SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C.  20549

                                   THIRD AMENDED
                                   FORM 10-QSB/A

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

                 FOR THE QUARTERLY PERIOD ENDED OCTOBER 31, 2001

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

           For the transition period from _______________ to _______________.


                         COMMISSION FILE NUMBER O-24512


                               ANZA CAPITAL, INC.
             (Exact name of registrant as specified in its charter)

                           NEVADA                    88-1273503
              (State or other jurisdiction of     (I.R.S. Employer
             incorporation or organization)      Identification No.)

                  3200 BRISTOL STREET, SUITE 700
                          COSTA MESA, CA                    92626
             (Address of principal executive offices)     (Zip Code)


      REGISTRANT'S TELEPHONE NUMBER, INCLUDING AREA CODE    (714) 866-2100


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

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

     Check whether the registrant filed all documents and reports required to be
filed  by  Section 12, 13 or 15(d) of the Exchange Act after the distribution of
securities  under  a  plan  confirmed  by  a  court.
Yes     No.

                      APPLICABLE ONLY TO CORPORATE ISSUERS

     State  the  number of shares outstanding of each of the issuer's classes of
common  equity,  as  of  the  latest practicable date.  As of December 14, 2001,
there  were  38,376,547  shares  of  common  stock  issued  and  outstanding.

                  TRANSITIONAL SMALL BUSINESS DISCLOSURE FORMAT
                                  (check one):

                             Yes _____     No __X__

                               ANZA CAPITAL, INC.


                                        1
<PAGE>

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


                                     PART I

Item  1          Financial  Statements

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

                                     PART II

Item  1          Legal  Proceedings

Item  2          Changes  in  Securities  and  Use  of  Proceeds

Item  3          Defaults  Upon  Senior  Securities

Item  4          Submission  of  Matters  to  a  Vote  of  Security  Holders

Item  5          Other  Information

Item  6          Exhibits  and  Reports  on  Form  8-K


                                        2
<PAGE>
                                     PART I

EXPLANATORY  NOTE

     In  response  to  comments  from  the United States Securities and Exchange
Commission,  Anza  Capital,  Inc.  has  restated its Quarterly Statement on Form
10-QSB.  This Quarterly Statement is for the quarter ended October 31, 2001, was
originally  filed  with  the Commission on December 17, 2001, and was amended on
February  27, 2002 and again on March 5, 2002. Effective on January 2, 2002, the
Company  changed  its name from e-Net Financial.com Corporation to Anza Capital,
Inc.  References throughout this Quarterly Statement are accurate as of the date
originally filed, and other than on the front page, references to the Company as
e-Net  Financial.com  Corporation  have  been  left  as  originally drafted. The
Company  has  not  undertaken to update all of the information in this Quarterly
Report,  but  instead  has updated only those areas requested by the Commission.
Please read all of the Company's filings with the Commission in conjunction with
this  Quarterly  Report.

     This  Quarterly  Report  includes  forward-looking  statements  within  the
meaning  of  the  Securities  Exchange  Act  of 1934 (the "Exchange Act"). These
statements are based on management's beliefs and assumptions, and on information
currently  available  to  management.  Forward-looking  statements  include  the
information  concerning  possible or assumed future results of operations of the
Company  set  forth  under  the heading "Management's Discussion and Analysis of
Financial  Condition  or  Plan  of  Operation."  Forward-looking statements also
include  statements  in  which  words  such as "expect," "anticipate," "intend,"
"plan,"  "believe,"  "estimate,"  "consider"  or  similar  expressions are used.

     Forward-looking  statements  are not guarantees of future performance. They
involve  risks,  uncertainties and assumptions. The Company's future results and
shareholder  values  may  differ  materially  from  those  expressed  in  these
forward-looking  statements.  Readers are cautioned not to put undue reliance on
any  forward-looking  statements.

ITEM  1     FINANCIAL  STATEMENTS



                                        3
<PAGE>
                E-NET FINANCIAL.COM CORPORATION AND SUBSIDIARIES
                           CONSOLIDATED BALANCE SHEET

<TABLE>
<CAPTION>


<S>                                                                  <C>
                                                                     October 31, 2001
                                                                     ------------------
ASSETS
Current assets:
 Cash and cash equivalents. . . . . . . . . . . . . . . . . . . . .  $         587,306
 Accounts receivable, net of allowance for doubtful
accounts of $74,123 . . . . . . . . . . . . . . . . . . . . . . . .            602,810
 Loans held for sale. . . . . . . . . . . . . . . . . . . . . . . .            439,924
 Advances to employees. . . . . . . . . . . . . . . . . . . . . . .            185,000
 Prepaid and other current assets . . . . . . . . . . . . . . . . .             95,999
                                                                     ------------------
Total current assets. . . . . . . . . . . . . . . . . . . . . . . .          1,911,039

 Property and equipment, net of accumulated depreciation of $83,386            104,151
 Goodwill, net of accumulated amortization
          and impairments of $1,385,049 . . . . . . . . . . . . . .            425,247
 Other assets . . . . . . . . . . . . . . . . . . . . . . . . . . .             10,807
                                                                     ------------------
                                                                     $       2,451,244
                                                                     ==================
LIABILITIES AND STOCKHOLDERS' DEFICIT

Current liabilities:
 Accounts payable . . . . . . . . . . . . . . . . . . . . . . . . .  $         449,539
 Warehouse line of credit . . . . . . . . . . . . . . . . . . . . .            441,308
 Accrued liabilities. . . . . . . . . . . . . . . . . . . . . . . .            149,720
 Commissions payable. . . . . . . . . . . . . . . . . . . . . . . .            730,090
 Short term notes payable . . . . . . . . . . . . . . . . . . . . .            177,118
                                                                     ------------------
Total current liabilities . . . . . . . . . . . . . . . . . . . . .          1,947,775

Convertible notes payable to related parties. . . . . . . . . . . .            541,211
Interest payable on notes to related parties. . . . . . . . . . . .             24,095
Other liabilities . . . . . . . . . . . . . . . . . . . . . . . . .              1,088
                                                                     ------------------
Total liabilities . . . . . . . . . . . . . . . . . . . . . . . . .          2,514,169
                                                                     ------------------

Stockholders' deficit:
 Class C convertible preferred stock, no par value;
liquidation value of $100.00 per share;
17,984 shares issued and outstanding. . . . . . . . . . . . . . . .          1,798,400
 Common stock, $0.001 par value; 100,000,000 shares
authorized; _38,326,547 issued and  outstanding . . . . . . . . . .             38,327
 Additional paid-in capital . . . . . . . . . . . . . . . . . . . .         12,409,123
 Accumulated deficit. . . . . . . . . . . . . . . . . . . . . . . .       ( 14,252,775)
 Deferred stock compensation. . . . . . . . . . . . . . . . . . . .            (56,000)
                                                                     ------------------
Total stockholders' deficit . . . . . . . . . . . . . . . . . . . .           ( 62,925)
                                                                     ------------------
                                                                     $       2,451,244
                                                                     ==================
</TABLE>

                                        4
<PAGE>


                         E-NET FINANCIAL.COM CORPORATION
                                AND SUBSIDIARIES
                      CONSOLIDATED STATEMENTS OF OPERATIONS


<TABLE>
<CAPTION>


<S>                                                           <C>


<S>  <C>     <C>  <C>      <C>         <C>            <C>        <C>           <C>      <C>            <C>            <C>




                                                  Three months        Three months          Six months           Six months
                                                    ended               ended                ended                 ended
                                                  October 31,         October 31,          October 31,           October 31,
                                                     2001                2000                 2001                  2000
                                                -------------        ------------         -------------         -----------
REVENUES
   Broker commissions                           $  5,798,285         $ 2,575,247         $ 10,985,952           $ 4,844,837
   Other                                             174,919              41,733              340,315               138,105
                                                  ----------           ----------          -----------            ----------
                                                   5,973,204           2,616,980           11,326,267             4,982,942
                                                  ----------           ----------          -----------            ----------

