<PAGE>   1

                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                                   FORM 10-QSB

                Quarterly Report Pursuant to Section 13 or 15(d)
                     of the Securities Exchange Act of 1934

                      For the quarter ended March 31, 2001

                           Commission File No. 0-24684

                             LONE WOLF ENERGY, INC.
                 (Name of small business issuer in its charter)

                                    Colorado
         (State or other jurisdiction of Incorporation or Organization)

                                   73-1587867
                      (IRS Employer Identification Number)

                          201 Robert S. Kerr. Suite 500
                          Oklahoma City, Oklahoma 73102
                                 (405) 749-9999
        (Address, including zip code and telephone number, including area
                     Code of registrant's executive offices)

                               K&S VENTURES, INC.
                           (Former Name of Registrant)

      Securities registered under Section 12(b) of the Exchange Act: none

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

                         Common Stock, $0.001 par value
                                (Title of class)

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 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 [ ]


State the number of shares outstanding of each of the issuer's classes of common
equity, as of the latest practicable date: As May 10, 2001 there were 36,495,790
shares of the Company's common stock issued and outstanding.

Documents Incorporated by Reference:  None




                                       1
<PAGE>   2


PART 1. - FINANCIAL INFORMATION



ITEM 1.    Financial Statements

             The financial statements are presented on pages F-1 thru F-16 of
this report.

ITEM 2.    Management's Discussion and Analysis or Plan of Operation


             The following discussion should be read in conjunction with the
accompanying financial statements and notes thereto of the Company.

RESULTS OF OPERATIONS

         The following table sets forth selected results of operations for the
three months ended March 31, 2001 and 2000, which are derived from the reviewed
consolidated financial statements of the Company. The results of operations for
the periods presented are not necessarily indicative of the Company's future
operations.

<TABLE>
<CAPTION>
                                                                FOR THE THREE MONTHS ENDED MARCH 31,
                                             ------------------------------------------------------------------------
                                                           2001                                   2000
                                             --------------------------------        --------------------------------
                                                AMOUNT             PERCENT              AMOUNT              PERCENT
                                             ------------        ------------        ------------        ------------

<S>                                          <C>                 <C>                 <C>                 <C>
Revenues                                     $  1,003,805               100.0%       $  1,278,555               100.0%
Cost of Revenues                                  610,916                60.9%          1,092,967                85.5%
                                             ------------        ------------        ------------        ------------
Gross Profit                                      392,889                39.1%            185,588                14.5%
                                             ------------        ------------        ------------        ------------
Operating Expenses
    Selling, general and administrative           302,498                30.1%            341,161                26.7%
    Depreciation and amortization                  75,985                 7.6%             64,155                 5.0%
                                             ------------        ------------        ------------        ------------
Total operating expenses                          378,483                37.7%            405,316                31.7%
                                             ------------        ------------        ------------        ------------
                                                   14,406                 1.4%           (219,728)              (17.2)%
                                             ------------        ------------        ------------        ------------
Other income (expense)
    Interest (net)                                (19,044)               (1.9)%            (8,452)               (0.7)%
    Research and development                      (79,902)               (8.0)%                --                  --
    Other                                              --                  --              16,500                 1.3%
                                             ------------        ------------        ------------        ------------
                                                  (98,946)               (9.9)%             8,048                 0.6%
                                             ------------        ------------        ------------        ------------
Income from continuing operations
    before taxes                                  (84,540)               (8.4)%          (211,680)              (16.6)%
Income tax benefit                                 33,000                 3.3%             87,000                 6.8%
                                             ------------        ------------        ------------        ------------
Income from continuing operations                 (51,540)               (5.1)%          (124,680)               (9.8)%
Discontinued operations
    Income from operations of discon-
       tinued operation net of taxes                   --                  --               9,441                 0.7%
    Gain on sale of discontinued
       operation net of taxes                          --                  --             438,479                34.3%
                                             ------------        ------------        ------------        ------------
Net income (loss)                            $    (51,540)               (5.1)%      $    323,240                25.3%
                                             ============        ============        ============        ============
</TABLE>





                                       2
<PAGE>   3


             Revenues and cost of revenues for the periods presented are all
from Zenex Communications, Inc. The revenues for the quarter ended March 31,
2001 were down $275,000 or 21.5% from the same quarter in 2000. The total
volume of minutes sold in the three months ended March 31, 2001 increased 4.8%
from the same period in 2000, however the decrease in total revenue was because
the average revenue per minute sold decreased from 3 cents in 2000 to 2.5 cents
in the same quarter of 2001. The cost of revenues in was 60.9% in the quarter
ended March 31, 2001 as compared to 85.5% in the same quarter in 2000 creating a
gross profit of 39.1% on revenues in 2001 or an increase of 14.6% better than
the 14.5% gross profit in 2000. The main reason for the increase in gross profit
increase was a better use of the Company's IVR platform by running higher profit
margin projects through it.

         Selling, general and administrative expenses increased to 30.1% of
sales in the quarter ended March 31, 2001 as compared to 26.7% of sales in the
same quarter of 2000. This 3.4% increase was because sale were lower in 2001
than in 2000 and in fact the dollar amount of these expenses was reduce by
$38,663 in 2001 compared to the same quarter in 2000. The reduction was due to
the cost cutting measures instituted in the year 2000 but management believes
the costs have been paired as much as is possible and still provide the same
level of service.

         Depreciation and amortization increased $11,830 to $75,985 in 2001 from
$64,155 in 2000 and was the result of additional capital expenditures made in
2000 to increase the Company's switch capacity.

