U.S. SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                                   FORM 10-KSB

[X]      ANNUAL REPORT UNDER SECTION 13 OR 15 OF THE SECURITIES
         EXCHANGE ACT OF 1934

                   For the fiscal year ended October 31, 2001
                         Commission file number: 0-12169

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

                       SOLAR SATELLITE COMMUNICATION, INC.
                  --------------------------------------------
                 (Name of small business issuer in its charter)

                                    COLORADO
          ------------------------------------------------------------
         (State or Other Jurisdiction of Incorporation or Organization)

                                   84-0907644
                       ----------------------------------
                      (I.R.S. Employer Identification No.)

After December 7, 2001, the issuer's address is:
           7926 Jones Branch Drive, Suite 330, McLean, Virginia 22102
           ----------------------------------------------------------
As of October 31, 2001, the issuer's address was:
           630 South Syracuse Way, Suite 293 Englewood, Colorado 80111
           -----------------------------------------------------------
               (Address of Principal Executive Office) (Zip Code)

Issuer's telephone number:
After December 7, 2001, the issuer's telephone number is:
                                 (703) 847-4600
                                 --------------
As of October 31, 2001, the issuer's telephone number was:
                                                            (720) 529-5518
                                                            --------------

Check  whether the issuer (1) filed all reports  required to be filed by Section
13 or 15(d) of the  Securities  Exchange  Act  during the past 12 months (or for
such shorter  period that the Company was required to file such reports) and (2)
has been subject to such filing requirements for the past 90 days.

Yes X No
   ---  ---

Check if there is no disclosure of delinquent  filers in response to Item 405 of
Regulation S-B contained in this form, and no disclosure  will be contained,  to
the best of Company's knowledge,  in definitive proxy or information  statements
incorporated by reference in Part III of this Form 10-KSB or any amendment. [ ]

<PAGE>

State issuer's revenues for its most recent fiscal year:  $33,562

At October  31,2001,  the  aggregate  market value of the shares of voting stock
held by non-affiliates  (approximately  493,686 of $.001 par value Common Stock)
was $0 as of October 31,  2001.  The stock price for  computation  purposes  was
$-0-,  based on the fact that there is  presently  no market  for the  Company's
securities. This value is not intended to be a representation as to the value or
worth of the  Company's  shares  of  Common  Stock.  The  number  of  shares  of
non-affiliates of the Company has been calculated by subtracting  shares held by
persons affiliated with the Company from outstanding shares.
There were  1,072,636  shares of the Company's  Common Stock  outstanding  as of
October 31, 2001, according to the records of the Company's transfer agent.

After the Merger set forth in Part I, Item 1 (a), the aggregate  market value of
the shares of voting stock held by  non-affiliates  (approximately  1,414,995 of
$.001 par value Common  Stock) was $0, as of December 31, 2001.  The stock price
for  computation  purposes was $-0- based on the fact that there is presently no
market  for  the  Company's  securities.  This  value  is not  intended  to be a
representation as to the value or worth of the Company's shares of Common Stock.
The number of shares of  non-affiliates  of the Company has been  calculated  by
subtracting  shares held by persons affiliated with the Company from outstanding
shares. There were 4,433,788 shares of the Company's Common Stock outstanding as
of December 31, 2001, and there were 582,973 Preferred B shares outstanding. The
Preferred  B shares are  convertible  into two  shares of common  stock for each
Preferred B share. The Preferred B shares are all held by an affiliate.














                                       ii

<PAGE>


                      SOLAR SATELLITE COMMUNICATIONS, INC.

                      INDEX TO ANNUAL REPORT ON FORM 10-KSB
PART I
            Item 1.  DESCRIPTION OF BUSINESS
            Item 3.  LEGAL PROCEEDINGS
            Item 4.  SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS

PART II

            Item 5.  MARKET FOR THE COMPANY'S COMMON EQUITY AND RELATED
                     STOCKHOLDER MATTERS
            Item 6.  MANAGEMENT'S DISCUSSION AND ANALYSIS OR PLAN OF
                     OPERATION
            Item 7.  FINANCIAL STATEMENTS
            Item 8.  DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND
                     FINANCIAL DISCLOSURE

PART III

            Item 9.  DIRECTORS, EXECUTIVE OFFICERS, PROMOTERS AND CONTROL
                     PERSONS; COMPLIANCE WITH SECTION 16(a) OF THE EXCHANGE
                     ACT
            Item 10. EXECUTIVE COMPENSATION
            Item 11. SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND
                     MANAGEMENT
            Item 12. CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS
            Item 13. EXHIBITS AND REPORTS ON FORM 8-K








                                       iii





<PAGE>


                                     PART I

         The matters addressed in this report on Form 10-KSB, with the exception
of the historical  information  presented,  contain  forward-looking  statements
involving  risks and  uncertainties.  The Company's  actual results could differ
materially  from those  anticipated  in these  forward-looking  statements  as a
result of certain  factors,  including  those  factors set forth in the Business
section (Item 1) and elsewhere in this report.

Item 1.  DESCRIPTION OF BUSINESS

         (a) History of the Company

         Solar  Satellite  Communication,  Inc. (the  "Company"),  is a Colorado
corporation.  On October 31, 2001 the principal  business address of the Company
was 6300 South Syracuse Way, Suite 293, Englewood,  Colorado 80111 and its phone
number was (720)  529-5518.  As of the date of filing this report the  principal
business  address of the Company is 7926 Jones Branch Drive,  Suite 330, McLean,
Virginia 22102. Its phone number is 703-847-4600.

         The  Company was  organized  under the laws of the State of Colorado on
April 6, 1983 to engage  in the  business  of  community  satellite-based  cable
television  systems.  During  1986,  the Company sold  substantially  all of its
operating  assets  and in  1987  sold  one  of its  two  remaining  systems  and
terminated  the  contract  rights  on  the  last  system   essentially   ceasing
operations. The Company has been inactive since 1989.

         Between May of 1984 and December of 1985,  the Company sold  75,058,000
shares of its common stock in a public offering. In January of 1989, the Company
completed a reverse  stock split  whereby each ten shares of common stock issued
and  outstanding  as of  the  effective  date  of the  split  became  one  share
immediately  subsequent  to the split (one for ten).  Subsequently,  through the
early 1990's,  many of the Company's  shareholders  returned  their stock in the
Company to the transfer  agent for  cancellation  in their  efforts to write off
their investment for tax purposes.

         In 1988, the Company acquired an investment in shares representing,  at
that time, 20% of Accelr8 Technology,  Inc. (then known as Hydro-seek,  Inc.), a
publicly  traded  company.  The Company  liquidated  portions of this investment
through the sale of Accelr8 shares from 1991 through 1994.

         In  connection   with  the  acquisition  of  50.96%  of  the  Company's
outstanding  stock by  Satellite  Investment  Group,  LLC,  a  Colorado  limited
liability  company  ("SIC"),  in July 1998,  the Company  entered  into an Asset
Rehabilitation  Agreement  with SIC under which the Company  agreed to pay SIC a
rehabilitation fee of $2,500,000 if SIC was able to make the necessary financial
arrangements to cause the remaining Accelr8 stock  certificates which had become
lost to be replaced and thus the investment in Accelr8 to become freely saleable
by the Company. SIC then paid $137,189 to a surety company to issue the required
bond for the replacement of the lost certificates,  which payment was reimbursed
by the Company, and SIC obtained  for  the surety  Company a required  indemnity


                                    Part I-1

<PAGE>

from a substantial  indemnitor.  The fee of the  indemnitor for the indemnity to
the surety  company was paid by SIC and SIC agreed to indemnify the  indemnitor.
The Accelr8 stock certificates were then replaced and the rehabilitation fee and
the cost of the bond were added to the  Company's  cost  basis of the  remaining
investment in Accelr8 stock.  Thereafter,  the remaining shares of Accelr8 stock
were  sold by the  Company  between  July  1998  and  January  1999  for a total
consideration  of  $3,704,103.  The  Company  paid  the  rehabilitation  fee and
reimbursed  the entity which paid the surety bond fee (but did not reimburse the
indemnity fee). No shares of Accelr8 are currently  owned by the Company.  (SEE:
ITEM 12. "CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS.")

         Other  than the  investment  in Accelr8  the  Company  continued  to be
inactive as it had been since 1989,  through  the date of the  subsequent  event
which  occurred on December 7, 2001. It did take actions to facilitate  actively
seeking a merger candidate during 2001.

         On December 7, 2001, the Company finalized the merger (the "Merger") it
had been seeking when Document Planet,  Inc., a Colorado  corporation and wholly
owned  subsidiary  of the Company  ("Merger  Sub") merged with and into Document
Planet,  Inc.  ("DPI"),  a  Delaware  corporation,  with  Merger  Sub  being the
surviving  corporation  and continuing its existence under the laws of the State
of Colorado and the name  Document  Planet,  Inc.  Articles of Merger were filed
with the State of Delaware and the State of Colorado on December 7, 2001,  being
the  Effective  Date of the Merger.  The terms of the Merger are set forth in an
Agreement and Plan of Merger dated December 7, 2001 by and among the Registrant,
the Merger Sub, and DPI. Document Planet is a technology-based media corporation
currently  serving  the US  print  industry.  As a  result  of the  Merger,  the
Registrant is now the one hundred percent (100%) owner of DPI.

         The consideration paid to the shareholders of DPI by the Registrant for
the Merger was  3,603,788  shares of Common  Stock paid 2 shares of  registrants
stock per share of DPI stock,  and 582,973 shares of its Class B Preferred Stock
which is convertible  into 1,165,946  shares of Common Stock paid to the holders
of DPI Class B Preferred Stock.

