---

# UNITED STATES
SECURITIES AND EXCHANGE COMMISSION

# Washington, D.C. 20549

# FORM 10-KSB

---

| |  | [X} | Annual report pursuant to Section 13 or 15(d) of the Securities Exchange Act of
1934 for the annual period ended DECEMBER 31, 2001
| |  | --- | ----------------------------------------------------------------------------------------------------------------------------------

| |  | [  ] | Transition report pursuant to Section 13 or 15(d) of the Securities Exchange Act
of 1934 for the transition period _____ to______
| |  | ---- | ---------------------------------------------------------------------------------------------------------------------------------

COMMISSION
FILE NUMBER 0-7619

Asia
SuperNet Corporation
(Exact name of registrant as specified in its charter)

COLORADO   
              
              
              
              
              
     98-0636333
  
              
    (State or other jurisdiction of    
              
              
             
   (I.R.S. Employer Identification No.)
              
  
     incorporation or organization)

1888
Sherman Street, Suite 500, Denver, Colorado, 80203    303-894-7971
(Address of Principal Executive Offices, including Registrants
zip code and telephone number)

1700
Lincoln Street, Suite 3100, Denver , Co. 80203
(Former address)

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

The number of shares of the
registrants common stock as of December 31, 2001: 110,494,293 shares.

Documents Incorporated by
Reference None

Transitional
Small Business Disclosure Format     YES  [X]
NO  [  ]

---

# ASIA
SUPERNET CORPORATION

# FORM 10-KSB
YEAR ENDED DECEMBER 31, 2001
TABLE OF CONTENTS

`PART I                                   PAGE
                                                                            ----

Item 1.  DESCRIPTION OF BUSINESS                                               3

Item 2.  DESCRIPTION OF PROPERTIES                                             7

Item 3.  LEGAL PROCEEDINGS                                                     7

Item 4.  SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS                   7

                                     PART II

Item 5.  MARKET FOR THE REGISTRANT'S COMMON EQUITY AND RELATED MATTERS         8

Item 6.  MANAGEMENT'S DISCUSSION OF FINANCIAL CONDITION
         AND RESULTS OF OPERATIONS                                             8

Item 7.  FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA                           9

Item 8.  CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS                        21

                                    PART III

Item 9.  DIRECTORS, EXECUTIVE OFFICERS, PROMOTERS AND CONTROL PERSONS         21

Item 10.  EXECUTIVE COMPENSATION                                              22

Item 11.  SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT      22

Item 12.  CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS                      23

                                     PART IV

Item 13.  EXHIBITS AND REPORTS ON FORM 8-K                                    23

SIGNATURES                                                                    25`

---

FORWARD-LOOKING
STATEMENTS

ALL FORWARD-LOOKING
STATEMENTS CONTAINED HEREIN ARE DEEMED BY THE COMPANY TO BE COVERED BY AND TO
QUALIFY FOR THE SAFE HARBOR PROTECTION PROVIDED BY THE PRIVATE SECURITIES
LITIGATION REFORM ACT OF 1995. SHAREHOLDERS AND PROSPECTIVE SHAREHOLDERS SHOULD
UNDERSTAND THAT SEVERAL FACTORS GOVERN WHETHER ANY FORWARD - LOOKING STATEMENT
CONTAINED HEREIN WILL BE OR CAN BE ACHIEVED. ANY ONE OF THOSE FACTORS COULD
CAUSE ACTUAL RESULTS TO DIFFER MATERIALLY FROM THOSE PROJECTED HEREIN. THESE
FORWARD - LOOKING STATEMENTS INCLUDE PLANS AND OBJECTIVES OF MANAGEMENT FOR
FUTURE OPERATIONS, INCLUDING PLANS AND OBJECTIVES RELATING TO THE PRODUCTS AND
THE FUTURE ECONOMIC PERFORMANCE OF THE COMPANY. ASSUMPTIONS RELATING TO THE
FOREGOING INVOLVE JUDGMENTS WITH RESPECT TO, AMONG OTHER THINGS, FUTURE
ECONOMIC, COMPETITIVE AND MARKET CONDITIONS, FUTURE BUSINESS DECISIONS, AND THE
TIME AND MONEY REQUIRED TO SUCCESSFULLY COMPLETE DEVELOPMENT PROJECTS, ALL OF
WHICH ARE DIFFICULT OR IMPOSSIBLE TO PREDICT ACCURATELY AND MANY OF WHICH ARE
BEYOND THE CONTROL OF THE COMPANY. ALTHOUGH THE COMPANY BELIEVES THAT THE
ASSUMPTIONS UNDERLYING THE FORWARD - LOOKING STATEMENTS CONTAINED HEREIN ARE
REASONABLE, ANY OF THOSE ASSUMPTIONS COULD PROVE INACCURATE AND, THEREFORE,
THERE CAN BE NO ASSURANCE THAT THE RESULTS CONTEMPLATED IN ANY OF THE FORWARD
-LOOKING STATEMENTS CONTAINED HEREIN WILL BE REALIZED. BASED ON ACTUAL
EXPERIENCE AND BUSINESS DEVELOPMENT, THE COMPANY MAY ALTER ITS MARKETING,
CAPITAL EXPENDITURE PLANS OR OTHER BUDGETS, WHICH MAY IN TURN AFFECT THE
COMPANYS RESULTS OF OPERATIONS. IN LIGHT OF THE SIGNIFICANT UNCERTAINTIES
INHERENT IN THE FORWARD LOOKING STATEMENTS INCLUDED THEREIN, THE INCLUSION OF
ANY SUCH STATEMENT SHOULD NOT BE REGARDED AS A REPRESENTATION BY THE COMPANY OR
ANY OTHER PERSON THAT THE OBJECTIVES OR PLANS OF THE COMPANY WILL BE ACHIEVED.

PART I

Item 1. DESCRIPTION OF
BUSINESS

Business History

Asia SuperNet Corporation
(the Company), formerly known as Powersoft Technologies Inc.
(Powersoft) was originally organized in California on March 24, 1958
as Time Save Markets, Inc. From 1958 to 1994, the Company effected numerous name
changes and engaged in businesses other than one it is presently engaged. In
August 1994, the Company changed its corporate domicile to Delaware. In November
1994, the Company, then known as Alpine International Corp. changed its name to
Heng Fai China Industries, Inc. On March 31, 1998, Heng Fai China Industries,
Inc. changed its name to Powersoft Technologies Inc.

On November 10, 1999, the
shareholders of Powersoft approved the reincorporation of Powersoft by changing
the state of incorporation from Delaware to Colorado by adoption of an Agreement
and Plan of Merger pursuant to which Powersoft has merged with and into Asia
SuperNet Corporation, a Colorado Corporation. The shareholders of the Company
approved the respective Agreement and Plan of Merger on October 1, 1999 (the
Reincorporation Merger). The Reincorporation Merger was effective as of December
22, 1999 when 15,559,542 outstanding shares of Powersoft common stock were
converted into 522,338 shares of the Companys common stock. The number of
shares converted into the Companys stock was rounded up to the next whole
share.

