UNITED STATES SECURITIES AND EXCHANGE COMMISSION
                          Washington, D.C.  20549

                                FORM 10-KSB

            ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
                      SECURITIES EXCHANGE ACT OF 1934

                For the Fiscal Year ended: December 31, 2001

                            Commission File No.


                               SPEEDNET, INC.
          --------------------------------------------------------
     (Exact Name of Small Business Issuer as Specified in its Charter)

     Delaware                                              52-2295588
------------------------                                ----------------
(State or Other Jurisdiction of                     (I.R.S. Employer
Incorporation or Organization)                       Identification Number)

               4719 Quarton Road, Bloomfield Hills, MI 48301
          -------------------------------------------------------
        (Address of principal executive offices including zip code)

Issuer's Telephone Number, Including Area Code:  (248) 855-2138

Securities Registered Pursuant to Section 12(b) of the Act: None

Securities Registered Pursuant to Section 12(g) of the Act: None

                         COMMON STOCK, NO PAR VALUE
                         --------------------------
                              (Title of Class)

Check whether the Issuer (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 [ ]   No [X]

Check if disclosure of delinquent filers pursuant to Item 405 of Regulation
S-B is not contained in this Form, and no disclosure will be contained, to
the best of Registrant's knowledge, in definitive proxy or information
statements incorporated by reference in Part III of this Form 10-KSB or any
amendment to this Form 10-KSB. [X]

State Issuer's revenues for its most recent fiscal year:  $-0-.

As of December 31, 2001, 200,000 shares of common stock were outstanding.

Documents incorporated by reference:  NONE.

Transitional Small Business Disclosure Format (check one):  Yes __ No X



                                   PART I

ITEM 1.  DESCRIPTION OF BUSINESS.

GENERAL

   SpeedNet, Inc. (the "Company"), was incorporated on January 18, 2001,
under the laws of the State of Delaware to engage in any lawful corporate
undertaking, including, but not limited to, selected mergers and
acquisitions. The Company has been in the developmental stage since
inception and has no operations to date other than issuing shares to its
original shareholders, the Company never commenced any operational
activities.  The Board of Directors of the Company has elected to commence
implementation of the Company's principal business purpose, described below
under "Description of Business".  As such, the Company can be defined as a
"Blank Check" company, whose sole purpose at this time is to locate and
consummate a merger or acquisition with another business entity.

     In February 2001, the Company filed a registration statement with the
Securities and Exchange Commission on Form 10-SB; wherein it registered its
common stock under Section 12(g) of the Securities Exchange Act of 1934, as
amended (the "34 Act").  As a result, the Company became a fully reporting
company under the 34 Act, which management believed enhanced the Company's
ability to attract a suitable merger or acquisition candidate.

     The Company intends to seek to acquire assets or shares of an entity
actively engaged in business, which generates revenues, in exchange for its
securities.  The Company has no particular acquisitions in mind and has not
entered into any negotiations regarding such an acquisition.  None of the
Company's officers, directors, promoters or affiliates have engaged in any
preliminary contact or discussions with any representative of any other
company regarding the possibility of an acquisition or merger between the
Company and such other company as of the date of this registration
statement.

     The Company's Board of Directors intends to provide its shareholders
with complete disclosure documentation concerning a potential business
opportunity and the structure of the proposed business combination prior to
consummation of the same, which disclosure is intended to be in the form of
a proxy statement. While such disclosure may include audited financial
statements of such a target entity, there is no assurance that such audited
financial statements will be available.  The Board of Directors does intend
to obtain certain assurances of value of the target entity's assets prior
to consummating such a transaction, with further assurances that an audited
statement would be provided within seventy-five days after closing of such
a transaction.  Closing documents relative thereto will include
representations that the value of the assets conveyed to or otherwise so
transferred will not materially differ from the representations included in
such closing documents.

                                     2
     The Company's offices are located at 4719 Quarton Road, Bloomfield
Hills, MI  48301, and its telephone number is (248) 855-2138.

