P.M. MANAGEMENT SYSTEMS, INC.

  (Formerly named Process Based Management,
                    Inc.)

        (A development stage company)



                AUDIT REPORTS


            FINANCIAL STATEMENTS













        December 31, 1998, 1997, 1996













          Janet Loss, C.P.A., P.C.
         Certified Public Accountant
     3525 South Tamarac Drive, Suite 120
           Denver Colorado  80237




        INDEX TO FINANCIAL STATEMENTS




        P.M. MANAGEMENT SYSTEMS, INC.
        (A development stage company)





              TABLE OF CONTENTS



ITEM
PAGE

Report of Certified Public
Accountant......................            2

Balance Sheets, December 31, 1998, 1997,
1996..............                          3

Statements of Operations, for the years
Ended December 31 , 1998, 1997,
1996.............................   4

Statements of Stockholders Equity, for
the years ended December 31, 1998,
1997, 1996........................  5

Statements of Cash Flows, for the years
Ended December 31, 1998, 1997,
1996..............................  6

Notes to Financial
Statements..............................    7













          Janet Loss, C.P.A., P.C.
         Certified Public Accountant
     3525 South Tamarac Drive, Suite 120
           Denver, Colorado 80237
                303-220-0227




Board of Directors
P.M. Management Systems, Inc.
(Formerly  named  Process  Based  Management,
Inc.)
404 Scott Point Drive
Salt Spring Island, BC Canada V8K2R2





I   have  audited  the  accompanying  balance
sheets  of P.M. Management Systems,  Inc.  (a
development stage company) as of December 31,
1998,  1997, 1996, and the related statements
of  Operations, Stockholders Equity and Cash
Flows  for the years ended December 31, 1998,
1997, 1996.

I  conducted  my  audit  in  accordance  with
generally accepted auditing standards.  These
standards require that I plan and perform the
audit  to  obtain reasonable assurance  about
whether the financial statements are free  of
material   misstatement.    An   audit   also
includes examining, on a test basis, evidence
supporting the amounts and disclosures in the
financial statements. An audit also  includes
assessing the accounting principles used  and
significant estimates made by management,  as
well  as  evaluating  the  overall  financial
statement  presentation.  I believe  that  my
audit  provides  a reasonable  basis  for  my
opinion.

In   my  opinion,  the  financial  statements
referred  to  above present  fairly,  in  all
material respects, the financial position  of
P.M.  Management Systems, Inc. (a development
stage company) as of December 31, 1998, 1997,
1996,  and the results of its operations  and
its  cash  flow for the years ended  December
31, 1998, 1997, 1996.




/S/Janet Loss, C.P.A., P.C.


February 20, 1999





                      2
        P.M. MANAGEMENT SYSTEMS, INC.
        (A development stage company)


BALANCE SHEETS
December 31, 1998, 1997, 1996


ASSETS


                 1998       1997       1996


TOTAL  ASSETS:    $0   $        0      $0



LIABILITIES AND STOCKHOLDERS' EQUITY


CURRENT
LIABILITIES:         $0        0       0



STOCKHOLDERS' EQUITY:
Common stock, no par value per share,
Authorized, issued and outstanding
2,020,000    shares
               74,150    74,150      74,150

Preferred stock, no par value,
Authorized, issued and outstanding
1,000,000    shares
              1,000      1,000      1,000

Sub-total     75,150    75,150     75,150

Deficit accumulated during the
Development Stage
            (75,000)  ( 75,000)   (75,000)

Treasury stock    (150)  ( 150)   (150)

TOTAL STOCKHOLDERS'
EQUITY:            0       0       0

TOTAL LIABILITIES AND
STOCKHOLDERS' EQUITY: 0    0       0




The  accompanying notes are an integral  part
of these financial statements.
                      3



        P.M. MANAGEMENT SYSTEMS, INC.
        (A development stage company)

STATEMENTS OF OPERATIONS
For the Years ended December 31, 1998, 1997,
1996








            1998        1997       1996



REVENUES:      0          0       0


OPERATING
EXPENSES:      0          0       0



NET (LOSS):    0          0       0



NET (LOSS)
COMMON PER SHARE:N/A    N/A    N/A



WEIGHTED AVERAGE
COMMON SHARE
OUTSTANDING:
      $2,020,000  $2,020,000   $2,020,000




The accompanying notes are an integral part
of the financial statements.
                      4