         Subsequent to the merger,  there were 4,433,788 shares of the Company's
common stock outstanding and 582,973 shares of the Company's  preferred B stock,
convertible  into 2 common  shares for each  convertible  share and having  full
voting  rights  equal  to  their   converted   number  of  shares   (1,165,946).
Consequently,  there  were an  equivalent  number  of  5,599,734  common  shares
outstanding.



         (b) Current Operations

         As of October  31,  2001 the  Company's  current  operations  consisted
solely of seeking merger  candidates;  attempting to locate and negotiate with a
business  entity for the merger of that  target  company  into the  Company or a
wholly owned  subsidiary of the Company formed for the purpose of such a merger.
There were

                                    Part I-2

<PAGE>

discussions   on-going  with  a  particular  candidate  that  were  subsequently
finalized as described below.

         The Company  believed there are certain  perceived  benefits to being a
reporting company with a class of publicly-traded securities. These are commonly
thought to include the following:

o        the ability to use registered  securities to make acquisition of assets
         or businesses;
o        increased visibility;
o        the facilitation of borrowing from financial institutions;
o        improved trading efficiency;
o        shareholder liquidity;
o        greater ease in subsequently raising capital;
o        compensation of key employees through stock options;
o        enhanced corporate image;
o        a presence in the United States capital market.

         The  Company  recognized  that a  business  combination  with a  target
company may involve the  transfer to the target  company of the  majority of the
issued and outstanding common stock of the Company,  and the substitution by the
target  business of its own management  and board of directors,  which did occur
upon the Merger.

         As  of  October  31,  2001  there  was  no  market  for  the  Company's
securities.  As of the  present  time,  there  is no  market  for the  Company's
securities.

         Subsequent  to October  31,  2001,  the Company  negotiated  the Merger
described  above which was  concluded on December 7, 2001 with  Document  Planet
merging into a wholly owned  subsidiary of the Company.  Upon the  conclusion of
this Merger, the Company's  activities were substantially  conducted through its
Document Planet subsidiary. Document Planet is a start-up company having limited
sales.  The  Company  is also  carrying  on  activities  to  acquire  additional
organizations  to provide  sales that will be supported  by its Document  Planet
subsidiary.

         The current operations of the Document Planet subsidiary of the Company
are:

         Providing management,  procurement services, and logistics solutions to
the US  commercial  print market.  The Company has crafted an integrated  system
combining  personal  customer  service and leading edge  technology  to meet the
needs of the corporate print buyer. Products and services include:

o        Customer  service through three levels of customer  support,  including
         the sales representative,  the project manager, and the digital service
         representative.

o        Prepress and technical support facilities where leading edge technology
         has been  integrated  into a seamless  system to provide buyers control
         over the entire production process.

                                    Part I-3
<PAGE>


o        Extensive  production  capabilities  through  a  network  of  printers,
         representing every type of production process.

o        State-of-the-art  on line  tracking  systems  that allow  print  buyers
         (customers)  to procure and manage their printed  materials,  using any
         Internet-enabled personal computer.

         These systems and processes should represent a significant  convenience
to print buyers, such as:

o        Convenient order placement
o        Expedient communications
o        Accurate fulfillment
o        Single sourcing
o        Control over production
o        Accountability
o        Internal financial controls
o        Scalability
o        Maintenance of history
o        Cost savings


         (c) Risks Related to the Plan of Operation

         At October 31, 2001, prior to consummating  the December 7 Merger,  the
Company's  business  was  subject  to  numerous  risk  factors,   including  the
following:

         THE COMPANY HAD NO RECENT OPERATING HISTORY,  OPERATING REVENUE AND HAS
MINIMAL ASSETS. The Company has had no operations since  approximately 1987. The
Company has only limited assets and financial resources. The Company would have,
in all likelihood,  sustained operating expenses without corresponding revenues,
at  least  until  the  consummation  of a  business  combination.  This may have
resulted  in the  Company  incurring  a net  operating  loss  which  would  have
increased  continuously  until at  least  the time  the  Company  consummated  a
business  combination  with a target  company.  There was no assurance  that the
Company could  identify  such a target  company and  consummate  such a business
combination.

         SPECULATIVE NATURE OF THE COMPANY'S PROPOSED OPERATIONS. The success of
the  Company's  proposed  plan  of  operation  will  depend  on the  operations,
financial condition and management of the identified target company and numerous
other factors beyond the Company's control.

         THERE IS A SCARCITY OF AND COMPETITION FOR BUSINESS  OPPORTUNITIES  AND
COMBINATIONS.   The  Company  is  and  will  continue  to  be  an  insignificant
participant in the business of seeking mergers with and acquisitions of business
entities.  A large number of established and well-financed  entities,  including
venture capital firms, are active in mergers and acquisitions of companies which
may be merger or acquisition target candidates for the Company.  Nearly all such
entities have significantly  greater financial resources and technical expertise
than  the  Company  and,  consequently,  the  Company  may  be at a  competitive
disadvantage in identifying  possible  business  opportunities  and successfully
completing a business combination.

                                    Part I-4
<PAGE>


         THE  COMPANY  HAS  NO  AGREEMENT  FOR  BUSINESS  COMBINATION  OR  OTHER
TRANSACTION.  Although engaged in conversations, the Company has no arrangement,
agreement  or  understanding  with  respect  to  engaging  in a  merger  with or
acquisition of a business entity.  There can be no assurance the Company will be
successful in identifying and evaluating  suitable business  opportunities or in
concluding a business  combination.  There is no  assurance  the Company will be
able to negotiate a business  combination on terms favorable to the Company. The
Company  has not  established  a  specific  length  of  operating  history  or a
specified level of earnings,  assets,  net worth or other criteria which it will
require a target  business  opportunity to have  achieved,  or without which the
Company would not consider a business  combination  with such  business  entity.
Accordingly,  the Company may enter into a business  combination with a business
entity having no significant operating history,  losses, limited or no potential
for   earnings,   limited   assets,   negative  net  worth  or  other   negative
characteristics.

         MANAGEMENT  HAS ONLY A LIMITED  TIME  COMMITMENT  TO THE  COMPANY.  Our
Officers and  Directors  have several  business  interests and will devote their
efforts  only part time to the  Company's  business.  While  seeking a  business
combination,  Management  anticipates  devoting  a limited  number of hours each
month to the business of the Company.  The  Company's  officers have not entered
into written employment agreements with the Company and they are not expected to
do so in the foreseeable future.

         THE  COMPANY  HAS  A  LACK  OF  MARKET   RESEARCH   AND  NO   MARKETING
ORGANIZATION.  It has neither  conducted,  nor have others made available to it,
results  of  market  research  indicating  that  market  demand  exists  for the
transactions  contemplated by the Company.  Moreover, the Company does not have,
and does not plan to establish, a marketing organization.

         THERE WILL BE A CHANGE IN MANAGEMENT.  A business combination involving
the issuance of the Company's  common stock will, in all  likelihood,  result in
shareholders  of a  target  company  obtaining  a  controlling  interest  in the
Company.  Any such business  combination may require the Company's management to
sell or transfer  all or a portion of the  Company's  common stock held by them,
and to resign as directors and officers of the Company.

         THE  PLAN  OF  OPERATION  PROVIDES  FOR  SUBSTANTIAL  DILUTION  TO  THE
COMPANY'S  EXISTING  SHAREHOLDERS AS A RESULT OF A MERGER. The company's plan of
operation is based upon a business  combination with a business entity which, in
all  likelihood,   will  result  in  the  Company  issuing   securities  to  the
shareholders of such business entity. The issuance of previously  authorized and
unissued  common stock of the Company would result in reduction in percentage of
shares  owned by the present  shareholders  of the Company and would most likely
result in a change in control or management of the Company.

         After  consummating  the December 7 Merger,  the Company's  business is
subject to numerous risk factors,  including those enumerated above not relating
to the acquisition and the following:


                                    Part I-5
<PAGE>


         THE COMPANY HAS A LIMITED OPERATING HISTORY AND IS SUBJECT TO THE RISKS
OF A NEW ENTERPRISE.  The Company has not prevsiously  conducted business in the
printing industry.  The acquired company,  Document Planet,  Inc. was founded in
1999 and commercially  introduced its  technology-enabled  printing  services in
January,  2001.  Document Planet has had limited revenues to date, and customers
have been doing business with it for only a short time.  Such limited  operating
history and the emerging  nature of the market in which Document Planet competes
make it difficult to assess the Company's  prospects or predict future operating
results.  Document Planet's recent revenue growth is therefore not an indication
of the Company's  future rate of revenue  growth.  The  Company's  prospects are
subject  to  the  risks  and   uncertainties   frequently   encountered  in  the
establishment of a new business enterprise.  There can be no assurances that the
Company can implement the following tasks,  required to be successful:

o        Obtain  substantial  numbers of new customers  rapidly and  efficiently
         through direct sales efforts,  hiring of high-volume sales persons, and
         acquisitions of print brokers;
o        Expand the sales and marketing organization;
o        Retain existing customers and increase sales to these customers;
o        Expand  the  number  of  commercial   print  vendors  and  improve  the
         technological and logistical connections to these vendors;
o        Anticipate and respond to competitive developments;
o        Raise  additional  capital;
o        Develop and upgrade internal control systems; and
o        Identify, attract, retain and motivate qualified personnel.

