<PAGE>

                      SECURITIES AND EXCHANGE COMMISSION
                            Washington, D.C. 20549

                                  FORM 10-KSB

(Mark One)
[X]   ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE
      ACT OF 1934
      For the fiscal year ended December 31, 2001
                                      OR
[_]   TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
      EXCHANGE ACT OF 1934
      For the transition period from ___________ to ___________

                                   000-23712
                             (Commission File No.)

                              ASCONI CORPORATION
                    (formerly, Grand Slam Treasures, Inc.)

                (Name of Small Business Issuer in Its Charter)

             Nevada                                    91-1395124
 (State or other jurisdiction of          (I.R.S. Employer Identification No.)
 incorporation or organization)

  160 International Parkway, Suite 280                        32746
            Heathrow, Florida                              (Zip Code)
(Address of principal executive offices)

        Issuer's Telephone Number, including area code: (407) 833-8000

  Securities registered under Section 12(b) of the Securities Exchange Act of
                                     1934:

                                     None

               Securities registered under Section 12(g) of the
                       Securities Exchange Act of 1934:

                    Common Stock, par value $.001 per share

Check whether the issuer: (1) filed all reports required to be filed by Section
13 or 15(d) of the Securities Exchange Act of 1934 during the past 12 months (or
for such shorter period that the registrant was required to file such reports),
and (2) has been subject to such filing requirements for the past 90 days. Yes
[X] No [_]

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

Issuer's revenues for the fiscal year ended December 31, 2001:  $10,994,644.

As of March 28, 2002, the aggregate market value of the voting and non-voting
common equity held by non-affiliates, computed by reference to the closing price
of the registrant's common stock as reported on the OTC Bulletin Board, was
$1,829,349.

As of March 31, 2002, there were 14,586,689 shares of issuer's common stock
outstanding.

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

Documents incorporated by reference:  None.
<PAGE>

                                TABLE OF CONTENTS
                                -----------------

<TABLE>
<S>               <C>                                                                                              <C>
                                                               PART I
                                                               ------

ITEM 1.           DESCRIPTION OF BUSINESS........................................................................   3
ITEM 2.           DESCRIPTION OF PROPERTY........................................................................  10
ITEM 3.           LEGAL PROCEEDINGS..............................................................................  10
ITEM 4.           SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS............................................  10

                                                              PART II
                                                              -------

ITEM 5.           MARKET FOR COMMON EQUITY AND RELATED STOCKHOLDER MATTERS.......................................  11
ITEM 6.           MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS..........  13
ITEM 7.           FINANCIAL STATEMENTS...........................................................................  14
ITEM 8.           CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND FINANCIAL DISCLOSURE...........  14

                                                              PART III
                                                              --------
ITEM 9.           DIRECTORS, EXECUTIVE OFFICERS, PROMOTERS AND CONTROL PERSONS; COMPLIANCE WITH SECTION 16(a) OF
                  THE EXCHANGE ACT...............................................................................  15
ITEM 10.          EXECUTIVE COMPENSATION.........................................................................  16
ITEM 11.          SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT.................................  17
ITEM 12.          CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS.................................................  17

                                                              PART IV
                                                              -------
ITEM 13.          EXHIBITS AND REPORTS ON FORM 8-K...............................................................  18
</TABLE>

                                       1
<PAGE>

Introductory Comment

         Throughout this annual report on Form 10-KSB, the terms "we," "us,"
"our," "Asconi" and "our Company" refer to Asconi Corporation, a Nevada
corporation, and, unless the context indicates otherwise, includes our
subsidiaries.

         On April 12, 2001, we acquired, through a wholly-owned subsidiary, all
of the outstanding securities of a Republic of Moldova entity in a
share-exchange transaction. The name of the Moldovan entity was Asconi S.R.L.
and it is a producer and distributor of wine (the "Moldovan Subsidiary"). In
connection with the share-exchange transaction, we changed our name from Grand
Slam Treasures, Inc. to Asconi Corporation, we reverse split our capital stock
100 to 1, and the two individuals who were serving as our only officers and
directors resigned on April 12, 2001. The two owners of the Moldovan Subsidiary
were elected as our only directors on and as of April 12, 2001, and were
subsequently appointed as our current officers. On June 29, 2001, our board of
directors decided to change our fiscal year-end from June 30th to December 31st.

         The information in this annual report covers the period between January
1, 2001 and December 31, 2001, as well as sales of unregistered securities that
occurred in the past 3 years and transactions between us and certain parties
during the past 2 years. The current officers and directors who signed this
annual report on our behalf have no knowledge of any events relating to the
issuance of unregistered securities, compensation and other matters of our
officers and directors or transactions between us and related parties that
occurred prior to April 12, 2001 (collectively, the "Unknown Events"). The
individuals who were our officers and directors for the 3 years prior to April
12, 2001 resigned on that date. Reliable records and information regarding the
Unknown Events were not maintained by our former officers and directors.

         Since our current officers and directors have no knowledge of the
Unknown Events, and our former officers and directors were unable to provide
material information regarding the Unknown Events, the information included in
this annual report regarding Recent Sales of Unregistered Securities in Item 5,
the compensation of Larry L. Eastland in Item 10 and transactions between us and
certain parties in Item 12 of this annual report for the period prior to April
12, 2001 was obtained exclusively from our annual report for fiscal year ended
June 30, 1999, annual report for fiscal year ended June 30, 2000, quarterly
report for the quarter ended September 30, 2000 and quarterly report for the
quarter ended December 31, 2000. However, our current officers and directors
cannot verify the accuracy of the information disclosed in these annual and
quarterly reports.

         Due to the foregoing, we are investigating all available legal remedies
to protect the interests of our shareholders.

                                       1
<PAGE>

Cautionary Note Regarding Forward-Looking Statements

         This annual report contains both historical and forward-looking
statements. All statements other than statements of historical fact are, or may
be deemed to be, forward-looking statements within the meaning of Section 27A of
the Securities Act of 1933, as amended, and Section 21E of the Securities
Exchange Act of 1934, as amended. The forward-looking statements in this annual
report are not based on historical facts, but rather reflect the current
expectations of our management concerning future results and events.

         The forward-looking statements generally can be identified by the use
of terms such as "believe," "expect," "anticipate," "intend," " plan,"
"foresee," "likely," "will" or other similar words or phrases. Similarly,
statements that describe our objectives, plans or goals are or may be
forward-looking statements.

         Forward-looking statements involve known and unknown risks,
uncertainties and other factors that may cause our actual results, performance
or achievements to be different from any future results, performance and
achievements expressed or implied by these statements. You should review
carefully all information, including the financial statements and the notes to
the financial statements included in this report. The following important
factors could affect future results, causing the results to differ materially
from those expressed in the forward-looking statements in this annual report.

         .      the timing, impact and other uncertainties related to pending
                and future acquisitions by us;

         .      the impact of new technologies;

         .      changes in laws or rules or regulations of governmental
                agencies; and

         .      currency exchange rate fluctuations.

         These factors are not necessarily all of the important factors that
could cause actual results to differ materially from those expressed in the
forward-looking statements in this annual report. Other unknown or unpredictable
factors also could have material adverse effects on our future results. The
forward-looking statements in this annual report are made only as of the date of
this annual report, and we do not have any obligation to publicly update any
forward-looking statements to reflect subsequent events or circumstances. We
cannot assure you that projected results will be achieved.

                                       2
<PAGE>

                                     PART I
                                     ------

ITEM 1.  DESCRIPTION OF BUSINESS

Overview

         We were formerly known as Grand Slam Treasures, Inc. and were
incorporated under the laws of the State of Nevada in March 2000. Since that
time, we have engaged in various business ventures, including the purchase and
marketing of sports memorabilia and recovered sunken treasure. Our corporate
offices were located in Eagle, Idaho until April 12, 2001, when we acquired,
through a wholly-owned subsidiary, all of the outstanding securities of Asconi
S.R.L., a Republic of Moldova entity formed in October 1994, in a share exchange
transaction and moved our corporate offices to Heathrow, Florida. In connection
with the share exchange transaction, we sold all of our current assets and
liabilities to Hannibal Corporation, a wholly-owned company of our former
officers and directors prior to April 12, 2001.

         Since we no longer directly engage in any business operations, any
discussion of our business includes the business of Asconi S.R.L. and any other
Republic of Moldova entity in which Asconi S.R.L. has an interest. All of our
revenue for the fiscal year ended December 31, 2001 was generated from the
business operations of Asconi S.R.L. and the other entities in which Asconi
S.R.L. has an interest. All such operations are conducted in the Republic of
Moldova which is located between Romania and Ukraine in Eastern Europe. Asconi
S.R.L. has been producing and distributing wine throughout Eastern Europe since
1999.

         Effective with the year ending December 31, 2001, we changed our fiscal
year end from June 30th to December 31st. On October 12, 2001, we filed a
transition report on Form 10-KSB with the SEC reporting the six month period
ended December 31, 2000. This current filing on Form 10-KSB for the fiscal year
ended December 31, 2001 will be the first full twelve (12) month period filed
with a calendar year ending. Throughout this annual report every effort has been
made to clarify the accounting period referenced.

         All measurements referring to size or capacity are those used in the
United States (i.e., foot, acre, gallon) and any financial information is
reflected in United States dollars, unless otherwise noted.

Industry Background

         Moldova's wine-making tradition is hundreds of years old. At one point
in the early 1980's, Moldova produced over 20% of the wine consumed in the
former Soviet Union. However, the Moldovan wine industry underwent a change
between 1985 and 1991 during the Soviet Union's anti-alcohol campaigns that
destroyed nearly 40% of Moldova's vineyards and curtailed foreign investments in
the wine industry.

         After 1991, the Moldovan wine industry began coordinating efforts to
attract foreign investments, boost exports, and modernize vinification
equipment. Additionally, in August 1999, in an attempt to stimulate growth in
the wine industry, the Moldovan government substantially reduced the excise
taxes on high-volume exporters of unbottled wine. Current production capacity of
the approximately 150 wineries in Moldova is 8-10 million gallons of wine a year
from approximately 425,000 acres of vineyards. For the year 2001, the Moldovan
wineries collectively exported approximately $175 million worth of wine and
brandies to 34 countries, with 77% of all wine exports going to Russia. Exchange
rate stability and improved market conditions in Russia should enable importers
to continue to increase demand in this vital market for Moldova.

         While approximately 90% of Moldovan wineries are private, some large
wineries remain state owned. The government intends to sell its controlling
interest in various wineries and brandy distillers to foreign investors as soon
as possible. Enterprises slated for privatization include those producing
well-known Moldovan brands such as Cricova, Calarasi Divin, Aroma Chisinau and
distillers in Balti and Briceni.

Products

         Our wines are categorized as either white or red/rose, and either
ordinary or aged, and are further categorized as either dry, semi-dry,
semi-sweet, sweet and dessert wines. Among our bottled wines, our sweet and
semi-sweet wines currently account for approximately 75% of our revenue, dessert
wines approximately 12%, dry and semi-dry

                                       3
<PAGE>

wines approximately 8% and fortified wines approximately 5%. We also sell wine
in bulk to other wineries in Moldova for bottling under their brand name, which
accounts for a little less than 5% of our total revenues.