---

On January 18, 1999, the
Company entered into an agreement with SAR Trading Limited (SAR),
100% owned by Fai H. Chan who beneficially owned 79% of the Company, wherein SAR
agreed to buy and the Company agreed to sell all of its interests in all of its
subsidiaries. In consideration of the assumption of the liabilities by SAR, the
Company issued two notes payable to SAR in the amounts of $1,000,000 and
$3,838,000. The $1,000,000 note was immediately convertible into 20,000,000
common shares (reduced to 667,000 when Re-incorporation meager took place) of
the Company at a fixed rate of $0.05 per share. The $3,838,000 note was reduced
to $2,472,722 with assignment of an amount due from a related party of
$1,365,278.

In June 2000 the promissory
note payable to SAR in the amount of $2,472,722 was converted into 1,471,859
shares of the Companys common stock.

Due to the above-mentioned
sale of all of the investments, the Company was an inactive shell at December
31, 1999.

On October 13, 2000, the
Company acquired all of the issued and outstanding common stock of ChinaNet
Communications, Ltd., a British Virgin Island corporation
(ChinaNet), that owns 100% of Beijing Star Gain Data Communication
Systems Co. Limited (Beijing Star), a Peoples Republic of China
(PRC) company, in exchange for 106,683,429 shares of its common
stock under the terms of an agreement dated August 1, 2000.

The details of the
Companys holdings and their principal activities are summarized below.

`Name                       Date of           Place of        Equity interest       Activity
                                acquisition or    incorporation      Direct Indirect
                                   formation
-----------------------------------------------------------------------------------------------------

Chinanet Communication Limited  May 18, 2000      British Virgin     100%                 Inactive
(Chinanet BVI)                                    Islands
Chinanet Communication Limited  May 12, 1999      Hong Kong           26%        74%      Inactive
(Chinanet HK)
China Communication Limited     October 12, 2000  Western Samoa      100%                 Inactive
(Chinanet Samoa)
Beijing Star Gain Data          December 7, 1999  Peoples Republic              100%      Communication
Communication System Co.                          of China                                equipment
Limited (Beijing Star)
China-Antiflooding System       June 2001         Samoa               50%                 Inactive
Monitor Limited
China Environmental System      June 2001         Samoa               50%                 Inactive
Monitor Limited
Beijing Stargain Data           November 2001     Peoples Republic               50%      Investment holding
Communications Technology Ltd.                    of China
Beijing Stargain Environmental  November 2001     Peoples Republic               50%      Investment holding
Monitor Technology Ltd.                           of China`

During the year the Company
dissolved Mobilenet Communication Limited organized in Hong Kong, a company that
had been inactive. Also during the year the Company sold a 60% interest in
Mobilenet Communications Limited organized in the British Virgin Islands (Mobile
BVI) for a nominal amount. Beijing Star sold technical know-how and certain
patents related to communications to Mobile BVI (after selling 60%interest in
Mobile BVI) for $102,800 that has been recognized as revenue. Mobile BVI is
operated and controlled by the 60% owners.

Beijing Star, the operating
company, has researched, developed and intends to manufacture and market a
handheld personal digital assistant (PDA), which has been designed
to function through Chinas existing paper network infrastructure. Beijing
Stars goal is to convert a market of approximately 80 million traditional
pager customers in China to its system. A base station receives messages from
the PDA and sends the messages to the Management Control Center (MCC) through a
local digital data network. The MCC is interconnected with the base station,
paging operators and content providers. The information requested by the PDA
owner is broadcast through the paging network. The processing of each command is
accomplished through the use of proprietary software, which receives the
requests and responds as needed. Beijing Star has developed a unique system to
manage and process this data. Patents for the PDA and base station technology in
China and a copyright for the MCC software in China have been issued.

---

The Companys business
is characterized by rapid technological change, new product and service
development and evolving industry standards. Inherent in the Companys
business are various risks and uncertainties, including limited operating
history, uncertain profitability, history of losses and risks associated with
the ability to raise additional capital.

The Company has its only
active operation in the Peoples Republic of China (PRC) that maybe
subject to significant risks not typically associated with companies in North
America. The Companys operations could be adversely affected by changes in
the political and social conditions, changes in government policies with respect
to laws and regulations, anti-inflationary measures, currency conversion,
remittance abroad and rates and methods of taxation.

The industry of
Chinas paging communication services tends to be saturated and is
confronted with competition from the high-powered Mobile Communication Services.
The paging operators must change from the original unidirectional paging network
to a multifunctional bi-directional system if they are to continue to compete
for customers. For this reason, Beijing StarGain Data Communication System
Limited has developed two technical products; concrete details are as follows:

1.    
The bi-directional improvement technologies for unidirectional paging network

The Companys only
operating subsidiary Beijing Star has developed a new and low-cost
bi-directional paging system. This system has changed the traditional
unidirectional paging system into multifunctional bi-directional system, using
the downstream Broadcast Channel and upstream Order Channel to fully upgrade the
data services and upgrading the pager into a personal digital
assistant PDA with regular paging functions. Based on the original paging
system, the new system is equipped with upstream base station, MCC (master
control center) and palm computer (so called as PDA) with bi-directional paging
function. The paging station sends out the information provided by various web
sites through original broadcasting network. The users can use PDA to receive
the information, and they can then order the information to meet their
requirements. The upstream receives the upstream request of PDA, and then sends
the request to the MCC via private line or via the bi-directional base station
through wireless method. The reply of PDA request can feed back through the
downstream channel of the original unidirectional paging. The MCC can route all
sorts of information and it is connected with the bi-directional base station,
web sites, paging station and relevant companies (such as the securities
companies or banks).

Various technical
improvements have been designed into the system. For example, the base-band is
designed as full duplex, thus the system can realize all functions of CDPD
(Cellular Digital Packet Data) network after more transmission models are added
to the base station, while the fee of network construction and the services fee
are still far less than that of CDPD network. The development tendency of Mobile
Data Exchange with high speed will be the GPRS (General Packet Radio Service)
system (WAP is just the predecessor of GPRS in the respect of the wireless
network access, since the WAP still use the voice channel of hand phone network
to transmit data). The implementation of GPRS system will be carried out in 2002
in China (the commencement of experimental network will be earlier). The initial
GPRS system and network construction fee and services fee will be high. Since
the bi-directional paging communication system will be less expensive the market
in China will be much greater.

---

2.    The PDA supporting the WAP (Wireless
Application Protocol) and possessing paging functions

For those companies
reluctant to upgrade from the unidirectional paging network into a
bi-directional paging system, Beijing Star has developed a new PDA for their
users. The PDA can support WAP and has paging functions, so the companies can
provide more value-added information services without large investment. The
design principle is to use the bi-directional characteristics of a hand phone to
connect it with unidirectional paging network, i.e. the traditional paging
network is improved to be a unidirectional Internet network to provide
information, while the downstream can use the broadcast channel of paging to
provide the users with commercial information. The rush downstream call can pass
through the paging and the Chinese Short Information of hand phone, and the
upstream reply can transmit back in reverse direction via the voice channel and
Chinese Short Information. As to this reconstruction, the investment is low, the
service scope is broad, and it can reasonably decrease the services fee for the
users.