Cost and expenses
   Commissions                                     3,143,056           1,662,345            5,995,586             3,363,951
                                                  ----------            ---------            ---------            ----------
   Gross profit                                    2,830,148             954,635            5,330,681             1,618,991
                                                  ----------            ---------            ---------            ----------

General and administrative                         2,800,614           1,139,152            5,054,615             2,564,288
Consulting fees                                      137,200                   -              547,995                     -
Non-recurring loss on settlements                    221,000                   -              282,494                     -
                                                  ----------            --------             ---------             ---------
   Total costs and expenses                        3,158,814           1,139,152            5,885,104             2,564,288

   Operating income (loss)                          (328,666)           (184,517)            (554,423)             (945,297)

Goodwill                                                   -            (144,186)                   -              (288,372)

Interest expense                                     (79,720)            (61,406)            (122,355)             (108,748)
Other income (expense), net                           17,343              14,620               23,212                88,375
                                                 -----------           ---------            ---------            ----------

   Net loss before extraordinary item                                   (375,489)            (653,566)           (1,254,042)

   Extraordinary item, gain on settlement or debt     56,185                   -               56,185                     -

   Net income (loss)                             $  (334,858)          $ (375,489)         $ (597,381)         $ (1,254,042)
                                                 ===========           ==========           =========            ===========

Basic and diluted net loss per share of
common stock, before extraordinary item          $     (0.01)          $    (0.02)         $    (0.02)         $      (0.06)
Extraordinary item                                      -                    -                   -                     -
Basic and diluted net loss per share
of common stock                                        (0.01)               (0.02)              (0.02)                (0.06)

Weighted average common shares outstanding        37,774,349           21,821,568          32,901,648            21,614,969
                                                 ===========           ===========         ==========            ===========
</TABLE>

                                        5
<PAGE>

                 E-NET FINANCIAL.COM CORPORATION AND SUBSIDIARIES
                      CONSOLIDATED STATEMENTS OF CASH FLOWS

<TABLE>
<CAPTION>


<S>                                                                           <C>             <C>

                                                                              Six Months      Six Months
                                                                              Ended           Ended
                                                                              Oct 31, 2001    Oct 31, 2000
                                                                              --------------  --------------
Cash flows from operating activities:
 Net loss. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .  $   ( 597,381)  $  (1,254,042)
 Adjustments to reconcile net loss to net cash used in operating activities:
 Depreciation and amortization . . . . . . . . . . . . . . . . . . . . . . .          5,001         374,751
 Non-recurring loss on settlements . . . . . . . . . . . . . . . . . . . . .        282,494               -
   Extraordinary gain from settlement of capital leases. . . . . . . . . . .        (56,185)              -
 Stock compensation to consultants . . . . . . . . . . . . . . . . . . . . .        405,173         386,728
 Amortization of discounts on loans. . . . . . . . . . . . . . . . . . . . .         59,261               -
 Amortization of deferred stock compensation . . . . . . . . . . . . . . . .        131,133         156,800
 Changes in operating assets and liabilities:
   Increase in accounts receivable, net. . . . . . . . . . . . . . . . . . .       (138,687)       (115,303)
   Increase in loans held for sale . . . . . . . . . . . . . . . . . . . . .       ( 82,575)              -
   Increase in other current assets. . . . . . . . . . . . . . . . . . . . .        (10,895)        (89,441)
   Increase in due from employees. . . . . . . . . . . . . . . . . . . . . .       (119,750)              -
   Decrease in accounts payable. . . . . . . . . . . . . . . . . . . . . . .        (85,753)        (64,044)
   Increase in commissions payable . . . . . . . . . . . . . . . . . . . . .        469,777           9,161
   (Decrease) increase in accrued liabilities. . . . . . . . . . . . . . . .        (56,301)        235,764
   Increase in other liabilities . . . . . . . . . . . . . . . . . . . . . .         18,610          11,422
                                                                                 --------------  --------------

 Net cash provided by (used in) operating activities . . . . . . . . . . . .        223,922        (348,204)
                                                                              --------------  --------------

Cash flows from investing activities:
 Decrease in other assets. . . . . . . . . . . . . . . . . . . . . . . . . .              -          39,000
 Acquisitions of property and equipment. . . . . . . . . . . . . . . . . . .        (19,167)        (11,991)
                                                                                          -               -
                                                                              --------------  --------------

 Net cash provided by (used in) investing activities . . . . . . . . . . . .        (19,167)         27,009
                                                                              --------------  --------------

Cash flows from financing activities:
 (Payments on) Proceeds from notes payable to related parties, net . . . . .              -      (1,236,536)
 Proceeds from issuance of bridge loan . . . . . . . . . . . . . . . . . . .        225,000               -
   Payments on capital lease obligations . . . . . . . . . . . . . . . . . .        (35,800)              -
 Advances from warehouse line of credit. . . . . . . . . . . . . . . . . . .        100,466               -
 Proceeds from private placement . . . . . . . . . . . . . . . . . . . . . .              -       1,699,973
                                                                              --------------  --------------

 Net cash provided by financing activities . . . . . . . . . . . . . . . . .        289,666         463,437
                                                                              --------------  --------------

Net increase in cash . . . . . . . . . . . . . . . . . . . . . . . . . . . .        494,421         142,242
Cash at beginning of period. . . . . . . . . . . . . . . . . . . . . . . . .         92,886         285,583
                                                                              --------------  --------------

Cash at end of period. . . . . . . . . . . . . . . . . . . . . . . . . . . .  $     587,307   $     427,825
                                                                              ==============  ==============

</TABLE>

                                        6
<PAGE>

                       E-NET  FINANCIAL.COM  CORPORATION  AND  SUBSIDIARIES
                        CONSOLIDATED  STATEMENTS  OF  CASH  FLOWS  (CON'T)

<TABLE>
<CAPTION>


<S>                                                                           <C>            <C>

Non - cash financing activities:

 Debt reduction through the issuance of common stock . . . . . . . . . . . . .$           -   $     801,675
                                                                              ==============  ==============

    Warrants issued for bridge-loan issue costs. . . . . . . . . . . . . . . .            -   $     321,428
                                                                              ==============  ==============

 Conversion of C-Preferred to common stock . . . . . . . . . . . . . . . . . .            -   $     515,925
                                                                              ==============  ==============

Supplemental cash flow information:

Cash paid for interest and income taxes was not significant during the periods presented
</TABLE>

                                        7
<PAGE>

                      NOTES TO INTERIM FINANCIAL STATEMENTS

The  Company  restated  its  consolidated  statement of operations for the three
months  ended  October  31, 2001, for the correction of certain errors resulting
from  errors  in  the  financial  statements.  The  effects  of  the  Company's
restatement  on  their  results  of  operations  for  2002  are  as  follows:

<TABLE>
<CAPTION>
<S>                                                       <C>                 <C>
                                                             Net  Loss          Net  Loss
                                                                               Per  Share
                                                           ------------       -----------
Net loss, as previously reported                           $  (142,893)       $        -

Adjustments reduce net loss (increase net loss):

    Decrease in interest expense relating to
       amortization of the Laguna warrants                      71,844                 -
    Non-recurring loss on settlement  due
       additional shares granted to investment banker         (221,000)            (0.01)
    Interest expense from amortization of the beneficial
       conversion feature on AMRES Holding note payable         (9,584)                -
    Accrued general and administrative expenses                (25,000)                -
                                                              ---------          ---------
Net  Loss  as  restated                                    $  (334,858)       $    (0.01)
                                                           ============          =========

</TABLE>

Warrants  issued  with  Bridge  Loan

The  Company  had  incorrectly  valued  the  warrants granted in connection with
Laguna  financing  using the fair value method amounting to $321,429 rather then
the  relative  fair  value  method  amounting  to  $132,345.  The  difference in
interest  expense  from  amortization  of  the  warrants using the two different
methods  totaled  $71,844  during  the  three  months  ended  October  31, 2001.