         In total, we generate revenue from over 300 separate products derived
from the 32 varieties of grapes. Our products are combined into series such as:
"Souvenir", "Antique", "Gothic", "Vivat", "Grand Reserve", "Dekabrist", "Love
Story", "European Collection", "Classic", "French". Each series has particular
design and market. "Gothic" series includes "Muscat Rubiniu" and "Muscat Asconi"
firm-developed brands. We continually develop and introduce new products
initiated by both our viticulturists and distributors. Less than 10% of our
total revenue each year is generated from new products developed that year.

         We package our wine in a variety of bottle sizes including 0.7, 0.75
and 2 liters. All bottles are corked with genuine Portuguese cork and capped
with shrink capsules made of Italian materials supplied by Morgan Man and First
Line companies of Moldova. We purchase bottles from a few manufacturers,
including the Moldovan "Glass Container Company," which provides us with
approximately 90% of our glass bottles, and Vetropack, a group of companies with
offices in Italy, Germany, the Czech Republic and Romania. Wine bottles are
packed and shipped in carton containers or boxes, supplied by Ilitax-pac of
Moldova.

         Our products and packaging meet all appropriate national and
international standards. Each label contains the winery's brand name, wine
conditions (front label), brief wine legend, a bar code (back label) and year of
production of aged wines (neck label). Labels are supplied by Vox Design of
Italy, New Wind Company of Poland and Estate Design Company of Moldova.

Sales and Marketing

         We derive 100% of our total revenue from sales of our products outside
Moldova, with over 90% of our total revenue coming from sales in Russia. Besides
Russia, we export products to the United States, Germany, Czech Republic, Slovak
Republic, Poland, Romania, Bulgaria, Belarus, Ukraine, Kazakhstan, and
Kirghyzstan. Also, we are currently seeking to enter into an agreement with a
distributor in China. The domestic wine market in Moldova is not very profitable
or a high priority for us, however, we are considering plans to sell our wine
here in the future.

         Our products are designed for broad markets, mainly focusing on
average- and high-class consumers. Russian consumers traditionally give
preference to spirits, in particular vodka. Demand for our wine is characterized
by seasonal fluctuations: in winter consumers prefer red wines, and strong ones
such as desert and fortified wines. In summer and fall, consumers prefer light
dry and semi-sweet wines, mainly white. However, recently customers have
gradually shifted towards a preference for red wines.

         We price our products based on a variety of factors, including the
target market, shipment size, type of wine and type and volume of bottle. We
sell a 0.75 liter bottle to our distributors for anywhere from $.60 to $4.50.

         Within the next 5 years we would like to reduce our sales in Russia to
about 50% of our total revenues, with the remaining sales spread among our other
current markets and new markets, including China and Turkey.

Competition

         Our competition in the lucrative Russian market is mostly from other
Moldovan wine producers, and not European or American wines. The European and
American wines target the upper class and represent approximately 7% of the
total wine consumed in Russia. In contrast, wines produced in Moldova represent
about 70% of all wine consumed in Russia, with approximately 26% of all
consumption occurring in Moscow and the other approximately 74% of all
consumption occurring in the other regions of the former Soviet Union.

         Our competitive advantage in the Russian market is our large product
line and strong brand image. According to an independent marketing study done in
2000, which was commissioned by Dionis Club, one of our competitors in the
Russian market, Asconi is the most familiar Moldovan brand of wine sold in
Russia. Through the first 11 months of fiscal year ended December 31, 2001, we
exported more bottled wine to Russia than any other Moldovan winery. Our primary
Moldovan competitors for the Russian market are Basvinex, GarliNg, Dionis Club
and Lion-Gri.

                                       4
<PAGE>

Wine-Making Practices

         Our philosophy is that wine-making is a natural process best managed
with minimum intervention, but requiring the attention and dedication of a
winemaker. While we use a relatively high level of hand labor during the
wine-making processes, we also make extensive use of modern laboratory equipment
and techniques to monitor the progress of each wine through all stages of the
wine-making process. All of our wineries are operated under the overall
supervision of our Chief Executive Officer. However, each winery has its own
general manager who is always an experienced winemaker.

         The principal raw materials used by us are grapes, oak barrels, glass,
and cork. We manufacture our own oak barrels with wood imported from Russia. The
cork we use is produced and manufactured in Portugal, which is the primary
cork-producing country in the world. Glass is purchased from a variety of
different sources according to each winery's specific needs. We purchase all of
our grape requirements from independent growers in Moldova.

Wine Production

         The following table sets forth our wine production for the 2001, 2000
and 1999 vintages. The wine's vintage is the year during which the grapes are
harvested. The following information is presented in terms of "equivalent"
number of cases. The precise number of cases is not known at this time because
many of these vintages are still being aged in barrels and tanks.

<TABLE>
<CAPTION>
                                        2001                          2000                          1999
                              --------------------------------------------------------------------------------------
                              Equivalent                    Equivalent
                               Number of                    Number of                     Equivalent
                                 Cases       % of Total       Cases        % of Total   Number of Cases  % of Total
                              ------------   -----------    ------------   -----------  ---------------  -----------
<S>                           <C>            <C>            <C>            <C>          <C>              <C>
Aligote                             43,000            3%          25,000            4%            2,500           3%
Traminer                            20,000            2%          15,000            2%            1,000           1%
Reisling                            45,000            4%          23,000            3%            3,500           5%
Sauvignon Blanc                     39,000            3%          19,000            3%            2,000           3%
Chardonnay                          38,000            3%          22,000            3%            3,000           4%
Feteasca                            45,000            4%          25,000            4%            3,500           5%
Rcatiteli                           40,000            3%          20,000            3%            1,500           2%
Pinot Blanc                         45,000            4%          15,000            2%            2,000           3%
Muscat Blanc                        50,000            4%          28,000            4%            2,500           3%
Other white wines                  200,000           16%         106,000           16%           10,000          13%
                              ------------   -----------    ------------   -----------  ---------------  -----------
    Total White Wines              565,000           45%         298,000           44%           31,500          42%
                              ------------   -----------    ------------   -----------  ---------------  -----------
Pinot Noir                          45,000            4%          24,000            3%            3,000           4%
Cabernet                            40,000            3%          22,000            3%            3,000           4%
Merlot                              38,000            3%          21,000            3%            3,000           4%
Mugurel                             30,000            2%          22,000            3%            1,500           2%
Joc                                 15,000            1%          10,000            1%            1,500           2%
Codreanca                           50,000            4%          30,000            4%            3,000           4%
Izobella                            50,000            4%          31,000            5%            3,500           5%
Zemfira                             50,000            4%          23,000            3%            4,000           5%
Lidia                               50,000            4%          32,000            5%            4,000           5%
Muscat Asconi                       50,000            4%          31,000            5%            5,000           7%
Muscat Rubiniu                      50,000            4%          31,000            5%            5,000           7%
Other red wines                    217,000           17%         106,000           16%            7,000           9%
                              ------------   -----------    ------------   -----------  ---------------  -----------
    Total Red Wines                685,000           55%         383,000           56%           43,500          58%
                              ------------   -----------    ------------   -----------  ---------------  -----------
    Total Production             1,250,000          100%         681,000          100%           75,000         100%
                              ------------   -----------    ------------   -----------  ---------------  -----------
</TABLE>

         Our wines are stored in stainless and emal steel containers for up to a
year, or until it is bottled and sold. Our higher quality wines, about 3-4% of
our total wine sales, are aged primarily in new and used oak barrels before they
are bottled. Generally, white wines are aged for between six and nine months,
and red wines for between nine and eighteen months, after harvest. The wine is
then bottled and stored for further aging.

                                       5
<PAGE>

Wine-Making Facilities

         As of December 31, 2001, we had 3 wine-making, distilling, processing
and storage plants located within approximately 40 miles of Chisinau. The
following table sets forth the approximate amount of grapes processed at each
plant for the fiscal year ended December 31, 2001 and the approximate maximum
production capacity of each of these facilities.

<TABLE>
<CAPTION>
---------------------------------------------------------------------------------------------------------------
                                            Grapes (Tons)                 Wine Storage      Bottling Capacity
                                ---------------------------------------
Facility                              Crushed           Capacity         Capacity (Gal.)        (per hour)
---------------------------------------------------------------------------------------------------------------
<S>                             <C>                     <C>              <C>                <C>
Puhoi                                        8,000             10,000            2,906,000              11,000
---------------------------------------------------------------------------------------------------------------
Orhei                                          700             10,000            3,434,000              13,000
---------------------------------------------------------------------------------------------------------------
Susleni                                                         7,000            1,850,000
---------------------------------------------------------------------------------------------------------------
Soldanesti                                       -                  -                    -                   -
---------------------------------------------------------------------------------------------------------------
</TABLE>

         Puhoi. This plant is located about 15 miles east of Chisinau on
approximately 14 acres. It has one 6,000 bottle per hour line and one 5,000
bottle per hour line. It also has a separate vintage and collection wine storage
facility featuring oak barrels.

         Orhei. This plant is located about 30 miles north of Chisinau on
approximately 17 acres of land. It has two 4,000 bottle per hour lines and one
5,000 bottle per hour line which is used to bottle vodka, cognac and other
liquors. The facility also features an approximately 793,000 gallon Madeira
accretion facility which is the largest in the former Soviet Union, and an
approximately 2,100 gallon per hour alcohol production facility, including grain
storage, mill fermentation equipment and distillery.

         Susleni. This plant is located about 40 miles northeast of Chisinau on
approximately 9 acres.

         Soldanesti. This plant is located about 40 miles north of Chisinau on
approximately a 1/4 acre. It is just a warehouse that has railroad storage and
uploading capabilities.

         We acquired approximately 25% of the outstanding shares of
Vitis-Hincesti, a Republic of Moldova entity, on December 18, 2001. We acquired
an additional approximately 21% of the outstanding shares of Vitis-Hincesti on
March 7, 2002. We paid $26.90 United States dollars for each share of stock. The
purchase price for the approximately 46% percent of the outstanding shares of
the company was approximately $1.26 million. Vitis-Hincesti operates 6
wine-making, distilling, processing and storage plants within 45 miles of
Chisinau. The following table sets forth the approximate maximum production
capacity of each of these facilities. Vitis-Hincesti had approximately $16,000
in net income on revenue of approximately $1.26 million for the calendar year
ended December 31, 2001.

<TABLE>
<CAPTION>
---------------------------------------------------------------------------------------------------------------
                                            Grapes (Tons)                 Wine Storage      Bottling Capacity
                                ---------------------------------------
Facility                              Crushed           Capacity         Capacity (Gal.)        (per hour)
---------------------------------------------------------------------------------------------------------------
<S>                             <C>                     <C>              <C>                <C>
Hincesti                                                        7,000            2,050,000              12,000
---------------------------------------------------------------------------------------------------------------
Bozieni                                                        13,000              892,000
---------------------------------------------------------------------------------------------------------------
Mereseni                                                       14,000              807,000
---------------------------------------------------------------------------------------------------------------
Stolniceni                                                     10,000              758,000
---------------------------------------------------------------------------------------------------------------
Caracui                                                        14,000              608,000
---------------------------------------------------------------------------------------------------------------
Codru                                                           4,000              621,000
---------------------------------------------------------------------------------------------------------------
</TABLE>

         Hincesti. This plant is located about 28 miles south of Chisinau on
approximately 12 acres. It has one 6,000 bottle per hour line which can be used
to bottle still wines as well as sparkling wines such as champagne, one

                                       6
<PAGE>

3,000 bottle per hour line used for standard bottles and one 3,000 bottle per
hour line used for smaller bottles distributed as souvenirs.