Beijing Star has developed
the plug-card of data switch for the popular hand phone, and the plug-card is
built in the PDA with paging functions. The PDA can access the hand phone
network when it is connected with a hand phone. The PDA is equipped with a
module that possesses the paging function, so it can receive the broadcasting
information from the paging station. An additional improvement allows the
mini-type browser embed in the PDA to make it compatible with WAP protocol, so
the users can smoothly navigate the content of WAP sites via the PDA. The
network reconstruction provides the supplier of e-commerce services with WAP
access platform and also installs the corresponding gateway software for the
provider of paging services, so the traditional paging network is reconstructed
into the unidirectional network to provide Internet information. In addition,
the information can be input into the PDA with electronic pen, the input of
Chinese is very convenient and its LCD is more comfortable than that of the hand
phone. The total price is less than RMB1000 (US$120) that is less then other
systems.

With this new terminal
suppliers of e-commerce services can provide the users with commercial
information through unidirectional paging network with broadcasting method and
carry out the rush call of hand phone and paging at the same time. Users can
upload command through Chinese Short Information and freely access the network
and browse relevant content as necessary. For example, during the period when a
stock transaction is carried out, the users can not only receive the information
from a stock station via PDA and view the market prices, but also input the
command and send it out via the transaction menu of PDA. Though the WAP hand
phone and the PDA are supported by same communication protocol, the PDA has more
unparalleled superiorities than the WAP hand phone in the respects of services
fee and convenience. As a professional communication terminal for data treatment
and storage, the PDA can be used by the users to rapidly and conveniently
receive and send files with complex format, which is appropriate for the
development of wireless e-commerce. On the other hand the common pager and hand
phone can just transfer simple text files, but cannot transfer the common orders
for goods, quotations and contracts.

The Market

The two technical products
above aim at the wireless paging station and paging users in China. According to
the study of www.ccidnet.com, the total number of wireless paging
companies was 1479 and that of the users was 80 million in China as of September
2000. Since the traditional paging is limited by technical conditions, the
providers of this service have not been able to provide service to the great
number of customers requesting such service. The traditional paging services
must look for new ways to accelerate development processes that will allow them
to handle more customers. In a word, the market demands for these two products
is large. According to our estimation, 50% of the existing paging stations will
be willing to carry out the reconstruction of bi-directional paging. So the
total market scale of the first technical product will be up to RMB 1.5 billion
( US$181 million). It is estimated that 20% of the paging users (80 million)
have sufficient incomes to afford the PDA, making the total market for the
second technical product to be and estimated RMB16 billion (.US$19.3 billion).

---

Competition

The Companys main
competition is Shenzhen BlueFlame Information Technology Limited and Shanghai
Gwcom Information Technology Limited. The BlueFlame Company released the similar
PDA product and it has cooperated with Zhongbei Paging Company to carry out the
practice in Beijing, Shenzhen, Guangzhou. Shanghai Gwcom has possessed the
technology to change the unidirectional paging network into a bi-directional
one, and its relevant services have been carried out in Shanghai City and
Shenzhen City.

Product manufacturing and
producing method

The electronic components
needed by upstream base station and MCC are readily available in the electronic
market.

Patents

At present, Beijing Star
has two patents, one related to the product of upstream base station used in the
wireless securities transaction system and the other related to securities
transaction machine of bi-directional wireless (PDA). Beijing Star will apply
for other patents in other industries for above two technical products. The two
patents were approved by the State Intellectual Assets Bureau of P.R.C. The
protection period of the patents is 10 years.

Employees

At December 31, 2001
Beijing Star had 7 employees, including 3 R&D persons, 4 persons for
management and market development. They all have more than 3 years
experience in relevant professional fields.

Item 2. 
    DESCRIPTION OF PROPERTIES

The Company has no
ownership of property at December 31, 2001. The Company is leasing on a
month-to- month basis.

Item 3. 
   LEGAL PROCEEDINGS

The Company is not a party
to any material pending or ongoing litigation.

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

No matters were submitted
to a vote of the Companys stockholders through the solicitation of
proxies, or otherwise, during the fourth quarter of the Companys fiscal
year ended December 31, 2001.

---

PART II

Item 5. 
   MARKET FOR THE REGISTRANTS COMMON EQUITY AND
RELATED MATTERS

Asia Supernet
Corporations common stock was quoted under the symbol ASUP on
the NASD Over-The-Counter Bulletin Board (OTCBB). It is currently
traded through the OTC: Alternative Trading Facility. There were 1,439
shareholders of record as of December 31, 2001.

There has been virtually no
trading in the Companys stock during the past year. The Companys bid
closed at $0.10 per share at the end of 2000 and 2001.

The Company has not paid
any cash dividends since its inception and does not contemplate paying any in
the foreseeable future. It is anticipated that earnings, if any, will be
retained for the operation of the Companys business.

Item 6. 
    MANAGEMENTS DISCUSSION OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

The following discussion
should be read in conjunction with the Consolidated Financial Statements of the
Company and related Notes thereto.

The Company acquired
Chinanet in a reverse acquisition that included the operating company Beijing
Star. Beijing Star successfully researched and developed two technical products
(see The Products Item 1. page 5) that it intends to bring to market in 2002 or
2003.

The Company had revenues
from the sale of a patent and technical know-how of $162,675 in 2001 less cost
of the sale $76,863 that helped to finance the Company in 2001. The Company had
no revenue in 2000. Total expenses for 2001 were $322,912 as compared to
$356,661 in 2000. There was a reduction of about $58,000 in 2001 in research
salaries due to the completion of research on the Companys main product.
This was offset in part by higher legal and professional fees in 2001 $72,482 as
compared to the $24,545 in 2000.

The marketing of the
products will require additional investment. The Company is seeking additional
investors. During the interim the Company is being financed by loans from a
major stockholder.

---

Item 7.    FINANCIAL
STATEMENTS AND SUPPLEMENTARY DATA

The  consolidated financial
statements of the Company required to be included in Item 7 are listed in this
index, and follow this page:

Report of Independent
Certified Public Accountant

Financial Statements
             Balance
Sheets as of December 31, 2001 and 2000

| | Statements of Operations for the year ended December 31, 2001 and 2000 and from
inception May 12, 1999 to December 31, 2001
| | ---------------------------------------------------------------------------------------------------------------------------

| | Statements of Cash Flows for the year ended December 31, 2001 and 2002 and from
inception May 12, 1999 to December 31, 2001
| | ---------------------------------------------------------------------------------------------------------------------------

| | Statement of Shareholders Equity from inception May 12, 1999 to December
31, 2001
| | ----------------------------------------------------------------------------------

| | Notes to Financial Statements
| | -----------------------------

---

WILLIAM D. LINDBERG
CERTIFIED PUBLIC ACCOUNTANT
1725 MONROVIA AVE.
COSTA MESA, CA. 92627

To the Board of
Directors and Stockholders
of Asia Supernet Corporation

I have audited the
accompanying consolidated balances sheets of Asia Supernet Corporation (a
Colorado corporation) and its subsidiaries, as of December 31, 2001 and 2000,
and the related consolidated statements of operations, cash flows and
shareholders equity, for the two years ended December 31, 2001 and the
period from inception May 12, 1999 to December 31, 2001. These financial
statements are the responsibility of the Companys management. My
responsibility is to express an opinion on these financial statements based on
my audits.