DESCRIPTION OF BUSINESS

     The Company's purpose is to seek, investigate and, if such
investigation warrants, acquire an interest in business opportunities
presented to it by persons or firms who or which desire to seek the
perceived advantages of an Exchange Act registered corporation.  The
Company will not restrict its search to any specific business, industry, or
geographical location and the Company may participate in a business venture
of virtually any kind or nature.  This discussion of the proposed business
is purposefully general and is not meant to be restrictive of the Company's
virtually unlimited discretion to search for and enter into potential
business opportunities.  Management anticipates that it will be able to
participate in only one potential business venture because the Company has
nominal assets and limited financial resources.  See Item F/S, "Financial
Statements." This lack of diversification should be considered a
substantial risk to shareholders of the Company because it will not permit
the Company to offset potential losses from one venture against gains from
another.

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

     The Company anticipates that the selection of a business opportunity
in which to participate will be complex and extremely risky.  Due to
general economic conditions, rapid technological advances being made in
some industries and shortages of available capital, management believes
(but has not conducted any research to confirm) that there are numerous
firms seeking the perceived benefits of a publicly registered corporation.
Such perceived benefits may include facilitating or improving the terms on
which additional equity financing may be sought, providing liquidity for
incentive stock options or similar benefits to key employees, providing
liquidity (subject to restrictions of applicable statutes) for all
shareholders and other factors.  Business opportunities may be available in
many different industries and at various stages of development, all of
which will make the task of comparative investigation and analysis of such
business opportunities extremely difficult and complex.

     The Company has, and will continue to have, no capital with which to
provide the owners of business opportunities with any significant cash or
other assets.  However, management believes the Company will be able to
offer owners of acquisition candidates the opportunity to acquire a
controlling ownership interest in a publicly registered company without
incurring the cost and time required to conduct an initial public offering.
The owners of the business opportunities will, however, incur significant
legal and accounting costs in connection with the acquisition of a business
opportunity, including the costs of preparing Form 8-K's, 10-K's or 10-
KSB's, agreements and related reports and documents.  The Securities
Exchange Act of 1934 (the "34 Act"), specifically requires that any merger
or acquisition candidate comply with all applicable reporting requirements,
which include providing audited financial statements to be included within
the numerous filings relevant to complying with the 34 Act.  Nevertheless,
the officers and directors of the Company have not conducted market
research and are not aware of statistical data which would support the
perceived benefits of a merger or acquisition transaction for the owners of
a business opportunity.

                                     3
     The analysis of new business opportunities will be undertaken by, or
under the supervision of, the officers and directors of the Company, none
of whom is a professional business analyst.  Management intends to
concentrate on identifying preliminary prospective business opportunities,
which may be brought to its attention through present associations of the
Company's President and its two directors, or by the Company's
shareholders.  In analyzing prospective business opportunities, management
will consider such matters as the available technical, financial and
managerial resources; working capital and other financial requirements;
history of operations, if any; prospects for the future; nature of present
and expected competition; the quality and experience of management services
which may be available and the depth of that management; the potential for
further research, development, or exploration; specific risk factors not
now foreseeable but which then may be anticipated to impact the proposed
activities of the Company; the potential for growth or expansion; the
potential for profit; the perceived public recognition or acceptance of
products, services, or trades; name identification; and other relevant
factors.  Management will meet personally with management and key personnel
of the business opportunity as part of their investigation.  To the extent
possible, the Company intends to utilize written reports and personal
investigation to evaluate the above factors.  The Company will not acquire
or merge with any company for which audited financial statements cannot be
obtained within a reasonable period of time after closing of the proposed
transaction.

     Management of the Company, while not especially experienced in matters
relating to the new business of the Company, will rely upon their own
efforts and, to a much lesser extent, the efforts of the Company's
shareholders, in accomplishing the business purposes of the Company.  It is
not anticipated that any outside consultants or advisors, other than the
Company's legal counsel and accountants, will be utilized by the Company to
effectuate its business purposes described herein.  However, if the Company
does retain such an outside consultant or advisor, any cash fee earned by
such party will need to be paid by the prospective merger/acquisition
candidate, as the Company has no cash assets with Which to pay such
obligation.  There have been no contracts or agreements with any outside
consultants and none are anticipated in the future.