Beneficial  conversion  feature

During  the  three  months  ended  July  31,  2001,  the Company had incorrectly
expensed  the  entire  value  of  the beneficial conversion feature of the AMRES
Holding note payable of $60,681, to non-recurring loss on settlement rather then
amortize the value of the beneficial conversion feature over the maturity of the
note  to  interest expense.  During the three months ended October 31, 2001, the
Company  reported  an  additional  $9,584  of  interest  expense  from correctly
amortizing  the  value of the beneficial conversion feature over the maturity of
the  note  payable.

Non-recurring  loss  on  settlement

During  the three months ended, the Company issued common stock to an investment
banker  as  a  final settlement of a dispute arising from former officers of the
Company  in  fiscal  2000.  The  Company  did  not value these shares since they
believed  that  the  value of the services in excess of $330,000 was reported in
2001.  Upon  further review, management determine it was appropriate to record a
charge  to  operations  totaling  $221,000.  See  note 8 for further discussion.

                                        8
<PAGE>

Accrued  general  and  administrative

The  Company  became  aware  of certain general and administrative expenses that
relate  to  the three months ended October 31, 2001, and accordingly, management
accrued  a  liability for such expenses in the restated financial statements for
the  three  months  ended  October  31,  2001.

NOTE  1.   UNAUDITED  INTERIM  FINANCIAL  STATEMENTS

The  interim financial data as of October 31, 2001, for the three and six months
ended  October  31,  2001  and  2000  are  unaudited; however, in the opinion of
management,  the  interim  data  includes  all adjustments, consisting of normal
recurring  adjustments,  necessary  to present fairly the Company's consolidated
financial  position  as of October 31, 2001, and the results of their operations
and  their  cash  flows  for the three and six months ended October 31, 2001 and
2000.  The  results  of  operations  are  not  necessarily  indicative  of  the
operations,  which  may result for the year ending April 30, 2002.  Also, in the
opinion  of  management,  all  disclosures  required  on Form 10-QSB, were fully
furnished with exception of the per segment information required by Statement of
Financial  Accounting  Standards No. 131 (SFAS 131), "Disclosures about Segments
of  an  Enterprise  and  Related Information" issued by the Financial Accounting
Standards  Board  (FASB.)  Management  omitted  this  information  since  this
information  was  not  readily  available  and  due  to the lack of resources to
compile  this  information.  However, management determined that the omission of
this  information  is insignificant to the overall presentation of the Company's
financial  position  and  will  provide  this  information  only  in  the annual
financial  report  in  the  Company's  Form  10-KSB.

NOTE  2.  EARNINGS PER SHARE

Anti-dilutive  securities  which are not included in the calculation of dilutive
EPS  for the three and six months ended October 31, 2001 which could be dilutive
in  future  periods,  include  the  C  preferred  convertible into approximately
24,977,778  shares  of  common  stock,  respectively.

NOTE  3.  GLOBAL  SETTLEMENT

As  part  of the acquisition of AMRES, e-Net was obligated to file and prosecute
until  completion  a  registration  statement  with  the Securities and Exchange
Commission for the purpose of registering 7,500,000 shares of e-Net common stock
issued  to  EMB.  Additionally, e-Net was obligated to pay the sum of $4,000,000
under  the  terms  of  a  promissory  note  issued  to  EMB.

In an unrelated transaction, Williams de Broe loaned the sum of $700,000 to EMB,
which remained unpaid at the time of the Global Settlement. In connection with a
revision of the agreement between EMB and Williams de Broe, the then-chairman of
e-Net executed a document on behalf of e-Net in favor of Williams de Broe, which
Williams  de  Broe  believed  acted  as  a  guarantee of EMB's obligation. e-Net
disputed  this  assertion.

In  order  to settle the outstanding disputes among all the parties, on June 26,
2001,  e-Net  entered  into  a  settlement agreement with EMB Corporation, AMRES
Holding  LLC,  Vincent Rinehart, and Williams de Broe (the "Global Settlement").
As  part  of  the  Global  Settlement:

     (i)  e-Net  issued  to  EMB  1,500,000 shares of restricted common stock as
consideration  for  EMB's waiver of its registration rights for 7,500,000 shares
of  e-Net common stock already held by EMB.  The shares were valued at $0.14 per
share  based  on  a  10%  discount  from  the  closing  price on the date of the
agreement.  The Company will record a settlement expense of $229,500 with regard
to this issuance.  e-Net issued to EMB a promissory note in the principal amount
of  $103,404,  which  represents  the reduced amount due to EMB by e-Net under a
promissory  note  previously  issued  in  connection with the AMRES acquisition,
after  giving  effect to a principal reduction offset for amounts owed by EMB to
Wdb,  but which were satisfied by e-Net (see below).  The note bears interest at
the  rate  of  10%  per  annum  and  is  convertible into common stock of e-Net.

                                        9
<PAGE>

     (ii)  e-Net  issued  to  Williams  de  Broe  ("WdB")  3,000,000  shares  of
restricted common stock valued at $459,000 as consideration for WdB's release of
all  claims  against  e-Net  arising  under  the  purported  guarantee  of EMB's
obligation  to  WdB by e-Net.  The parties agreed that the amount be credited as
additional  consideration  to  apply  to  the EMB notes payable.

     iii)  EMB  acknowledges  its  obligations  to  pay  all  outstanding leases
covering  equipment  and/or  furniture  now  in  the  possession  of  e-Net  as
contemplated  by  the  agreement.

     iv)  EMB  assigns  its rights of a portion of e-Net's note payable totaling
$485,446  to  AMRES  Holdings  LLC,  owned  by  Vincent Rinehart. The note bears
interest  at 10% per annum. This note is convertible into shares of common stock
based  on  80%  of  the  closing  stock price on the date of the conversion. The
Company  assigned  a value of approximately $54,000 to the beneficial conversion
feature  imbedded  in  this  note.  The  entire principal balance, together with
accrued  interest,  shall  be  due  and  payable, in full, on December 15, 2002.

     v)  EMB  forgave  principal  and interest totaling $168,006. The balance of
$103,404  convertible  notes  was issued, bearing interest at 10% per annum. The
note  has a mandatory conversion into the Company's common stock on December 15,
2001.

The  following  reflects  the  reduction  of the note payable to EMB as follows:

      Note  payable                                             $1,055,000
      Accrued  interest                                            160,856
                                                                 ---------
      Total  due  EMB  prior  to  settlement                     1,215,856
      Less:
       Value  of  3,000,000  shares  to  WdB                      (459,000)
       Payable  to  AMRES  Holdings,  LLC                         (485,446)
       Debt  and  interest relief                                 (168,006)
                                                                -----------
       Balance  due  EMB  after  settlement                     $  103,404
                                                                  =========

The  following  reflects  the non-recurring charge to operations associated with
the  Global  Settlement:

Value  of  1,500,000  shares to EMB                  $ 229,500
Debt  and  interest  relief                           (168,006)
                                                     -----------
  Total  non-recurring  loss                         $  61,494
                                                      =========

NOTE  4.  BRIDGE  FINANCING

On  June  27, 2001, the Company entered into an Investment Agreement and related
documents  with Laguna Pacific Partners, LLP. Under the terms of the agreements,
in  exchange  for  $225,000  received  by  the  Company from Laguna Pacific, the
Company

                                       10
<PAGE>

     (i)  executed a promissory note in favor of Laguna Pacific in the principal
sum of $200,000, bearing interest at the rate of 7% per annum, secured by all of
the  assets  of  the Company, and payable on the earlier of nine months from its
issuance  date  or  the  date the Company's common stock is listed on the NASDAQ
Small  Cap  market.  The  purpose  of  this  bridge financing was to finance the
proposed  start-up  of  Anza  Properties  and  to provide working capital to the
Company,  and

     (ii)  executed a Warrant Agreement which entitled Laguna Pacific to acquire
up  to  $225,000  worth  of  e-Net  common stock for the total purchase price of
$1.00,  calculated  at  70%  of  the closing stock price on the date immediately
preceding  the exercise date. The issuance of the warrant was negotiated between
Laguna  Pacific  and  e-Net.  The  Company  is required to allocate the proceeds
received  to  the value the warrant and the bridge loan using the relative value
method  and  resulting  warrant  value is reflected as an increase in additional
paid-in  capital and corresponding reduction (discount) to the face value of the
note.  Management  established the fair value based on $225,000 in common stock,
divided  by  the  discount  to  market  of  30% which the holder of the warrants
receive  when  purchasing  the  shares  of  common stock for a computed value of
$321,428.  The  relative  value  of  the  warrant amounted to $132,345, and such
amount  is reflected as a discount to the note. The discount on the note will be
amortized  over  the  term  of  the  note  (March  27, 2002) using the effective
interest  method.