         DOCUMENT PLANET HAS A HISTORY OF LOSSES. Document Planet has never been
profitable,  and it is  anticipated  that the Company will continue to incur net
losses in the near term. To become  profitable,  the Company must  significantly
increase  revenues by  obtaining  new  customers  both  directly and through the
acquisition  of print brokers.  Furthermore,  the Company must control costs and
improve gross margins. The Company expects to continue to incur operating losses
for the near  future,  due to the  level of its  present  sales  volume  and the
increase in operating expenses in connection with:

o        Expanding the sales and marketing organization;
o        Developing acquisition candidates and closing on quality acquisitions;
o        Continuing to develop services and technology;
o        Hiring additional  personnel;  and o Upgrading information and internal
         control systems.

         There can be no assurances that the Company will increase  revenues and
gross  margins fast enough to cover  operating  expenses.  Therefore,  operating
losses may continue in future periods.  Competition or other changes in printing
industry  economics may also  adversely  affect the Company's  ability to become
profitable.

         THE COMPANY  NEEDS TO OBTAIN  ADDITIONAL  CAPITAL AND MAY NEED TO RAISE
ADDITIONAL  CAPITAL IN THE  FUTURE,  WHICH  WOULD  CAUSE  DILUTION.  The Company
requires  additional capital to continue as a going concern.  The Company has no
commitments  for this or other  financings.  Additionally,  the Company needs to

                                    Part I-6

<PAGE>

raise additional funds to fund more rapid expansion,  to develop new or enhanced
services,  to  respond to  competitive  pressures  and to acquire  complementary
businesses or  technologies.  The Company's  future  capital  requirements  will
depend on many factors that are difficult to predict, including the size, timing
and structure of  acquisitions  that are completed,  the rate of revenue growth,
the cost of obtaining new customers and technical capabilities,  and the cost of
upgrading and maintaining  the network  infrastructure  and other systems.  As a
result,  the Company  cannot  predict with certainty the timing or amount of its
future capital needs. There are no commitments for additional financing, and the
Company may experience  difficulty in obtaining  additional funding on favorable
terms, if at all.

         Any  future   funding  will  dilute  the  ownership  of  the  Company's
shareholders.  If additional  funds are raised through the issuance of equity or
securities convertible into equity, the percentage ownership of the stockholders
of the Company will be reduced and such securities may have rights,  preferences
or privileges  senior to those of the holders of the Common Stock.  There can be
no assurance that  additional  financing will be available on terms favorable to
the Company, if at all. If adequate funds are not available or are not available
on acceptable  terms,  the Company may not be able to fund its  expansion,  take
advantage of acquisition  opportunities,  develop or enhance services or respond
to competitive pressures. Such inability could have a material adverse effect on
the Company's business, results of operations and financial condition.

         QUARTERLY RESULTS ARE DIFFICULT TO PREDICT AND LIKELY TO FLUCTUATE. The
Company's quarterly revenues,  expenses and operating results have varied in the
past and are likely to vary in the future.  The Company  competes in the general
commercial  printing sector,  which is  characterized by individual  orders from
customers  for  specific  printing  projects  rather than  long-term  contracts.
Continued engagement for successive jobs depends on the customers'  satisfaction
with the services provided.  As a result, the number,  size and profitability of
printing jobs in a given period is difficult to predict.  Quarterly fluctuations
may also result from:

o        The timing of announcement and completion of acquisitions;
o        The ability to obtain new customers;
o        The timing of customer orders;
o        Changes in the mix of printing services;
o        Increased competition;
o        General or industry-specific economic conditions.

         Based  on all  these  factors,  the  Company  believes  that  quarterly
revenues and operating results will be difficult to predict.  Moreover,  because
of the  Company's  short  operating  history,  period-to-period  comparisons  of
operating  results are not  necessarily  meaningful and are not an indication of
future performance.

         THERE ARE NO  ASSURANCES  THAT THE  COMPANY  WILL BE ABLE TO OBTAIN NEW
CUSTOMERS.  Many of the potential customers that the Company pursues through the
direct sales process have long-standing business relationships and personal ties
with  their  existing  printers,   which  they  are  reluctant  to  disrupt.  To
successfully  sell its products,  the Company  generally must educate  potential

                                    Part I-7

<PAGE>

customers on the use and benefits of its system,  which can require  significant
time and resources. The sales cycle may require more than one year.

         A substantial  majority of revenue will be derived from  customers that
the Company  obtains  through hiring of high-volume  sales  representatives  and
acquisitions of print brokers. There can be no assurance that acquired customers
will transfer all of their business to the Company.

         THERE CAN BE NO ASSURANCES THAT THE COMPANY WILL SUCCESSFULLY  COMPLETE
AND INTEGRATE ACQUISITIONS.  To expand the Company's business and customer base,
it is  intended  that the  Company  pursue  acquisitions  of print  brokers  and
companies who offer complementary products or services. Although, the Company is
in negotiations with several acquisition  candidates,  no definitive acquisition
agreements have been signed at this time. The Company must  effectively  compete
with  numerous  other  potential  acquirers,  particularly  a  number  of  large
companies that are aggressively  seeking to consolidate segments of the printing
industry.  The Company may not be able to negotiate  definitive  agreements with
candidates and complete their acquisition.

         The   integration   of   acquired   businesses   is  often   difficult,
time-consuming  and  expensive.  If  acquiring  businesses  proves too costly or
time-consuming, or if the Company is unable to successfully retain the customers
or personnel of acquired  businesses,  its growth rate may not be  sufficient to
achieve profitability in the future.

         To the extent the Company completes acquisitions using cash rather than
stock,  the  Company may need to raise  additional  capital in order to continue
operations after the existing capital resources are expended.

         THERE ARE NO  ASSURANCES  THAT THE  COMPANY'S  PRINT  CONTRACTORS  WILL
FULFILL ORDERS IN A TIMELY AND  COST-EFFECTIVE  MANNER.  The Company  depends on
numerous outside commercial print contractors to fulfill customer orders.  There
are no long-term  contracts with these vendors. If they were to increase prices,
the Company's selling prices and/or margins would be adversely affected,  making
the Company less  competitive.  Furthermore,  any failure to fulfill orders in a
timely way or in accordance with quality specifications could harm the Company's
business and reputation.

         THE COMPANY FACES INTENSE  COMPETITION FROM TRADITIONAL AND NEW PLAYERS
IN THE INDUSTRY.  The printing  industry is intensely  competitive.  Competitors
vary in size and in the scope and breadth of the products and services  offered.
Such competition may result in price reductions, reduced gross margins, and loss
of market share, any one of which could seriously  impact the Company.  There is
no  assurance  that the Company can  successfully  compete  agianst  current and
future competitors.

         TECHNOLOGY  DEVELOPMENTS  COULD  REDUCE THE  DEMAND  FOR THE  COMPANY'S
PRODUCTS  AND  SERVICES.  In recent  years,  the  market  for  printed  business
materials has  experienced  significant  changes due to advances in computer and
communication technologies. Certain products that were once commercially printed
are now generated on computers  through word  processing  or desktop  publishing

                                    Part I-8

<PAGE>

software.  In addition,  some  information is now  disseminated  in a digital or
electronic format rather than in a paper format.  These trends could continue in
the future, resulting in decreased demand for the Company's services.

         DEPENDENCE  ON  MANAGEMENT.  The  Company  will  be  dependent  on  the
expertise  and  experience  of its  officers,  directors  and other  management.
Although the Company has "key man" insurance on key members of its staff,  after
the  conclusion of the Offering,  the loss of any of the officers,  directors or
other management staff would inhibit the Company's operations.

         FUTURE  OFFERINGS;  DIMINUTION  IN  PRO  RATA  OWNERSHIP.  The  Company
reserves the right to make future offers and sales, either public or private, of
its  securities.  There can be no  assurance  that the  Company  will be able to
successfully complete any such future offerings;  however, in the event that any
such future sales of securities are effected, a shareholder's pro rata ownership
interest in the Company may be reduced to the extent of any such  issuance  and,
to the extent that any such sales are effected at  consideration  which was less
than that paid by the shareholder, dilution may occur.

         (d) Plan of Operation

                       (1) Prior to the Merger

         As of October 31, 2001, the Company intended to merge with or acquire a
business entity in exchange for the Company's  securities.  It had no particular
acquisition  in mind.  The  Company  had no plan to  restrict  its search to any
specific business,  industry, or geographical location and the Company left open
the possibility of  participating in a business venture of virtually any kind or
nature. At that time it had no full time employees. The Company's Management had
agreed to allocate a portion of their time to the  activities  of the Company as
consultants.

         The  Certificate  of  Incorporation  of the Company  provides  that the
Company may indemnify  officers and/or directors of the Company for liabilities,
which can include  liabilities  arising under the  securities  laws.  Therefore,
assets of the  Company  could be used or  attached  to satisfy  any  liabilities
subject to such indemnification.

         The Company  recognized that it could seek a business  opportunity with
entities which have recently commenced operations,  or which wish to utilize the
public  marketplace in order to raise additional capital in order to expand into
new  products  or markets,  to develop a new  product or  service,  or for other
corporate  purposes.  The Company may acquire assets and establish  wholly-owned
subsidiaries   in  various   businesses  or  acquire   existing   businesses  as
subsidiaries.

         The Company  recognized  that it would not  restrict its search for any
specific  kind of  firms,  and that it may  acquire  a  venture  which is in its
preliminary or  development  stage,  one which is already in operation,  or in a
more  mature  stage of its  corporate  existence.  It also  recognized  that the
acquired  business may need to seek additional  capital,  may desire to have its
shares publicly traded, or may seek other perceived advantages which the Company

                                    Part I-9
<PAGE>

may offer.  However,  the  Company did not intend to raise  additional  funds to
finance the operation of any acquired business opportunity until the Company had
successfully consummated the merger or acquisition transaction.