         The increase in interest expense of $10,592 in 2001 over 2000 was due
to money the Company borrowed in 2000 to finance capital expenditures over the
past year.

         Research and development costs of $79,992 in the year 2001 were
operating costs for the development of Churchlink.com which has been sold
subsequent to the end of the quarter. These costs will not be repeated in future
periods.

         The income attributable to discontinued operations in 2000 was a loss
in E.P. Distributing, which was closed down at the end of 2000, of $3,463 and a
gross profit in the Company's equipment leasing activities of $12,904 which was
sold off in the first quarter of 2000.

         The gain on disposal of discontinued operations in 2000 was from the
termination of the Company's Master Equipment Sales Agreement with Eagle Capital
International, LTD. The Company had a net profit after taxes and expenses of
$438,479 from this termination in the first quarter of 2000.

LIQUIDITY AND CAPITAL RESOURCES

         The Company's growth has been financed through the sale of equity
securities and bank borrowings. Net cash used in operations totaled $112,861 in
the three months ended March 31, 2001 as compared to cash accumulated from
operations of $705,707 in the same period in 2000. The main reason for the
difference in cash used in operations in 2001 compared to cash accumulated from
operations in 2000 was due to a build up of accrued expenses at March 31, 2000
which resulted from a delay in the billing from suppliers during that period.

         At March 31, 2001, the Company had working capital of $217,312 compared
to a deficit in working capital at December 31, 2000 of $(51,361) or an
improvement in working capital of $271,673 in the three month period ended March
31, 2001. The improvement in working capital is because new two notes entered
into in the quarter ended March 31, 2001 totaling $438,389 which resulted in
additional long-term debt of $325,754 after debt service payments and a
provision for current portion on the new loans. The Company also had a
depreciation and amortization deduction of $75,985 in the




                                       3
<PAGE>   4

quarter while outlays for new equipment totaled only $12,310 which also
contributed to the increase in working capital.

         In the event the Company's revenues increase as anticipated, the
Company's working capital requirements will also increase and such requirements
may exceed the net cash provided by operating activities and require cash be
used in operating activities from sources other than operations, including the
raising of cash through borrowing or issuance of equity securities. The increase
in cash used in operations will principally be due to the timing differences
between the Company's payment for services from its suppliers and employee work
force, and the time at which the Company receives payment from its customers.

                  On October 25, 2000, the Company entered into a one-year
revolving loan commitment with Federal Bank Centre for $450,000 to be used in
operating activities of the Company. As of March 31, 2001 the outstanding
principal on this note was $146,000. Advances on this loan are based upon the
Company not being in default on this Agreement, borrower or any guarantor not
declaring bankruptcy or dying, no material adverse change in the Company's
financial condition, or lender in good faith not deeming itself insecure. The
outstanding principal amount of this loan bears interest at 1.5% over the Wall
Street Prime (currently 7.5%) and is payable monthly. All assets of the Company
and the guarantee of certain officers of the Company secure the loan.

Future Operations and Liquidity

Prestige Investments, Inc., a wholly owned subsidiary, of the Company acquired
Zenex Long Distance, Inc. in accordance with a letter of intent dated January
27, 1999 and a subsequent Stock Purchase Agreement ("The Agreement") dated
February 19, 1999. The business combination was accounted for as a purchase. In
accordance with the terms of the Agreement, the initial purchase price was
$6,353 for 100% of the 635,295 outstanding common shares. The Agreement includes
a provision whereby the sellers may earn additional amounts if the cumulative
collected gross sales revenue reach certain levels, (the "Earn Out Rights"), as
follows:

When collected gross sales revenue reach Ten Million ($10,000,000), the sellers
will be paid an additional Fifty Cents ($0.50) per share totaling $317,647. When
collected gross sales revenue reach Twenty Million ($20,000,000), the sellers
will be paid and additional One Dollar ($1.00) per share totaling $635,295.
When collected gross sales revenue reach thirty-six Million ($36,000,000), the
sellers will be paid an additional One-Dollar ($1.00) per share totaling
$635,590. In no event will the Purchase Price exceed the amount of Two Dollars
and fifty-one Cents per share totaling $1,594,590. Collected gross sales
revenues through March 31, 2001 are approximately $8,300,000. Management expects
the $10,000,000 gross sales revenue to be achieved in the year 2001.

         As of the date of this report, other than as described above, the
Company does not have any significant future capital commitments. The Company
anticipates that existing loan commitments and funds to be generated from future
operations will be sufficient to fund operations and future commitments.



                                       4
<PAGE>   5



PART II.    OTHER INFORMATION

Item  1.    Legal Proceedings

Not Applicable



Item  2.    Change in Securities

Not Applicable

Item  3.    Defaults Upon Senior Securities

Not Applicable

Item  4.    Submission of Matters to a Vote of Security Holders

Not Applicable

Item  5.    Other Information

Subsequent Events

On April 12, 2001, the Company entered into an Exchange of Stock Agreement with
Ricky Naylor whereby the Company exchanged all of the stock of its wholly owned
subsidiary Churchlink.com, Inc. for 7,400,000 shares of the Company's common
stock held by Mr. Naylor. The 7,400,000 shares of stock returned to the Company
will now be treated as treasury stock and reduce the outstanding common shares
of the Company by approximately 20%.

ChurchLink is a software product that provides an online communications hub for
churches and their members. This is all possible by the programming source code
that is unique and totally customized to ChurchLink. The program was
approximately two years in development to make it perform the complex
intricacies of interaction yet remain simple to the end user. The program is
very user friendly. To the church member in their home, the program is very
self-explanatory and simple to use, yet highly secure with user name and
password protection and massive firewall features. To the church office worker
or volunteer who is the ChurchLink.com administrator the program requires one
session and an easy to read pamphlet to be able to get the church up and
functioning online.


