                                            153,874           (41,108)
     Income taxes                                                     4,011               800
                                                          -----------------  ----------------

                                   NET CASH REQUIRED BY
                                   OPERATING ACTIVITIES          (3,656,858)       (1,665,303)

INVESTING ACTIVITIES
   Purchase equipment                                            (1,323,229)                0
   Deposits                                                         (56,515)           (8,907)
   Organization costs                                                  (401)           (8,978)
                                                          -----------------  ----------------

                                   NET CASH REQUIRED BY
                                   INVESTING ACTIVITIES          (1,380,145)          (17,885)

FINANCING ACTIVITIES
   Sale of preferred stock                                        1,800,000                 0
   Sale of common stock                                           4,192,700         1,690,664
   Proceeds from loans                                                    0            83,690
   Principal payments on loans and leases                          (116,243)          (27,863)
                                                          -----------------  ----------------

                                   NET CASH PROVIDED BY
                                   FINANCING ACTIVITIES           5,876,457         1,746,491
                                                          -----------------  ----------------

                                   INCREASE IN CASH AND
                                       CASH EQUIVALENTS             839,454            63,303

   Cash and cash equivalents at beginning of period                  63,303                 0
                                                          -----------------  ----------------

                              CASH AND CASH EQUIVALENTS
                                       AT END OF PERIOD   $         902,757  $         63,303
                                                          =================  ================

Supplemental Disclosures of Cash Flow Information
   Cash paid during the period for:
     Interest                                             $          24,240  $         10,071
</TABLE>

Noncash investing and financing activities
     During the period ended March 31, 1999,  the Company  issued 745,215 shares
     of common stock for assets  valued at  $1,246,512,  and the Company  issued
     70,000 shares to satisfy debt. Equipment at a cost of $377,344 was acquired
     by incurring contracts and leases payable in the same amount.

See Notes to the Consolidated Financial Statements.

                                       F-5

<PAGE>


                         IJNT.net, INC. AND SUBSIDIARIES

                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                                 March 31, 1999


NOTE 1:      SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
             Principles of Consolidation
             The consolidated financial statements for 1998 include the accounts
             of the Company and its wholly-owned  subsidiaries IJNT, Inc., which
             was  incorporated  January  15, 1997 under the laws of the State of
             Nevada, and Access Communications, Inc., a Texas corporation, which
             was  purchased   January  1,  1998.  The   consolidated   financial
             statements  for 1999  include  the  accounts of the Company and its
             wholly-owned subsidiaries IJNT, Inc., Access Communications,  Inc.,
             WebIt of Utah, Inc., a Utah  corporation  purchased April 17, 1998;
             UrJet Backbone  Network,  Inc.,  which was incorporated in December
             1998 under the laws of Nevada; Man Rabbit House Multimedia, Inc., a
             California  corporation  purchased  August  14,  1998;  and  Global
             Broadband Services,  Inc., a Nevada corporation  purchased February
             22, 1999. All significant  intercompany  balances and  transactions
             have been eliminated in consolidation.

             Business Activity
             The  Company  was  incorporated  on June 11,  1992 in  Delaware  as
             Picometrix, Inc. On August 8, 1997 the name was changed to Interjet
             Net Corporation. During the year ended March 31, 1999, the name was
             changed to IJNT.net Corporation,  then to IJNT International,  Inc.
             and finally to IJNT.net,  Inc. The Company acquired the bulk of its
             assets July 31, 1997 with the acquisition of IJNT, Inc. The Company
             and its  subsidiaries  are  engaged in the  business  of  providing
             wireless  internet  access through  microwave  technology,  dial-up
             internet  access,  web site  design,  web hosting  services,  fiber
             backbone connectivity,  and a variety of telecommunications carrier
             services.

             Basis of Accounting
             The  consolidated  financial  statements  are  prepared  using  the
             accrual  basis of accounting  where  revenues are  recognized  when
             earned and expenses are recognized  when incurred.  The Company has
             addressed the  ramifications of SOP 97-2 and has determined that it
             is applicable to certain types of transactions  contemplated by its
             web-site development division Man Rabit House Multimedia, Inc. This
             division develops corporate  web-sites.  This division's revenue is
             recognized   based  on  stages  of   development.   Each  stage  of
             development  is  authenticated  by the  customer  in the form of an
             acceptance  contract.  The  customer  does not sign the  acceptance
             contract until the product is installed,  and deemed  functional by
             the customer.  The aforementioned  milestones typically span over a
             one to three month period of development.  Therefore,  the majority
             of the milestones are met within any given quarter.

             Earnings (Loss) Per Share
             Earnings  (loss)  per share  amounts  are  calculated  based on the
             weighted average number of shares outstanding during the period.