         In implementing a structure for a particular business acquisition,  the
Company  recognized  that it  could  acquire  stock  or  assets  of an  existing
business, most probably for a significant amount of stock in the Company. On the
consummation of a transaction,  it was probable that the Company's  shareholders
will in all likelihood hold a substantially lesser percentage ownership interest
in the Company and the then present  Management and  shareholders of the Company
would no longer be in control of the Company.  In  addition,  some or all of our
directors, as part of the terms of the acquisition transaction,  likely would be
required to resign and be replaced by one or more new  directors  without a vote
of the then existing shareholders.

         The Company  anticipated and did participate in a business  opportunity
only after the negotiation and execution of appropriate agreements.  It was felt
that such agreements would require certain representations and warranties of the
parties thereto, would specify certain events of default, would detail the terms
of closing and the  conditions  which must be satisfied by the parties  prior to
and after such  closing,  would outline the manner of bearing  costs,  including
costs associated with the Company's attorneys and accountants, and would include
miscellaneous other terms.

         In looking for its merger candidate,  the Company adopted a policy that
the Company would not seek an acquisition or merger with any entity in which the
Company's officers,  directors, and controlling shareholders or any affiliate or
associate serves as an officer or director or holds any ownership interest.

                       (2) After the Merger

         The Company  intends to attain and maintain  leadership in the printing
industry by providing  customers  with  superior  service  throughout  the print
process. The Company intends to provide the best technical assistance, utilizing
both  technology  and personal  service.  The Company  intends to establish  and
maintain  relationships with providers who will provide on time,  accurate,  and
complete  fulfillment  of  all  customers'  needs.  The  Company  will  use  its
technology and  relationships to enhance sales efforts by making the sales staff
more  productive  and by  making  the  Company  the place  for  excellent  sales
representatives  to work. The Company's  sales efforts will be enhanced  through
the acquisitions of already productive print brokers. The Company intends to:

o        MAINTAIN  TECHNICAL  SUPERIORITY:  The technology  behind the Company's
         solutions is based on combining the print manufacturing process and the
         customer  procurement  process  into one coherent  system.  The Company
         intends to continue  its  leadership  position  by pursuing  technology
         initiatives  designed to enhance its product and service  offerings and
         using strategic alliances to help stay on the leading edge.


                                   Part I-10
<PAGE>


o        EXPAND   MARKETING  AND  SALES:   The  Company   intends  to  build  an
         experienced, direct sales force and customer support representatives to
         implement its sales strategy. Historically, customer relationships have
         been key in the printing industry: as customers must have confidence in
         the  ability  of  their  vendor  to  delivery  top  quality  print at a
         reasonable  price.  The Company  believes  that it is the  relationship
         between  the  print  buyer  and  the  print  seller  that  builds  this
         confidence. The Company feels that even with technological adoption the
         importance  of the  personal  relationship  side of the  business  will
         remain.  The  approach  is to combine  the best of old  fashioned  hand
         holding with leading edge customer relationship  management technology.
         The  Company  understands  the print  buyer's  needs and has crafted an
         integrated system to support those needs.

         The Company  intends to focus its sales efforts on mid-market and large
         customers with annual  printing needs of $50,000 to $10 million.  It is
         the  Company's  intention to use  existing  customer  relationships  to
         further penetrate vertical markets.


o        IMPLEMENT AN  ACQUISITION  STRATEGY:  The Company is actively  pursuing
         acquisitions  of print brokers with strong  customer  relationships  to
         speed its sales growth. The Company views the following as key benefits
         of this strategy:

o        An efficient way to access high-quality  customers,  avoiding a lengthy
         direct sales cycle;
o        An effective means of acquiring an established and knowledgeable  sales
         force; and
o        An introduction  to a broader  audience of customers and wider range of
         geographical markets.

         According  to the Document  Management  Industries  Association  (DMIA)
         there are as many as 13,000  brokers  nationwide.  A broker  could be a
         firm of any size,  including  a sole  proprietor  operating  out of his
         home,  acting  as  a  manufacturers   representative  marketing  forms,
         printing, office products and the like to corporate buyers.

         It is  anticipated  that  brokers  would be drawn to the  Company for a
number of  reasons,  including:  o Clear  marketplace  differentiation.  o Wider
variety of products available for sale.

o        High level of customer and technical support.
o        Marketing  Support  including  direct  mail,   eBrochures,   web  site,
         telemarketing.
o        Online transactional tools.
o        Profit-based commission structure.
o        Equity Participation.




                                   Part I-11
<PAGE>


COMPETITION

         Prior to the December  7th Merger,  while  looking for its  acquisition
candidate,  the Company was a small participant  among the  organizations  which
engage in the acquisition of business opportunities.  There are many established
organizations which have significantly greater financial and personnel resources
and  technical  expertise  than the Company.  In view of the  Company's  limited
financial resources and limited management availability, the Company felt it may
have been at a competitive disadvantage compared to the Company's competitors.

         The December 7th Merger  brought the Company into the Media  business -
particularly  the print sales,  provisioning  and  information  support of these
sales.

         The  Company  faces  competition  on  two  levels:   traditional  print
providers and the new breed of e-printing  companies.  Of the traditional  print
providers,  commercial  printers and print  brokers are the most  successful  at
selling printing to the target market. Most commercial  printers,  however,  are
focused on manufacturing, with limited technological and marketing capabilities.

         Over  the  last  few   years,   hundreds   of  print   e-commerce   and
e-collaboration  companies  appeared.  Although,  several  have been in apparent
retreat as the economy  slows down and the general  dot-com  boom turns to bust,
there are still several companies that have survived and some have even thrived.
Of the wide variety of business models  constituting  the e-printing  space, the
Company  competes  most  directly  with those  companies  who have  adopted  the
online-printing  services  model.  The Company  believes the most  prominent and
direct  competitors  in this  space  and the  Company's  understanding  of their
strategies are:

o        ImageX:  In  their  attempt  to offer an  end-to-end  solution  for the
         printing industry, they have an aggressive acquisition strategy.  Their
         acquisitions  have not been  integrated  into a coherent set of service
         offerings that customers can easily understand.  In contrast to ImageX,
         the  Company's  strategy is to attract  top-producing  salespeople  and
         acquire  print  brokers,  offering  similar  products  and  services to
         customers.
o        IPrint:  They have  focused  on the  small  office/home  office  (SOHO)
         market,  an expensive  market to service.  The Company  focuses on high
         volume, high value customers, supporting a more profitable and scalable
         business model.
o        Httprint: They are most like the Company in terms of business strategy.
         They  differ in that they have  focused on  expansion  to the  European
         market.  Furthermore,  the Company has more depth and  functionality in
         its customer service offerings than does Httprint.
o        Versient:  They have focused on specific vertical markets with specific
         solutions.  Their products,  designed for the specific vertical,  limit
         their ability to easily expand to other customer segments. In contrast,
         the Company's products and services are designed to be used by any type
         of print buyer in any market segment.

                                   Part I-12
<PAGE>


         The Company's key competitive advantage is that its tools and processes
are designed to support the way the high-volume buyers process work today, while
offering  them a smooth path  towards the  adoption  and  implementation  of new
leading-edge  solutions as their budgets,  desires,  and risk preferences  allow
over  time.  This  combination  of  high  touch  and  high  technology  customer
relationship  management  with  guaranteed  print-ready  files gives the Company
control over the marketing and production  process and effectively locks out any
competitor.


Item 2.  DESCRIPTION OF PROPERTY

         Prior to the Merger,  the Company  utilized the offices of its officers
and  directors  without  change  consisting of  approximately  2,500 square feet
located at 6300 South Syracuse Way, Suite 293, Englewood, Colorado 80111.

         Subsequent  to the merger the Company  utilizes  the  offices,  without
charge, comprised of approximately 500 square feet at its principal shareholders
offices located at 7926 Jones Branch Drive,  Suite 330, McLean,  Virginia 22101.
It also leases offices, consisting of approximately 4,050 square feet, at a rent
of $5,245 per month,  utilized by Document Planet at 4613 Pinecrest  Office Park
Drive, Alexandria, Virginia 22312. The current lease expires February 28, 2002.


Item 3.  LEGAL PROCEEDINGS

         No legal  proceedings  to which the  Company  is a party  were  pending
during the reporting period,  and the Company knows of no legal proceedings of a
material  nature,  pending or  threatened,  or  judgments  entered  against  any
director or officer of the Company in his capacity as such.

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

         Effective  June 22,  2001,  the  Board of  Directors  adopted  the 2001
Omnibus Stock Option Plan (the "2001 Stock Option Plan").  The 2001 Stock Option
Plan allows for the granting of (i) nonstatutory  stock options ("NSOs"),  which
can be granted to employees  of the Company or any  affiliate of the Company and
non-employees (such as consultants and outside directors) and (ii) tax-qualified
incentive stock options ("ISOs"),  which can be granted only to employees of the
Company or any  affiliate of the Company.  No grants have been made  pursuant to
this 2001 Stock Option Plan.

         On  August  30,  2001 the  Company's  Board  of  Directors  approved  a
one-for-seven  reverse stock split of the Company's common stock and an increase
in the number of authorized shares of common stock to 100 million shares

         At a Special Meeting of the  Shareholders  held on August 30,2001,  the
above items were voted on and passed.




                                   Part I-13

<PAGE>


                                      PART II

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

         (a) Principal  Market or Markets.  The  Company's  stock has not traded
         since 1987.