Other  than  as set forth above, there is no affiliation between the Company and
Laguna  Pacific  or  any  of  their  respective  officers  or  directors.

FORMATION  OF  ANZA  PROPERTIES,  INC.

Also  on  June  27,  2001, in transactions related to the agreements with Laguna
Pacific,  the Company formed a wholly-owned subsidiary, Anza Properties, Inc., a
Nevada  corporation  ("Anza")  capitalized with $75,000 from the proceeds of the
bridge  loan,  which

     (i)  executed  a Bond Term Sheet with e-Net outlining the proposed terms of
an  offering  to  raise  up  to  $5,000,000. The purpose of this offering was to
obtain  capital  on  behalf  of Anza Properties to acquire income producing real
estate.  This real estate would then provide the Company with improved cash flow
and  net  worth,  on  a  consolidated  basis.

     (ii)  entered  into  an  Employment Agreement with Thomas Ehrlich beginning
thirty  days from the date of the agreement and ending upon the earlier to occur
of  the  liquidation  of  the  real  estate portfolio to be owned by Anza or the
completion  of  a  NASDAQ  Small  Cap listing by e-Net. The Employment Agreement
provides  for  a  salary  of  $20,000  per  month,  payable  only  by  Anza  and
specifically  not  guaranteed  of  e-Net.  Mr. Ehrlich will serve as Anza's Vice
President  and  will  be  a  director thereof. In connection with the Employment
Agreement,  e-Net  executed  a  Stock Option Agreement which entitled Ehrlich to
acquire up to 2,000,000 shares of e-Net common stock at the closing price on the
date  of  the Option Agreement, vesting equally over the 12 months following the
date  of  the  Employment  Agreement,  and exercisable only in the event Anza is
successful  in raising a minimum of $2,000,000 in a contemplated $5,000,000 bond
offering,  and  the  holders thereof converting at least $2,000,000 of the bonds
into  equity  of  e-Net  (any  amounts  less  than  $2,000,000  will be applied,
pro-rata,  to  the  total  options  exercisable under the Option Agreement). The
options  are  subject  to  an  anti-dilution  provision  in  the event of future
issuances  of  common stock or a reverse stock split. The holder in no event can
the  option  holder own more than 10% of the issued and outstanding common stock
in  the  event  of  a  reverse stock split. The Company will assess the value of
these  options  when  the  contingencies  are  removed.

                                       11
<PAGE>

     (iii)  entered  into  a  Consulting  Agreement  with Lawrence W. Horwitz to
provide  legal  services  to  Anza.  The  Consulting  Agreement  provides  for
compensation  of  $20,000  to  be  paid on its date of execution, and $5,000 per
month  for  eight  months  beginning  September 1, 2001, guaranteed by e-Net. In
addition,  e-Net  executed  a  Stock  Option Agreement which entitled Horwitz to
acquire up to 1,000,000 shares of e-Net common stock on terms identical to those
of  Ehrlich,  described  above.  The  options  are  subject  to an anti-dilution
provision  in  the  event of future issuances of common stock or a reverse stock
split.  The  holder  in  no  event can the option holder own more than 5% of the
issued  and  outstanding common stock in the event of a reverse stock split. The
Company  will  assess  the  value  of  these  options when the contingencies are
removed  in  accordance  with  SFAS  No.  123.

     (iv)  entered  into  an  Operating  Agreement  with  e-Net  concerning  the
operations  of  Anza  Properties,  Inc.  The  Operating  Agreement  specifies in
material part that Vince Rinehart will be the President of Anza Properties, that
Mr.  Rinehart and Mr. Ehrlich will be the directors, that the signatures of both
Mr. Rinehart and Mr. Ehrlich will be required on all checking accounts, and that
the  assets  of Anza Properties cannot be encumbered without the express written
consent  of  Mr.  Rinehart  and  Mr.  Ehrlich.

The purpose of Anza Properties is primarily to improve the net worth of e-Net by
acquiring  income  producing  real  estate.  If Anza Properties is successful in
acquiring  such  properties, its assets would be consolidated with the assets of
e-Net,  thereby  improving  the  net  worth  of  e-Net.

NOTE  5.  STOCKHOLDERS'  EQUITY  (DEFICIT)

From  time  to time, the Company's board of directors authorizes the issuance of
common  stock.  The  Company  values shares of common stock based on the closing
price of the securities on the date the directors approve such issuance.  In the
event  the  Company  issues common stock subject to transferability restrictions
under  Rule  144a of the Exchange Act of 1933, the Company discounts the closing
prices  by  10%  to  value  its  common  stock  transactions.

On  June  14,  2001,  Class  C Preferred stockholders exercised their option and
converted  1,616  shares  of  Class  C  Preferred  stock  into  3,741,671 of the
Company's  restricted  common  stock.  Also,  on July 13, 2001 an additional 400
shares  of  the  Class  C  were converted at the option of the shareholders into
924,992  shares  of the Company's restricted common stock.  The number of shares
received  upon  conversion  was  determined  based  on  the  conversion discount
specified  in the agreement of 20%, taking into account the dividends which were
due  on  the  Class  C  Preferred  shares.  No  expense  was  recorded in either
transaction.

In  June  of  2001,  the  Company issued 400,000 shares of its restricted common
stock  both as payment of a $14,482 liability due an outside consultant and as a
"buy-out"  of  the  remaining  guaranteed  contract  for this consultant who was
providing  legal  services to the Company.  In connection with this transaction,
the  Company  charged operations $43,118 for the difference between the carrying
value  of  the  liability  and  the  value  of  the  common  stock.

On  July  2,  2001,  the  Company issued 325,000 shares of its restricted common
stock  valued  at  $55,575  as  a  partial satisfaction of a loan payable due an
unrelated  party.  The  original  amount of the loan, including interest payable
was $150,000.  The Company continues to repay the note in monthly of payments of
$4,320 through May 2, 2002.  As of October 31, 2001, $30,040 remained due on the
loan.

                                       12
<PAGE>

At  various  dates from May 1, 2001 through October 31, 2001, the Company issued
3,500,000  shares  of  common stock, valued at $531,200, to various consultants.
Consulting  services performed during the three and six months ended October 31,
2001  is  summarized  below:

<TABLE>
<CAPTION>


<S>                                         <C>     <C>       <C>                              <C>         <C>          <C>
                                                                      Period Ending October 31, 2001
                                                              --------------------------------------------
                                                              Three Months                   Six Months
                                                              --------------------------------------------
                                                              Costs       Shares      Costs        Shares
                                                              Incurred    Issued      Incurred     Issued


Financial and Internal Accounting Services                   $      -           -  $   75,750      450,000

Mergers Acquisitions Consulting. . . . . .                     51,000     450,000     242,000    1,575,000

Bravorealty Start-up Costs . . . . . . . .                     56,000     400,000     161,000    1,100,000

Information Technology Consulting. . . . .                          -           -      14,000      100,000

Legal Services                                                 33,700     250,000      38,450      275,000

                                                    Total    $140,700   1,100,000  $  531,200    3,500,000
</TABLE>

Amortization  of  deferred  compensation  arrangements  was $52,500 and $106,000
during  the  three  and  six  months  ended  October  31,  2001,  respectively.

Refer  to  Notes  2 and 3 for discussion of transactions affecting stockholders'
equity  (deficit).