     The Company will not restrict its search for any specific kind of
firms, but may acquire a venture, which is in its preliminary or
development stage, which is already in operation, or in essentially any
stage of its corporate life.  It is impossible to predict at this time the
status of any business in which the Company may become engaged, in that
such business may need to seek additional capital, may desire to have its
shares publicly traded, or may seek other perceived advantages which the
Company may offer.  However, the Company does not intend to obtain funds in
one or more private placements to finance the operation of any acquired
business opportunity until such time as the Company has successfully
consummated such a merger or acquisition.


                                     4
ACQUISITION OF OPPORTUNITIES

     In implementing a structure for a particular business acquisition, the
Company may become a party to a merger, consolidation, reorganization,
joint venture, or licensing agreement with another corporation or entity.
It may also acquire stock or assets of an existing business.  On the
consummation of a transaction, it is probable that the present management
and shareholders of the Company will no longer be in control of the
Company.  In addition, the Company's directors may, as part of the terms of
the acquisition transaction, resign and be replaced by new directors
without a vote of the Company's shareholders or may sell their stock in the
Company.  Any terms of sale of the shares presently held by officers and/or
directors of the Company will be also afforded to all other shareholders of
the Company on similar terms and conditions.  Any and all such sales will
only be made in compliance with the securities laws of the United States
and any applicable state.

     It is anticipated that any securities issued in any such
reorganization would be issued in reliance upon exemption from registration
under applicable federal and state securities laws.  In some circumstances,
however, as a negotiated element of its transaction, the Company may agree
to register all or a part of such securities immediately after the
transaction is consummated or at specified times thereafter.  If such
registration occurs, of which there can be no assurance, it will be
undertaken by the surviving entity after the Company has successfully
consummated a merger or acquisition and the Company is no longer considered
a "Blank Check" company.  Until such time as this occurs, the Company will
not attempt to register any additional securities.  The issuance of
substantial additional securities and their potential sale into any trading
market which may develop in the Company's securities may have a depressive
effect on the value of the Company's securities in the future, if
such a market develops, of which there is no assurance.

     While the actual terms of a transaction to which the Company may be a
party cannot be predicted, it may be expected that the parties to the
business transaction will find it desirable to avoid the creation of a
taxable event and thereby structure the acquisition in a so-called
"tax-free" reorganization under Sections 368a or 351 of the Internal
Revenue Code (the "Code").

     With respect to any merger or acquisition, negotiations with target
company management is expected to focus on the percentage of the Company
which target company shareholders would acquire in exchange for all of
their shareholdings in the target company.  Depending upon, among other
things, the target company's assets and liabilities, the Company's
shareholders will in all likelihood hold a substantially lesser percentage
ownership interest in the Company following any merger or acquisition.  The
percentage ownership may be subject to significant reduction in the event
the Company acquires a target company with substantial assets.  Any merger
or acquisition effected by the Company can be expected to have a
significant dilutive effect on the percentage of shares held by the
Company's then-shareholders.  While management of the Company anticipates
obtaining the approval of the shareholders of the Company via a Proxy
Statement, the effect will be to assure such approval where management
supports such a business transaction because management presently controls
sufficient shares of the Company to effectuate a positive vote on the
proposed transaction.


                                     5
     The Company will participate in a business opportunity only after the
negotiation and execution of appropriate written agreements.  Although the
terms of such agreements cannot be predicted, generally such agreements
will require some specific representations and warranties by all of the
parties thereto, will specify certain events of default, will detail the
terms of closing and the conditions which must be satisfied by each of the
parties prior to and after such closing, will outline the manner of bearing
costs, including costs associated with the Company's attorneys and
accountants, will set forth remedies on default and will include
miscellaneous other terms.

     As stated hereinabove, the Company will not acquire or merge with any
entity which cannot provide independent audited financial statements within
a reasonable period of time after closing of the proposed transaction.  The
Company is subject to all of the reporting requirements included in the 34
Act.  Included in these requirements is the affirmative duty of the Company
to file independent audited financial statements as part of its Form 8-K to
be filed with the Securities and Exchange Commission upon consummation of a
merger or acquisition, as well as the Company's audited financial
statements included in its annual report on Form 10-K (or 10-KSB, as
applicable).  If such audited financial statements are not available at
closing, or within time parameters necessary to insure the Company's
compliance with the requirements of the 34 Act, or if the audited financial
statements provided do not conform to the representations made by the
candidate to be acquired in the closing documents, the closing documents
may provide that the proposed transaction will be voidable, at the
discretion of the present management of the Company.