         (b)  Approximate  Number of Holders of Common Stock. As of December 31,
         2001, as reported by Computershare,  the Company's  transfer agent, the
         number of security holders was 781.

         (c)  Dividends.  Holders of common  stock are  entitled to receive such
         dividends as may be declared by the Company's  Board of  Directors.  No
         dividends  on the  common  stock  were paid by the  Company  during the
         periods  reported  herein  nor  does  the  Company   anticipate  paying
         dividends in the foreseeable future.

         After the  Merger,  the  holders  of common and  Preferred  B stock are
entitled to receive  dividends,  as may be declared  by the  Company's  Board of
Directors.  The  Preferred B stock has an accruing 8% per annum  dividend.  This
dividend  is  payable  in  cash or  stock,  at the  option  of the  Preferred  B
shareholder.  No  dividends  were  paid by the  Company,  nor does  the  Company
anticipate paying dividends in the foreseeable future.

         (d) Recent Sales of Unregistered Securities.

         In connection with the Merger,  the Company issued to the  shareholders
of DPI  3,603,788  shares of  Common  Stock  and  582,973  shares of its Class B
Preferred Stock which is convertible into 1,165,946 shares of Common Stock.


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

         Forward-Looking Statements

         Certain  statements  contained  in this  annual  report  on Form  10KSB
including  without  limitation,  statements  containing  the  words  "believes",
"anticipates",  "estimates",  "expects," and words of similar import, constitute
"forward-looking  statements."  You should  not place  undue  reliance  on these
forward-looking statements. Our actual results and the structure of transactions
which may occur in the future could differ  materially  from those  described in
these forward-looking  statements for many reasons, including those set forth in
the risk factors included herein and for other reasons  including the demands of
the  specific  business  entity  with which the company may elect to engage in a
transaction.

         Plan of Operation

         See Part I, Item 1. Description of Business, (b) Current Operations and
(d) Plan of Operation, (2) After the Merger.



                                   Part II-1

<PAGE>



         Liquidity and Capital Resources

         (a) Prior to the Merger

         As of October 31, 2001, the Company's  fiscal year end, the Company had
cash and cash  equivalents  of $850,411,  a decrease of $39,280 from October 31,
2000.  The decrease is a result of $80,230  paid for general and  administrative
expenses.  This was partially  offset by interest  income of $33,562.  While the
Company  had  no  foreseeable  capital  commitments,  it  also  had  no  present
expectations of generating any cash flow from  operations  until such time as it
successfully completed the acquisition of a business,  operations,  or assets of
an operating entity.

         As of October 31,  2001,  the  Company  believed  its current  cash and
equivalents  would satisfy its expected  working  capital  requirements  through
fiscal 2001 and thereafter until an acquisition was consummated.

         (b) After the Merger

         The current financial condition of the Company will be the subject of a
form 8-K/A filing, anticipated to be filed on or before February 20, 2002.


Item 7.  FINANCIAL STATEMENTS

         (a) Prior to the Merger

         The report of the  independent  auditors  on the  financial  statements
appears  at  Page  F-2 and  the  financial  statements  and  their  accompanying
footnotes  appear at Pages F-3 through F-10 hereof.  these financial  statements
and  related   financial   information   required  to  be  filed  hereunder  are
incorporated herein by reference.

         (b) After the Merger

         The current financial condition of the Company will be the subject of a
form 8-K/A filing, anticipated to be filed on or before February 20, 2002.


Item 8.  DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND FINANCIAL DISCLOSURE

         The Company did not have any  disagreements on accounting and financial
disclosures with its present accounting firm during the reporting period.





                                   Part II-2

<PAGE>



                                    PART III

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

         (a) Prior to the Merger

Directors  and  Executive  Officers.  The  names and ages of the  Directors  and
executive officers of the Company were as follows:



Name                    Age        Position                            Since
------                 ---        --------

Robert J. Guerra        47         Director, Chief Executive          July 1998
                                   Officer and President

Craig A. Kleinman       46         Director, Vice President and       July 1998
                                   Treasurer

Stephen A. Maguire      51         Director and Secretary             July 1998


         The  following   sets  forth   information   concerning  the  principal
occupations and business  experience of the then existing Officers and Directors
of the Company:

         Robert J. Guerra  served as a  director,  Chief  Executive  Officer and
President of the Company since July 1998. Mr. Guerra has been a shareholder  and
co-founder of Kleinman,  Guerra & Co., P.C., a certified public  accounting firm
since 1988. From 1985 to 1988 Mr. Guerra served as the President and director of
Beaumont  Properties,  a full service  real estate  development  and  management
company.  Mr.  Guerra  received  a B.S.  degree  in  accounting  from  Fairleigh
Dickinsen  University  and a Masters  degree in taxation form Denver  University
School of Law.

         Craig A. Kleinman served as a director, Vice President and Treasurer of
the Company since July 1998. Mr.  Kleinman has been a shareholder and co-founder
of Kleinman,  Guerra & Co., P.C., a certified public accounting firm since 1988.
From April 1993 to April 1996 Mr. Kleinman served as the Chief Financial Officer
of 4Front  Technologies,  Inc.,  for which he also served as director  until the
acquisition of 4Front in October 2000. Mr.  Kleinman  received a B.S.  degree in
business from the University of Colorado.

         Stephen A. Maguire served as a director and Secretary  since July 1998.
Mr. Maguire has been a partner of Maguire and Rabum, LLC, a law practice devoted
to business,  real estate and finance,  since 1993. In 1992,  Mr. Maguire was an
Associate  Attorney  with  Schied  &  Horlbeck,  P.C.  Mr.  Maguire  is also the
President of St. Charles Investment  Company.  Mr. Maguire received a B. A. from
the  University of Notre Dame, a M. A. in  Librarianship  for the  University of
Denver and a J.D. for the University of Colorado.

                                   Part III-1

<PAGE>



         (b) After the Merger

         Upon the  consummation  of the Merger,  Lawrence J. Hoffman,  Edward G.
Broenniman,  Andrew S. Prince,  Linda A.  Broenniman,  and Vincent Mallardi were
appointed directors and Robert J. Guerra, Craig A. Kleinman;  Stephen A. Maguire
resigned as directors on this date.  The directors  elected  Andrew S. Prince to
serve as president and Chief Executive Officer,  Linda A. Broenniman to serve as
Chief Financial Officer, treasurer and secretary. The prior officers resigned.

         (a)  Directors  and  Executive  Officers.  The  names  and  ages of the
Directors and executive officers of the Company are as follows:

Name                     Age      Position                      Since

Lawrence J. Hoffman       47      Director                      December 7, 2001

Edward G. Broenniman      65      Director                      December 7, 2001

Andrew S. Prince          58      Director, Chief Executive     December 7, 2001
                                  Officer and President

Linda A. Broenniman       45      Director, Chief Financial     December 7, 2001
                                  Officer, Treasurer and
                                  Secretary

Vincent Mallardi          59      Director                      December 7, 2001

Biographies of Present Directors:

Andrew S.  Prince  has  served  as a  director,  Chief  Executive  Officer,  and
President of the Company  since  December 7, 2001.  Mr. Prince has over 30 years
providing   senior   executive   leadership   and  vision  to  large  and  small
organizations.  He has focused on corporate  expansions  and been  involved with
numerous  mergers & acquisitions,  strategic  relationships  and joint ventures,
including their financial and strategic structuring.  Mr. Prince is and has been
a manager of venture capital funds and investment  banking and consulting firms.
Mr.  Prince has also served as Deputy  Assistant  Secretary of the Navy.  He was
responsible for the worldwide Defense Department's sea-lift logistics operations
and the other operations of the Military Sealift Command.

Linda A. Broenniman has served as a director, Chief Financial Officer, Treasurer
and Secretary of the Company since  December 7, 2001.  Ms.  Broenniman  has over
twenty five years experience of successful management experience. Ms. Broenniman
spent the previous 15 years building successful  entrepreneurial  companies,  as
President/CEO and CFO,  including a medical  technology  company,  a health care

                                   Part III-2
<PAGE>

information  systems company,  and a retail food service  company.  She formerly
served  as  CFO  for a  NASDAQ  telecommunications  equipment  manufacturer.  As
Director of  Strategic  Planning  and  Corporate  Development  at the  corporate
headquarters of a Fortune 50 company, she gained extensive corporate finance and
M & A experience. Ms. Broenniman is married to Mr. Broenniman.

Lawrence J.  Hoffman has served as a director of the Company  since  December 7,
2001. Mr. Hoffman is founder  Chairman,  and President of Hoffman,  Fitzgerald &
Snyder,  P.C., a large regional accounting and consulting firm based in Northern
Virginia.  He has over  twenty-five  years of experience  in public  accounting,
management  consulting and investment  banking.  He currently serves the Firm in
the  capacity  of  Managing  Director  and as  Director-In-Charge  of the Firm's
Corporate  Finance and  Litigation  Support and Forensic  Accounting  Consulting
Service Divisions.  Mr. Hoffman is also President of HFS Capital LLC, the Firm's
investment  banking  affiliate and HFS Venture Fund I LLLP, the Firm's affiliate
venture capital fund.

Vincent Mallardi has served as a director of the Company since December 7, 2001.
Mr. Mallardi is a leading  authority on global print media. He has over 30 years
of  experience  as an  executive  and  consultant  in  print  manufacturing  and
marketing.  His career includes management positions at: G. Riccordi,  in Milan,
Italy and New York; Canada Graphic Arts Information Network,  Ottawa; and Schawk
Graphics,  Inc.,  Chicago.  In 1984, Mr. Mallardi founded his own consulting and
publishing  practices,  where he works  with  many  major  printing  buyers  and
producers. He is also Chairman of the Printing Brokerage/Buyers Assocation.