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

In my opinion, the
consolidated financial statements referred to above present fairly, in all
material respects, the financial position of as of December 31, 2001 and 2000,
and the results of its operations and its cash flows for the years ended
December 31, 2001and 2000 and the period from inception May 12, 1999 to December
31, 2001 in conformity with generally accepted accounting principles accepted in
the United States

The accompanying financial
statements have been prepared assuming that the Company will continue as a going
concern. As discussed in notes to financial statements, the Companys
recurring losses, negative working capital and shareholders capital
deficiency raise substantial doubt as to its ability to continue as a going
concern. Management plans concerning these matters are also described in the
notes to financial statements. The financial statements do not include any
adjustments that might result from the outcome of this uncertainty.

/s/ William D. Lindberg
March 18, 2002
Costa Mesa, Ca.

---

# ASIA
SUPERNET CORPORATION
(A DEVELOPMENT STAGE COMPANY)
CONSOLIDATED BALANCE SHEETS
AS OF DECEMBER 31, 2001 AND 2000

`December 31,   December 31,
                                                                    2001          2000
                                                                -----------    -----------

ASSETS
     Current assets
Cash .........................................................  $   8,567    $  31,948
Prepayments and deposits .....................................     18,311       21,392
                                                                ---------    ---------
      Total current assets ...................................     26,878       53,340

Investment in related company ................................        201         --

Property and equipment
      Office furniture and equipment .........................     98,417       92,413
      Less-Reserve for depreciation ..........................     41,958       23,200
                                                                ---------    ---------
       Net office furniture and equipment ....................     56,459       69,213

Intangible assets
      Research and development ...............................    126,996      126,996
      Amortization of research and development ...............     18,082         --
                                                                ---------    ---------
      Net research and development ...........................    108,914      126,996
                                                                ---------    ---------
Total  assets ................................................  $ 192,452    $ 249,549
                                                                =========    =========

LIABILITIES AND SHAREHOLDERS' EQUITY
     Current liabilities
Accounts payable .............................................  $  74,890    $ 102,107
Accrued expenses .............................................     58,770      103,525
Deferred income ..............................................     10,885       42,332
Loans from director, shareholders and related parties ........    720,827      557,195
                                                                ---------    ---------
       Total current liabilities .............................    865,372      805,159

     Shareholders' equity (deficit)
Preferred stock (par value $0.001) 300,000,000 shares
  authorized, none issued
Common stock (par value $0.001) 900,000,000 shares
 authorized; 110,494,293 at December 31, 2001 and
 109,494,293 at December 31, 2000 issued and outstanding .....    110,494      109,494
Paid in Capital (discount from par value) ....................      2,104      (42,530)
Cumulative comprehensive income ..............................     12,893       16,652
Deficit accumulated during development stage .................   (798,411)    (639,226)
                                                                ---------    ---------

     Total shareholders' equity (deficit) ....................   (672,920)    (555,610)
                                                                ---------    ---------

     Total liabilities and shareholders' equity (deficit) ....  $ 192,452    $ 249,549
                                                                =========    =========`

The
accompanying notes to financial statements are an integral part of this
statement

---

# ASIA
SUPERNET CORPORATION
(A DEVELOPMENT STAGE COMPANY)
CONSOLIDATED STATEMENTS OF OPERATIONS
FOR THE YEARS ENDED DECEMBER 31, 2001 AND 2000 AND
FROM INCEPTION MAY 12, 1999 TO DECEMBER 31, 2001

`For the year     For the year     From inception
                                                       ended December   ended December    May 12, 1999 to
                                                          31, 2001         31, 2000      December 31, 2001
                                                       --------------   --------------   -----------------

REVENUES ...........................................   $     162,675    $        --      $     162,675
COST OF REVENUES ...................................          76,863             --             76,863
                                                       -------------    -------------    -------------
                                                              85,812             --             85,812

EXPENSES
  Salaries and related costs .......................         100,040          158,863          258,903
  Rent .............................................          39,567           24,974           64,541
  Research and development .........................            --             35,947           35,947
  Office ...........................................          30,693           23,880           54,573
  Travel and entertainment .........................          45,349           42,235           87,584
  Audit ............................................           6,410           17,024           23,434
  Depreciation .....................................          18,758           17,213           35,971
  Legal and professional fees ......................          72,482           24,545           98,906
  Telephone ........................................           9,613           11,980           21,593
                                                       -------------    -------------    -------------
Total expenses .....................................         322,912          356,661          681,452
                                                       -------------    -------------    -------------

Loss from operations ...............................        (237,100)        (356,661)        (595,640)

Income taxes .......................................            --               --               --
                                                       -------------    -------------    -------------
Loss before acquisition ............................        (237,100)        (356,661)        (595,640)

Loss on acquisition October 13, 2000-net
liabilities acquired. Adjustment for liabilities
not required to be paid as of 2001 .................          77,915         (280,686)        (202,771)
                                                       -------------    -------------    -------------

Net loss ...........................................        (159,185)        (637,347)        (798,411)

Comprehensive income-foreign currency translation
adjustment .........................................          (3,759)           5,488           12,893
                                                       -------------    -------------    -------------

Comprehensive loss .................................   $    (162,944)   $    (631,859)   $    (785,518)
                                                       =============    =============    =============

Net loss per share-basic and diluted ...............   $      (0.001)   $      (0.006)   $      (0.007)
                                                       =============    =============    =============
Weighted average number of common shares
outstanding ........................................     110,411,000      109,372,000      110,411,000
                                                       =============    =============    =============`

The
accompanying notes to financial statements are an integral part of this
statement

---

# ASIA
SUPERNET CORPORATION
(A DEVELOPMENT STAGE COMPANY)
CONSOLIDATED STATEMENTS OF CASH FLOWS
FOR THE YEARS ENDED DECEMBER 31, 2001 AND 2000 AND
FOR THE PERIOD FROM INCEPTION MAY 12 TO DECEMBER 31, 2001

`For the year   For the year   From inception
                                                       ended          ended         May 12 to
                                                    December 31,   December 31,    December 31,
                                                        2001           2000            2001
                                                    ------------   ------------    ------------

CASH FLOWS FROM OPERATING ACTIVITIES
     Net loss .....................................   $(159,185)    $(637,347)     $(798,411)
     Adjustment to reconcile net (loss) to net cash
        Loss on acquisition October 13, 2000
         net-liabilities acquired. Adjustment for
liabilities .......................................     (77,915)      280,686        202,771
         not required to be paid as of 2001
        Depreciation ..............................      18,758        17,213         35,971
        Amortization ..............................      18,082          --           18,082
        Shares issued for services ................      35,634         2,095         37,729
(Increase) decrease in operating assets
       Prepaid and deposits .......................       3,081       (21,392)       (18,311)
Increase (decrease) in operating liabilities
       Accounts payable ...........................     (14,484)       15,248            764
       Accrued expenses ...........................      20,427        30,156         50,583
       Deferred income ............................     (31,447)       42,332         10,885
                                                      ---------     ---------      ---------
Cash flows used in operating activities ...........    (187,049)     (271,009)      (459,937)

CASH FLOWS USED IN INVESTING ACTIVITIES
      Purchase of furniture and equipment .........      (6,004)      (84,429)       (90,433)
      Investment in related company ...............        (201)         --             (201)
      Purchase of research and development ........        --        (126,996)      (126,996)
                                                      ---------     ---------      ---------
Cash flow used in investing activities ............      (6,205)     (211,425)      (217,630)

CASH FLOWS FROM FINANCING ACTIVITIES
     Increase in loan from director ...............     173,632       216,130        648,162
     Cash acquired in acquisition October 13, 2000         --          25,062         25,062
     Shares issued for cash .......................        --            --               17
                                                      ---------     ---------      ---------
Cash flows from financing activities ..............     173,632       241,192        673,241