     The Company's officers and shareholders have verbally agreed that they
will advance to the Company any additional funds which the Company needs
for operating capital and for costs in connection with searching for or
completing an acquisition or merger.  These persons have further agreed
that such advances will be made in proportion to each person's percentage
ownership of the Company. These persons have also agreed that such advances
will be made interest free without expectation of repayment unless the
owners of the business, which the Company acquires or merges with agree to
repay all or a portion of such advances.  There is no dollar cap on the
amount of money which such persons will advance to the Company.  The
Company will not borrow any funds from anyone other than its current
shareholders for the purpose of repaying advances made by the shareholders,
and the Company will not borrow any funds to make any payments to the
Company's promoters, management or their affiliates or associates.

     The Board of Directors has passed a resolution which contains a policy
that the Company will not seek an acquisition or merger with any entity in
which any of the Company's Officers, Directors, principal shareholders or
their affiliates or associates serve as officer or director or hold any
ownership interest.  Management is not aware of any circumstances under
which this policy, through their own initiative may be changed.

COMPETITION

     The Company is and will remain an insignificant participant among the
firms that engage in mergers with and acquisitions of privately financed
entities.  Many established venture-capital and financial concerns have
significantly greater financial and personnel resources and technical
expertise than the Company.  In view of the Company's limited financial
resources and limited management availability, the Company will continue to
be at a significant disadvantage compared to the Company's competitors.


                                     6

EMPLOYEES

     The Company has no full time employees.  The Company's President has
agreed to allocate a portion of her time to the activities of the
Registrant.  The President anticipates that the business plan of the
Company can be implemented by his devoting approximately 10 hours per month
to the business affairs of the Company and, consequently, conflicts of
interest may arise with respect to the limited time commitment by such
officer.

ITEM 2.  DESCRIPTION OF PROPERTY.

     Since January 18, 2001 (inception), the Company has maintained its
office in space provided by Judith Stahl, the Company's President, at no
charge.  The Company owns no real property.

ITEM 3.  LEGAL PROCEEDINGS.

     There are no pending legal proceedings, and the Company is not aware
of any threatened legal proceedings to which the Company is a party.

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

     No matters were submitted to a vote of security holders during the
fourth quarter of the fiscal year ended December 31, 2001.

                                  PART II

ITEM 5.  MARKET FOR COMMON EQUITY AND RELATED STOCKHOLDER MATTERS.

     (a)  MARKET INFORMATION.  No public market for any securities of the
Company has developed, and no firm has undertaken to make a market in the
Company's securities.

     (b)  APPROXIMATE NUMBER OF HOLDERS OF COMMON STOCK.  The number of
record holders of the Company's no par value common stock at February 11,
2002, was 1 person.

     (c)  DIVIDENDS.  No dividends have been declared or paid by the
Company since inception.

ITEM 6.  MANAGEMENT'S DISCUSSION AND ANALYSIS OR PLAN OF OPERATIONS.

     During the period from the Company's inception on January 18, 2001 to
December 31, 2001, the Company engaged in no significant operations other
than the search for possible acquisition candidates.  No revenues were
received by the Company during the fiscal year.  The Company experienced a
net loss of $(200) during the period ended December 31, 2001, which was
primarily the result of the issuance of shares to Judith Stahl for services
rendered.

     For the remainder of the current fiscal year, the Company anticipates
losses similar in magnitude to those experienced historically.  Should the
Company intensify its search for an acquisition candidate, however, losses
are likely to accrue at a greater rate than experienced historically.  The
Company anticipates that until a business combination is completed with an
acquisition candidate, it will not generate revenues, and may
continue to operate at a loss after completing a business combination,
depending upon the performance of the acquired business.

     As of December 31, 2001, the Company had no material commitments for
capital expenditures.