Edward G.  Broenniman  has served as a director of the Company since December 7,
2001.  Edward G.  Broenniman is the Managing  Director of the Piedmont  Group, a
venture  development firm, and has over 25 years as an operating  executive with
Fortune 100 firms and privately held high-technology companies. He has extensive
knowledge  of the  printing  industry  having  worked for  International  Paper,
Weyerhauser,  Ideal Roller & Graphics,  and Printing  Plate  Supply  Company.  A
successful entrepreneur,  Mr. Broenniman has built and sold three venture funded
high-technology  firms to public companies.  As a venture advisor, he works with
emerging  firms  to  build  their  operating   results  and  to  increase  their
shareholder value. Mr. Broenniman is married to Ms. Broenniman.

Item 10. EXECUTIVE COMPENSATION

         No officer or director of the Company  directly  received  compensation
except as disclosed in Item 12 Certain Relationships and Related Transactions.

Item 11. SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT

         The  Company's  securities  are  recorded on the books of its  transfer
agent in  registered  form. A  substantial  portion of the shares are,  however,
registered in the name of  intermediaries  such as brokerage houses and clearing
houses on behalf of their respective clients. Management does not have knowledge
of the beneficial owners thereof.

                                   Part III-3

<PAGE>



         All ownership is  beneficial  and on record and all  beneficial  owners
listed  below have sole voting and  investment  power with respect to the shares
shown, unless otherwise indicated.

         (a) Prior to the Merger

         The  following  table  sets  forth  information   regarding  beneficial
ownership as of October 31, 2001,  of the  Company's  common stock by any person
who is known by the Company to be the beneficial owner of more than five percent
(5%) of the Company's  voting  securities,  and by each Director of the Company,
and by officers and Directors of the Company as a group. As of October 31, 2001,
there were 1,702,636 common shares issued and outstanding.


------------------ ------------------------- ----------------- -----------------
Title of Class     Name and Address          Number of Shares  Percent of Class
------------------ ------------------------- ----------------- -----------------
Common Stock       Satellite Investment      546,429           50.96%
                   Group LLC (1)
                   6300 South Syracuse Way
                   Suite 293
                   Englewood, CO 80111
------------------ ------------------------- ----------------- -----------------
Common Stock       Robert J. Guerra (1)      562,500           52.46%
------------------ ------------------------- ----------------- -----------------
Common Stock       Craig A. Kleinman         562,501           52.46%
------------------ ------------------------- ----------------- -----------------
Common Stock       Stephen A. Maguire (1)    546,429           50.96%
------------------ ------------------------- ----------------- -----------------
Common Stock       Officers and Directors    578,572           53.96%
                   as a group (3 people)
------------------ ------------------------- ----------------- -----------------


(1)      Satellite  Investment  Group's  members are Robert J. Guerra,  Craig A.
         Kleinman and Stephen A. Maguire.  Each member has a membership interest
         of 33.33%.

(2)      Mr. Guerra  indirectly  owns 16,071 shares which are  registered in the
         names  of his  children:  Jessica  L  Guerra,  Justin  R.  Guerra,  and
         Jacqueline S. Guerra.


         (b) After the Merger

         Upon  the  conclusion  of the  December  7,  2001  Merger,  there  were
4,433,788 shares of the Company's common stock outstanding and 582,973 shares of
the  Company's  preferred  B stock,  convertible  into 2 common  shares for each
convertible  share and having full voting rights equal to their converted number
of shares  (1,165,946).  The directors with  Beneficial  Stock Ownership and the
Beneficial Owners of more than 5% of the Company's common stock are as follows:




                                   Part III-4

<PAGE>



----------------- ------------------------- ------------------ -----------------
Title of Class    Name and Address          Number of Shares   Percent of Class
----------------- ------------------------- ------------------ -----------------
Common Stock      Lawrence J. Hoffman (1)          1,268,000             28.60%
                  HFS Venture Fund I LLLP
                  7926 Jones Branch Drive
                  McLean, Virginia 22102
----------------- ------------------------- ------------------ -----------------
Preferred B       Lawrence J. Hoffman (1)
                  HFS Venture Fund I LLLP
                  7926 Jones Branch Drive            582,973            100.00%
                  McLean, Virginia 22102                 (2)
----------------- ------------------------- ------------------ -----------------
Common Stock      Stephen Kann                     1,447,000             32.64%
----------------- ------------------------- ------------------ -----------------
Common Stock      Satellite Investment               303,793              6.85%
                  Group, LLC (3)
----------------- ------------------------- ------------------ -----------------


(1)      Mr. Hoffman, Director, is the Managing Member of the General Partner of
         HFS Venture Fund I LLLP

(2)      The Company's  preferred B stock (582,973 shares) is convertible into 2
         common  shares for each  convertible  share and has full voting  rights
         equal to their  converted  number of shares.  The equivalent  number of
         common shares is 1,165,946.

(3)      Satellite  Investment  Group's  members are Robert J. Guerra,  Craig A.
         Kleinman and Stephen A. Maguire.  Each member has a membership interest
         of 33.33%.


Item 12. CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS

         (a) Prior to the Merger

         In connection  with the purchase of control of the Company by Satellite
Investment  Group, LLC, a limited  liability  company,  whose members are Robert
J.Guerra, Craig A. Kleinman and Stephen A. Maguire, the directors and management
of the  Company,  in June 1998 at a time when the  market  value of the  Accelr8
stock  was   approximately   $8  million  the  Company  entered  into  an  Asset
Rehabilitation  Agreement with Satellite Investment Group, LLC pursuant to which
the Company agreed to pay Satellite  Investment Group, LLC a Rehabilitation  Fee
of  $2,500,000  if it were able to cause the Accelr8  stock  certificates  to be
replaced and to become  freely  saleable by the Company.  In approving the Asset
Rehabilitation  Agreement and the  Rehabilitation  Fee the board of directors of
the company  acknowledged  that the Company had been unable to realize any value
from its ownership of the Accelr8 stock because the stock  certificates had been
lost and the company had no source funding  available to it to obtain reissuance
of the lost certificates on a more favorable basis than that provided for in the
Asset Rehabilitation Agreement. Once Satellite Investment Group LLC obtained the
Asset  Rehabilitation  Agreement,  it purchased 50.96% of the Company stock from
the prior  management  and the board of directors and  management of the company
changed.  Satellite  Investment Group, LLC then paid $137,189 to Seaboard Surety
Company for issuing a bond for the  replacement of the lost  certificates.  This
payment was subsequently reimbursed by the Company. To obtain the required bond,
Satellite  Investment  Group,  LLC also was  required  to provide  an  unlimited
indemnification  to Seaboard Surety Company from a substantial  indemnitor.  The


                                   Part III-5

<PAGE>

fee of the indemnitor  for the indemnity to Seaboard  Surety Company was paid by
Satellite Investment Group, LLC. The Rehabilitation Fee and the cost of the bond
were  added to the cost basis of the  Accelr8  stock.  Thereafter,  replacements
certificates  for the Accelr8 stock were sold between July 1998 and January 1999
at an average price of $7.02 per share for a total  consideration of $3,704,103.
No shares of Acceler8 are currently owned by the Company.

         The Company  paid $45,038 and $64,279 of  professional  fees during the
years ended October 31, 2001 and 2000, respectively to Belaire Business Group, a
partnership  whose partners are Craig A. Kleinman and Robert J. Guerra,  members
of Satellite Investment Group, LLC, and directors and management of the Company.

         (b) After the Merger

         The  Document  Planet   subsidiary  of  the  Company  owes  accounting,
consulting  and  investment  banking fees of $145,000 to HFS  Capital,  LLC. HFS
Capital is owned by Lawrence J. Hoffman, director.


Item 13. EXHIBITS AND REPORTS ON FORM 8-K

(a) Exhibits

         The following financial information is filed as part of this report:

         1)  Financial Statements
         2)  Schedules
         3)  Exhibits.  The  following  exhibits  are  furnished as part of this
             report:

Exhibit No.     Description

   3.1            Articles  of  Incorporation  (filed  as  Exhibit  3.1  to  the
                  Company's  Report on Form 10-K filed on July 24,  2000 for the
                  fiscal year ended  October 31, 1999 (File No.  000-12169)  and
                  incorporated by reference herein).

   3.2            Articles of  Amendment  to the  Articles of  Incorporation  of
                  Solar  Satellite  Communications  dated June 7, 1983 (filed as
                  Exhibit 3.2 to the Company's Report on Form 10-K filed on July
                  24, 2000 for the fiscal year ended  October 31, 1999 (File No.
                  000-12169) and incorporated by reference herein).

   3.3            Articles of  Amendment  to the  Articles of  Incorporation  of
                  Solar Satellite Communications dated September 22, 1983 (filed
                  as Exhibit 3.3 to the  Company's  Report on Form 10-K filed on
                  July 24, 2000 for the fiscal year ended October 31, 1999 (File
                  No. 000-12169) and incorporated by reference herein).

   3.4            Articles of  Amendment  to the  Articles of  Incorporation  of
                  Solar Satellite  Communications dated November 29, 1988 (filed
                  as Exhibit 3.4 to the  Company's  Report on Form 10-K filed on
                  July 24, 2000 for the fiscal year ended October 31, 1999 (File
                  No. 000-12169) and incorporated by reference herein).