Item  6.    Exhibits and Reports on Form 8-K

Exhibits

         None


Reports on Form 8-K

         None





                                       5
<PAGE>   6







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.


                                          LONE WOLF ENERGY, INC.

                                          /s/ Douglas A. Newman
                                          ----------------------------------

                                          By: Douglas A. Newman, Sec'y

Date:  May 11, 2001




                                       6
<PAGE>   7



                            INDEPENDENT REVIEW REPORT





Board of Directors and Stockholders
Lone Wolf Energy, Inc.

We have reviewed the accompanying consolidated balance sheet of Lone Wolf
Energy, Inc. as March 31, 2001, and the related consolidated statements of
income and cash flow for the three months ended March 31, 2001 and 2000 in
accordance with Statements on Standards for Accounting and Review Services
issued by the American Institute of Certified Public Accountants. All
information included in these financial statements is the representation of the
management of Lone Wolf Energy, Inc.

A review consists principally of inquiries of company personnel and analytical
procedures applied to financial data. It is substantially less in scope than an
audit in accordance with generally accepted auditing standards, the objective of
which is the expression of an opinion regarding the financial statements taken
as a whole. Accordingly, we do not express such an opinion.

Based on our review we are not aware of any material modifications that should
be made to the accompanying financial statements in order for them to be in
conformity with generally accepted accounting principles.

The December 31, 2000 financial statements for Lone Wolf Energy, Inc. were
audited by us and we expressed an unqualified opinion in our reports dated March
9, 2001, but we have not performed any auditing procedures since that date.



Sutton Robinson Freeman & Co., P.C.
Certified Public Accountants

Tulsa, Oklahoma
May 10, 2001






                                      F-1
<PAGE>   8


                             LONE WOLF ENERGY, INC.
                          CONSOLIDATED BALANCE SHEETS
                      MARCH 31, 2001 AND DECEMBER 31, 2000


<TABLE>
<CAPTION>
                         ASSETS                   2001               2000
                                              ------------       ------------

<S>                                           <C>                <C>
CURRENT ASSETS
     Cash                                     $     30,596       $         --
     Accounts receivable                           468,075            599,903
     Current portion of notes receivable           551,657            551,657
     Deposits                                        4,740              4,784
     Inventory                                       7,000              7,000
                                              ------------       ------------
                                                 1,062,068          1,163,344
                                              ------------       ------------

PROPERTY AND EQUIPMENT                           1,830,032          1,817,722
     Less accumulated depreciation                (656,426)          (595,185)
                                              ------------       ------------
                                                 1,173,606          1,222,537
                                              ------------       ------------

OTHER
     Goodwill (net)                                451,916            461,633
     Organization costs (net)                        9,864             14,890
     Investments                                     4,500              4,500
     Deposits                                       12,284                 --
     Deferred tax asset                            246,000            213,000
                                              ------------       ------------
                                                   724,564            694,023
                                              ------------       ------------

                                              $  2,960,238       $  3,079,904
                                              ============       ============
</TABLE>


See Accompanying Notes to Financial Statements
See Accountants Review Report




                                      F-2
<PAGE>   9


                             LONE WOLF ENERGY, INC.
                          CONSOLIDATED BALANCE SHEETS
                      MARCH 31, 2001 AND DECEMBER 31, 2000



<TABLE>
<CAPTION>
LIABILITIES & STOCKHOLDERS' EQUITY                                      2001               2000
                                                                    ------------       ------------



<S>                                                                 <C>                <C>
CURRENT LIABILITIES
     Current portion of long-term debt                              $    307,009       $    476,996
     Accounts payable                                                    378,341            625,325
     Accrued expenses                                                    139,256             92,734
     Prepayments and customer deposits                                    20,150             22,650
                                                                    ------------       ------------
                                                                         844,756          1,217,705
                                                                    ------------       ------------

OTHER LIABILITIES
     Long-term debt -net of current portion                              589,833            264,079
     Other liabilities                                                   233,931            242,862
                                                                    ------------       ------------
                                                                         823,764            506,941
                                                                    ------------       ------------

TOTAL LIABILITIES                                                      1,668,520          1,724,646
                                                                    ------------       ------------

STOCKHOLDERS' EQUITY
     Preferred stock ($0.001 par value, 20,000,000 shares
          authorized, no shares issued and outstanding)                                          --
     Common stock ($0.001 par value, 100,000,000 shares
          authorized, 36,495,790 shares issued and outstanding
          at March 31, 2001 and 36,495,790 issued and
          outstanding at December 31, 2000)                               36,496             36,496
     Paid-in capital                                                   1,754,842          1,754,842
     Treasury stock (900,000 shares @ $0.02)                             (18,000)            (6,000)
     Unrealized Gain (Loss) on Available for Sale Securities             (27,844)           (27,844)
     Retained earnings (deficit)                                        (453,776)          (402,236)
                                                                    ------------       ------------
                                                                       1,291,718          1,355,258
                                                                    ------------       ------------

                                                                    $  2,960,238       $  3,079,904
                                                                    ============       ============
</TABLE>



See Accompanying Notes to Financial Statements
See Accountants Review Report




                                      F-3
<PAGE>   10


                             LONE WOLF ENERGY, INC.
                      CONSOLIDATED STATEMENTS OF OPERATIONS
               FOR THE THREE MONTHS ENDED MARCH 31, 2001 AND 2000



<TABLE>
<CAPTION>
                                                 2001               2000
                                             ------------       ------------