Effect of cumulative translation adjustment .......      (3,759)        5,488         12,893
                                                      ---------     ---------      ---------
Cash flows (used for) from all activities .........     (23,381)     (235,754)         8,567

Cash balance at beginning of period ...............      31,948       267,702           --
                                                      ---------     ---------      ---------
Cash balance at end of period .....................   $   8,567     $  31,948      $   8,567
                                                      =========     =========      =========

Cash paid for:
   Interest expense ...............................   $    --       $    --        $    --
   Taxes ..........................................        --            --             --
Supplemental disclosure of non-cash activities
   Shares issued in payment of loan ...............      10,000          --           10,000
   Shares issued in payment of services ...........        --         150,000        150,000`

The
accompanying notes to financial statements are an integral part of this
statement

---

# ASIA
SUPERNET CORPORATION
(A DEVELOPMENT STAGE COMPANY)
CONSOLIDATED STATEMENT OF SHAREHOLDERS EQUITY
FOR THE PERIOD FROM INCEPTION MAY 12 TO DECEMBER 31, 2001

`Deficit
                                                 Common stock                       accumulated
                                       --------------------------------  Compre-       during        Total
                                       Number of  Par value    Discount  hensive    development   Shareholders'
                                         shares    $(0.001)    from par   income       stage        equity
                                       ---------  ---------    --------  -------    -----------   ------------

Common stock issued for
acquisition of Chinanet Group at
par value as of May 12, 1999 ......   106,683,429  $ 106,683  $ (106,666) $    --     $     --      $      17

Translation adjustment ............                                           11,164                   11,164

Net loss from inception May 12,
1999 to December 31, 1999 .........                                                      (1,879)       (1,879)
                                      -----------  ---------  ----------  ----------  ---------     ---------
Balance at December 31, 1999 ......   106,683,429    106,683    (106,666)     11,164     (1,879)        9,302

Effect of exchange
reorganization October 13, 2000 ...     2,660,864      2,661      (2,661)                                 --

Common stock issued for services
provided and billed and for
future services in the amount of
$150,000 ..........................       150,000        150     149,850                              150,000
Deduction for deferred services ...                              (83,053)                             (83,053)

Translation adjustment ............                                            5,488                    5,488

Net loss ..........................                                                    (637,347)     (637,347)
                                      -----------  ---------  ----------  ----------  ---------    ----------
Balance at December 31, 2000 ......   109,494,293  $ 109,494  $  (42,530) $   16,652  $(639,226)   $ (555,610)

Shares issued in payment of
shareholder's loan ................     1,000,000      1,000       9,000                               10,000
Services received for shares
issued in prior period ............                               35,634                               35,634
Translation adjustment ............                                           (3,759)                  (3,759)
Net loss ..........................                                                    (159,185)     (159,185)
                                      -----------  ---------  ----------  ----------  ---------    ----------
Balance at December 31, 2001 ......   110,494,293  $ 110,494  $    2,104  $   12,893  $(798,411)   $ (672,920)
                                      ===========  =========  ==========  ==========  =========    ==========`

The
accompanying notes to financial statements are an integral part of this
statement

---

# ASIA
SUPERNET CORPORATION
(A DEVELOPMENT STAGE COMPANY)
NOTES TO FINANCIAL STATEMENTS
FOR THE YEARS ENDED DECEMBER 31, 2001 AND 2000 AND
FOR THE PERIOD FROM INCEPTION MAY 12 TO DECEMBER 31, 1999

ORGANIZATION AND
PRINCIPLE ACTIVITY

Asia SuperNet Corporation
(the Company), formerly known as Powersoft Technologies Inc.
(Powersoft) was originally organized in California on March 24, 1958
as Time Save Markets, Inc. From 1958 to 1994, the Company effected numerous name
changes and engaged in businesses other than one it is presently engaged. In
August 1994, the Company changed its corporate domicile to Delaware. In November
1994, the Company, then known as Alpine International Corp. changed its name to
Heng Fai China Industries, Inc. On March 31, 1998, Heng Fai China Industries,
Inc. changed its name to Powersoft Technologies Inc.

On November 10, 1999, the
shareholders of Powersoft approved the reincorporation of Powersoft by changing
the state of incorporation from Delaware to Colorado by adoption of an Agreement
and Plan of Merger pursuant to which Powersoft has merged with and into Asia
SuperNet Corporation, a Colorado Corporation. The shareholders of the Company
approved the respective Agreement and Plan of Merger on October 1, 1999 (the
Reincorporation Merger). The Reincorporation Merger was effective as of December
22, 1999 when 15,559,542 outstanding shares of Powersoft common stock were
converted into 522,338 shares of the Companys common stock. The number of
shares converted into the Companys stock were rounded up to the next whole
share.

On January 18, 1999, the
Company entered into an agreement with SAR Trading Limited (SAR),
100% owned by Fai H. Chan who beneficially owned 79% of the Company, wherein SAR
agreed to buy and the Company agreed to sell all of its interests in all of its
subsidiaries. In consideration of the assumption of the liabilities by SAR, the
Company issued two notes payable to SAR in the amounts of $1,000,000 and
$3,838,000. The $1,000,000 note was immediately convertible into 20,000,000
common shares (reduced to 667,000 when Re-incorporation meager took place) of
the Company at a fixed rate of $0.05 per share. The $3,838,000 note was reduced
to $2,472,722 with assignment of an amount due from a related party of
$1,365,278.

In June 2000 the promissory
note payable to SAR in the amount of $2,472,722 was converted into 1,471,859
shares of the Companys common stock.

Due to the above-mentioned
sale of all of the investments, the Company was an inactive shell at December
31, 1999.

On October 13, 2000, the
Company acquired all of the issued and outstanding common stock of ChinaNet
Communications, Ltd., a British Virgin Island corporation
(ChinaNet), that owns 100% of Beijing Star Gain Data Communication
Systems Co. Limited (Beijing Star) a Peoples Republic of China
(PRC) company, in exchange for 106,683,429 shares of its common
stock under the terms of an agreement dated August 1, 2000.

---

The details of the
Companys holdings and their principal activities are summarized below.

`Name                       Date of           Place of        Equity interest       Activity
                                acquisition or    incorporation      Direct Indirect
                                   formation
-----------------------------------------------------------------------------------------------------

Chinanet Communication Limited  May 18, 2000      British Virgin     100%                 Inactive
(Chinanet BVI)                                    Islands
Chinanet Communication Limited  May 12, 1999      Hong Kong           26%        74%      Inactive
(Chinanet HK)
China Communication Limited     October 12, 2000  Western Samoa      100%                 Inactive
(Chinanet Samoa)
Beijing Star Gain Data          December 7, 1999  Peoples Republic              100%      Communication
Communication System Co.                          of China                                equipment
Limited (Beijing Star)
China-Antiflooding System       June 2001         Samoa               50%                 Inactive
Monitor Limited
China Environmental System      June 2001         Samoa               50%                 Inactive
Monitor Limited
Beijing Stargain Data           November 2001     Peoples Republic               50%      Investment holding
Communications Technology Ltd.                    of China
Beijing Stargain Environmental  November 2001     Peoples Republic               50%      Investment holding
Monitor Technology Ltd.                           of China`

During the year the Company
dissolved Mobilenet Communication Limited organized in Hong Kong, a company that
had been inactive. Also during the year the Company sold a 60% interest in
Mobilenet Communications Limited (Mobile BVI) organized in the British Virgin
Islands for a nominal amount. Beijing Star sold technical know-how and certain
patents related to communications to Mobile BVI (after selling 60% interest in
Mobile BVI) for $102,800 that has been recognized as revenue. Mobile BVI is
operated and controlled by the 60% owners.