                                   Part III-6
<PAGE>


   3.5            Articles of  Amendment  to the  Articles of  Incorporation  of
                  Solar Satellite  Communications  dated January 17, 1989 (filed
                  as Exhibit 3.5 to the  Company's  Report on Form 10-K filed on
                  July 24, 2000 for the fiscal year ended October 31, 1999 (File
                  No. 000-12169) and incorporated by reference herein).

   3.6            Bylaws (filed as Exhibit 3.6 to the  Company's  Report on Form
                  10-K filed on July 24, 2000 for the fiscal year ended  October
                  31, 1999 (File No.  000-12169) and  incorporated  by reference
                  herein).

   3.7            Form of Articles of Amendment to the Articles of Incorporation
                  of Solar Satellite  Communication,  Inc.  adopted November 20,
                  2001, and attached hereto.

   10.1           Stock  Purchase  Agreement  by  and  between  SIG  and  Tamiya
                  Wantanabe dated May 21, 1998 (previously  filed as exhibit (a)
                  on  Company's  current  report on Form 8-K dated July 23, 1998
                  (File No. 000-12169) incorporated herein by reference).

   10.2           Asset Rehabilitation  Agreement dated June 3, 1998 (previously
                  filed as exhibit (b) on Company's  current  report on Form 8-K
                  dated July 23, 1998 (File No. 000-12169)  incorporated  herein
                  by reference).

   10.3           Pledge and  Security  Agreement  dated July 8, 1998  (filed as
                  Exhibit  10.3 to the  Company's  Report on Form 10-K  filed on
                  July 24, 2000 for the fiscal year ended October 31, 1999 (File
                  No. 000-12169) and incorporated by reference herein).

   10.4           Indemnity and Restriction  Agreement dated July 8, 1998 (filed
                  as Exhibit 10.4 to the Company's  Report on Form 10-K filed on
                  July 24, 2000 for the fiscal year ended October 31, 1999 (File
                  No. 000-12169) and incorporated by reference herein).

   10.5           Recission  and  Reimbursement  Agreement  dated April 20, 2000
                  filed as  Exhibit  10.5 to the  Company's  Report on Form 10-K
                  filed on July 24, 2000 for the fiscal  year ended  October 31,
                  1999  File  No.   000-12169)  and  incorporated  by  reference
                  herein).

   10.6           Agreement  and Plan of Merger  dated  December  7, 2001 by and
                  among the  Registrant,  the Merger Sub, and  Document  Planet,
                  Inc.  (filed as Exhibit 99.1 to the  Company's  report on Form
                  8-K on December 26, 2001 (File No. 000-12169) and incorporated
                  by reference herein).


                                   Part III-7

<PAGE>



         (b) Reports on Form 8-K

         An Agreement and Plan of Merger dated December 7, 2001 by and among the
Registrant,  the Merger Sub, and Document Planet, Inc. (filed as Exhibit 99.1 to
the Company's  report on form 8-K on December 26, 2001 (File No.  000-12169) and
incorporated by reference herein).














                                   Part III-8

<PAGE>



                          INDEX TO FINANCIAL STATEMENTS



                                                            Page
                                                            ----

Independent Auditors' Report                                 F-2

Financial Statements:

         Balance Sheet                                       F-3

         Statements of Operations                            F-4

         Statement of Changes in Stockholders' Equity        F-5

         Statements of Cash Flows                            F-6

Notes to Financial Statements                                F-7




















                                      F-1

<PAGE>




                                 AJ. ROBBINS, PC
                  CERTIFIED PUBLIC ACCOUNTANTS AND CONSULTANTS
                              3033 EAST 1ST AVENUE
                                    SUITE 201
                             DENVER, COLORADO 80206



                          INDEPENDENT AUDITORS' REPORT

To the Board of Directors and Stockholders
Solar Satellite Communication, Inc.
Englewood, Colorado


We have audited the accompanying balance sheet of Solar Satellite Communication,
Inc.  (a  Development  Stage  Company)  as of October  31,  2001 and the related
statements of  operations,  stockholders'  equity and cash flows for each of the
two years in the two year  period  then ended and for the period  from August 1,
2001 (inception of the development  stage) to October 31, 2001.  These financial
statements   are  the   responsibility   of  the   Company's   management.   Our
responsibility  is to express an opinion on these financial  statements based on
our audits.

We conducted our audits in accordance with generally accepted auditing
Standards in the United States of America.  Those standards require that we plan
and  perform  the  audits to  obtain  reasonable  assurance  about  whether  the
financial  statements  are free of  material  misstatements.  An audit  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.  We believe that our
audits provide a reasonable basis for our opinion.

In our opinion,  the financial  statements  referred to above present fairly, in
all material respects, the financial position of Solar Satellite  Communication,
Inc. as of October 31, 2000 and the results of its operations and its cash flows
for each of the two years in the two year  period  then ended and for the period
from August 1, 21001 (inception of the development stage) to October 31, 2001 in
conformity with generally accepted accounting principles in the United States of
America.


                                       /s/ AJ. ROBBINS, PC
                                       -------------------
                                       AJ. ROBBINS, PC
                                       CERTIFIED PUBLIC ACCOUNTANTS
                                       AND CONSULTANTS


Denver, Colorado
December 6, 2001

                                      F-2

<PAGE>



                       SOLAR SATELLITE COMMUNICATION, INC.
                          (A Development Stage Company)
                                 BALANCE SHEETS
                                OCTOBER 31, 2001
                                ================



                                     ASSETS
                                     ------
CURRENT ASSETS:
      Cash and cash equivalents                                       $ 850,411
                                                                      =========

                      LIABILITIES AND STOCKHOLDERS' EQUITY
                      ------------------------------------
CURRENT LIABILITIES:
      Accounts payable                                                  $13,923

COMMITMENTS AND CONTINGENCIES

STOCKHOLDERS' EQUITY:
      Preferred stock, $.001 par value, 1,000,000                             -
      shares authorized, none issued or outstanding
      Common stock, $.001 par value, 100,000,000                          1,073
      shares authorized; 1,072,636 shares issued and
      outstanding
      Additional paid-in-capital                                      2,782,419
      Accumulated (deficit)                                          (1,919,988)
      (Deficit) accumulated during the development stage                (27,016)
                                                                      ---------
                            Total Stockholders' Equity                  836,488
                                                                      ---------

                                                                      $ 850,411
                                                                      =========







                 SEE ACCOMPANYING NOTES TO FINANCIAL STATEMENTS












                                      F-3

<PAGE>


<TABLE>

<CAPTION>


                       SOLAR SATELLITE COMMUNICATION, INC.
                          (A Development Stage Company)
                            STATEMENTS OF OPERATIONS
                            ========================





                                                                        For the Period from
                                                                          August 1, 2001
                                                                         (Inception of the
                                            Years Ended October 31,       Development Stage)
                                              2001            2000      to October 31, 2001
                                              ----            ----      -------------------
<S>                                        <C>              <C>         <C>

REVENUES:
        Interest income                    $ 33,562         $ 39,434         $  5,129
        Interest income,
        directors                                 -            5,924                -
                                           --------        ---------         --------
                Total Revenues                3,562           45,358            5,129
                                           --------        ---------         --------
COSTS AND EXPENSES:
        General and
        administrative                       80,230          114,872           32,145
                                           --------        ---------         --------

NET (LOSS)                                 $(46,668)       $ (69,514)        $(27,016)
                                           ========        =========         ========

NET (LOSS) PER COMMON SHARE
BASIC AND DILUTED                          $   (.04)       $    (.06)
                                           ========        =========


WEIGHTED AVERAGE NUMBER OF
COMMON SHARES OUTSTANDING                  1,072,636       1,072,636
                                           =========       =========


</TABLE>





                 SEE ACCOMPANYING NOTES TO FINANCIAL STATEMENTS









                                      F-4

<PAGE>

<TABLE>

<CAPTION>

                       SOLAR SATELLITE COMMUNICATION, INC.
                          (A Development Stage Company)
                       STATEMENTS OF STOCKHOLDERS' EQUITY
                  FOR THE YEARS ENDED OCTOBER 31, 2001 AND 2002
                  =============================================





                                       Common Stock                  Additional
                                 ---------------------------------     Paid-In         Accumulated
                                     Shares         Amount             Capital           Deficit        Total
                                 -------------     ---------------  ---------------   -------------   ---------
<S>                              <C>               <C>              <C>               <C>             <C>

Balances at October 31, 2000        1,072,636              $ 1,073       $2,782,419   $ (1,900,336)   $ 883,156

Net (loss) for the year ended
October 31, 2001                            -                    -                -        (46,668)    (46,668)
                                 -------------     ---------------  ---------------   -------------   ---------

Balances at October 31, 2001        1,072,636              $ 1,073       $2,782,419   $ (1,947,004)   $ 836,488
                                 =============     ===============  ===============   =============   =========


</TABLE>









                 SEE ACCOMPANYING NOTES TO FINANCIAL STATEMENTS











                                      F-5

<PAGE>

<TABLE>

<CAPTION>


                       SOLAR SATELLITE COMMUNICATION, INC.
                          (A Development Stage Company)
                             STATEMENT OF CASH FLOWS
                             =======================


                                                                Years Ended October 31,
                                                               -----------------------
                                                                   2001        2000
                                                               ---------    ---------
<S>                                                            <C>          <C>

CASH FLOWS (TO) FROM OPERATING ACTIVITIES:
    Net (loss)                                                 $ (46,668)   $ (69,514)
    Adjustments to reconcile net (loss) to
    net cash provided by (used in) operating
    activities:
      Decrease in amount due from directors                         --        292,166
      Decrease in accrued interest
            receivable, directors                                   --            360
      Increase in accounts payable                                 7,388        6,536
                                                               ---------    ---------
                   Net Cash Provided by (Used in)
                   Operating Activities                          (39,280)     229,548
                                                               ---------    ---------