<S>                                          <C>                <C>
REVENUES                                     $  1,003,805       $  1,278,555

OPERATING EXPENSES
     Cost of sales                                610,916          1,092,967
     Selling, general and administrative          302,498            341,161
     Depreciation and amortization                 75,985             64,155
                                             ------------       ------------
                                                  989,399          1,498,283
                                             ------------       ------------


OPERATING INCOME (LOSS)                            14,406           (219,728)
                                             ------------       ------------

OTHER INCOME (EXPENSE)
     Interest expense                             (19,044)            (8,452)
     Research and development                     (79,902)                --
     Other income                                      --             16,500
                                             ------------       ------------
                                                  (98,946)             8,048
                                             ------------       ------------


NET INCOME (LOSS) FROM OPERATIONS
     BEFORE INCOME TAXES                          (84,540)          (211,680)
     Income Tax (Expense) Benefit                  33,000             87,000
                                             ------------       ------------

NET INCOME (LOSS) BEFORE DISCONTINUED
     OPERATIONS                              $    (51,540)      $   (124,680)
                                             ------------       ------------
</TABLE>




See Accompanying Notes to Financial Statements
See Accountants Review Report




                                      F-4
<PAGE>   11


                             LONE WOLF ENERGY, INC.
                      CONSOLIDATED STATEMENTS OF OPERATIONS
               FOR THE THREE MONTHS ENDED MARCH 31, 2001 AND 2000



<TABLE>
<CAPTION>
                                                                 2001            2000
                                                              ----------      ----------
<S>                                                           <C>             <C>
NET INCOME (LOSS) BEFORE DISCONTINUED
     OPERATIONS AND SALE OF DISCONTINUED
     BUSINESS                                                 $  (51,540)     $ (124,680)
                                                              ----------      ----------

DISCONTINUED OPERATIONS
     Sales                                                            --          40,088
     Costs and expenses                                               --          30,647
                                                              ----------      ----------

     Profit (loss) from discontinued business operations
          net of income taxes                                         --           9,441

     Gain on sale of discontinued operation
          net of income taxes                                         --         438,479
                                                              ----------      ----------

NET INCOME (LOSS)                                             $  (51,540)     $  323,240

     PRIMARY EARNINGS (LOSS) PER SHARE                           nil          $     0.01
                                                              ==========      ==========
     FULLY DILUTED EARNINGS (LOSS) PER SHARE                     nil          $     0.01
                                                              ==========      ==========
</TABLE>

See Accompanying Notes to Financial Statements
See Accountants Review Report





                                      F-5
<PAGE>   12


                             LONE WOLF ENERGY, INC.
                       CONSOLIDATED STATEMENTS OF CASH FLOW
               FOR THE THREE MONTHS ENDED MARCH 31, 2001 AND 2000




<TABLE>
<CAPTION>
CASH FLOWS FROM OPERATING ACTIVITIES                               2001               2000
                                                               ------------       ------------

<S>                                                            <C>                <C>
     Net Income (Loss)                                         $    (51,540)      $    323,240
     Reconciliation of net income to net cash provided by
          operating activities
     Depreciation and amortization                                   75,985             64,155
     Issuance of common stock for services                          (12,000)            40,000
     Book value of assets disposed                                                       5,000
     (Increase) decrease from changes in:
          Deferred Taxes                                            (33,000)           208,000
          Accounts receivable                                       131,828           (519,806)
          Deposits                                                  (12,240)                --
          Inventory                                                      --           (159,430)
     Increase (Decrease) from changes in:
          Accounts payable                                         (246,985)          (164,522)
          Accrued liabilities                                        46,522          1,143,550
          Other liabilities                                          (8,931)          (160,449)
          Prepayments and customer deposits                          (2,500)           (74,031)
                                                               ------------       ------------
                                                                   (112,861)           705,707
                                                               ------------       ------------

CASH FLOWS FROM INVESTING ACTIVITIES
     Cash received for property and equipment sold                       --              5,000
     Purchase of property and equipment                             (12,310)          (175,676)
                                                               ------------       ------------
                                                                    (12,310)          (170,676)
                                                               ------------       ------------

CASH FLOWS FROM FINANCING ACTIVITIES
     Change in notes receivable                                          --            (44,539)
     Change in notes payable                                        155,767           (401,097)
                                                               ------------       ------------
                                                                    155,767           (445,636)
                                                               ------------       ------------

NET INCREASE (DECREASE) IN CASH                                      30,596             89,395

CASH AT BEGINNING OF PERIOD                                              --            108,921
                                                               ------------       ------------

CASH AT END OF PERIOD                                          $     30,596       $    198,316
                                                               ============       ============
</TABLE>



See Accompanying Notes to Financial Statements
See Accountants Review Report





                                      F-6
<PAGE>   13


                             LONE WOLF ENERGY, INC.
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                                 MARCH 31, 2001



NOTE 1 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

ORGANIZATION AND NATURE OF BUSINESSES


Lone Wolf Energy, Inc. (formerly K&S Ventures) was incorporated on March 4, 1991
in the state of Colorado. In February 1999 the Company signed a Master Equipment
Sales Agreement, (the "MESA") with Eagle Capital, Inc. (OTCBB:ECIC) to sell
specialized equipment. The MESA called for the Company to provide fifteen pieces
of equipment over the next three years. In February 2000 the Company terminated
the MESA and sold the equipment it was financing under that agreement. Under the
terms of the termination agreement and sale of the equipment the Company
recorded notes receivable for $1,625,000 of which $775,000 had been collected as
of March 31, 2001. Eagle has filed a court claim attempting to negate the
original MESA. The company is vigorously defending the claim and believes it
will be successful in it's defense. The Company has terminated the business of
equipment leasing.