        P.M. MANAGEMENT SYSTEMS, INC
        (A development stage company)




STATEMENTS of STOCKHOLDERS EQUITY

For the years ended December 31, 1998, 1997,
1996



<TABLE>

<S>              <C>         <C>           <C>        <C>         <C>     <C>          <C>
                                                                          Deficit
                 Number of   Number of                                    Accumulated
                 shares      shares       Amount      Amount     Treasury during the
                 common      Preferred    Common      Preferred  stock    Development  Total

Balance,
January 1,
1996             10000000    1000000      1999150     1000      (150)     (75000)      1925000

Cancellation
of purchase
of Ad-A-Cab
America, LLC
& cancellation
of 7,980,000
common shares
of 00.25
January
1996             (7980000)   0             (1925000)    0           0         0         (1925000)

Net loss for
the year
ended
December 31,
1996              0          0            0             0          0            0        0

Balance,
December 31,
1996             2020000     1000000      74150         1000       (150)     (75000)      0

Net loss for
the year
ended
December 31,
1997              0           0            0             0          0         0          0

Balance
December 31,
1997             2020000     1000000       74150         1000       (150)     (75000)     0

Net loss for
the year ended
December 31,
1998             0           0             0            0              0            0       0

December 31,
1998             2020000     1000000       74150        1000         (150)     (75000)      0


</TABLE>




The  accompanying notes are an integral  part
of the financial statements.
                      5


        P.M. MANAGEMENT SYSTEMS, INC
        (A development stage company)

          STATEMENTS OF CASH FLOWS
For the years ended December 31, 1998, 1997,
1996









                 1998       1997       1996


Cash Provided By (Used For)
Operating Activities:

(Loss) For the
years ended            0          0         0

Net cash provided by
investing    activities        0            0
0

Net cashed provided by
financing   activities        0             0
0

NET INCREASE
IN CASH:             0          0         0


Cash, beginning
of   the   period:            0             0
0

Cash, End of
the period:          0           0         0








The  accompanying notes are an integral  part
of these financial statements.
                      6
        P.M. MANAGEMENT SYSTEMS. INC.
        (A Development stage company)

        NOTES TO FINANCIAL STATEMENTS
        December 31, 1998, 1997, 1996


NOTE  1  -  ORGANIZATION OF  P.M.  MANAGEMENT
SYSTEMS, INC.:
P.M.  Management Systems, Inc. is a  Colorado
Corporation   and   is   currently   in   the
development   stage.   On  May  6,1994,   the
Company  changed its name from Process  Based
Management, Inc. to P.M. Management  Systems,
Inc.

On  September  5, 1994, the Company  acquired
all of the outstanding ownership interests in
Ad-A-Cab  America, L.L.C., a Wyoming  limited
liability    company.     To    effect    the
reorganization    pursuant     to     Section
368(a)(1)(B)  of the Internal  Revenue  Code,
the  Company issued 7,980,000 shares  of  its
previously authorized, but unissued,  no  par
value common stock.

However,  for business and economic  reasons,
the  business  venture  was  not  successful.
Therefore,  in January of 1996,  the  Company
terminated its ownership interests  in  Ad-A-
Cab  America,  L.L.C..  The  above  mentioned
$7,980,000 common shares that were issued  on
September  5, 1994 were returned by  Ad-A-Cab
America, L.L.C. and canceled by the Company.

The Company has been dormant since January of
1996 and has had no business activity.

NOTE 2 - RELATED PARTY TRANSACTIONS:

The  Company  maintains its office  in  space
provided  by the Companys secretary pursuant
to an oral agreement on a rent free basis.

NOTE 3 - GOING CONCERN:
Since its formation, the Company has incurred
losses    of    $75,000.    These   financial
statements  have  been prepared  on  a  going
concern  basis and do not reflect adjustments
which would be necessary if the Company  were
unable to continue as a going concern.

NOTE 4 - CURRENCY EXCHANGE:
The  financial  statements are  presented  in
dollar  amounts  based on the  United  States
Currency Exchange.












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