U.S. SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549
                                   FORM 10-KSB

[X]  Annual report under Section 13 or 15(d) of the  Securities  Exchange Act of
     1934

     For  the calendar year ended December 31, 1997
                                  -----------------

[_]  Transition report under Section 13 or 15(d) of the Securities  Exchange Act
     of 1934

     For  the transition period from ____________ to ______________



                       HIDENET SECURE ARCHITECTURES, INC.
                   (formerly known as Savin Electronics Inc.)
                 (Name of Small Business Issuer in Its Charter)


         New Jersey                33-36670                     22-3061278
    (State or other            (Commission File                (IRS Employer
    Jurisdiction of               Number)                   Identification No.)
     Incorporation)



          103 Medinat Hayehudim Street, POB 837, Herzliya Israel 46733
                     (Address of Principal Executive Office)

                               011-972-9-957-9795
                (Issuer's Telephone Number, Including Area Code)



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

          Title of Each Class              Name of Each Exchange on Which
                                                     Registered
          -------------------              ------------------------------

                 None

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

                                      None
                                 ---------------
                                (Title of Class)



<PAGE>


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

          Yes ( ) No (X)

(1)  This Form 10-KSB for calendar  year ended  December 31, 1997 being filed in
     November 1999 should have been filed on or about April 15, 1998.

     Check if there is no disclosure  of  delinquent  filers in response 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 calendar year - $-0-

     The  aggregate  market value for the 591,714  shares of common  stock,  par
value $0.025 per share, held by  non-affiliates* of Registrant as of November 1,
1999 is  $1,183,428  based upon an average of $2.00  price for such stock on the
date heretofore  indicated.  See Item 5 (a) which indicates the limited, if any,
trading activity in the Registrant's  securities for the periods  indicated.  By
virtue  hereof,  it is difficult if not  impossible  to  accurately  arrive at a
completely  realistic  "aggregate  market  value" of  Registrant  shares held by
non-affiliates  as called  for  herein  especially  in view of the fact that the
existence  of limited or sporadic  quotations  should not of itself be deemed to
constitute  an  "established  public  trading  market".   The  above  statements
regarding  "aggregate  market value" and  "established  public  trading  market"
should be taken into careful  consideration  when  considering  the  information
contained herein regarding the indicated  "aggregate  market value" of shares of
voting stock held by non-affiliates.

*    Affiliates for the purpose of this item refers to the Registrant's officers
     and directors  and/or any persons or firms (excluding those brokerage firms
     and/or clearing houses and/or  depository  companies  holding  Registrant's
     securities  as  record  holders  only  for  their  respective   clienteles'
     beneficial  interest) owning 5% or more of the  Registrant's  Common Stock,
     both of record and beneficially - all as of November 1, 1999. See also Item
     1 (a) and footnote 1 thereto.


                   ISSUERS INVOLVED IN BANKRUPTCY PROCEEDINGS
                           DURING THE PAST FIVE YEARS

     Check whether the issuer has filed all documents and reports required to be
filed by Section 12, 13 or 15(d) of the Exchange Act after the  distribution  of
securities under a plan confirmed by a court.

                                 Yes       No
                                 ---      ___



<PAGE>


Not  Applicable - See,  however,  Part I, Item 1 and Note 1(b) to the  Company's
audited  financial  statements with respect to its wholly owned subsidiary being
placed in receivership in August 1997.


                    APPLICABLE ONLY TO CORPORATE REGISTRANTS

     State the number of shares  outstanding of each of the issuer's  classes of
common  equity,  as of the  latest  practicable  date.  4,059,600  shares  as of
November 1, 1999.

     Transitional Small Business Disclosure Format:    Yes x No
                                   --- ---

                       DOCUMENTS INCORPORATED BY REFERENCE

     If the following documents are incorporated by reference,  briefly describe
them and identify the part of the Form 10-KSB (e.g., Part I, Part II, etc.) into
which the document is incorporated:  (1) any annual report to  security-holders;
(2) any proxy or information statement; and (3) any prospectus filed pursuant to
Rule 424(b) or (c) of the Securities Act of 1933 ("Securities Act"). None


                                TABLE OF CONTENTS

                                                                         Page
                                                                         Number
                                                                         ------
                                                                          PART I

Item 1.  Description of Business............................................5

Item 2.  Description of Property............................................6

Item 3.  Legal Proceedings..................................................6

Item 4.  Submission of Matters to a Vote of Security Holders................6



<PAGE>


PART II

Item 5.  Market For Common Equity and Related Stockholder Matters...........7

Item 6.  Management's Plan of Operation.....................................8

Item 7.  Financial Statements...............................................10
                                                                       F1 - F8
Item 8.  Changes in and Disagreements With  Accountants on
                  Accounting and Financial Disclosure.......................11