                                     7

ITEM 7.  FINANCIAL STATEMENTS.

Set forth below are the audited financial statements for the Company for
the period ended December 31, 2001. The following financial statements are
attached to this report and filed as a part thereof.

                              SpeedNet, Inc.
                       (A DEVELOPMENT STAGE COMPANY)
                           FINANCIAL STATEMENTS
                          AS OF DECEMBER 31, 2001

                              SpeedNet, Inc.
                       (A DEVELOPMENT STAGE COMPANY)

CONTENTS


1 -  INDEPENDENT AUDITORS' REPORT

2 -  BALANCE SHEET AS OF DECEMBER 31, 2001

3 -  STATEMENT OF OPERATIONS FOR THE PERIOD FROM JANUARY 18, 2001
     (INCEPTION) TO DECEMBER 31, 2001

4 -  STATEMENT OF CHANGES IN STOCKHOLDER'S EQUITY FOR THE PERIOD FROM
     JANUARY 18, 2001 (INCEPTION) TO DECEMBER 31, 2001

5 -  STATEMENT OF CASH FLOWS FOR THE PERIOD FROM JANUARY 18,
     2001 (INCEPTION) TO DECEMBER 31, 2001

6 -  NOTES TO FINANCIAL STATEMENTS AS OF DECEMBER 31, 2001





                                     8

THOMAS BAUMAN
CERTIFIED PUBLIC ACCOUNTANT
4 SCHAEFFER STREET
HUNTINGTON STATION, NEW YORK 11746


To the Board of Directors and Stockholders SpeedNet, Inc.
(A Development Stage Company)

INDEPENDENT AUDITORS' REPORT

I have audited the accompanying balance sheet of SpeedNet, Inc. (a
development stage company)as at December 31, 2001 and the statements of
operations and accumulated deficit, cash flows and changes in stockholder's
equity for the period January 18, 2001 (date of inception) 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 audit.

I conducted my audit in accordance with generally accepted auditing
standards. Those standards require that I plan and perform an 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, these financial statements present fairly, in all material
respects, the financial position of SpeedNet, Inc. as of December 31, 2001
and the results of its operations and accumulated deficit, its cash flows
for the period from January 18, 2001 (date of inception) to December 31,
2001 in conformity with generally accepted accounting principles.

The accompanying financial statements have been prepared assuming that the
Company will continue as a going concern. As shown in the financial
statements, the Company has incurred net losses since its inception. The
company's financial position and operating results raise substantial doubt
about its ability to continue as a going concern. Management's plan
regarding those matters also are described in Note C. The financial
statements do not include any adjustments that might result from the
outcome of this uncertainty.

/s/ Thomas Bauman
Thomas Bauman, C.P.A.
February 9, 2002 1


                                     9

SpeedNet, Inc.
(A DEVELOPMENT STAGE COMPANY)
BALANCE SHEET
DECEMBER 31, 2001

<Table>
<Caption>

                                   ASSETS
                                   ------

<S>                                                         <C>
Current Assets:                                              $   -0 -
                                                             ---------

TOTAL ASSETS                                                 $   -0 -
                                                             =========

                    LIABILITIES AND STOCKHOLDER'S EQUITY
                   -------------------------------------

Current Liabilities                                          $    -0-
                                                             ---------
TOTAL LIABILITIES                                            $    -0-
                                                             ---------

STOCKHOLDER'S EQUITY
     Common Stock - $.001 par value,
     40,000,000 shares authorized, 200,000
     issued and outstanding                                  $    200
                                                             ---------
     Deficit accumulated during
     Development stage                                       $   (200)
                                                             ---------
          Total Stockholders' Equity                              -0-
                                                             =========
TOTAL LIABILITIES AND
STOCKHOLDER'S EQUITY                                         $    -0-
                                                             =========


See accompanying notes to financial statements.
See Accountant's Audit report

</Table>
                                     10

SpeedNet, Inc.
(A Development Stage Company)
STATEMENT OF OPERATIONS AND ACCUMULATED DEFICIT
For the period January 18, 2001 (date of inception) to December 31, 2001

<Table>

<S>                                                         <C>
Revenue                                                      $    -0-

Operating Expenses:

     General and Administrative                                   200
                                                             ---------

Loss before income taxes                                         (200)

Income Taxes                                                      -0-
                                                             ---------

Deficit accumulated during
     development stage-December 31, 2001                     $   (200)
                                                             =========
Net loss per share                                              (0.01)


See accompanying notes to financial statements.
See Accountant's Audit report

</Table>

                                     11
SpeedNet, Inc.
(A Development Stage Company)
STATEMENT OF CHANGES IN STOCKHOLDER'S EQUITY
For the period January 18, 2001 (date of inception) to December 31, 2001

<Table>
<Caption>
                                           Common   Number of  Accumulated
                                            Stock      Shares      Deficit
<S>                                      <C>        <C>         <C>
Issuance of Common Stock:
January 18, 2001                            $ 200        $ --      200,000

Net loss for the                               --     $  (200)          --
                                          --------    --------     --------
Totals                                      $ 200      $ (200)     200,000
                                          ========    ========     ========



See accompanying notes to financial statements.
See Accountant's Audit report

</Table>


                                     12


SpeedNet, Inc.
(A Development Stage Company)
STATEMENT OF CASH FLOWS
For the period January 18, 2001 (date of inception) to December 31, 2001


<Table>
<S>                                                        <C>
Cash Flows from Operating Activities:
-------------------------------------
  Net Loss                                                  $      (200)

Net Cash Used By Operating Activities:                             (200)
--------------------------------------                      ------------

Cash Flows From Financing Activities:
-------------------------------------
  Issuance of Common Stock                                          200
                                                            ------------

Net cash Provided by Financing Activities                           200
-----------------------------------------                   ------------

Net Increase in Cash                                                -0-
--------------------                                        ------------

Cash at Beginning of Period                                         -0-
---------------------------                                 ------------

Cash at End of Period                                       $       -0-
---------------------                                       ============



See accompanying notes to financial statements.
See Accountant's Audit report

</Table>

                                     13

SpeedNet,Inc.
(A DEVELOPMENT STAGE COMPANY)
NOTES TO FINANCIAL STATEMENTS
AS OF DECEMBER 31, 2001


NOTE A - Summary of Significant Accounting Policies:
----------------------------------------------------
Organization
------------
SpeedNet, Inc. (a development stage company) is a Delaware Corporation
incorporated on January 18, 2001.

The Company conducts business from its headquarters in Bloomfield Hills,
Michigan. The Company has not yet engaged in its expected operations. The
future operations will be to merge with or acquire a existing company.

The Company is in the development stage and has not yet acquired the
necessary operation assets, nor has it begun any part of its proposed
business. While the Company is negotiating with prospective personnel and
potential customer distribution channels, there is no assurance that any
benefit will result form such activities. The Company will not receive any
operating revenues until the commencement of operations, but will continue
to incur expenses until then.

Accounting Method
-----------------
The Company's financial statements are prepared using the accrual method of
accounting. The Company has elected a December 31 year-end.

Start-Up Costs
--------------
Statement of Position 98-5 ("SOP 98-5"). "Reporting on the Costs of
Start-Up Activities" provides guidance on the financial reporting of
start-up costs and organization costs to be expended as incurred. SOP 98-5
is effective for fiscal years beginning after December 15, 1998. With the
adoption of SOP 98-5, there has been little or no effect on the company's
financial statements.

Loss Per Share
--------------
Net loss per share is provided I accordance with financial Statement of
Financial Accounting Standards No. 128 (SFAS #128) "Earnings Per Share".
Basic Loss per share is computed by dividing losses available to common
shareholders by the weighted average number of common shares outstanding
during the period. Diluted loss per share reflects per share amounts that
would have resulted if dilutive common stock equivalents had been converted
to common stock. As of December 31, 2001, the Company had no dilutive
common stock equivalents such as stock options.

See Accountant's Audit Report



                                     14
Policy in Regards to Issuance of Common Stock in a Non-Cash Transaction
-----------------------------------------------------------------------
The Company's accounting policy for issuing shares on a non-cash
transactions to issue the equivalent amount of stock equal to the fair
market value of the assets or services received.