NOTE  6.  EMPLOYMENT  AGREEMENT

On  June  1,  2001,  e-Net  entered  into  an  Employment Agreement with Vincent
Rinehart.  Under  the  terms  of  the  agreement,  the  Company is to pay to Mr.
Rinehart  a  salary equal to $275,000 per year, subject to an annual increase of
10% commencing January 1, 2002, plus an automobile allowance of $1,200 per month
and  other  benefits,  including life insurance.  The agreement is for a term of
five  years  and  provides for a severance payment in the amount of $500,000 and
immediate vesting of all stock options in the event his employment is terminated
for  any  reason,  including cause.  Mr. Rinehart was granted options to acquire
2,500,000  shares  of  e-Net common stock at per share, which shall vest monthly
over  a  three-  year  period.  The  options  are  subject  to  an anti-dilution
provision  in  the  event of future issuances of common stock or a reverse stock
split.  The  holder  in  no  event  can  own  more  than  20%  of the issued and
outstanding  common stock in the event of a reverse stock split. The options are
exercisable  at  the  fair  market  value  at the date of the grant of $0.08 per
share.  Using the variable method in accordance with Accounting Principles Board
Opinion  No.  25,  no  expense  was recognized from the issuance of the options.

NOTE  7.  IMPACT  OF  RECENTLY  ISSUED  ACCOUNTING  STATEMENTS

In  July  2001,  the  FASB  issued Statement No. 141, Business Combinations, and
Statement  No.  142,  Goodwill and Other Tangible Assets. Statement 141 requires
that  the  purchase  method  of accounting be used for all business combinations
initiated  after  June  30,  2001  as  well  as  all  purchase  method  business
combinations  completed  after  June  30,  2001.  Statement  141  also specifies
criteria  intangible  assets  acquired in a purchase method business combination
must  meet  to  be  recognized and reported apart from goodwill, noting that all
purchase  price  allocable  to  an  assembled workforce may not be accounted for
separately.  Statement 142 will require that goodwill and intangible assets with
indefinite  useful  lives  no  longer  be  amortized,  but instead be tested for
impairment at least annually in accordance with the provisions of Statement 142.
Statement  142  also requires that intangible assets with estimable useful lives
be  amortized  over  their  respective estimated useful lives to their estimated
residual  values,  and  reviewed for impairment in accordance with FAS Statement
No.  121,  Accounting for the Impairment of Long-Lived Assets and for Long-Lived
Assets  to  be  Disposed  Of. The Company is required to adopt the provisions of
Statement 141 immediately, except with regard to business combinations initiated
prior to July 1, 2001, and to adopt Statement 142 effective with the fiscal year
beginning  May  1,  2002.


                                       13
<PAGE>

The  Company  meets  the  criteria  for early adoption of Statement 142, and has
elected early adoption of the statement during the first quarter of 2001 with no
material  effect  on the Company's financial condition and results of operations
based  on the requirements of Statement 142.  See Note 9 for further discussion.

In  July  2001,  the  FASB  issued SFAS No. 143, Accounting for Asset Retirement
Obligations.  This  statement  provides  accounting  and reporting standards for
costs  associated  with  the  retirement  of  long-lived  assets. This statement
requires  entities  to  record  the  fair  value  of  a  liability  for an asset
retirement  obligation in the period in which it is incurred. When the liability
is  initially recorded, the entity capitalizes a cost by increasing the carrying
amount  of the related long-lived asset. Over time, the liability is accreted to
its  present value each period, and the capitalized cost is depreciated over the
useful  life  of  the related asset. Upon settlement of the liability, an entity
either  settles  the obligation for its recorded amount or incurs a gain or loss
upon  settlement.  The Company will be required to adopt this statement no later
than  January  1,  2003.  The  Company is currently assessing the impact of this
statement  on  its  results  of  operations,  financial position and cash flows.

In  October 2001, the FASB issued SFAS No. 144, Accounting for the Impairment or
Disposal  of Long-Lived Assets. This statement replaces SFAS No. 121, Accounting
for the Impairment of Long-Lived Assets and for Long-Lived Assets to Be Disposed
Of.  However  it  retains  the  fundamental  provisions  of  SFAS  No.  121  for
recognition  and  measurement  of the impairment of long-lived assets to be held
and  used  and  for  measurement of long-lived assets to be disposed of by sale.
This  statement  applies  to  all  long-lived  assets,  including  discontinued
operations, and replaces the provisions of APB Opinion No. 30, Reporting Results
of  Operations-Reporting the Effects of Disposal of a Segment of a Business, for
the  disposal  of  segments  of  a  business. This statement requires that those
long-lived assets be measured at the lower of carrying amount or fair value less
cost  to  sell,  whether  reported  in  continuing operations or in discontinued
operations.  The  Company will be required to adopt this statement no later than
January 1, 2002. The Company is currently assessing the impact of this statement
on  its  results  of  operations,  financial  position  and  cash  flows.

NOTE  8.  INVESTMENT  BANKING  AGREEMENT

On May 27, 1999, the Company entered into an agreement with an investment banker
to  seek  debt  financing  through public or private offerings or debt or equity
securities and in seeking merger and acquisition candidates.  Per the agreement,
the  Company granted the investment banker options to purchase 200,000 shares of
the  Company's  common  stock at an exercise price of $0.13, expiring on May 31,
2001.  Additionally,  the  Company  was  required to pay $60,000 for the initial
twelve  months.  In addition, the agreement specified that the investment banker
will  receive  a  percentage of consideration received in a merger, acquisition,
joint  venture, debt or lease placement and similar transactions through May 31,
2001.  The  Company  valued these options using the Black Scholes model at $3.14
per  share  for  total  consulting  expenses  of  $627,200 and amortized such an
expense  over  the course of the contract.  As of July 31, 2001, entire value of
this contract had been amortized. In April 2000, the parties agreed to amend the
agreement  to  eliminate the fee based on a percentage of the consideration of a
transaction,  and  to  grant  the investment banker 200,000 shares of the Common
Stock  and  to cancel the options to purchase 200,000 shares. On August 7, 2001,
the  Company  agreed  to  settle  a  dispute  over the terms of the amendment by
canceling  the  200,000  shares  in  exchange  for  1,500,000  of  the Company's
restricted  common stock.  The Company valued the additional 1,300,000 shares at
$0.17  each and charged operations a total of $221,000 for non-recurring loss on
settlement.


                                       14
<PAGE>

NOTE  9   EXTRAORDINARY  ITEM

SFAS  No.  4 "Reporting Gains and Losses from Extinguishment of Debt", specifies
that  material  debt  extinguishment  gains  and  losses  be  classified  as
extraordinary items. During the three months ended October 20, 2001, the Company
had  capital  lease  obligations  in  default totaling $91,985 that were settled
for  $35,800.  The  remaining  balance  was  recognized  as  an  extraordinary
gain  of  $56,185.  The  Company  used  cash  from  operations  to satisfy these
settlements.

NOTE  10  GOODWILL  -  ADOPTION  OF  STATEMENT   142

The Company has elected early adoption of SFAS No.142.  Accordingly, the Company
has  stopped  amortization of goodwill effective May 1, 2001.  However, goodwill
amortization continues to be presented in the three and six months ended October
31,  2000,  statement  of  operations.  Had  the  provision of SFAS No. 142 been
applied  for  the three and six months ended October 31, 2000, the Company's net
income  and  net  income  per  share  would  have  been  as  follows:



                                       15
<PAGE>

<TABLE>
<CAPTION>
<S>                                             <C>
                                                For the three months ended     For the six months ended
                                                      October  31,                   October  31,
                                                2001                  2000     2001                2000
                                                _______________________________________________________


Reported net  income  (loss)                    (334,858)        (375,489)     (597,381)     (1,254,042)

Add  back: Goodwill amortization                       -          144,186             -         288,372
                                               ----------      -----------     ----------    -----------

Adjusted  net  income  (loss)                   (334,858)        (231,303)     (597,381)       (965,670)
                                               ==========      ===========     ==========    ============

Basic  earnings  per  share:
Reported  net  income (loss)                      (0.009)          (0.017)       (0.018)         (0.058)
                                               ==========      ===========     ==========    ============
Goodwill  amortization                                 -            0.006             -           0.013
                                               ==========      ===========     ==========    ============
Adjusted  net  income                             (0.009)          (0.011)       (0.018)         (0.045)
                                               ==========      ===========     ==========    ============

</TABLE>



                                       16
<PAGE>

There  was no goodwill amortization recognized in the first six months of fiscal
2002  and,  as  of  October  31,  2001, net goodwill was $250,000 for Titus Real
Estate, Inc., and $175,247 for Expidoc.Com, Inc.  The net goodwill balance as of
October  31, 2001 remains unchanged from the April 30, 2001, balance. There were
no  intangible  assets  recorded  for  the  Company  as  of  October  31,  2001.