In March 2000 the Company purchased the assets of EP Distributing Company
("EPD") for $100,000 in cash and 1,000,000 shares of common stock valued at
$40,000. EPD operated as a division of the Company. The division sells
nutritional products, with its primary line being Earth Pharmacy brand products,
and also brokers medical supplies. The acquisition was accounted for as a
purchase. The company ceased this operation at the end of December 2000 and in
May 2001 negotiated with the prior owners to transfer the assets of that
division back to them. The company is to receive $125,000 over a proposed term
of five years and the million shares stock returned at closing. The payment is
dependant on successful future operations of that company and an allowance for
doubtful collection for the full amount has been established.

On May 11, 2000, the Company acquired ChurchLink.com, Inc., ("ChurchLink"). For
the period ended March 31, 2001 ChurchLink operated as a subsidiary of the
Company. ChurchLink has developed a software product that provides an online
communications hub for churches and their members. ChurchLink has completed the
beta test stage with selected churches and is making final revisions to the
software. Regional marketing efforts for the software began in March 2001.
Significant revenues from this division are not anticipated until the third
quarter of 2001. The purchase price of ChurchLink was 100,000 shares of the
Company's Common Stock. The terms of the acquisition provide that an additional
400,000 shares of the Company's Common Stock will be issued as churches
subscribe to the service. The additional stock will be issued as follows:

<TABLE>
<S> <C>
    20,000 shares for each block of 100 churches up to 1,000 churches - 200,000 shares
    20,000 shares for each block of 300 churches from 1,000 to 2500 churches - 100,000 shares
    20,000 shares for each block of 500 churches from 2,500 to 5,000 churches - 100,000 shares
</TABLE>

The fair market value of the shares issued was $28,000. The acquisition was
accounted for as a purchase.

The Company sold this subsidiary in April 2001 for 7,400,000 shares of its
common stock. (See note 12)

On June 21, 2000 the Company completed the acquisition of Prestige Investments,
Inc. and it's wholly owned subsidiary Zenex Long Distance, Inc. (d/b/a Zenex
Communications, Inc.), ("Zenex"). A newly formed wholly owned subsidiary of the
Company, Prestige Acquisition, Corp. ("Prestige Acquisition"), was merged with
and into Prestige Investments, Inc. ("Prestige Investments"), the parent company
of Zenex. Prestige Investments was the surviving corporation in the merger. The
merger was pursuant to an Agreement and Plan of Reorganization dated May 4,
2000, by and among the Company, Prestige Acquisition, Prestige Investments and
the five shareholders of Prestige Investments (the "Zenex Merger





                                      F-7
<PAGE>   14
                             LONE WOLF ENERGY, INC.
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                                 MARCH 31, 2001



Agreement"). Pursuant to the Zenex Merger Agreement, the Company issued
15,550,000 of the Company's common stock to the shareholders of Prestige
investments in return for their surrender to the company of all of their shares
of common stock of Prestige Investments. Following the merger, Prestige
Investments became a wholly owned subsidiary of the Company with Zenex operating
as a wholly owned subsidiary of Prestige Investments. The business combination
was accounted for as a pooling of interest.

Prestige Investments, Inc. and its wholly owned subsidiary, Zenex Long Distance,
Inc. ("Zenex") are engaged primarily in the wholesale of long distance minutes
for prepaid calling cards. Zenex does business as Zenex Communications, Inc. and
primarily markets its product to distributors and switchless resellers who
in-turn market the products to retailers.

Prestige was incorporated in Oklahoma on July 31, 1998. Zenex was incorporated
on January 27, 1994 in Oklahoma. Prestige was formed solely for the purpose of
business acquisitions and investments, and had minimal activities prior to the
acquisition of Zenex. Prestige's only operations are those of its wholly owned
subsidiary, Zenex. Prestige acquired Zenex in accordance with a letter of intent
dated January 27, 1999 and a subsequent Stock Purchase Agreement ("The
Agreement") dated February 19, 1999. The business combination of Prestige and
Zenex was accounted for as a purchase.

The Company's March 31, 2001 and December 31, 2000 consolidated balance sheets
include the wholly owned subsidiary, Prestige and Prestige's wholly owned
subsidiary, Zenex, and Churchlink. The Company's consolidated statement of
operations for the three months ended March 31, 2001 includes the pooled entity
of Prestige and its wholly owned subsidiary Zenex, and Churchlink. The Company's
consolidated statement of operations for the three months ended March 31, 2000
includes the pooled entity of Prestige and its wholly owned subsidiary Zenex,
and the purchased entity of EPD from its date of purchase. All significant
inter-company accounts have been eliminated in the consolidated financial
statements.

CASH AND CASH EQUIVALENTS

The Company considers all highly liquid debt or equity instruments purchased
with an original maturity at the date of purchase of 90 days or less to be cash
equivalents.

INVENTORY

Inventory of prepaid long-distance calling cards are stated at the lower of cost
or fair market value.

FAIR VALUE OF FINANCIAL INSTRUMENTS

The Company's financial instruments include cash, receivables, short-term
payables, and notes payable. The carrying amounts of cash, receivables, and
short-term payables approximate fair value due to their short-term nature. The
carrying amounts of notes payable approximate fair value based on borrowing
terms currently available to the Company.

ADVERTISING COST

Advertising costs are expensed as incurred as selling, general and
administrative expenses in the accompanying statement of operations.