Beijing Star, the operating
company, has researched, developed and intends to manufacture and market a
handheld personal digital assistant (PDA), which has been designed to function
through Chinas existing paper network infrastructure. Beijing Stars
goal is to convert a market of approximately 80 million traditional pager
customers in China to its system. A base station receives messages from the PDA
and sends the messages to the Management Control Center (MCC) through a local
digital data network. The MCC is interconnected with the base station, paging
operators and content providers. The information requested by the PDA owner is
broadcast through the paging network. The processing of each command is
accomplished through the use of proprietary software, which receives the
requests and responds as needed. Beijing Star has developed a unique system to
manage and process this data. Patents for the PDA and base station technology in
China and a copyright for the MCC software in China have been issued.

The Companys business
is characterized by rapid technological change, new product and service
development and evolving industry standards. Inherent in the Companys
business are various risks and uncertainties, including limited operating
history, uncertain profitability, history of losses and risks associated with
the ability to raise additional capital.

The Company has its only
active operation in the Peoples Republic of China (PRC) that maybe
subject to significant risks not typically associated with companies in North
America. The Companys operations could be adversely affected by changes in
the political and social conditions, changes in government policies with respect
to laws and regulations, anti-inflationary measures, currency conversion,
remittance abroad and rates and methods of taxation.

---

BASIS OF
PRESENTATION

On October 13, 2000, the
Company acquired all of the issued and outstanding common stock of ChinaNet
Communications, Ltd., a British Virgin Island corporation
(ChinaNet), that owns 100% of Beijing Star Gain Data Communication
Systems Co. Limited (Beijing Star) a Peoples Republic of China
(PRC) company, in exchange for 106,683,429 shares of its common
stock under the terms of an agreement dated August 1, 2000. Prior to the
issuance of the shares, the Company had 2,660,864 shares of common stock
outstanding. As a result, the shareholders of ChinaNet own 97.6% of the common
stock outstanding of the Company after the issuance of the 106,683,429 shares

The acquisition of ChinaNet
by the Company on October 13, 2000 has been accounted for as a purchase and
treated as a reverse acquisition since the former owners of ChinaNet controlled
over 97% of the total shares of Common Stock of the company outstanding
immediately following the acquisition.

On
this basis, the historical financial statements prior to October 13, 2000 have
been restated to be those of the accounting acquirer ChinaNet. The historical
stockholders equity prior to the reverse acquisition has been
retroactively restated (a recapitalization) for the equivalent number of shares
received in the acquisition after giving effect to any difference in par value
of the issuers and acquirers stock with an offset to discount
from par. The original 2,660,864 shares of common stock outstanding prior
to the exchange reorganization have been reflected as an addition in the
stockholders equity account of the Company on October 13, 2000. When the
accounting acquirer ChinaNet acquired the Company, the Company had liabilities
in excess of asset and since no goodwill is to be recorded in a reverse merger
the Company recognized $280,686 as a loss on October 13, 2000. Subsequently in
2001 vendors forgave $77,915 in debt and the Company has recorded this amount as
an adjustment to the loss recognized in 2000.

The financial statements
have been prepared in accordance with generally accepted accounting principles
in the United States of America. This basis of accounting differs from that used
in the statutory financial statements of the BVI and Hong Kong and the PRC,
which were prepared in accordance with generally accepted accounting principles
in Hong Kong and the accounting principles and the relevant financial
regulations applicable to enterprises with foreign investments as established by
the Ministry of Finance of China respectively.

SUMMARY OF SIGNIFICANT
ACCOUNTING POLICIES

|a) | BASIS OF CONSOLIDATION
|-- | ----------------------

| | The
consolidated financial statements include the accounts of the Company and its
subsidiaries. All material intra-group balances and transactions have been
eliminated on consolidation.
| | -----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

|b) | PREPARATION OF FINANCIAL STATEMENTS
|-- | -----------------------------------

| | The
Company has a negative working capital of as of December 31, 2001 and 2000
respectively. These conditions raise doubt about the Companys ability to
continue as a going concern.
| | -------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

| | Continuation
of the Company as a going concern is dependent upon obtaining additional working
capital and attaining profitable operations in the future. The Principal
Stockholder has undertaken to make available adequate funds to the Company as
and when required to maintain the Company as a going concern. As a result, the
financial statements have been prepared in conformity with the principles
applicable to a going concern.
| | --------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

---

| | The
preparation of financial statements in conformity with generally accepted
accounting principles requires management to make estimates and assumptions that
affect the amounts reported in the financial statements and accompanying notes.
Actual results could differ from those estimates
| | -----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

|c) | INVENTORIES
|-- | -----------

| | Inventories will be stated at the lower of cost, on a first-in first-out basis,
and market value
| | ------------------------------------------------------------------------------------------------

|d) | PROPERTY AND EQUIPMENT
|-- | ----------------------

| | Fixed
assets are recorded at cost. Gains or losses on disposals are reflected in
current operations. Major expenditures for betterments and renewals are
capitalized. All ordinary repair and maintenance costs are expensed as incurred.
| | -----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

| | Depreciation
for financial reporting purposes is provided using the straight-line method over
the estimated useful lives of the assets as follows: furniture and office
equipment  5 years.
| | --------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

|e) | INCOME TAXES
|-- | ------------

| | The
Company accounts for income tax under the provisions of Statement of Financial
Accounting Standards (SFAS) No. 109, which requires recognition of
deferred tax assets and liabilities for the expected future tax consequences of
events that have been included in the financial statements or tax returns.
Deferred income taxes are provided using the liability method. Under the
liability method, deferred income taxes are recognized for all significant
temporary differences between the tax and financial statement bases of assets
and liabilities.
| | ---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

|f) | OPERATING LEASES
|-- | ----------------

| | Operating
leases represent those leases under which substantially all the risks and
rewards of ownership of the leased assets remain with the lessors. Rental
payments under operating leases are charged to expense on the straight-line
basis over the period of the relevant leases.
| | ---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

|g) | COMPREHENSIVE INCOME
|-- | --------------------

| | The
Company has adopted SFAS No. 130, which established guidance for the reporting
and disclosure of comprehensive income and its components. The purpose of
reporting comprehensive income is to report a measure of all changes in equity
that resulted from recognized transactions and other economic events of the
period other than transactions with shareholders. Adoption of the standard had
no economic impact on the Companys consolidated financial position,
results of operations or cash flows. The Company reports comprehensive income in
the Consolidated Statements of operations.
| | -------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

|h) | FOREIGN CURRENCY TRANSLATION
|-- | ----------------------------

| | The
translation of the financial statements of subsidiaries into United States
dollars is performed for balance sheet accounts using the closing exchange rate
in effect at the balance sheet dates and for revenue and expense accounts using
an average exchange rate during each reporting period. The resulting foreign
currency translation gain or loss is included in Stockholders equity as
Comprehensive Income.
| | --------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