         Bozieni. This plant is located about 32 miles south of Chisinau on
approximately 7 acres.

         Mereseni. This plant is located about 38 miles south of Chisinau on
approximately 21 acres.

         Stolniceni. This plant is located about 30 miles south of Chisinau on
approximately 13 acres.

         Caracui. This plant is located about 43 miles south of Chisinau on
approximately twelve 12 acres.

         Codru. This plant is located about 30 miles south of Chisinau on
approximately 4 acres.

Factors That May Affect Future Results And Market Price Of Our Stock

         Our profits depend largely on third parties who distribute our wine in
Russia

         We sell our products to distributors for resale to retail outlets
including grocery stores, package liquor stores, club and discount stores and
restaurants. Sales to our largest distributor in Russia represented
approximately 40% of our net revenues for the fiscal year ended December 31,
2001. Sales to our 2 largest distributors combined, both of whom are in Russia,
represented approximately 70% of our net revenues for the fiscal year ended
December 31, 2001. Sales to our 4 largest distributors, all of whom are in
Russia, represented approximately 90% of our net revenues for the fiscal year
ended December 31, 2001, and are expected to continue to represent a substantial
amount of our net revenues in the near future. The replacement or poor
performance of our major distributors or our inability to collect accounts
receivable from our major distributors could materially and adversely affect our
results of operations and financial condition. Distribution channels for
beverage alcohol products have been characterized in recent years by rapid
change, including consolidations of certain distributors. In addition,
distributors and retailers of our products offer products which compete directly
with our products for retail shelf space and consumer purchases. Accordingly,
there is a risk that these distributors or retailers may give higher priority to
products of our competitors. In the future, our distributors and retailers may
not continue to purchase our products or provide our products with adequate
levels of promotional support. Changes in the financial condition of this
distributor or consumer spending in Russia could affect both the quantity and
price level of wines that customers are willing to purchase.

         Currency rate fluctuations/foreign operations

         All of our sales are in foreign countries and, therefore, we are
subject to the risks associated with currency fluctuations. Any payment
provisions involving foreign currencies may result in less revenue than expected
due to foreign currency rate fluctuations.

         We could also be affected by nationalizations or unstable governments
or legal systems or intergovernmental disputes, as well as the imposition of
unforeseen and adverse trade regulations. These currency, economic and political
uncertainties may affect our results, especially to the extent these matters, or
the decisions, policies or economic strength of our suppliers, affect our
foreign operations.

         The loss of key employees would damage our reputation and business

         We believe our continued success depends on the active involvement of
Mr. Jitaru, one of our two directors and our chief executive officer and
president, and Mr. Sirbu, our other director and chief financial officer. There
can be no assurance that these persons will remain in their management positions
with us, and the loss of the services of anyone of these two people could have
an adverse affect on our business, financial condition and results of
operations.

         We may not be able to acquire enough quality grapes for our wines

         The adequacy of our grape supply is influenced by consumer demand for
wine in relation to industry-wide production levels. While we believe that we
can secure sufficient supplies of grapes from grape supply contracts with
independent growers, we cannot be certain that grape supply shortages will not
occur. A shortage in the supply

                                       7
<PAGE>

of wine grapes could result in an increase in the price of some or all grape
varieties and a corresponding increase in our wine production costs. If we
cannot increase prices because of competitive pressure, increased grape supply
costs could have a negative impact on our operating results.

         Our quarterly results fluctuate because of the seasonality of the wine
business

         Our business is subject to seasonal as well as quarterly fluctuations
in revenues and operating results. Sales volume tends to increase during summer
months and the holiday season and decrease after the holiday season. As a
result, our sales and earnings are typically highest during the fourth calendar
quarter and lowest in the first calendar quarter. Seasonal factors also affect
our level of borrowing. For example, our borrowing levels typically are highest
during winter when we have to pay growers for grapes harvested and make payments
related to the harvest. These and other factors may cause fluctuations in the
market price of our common stock.

         Competition may harm our business

         The table wine industry is intensely competitive and highly fragmented.
Our wines compete in all of the wine market segments with many other Moldovan
and foreign wines. Our wines also compete with popular-priced generic wines and
with other alcoholic and, to a lesser degree, non-alcoholic beverages, for shelf
space in retail stores and for marketing focus by our independent distributors,
many of which carry extensive brand portfolios.

         Our sales could be negatively affected by our inability to maintain or
increase prices, changes in geographic or product mix, a general decline in wine
consumption or the decision of our wholesale customers, retailers or consumers
to purchase competitive products instead of our products. Wholesaler, retailer
and consumer purchasing decisions are influenced by, among other things, the
perceived absolute or relative overall value of our products, including their
quality or pricing, compared to competitive products. Unit volume and dollar
sales could also be affected by pricing, purchasing, financing, operational,
advertising or promotional decisions made by wholesalers and retailers which
could affect their supply of, or consumer demand for, our products. We could
also experience higher than expected selling, general and administrative
expenses if we find it necessary to increase the number of our personnel or
advertising or promotional expenditures to maintain our competitive position or
for other reasons.

         The wine industry has experienced significant consolidation. Many of
our competitors have greater financial, technical, marketing and public
relations resources than we do. Our sales may be harmed to the extent we are not
able to compete successfully against such wine or alternative beverage
producers.

         Our Board of Directors exercises significant control.

         Constantin Jitaru and Anatolie Sirbu beneficially own, collectively,
over 63% of all outstanding shares of our common stock. Consequently, they are
able, collectively, to elect all the members of our board of directors and
control us. They currently are the only 2 members of our board of directors and
our only officers. This concentration of ownership may have the affect of
delaying or preventing someone else from acquiring control of us, which could
affect our market price. Furthermore, with only 37% of our outstanding shares of
common stock held by other people, the market price of our common stock is
volatile.

         We generally do not have long-term supply contracts and we are subject
         to substantial price fluctuations for grapes and grape-related
         materials; we have a limited group of suppliers of glass bottles

         Our business is heavily dependent upon raw materials, such as grapes,
grape juice in bulk, grains and packaging materials from third-party suppliers.
We could experience raw material supply, production or shipment difficulties
which could adversely affect our ability to supply goods to our customers. We
also directly affected by increases in the costs of such raw materials. In the
past, we have experienced dramatic increases in the cost of grapes. Although we
believe we have adequate sources of grape supplies, in the event demand for
certain wine products exceeds expectations, we could experience shortages.

                                       8
<PAGE>

         Our acquisition strategy may not be successful

         We have recently made a number of acquisitions and anticipate that we
may, from time to time, acquire additional businesses, assets or securities of
companies that we believe would provide a strategic fit with our business. Any
other acquired business will need to be integrated with our existing operations.
There can be no assurance that we will effectively assimilate the business or
product offerings of acquired companies into our business or product offerings.
Any acquisitions also will be accompanied by risks such as potential exposure to
unknown liabilities of acquired companies, the difficulty and expense of
integrating the operations and personnel of the acquired companies, the
potential disruption to our business, the diversion of management time and
attention, the impairment of relationships with and the possible loss of key
employees and customers of the acquired business, and the incurrence of
amortization expenses if any acquisition is accounted for as a purchase. Our
failure to adequately manage the risks associated with any acquisition could
have a material adverse effect on our financial condition or results of
operations.

         Agricultural risks

         Wine-making and grape growing are subject to a variety of agricultural
risk. Various diseases, pests, fungi, virus', drought, frost and certain other
weather conditions can affect the quality and quantity of grapes available to
us, decreasing our supply of grapes and having a negative impact on our
operating results.

         New regulations or increased regulatory costs could harm our business

         The wine industry is subject to extensive regulation by the Moldovan
Ministry of Agriculture and various foreign agencies, and local authorities.
These regulations and laws dictate such matters as licensing requirements, trade
and pricing practices, permitted distribution channels, permitted and required
labeling, advertising and relations with wholesalers and retailers. Any
expansion of our existing facilities or development of new vineyards or wineries
may be limited by present and future zoning ordinances, environmental
restrictions and other legal requirements. In addition, new regulations or
requirements or increases in excise taxes, income taxes, property and sales
taxes or international tariffs, could reduce our profits. Future legal or
regulatory challenges to the industry, either individually or in the aggregate,
could harm our business.

         We will need more working capital to grow

         The wine industry is a capital-intensive business, which requires
substantial capital expenditures to improve or expand wine production and to
develop or acquire vineyards. Further, the acquisition of grapes and bulk wine
require substantial amounts of working capital. We project the need for
significant capital spending and increased working capital requirements over the
next several years, which must be financed by cash from operations or, by
additional borrowings or additional equity.

         Infringement of our trademarks may damage our brand names or our
business

         Our wines are branded consumer products, and we distinguish our wines
from our competitors by enforcement of our trademarks. There can be no assurance
that competitors will refrain from infringing our marks or using trademarks,
tradenames or tradedress which dilute our intellectual property rights, and any
such action may require us to become involved in litigation to protect these
rights. Litigation of this nature can be very expensive and tends to divert
management's time and attention.

         Adverse public opinion about alcohol may harm our business

         A number of research studies suggest that various health benefits may
result from the moderate consumption of alcohol, but other studies suggest that
alcohol consumption does not have any health benefits and may in fact increase
the risk of stroke, cancer and other illnesses. If an unfavorable report on
alcohol consumption gains general support, it could harm the wine industry and
our business. Alternatively, anti-alcohol groups have, in the past, successfully
advocated more stringent labeling requirements and other regulations designed to
discourage consumption of alcoholic beverages, including wine. More restrictive
regulations, negative publicity regarding alcohol consumption, publication of
studies that indicate a significant health risk from moderate consumption of
alcohol or changes in consumer perceptions of the relative healthfulness or
safety of wine generally could adversely

                                       9
<PAGE>

affect the sale and consumption of wine and the demand for wine and wine grapes
and could have a material adverse effect on our business, financial condition
and results of operations.

ITEM 2.  DESCRIPTION OF PROPERTY

         Our corporate offices in the United States are located at 160
International Parkway, Suite 280, in an office facility in Heathrow, Florida,
where we lease approximately 1,000 square feet under the terms of a lease which
expires on June 30, 2003 for a monthly fee of $1,600. Our corporate offices for
our wine production operations in the Republic of Moldova are located in
Chisinau City at 6 Zamfir Arbore Street, where we own approximately 6,500 square
feet of office space. We believe that our existing facilities are adequate to
support our existing operations and that, if needed, we will be able to obtain
suitable additional facilities on commercially reasonable terms.

         Through our various subsidiaries, we operate 9 wineries in the Republic
of Moldova near Chisinau City. Please see the discussion above under "Business -
Wine-Making Facilities" regarding our winery properties.