CASH FLOWS FROM INVESTING ACTIVITIES                                --           --
                                                               ---------    ---------

CASH FLOWS FROM FINANCING ACTIVITIES                                --           --
                                                               ---------    ---------

NET INCREASE (DECREASE) IN CASH AND CASH
EQUIVALENTS                                                      (39,280)     229,548

CASH AND CASH EQUIVALENTS, beginning of
period                                                           889,691      660,143
                                                               ---------    ---------

 AND CASH EQUIVALENTS, end of period                           $ 850,411    $ 889,691
                                                               =========    =========


</TABLE>







                 SEE ACCOMPANYING NOTES TO FINANCIAL STATEMENTS













                                      F-6

<PAGE>



                       SOLAR SATELLITE COMMUNICATION, INC.
                          NOTES TO FINANCIAL STATEMENTS
                          =============================


NOTE 1 - ORGANIZATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

Nature of Business
-------------------
Solar Satellite Communication,  Inc. (the Company) (a development stage company)
was  organized  under the laws of the State of  Colorado  on April 6, 1983.  The
fiscal  year end is October  31.  Other than the  acquisition  of a  significant
investment  in  Accelr8  Technology   Corporation  (Accelr8)  in  1988  and  the
liquidation of that investment  which began in 1991 and was completed in January
1999 the Company has not had any significant  operating  activities  since 1989.
Beginning  August 1,  2001,  the  Company  adopted a program  to begin  actively
pursuing   business   opportunities   including   seeking   merger   candidates.
Accordingly,  as of August 1,  2001,  the  Company  is  considered  to be in the
development stage as defined in Financial  Accounting  Standards Board Statement
No. 7.

Cash and Cash equivalents
--------------------------
For purposes of the  statement of cash flows,  the Company  considers all highly
liquid  investments  with a maturity at the date of purchase of three  months or
less as cash equivalents.

Income Taxes
-------------
Deferred  income  taxes are recorded to reflect the tax  consequences  in future
years  of  temporary  differences  between  the  tax  basis  of the  assets  and
liabilities and their financial  statement  amounts at the end of each reporting
period.  Valuation  allowances are established when necessary to reduce deferred
tax assets to the amount expected to be realized.  Income tax expense is the tax
payable for the current  period and the change during the period in deferred tax
assets and iabilities.  Deferred tax assets and liabilities  have been netted to
reflect the tax impact of temporary differences.

Concentrations of Risk
-----------------------
The Company  maintains all cash in deposit  accounts,  which at times may exceed
federally  insured  limits.  The  Company  has  not  experienced  a loss in such
accounts.

Earnings (Loss) Per Share
--------------------------
The Company has adopted the  provisions  of Statement  of  Financial  Accounting
Standards  No.  128,  Earnings  Per Share  ("SFAS  128").  Under  the  standards
established  by SFAS 128,  earnings  per share is measured at two levels:  basic
earnings per share and diluted  earnings per share.  Basic earnings per share is
computed by dividing net income by the weighted  average number of common shares
outstanding  during the year. Diluted earnings per share is computed by dividing
net income by the weighted average number of common shares after considering the
additional dilution related to preferred stock, options and warrants. During the
years  ended  October 31, 2001 and 2000,  there was no dilution  from  preferred
stock,  options or warrants  outstanding to be considered in calculating diluted
earnings per share.

                                      F-7

<PAGE>

                       SOLAR SATELLITE COMMUNICATION, INC.
                          NOTES TO FINANCIAL STATEMENTS
                          =============================

Fair Value of Financial Instruments
------------------------------------
The carrying value of cash and cash equivalents and accrued expenses approximate
fair value because of the short maturity of these items.

Use of Estimates
-----------------
The preparation of financial  statements in conformity  with generally  accepted
accounting principles requires management to make estimates and assumptions that
affect the  reported  amounts  of assets  and  liabilities  and  disclosures  of
contingent  assets and  liabilities at the date of the financial  statements and
the  reported  amounts of revenues  and expenses  during the  reporting  period.
Actual results could differ from those estimates.

NOTE 2 - REVERSE STOCK SPLIT

On August 30, 2001, the Company's Board of Directors  authorized a one for seven
reverse stock split of the Company's outstanding common stock and an increase in
the number of  authorized  shares of common  stock to  100,000,000  shares.  All
references in the financial statements and notes to the number of shares and per
share amounts have been restated to reflect the stock split.

NOTE 3 - STOCK OPTION PLAN

Effective June 22,2001,  the Company's Board of Directors adopted the 2001 Stock
Option Plan (the Plan) which  provides for the granting of  non-statutory  stock
options   (NSO)  to  officers,   directors,   employees  and   consultants   and
tax-qualified incentive stock options (ISO) to employees.  The Plan was approved
by the shareholders on August 30, 2001.

The  aggregate  number of  shares  that may be  granted  under the Plan upon the
exercise of an NSO or ISO is 400,000. The Plan is in effect until June 22, 2011.
The options are exercisable to purchase stock for a period of ten years from the
date of grant.

Each ISO  granted  under the Plan may not have an  exercise  price less than the
market price of the Company's  common stock on the date of grant.  ISO's granted
to significant  stockholders  shall have an exercise price of not less than 110%
of the fair market value of the stock on the date of the grant.

As of October 31, 2001, no grants had been made pursuant to the Plan.








                                      F-8

<PAGE>

                       SOLAR SATELLITE COMMUNICATION, INC.
                          NOTES TO FINANCIAL STATEMENTS
                          =============================


NOTE 4 - INCOME TAXES

The components of deferred tax assets and (liabilities) are as follows:

                                                      2001              2000
                                                  ------------     -------------
Total deferred tax asset - Net                     $ 108,000          $ 90,000
operating loss carryover
Less valuation allowance                            (108,000)          (90,000)
                                                  ------------     -------------
Total deferred tax (liabilities)                         --               --
                                                  ------------     -------------
Net deferred tax asset (liability)                 $     --         $     --
                                                  ============     =============

The components of deferred income tax expense (benefit) are as follows:

                                                      2001              2000
                                                  -----------      -------------
Net operating loss carryover                       $ (17,000)       $ (183,000)
Valuation allowance                                   17,000           183,000
                                                  -----------      -------------
                                                   $    --          $     --
                                                  ===========      =============


Following is a reconciliation of the amount of income tax expense (benefit) that
would result from  applying the  statutory  income tax rates to pre-tax loss and
the actual amount of income tax expense (benefit):
                                                      2001              2000
                                                  -----------      -------------
Tax (benefit) at federal statutory rates           $ (16,000)       $(24,000)
Change in valuation allowance                         16,000          24,000
                                                  -----------      -------------

                                                   $    --          $   --
                                                  ===========      =============


The Company has a net operating  loss carry forward of  approximately  $289,000,
which will expire  beginning in 2002 through 2021. Use of the net operating loss
may be limited in the event of a change in ownership (see Note 6).


NOTE 5 - RELATED PARTY TRANSACTIONS

The Company paid $45,038 and $64,259 of professional fees during the years ended
October 31, 2001 and 2000, respectively to Belaire Business Group, a partnership
whose partners are directors and management of the Company as well as members of
Satellite Investment Group, LLC (SIG), a 51% shareholder of the Company.







                                      F-9

<PAGE>

                      SOLAR SATELLITE COMMUNICATION, INC.
                          NOTES TO FINANCIAL STATEMENTS
                          =============================


NOTE 6 - SUBSEQUENT EVENTS

In December  2001,  the Company  entered into a merger  agreement  with Document
Planet, Inc. (DPI), a print marketing and management company. Under the terms of
the agreement,  in exchange for all of the outstanding stock of DPI, the Company
will issue 3,603,788 shares of its common stock and 582,973 shares of its Series
B preferred  stock to the  shareholders  of DPI.  As a condition  of closing the
agreement,  DPI will  purchase an  additional  242,636  shares of the  Company's
common stock from Satellite  Investment Group, LLC, the controlling  shareholder
of the Company for $420,000 out of the Company's cash.

In addition, 200,000 shares of the Company's common stock will be held in escrow
for no more than two years.  The release of the  escrowed  shares in  contingent
upon  official  notice of issuance  for  quotation on Nasdaq or the OTC Bulletin
Board and having  raised  $1,500,000  in  additional  capital by sale of Company
common stock or otherwise.

The merger is anticipated to close by January 31, 2002.














                                      F-10

<PAGE>





                                   SIGNATURES

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

                                           Solar Satellite Communication, Inc.




Date: January 29, 2001                     By:  /s/  Andrew S. Prince
     -----------------                     --------------------------
                                                    Andrew S. Prince
                                                    President

     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 date indicated.


By:  /s/  Andrew S. Prince                   Date:  January 29, 2001
-----------------------------------
Andrew S. Prince
President, Chief Executive Officer
and Director


By:  /s/  Linda A. Broenniman                Date:  January 29, 2001
-----------------------------------
Linda A. Broenniman
Chief Financial Officer, Treasurer
And Director


By: /s/  Lawrence J. Hoffman                 Date:  January 29, 2001
-----------------------------------
Lawrence J. Hoffman
Director


By: /s/  Vince Mallardi                      Date:  January 29, 2001
-----------------------------------
Vince Mallardi
Director


By: /s/  Edward G. Broenniman                Date:  January 29, 2001
-----------------------------------
Edward G. Broenniman
Director