             Organization costs
             Organization costs are being amortized over a five year period.

             Property and Equipment
             Property and equipment are depreciated  over their estimated useful
             lives.   Depreciation   and   amortization   are   computed   using
             straight-line  methods  over an  estimated  life  of five to  seven
             years.

             Cash and Cash Equivalents
             For financial statement purposes,  the Company considers all highly
             liquid  investments  with an original  maturity of three  months or
             less when purchased to be cash equivalents.

             Income Taxes
             The Company  records the income tax effect of  transactions  in the
             same year that the  transactions  enter into the  determination  of
             income,  regardless of when the transactions are recognized for tax
             purposes. Tax credits are recorded in the year realized.

             The Company  utilizes the liability method of accounting for income
             taxes as set forth in Statement of Financial  Accounting  Standards
             No.  109,  "Accounting  for Income  Taxes"  (SFAS  109).  Under the
             liability  method,  deferred  taxes  are  determined  based  on the
             difference between the financial  statement and tax bases of assets
             and  liabilities  using enacted tax rates in effect in the years in
             which the differences are expected to reverse. An allowance against
             deferred  tax assets is  recorded  when it is more  likely than not
             that such tax benefits will not be realized.

             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,  liabilities,  revenues and expenses  during the  reporting
             period.  Estimates also affect the disclosure of contingent  assets
             and  liabilities  at the date of the financial  statements.  Actual
             results could differ from these estimates.

                                       F-6

<PAGE>


                         IJNT.net, INC. AND SUBSIDIARIES

             NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (continued)
                                 March 31, 1999

NOTE 2:      FORMER DEVELOPMENT STAGE COMPANY
             The Company was in the  development  stage from its inception until
             December  31,  1997.  Commencing  January 1, 1998,  the Company has
             sufficient  revenue  through  operations of its  subsidiaries  that
             management considers it to be no longer in the development stage.

NOTE 3:      RELATED PARTY TRANSACTIONS
             During 1997, the Company's  subsidiary,  IJNT, Inc. acquired assets
             valued at $699,000  from an officer in exchange for 1,000 shares of
             common stock. The officer paid costs of $321,252 on behalf of IJNT,
             Inc. as  additional  consideration  for the stock.  The assets were
             recorded  on IJNT,  Inc.'s  books at their  historical  cost to the
             officer.

             In  March  1999,  the  Company   acquired  channel  rights  from  a
             stockholder  for  $450,000,  which is  believed  to be fair  market
             value.

             The  officers  and  directors  of the Company are involved in other
             business  activities  and may,  in the future,  become  involved in
             other business  opportunities.  If a specific business  opportunity
             becomes  available,  such  persons may face a conflict in selecting
             between the Company and their other business interests. The Company
             has not formulated a policy for the resolution of such conflicts.

             At March 31,  1999,  the Company  owed two  stockholders  $156,690,
             payable  within the next 12 months without  interest.  At that date
             the Company was owed $79,693 by a  stockholder,  payable within the
             next 12 months without interest.

NOTE 4:      PROPERTY AND EQUIPMENT
             Property  and  equipment  as of March 31,  1999 are  summarized  as
             follows:
<TABLE>
<CAPTION>
                                                           Cost         Depreciation       Net Book Value
                                                     --------------   ----------------   ------------------
<S>                                                  <C>              <C>                <C>
               Furniture                             $      180,075   $         40,940   $          139,135
               Equipment                                    620,145            118,534              501,611
               Transmission Equipment                     1,865,789            202,144            1,663,645
               Leased Vehicle                                12,749              3,187                9,562
                                                     --------------   ----------------   ------------------
                                                     $    2,678,758   $        364,805   $        2,313,953
                                                     ==============   ================   ==================
</TABLE>

NOTE 5:      LICENSES AND OTHER
             The Company owns various  MMDS,  ITFS,  and LPTV  (wireless  cable)
             licenses  to  operate  in  various  cities.  The  Company  has also
             recently  purchased  customer  bases from two entities and signed a
             non-compete  agreement with an officer. The MMDS Channel rights and
             ITFS rights will be  amortized  over their  remaining  useful lives
             beginning April 1, 1999. A summary is as follows:

                 MMDS Channel rights (see Note 3)         $     450,000
                 LPTV rights and licenses (see Note 3)          699,000
                 ITFS rights                                    634,746
                 Customer bases                                 238,677
                 Non-compete agreement                           50,000
                                                          -------------
                                                          $   2,072,423
                                                          =============