Management  assessed the value of Titus during the fourth quarter of fiscal year
2001  based  on  a  liquidation  or  residual  value of the enterprise, and they
recorded  an impairment at that time.  In contemplating the adoption of SFAS No.
142,  management assessed the intangible assets of Expidoc.  At May 1, 2001, the
date  of  adoption,  management  believed  that  the primary intangible asset of
Expidoc  was  goodwill.  Because  of  the relative immateriality of the carrying
value  of the Expidoc goodwill, management did not believe that an appraisal was
necessary  to  determine  what amount, if any, should be allocated to intangible
assets with definite lives.  Management believes the enterprise value of Expidoc
exceeds  the  carrying  value  of  goodwill.

ITEM  2     MANAGEMENT'S  DISCUSSION  AND  ANALYSIS  OR  PLAN  OF  OPERATION

OVERVIEW

     The  Company  is  an  independent financial services company, whose primary
source  of  revenue  is  American  Residential  Funding  "AMRES", a wholly owned
subsidiary.  AMRES  offers loan originators a "net-branch" opportunity, in which
AMRES  provides  licensing,  accounting  and lender approvals in over 40 states.
They  maintain a web site, www.amres.net, which contains detailed information on
                           -------------
AMRES,  as  well  as  provides  Net  Branches  with  various corporate services.
Currently  over  200  net-branches nationwide are operating, in addition to four
Corporate  owned branches in four counties in Southern California. Further rapid
growth  is  anticipated,  both  from commissioned and corporate marketing staff.
Loan  processing,  mortgage  banking  and  acquisitions  will provide additional
revenues  sources.  During  the  three  months  ended  October  31,  2001, AMRES
generated  operating  income  in  excess  of  $160,000.

     The  Company  has  seen  improvement  in  other  subsidiaries  as  well.

     Expidoc.com  has  added Ditech.com as a customer, and is now doing over 500
loan  document  signings  a  month  through  their network of notaries in all 50
states.  By  adding  staff, and implementing a new marketing initiative, Expidoc
should  improve  its  operations  and  achieve  near  term  profitability.

     BravoRealty.com  (69%  owned  subsidiary)  has  established  joint  venture
branches  in  four  locations.  In addition, BravoRealty.com has initiated a net
branch  of  AMRES inside Bravo, and has experienced an increase in revenues from
home  loans brokered. Bravorealty has incurred the expenses to begin, and within
120  days  is  expected  to  establish  the  documentation, licensing, marketing
materials and operations to sell "Bravo Real Estate Network" franchises.  Former
officers  of  Century  21  have  been  acting  as advisors to Bravorealty. Their
objective  is  to  become  operationally profitable by the end of the fiscal 3rd
quarter,  excluding  additional  start-up  costs  of  franchising.  Due to these
start-up  costs,  Bravorealty  had  incurred  an  operating loss for the current
quarter.


                                       17
<PAGE>

     Titus  Real  Estate,  LLC,  operates  as  the manager of Titus REIT, a real
estate  investment  trust.  Current  shareholders of the REIT have requested the
selling  of assets in order to return their original investment.  As such, eight
of  the  ten  properties  are  in  escrow  to  be  sold. It is the intent of the
management  of  the  Company to raise new capital for Titus REIT when the market
permits,  estimating  the  summer of 2002 as a possible target date. The Company
believes  the  long  term  benefits  of a REIT compliment the Company's business
plan.  Titus  Real  Estate,  LLC, has incurred small operating losses during the
current  quarter.

     ANZA  Properties  was  established in July 2001, for the purpose of raising
investor  funds from accredited investors, for the initial purpose of purchasing
Income Producing Real Estate. It will be the intention of the Company to convert
these  investors,  whom  originally  invested  in ANZA bonds, into the Company's
equity.  The  ultimate  goal,  if obtained, is to list the Company on a National
Market  System,  such  as  the  NASDAQ (see Note 2).  Anza is in the development
stage.  The  Company  has  incurred  approximately  $100,000  of  expenses  in
connection  with  the  establishment  of  Anza.

Results  of  Operations

     For  the  three  and  six month periods ended October 31, 2001, the Company
reported  net  losses  of  ($334,858)  and  ($597,381)  respectively.  For  both
periods,  the Company had significant non-cash expenses relating to stock issued
to  consultants  and  amortization of warrants issued as part of the bridge loan
financing.  In  addition,  the  tragedy  of  Sept.  11  virtually  stopped  loan
production  for  a week, significantly reducing income for that period. As these
costs  are  expected  to  reduce in future periods, the Company remains positive
about  its  ability  to  obtain  profitability  in  the  near  future.

Three  Months  Ended October 31, 2001 Compared To The Three Months Ended October
31,  2000

REVENUES

     Revenues  increased  to  $5,973,204  for the three months ended October 31,
2001,  compared  to $2,616,980 for the three months ended October 31, 2000.  The
growth  in  revenues  is  primarily  attributable to the expansion and growth of
AMRES  through  the brokering of loans.  AMRES accounted for greater than 95% of
consolidated  revenues  for  both  periods.  AMRES,  as did most of the mortgage
industry,  benefited  greatly  from  the decline in interest rates over the last
several  months.  Typically,  as interest rates fall, the refinance market heats
up  expanding  the market of interested borrowers beyond those borrowing for the
purchase of their primary residence. AMRES benefited from this market upturn, as
they  had  the capacity in terms of people and infrastructure to accommodate the
additional  business.

     More  significantly,  the growth of the net branch program at AMRES was the
major contributor to the growth in revenue.  AMRES' net branch program comprised
approximately  200  branches as of October 31, 2001, compared to less than fifty
branches  as  of  October  31,  2000. As the added support and sales staff takes
effect,  the  Net  Branch program is expected to continue to be a primary growth
vehicle  for  the  Company  in  the  future.  In  addition, the mortgage banking
division  of  AMRES  is expected to continue its expansion over the next several
months,  including  applying  to  FannieMae  as  a  seller/servicer.

     Revenues  for  Expidoc  increased slightly to $116,110 for the three months
ended  October  31,  2001 compared to $72,543 for the three months ended October
31,  2000.  The  increase is primarily a result of Expidoc refocusing its market
strategy  to  secure  higher  volume  customers  as  compared to many low-volume
customers.  This  change in focus is evidenced by the addition of such customers
as  Ditech.com.


                                       18
<PAGE>

     Bravorealty became operational in January 2001.  For the three months ended
October  31  2001,  total  revenues  amounted  to  $58,809.  These revenues were
generated  based  on approximately five closed real estate purchase transactions
during  the quarter.  Management believes that Bravorealty will be a significant
growth  vehicle  for  the  Company  over the next 12 months, as evidenced by the
steady  increase  in  the  number  of  real  estate  sales'  listings and closed
transactions  generated  by  Bravorealty  so  far  this  fiscal  year.

     Revenues  from  Titus  were  not  material  for  the  periods  presented.