ITEM 3.  LEGAL PROCEEDINGS

         Other than as set forth below, we are not a party to any pending legal
proceedings or are aware of any pending legal proceedings against us that,
individually or in the aggregate, would have a material adverse affect on our
business, results of operations or financial condition.

         We filed a complaint on July 17, 2001, in the Circuit Court of the
Ninth Judicial circuit in and for Orange County, Florida, against Vadim Enikeev,
an individual; Serguei Melnick, an individual; La-Sal Capital, Inc., a Florida
corporation; Icara, Inc. a Florida corporation, Stoneside Development Limited, a
personal services corporation, Goldberg Law Group, PA., a Florida corporation;
Glenn E. Goldberg, an individual; Alan S. Lipstein, an individual; George
Carapella, an individual; Thomas L. Tedrow, an individual; Larry Eastland, an
individual; Robert Klosterman, an individual; and John Does and Jane Does,
fictitious parties, the true parties intended to be those individuals or
entities liable to plaintiff.

         The amended complaint seeks damages for breach of contract (defendants
Enikeev, La-Sal, Icara, Goldberg Law Group, Stoneside); rescission (defendants
La-Sal, Icara, Goldberg Law Group, Stoneside); breach of fiduciary duty
(defendants Enikeev, Melnick, Goldberg Law Group, Goldberg, Eastland and
Klosterman); aiding and abetting breach of fiduciary duty (defendants Stoneside,
La-Sal, Icara, Goldberg Law Group, Goldberg, Carapella, Lipstein and Tedrow);
declaratory relief (defendants Klosterman and Eastland); civil conspiracy
(defendants Enikeev, Melnick, Goldberg, Goldberg Law Group, La-Sal, Icara,
Stoneside, Lipstein, Carapella, Tedrow, Eastland and Klosterman); violation of
Florida Securities Investors Protection Act (defendants La-Sal, Goldberg Law
Group, Stoneside and Icara); fraudulent inducement (defendants Stoneside, La-
Sal, Icara, Goldberg Law Group, Goldberg, Carapella, Lipstein and Tedrow).

         We allege that defendants Melnick and Enikeev abused limited authority
given to them to act as corporate promoters and entered into a civil conspiracy
with the remaining defendants to issue corporate stock without our approval for
their individual and collective profit. We further allege that many of the
defendants entered into, or facilitated entry into, unapproved "consulting
agreements" as a vehicle to justify issuance of the stock, and that the
"consultants" provided little or no services to Asconi but received stock valued
at as much as $11,200,000. The complaint seeks monetary damages, rescission and
return of the stock still possessed by any of the defendants, and other relief.

         Defendant Enikeev has been defaulted and we are seeking entry of final
judgment against him at this time. The remaining defendants have in some
instances answered the amended complaint while also filing motions to dismiss,
or have moved to dismiss only. Defendants Klosterman and Eastland have filed
"General Denials" but have raised no defenses. No counterclaims have been filed
against us at this time.

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

         None.

                                       10
<PAGE>

                                    PART II

ITEM 5.  MARKET FOR COMMON EQUITY AND RELATED STOCKHOLDER MATTERS

Market Information

         Our shares of common stock are traded over-the-counter on the OTC
Bulletin Board under the symbol "ASCS." Prior to April 2001, they were traded
under the symbol "GRST." The following table sets forth, for the periods
indicated, the high and low bid prices of our common stock, as reported in
published financial sources. Quotations reflect inter-dealer prices, without
retail mark-up, mark-down, commission, and may not represent actual
transactions.

<TABLE>
<CAPTION>
                                                                 -----------------------
                                                                     High        Low
                                                                 -----------------------
<S>                                                              <C>            <C>
       Fiscal Year Ended December 31, 2001
       Quarter Ended December 31, 2001/(2)/.....................      2.10         1.45
            Quarter Ended September 30, 2001/(2)/...............      3.80         1.02
            Quarter Ended June 30, 2001/(2)/....................     17.19         2.50
            Quarter Ended March 31, 2000........................      .875         .109

       Transition Period Ended December 31, 2000
            Quarter Ended December 31, 2000.....................     2.625         .562
            Quarter Ended September 30, 2000....................     2.750        1.000

       Fiscal Year Ended June 30, 2000
            Fourth Quarter......................................    13.250        1.750
            Third Quarter.......................................    15.000       12.000
            Second Quarter/(1)/.................................       N/A          N/A
            First Quarter/(1)/..................................       N/A          N/A
</TABLE>
____________
(1)   Prior to January 1, 2000, Trading in our common stock was limited and
      sporadic, and we were unable to obtain reliable quotation.

(2)   Share prices reflect reverse split of 100 to 1 on April 5, 2001.

Holders

         As of March 31, 2002, there were 902 holders of record of our common
stock.

Dividends

         We have never declared or paid any cash dividends on our common stock,
and we do not anticipate paying cash dividends in the foreseeable future. Our
current policy is to retain any earnings to finance our future development and
growth. We may reconsider this policy from time to time in light of conditions
then existing, including our earnings performance, financial condition and
capital requirements. Any future determination to pay cash dividends will be at
the discretion of our board of directors and will depend upon our financial
condition, operating results, capital requirements, general business conditions
and other factors that our board of directors deems relevant.

Recent Sales of Unregistered Securities

         This section of Item 5 on Recent Sales of Unregistered Securities
requests information on all securities that we have issued within the last 3
years that were not registered under the Securities Act. We have not issued any
shares of our common stock since April 12, 2001, when we acquired the Moldovan
Subsidiary. Our current officers and directors have no knowledge of any issuance
of any securities by us prior to April 12, 2001. The individuals who were our
officers and directors prior to April 12, 2001, and who have personal knowledge
and who authorized the issuance of our common stock, are unable to provide
material information for this section. The information

                                       11
<PAGE>

contained in this section was obtained exclusively from our previously filed
annual and quarterly reports. See the Introductory Comment on page 1 of this
annual report.

         Based upon the above, and subject thereto, set forth below in
chronological order is information regarding the numbers of shares of common
stock sold, the number of options and warrants granted and the principal amount
of debt instruments issued by us within the past 3 years, and the consideration
received by us for such shares, options, warrants and debt instruments. None of
these securities was registered under the Securities Act. All offers and sales
of our securities were exempt from registration by virtue of Section 4(2) of the
Securities Act and the rules promulgated therewith. All purchasers of our
securities represented their intention to acquire our securities for investment
purposes only and not with a view to or for sale in connection with any
distribution thereof. Appropriate legends were affixed to the certificates
representing the securities issued in such transactions. All purchasers of our
securities had adequate access to information about us and were "accredited
investors," as defined in Rule 501(a) of Regulation D promulgated under the
Securities Act. Except as otherwise indicated, no sales of securities involved
the use of an underwriter and no commissions were paid in connection with the
sale of any securities.

         On August 25, 2000, we issued 52,500 shares of our common stock, at a
market value of $68,906 based on the quoted market price, discounted for
restriction, of our common stock on that date, as consideration for services
rendered.

         In November 2000, we issued 492,500 shares of our common stock, at a
market value of $373,750 based on the quoted market price, discounted for
restriction, of our common stock on the dates issued, as consideration for
services rendered.

         On November 17, 2000, we issued 188,000 shares of our common stock, at
a market value of $94,000 based on the quoted market price, discounted for
restriction, of our common stock on that date, as consideration for services
rendered.

         On November 20, 2000, we issued 125,000 shares to correct initial
calculations of issued shares at December 17, 1999. No monetary value is
attached.

         On December 30, 2000, we rescinded 1 million shares of our common stock
to correct the issuance of excess shares that we issued on December 17, 1999. No
monetary value was attached.

         On January 10, 2001, we issued 3,750 shares of our common stock, at a
market value of $18,750 based on the quoted market price, discounted for
restriction, of our common stock on that date, and as consideration for services
rendered.

         On January 10, 2001, we issued 3,000 shares of our common stock, at a
market value of $15,000 based on the quoted market price, discounted for
restriction, of our common stock on that date, as consideration for services
rendered by Larry Eastland and Robert Klosterman.

         On January 26, 2001, we issued 43,308 shares of our common stock, at a
market value of $216,542 based on the quoted market price, discounted for
restriction, of our common stock on that date, as consideration for services
rendered by Hannibal Corporation, a wholly-owned company of our only two
directors at that time, Larry Eastland and Robert Klosterman.

         On January 26, 2001, we issued 60,350 shares of our common stock, at a
market value of $301,750 based on the quoted market price, discounted from
restriction, of our common stock on that date, as consideration for services
rendered.

         On January 26, 2001, we issued 3,000 shares of our common stock to
First Capital Corporation as an additional payment for treasure we purchased in
May 2000.

         On March 15, 2001, we issued 15,600 shares of our common stock, at a
market value of $94,000 based on the quoted market price, discounted for
restriction, of our common stock on that date, as consideration for services
rendered in connection with our acquisition of the Moldovan Subsidiary.

                                       12
<PAGE>

         On March 15, 2001, we reinstated 5,979 shares of our common stock that
were earlier rescinded for non-performance of services.

         On April 12, 2001, we issued 12,600,000 shares of our common stock to
the shareholders of Asconi Ltd., a Republic of Moldova corporation, in exchange
for all of its issued and outstanding securities.

ITEM 6.     MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND
            RESULTS OF OPERATIONS

Results of Operations

         The following is derived from our audited consolidated financial
statements as of and for the fiscal year ended December 31, 2001 and 2000.

Fiscal Year Ended December 31, 2001 Compared to Fiscal Year Ended December 31,
2000.

         Revenues. Revenues increased $6,060,221 or 122.82% to $10,994,644 for
the fiscal year ended December 31, 2001 from $4,934,423 for the fiscal year
ended December 31, 2000. This increase was primarily due to increased production
and sales resulting from our acquisition of additional wine-making facilities
near the end of fiscal year 2000.

         Cost of Sales. Cost of Sales increased by $3,431,513 or 109.83% to
$6,623,800 for the fiscal year ended December 31, 2001, from $3,124,326 for the
fiscal year ended December 31, 2000. This increase was primarily due to
increased production and sales resulting from our acquisition of additional
wine-making facilities near the end of fiscal year 2000.

         Selling and Administrative. Selling and administrative expenses
increased by $1,825,169 or 548.72% to $2,157,795 for the fiscal year ended
December 31, 2001 from $332,626 for the fiscal year ended December 31, 2000.
This increase was primarily due to increased overhead resulting from our
acquisition of additional wine-making facilities near the end of fiscal year
2000.

         Income from Operations. As a result of the foregoing, our income after
certain expenses and before other items, interest expense and income taxes
increased by $871,466 or 75.67% to $1,955,140 for the fiscal year ended December
31, 2001 from $1,151,635 for the fiscal year ended December 31, 2000.

         Other Items. Expenses relating to our merger with Asconi S.R.L.,
consulting services and minority interest expense amounted to $4,547,208 for the
fiscal year ended December 31, 2001 compared to expenses for these items for the
fiscal year ended December 31, 2000 estimated at $0.

         Interest Expense. Interest expenses increased by $157,427 or 160.23% to
$255,678 for the fiscal year ended December 31, 2001 from $98,251 for the fiscal
year ended December 31, 2000. This increase was primarily due to additional debt
we incurred for operations and debt we assumed in connection with our
acquisition of additional wine-making facilities near the end of fiscal year
2000.