PART III

Item 9...Directors, Executive Officers, Promoters and Control Persons;
                  Compliance With Section 16(a) of the Exchange Act.........11

Item 10. Executive Compensation.............................................12

Item 11. Security Ownership of Certain Beneficial Owners and Management.....13

Item 12. Certain Relationships and Related Transactions.....................14

Item 13. Exhibits, List and Reports on Form 8-K.............................14


ITEM 1.        DESCRIPTION OF BUSINESS

     Savin Electronics Inc.  (hereinafter  "SVPS" or the "Company") is a company
incorporated  in the State of New Jersey in August,  1990. The Company  recently
decided  to enter  the  field  of  network  data  security  and it is  currently
developing  products in such area (see Item 6  "Management's  Plan of Operation"
below).  On June 29,  1999,  the Company  changed  its name to  "Hidenet  Secure
Architectures, Inc." to reflect the Company's current business plans.



<PAGE>


     The Company filed a Self-Underwritten  Registration Statement on Form S-18,
which Registration  Statement was declared effective on November 1, 1991 and the
offering  described  therein closed in January of 1992.  From  conclusion of its
aforesaid  public  offering of securities  through April of 1996 the Company had
been pursuing its stated business  activities  seeking to acquire  business(es);
its public offering having been a "blind pool/blank check" offering. The Company
had basically been inactive since "going public" until the closing in April 1996
of its initial  acquisition.  Information  with respect to such  acquisition  is
contained  in  Company  filings  under Form 8-K with date of report of March 21,
1996 and  Amendment  No. 1  thereto  as filed  April 4,  1996 and June 21,  1996
respectively.  Further  information  regarding such  acquisition may be found in
Item 6 of the  Company's  Form  10-KSB for its then  fiscal year ended March 31,
1996. The company acquired as a result of such acquisition,  Savin  Electronics,
Ltd., an Israeli corporation ("Savin Israel"), which was engaged (as reported in
aforesaid Form 8-K) in the development,  manufacture and marketing of electronic
power supply products for computers and other electronic  systems.  As indicated
in Note 1 to the Company's audited financial  statements,  Savin Israel incurred
losses in excess of  $1,200,000  as at December  31, 1996.  Additionally,  as at
December 31, 1996 Savin Israel current  liabilities  exceeded its current assets
by   approximately   $2,100,000  and  it  had  a  shareholders'   deficiency  of
approximately $1,300,000. Savin Israel was placed in receivership in August 1997
and remains in the process of being liquidated for the benefit of creditors.

     The Company has not had any revenues from operations from inception through
December 31, 1997.

     The Company  decided to enter the field of network  data  security,  and in
connection  therewith,  issued 73.9% of its issued and outstanding capital stock
to three  inventors  in  exchange  for all their  right,  title and  interest in
proprietary  technology in such field.  See Current Report on Form 8-K with date
of report June 11, 1999 for a more detailed description of the transaction.

     Reference is herewith made to Item 6 hereof regarding  Management's Plan of
Operations with respect to proposed future Company activities.

EMPLOYEES

     As of calendar  year ended  December  31, 1997 the Company did not have any
employees.  Currently,  the Company's  subsidiary,  Hidenet Secure Architectures
Ltd., an Israeli company, employs two individuals.

ITEM 2.        DESCRIPTION OF PROPERTY

     As of December 31, 1997,  the Company  maintained an office,  rent free, at
the offices of its counsel (Gary B. Wolff,  P.C.) at 747 Third Avenue, New York,
New York 10017 for purposes of receipt of mail  domestically and inquiries which
in turn are  forwarded  to Company  personnel  located in  Israel.  Its  limited
business  activities  were  conducted by its current  management in the State of
Israel.  Currently,  the  Company  maintains  a  business  address  care  of its
subsidiary  at 103 Medinat  Hayehudim  Street,  Herzliya,  Israel  46733 and its
telephone number is 011-972-9-957-9795.  Such offices are maintained pursuant to
a two-year  lease at a cost of  approximately  $4,000  per  month.  The lease is
renewable  at the  option of the  Company  at a 10%  annual  increase  above the
current rent.

ITEM 3.        LEGAL PROCEEDINGS

     The  Company's  wholly  owned  subsidiary,  Savin  Israel,  was  placed  in
receivership  in August of 1997.  The  Company is not  presently  a party to any
other material  litigation nor, to the knowledge of management,  is any material
litigation threatened.