Use of Estimates
----------------
The preparation of financial statements in conformity with generally
accepted accounting principles requires management to make estimates and
assumptions that affect certain reported amounts and disclosures.
Accordingly, actual results could differ from those estimates.

Income Taxes
------------
Income taxes are provided for using the liability method of accounting in
accordance with Statement of Financial Accounting Standards No. 109 (SFAS
#109) "Accounting for Income Taxes." A deferred tax asset or liability is
recorded for all temporary difference between financial and tax reporting.
Deferred tax expense (benefit) results form the net change during the year
of the deferred tax assets and liabilities.

NOTE B- Stockholder's Equity:
-----------------------------
On January 18, 2001, (date of Inception) the Company authorized 10,000,000
shares at $.001 par value common stock. 200,000 shares were issued to the
shareholder for services rendered. The services amounted to $200 in
aggregate at December 31, 2001. On August 15, 2001, the Company authorized
an additional 30,000,000 shares, bringing the total shares authorized to
40,000,000 as of December 31, 2001.

NOTE C - Going Concern:
-----------------------
As shown in the accompany financial statements, the Company incurred at net
loss of $200 from January 18, 2001 (date of inception) through December 31,
2001. The ability of the Company to continue as a going concern is
dependent upon commencing operations and obtaining additional capital and
financing. The financial statements do not include any adjustments that
might be necessary if the Company is unable to continue as a going concern.
The Company is currently seeking a merger partner or an acquisition
candidate to allow it to begin its planned operations.

NOTE D - Income Taxes
---------------------
There is no provision for income taxes for the period ended December 31,
2001 due to the net loss.

The Company's total deferred tax asset as of December 31, 2001 is as
follows:

<Table>

  <S>                                                           <C>
  Net operation loss carry forward                                $ -0-
  Valuation allowance                                               -0-
                                                                  ------
  Net deferred tax asset                                            -0-
                                                                  ======
</Table>

                                     15
Note E - Related Party Transactions
-----------------------------------
The company neither owns nor leases any real or personal property. An
officer of the corporation provides office services without charge. Such
costs are immaterial to the financial statements and accordingly, have not
been reflected therein. The officers and directors of the company are
involved in other business opportunities. If a specific business
opportunity becomes available, such persons may face a conflict in
selecting between the Company and their other business interests. The
Company has not formulated a policy for the resolution of such conflicts.

     See Accountant's Audit Report


ITEM 8.  CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING
FINANCIAL DISCLOSURE.

    There have been no disagreements between the Company and its
independent accountants on any matter of accounting principles or practices
or financial statement disclosure since the Company's inception.

                                  PART III

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

  The Company has one Director and Officer as follows:

<Table>
<Caption>

Name                          Age          Positions and Offices Held
<S>                           <C>          <C>
Judith Stahl                  36           President, Secretary, Director
4719 Quarton Road
Bloomfield Hills, MI48301

</Table>
                            PROFESSIONAL HISTORY

Mrs. Stahl graduated from the University of Western Ontario with A B.S. in
Office Management Studies.  From 1987 through 1990 she worked as a
political strategist and speech writer in Canada.  From 1990 though 1992
Mrs. Stahl worked as a Marketing and Advertising Coordinator.  Since 1992
she has worked as a Independent Consultant.

     There are no agreements or understandings for the officer or director
to resign at the request of another person and the above-named officer and
director is not acting on behalf of nor will act at the direction of any
other person.

PREVIOUS BLANK CHECK COMPANIES-  None.

CURRENT BLANK CHECK  COMPANIES-  None.

     The Company presently has no committees.

     Management may be in the future, an officer, director and/or
beneficial shareholder  of other blank check  companies.  The initial
business purpose of these companies is to engage in a business combination
with an unidentified company or companies and will be classified as a blank
check company until completion of a business combination.  In most
instances when a business combination is transacted with a blank check
company, it is required to file a Current Report on Form 8-K describing the
transaction.
                                     16
     All Directors of the Company hold office until the next annual meeting
of the shareholders and until their successors have been elected and
qualified.

     The Officers of the Company are elected by the Board of Directors at
the first meeting after each annual meeting of the Company's shareholders,
and hold office until their death, or until they shall resign or have been
removed from office.