         Income Taxes. Income taxes decreased by $42,137 or 12.70% to $305,946
for the fiscal year ended December 31, 2001 from $331,770 for the fiscal year
ended December 31, 2000.

         Net Loss. We incurred a net loss of $3,100,974 for the fiscal year
ended December 31, 2001 as compared to a net profit of $848,019 for the fiscal
year ended December 31, 2000. This was due to the $4,504,177 in expenses we
incurred in connection with the Asconi S.R.L. merger and consulting services.

Fiscal Year Ended December 31, 2000 Compared to Fiscal Year Ended December 31,
1999

         Revenues. Revenues increased by $3,982,957 or 418.61% to $4,934,423 for
the fiscal year ended December 31, 2000 from $951,466 for the fiscal year ended
December 31, 1999. This increase was primarily due to our acquisition of
additional wine-making facilities and a full year of operations.

                                       13
<PAGE>

         Cost of Sales. Cost of Sales increased by $2,617,957 or 517% to
$3,124,326 for the fiscal year ended December 31, 2000, from $506,369 for the
fiscal year ended December 31, 1999. This increase was primarily due to a full
year of operations.

         Selling and Administrative. Selling and administrative expenses
increased by $181,931 or 119.27% to $332,626 for the fiscal year ended December
31, 2000 from $151,695 for the fiscal year ended December 31, 1999. This
increase was primarily due to a full year of operations.

         Income from Operations. As a result of the foregoing, our income after
certain expenses and before interest expense and income taxes increased by
$875,956 or 317.74% to $1,151,635 for the fiscal year ended December 31, 2000
from $275,679 for the fiscal year ended December 31, 1999.

         Interest Expense. Interest expenses increased by $88,644 or 922.70% to
$98,251 for the fiscal year ended December 31, 2000 from $9,607 for the fiscal
year ended December 31, 1999. This increase was primarily due to our assumption
of debt in 1999.

         Income Taxes. Income taxes increased by $259,862 or 361.38% to $331,770
for the fiscal year ended December 31, 2000 from $71,908 for the fiscal year
ended December 31, 1999.

         Net Profit. Net profit increased by $666,157 or 366.30% to $848,019 for
the fiscal year ended December 31, 2000 as compared to a net profit of $181,862
for the fiscal year ended December 31, 1999.

Liquidity and Capital Resources

         We generated $1,445,885 in positive cash flow after taking into effect
the $4,682,327 non-cash charges to income. Our current assets increased by
$1,950,336 primarily as a result of increased credit extended to our customers
and our advance payments for products and materials. Our accounts payable and
accrued expenses increased by $495,309 as a result of our increased purchases
and expenses.

         We borrowed approximately $1,553,000 to fund our short-term cash
requirements, the acquisition of shares of Vitis-Hincesti and a major expansion
of our wine-making facilities. We also paid off the debt associated with our
acquisition of a controlling interest in SA Orhei-vin.

ITEM 7.  FINANCIAL STATEMENTS

         Our financial statements are set forth on pages F-1 through F-14 of
this annual report.

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

         None.

                                       14
<PAGE>

                                   PART III

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

         The following table sets forth the names, positions and ages of our
executive officers and directors as of December 31, 2001.

<TABLE>
<CAPTION>
Name                                Age    Title
-------------------------------- --------- ---------------------------------------------------
<S>                              <C>       <C>
Constantin Jitaru                    43    Chairman of the Board, Chief Executive Officer and
                                           President
Anatolie Sirbu                       39    Director, Chief Financial Officer, Secretary and
                                           Treasurer
</TABLE>

         Set forth below is a brief description of the background of each of our
executive officers and directors, based on the information provided to us by
them.

         Constantin Jitaru has served as our Chairman since April 2001, our
Chief Executive Officer since June 2001 and our President since July 2001. From
1996 to April 2001, Mr. Jitaru was a Director, the Director General and one of
two shareholders of the Moldovan Subsidiary. From 1993 to 1996, Mr. Jitaru was
the General Director of VinInvest, a wine investment project in the Republic of
Moldova initiated by the European Bank of Reconstruction and Development. Mr.
Jitaru was responsible for managing VinInvest's investments, sales and marketing
and wine production process. From 1989 to 1993, Mr. Jitaru worked in the
viticultury and wine making department of the Ministry of Agriculture in the
Republic of Moldova, ascending to the head of the department in late 1993. Mr.
Jitaru earned a bachelor degree, with honors, from the National College of
Viticulture and Wine Making and a masters degree, with honors, from the
Technical University of Moldova, majoring in Wine Making Technology.

         Anatolie Sirbu has served as our a Director since April 2001 and our
Chief Financial Officer, Secretary and Treasurer since June 2001. From 1994 to
April 2001, Mr. Sirbu was the Finance Director of the Moldovan Subsidiary. From
1993 to 1994, Mr. Sirbu was the leading specialist at the Ministry of
Agriculture of the Republic of Moldova where he was responsible for the
operation and production of the scientific wine making plant in Gidighich. From
1990 to 1993, Mr. Sirbu served at the Ministry of Agriculture for the Republic
of Moldova as the Quality Inspector of Alcohol Production and then as the
leading wine specialist at the Department of Viticulture and Wine Making. During
this time, Mr. Sirbu was responsible for the supervision of Moldova's wine
industry and research. Mr. Sirbu earned a bachelor and a masters degree, both
with honors, from the Technical University of Moldova, majoring in Wine Making
Technology.

Board of Directors and Committees

         Directors are elected at the annual shareholders meeting and serve for
one year or until their successors are elected and qualified. The 2 current
directors were appointed by the previous members of our board of directors at a
special meeting held on April 12, 2001. Officers are elected by our board of
directors and their terms of office are at the discretion of our board of
directors.

         We have no committees on our board of directors, including a
Compensation Committee nor an Audit Committee.

Section 16(a) Beneficial Ownership Reporting Compliance

         Section 16(a) of the Exchange Act requires our directors, officers and
persons who own more than ten percent (10%) of our outstanding common stock to
file reports with the SEC regarding initial statement of ownership, statement of
changes of ownership and, where applicable, annual statement of ownership of our
common stock. Such persons are required by SEC regulations to furnish us with
copies of all such statements they file. Based solely on statements furnished to
us, Constantin Jitaru and Anatolie Sirbu did file the required reports for
initial statements of ownership. However, the reports were not filed on a timely
basis. We received no information as to whether Larry Eastland and Robert
Klosterman filed any required reports.

                                       15
<PAGE>

ITEM 10. EXECUTIVE COMPENSATION

Summary Compensation Table

         The following table sets forth all compensation awarded to, earned by,
or paid for all services rendered to Asconi during the fiscal year ended
December 31, 2001 ("Fiscal 2001"), the twelve month period ended December 31,
2000 ("Calendar 2000") and the fiscal years ended June 30, 2000 ("Fiscal 2000")
and 1999 ("Fiscal 1999") by our Chief Executive Officer and any executive
officer who received compensation in excess of $100,000 during those years.

                          SUMMARY COMPENSATION TABLE

<TABLE>
<CAPTION>
                                                                 Annual Compensation /(5)/
                                                             ---------------------------------
Name And Principal Position                 Period            Salary ($)             Bonus ($)
--------------------------------------- ---------------      -----------------  --------------
<S>                                     <C>                  <C>                <C>
Constantin Jitaru/(1)/                     Fiscal 2001        10,320/(3)/          40,000/(3)/
     Chairman and
     Chief Executive Officer

Larry L. Eastland/(2)/                   Fiscal 2001               --/(4)/             --/(4)/
     Chairman and                       Calendar 2000              --/(4)/             --/(4)/
     Chief Executive Officer             Fiscal 2000          141,084                  -0-
                                         Fiscal 1999           65,000                  -0-
</TABLE>
----------
(1)   Mr. Jitaru became our Chief Executive Officer on June 29, 2001, and has
      been the Chief Executive Officer of our wholly-owned subsidiary, Asconi
      S.R.L., since April 12, 2001. From April 12, 2001 to June 29, 2001 we had
      no Chief Executive Officer.

(2)   Mr. Eastland was our Chief Executive Officer until April 12, 2001.

(3)   Compensation is paid in lei, the official currency of Moldova, and the
      amount set forth in this table is the equivalent in United States dollars.
      Represents compensation of $1,200 per month in salary and periodic bonuses
      for services performed from April 12, 2001 to December 31, 2001.

(4)   Not able to obtain reliable information on Mr. Eastland's compensation
      annual or otherwise. See Introductory Comment on page 1 of this annual
      report.

(5)   The amounts reflected in the above table do not include any amounts for
      perquisites and other personal benefits extended to the named executive
      officer. The aggregate amount of such compensation for the named executive
      officer is less than 10% of the total annual salary and bonus.

Stock Options Granted and Exercised in Fiscal Year 2001

         No stock option grants were made to Constantin Jitaru in fiscal year
2001, and no stock options were exercised by Constantin Jitaru in fiscal year
2001. Not able to obtain reliable information on whether stock option grants
were made to Mr. Eastland in fiscal year 2001, or whether stock options were
exercised by Mr. Eastland in fiscal year 2001. See Introductory Comment on page
1 of this annual report.

Director Compensation

         Currently, our directors do not receive compensation for serving on our
board of directors. Directors are reimbursed for their reasonable expenses
incurred in attending meetings.

                                       16
<PAGE>

Employment Agreements

         Neither of our 2 officers have employment contracts, and we do not
anticipate entering into any employment contracts with these officers in the
near future.

Employee Benefit Plans

         We do not currently have any type of employee compensation plan for our
employees, officers or directors. Furthermore, we do not anticipate offering any
such plans in the near future.

ITEM 11. SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT

         The table below sets forth information regarding the beneficial
ownership of our common stock as of December 31, 2001 by the following
individuals or groups:

          .    each person or entity who we know beneficially owns more than
               5.0% in the aggregate of our outstanding common stock;
          .    each of the executive officers named in the Summary Compensation
               Table;
          .    each of our directors; and
          .    all directors and executive officers as a group.

         Unless otherwise indicated, the address of each of the individuals
listed in the table is c/o Asconi Corporation, 160 International Parkway, Suite
280, Heathrow, Florida 32827. To our knowledge, except as otherwise indicated,
and subject to community property laws where applicable, the persons named in
the table have sole voting and investment power with respect to all shares of
common stock held by them.

         The percentage of beneficial ownership in the following table is based
upon 14,586,689 shares of common stock outstanding as of December 31, 2001.
Beneficial ownership is determined in accordance with the rules of the
Securities and Exchange Commission and generally includes voting or investment
power with respect to securities. Shares of our common stock issuable under
options, warrants or other conversion rights that are presently exercisable or
exercisable within 60 days of December 31, 2001 are deemed to be outstanding and
beneficially owned by the person holding the options, warrants or conversion
rights for the purpose of computing the percentage of ownership of that person,
but are not treated as outstanding for the purpose of computing the percentage
of any other person.