Costs  and  Expenses

     Commissions are paid to loan agents on funded loans.  Commissions increased
by  $1,480,711  or  89.1%,  for  the  three  months  ended  October 31, 2001, to
$3,143,056  from  $1,662,345  for the three months ended October 31, 2000.  This
increase  is  primarily related to the increased revenues discussed above.  As a
percentage of revenue, the cost of revenue decreased by 10.9%, to 52.6% compared
to  63.5% for the three months ended October 31, 2001 and the three months ended
October  31,  2000,  respectively.  This decrease is attributable to the Company
leveraging its increased revenues as the Company earns a higher commission split
(compared  to  the  loan  agent)  once  certain  revenue  targets  are  reached.

General  and  Administrative  Expenses

     General and administrative expenses totaled $2,800,614 for the three months
ended  October  31,  2001,  compared  to  $1,139,152  for the three months ended
October  31,  2000.  This  increase of $1,661,462 can be primarily attributed to
the  business  growth of the operating subsidiaries, namely AMRES, as additional
personnel,  office  space  and other administrative costs are required to handle
the  expansion.  Effective  in the first quarter of fiscal 2001, the Company had
implemented significant cost reductions to reduce its administrative expenses at
its  corporate  offices.

     The  Company  has  elected early adoption of Statement 142 and as such, has
not  recorded  any  goodwill amortization for the three months ended October 31,
2001.  Goodwill  amortization relating to the Company's acquisitions of Expidoc,
Titus, and LoanNet amounted to approximately $145,000 for the three months ended
October  31,  2000.

Consulting  Expenses

     To  date,  the  Company has funded a portion of its operating costs through
the  use  of  its  common  stock  paid to outside consultants.  During the three
months ended October 31, 2001, costs paid in the form of common stock to outside
consultants  totaled  approximately  $137,200,  representing 1,100,000 shares of
common  stock.  For  the  three months ended October 31, 2000, costs paid in the
form  of common stock issued to outside consultants totaled $547,995.  The stock
issued  in connection with Bravorealty was reported as deferred compensation and
$52,500  was expensed during the three months ended October 31, 2001. Management
expects  a  reduction  in  the  use  of  stock  for  this purpose in the future.


                                       19
<PAGE>

Interest  Expense

     Interest  expense was $79,720 for the three months ending October 31, 2001,
compared  to $61,406 for the three months ended October 31, 2000.  This increase
is  primarily  related  to the amortization of three month's interest expense in
the  amount  of  $35,569  related  to  options issued as part of the bridge loan
financing  with  Laguna  Pacific  Partners,  LLP.

Extraordinary  Item

     During,  the  three  months  ended  October  31,  2001, the Company settled
certain  lease  obligations and recorded a gain on the settlement of debt in the
amount  of  56,185.

Net  Income  (Loss)

     The  Company's  net  loss  for the three months ending October 31, 2001 was
($334,858),  or  ($0.01)  per  share  compared  to  a net loss of ($375,489), or
($0.02)  per  share  for  the  three  months ended October 31, 2000. The Company
believes  that with its continued growth in revenues and its ability to leverage
its fixed costs against those revenues, it will be able to achieve profitability
in  future  quarters.

Six  Months  Ended October 31, 2001 Compared To The Six Months Ended October 31,
2000

REVENUES

     Revenues  increased  by  $6,343,325,  or 127.3%, to $11,326,267 for the six
months  ended  October 31, 2001, compared to $4,982,942 for the six months ended
October 31, 2000.  This increase is again the result of the growth and expansion
of  AMRES,  primarily  the  Net  Branch  program.

     Revenues  for  Expidoc  increased  slightly  to $172,927 for the six months
ended  October 31, 2001 compared to $72,543 for the six months ended October 31,
2000.  The  increase  in  volume  is  a  result  of Expidoc adding such names as
Ditech.com  to  their  customer  list.

     Bravorealty  became  operational in January 2001.  For the six months ended
October  31  2001,  total  revenues  amounted  to $161,119.  These revenues were
generated  based  on  approximately  fifteen  closed  real  estate  purchase
transactions  during the period.  Management believes that Bravorealty will be a
significant growth vehicle for the Company over the next 12 months, as evidenced
by  the  steady increase in the number of real estate sales' listings and closed
transactions  generated  by  Bravorealty  so  far  this  fiscal  year.

     Revenues  from  Titus  were  not  material  for  the  periods  presented.

Costs  and  Expenses

     Commissions are paid to loan agents on funded loans.  Commissions increased
by $2,631,635 or 78.2%, for the six months ended October 31, 2001, to $5,995,586
from  $3,363,951  for  the six months ended October 31, 2000. The primary reason
for  the  increase in commissions is the increase in revenue as discussed above.
Proportionally,  total  commissions  as  a  percentage  of  revenue  decrease as
revenues increase due to the Company earning a higher commission split (compared
to  the  loan  agent)  once  certain  revenue  targets  are  meet.


                                       20
<PAGE>

General  and  Administrative  Expenses

     General  and  administrative expenses totaled $5,054,615 for the six months
ended  October 31, 2001, compared to $2,564,288 for the six months ended October
31, 2000.  The increase in general and administrative expense is a result of the
continued rapid growth and expansion of the operating subsidiaries.  The Company
does  expect  that  general  and  administrative  costs will begin to level out,
compared  to  the  growth  in  revenue, as the company continues to leverage its
fixed  costs.

     The  Company  has  elected early adoption of Statement 142 and as such, has
not  recorded  any  goodwill  amortization  for the six months ended October 31,
2001.  Goodwill  amortization relating to the Company's acquisitions of Expidoc,
Titus,  and  LoanNet amounted to approximately $290,000 for the six months ended
October  31,  2000.

Consulting  Expenses

     To  date,  the  Company has funded a portion of its operating costs through
the  use of its common stock paid to outside consultants.  During the six months
ended  October  31,  2001,  costs  paid  in  the form of common stock to outside
consultants  totaled  approximately  $547,995  representing  3,500,000 shares of
common stock.  For the six months ended October 31, 2000, costs paid in the form
of  common  stock  issued  to  outside  consultants totaled $519,290.  The stock
issued  in connection with Bravorealty was reported as deferred compensation and
$105,000  was  expensed  during  the  six  months  ended  October  31,  2001

Interest  Expense

     Interest  expense  was $122,355 for the six months ending October 31, 2001,
compared  to  $108,748 for the six months ended October 31, 2000.  This increase
is primarily related to the amortization of four month's interest expense in the
amount  of $46,219related to options issued as part of the bridge loan financing
with  Laguna  Pacific  Partners,  LLP.

Net  Losses

     The  Company's  net  losses  for the six months ending October 31, 2001 and
2000  were  ($597,381),  and  ($1,254,042),  or  ($0.018)  and ($0.06) per share
respectively.  During  the  most  recent  six-month period, the non-cash expense
component  of the Company's net loss was significant.  For the six months ending
October  31,  2001,  non-cash  expense  relating  to  common  stock  issued  to
consultants,  for  interest  and  for  non-recurring  settlements  amounted  to
$547,995,  $122,355  and  $282,494, respectively. The Company believes that with
its  continued  growth  in  revenues and its ability to leverage its fixed costs
against  those revenues, it will be able to reduce its net losses in the future,
and  possibly  achieve  profitability.

LIQUIDITY  AND  CAPITAL  RESOURCES

Cash  Flows

     Net  cash  provided  by  (used  in)  operating  activities was $223,922 and
($348,204)  for  the  six months ending October 31, 2001 and 2000, respectively.
Net  loss  decreased  significantly  between  the  periods to ($597,381) for the
period  ending  October  31, 2001 compared to a net loss of ($1,254,042) for the
period  ending  October 31, 2000.  Non-cash expenses relating to the issuance of
stock  for services, depreciation and amortization totaled $823,801 and $918,279
for  the  six  months  ended  October  31,  2001  and  2000,  respectively.


                                       21
<PAGE>

     Net  cash  from  investing activities was ($19,167) and $27,009 for the six
months- ended October 31, 2001and 2000, respectively. There were no individually
significant sources or uses of funds from investing activities for either period
presented.