NOTE 6:      LONG-TERM LIABILITIES
             Long-term debt at March 31, 1999 is detailed as follows:
<TABLE>
<CAPTION>
                                               Interest                          Principal Balance
                                                 Rate          Payment         Current       Long-term
                                            --------------  -------------  -------------  --------------
<S>                                         <C>             <C>            <C>            <C>
                Vehicle contract                      9.75  $       1,099  $      13,183  $       19,097
                Vehicle contract                     13.30            378          4,536           8,384
                Vehicle lease                         9.90            531          8,778           3,604
                Note payable to consultant               0              0              0         133,344
                Note payable to corporation              0              0              0          31,250
                                            --------------  -------------  -------------  --------------
                                                                           $      26,497  $      195,679
                                                                           =============  ==============
</TABLE>

                                       F-7
<PAGE>


                         IJNT.net, INC. AND SUBSIDIARIES

             NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (continued)
                                 March 31, 1999

NOTE 6:      LONG-TERM LIABILITIES (continued)
             Scheduled principal reductions of the debt are as follows:

                            2000            $       26,497
                            2001                   175,969
                            2002                    19,710
                                            --------------

                                            $      222,176
                                            ==============

NOTE 7:      COMMITMENTS AND CONTINGENCIES
             The Company  conducts its  operations  in leased  facilities  under
             noncancellable operating leases expiring through 2001. In addition,
             the Company leases equipment under noncancellable  operating leases
             expiring through 2007. The minimum future rental  commitments under
             operating leases are as follows:

<TABLE>
<CAPTION>
                        Year ending
                         March 31,            Facilities      Equipment         Total
                  ----------------------    --------------  -------------  -------------
<S>               <C>                       <C>             <C>            <C>
                           2000             $      535,002  $      82,028  $     617,030
                           2001                    487,272         71,400        558,672
                           2002                    466,272         71,400        537,672
                           2003                    434,404         71,400        505,804
                        Beyond 2003                185,334         71,400        256,734
                                            --------------  -------------  -------------

                                            $    2,108,284  $     367,628  $   2,475,912
                                            ==============  =============  =============
</TABLE>

             Payments under these leases (included in general and administrative
             expenses)  were  $317,417  for the year  ended  March 31,  1999 and
             $190,944 for the year ended March 31, 1998.

NOTE 8:      INCOME TAXES
             No federal  income taxes were due for the years ended March 31,1999
             or 1998.

             At March 31,  1999,  the Company has a federal net  operating  loss
             carryover of approximately $7,500,000. The federal loss will expire
             starting March 31, 2012.

             At March 31,  1999,  the  Company  has a deferred  tax asset in the
             amount of $0. There is a potential asset based on future  reduction
             of income  taxes using the net  operating  loss  carryforward.  The
             amount  has  been  reserved  100%  due  to  the  Company's  losses.
             Management believes that the Company will realize sufficient income
             in the  future to  utilize  the net  operating  loss  carryforward.
             However,  since future income can only be  estimated,  there is not
             sufficient  basis for recognition of any deferred tax asset at this
             time.

NOTE 9:      ACQUISITION OF SUBSIDIARIES
             The Company issued 548,496 shares to acquire subsidiaries  (treated
             as purchase transactions) as follows:

<TABLE>
<CAPTION>
<S>            <C>                      <C>                                  <C>
                January 1, 1998         Access Communications, Inc.                241,333
                April 17, 1998          WebIt of Utah, Inc.                         20,000
                August 4, 1998          Man Rabbit House Multimedia, Inc.           37,163
                February 22, 1999       Global Broadband Services, Inc.            250,000
                                                                             -------------

                                                                                   548,496
                                                                             =============
</TABLE>

                                       F-8

<PAGE>


                                                                      SCHEDULE 1
                         IJNT.net, Inc. AND SUBSIDIARIES

                CONSOLIDATED GENERAL AND ADMINISTRATIVE EXPENSES




                                       Years ended March 31,
                                        1999               1998
                                 -----------------  ----------------
Accounting                       $          51,375  $         26,035
Automobile expense                          42,368            35,947
Bad debts                                      554                 0
Computer expense                           116,268            85,311
Consulting                                 646,727           131,489
Insurance                                  106,034            48,280

Lease - channel                             70,620           136,682
Legal                                      269,548            82,852
Marketing and advertising                  567,073            60,933
Meals and entertainment                     57,306            25,779
Office expense                             360,572            72,215

Outside services                           117,211            40,061
Payroll taxes and benefits                 215,154            60,666
Postage                                     54,203            23,005
Relocation expense                           7,755             5,310

Repairs and maintenance                      7,294             4,039
Rent expense                               317,417           190,944
Salaries                                 2,154,535           713,482
Taxes and licenses                          13,459             9,498

Telephone                                  473,651           113,928
Travel                                     202,351           177,975
                                 -----------------  ----------------

                                 $       5,851,475  $      2,044,431
                                 =================  ================


                                       F-9