<TABLE>
<CAPTION>
                                                Number of Shares          Shares Beneficially Owned as a
Name of Beneficial Owner                        Beneficially Owned        Percentage of Class Outstanding
----------------------------------------------  ------------------------  -------------------------------
<S>                                             <C>                       <C>
Constantin Jitaru.........................              4,603,125                        31.56%

Anatolie Sirbu............................              4,603,125                        31.56%

All directors and executive officers as a               9,206,250                        63.11%
   group (2 persons)......................
</TABLE>

ITEM 12. CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS

         We purchased $315,550 worth of bulk wine from VinExport, a Romanian
company, in the fiscal year ended December 31, 2001. Constantin Jitaru and
Anatolie Sirbu, our 2 directors and only officers each own 30% of the
outstanding securities of VinExport. The bulk wine was bottled and sold, and
accounted for approximately 6% of total wine sales in the fiscal year ended
December 31, 2001, based on volume.

         See the Introductory Comment on page 1 of this annual report.

                                       17
<PAGE>

         PART IV
         -------

ITEM 13. EXHIBITS AND REPORTS ON FORM 8-K

         (a)   Exhibits

<TABLE>
<CAPTION>
        Exhibit        Description of Exhibit
        -------        ----------------------
        <S>            <C>
        2.1            Exchange Agreement between Asconi Corporation (formally
                       Grand Slam Treasures, Inc., Asconi Holdings Limited and
                       Asconi Ltd.), dated April 12, 2001./(1)/

        3.1            Restated Articles of Incorporation./(2)/

        3.2            Amended and Restated Bylaws./(2)/

        10.1           Consulting Agreement with Stoneside Development Limited,
                       dated April 16, 2001./(3)/

        10.2           Consulting Agreement with La-Sal Capital, Inc., dated
                       April 16, 2001./(3)/

        10.3           Consulting Agreement with ICARA, Inc., dated April 16,
                       2001./(3)/

        10.4           Consulting Agreement with The Goldberg Law Group, P.A.,
                       dated April 13, 2001./(3)/

        10.5           Office Lease in Heathrow, Florida./(4)/

        10.6           General Contract for Delivery No. 1 Agreement with Josef
                       Smilek dated December 3, 2001./(4)/

        10.7           Contract No. 498/B-43142800/011 with Sovagroimport, Ltd.,
                       dated September 9, 2000./(4)/

        10.8           Contract No. 498/41286111/001 with Sovagroimport, Ltd.,
                       dated April 12, 2001./(4)/

        10.9           Contract of Sale No. X-075 with I.E. Hordex, dated
                       January 10, 2002./(4)/

        10.10          Contract No. 05-04/01-A with Winnice Moldowy, dated March
                       1, 2001./(4)/

        10.11          Contract with Estate-Design S.R.L., dated 1999./(4)/

        10.12          Contract No. S2001/018 with Glass Container Company,
                       S.A., dated January 22, 2001./(4)/

        10.13          Contract of Buying-Selling with Ilitax-Pac, Ltd., dated
                       January 1, 2000./(4)/

        10.14          Contract No. M3-001 with Pomul, Ltd., dated January 4,
                       2001./(4)/

        10.15          Contract No. 1/2002 with Agro-Inedit, Ltd., dated
                       November 29, 2001./(4)/

        16.1           Letter of Aronson, Fetridge & Weigle to the SEC, dated
                       August 17, 2001./(2)/

        21.0           Subsidiaries./(4)/
</TABLE>
        ---------------------------

(1)   Incorporated by reference to our Current Report on Form 8-K, filed on
      April 19, 2001, file no. 000-23712.

(2)   Incorporated by reference to our Quarterly Report on Form 10-QSB, filed on
      August 20, 2001, file no. 000-23712.

(3)   Incorporated by reference to our Registration Statement on Form S-8, filed
      on April 24, 2001, file no. 000-23712.

(4)   Filed herewith.

         (b)   Reports on Form 8-K:

         We filed one report on Form 8-K on November 19, 2001, indicating we
         issued a press release announcing that we had been notified that
         quotation of our common stock on the OTC Bulletin Board will be
         suspended on or about November 30, 2001.

                                       18
<PAGE>

                                   SIGNATURES

         In accordance with Section 13 or 15(d) of the Exchange Act of 1934, the
registrant caused this report to be signed on its behalf by the undersigned,
thereunto duly authorized.

                                ASCONI CORPORATION


Date:  April 15, 2002           BY:               /s/ Constantin Jitaru
                                   ---------------------------------------------
                                   Constantin Jitaru, Chief Executive Officer


         In accordance with the Exchange Act, this report has been signed below
by the following persons on behalf of the registrant and in the capacities and
on the dates indicated.

Date:  April 15, 2002           BY:               /s/ Constantin Jitaru
                                   ---------------------------------------------
                                   Constantin Jitaru, President, Chief Executive
                                   Officer and Director



Date:  April 15, 2002           BY:                   /s/ Anatolie Sirbu
                                   ---------------------------------------------
                                   Anatolie Sirbu, Secretary and Director

                                       19
<PAGE>

                          INDEX TO FINANCIAL STATEMENTS

                               ASCONI CORPORATION
                                TABLE OF CONTENTS

<TABLE>
<CAPTION>
                                                                                               Page
                                                                                               ----
<S>                                                                                        <C>
Independent Auditor's Report..........................................................            F-2

Audited Financial Statements
     Consolidated Balance Sheets as of December 31, 2001 and 2000.....................            F-3

     Consolidated Statements of Income and Comprehensive Income
         for the years ended December 31, 2001 and 2000,..............................            F-4

     Consolidated Statements of Changes in Shareholders' Equity for the
         years ended December 31, 2001 and 2000.......................................            F-5

     Consolidated Statements Of Cash Flow for the years
         ended December 31, 2001 and 2000.............................................      F-6 - F-7

     Notes to Consolidated Financial Statements.......................................     F-8 - F-15
</TABLE>

                                      F-1
<PAGE>

                          INDEPENDENT AUDITOR'S REPORT


To the Shareholders of Asconi Corporation

We have audited the accompanying consolidated balance sheets of "Asconi
Corporation" (formerly Grand Slam Treasures, Inc.) and its subsidiaries as of
December 31, 2001 and 2000, and the related consolidated statements of income
and comprehensive income, shareholders' equity and cash flows for the two years
then ended. These consolidated financial statements are the responsibility of
Asconi'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 auditing standards generally accepted
in the United States of America. 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 "Asconi Corporation"
and its subsidiaries as of December 31, 2001 and 2000, and the results of its
operations and its cash flows for the two years then ended in conformity with
accounting principles generally accepted in the United States of America.




Thomas Leger & Co., L.L.P.
Houston, Texas
March 29, 2002

                                      F-2
<PAGE>

                              ASCONI CORPORATION
                          CONSOLIDATED BALANCE SHEETS
                            (UNITED STATES DOLLARS)



<TABLE>
<CAPTION>
                                  ASSETS


                                                                   December 31,
                                                       ----------------------------------
                                                             2001                 2000
                                                       ------------           -----------
<S>                                                    <C>                    <C>
CURRENT ASSETS
   Cash and bank balances                              $     15,244           $    43,142
   Trade receivables                                      2,128,975             1,211,994
   Inventories                                            2,762,943             2,747,721
   Refundable taxes and tax deposits                        571,705                67,831
   Advance payments                                         694,843               201,136
   Other                                                     30,443                 9,891
                                                       ------------           -----------

TOTAL CURRENT ASSETS                                      6,204,153             4,281,715

FIXED ASSETS                                              2,547,614             2,228,174
INVESTMENT                                                  689,988                     -
DEFERRED TAXES                                               75,278                27,129
OTHER                                                         3,918                 2,374
                                                       ------------           -----------

TOTAL ASSETS                                           $  9,520,951           $ 6,539,392
                                                       ============           ===========



                    LIABILITIES AND SHAREHOLDERS' EQUITY

CURRENT LIABILITIES
     Accounts payable                                  $  2,509,355           $ 2,125,647
     Short-term debt                                      1,004,716               432,782
     Taxes payable                                          314,565               381,891
     Accrued and other liabilities                          395,248               216,321
                                                       ------------           -----------

TOTAL CURRENT LIABILITIES                                 4,223,884             3,156,641
LONG-TERM LIABILITIES
     Long-term debt                                       1,720,579               739,562
     Deferred taxes                                         198,560               126,674
                                                       ------------           -----------

TOTAL LIABILITIES                                         6,143,023             4,022,877

MINORITY INTEREST                                           184,181               150,000

SHAREHOLDERS' EQUITY
     Common stock $.001 par value 100,000,00
        authorized and 14,586,689 outstanding at
        December 31, 2001                                    14,587                     -
     Paid in capital                                      5,508,627             1,459,500
     Retained earnings (deficit)                         (2,072,651)            1,028,323
     Accumulated other comprehensive loss                  (256,816)             (121,308)
                                                       ------------           -----------

     Total shareholders' Equity'                          3,193,747             2,366,515
                                                       ------------           -----------
TOTAL LIABILITIES AND SHAREHOLDERS' EQUITY             $  9,520,951           $ 6,539,392
                                                       ============           ===========
</TABLE>

                                      F-3
<PAGE>

                              ASCONI CORPORATION
          CONSOLIDATED STATEMENTS OF INCOME AND COMPREHENSIVE INCOME
                            (UNITED STATES DOLLARS)

<TABLE>
<CAPTION>
                                                                                      Year Ended December 31,
                                                                                  -----------------------------------
                                                                                       2001                  2000
                                                                                  -------------          ------------
<S>                                                                                <C>                   <C>
SALES                                                                             $ 10,994,644           $ 4,934,423

COST OF SALES
                                                                                     6,555,839             3,124,326
                                                                                  -------------          ------------

GROSS PROFIT                                                                         4,438,805             1,810,097


DEPRECIATION AND AMORTIZATION                                                          257,909               325,836

SELLING AND ADMINISTRATIVE EXPENSES                                                  2,157,795               332,626
                                                                                  -------------          ------------

INCOME FROM OPERATIONS                                                               2,023,101             1,151,635


MERGER COSTS                                                                           504,177                     -
CONSULTING                                                                           4,000,000                     -
MINORITY INTEREST EXPENSE                                                               43,031                     -
INTEREST EXPENSE                                                                       255,678                98,251
OTHER (INCOME) LOSS                                                                    (52,718)             (126,405)
                                                                                  -------------          ------------
INCOME (LOSS) BEFORE TAX PROVISION                                                  (2,727,067)            1,179,789

PROVISION FOR INCOME TAXES                                                             373,907               331,770

                                                                                  -------------          ------------
NET INCOME (LOSS)                                                                   (3,100,974)              848,019

OTHER COMPREHENSIVE LOSS
  FOREIGN CURRENCY TRANSLATION                                                        (135,508)             (121,308)
                                                                                  -------------          ------------
 COMPREHENSIVE LOSS                                                               $ (3,236,482)          $   726,711
                                                                                  =============          ============

WEIGHTED AVERAGE NUMBER OF COMMON SHARES
  OUTSTANDING
  BASIC AND DILUTED                                                                 14,100,113            12,986,689  (1)
                                                                                  =============          ============

BASIC NET INCOME (LOSS) PER SHARE
  BASIC AND DILUTED                                                                      (0.23)                 0.06
                                                                                  =============          ============
</TABLE>