     Net cash provided by financing activities was $289,666 and $463,437 for the
periods ending October 31, 2001 and October 31, 2000 respectively. Cash provided
by  financing  for  the  period  ended October 31, 2000 relates primarily to net
proceeds  received  from  private  placements of the Company's stock, reduced by
payments  made  on  the Company's note payable to EMB corporation related to the
acquisition  of  AMRES.  Cash provided by financing for the period ended October
31, 2001 relates primarily to advances on the Company's warehouse line of credit
in the amount of $100,466 associated with its mortgage banking operations and to
the  proceeds from the issuance of the bridge loan. The warehouse line of credit
is  secured  by  first  and  second  trust  deed  mortgages.

     The  Company  generated cash flows from a bridge financing in the amount of
$225,000.  The Company was required to issue warrants to purchase 225,000 shares
of  common  stock  for  $1.00,  the  exercise  price  of which is based on a 30%
discount from the closing bid price on the date of exercise.  The total value of
the  warrants  amounted  to  $132,345  based  on  the relative fair value of the
warrants  to the proceeds from the financing. The value is treated as a discount
to the carrying value the debt which is being amortized over the nine-month term
of the note using the effective interest method.  The Company plans to repay the
note  from  proceeds  generated  from an offering of securities by Anza.  In the
event the capital from the Anza is not received, management intends to repay the
note  from  cash  on  hand,  or  cash  flows  generated from operations, if any.

     The Company significantly improved their financial position upon completing
a "Global Settlement" June 26, 2001. The Company substantially increased its net
worth  and  reduced  its  liability  to  EMB  from $1,215,856 to $103,404, after
issuing  a  convertible note to AMRES Holding LLC and issuing 4.5 million shares
of its common stock. The original obligation to EMB further required the Company
to pursue an S-1 registration that had become very time consuming of management,
and  costly  in  terms  of  cash,  which  has  now  been  withdrawn.

     The  Company  is  current  in servicing its obligations as they become due.
From time to time, the Company used its common stock to provide compensation for
outside  services  that  were  required.  It  is  the belief of management, that
beginning  the  third quarter 2001, little or no common stock will be issued for
services.

     The  Company's  stockholders  deficit  has  been significantly reduced from
$1,184,382 to $69,925 primarily due to the issuance of common stock in relief of
debt.

     Management  is pleased with the current direction and financial improvement
of  the  Company.  The  operating  subsidiaries  are expanding in tough economic
times. AMRES and Expidoc.com are currently profitable. BravoRealty is performing
as  projected, requiring budgeted initial investment in capital prior to ramping
up  to  full operations, including anticipated selling of franchises. And Titus,
with  a  small  loss,  is  poised  for a round of new investors when the markets
permit.  The  cash  flow of the Company has markedly improved, with cash on hand
ending  October 31 of $587,307 versus $427,825 the year earlier. Short-term debt
is  manageable. A $43,000 note is being paid off in monthly payments through May
of  2002,  with approximately $30,000 unpaid as of October 3, 2001. The $225,000
note  due  Bridgeloan is to be paid from fundraising in the new subsidiary, Anza
Properties,  or can be paid with cash on hand. The $485,446 convertible note due
our  Chief  Executive,  due in December 2002, will convert into common stock, or
extend  the  maturity  date,  at  holder's  option, if paying in cash proves too
difficult  for E-net. The $103,404 convertible note due in December 2002, can be
converted  to  equity  at  E-net's  option.  And,  the $1,798,400 in convertible
preferred  is  expected  to  convert  to common stock. Significant debt has been
eliminated, and no current obligations are delinquent. It is our opinion, baring
some  significant adverse change in our business, that E-net should but continue
to  grow  rapidly  and continue to increase its profitability.  Finally, through
recently  established  subsidiary  Anza Properties, E-net has initiated plans to
establish  sufficient  net  worth  in  order  to  file for listing on a national
exchange,  such  as  NASDAQ,  in  mid-2002.


                                       22
<PAGE>

     Our  Interim  financial  statements have been prepared assuming the Company
will  continue as a going concern.  Because the Company has incurred significant
losses  from  operations  and has excess current liabilities over current assets
totaling  approximately  $37,234,  it  may  require  financing  to meet its cash
requirements.  Our  auditors  included  an explanatory paragraph in their annual
report  raising  substantial  doubt  about  its  ability  to continue as a going
concern.  However,  during  the  six  months ended October 31, 2001, the Company
executed  relief  from certain obligations by settlement of its creditors.  Cash
requirements  depend  on several factors, including but not limited to, the pace
at which all subsidiaries continue to grow, become self supporting, and begin to
generate  positive  cash  flow,  as  well  as  the  ability to obtain additional
services  for  common  stock  or  other  non-cash  consideration.

     If  capital  requirements vary materially from those currently planned, the
Company  may  require additional financing sooner than anticipated.  At present,
there  are no firm commitments for any additional financing, and there can be no
assurance  that  any  such  commitment can be obtained on favorable terms, if at
all.  Management  has  implemented  several  reductions of costs and expenses to
reduce  its  operating losses.  Management plans to continue its growth plans to
generate  revenues  sufficient  to meet its cost structure.  Management believes
that  these  actions  will  afford  the  Company  the  ability to fund its daily
operations and service its remaining debt obligations primarily through the cash
generated by operations; however, there are no assurance that management's plans
will  be  successful.  No  adjustments  have  been made to the carrying value of
assets  or  liabilities  as  a  result  of  these  uncertainties.

     Except  for  historical  information,  the  materials  contained  in  this
Management's  Discussion and Analysis are forward-looking (within the meaning of
Section  27A  of  the  Securities  Act of 1933 and Section 21E of the Securities
Exchange  Act  of  1934) and involve a number of risks and uncertainties.  These
include  the Company's historical losses, the need to manage its growth, general
economic  downturns,  intense competition in the financial services and mortgage
banking  industries,  seasonality of quarterly results, and other risks detailed
from  time  to  time  in  the Company's filings with the Securities and Exchange
Commission.  Although  forward-looking  statements  in  this  Quarterly  Report
reflect the good faith judgment of management, such statements can only be based
on  facts  and  factors  currently  known  by  the  Company.  Consequently,
forward-looking  statements  are  inherently subject to risks and uncertainties,
actual  results and outcomes may differ materially from the results and outcomes
discussed  in  the  forward-looking  statements.  Readers are urged to carefully
review  and  consider  the  various  disclosures  made  by  the  Company in this
Quarterly  Report,  as  an attempt to advise interested parties of the risks and
factors that may affect the Company's business, financial condition, and results
of  operations  and  prospects.



                                       23
<PAGE>
                                     PART II

ITEM  1     LEGAL  PROCEEDINGS

     There  have  been  no material developments to the reportable events in the
Company's  Form  10-KSB  filed  with  the  SEC  on  August  16,  2001.

ITEM  2     CHANGES  IN  SECURITIES

     In  August  2001, the Company issued 1,500,000 shares of common stock to D.
Weckstein  and  100,000  shares  of  common  stock to Food Service Industries in
settlement of disputed claims related to the value of services rendered.  We had
not  previously accounted for the disputes as a contingency.  The issuances were
exempt from registration pursuant to Section 4(2) of the Securities Act of 1933.

ITEM  3     DEFAULTS  UPON  SENIOR  SECURITIES

         None

ITEM  4     SUBMISSION  OF  MATTERS  TO  A  VOTE  OF  SECURITY  HOLDERS

         None

ITEM  5     OTHER  INFORMATION

         Not  applicable

ITEM  6     EXHIBITS  AND  REPORTS  ON  FORM  8-K

         None



                                       24
<PAGE>
                                   SIGNATURES

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




                                               /s/  Vincent  Rinehart
Dated:  April 18,  2002                        _____________________________
                                               By:  Vincent  Rinehart
                                               Its: President,  Chairman,
                                               Chief Executive Officer,
                                               Chief Financial Officer,
                                               Chief  Accounting  Officer,
                                               and  Director



                                               /s/  Scott  A.  Presta
Dated:  April 18,  2002                        _____________________________
                                               By:  Scott  A.  Presta
                                               Its: Director



                                       25
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