     The date of the next annual meeting of the Company will be determined
by the Company's Board of Directors in accordance with Delaware law.

SECTION 16(A) BENEFICIAL REPORTING COMPLIANCE

     Based solely on a review of Forms 3 and 4 and amendments thereto
furnished to the Company during its most recent fiscal year, and Forms 5
and amendments thereto furnished to the Company with respect to its most
recent fiscal year, and certain written representations, no persons who
were either a director, officer, or beneficial owner of more than 10% of
the Company's common stock failed to file on a timely basis reports
required by Section 16(a) of the Exchange Act during the most recent fiscal
year.

ITEM 10.  EXECUTIVE COMPENSATION.

     The Company's sole Officer and its Directors currently receive no
salary from the Company.

     It is possible that the Company's Officers and Directors will sell
part or all of their shares of the Company's Common Stock pursuant to the
successful completion of a potential acquisition of a business opportunity.
However, this is dependent upon arm's length negotiations between the
Company's Officers and Directors and management of the potential merger
entity.  There currently is no agreement or understanding of any kind
whereby Officers and Directors of the Company will dispose of part or all
of their shares of the Common Stock of the Company pursuant to an
acquisition of the business opportunity.

     The Company has no retirement, pension, profit-sharing or insurance or
medical reimbursement plans covering its Officers and Directors.


ITEM 11.  SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT.

          The following table sets forth each person known by the Company
to be the beneficial owner of five percent or more of the Company's Common
Stock, all directors individually and all directors and officers of the
Company as a group. Except as noted, each person has sole voting and
investment power with respect to the shares shown.

<Table>
<Caption>

Name and Address              Amount of Beneficial  Percentage
of Beneficial Owner           Ownership             of Class
<S>                           <C>                   <C>
Judith Stahl                    200,000               100%
4719 Quarton Rd
Bloomfield Hills, MI 48301

All Executive Officers
and Directors as a Group
(1 Person)                      200,000               100%

</Table>
                                     17
     (1) Mrs. Stahl is the controlling shareholder, sole director and
officer of the Company. Judith Stahl serves as a marketing and consulting
person for SpeedNet Inc.  Judith Stahl has agreed to provide certain
services for the Company. See "PLAN OF OPERATIONS General Business Plan".

     (2) As the controlling shareholder, sole director and officer of the
Company, Mrs. Stahl is deemed to be the beneficial owner of the common
stock of the Company.


ITEM 12.  CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS.

    The Company has issued a total of 200,000 shares of Common Stock to the
following persons for services:


Name                  Number of Total Shares      Consideration

Judith Stahl          200,000                     Services

     Mrs. Stahl is the sole director, controlling shareholder and president
of Speednet, Inc. With respect to the sales made to Judith Stahl, the
Company relied upon Section 4(2) of the Securities Act of 1933, as amended
(the "Securities Act") and Rule 506 promulgated thereunder.
ITEM 13.  EXHIBITS AND REPORTS ON FORM 8-K.

     (a)  3. EXHIBITS.
<Table>
<Caption>

EXHIBIT
NUMBER      DESCRIPTION                  LOCATION

<S>         <C>                          <C>
  3         Articles of Incorporation    Incorporated by
                                         reference to
                                         Exhibit 2.1 to the
                                         Registrant's Form 10-SB
                                         Registration filed February 27,
                                         2001 (No. 0-32401)

  3         Bylaws                       Incorporated by reference to
                                         Exhibit 2.2 to the Registrant's
                                         Form 10-SB Registration
                                         Statement filed February 27, 2001
                                         (No. 0-32401)

</table>
     (b)  REPORTS ON FORM 8-K.  No reports on Form 8-K were filed during
the quarter ended December 31, 2001.


                       INDEX TO FINANCIAL STATEMENTS




                                     18
                                 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 thereunder duly authorized.

                                 Speednet, Inc.


Dated:  February 11, 2002        By: /s/ Judith Stahl
                                    Juith Stahl, President

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

      SIGNATURE                     TITLE                    DATE


/s/ Judith Stahl          President and Director    February 11, 2002
Judith Stahl





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