---

|i) | EARNINGS PER COMMON SHARE
|-- | -------------------------

| | Basic
earnings per common share is computed in accordance with SFAS No. 128 by
dividing net income for each year by the weighted average number of shares of
common stock outstanding during the year.
| | ------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

| | The
computation of diluted earnings per common share is similar to basic earnings
per common share, except that the denominator is increased to include the number
of additional common shares that would have been outstanding if all dilutive
securities outstanding during the years were exercised.
| | -------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

| | The
basic and diluted earnings per common share were the same for the years
presented because no dilutive securities were outstanding or exercisable as of
December 31, 2001 and 2000.
| | --------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

|j) | RESEARCH AND DEVELOPMENT COSTS
|-- | ------------------------------

| | Expenditures
related to the research land development of new products and processes are
expensed as incurred, unless they are required to be capitalized. Research and
development costs are required to be capitalized when a products
technological feasibility has been established by completion of a detailed
program design or working model of the product, and ending when a product is
available for release to customers. For the year ended December 31, 2000 the
Company capitalized $126,996 of cost related to the purchase of technology from
the University of Beijing that provided new functionality for the Companys
existing detailed program design and working model. The Company will amortize
capitalized research and development against sales at a rate of ten percent or
over a four year period, which approximates the period to be benefited,
whichever is shorter.
| | ----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

|k) | RECENTLY ISSUED ACCOUNTING PRONOUNCEMENTS
|-- | -----------------------------------------

| | In
June 2001, the FASB issued SFSA No. 141, Business Combinations, and
SFAS No. 142, Goodwill and Other Intangible Assets. Under these new
standards, all acquisitions subsequent to June 30, 2001 must be accounted for
under the purchase method of accounting, and purchased goodwill is no longer
amortized over its useful life. Rather, goodwill will be subject to a periodic
impairment test based upon it fair value.
| | ----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

| | In
August 2001, the FASB issued SFAS No. 143, Accounting for Asset Retirement
Obligations (SFAS 143). SFAS 143 establishes accounting standards
for recognition and measurement of a liability for the costs of asset retirement
obligations. Under SFAS 143, the costs of retiring an asset will be recorded as
a liability when the retirement obligation arises, and will be amortized to
expense over the life of the assets.
| | ------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

| | In
October 2001, the FASB issued SFAS No, 144, Accounting for the Impairment
or Disposal of Long-Lived Assets (SFAS 144). SFAS 144 addresses
financial accounting reporting for the impairment or disposal of long-lived
assets and discontinued operations.
| | ---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

| | These
pronouncements have no impact on the financial position and results of
operations of the Company. The Company has adopted these standards as of this
year.
| | ----------------------------------------------------------------------------------------------------------------------------------------------------------------

---

RELATED PARTY TRANSACTIONS

Loans from directors,
shareholders and other related parties $720,827 and $557,195 at December 31,
2001 and 2000, respectively, are non-interest bearing, currently payable and not
evidenced by any notes.

During the year the Company
transferred technical know-how and patents to Mobilnet (BVI) a related company
for $102,800 that has been included in revenues.

COMMON STOCK

Total shares restricted as
to trading were 107,833,429 at December 31, 2001.

The stated par value of
common stock is $0.001 per share. Since the shares issued in the reverse
acquisition of Chinanet were valued at less than par, the Company recorded a
discount from par value. Proceeds in excess of par from stock sales
and stocks issued for services were credited to the discount from par
value account until the total par value was equivalent to $0.001. The
discount from par value was covered during the year and additional
amounts will be credited to paid in capital.

The Company issued 150,000
shares of common stock for services in October of 2000, of which, $83,053 at
December 31, 2000 was for services to be provided in future periods. During the
year ended December 31, 2001, $35,630 of such services was provided. The balance
for services to be provided in the future at December 31, 2001 was $47,423 that
has been deducted from paid in capital.

The Company issued
1,000,000 shares of common stock in cancellation of a shareholders loan in
the amount of $10,000 during 2001.

LEASES

The Company leased office
space on a month-to-month basis.

INCOME TAXES

The Peoples Republic of
China (PRC) income tax laws covering Foreign Investment Enterprises and Foreign
Enterprises govern the Company. Foreign investment enterprises are generally
subject to income tax at a rate of 33% (30% country and 3% local).

Foreign enterprises that
are approved as high-tech or new technology enterprises that are established in
the Beijing New Technology Industry Development Zone are subject to a reduced
tax rate of 15%. New technology enterprises also receive a three-year exemption
from taxation and an additional three years at one half the 15% rate (7.5%)

The Companys
operations in the PRC have been approved as a new technology enterprise.

---

| | The
components of the deferred tax asset is as follows:
| | -------------------------------------------------------

`December 31,  December 31,
                                                             2001          2000
                                                          -----------   -----------
    Deferred tax asset net operating loss carry-forward   $   44,000    $   26,750

    Valuation allowance                                       44,000        26,750
                                                          ----------    ----------

    Net deferred tax assets                               $        0    $        0
                                                          ==========    ==========`

SFAS No. 109 requires a
valuation allowance to be recorded when it is more likely than not that some or
all of the deferred tax assets will not be realized.

Reconciliation
of the differences between the statutory tax rate and the effective income tax
rate is as follows:

`December 31,  December 31,
                                                             2001          2000
                                                          -----------   -----------

    Effective statutory federal tax (benefit) rate           (7.5)%        (7.5)%

    Variance allowance                                        7.5%          7.5%
                                                            ------        ------

    Effective tax rate                                          0%            0%
                                                            ======        ======`

Other companies are subject
to income taxes on an entity basis on income arising in or derived from the tax
jurisdiction in which they are domiciled and operate. Since they are
non-operating no income tax expense has been recorded.

---

Item 8.    
CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS

The Board of Directors
approved the change in auditors of the Company on June 21, 2001 with the
resignation of Deloitte Touche Tohmatsu, Hong Kong and the appointment of
William D. Lindberg, Certified Public Accountant. There had not been any
disagreement between the Company and Deloitte Touche Tohmatsu on any matter of
accounting principles or practices, financial statement disclosure or auditing
scope or procedures during their tenure as the Companys accountants.

PART III

Item 9.    
DIRECTORS, EXECUTIVE OFFICERS PROMOTERS AND CONTROL PERSONS; compliance with
Section 16(a) of the exchange act.

The executive officers of
the Company and their ages are as follows:

The name, position with,
age of each of our directors and executive officers and the period during which
each of our directors has served as one of our directors follows:

`Chief executive officer\Director (from   Lui Ming Hui        38
  January 12, 2001)
  Chief financial officer\Director         Robert H. Trapp.    46`

Lui Ming Hui has been a
director of the Company since June 6, 2000 (He became Chief executive officer as
of January 12, 2001). He received his B.A. in mathematics from Normal University
of Hebei in 1984. He has been the Chief Executive Officer of Chinanet
Communications Ltd. since April of 2000 to the present. He was the Chief
Executive Officer of Asia Data Communications Ltd. from September 1999 until
April 2000. He has been and is an investment consultant to Hengfung Holdings
Ltd, the Vice President of Asia Environment Development Ltd. and a Director of
Pam & Frank International Holdings Ltd. (a public Hong Kong company) from 1998
to the present. He was General Manager of China Department of Hengfung Holdings
Ltd. from 1994 to 1998. He was General Manager of Cangshou Industry Investment
Holdings Ltd from 1990 to 1993 and served as a Director of Merchant Services
Bureau and Economic Development Bureau in the Hebei Province during that same
period.