                                      F-8
<PAGE>   15


                             LONE WOLF ENERGY, INC.
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                                 MARCH 31, 2001


INCOME TAXES

The company accounts for income taxes in accordance with SFAS No. 109,
Accounting for Income Taxes. This statement prescribes the use of the liability
method whereby deferred tax assets and liabilities are determined based on the
differences between financial reporting and tax bases of assets and liabilities
and measured at tax rates that will be in effect when the differences are
expected to reverse. Valuation allowances are established, when necessary, to
reduce deferred tax assets when it is more likely than not that the deferred tax
asset will not be realized.

REVENUE RECOGNITION

The Company earns revenues by providing access to and usage of long distance
networks and the sale of nutritional products. Revenue is recognized in the
month the service is provided. The Company records deferred revenue for calling
cards sold and recognize revenue as the customer utilizes the calling time.

NET LOSS PER SHARE

The Company computes net income (loss) per share in accordance with SFAS No.
128, Earnings per Share and SEC Staff Accounting Bulletin No. 98 ("SAB 98").
Under the provisions of SFAS No. 128 and SAB 98 basic net income (loss) per
share is calculated by dividing net income (loss) available to common
stockholders for the period by the weighted average number of common shares
outstanding during the period.

CONCENTRATIONS

In connection with providing long distance service to customers, Zenex has
contractual agreements with certain carriers, which provide access to and usage
of their long distance network. The contracts include an agreed-upon billing
rate and a term for these services. During the periods ended March 31, 2001 and
2000 one vendor carried approximately 60% and 65% respectively of the Company's
long-distance traffic. Although other carriers are available to provide access
and usage of their long distance network, there are a limited number of such
sources. Additionally the time required to efficiently transfer system
connections makes the Company vulnerable to a risk of a near-term significant
impact in the event of a natural disaster or any other termination of the
carrier's service. However the Company has the ability to utilize back up
systems in the event of the carriers termination of services.

Although Zenex has a significant number of customers, one customer accounted for
approximately 72% and 85% of the Zenex revenue for the three months ended March
31, 2001 and 2000 respectively. The loss of this customer would have a
materially adverse impact on the company's revenues and operations.

The Company's receivables are from a small number of companies in the same
industry, which are subject to business cycle variations. This concentration
subjects the Company to a credit risk if the general industry or the companies
fail to perform.

REGULATION

Zenex Long Distance, Inc. is subject to regulation by the Federal Communications
Commission and by various state public service and public utility commissions.
The Company's management and regulatory legal counsel believe the Company is in
compliance with regulations in all states.




                                      F-9
<PAGE>   16

                             LONE WOLF ENERGY, INC.
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                                 MARCH 31, 2001

USE OF ESTIMATES

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

SEGMENT INFORMATION

Effective January 1, 1998, the Company adopted the provisions of SFAS No. 131,
Disclosures about Segments of an Enterprise and Related Information. The Company
identifies its operating segments based upon business activities, management
responsibilities and geographical location. Following is a summary of operations
of the Company by segment for the year ended December 31, 2000:


<TABLE>
<CAPTION>
                               Lone                             Church
                               Wolf            Zenex             Link             Total
                            ----------       ----------       ----------       ----------

<S>                         <C>              <C>              <C>              <C>
REVENUE                             --        1,003,805               --        1,003,805
                            ----------       ----------       ----------       ----------

Operating expense              (75,654)        (837,760)              --         (913,414)
Depreciation and Amort          (2,691)         (73,294)              --          (75,985)
                            ----------       ----------       ----------       ----------

OPERATING INCOME               (78,345)          92,751                0           14,406

Other income (expense)         (12,090)          (6,954)              --          (19,044)
Developmental costs                 --               --          (79,902)         (79,902)

INCOME FROM OPERATIONS
  BEFORE TAXES                 (90,435)          85,797          (79,902)         (84,540)
                            ----------       ----------       ----------       ----------
</TABLE>


RECLASSIFICATIONS

Certain reclassifications have been made to the prior period financial
statements to conform to the current period presentation.

NOTE 2 - NOTES RECEIVABLE

This is a note due from an unrelated corporation, payable in minimum monthly
installments of $50,000 plus interest at 12% with the remaining principal due on
August 12, 2001. The note is for a total of $850,000. However, the Company has
certain payment obligations upon the collection of the note. The note is
included in the financial statements at the net realizable value to the Company
after the payment of those obligations. This note is in default as of December
31, 2000 and the maker has filed a lawsuit to void the contract from which the
note originated. The company is vigorously fighting the lawsuit and believes it
will be successful in collecting the full amount due.





                                      F-10
<PAGE>   17


                             LONE WOLF ENERGY, INC.
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                                 MARCH 31, 2001


NOTE 3 - PROPERTY AND EQUIPMENT, ACCUMULATED DEPRECIATION AND AMORTIZATION

Property and equipment are recorded at cost. Expenditures for repairs and
maintenance are charged to operations when incurred. Major improvements and
renewals that extend the useful life of the related asset are capitalized and
depreciated over the remaining useful life. Depreciation and amortization are
computed for financial and income tax reporting purposes using straight-line and
accelerated methods over estimated useful lives ranging from three years to ten
years. Depreciation charged to operations was $61,242 and $60,000 for the three
months ended March 31, 2001 and 2000. The following table summarizes the
classifications of property and equipment; total accumulated depreciation and
the related estimated useful lives:





<TABLE>
<CAPTION>
PROPERTY AND EQUIPMENT                   COST              YEARS
----------------------                ----------           -----

<S>                                   <C>                  <C>
Equipment                             $1,474,359            5-10
Software development                      80,164               5
Office software and equipment            223,317             5-7
Autos                                     32,525               5
Leasehold improvements                    19,667               5
                                      ----------
      Total                            1,830,032
Less accumulated depreciation            656,426
                                      ----------
      Net property and equipment      $1,173,606
                                      ==========
</TABLE>



NOTE 4 - INTANGIBLE ASSETS

Goodwill represents the excess of the cost of assets acquired over the fair
value at date of acquisition. Goodwill is being amortized on the straight-line
method over fifteen years. Accumulated amortization at March 31, 2001 and
December 31, 2000 totaled $159,124 and $147,863, and amortization expense of
$9,717 and $2,770 was charged to operations for the three months ended March 31,
2001 and 2000 respectively.