(1) Number of shares outstanding the day of the merger for comparison
only

                                      F-4
<PAGE>

                              ASCONI CORPORATION
          CONSOLIDATED STATEMENTS OF CHANGES IN SHAREHOLDERS' EQUITY
                    YEARS ENDED DECEMBER 31, 2001 and 2000
                            (UNITED STATES DOLLARS)

<TABLE>
<CAPTION>
                                                                                Retained            Accumulated          Total
                                    Common          Common       Paid in        Earnings               Other         Shareholders'
                                    Shares          Stock        Capital        (Deficit)      Comprehensive loss       Equity
                                  -----------     ----------   ------------   ------------   ----------------------  -------------
<S>                               <C>             <C>          <C>            <C>            <C>                     <C>
Balance December 31, 1999                         $        -   $ 1,109,500    $   180,304    $                -      $   1,289,804

Capital contributions                       -                      350,000              -                     -            350,000
Comprehensive income:
  Earnings                                  -                            -        848,019                     -            848,019
  Foreign currency translation              -                            -              -              (121,308)          (121,308)
                                  -----------     ----------   -----------    -----------    ------------------      -------------
Balance at December 31, 2000                -                    1,459,500      1,028,323              (121,308)         2,366,515


Capitalization for
  Merger April 12, 2001            12,986,689         12,987       353,553              -                     -            366,540
Stock issued for consulting
  April 22, 2001                    1,600,000          1,600     3,998,400              -                     -          4,000,000
Pay off of quaranteed debt
  on acquisition of Orhie-Vin
  in 2000                                   -              -      (302,826)             -                     -           (302,826)
Comprehensive loss                          -              -             -     (3,100,974)                    -         (3,100,974)
  Foreign currency translation              -              -             -              -              (135,508)          (135,508)
                                  -----------     ----------   -----------    -----------    ------------------      -------------
Balance at December 31, 2001       14,586,689     $   14,587   $ 5,508,627    $(2,072,651)   $         (256,816)     $   3,193,747
                                  ===========     ==========   ===========    ===========    ==================      =============
</TABLE>

                                      F-5
<PAGE>

                              ASCONI CORPORATION
                     CONSOLIDATED STATEMENTS OF CASH FLOW
                            (UNITED STATES DOLLARS)

<TABLE>
<CAPTION>
                                                                                           Year Ended December 31,
                                                                                   --------------------------------------
                                                                                         2001                  2000
                                                                                   ----------------      ----------------
<S>                                                                                <C>                   <C>
CASH FLOWS FROM OPERATING ACTIVITIES
Net income (loss)                                                                  $  (3,236,482)          $   726,711
Adjustments to reconcile net income to
     net cash provided by operating activities:
     Depreciation and amortization                                                       257,909               325,836
     Deferred income taxes                                                                23,737               108,438
     Merger and consulting costs-net                                                   4,366,540                     -
     Minority interest expense                                                            34,181                     -
(Increase) decrease in assets:
     Trade receivables                                                                  (916,981)             (719,736)
     Inventories                                                                         (15,222)           (1,250,735)
     Refundable taxes                                                                   (503,874)               14,101
     Advance payments                                                                   (493,707)             (182,894)
     Other                                                                               (20,552)               (9,228)
Increase (decrease) in liabilities
     Accounts payable                                                                    383,708             1,019,943
     Taxes payable                                                                       (67,326)              119,726
     Accrued liabilities                                                                 178,927                66,510
                                                                                   -------------           -----------
Net cash provided (used) by operating activities                                          (9,142)              218,672
                                                                                   -------------           -----------
CASH FLOWS FROM INVESTING ACTIVITIES
     Purchase of fixed assets                                                           (577,349)             (621,385)
     Investment                                                                         (689,988)                    -
     Other                                                                                (1,544)               (4,982)
                                                                                   -------------           -----------
Cash used for investing activities                                                    (1,268,881)             (626,367)
                                                                                   -------------           -----------
CASH FLOWS FROM FINANCING ACTIVITIES
     Short-term borrowings (net)                                                         334,716               (49,181)
     Proceeds from long-term debt                                                      1,218,235               500,000
     Payment of guaranteed debt                                                         (302,826)                    -
                                                                                   -------------           -----------
Cash provided by financing activities                                                  1,250,125               450,819
                                                                                   -------------           -----------
NET INCREASE (DECREASE) IN
     CASH AND BANK BALANCES                                                              (27,898)               43,124

Cash and bank balances, at beginning of period                                            43,142                    18
                                                                                   -------------           -----------
Cash and bank balances, at end of period                                           $      15,244           $    43,142
                                                                                   =============           ===========
</TABLE>

                                      F-6
<PAGE>

                              ASCONI CORPORATION
               CONSOLIDATED STATEMENTS OF CASH FLOW (continued)
                    YEARS ENDED DECEMBER 31, 2001 and 2000
                            (UNITED STATES DOLLARS)


SUPPLEMENTARY CASH FLOWS DISCLOSURES

<TABLE>
<CAPTION>
                                                             Year Ended December 31,
                                                        --------------------------------
                                                           2001                 2000
                                                        -----------          -----------
<S>                                                     <C>                  <C>
1.  Interest paid                                       $   250,121          $   98,270
                                                        ===========          ==========
    Taxes paid                                          $   250,157          $  164,685
                                                        ===========          ==========
</TABLE>

2.  During October and December, 2000 the Members of ASCONI S.R.L. acquired
    controlling interest of SA Fabrica de vinuri din Puhoi and SA Orhei-vin and
    contributed said interest to ASCONI S.R.L.

    The following amounts represent the non-cash portion of these transactions:

<TABLE>
    <S>                                            <C>
    Accounts receivable                            $     23,137
    Inventory                                           887,873
    Fixed assets                                        618,682
    Deferred taxes                                       24,013
    Accounts payable                                   (383,998)
    Taxes payable                                       (22,801)
    Accrued expenses                                   (144,561)
    Long-term debt                                     (502,345)
    Minority interest                                  (150,000)
                                                   ------------
                                                   $    350,000
                                                   ============
</TABLE>

3.  During 2001 stock was issued pursuant to an exchange agreement. The
    following amounts represent the non-cash portion of the transaction:

<TABLE>
    <S>                                            <C>
    Merger Costs                                   $    504,177
    Accrued Liabilities                                (137,637)
                                                   ------------
                                                   $    366,540
                                                   ============
</TABLE>

4.  During 2001 stock was issued for consulting in the amount of $4,000,000.

                                      F-7
<PAGE>

1.   ORGANIZATION AND PRINCIPAL ACTIVITIES

     Asconi Corporation, formerly Grand Slam Treasures, Inc. (the "Company"),
     acquired 100% of Asconi S.R.L. (a limited liability company formed in the
     Republic of Moldova in October 1994) through its wholly-owned subsidiary,
     Asconi Holding Company Limited, a British Virgin Island company, in a
     merger in April, 2001. Asconi S.R.L. commenced operations in 1999. Asconi
     S.R.L. acquired a controlling interests in SA Fabria de vin uri din Puhoi
     (70%) and SA Orhei-vin (74%), both Moldovan entities, in the fiscal year
     2000, which were recorded as purchases.

     The consolidated financial statements include the accounts of the Company,
     Asconi Holding Company Limited, Asconi S.R.L., SA Fabria de vin uri din
     Puhoi and SA Orhei-vin (collectively referred to as the "Group").

     Asconi S.R.L. acquired approximately 25% of SA Vitis Hincesti December 18,
     2001. Operations from December 18, through 31, 2001 of S.A. Vitis Hincesti
     were immaterial and are not included in the financial statements of the
     Group.

     The Moldova subsidiaries produce, market and sell premium Moldovan wines in
     countries outside Moldova, with over 90% percent of their revenue coming
     from sales in Russia.

2.   BASIS OF PRESENTATION

     The consolidated financial statements are prepared in accordance with
     generally accepted accounting principles in the United States of America
     ("US GAAP"). This basis of accounting differs from that used in the
     statutory financial statements of the Moldovan subsidiaries which are
     prepared in accordance with the accounting principles generally accepted in
     Moldova.

     The following material adjustments were made in 2000 to present the
     consolidated financial statements to conform with US GAAP:

             the subsidiaries financial statements were restated to reflect the
             purchase price. This resulted in a write down approximately of
             $6,660,000. No charge to income is reflected since this write down
             occurred at the time of acquisition; and

             the subsidiaries did not have any material operations subsequent to
             the acquisitions and December 31, 2000.

3.   SUMMARY OF PRINCIPAL ACCOUNTING POLICIES

     Basis of consolidation
     ----------------------
     The consolidated financial statements of the Group include the Company and
     its subsidiaries. All material intercompany balances and transactions have
     been eliminated.

     Economic and political risks
     ----------------------------
     The Group faces a number of risks and challenges since its operations are
     in the Republic of Moldova and its primary market is in Russia.

     The financial statements have been prepared assuming the Group will
     continue as a going concern.

     Cash and cash equivalents
     -------------------------
     The Group considers cash and cash equivalents to include cash on hand and
     demand deposits with banks with maturity dates of three months or less.

                                      F-8
<PAGE>

     Inventory
     ---------
     Inventories are stated at the lower of cost or market on the first-in,
     first-out basis, and includes finished goods, raw materials, packaging
     material and product merchandise. Finished goods include costs of raw
     materials (grapes and bulk wine), packaging, labor used in wine production,
     bottling and warehousing on winery facilities and equipment.

     In accordance with general practice in the wine industry, wine inventories
     are included in current assets, although a portion of such inventories may
     be aged for periods longer than one year.

     Property, plant and equipment
     -----------------------------
     Property, plant and equipment are carried at cost. The cost of repairs and
     maintenance is expensed as incurred; major replacements and improvements
     are capitalized.

     When assets are retired or disposed of, the cost and accumulated
     depreciation are removed from the accounts, and any resulting gains or
     losses are included in income in the year of disposition.

     In accordance with Statement of Financial Accounting Standards (SFAS) No.
     121, "Accounting for the Impairment of Long-Lived Assets and Long-Lived
     Assets to be Disposed Of", the Group examines the possibility of decreases
     in the value of fixed assets when events or changes in circumstances
     reflect the fact that their recorded value may not be recoverable. There
     were no impairments.

     Depreciation is calculated on a straight-line basis over the estimated
     useful life of the assets. The percentages applied are:

               .      Buildings                          2% - 4.0%
               .      Machines and equipment             5% - 10%
               .      Vehicles                           10%
               .      Office equipment                   20% - 33%

     Income taxes
     ------------
     Taxes are calculated in accordance with taxation principles currently
     effective in the Republic of Moldova and the United States of America.
     Income taxes are determined under the liability method as required by
     Statement of Financial Accounting Standard No. 109 "Accounting for Income
     Taxes".

     Minority Interest
     -----------------
     Minority interest is based on the net book value of the subsidiaries
     financial statements used in the consolidation.

     Foreign currency translation
     ----------------------------
     Conversion of currency from a Republic of Moldova lei ("MDL$") into a
     United States dollar ("US$") has been made at the respective applicable
     rates of exchange. Monetary assets and liabilities denominated in foreign
     currencies are converted into US$ at the applicable rate of exchange at the
     balance sheet date.