Robert Trapp has been
secretary and treasurer and a director of the Company since June 1994. In May
1998, he was appointed a director of Global Med Technologies, Inc. In 1997 and
1998, he was appointed managing director and director of eVision USA.Com, Inc.,
formerly known as Fronteer Financial Holdings, Ltd. Between 1995 to 1991 he was
a director of Heng Fung Holdings, Co., Ltd., a public company in Hong Kong,
which is listed on the Hong Kong stock exchange. Since February 1995 he has been
a director of Inter-Asia Equities, Inc. a Canadian company. Since July 1991 he
has been the Canadian operational manager of Pacific Concord Holding (Canada)
Ltd., responsible for management, marketing and financial reporting operations
of such company to Pacific Concord Holding Ltd. of Hong Kong. Between March and
June 1991 he was a securities trainee at Pacific International Securities in
Vancouver, B.C, Canada. Between September 1985 and June 1989 he served as an
executive officer and director of Inter-Asia Equities, Inc.

---

Fai H. Chan was the
president and director of the Company from June 1994 and served as the Chief
Executive Officer since June 1995 (he resigned these three positions January 12,
2001).

Zhao Jian Ye was a Director
until his resignation December 14, 2001

All officers of the Company
are elected to serve in such capacities until the next annual meeting of the
Board of Directors of the Company and until there successors are duly elected
and qualified.

There are no material
proceedings to which any director, officer of affiliate of the Company, any
owner of record or beneficially of more than 5% of any class of voting
securities of the company, or any associate of any such director, officer,
affiliate of the company or security holder is a party adverse to the Company or
any of its subsidiaries.

The Board of Directors has
not established any committees.

Item 10.    
EXECUTIVE COMPENSATION

## Summary
Compensation Table

`Annual            Other
Name and Position             Year      salary   Bonus    compensation
-----------------             -----     -------  -----    ------------
Lui Ming Hui                   2001     $     0  $   0       $       0
President, CEO and             2000           0      0               0
Director

Robert H. Trapp.               2001           0      0               0
Chief financial                2000           0      0               0
officer\Director

Zhao Jian Ye                   2001      10,725      0               0
Resigned as director           2000      14,460      0               0
December 14, 2001

Fai H. Chan                    2001           0      0               0
Was President, CEO and         2000           0      0               0
Director-resigned Jan. 12,
2001`

---

Item 11.    
SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT

The following table sets
forth certain information regarding the beneficial ownership of the shares of
Common Stock of the Company as of the end of the fiscal year, 2001, by (i) each
person who is known by the Company to be the beneficial owner of more than five
percent (5%) of the issued and outstanding shares of common stock, (ii) each of
the Companys directors and executive officers, and (iii) all directors and
executive officers as a group.

`Name and address                                        Number of shares    Percentage
-------------------------------------------------       ----------------    ----------

Lui Ming Hui                                               14,240,000          13%
26 Harbor Road Rm 2109 Wanchai, Hong Kong

Zhao Jian Ye                                               13,434,210          12%
601, 6/F Kequn Bldg. 257 North Sihuan Ave. Haidian
District, Beijing 100063 P.R. China

Fai.H.Chan  (1)                                             3,414,410           3%
2601, Island Place Tower, 510 King's Road
North Point, Hong Kong

Robert H. Trapp                                                 3,334           0%
1888 Sherman St. Denver, Co 80203

Lui Ming Xing                                               7,902,476           7%
26 Harbor Road  Rm 2108 Wanchai, Hong Kong

Web Express (Wong Lai Wan)                                 27,658,667          25%
26 Harbor road Rm 2108 Wanchai, Hong Kong

Conwood Industries Ltd.                                    22,688,076          21%


Cheung Hok Wing                                             9,000,000           8%

All officers and directors as a group ( 2 persons)
as of December 31, 2001                                    14,243,334          13%`

|(1) | Includes
shares held by Inter-Asia Equities, Inc. and Excess Pension Fund, Inc. companies
controlled by Fai H. Chan
|--- | -------------------------------------------------------------------------------------------------------------------

Item 12.    
CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS

There have been no
transactions since the beginning of fiscal year 2001 or any currently proposed
transactions, or series of similar transactions, to which the Company was or is
to be a party, in which the amount involved exceeds $60,000, and in which any of
the officers, or directors, or holders of over 5% of the Companys stock
have or will have any direct or indirect material interest. The Company does not
currently have any policy toward entering into any future transactions with
related parties.

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Item 13.    
EXHIBITS AND REPORTS ON FORM 8-K

|(a) | Financial Statements
|--- | --------------------

| | Balance
sheets of the Company of December 31, 2001 and 2000, and the related statements
of operations, stockholders equity (deficit), and cash flows for the
fiscal years ended December 31, 2001 and 2000 and from inception May 12 to
December 31, 2001.
| | -----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

|(b) | Reports on Form 8-K
|--- | -------------------

| | Previously filed
| | ----------------

|(c) | Other Exhibits
|--- | --------------

| | Previously filed.
| | -----------------

DOCUMENTS INCORPORATED BY
REFERENCE

The Company is currently
subject to the reporting requirements of the Securities Exchange Act of 1934, as
amended (the Exchange Act) and in accordance therewith files
reports, proxy statements and other information with the Commission. Such
reports, proxy statements and other information may be inspected and copied at
the public reference facilities of the Commission at Judiciary Plaza, 450 Fifth
Street, N.W., Washington D.C. 20549; at its New York Regional Office, Suite
1300, 7 World Trade Center, New York, New York 10048; and its Chicago Regional
Office, 500 West Madison Street, Suite 1400, Chicago, Illinois 60661, and copies
of such materials can be obtained from the Public Reference Section of the
Commission at its principal office in Washington, D.C., at prescribed rates. In
addition, such materials may be accessed electronically at the Commissions
site on the World Wide Web, located at http://www.sec.gov. The Company
intends to furnish its stockholders with annual reports containing audited
financial statements and such other periodic reports as the Company may
determine to be appropriate or as may be required by law.

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# SIGNATURES

Pursuant to the
requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the
Registrant has duly caused this report to be signed on its behalf by the
undersigned, thereunto duly authorized on April 2, 2002.

ASIA SUPERNET CORPORATION
            
            
            
                
            
            
            
                  
      By: /s/ Lui Ming Hui
             
            
            
             
            
            
            
            
            
            Lui
Ming Hui
             
            
                  
            
      
            
            
            
            
            
Director/Chief Executive Officer
            
            
            
                
            
            
            
                  
      By: /s/ Robert H. Trapp
             
            
            
             
            
            
            
            
            
            Robert
H. Trapp
             
            
                  
            
      
            
            
            
            
            
Director/Chief Accounting Officer

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

ASIA SUPERNET CORPORATION
Dated:  April 2, 2002     
                
            
            
            
                  
      By: /s/ Lui Ming Hui
             
            
            
             
            
            
            
            
            
            Lui
Ming Hui
             
            
                  
            
      
            
            
            
            
            
Director/Chief Executive Officer

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