Organization costs primarily include legal and professional fees associated with
organizing operations. These costs are deferred and amortized using the
straight-line method over five years. Accumulated amortization at March 31, 2001
and December 31, 2000 totaled $95,631 and $90,605. Amortization expense of
$5,026 and $1,385 was charged to operations the three months ended March 31,
2001 and 2000 respectively.




                                      F-11
<PAGE>   18

                             LONE WOLF ENERGY, INC.
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                                 MARCH 31, 2001



NOTE 5 - LONG-TERM DEBT

<TABLE>
<CAPTION>
The company has notes payable at March 31, 2001 and December 31, 2000 as                     MARCH 31,         DEC. 31,
     follows:                                                                                  2001              2000
                                                                                           ------------      ------------

<S>                                                                                        <C>               <C>
     First National Bank of Midwest City, 9.5% note secured by all Zenex equipment
     and Zenex common stock, due in monthly installments of $5,227, including
     interest through January 2005                                                         $    205,526      $    216,869

     First National Bank of Midwest City, 9.75% note secured by all Zenex equipment
     and Zenex common stock, due in monthly installments of $2,124, including
     interest through March 2005                                                                 82,467            86,741

     Payable to an individual, 9.5% note secured by all Zenex equipment and Zenex
     common stock, due in monthly installments of $6,302, including interest through
     February, 2006, carries a $2,000 per month penalty if not refinanced by
     September 30, 2001                                                                         296,277                --

     Federal Bank Centre, Tulsa, Oklahoma, 9.75% note secured by auto, due in monthly
     installments of $688 including interest, due May 30, 2005                                   28,183            29,538

     Federal Bank Centre, Tulsa, Oklahoma, $450,000 line of credit note with
     interest payable monthly at 1.5% over Wall Street Journal prime (currently 9%),
     secured by all assets of Wolf Energy, Inc. and the personal guarantee of certain
     directors, due November 2001                                                               146,000           407,927

     Payable to a corporation, 10% unsecured note, due in monthly installments of
     $4,465 including interest, due April, 2004                                                 138,389                --
                                                                                           ------------      ------------

          Total                                                                                 896,842           741,075

          Less Current Portion                                                                  307,009           476,996
                                                                                           ------------      ------------
          Long-Term Debt                                                                        589,833           264,079
                                                                                           ============      ============
</TABLE>

Estimated principal payments on the notes for each of the five years subsequent
to March 31, 2001 are as follows:

<TABLE>
<S>                                   <C>
                         2001         $  263,926
                         2002            172,538
                         2003            189,976
                         2004            172,393
                         2005             85,556
                         2006             12,453
</TABLE>


                                      F-12
<PAGE>   19

                             LONE WOLF ENERGY, INC.
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                                 MARCH 31, 2001

NOTE 6 - INCOME TAXES

At December 31, 2000, the Company had net operating losses of approximately
$2,005,000 available to reduce future federal and state taxable income. Unless
utilized, the carryforward amounts will begin to expire in 2012. For federal and
state tax purposes, the Company's net operating loss carryforward amounts are
subject to an annual limitation due to a greater than 50% change in stock
ownership, as defined by federal and state tax law.

Under the provisions of FAS-109, Accounting for Income Taxes, deferred tax
liabilities and assets are measured using the applicable tax rate based on the
taxable and deductible temporary differences and operating loss carryforward
amounts. Taxable temporary differences result principally from the excess of
depreciation for tax purposes over the amount deducted for financial reporting
purposes. Deductible temporary differences and operating loss carryforwards,
giving rise to deferred tax assets, are reduced by a valuation allowance if it
is more likely than not that some or all of the deferred tax assets will not be
realized

The following are components of the net deferred tax asset at:


<TABLE>
<CAPTION>
                                                   March 31,        December 31,
                                                     2001               2000
                                                 ------------       ------------

<S>                                              <C>                <C>
Deferred tax liability on depreciation           $   (129,000)      $   (103,000)
Deferred tax assets for loss carryforwards            835,000            693,000
                                                 ------------       ------------
     Deferred tax asset                               706,000            590,000
Less valuation allowance                             (460,000)          (460,000)
                                                 ------------       ------------
     Net deferred tax asset                      $    246,000       $    130,000
                                                 ------------       ------------
</TABLE>


The Company has established a valuation allowance for a portion of its net
deferred tax assets because of limitations on the use of loss carryforwards due
to ownership changes.

NOTE 8 - COMMITMENTS AND CONTINGENCIES


CUSTOMER BILLING SERVICE


On June 1, 1999, Zenex entered into a billing service agreement with a third
party outsource service provider. The agreement extends for a period of
forty-two (42) months. Under the terms of the agreement the service fee is
$2,750 per month for recording up to 750,000 detail call records per month. The
additional monthly fee for call records in excess of 750,000 is on a declining
scale of .00395c. to .00310c. per record.