     Conversion of currency from MDL$ into US$ has been made at the rate of
     exchange on December 31, 2001 and 2000: at US$1.00: MDL$13.0909: and
     US$1.00: MDL$12.3833. No representation is made that the MDL$ amounts could
     have been, or could be, converted into US$ at that rate. Income and expense
     items were converted at the average rates for the year.

     Use of estimates
     ----------------
     The preparation of financial statements in conformity with US GAAP requires
     management to make estimates and assumptions that affect the reported
     amounts of assets and liabilities and disclosure of contingent assets and
     liabilities at the date of the financial statements, and the reported
     amounts of revenue and expenses during the reporting period. Actual results
     when ultimately realized could differ from those estimates.

                                      F-9
<PAGE>

     Revenue recognition
     -------------------
     Revenue is recognized when title passes to the customer upon delivery of
     the merchandise to a third party shipper.

     Employees' benefits
     -------------------
     Mandatory contributions are made by the Moldovan subsidiaries to the
     Moldovan Government's health, retirement benefit and unemployment schemes
     at the statutory rates in force during the period, based on gross salary
     payments. The cost of these payments is charged to the statement of income
     in the same period as the related salary cost.

     Earnings Per Share
     ------------------
     The Company has adopted Statement of Financial Accounting Standards No. 128
     ("SFAS 128"), "Earnings Per Share". Under SFAS 128, basic earnings per
     share is computed by dividing income available to common shareholders by
     the weighted-average number of common shares assumed to be outstanding
     during the period of computation.

     Reclassification
     ----------------
     Certain reclassifications have been made to the December 31, 2000 financial
     statements in order to conform to the classification used in the current
     year.

4.   TRADE RECEIVABLES

<TABLE>
<CAPTION>
                                                                            December 31,
                                                               ------------------------------------
                                                                 2001                    2000
                                                               ------------            ------------
<S>                                                            <C>                     <C>
        Foreign                                                $  2,130,746            $  1,188,857
        Domestic                                                     20,303                  71,863
        Less: allowance for
                 doubtful accounts                                  (22,074)                (48,726)
                                                               ------------            ------------
                                                               $  2,128,975            $  1,211,994
                                                               ============            ============
</TABLE>


     Foreign receivables are primarily from a single company.

5.   INVENTORIES

     Inventories are summarized as follows:

<TABLE>
<CAPTION>
                                                                           December 31,
                                                                -----------------------------------
                                                                     2001                    2000
                                                                ------------           ------------
     <S>                                                         <C>                    <C>
        Raw materials                                           $   266,836            $    281,675
        Bulk wine                                                 2,379,657               2,387,186
        Bottled wine                                                116,450                  78,860
                                                                -----------            ------------
                                                                $ 2,762,943            $  2,747,721
                                                                ===========            ============
     </TABLE>



     Certain inventory is pledged as collateral for loans.

6.   REFUNDABLE AND TAXES PAYABLE

     Refundable taxes include Value Added Taxes ("VAT") which arise from exports
     to Russia, which are exempt from VAT. These refundable taxes can be used to
     offset certain taxes payable. Taxes payable are comprised primarily of
     income taxes, VAT, and excise taxes. The Moldovan subsidiaries have been

                                      F-10
<PAGE>

     granted permission by the taxing authority to net certain taxes. However,
     there is no assurance this will be allowed in the future. The detail of
     taxes payable if the Group was not allowed to offset is as follows:

<TABLE>
<CAPTION>
                                                                           December 31,
                                                                -----------------------------------
                                                                     2001                   2000
                                                                -----------             -----------
     <S>                                                        <C>                     <C>
     Taxes payable:
        Income tax                                              $   139,500             $   306,243
       Other taxes                                                  175,065                  75,648
                                                                -----------             -----------
                                                                $   314,565             $   381,891
                                                                -----------             -----------
</TABLE>

7.   PROPERTY, PLANT AND EQUIPMENT
<TABLE>
<CAPTION>
                                                                                December 31,
                                                                 ------------------------------------
                                                                     2001                     2000
                                                                 -----------              -----------
     <S>                                                         <C>                      <C>
     Land and buildings                                          $   618,682              $   618,682
     Machinery and equipment                                       2,193,062                1,811,613
     Other                                                           312,548                  141,438
                                                                 -----------              -----------
                                                                   3,124,292                2,571,733
                                                                 -----------              -----------
     Less accumulated
       depreciation                                                 (576,678)                (343,559)
                                                                 -----------              -----------
                                                                 $ 2,547,614              $ 2,228,174
                                                                 -----------              -----------
     </TABLE>

8.   INVESTMENT

     Asconi S.R.L. acquired approximately 25% of Vitis Hincesti winery on
     December 18, 2001 for approximately $690,000. On March 7, 2002 Asconi
     S.R.L. acquired an additional approximately 21% of Vitis-Hincesti for
     approximately $580,000. Asconi S.R.L. is treating the acquisition as a
     purchase accounted for by the equity method. The following unaudited
     condensed financial statements of Vitis-Hincesti are provided.

<TABLE>
                                Vitis-Hincesti
                       Unaudited Condensed Balance Sheet
                                 December 31, 2001
--------------------------------------------------------------------------------
<S>                                            <C>
Cash                                           $      28,078
Accounts Receivable                                  442,901
Inventory                                          1,846,068
                                               -------------
                                                   2,317,047

Fixed assets-net                                   1,705,904
                                               -------------
Total Assets                                   $   4,022,951
                                               =============

Accounts  Payable                              $     162,333
Current debt                                       1,008,334
Other                                                121,209
                                               -------------
                                                   1,291,876

Long-term debt                                       647,453
Shareholders' equity                               2,083,622
                                               -------------
Total Liabilities & Shareholders' equity       $   4,022,951
                                               =============
</TABLE>

                                      F-11
<PAGE>


                                Vitis-Hincesti
                     Unaudited Condensed Income Stataement
                         Year Ended December 31, 2001
--------------------------------------------------------------------------------

<TABLE>
<S>                                            <C>
Sales                                          $  1,260,158
Cost of goods sold                                  761,999
Gross profit                                   ------------
                                                    498,159
General and administrative                           47,881
Depreciation                                        143,744
Interest                                            284,177
                                               ------------
                                                     22,357
Taxes                                                 6,368
                                               ------------
Net Income                                     $     15,989
                                               ------------
</TABLE>

9.   LONG-TERM DEBT

<TABLE>
<CAPTION>
                                                                            December 31
                                                                --------------------------------
                                                                     2001                2000
                                                                ------------           ---------
<S>                                                             <C>                    <C>
        Note to Universal Bank, Moldova renewed January 3,
        2001 due January 3, 2002. Interest rate (13% and
        17% at December 31, 2001 and 2000). Secured by
        equipment and inventory.                                 $   500,000           $ 500,000

        Note to Universal Bank, Moldova dated August 8,
        2001 due July 31, 2004. Interest rate 12%.
        Secured by equipment and inventory                         1,200,000

        Note to Universal Bank, Moldova dated December 18,
        2001 due March 15, 2002. Interest rate 30%.
        Secured by stock in Vitis Hincesti.                          227,640

        Note to Victoria Bank, Moldova dated May 23, 2001,
        due May 23, 2002 for $300,000. Interest rate
        12%. Secured by inventory.                                   200,000

        Note to Victoria Bank, Moldova dated October 5,
        2001 due May 7, 2002 for $200,000. Interest rate
        26%. Secured by inventory.                                    77,076
</TABLE>

                                      F-12
<PAGE>

<TABLE>
<S>                                                            <C>                    <C>
        Note  to   Vininvest,   S.R.L.,   Moldova   renewed
        December,  2000 due  December  29,  2004.  Interest
        rate 11.6%.  Secured by equipment and inventory.            520,579             502,344

        Note to Universal Bank, Moldova paid off in 2001.      ------------             170,000
                                                                                      ---------
                                                                  2,725,295           1,172,344
                                                                 (1,004,716)           (432,782)
                                                               ------------           ---------
                                                               $  1,720,579           $ 739,562
                                                               ============           =========
</TABLE>

10.  INCOME TAXES

     The nominal statutory corporate tax rate in the Republic of Moldova is 28%.
     Taxes are calculated in accordance with Moldovan regulations and are paid
     on a yearly basis. Taxes are calculated on a separate entity basis since
     consolidation is not allowed in Moldova.

     The provision for income taxes is as follows:

<TABLE>
<CAPTION>
                                                                          Year ended December 31,
                                                                 ------------------------------------
                                                                     2001                     2000
                                                                 -----------              -----------
     <S>                                                         <C>                      <C>
     Current tax expense                                         $   350,170              $   330,340
     Deferred tax                                                     23,737                    1,430
                                                                 -----------              -----------
                                                                 $   373,907              $   331,770
                                                                 -----------              -----------
</TABLE>

     Deferred income taxes are provided for the temporary differences between
     the financial reporting and tax basis of the Group's assets and
     liabilities. Valuation allowances are established when necessary to reduce
     deferred tax assets to the amount expected to be realized.

     Deferred tax assets and liabilities are comprised of the following:

<TABLE>
<CAPTION>
                                                                               December 31,
                                                                 ------------------------------------
                                                                      2001                     2000
                                                                 -----------              -----------
     <S>                                                         <C>                      <C>
     Deferred tax assets:
       Basis difference in  inventory                            $   126,262              $     8,169
       Basis difference in accounts receivable                         6,180                   13,643
       Basis difference in fixed assets                              451,667                  483,555
       Other                                                               -                    5,317
       Net operating loss in USA                                     946,317                        -
       Valuation-allowance                                        (1,455,148)                (483,555)
                                                                 -----------              -----------
                                                                      75,278                   27,129
     Deferred tax  Liabilities:
        Basis difference in fixed assets                            (198,560)                (126,674)
                                                                 -----------              -----------
                                                                 $  (123,282)             $   (99,545)
                                                                 ===========              ===========
</TABLE>

                                      F-13
<PAGE>

     A reconciliation of income tax computed at the nominal statutory corporate
     tax rate to the provision for income taxes follows:

<TABLE>
<CAPTION>
                                               Fiscal year ended December 31
                                         --------------------------------------
                                              2001                     2000
                                         ------------              ------------
<S>                                      <C>                       <C>
Income taxes at
 nominal rate                            $   (763,579)             $   330,340
Permanent differences                       1,137,486                    1,430
                                         ------------              -----------
                                         $    373,907              $   331,770
                                         ============              ===========
</TABLE>

11.  RELATED PARTY TRANSACTIONS

     The Company purchased $315,550 of bulk wine from VinExport. The Company's
     directors own 60% of VinExport. The Company sold the wine at its normal
     price.

12.  MAJOR CUSTOMERS

     The Moldovan subsidiaries sell approximately 70% of their products to 2
     companies.

                  Company A                 40%

                  Company B                 30%

13.  COMMITMENT AND CONTINGENCY

     Asconi S.R.L. guaranteed $300,000 of debt owed by its 2 shareholders in
     2000. The loan proceeds were used to acquire the stock of SA Orhei-vin. The
     shareholders then contributed the acquired stock to Asconi S.R.L. in 2000.
     The loan was paid off by Asconi S.R.L. in 2001.

                                      F-14