                                      F-13
<PAGE>   20

                             LONE WOLF ENERGY, INC.
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                                 MARCH 31, 2001


OPERATING LEASES


The Company leases its facilities under operating leases, which expire at
various intervals through September 30, 2005. Under the terms of the leases the
Company is responsible for its share of common area maintenance and operating
expenses. Rent expense under operating leases for the three months ended March
31, 2001 and 2000 totaled $17,012 and $9,271.


As of March 31, 2001, the future minimum lease commitments under the leases were
as follows:

<TABLE>
<CAPTION>
      YEAR        AMOUNT
      ----      ----------

<S>             <C>
      2001      $   52,027
      2002          71,886
      2003          74,739
      2004          77,583
      2005          59,787
                ----------
                $  336,022
                ==========
</TABLE>




ACQUISITION OF ZENEX LONG DISTANCE, INC

Prestige Investments, Inc., a wholly owned subsidiary, of the Company acquired
Zenex Long Distance, Inc. in accordance with a letter of intent dated January
27, 1999 and a subsequent Stock Purchase Agreement ("The Agreement") dated
February 19, 1999. The business combination was accounted for as a purchase. In
accordance with the terms of the Agreement, the initial purchase price was
$6,353 for 100% of the 635,295 outstanding common shares. The Agreement includes
a provision whereby the sellers may earn additional amounts if the cumulative
collected gross sales revenue reach certain levels, (the "Earn Out Rights"), as
follows:

         (a)      When collected gross sales revenue reach Ten Million
                  ($10,000,000), the sellers will be paid an additional Fifty
                  Cents ($0.50) per share totaling $317,647.

         (b)      When collected gross sales revenue reach Twenty Million
                  ($20,000,000), the sellers will be paid and additional One
                  Dollar ($1.00) per share totaling $635,295.

         (c)      When collected gross sales revenue reach thirty-six Million
                  ($36,000,000), the sellers will be paid an additional
                  One-Dollar ($1.00) per share totaling $635,590.

         (d)      In no event will the Purchase Price exceed the amount of Two
                  Dollars and fifty-one Cents per share totaling $1,594,590.

Collected gross sales revenues through March 31, 2001 are approximately
$8,300,000. Management expects the $10,000,000 gross sales revenue to be
achieved in the year 2001


                                      F-14
<PAGE>   21

                             LONE WOLF ENERGY, INC.
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                                 MARCH 31, 2001


NOTE 9 - RESTATED FINANCIAL STATEMENTS - BUSINESS COMBINATION OF PRESTIGE
         INVESTMENTS, INC.

On June 21, 2000 the Company acquired Prestige Investments, Inc. and its wholly
owned subsidiary, Zenex Long Distance, Inc. in a business combination which was
accounted for as a pooling of interest. Condensed consolidated financial
information of Prestige which is included in the restated consolidated statement
of operations for the three months ended March 31, 2000 is as follows:





<TABLE>
<CAPTION>
                                                                                LONE
                                                            PRESTIGE            WOLF            COMBINED
                                                           -----------       -----------       -----------
MARCH 31, 2000 STATEMENT OF OPERATIONS

<S>                                                        <C>               <C>               <C>
     Revenue                                               $ 1,278,555       $        --       $ 1,278,555
     Cost of sales                                           1,092,967                --         1,092,967
                                                           -----------       -----------       -----------
     Gross profit                                              185,588                --           185,588
     Operating expenses                                       (352,113)          (53,203)         (405,316)
     Other income (expense)                                      8,048                --             8,048
                                                           -----------       -----------       -----------
     Net income (loss) before discontinued operations         (158,477)          (53,203)         (211,680)
     Discontinued operations                                        --           742,920           742,920
                                                           -----------       -----------       -----------
     Net income (loss) before income taxes                    (158,477)          689,717           531,240
     Income tax benefit (expense)                               63,000          (271,000)         (208,000)
                                                           -----------       -----------       -----------
          Net income (loss)                                $   (95,477)      $   418,717       $   323,240
                                                           -----------       -----------       -----------
</TABLE>


NOTE 10 - EARNINGS PER SHARE


<TABLE>
<CAPTION>
                                                 THREE MONTHS ENDED
                                                     MARCH 31,
                                                 2001          2000
                                               --------      --------

<S>                                           <C>            <C>
Primary Earnings Per Share: (in thousands)
     Common shares outstanding                   35,886        32,220
                                               ========      ========
     Weighted average shares outstanding         36,486        29,387
                                               ========      ========
     Earnings per share                           nil        $   0.01
                                               ========      ========

Fully Diluted Earnings Per Share:
     Common shares outstanding                   35,886        32,220
                                               ========      ========
     Weighted average shares outstanding         36,486        29,387
                                               ========      ========
     Earnings per share                           nil        $   0.01
                                               ========      ========
</TABLE>








                                      F-15
<PAGE>   22


                             LONE WOLF ENERGY, INC.
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                                 MARCH 31, 2001


NOTE 11 - STOCK OPTIONS

         In April 1999 a five year option was granted to Federal Bank Centre to
purchase 500,000 shares of the Company's common for $0.15 per share in
accordance with the terms of a loan agreement.


NOTE 12 - SUBSEQUENT EVENTS

         On April 12, 2001, the Company entered into an Exchange of Stock
Agreement with Ricky Naylor whereby the Company exchanged all of the stock of
its wholly owned subsidiary Churchlink.com, Inc. for 7,400,000 shares of the
Company's common stock held by Mr. Naylor. The 7,400,000 shares of stock
returned to the Company will now be treated as treasury stock and reduce the
outstanding common shares of the Company by approximately 20%.







                                      F-16