<PAGE>

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

     (a) The Company did not hold an annual meeting of stockholders for calendar
year ended  December 31, 1997. At the end of 1997,  the  stockholders  holding a
majority of the issued and outstanding  capital stock of the Company  authorized
an  amendment to the  Company's  certificate  of  incorporation  increasing  the
authorized  share  capital from 60,000 shares to  15,000,000  shares,  par value
$0.025 per share. On June 29, 1999, said stockholders authorized a change in the
name of the Company to "Hidenet Secure Architectures, Inc."

     (b) As  reported  in Form 8-K with date of report of March 17,  1997  under
Item 5 Other Events "On March 3, 1997, in accordance with Section 14A:5-6 of the
New Jersey  Business  Corporation  Act (the "New  Jersey  Act"),  the holders of
approximately  51.08% of the  outstanding  common  stock,  par value  $.0001 per
share,  of Savin  Electronics  Inc. (the  "Company"),  took action to remove the
existing Board of Directors of the Company,  consisting of Meir Portnoy, Yechiel
Nussbaum,  Gil Sarig and Avrum Savran, and elected Avrum Savran and Avi Pines to
serve as the sole members of the Company's Board of Directors (the  "Corporation
Action")." Such Corporate Action became effective on March 17, 1997.

     Aforesaid  Item 5 to Form 8-K  further  indicates  "At a meeting of the new
Board of Directors held on March 17, 1997, Meir Portnoy was removed as President
and  Chairman of the Board of the  Company  and Avi Pines and Avrum  Savran were
elected to serve as President  and Chairman of the Board,  respectively,  of the
Company."

     On October 28,  1998,  the Board of Directors  authorized  a 1:250  reverse
stock split so that the number of issued and outstanding  shares of Common Stock
of the Company was reduced from  8,150,000 to 32,600  shares.  In December 1998,
the holders of a majority of the issued and outstanding  share capital increased
the  authorized  share  capital of the  Company to  15,000,000  shares of common
stock, par value $0.025 per share.

                                     PART II

ITEM 5.        MARKET FOR REGISTRANT'S COMMON EQUITY
               AND RELATED STOCKHOLDER MATTERS

     (a) Marketing Information.  The following table sets forth, for the periods
indicated,  the range of high and low bid prices on the dates  indicated for the
Company's  securities  indicated below for each full quarterly period within the
two most recent years (if  applicable)  and any  subsequent  interim  period for
which financial statements are included and/or required to be included.

<TABLE>
<CAPTION>

Fiscal Year Ended March 31, 1996 (A)                   Quarterly Common Stock
            By Quarter                                     Price Ranges
------------------------------------                   ----------------------
    Quarter           Date                                High        Low
<S>                 <C>                                <C>            <C>
     1st            June 30, 1995                         (1)         (1)

     2nd            September 30, 1995                    (1)         (1)

     3rd            December 31, 1995                     (1)         (1)

     4th            March 31, 1996                        (1)         (1)
</TABLE>
<PAGE>
<TABLE>
<CAPTION>
 Calendar Year Ended December 31, 1996 By              Quarterly Common Stock
              Quarter                                      Price Ranges (2)
-----------------------------------------              ----------------------
   Quarter            Date                                High        Low
<S>                  <C>                               <C>            <C>
     1st           June 30, 1996                          $3.75       $2.75

     2nd           September 30, 1996                     $5.75       $2.125

     3rd           December 31, 1996                      $4.25       $0.8125
</TABLE>
<TABLE>
<CAPTION>
 Calendar Year Ended December 31, 1997 By              Quarterly Common Stock
              Quarter                                      Price Ranges (2)
-----------------------------------------              ----------------------

    Quarter           Date                                High        Low
<S>                  <C>                               <C>            <C>
     1st           March 31, 1997                         $1.50       $0.2500

     2nd           June 30, 1997                          $1.375      $0.3125

     3rd           September 30, 1997                     $1.46875    $0.0625

     4th           December 31, 1997                      $0.093      $0.062
</TABLE>
<TABLE>
<CAPTION>
 Calendar Year Ended December 31, 1998 By              Quarterly Common Stock
              Quarter                                      Price Ranges (2)
-----------------------------------------              ----------------------

    Quarter           Date                                 High        Low
<S>                  <C>                               <C>            <C>
     1st           March 31, 1998                         $0.40       $0.10

     2nd           June 30, 1998                          $0.10       $0.10

     3rd           September 30, 1998                     $0.10       $0.10

     4th           December 31, 1998                      $2.5        $2.50
</TABLE>


(A)  At a Special  Meeting of the Board of Directors  held in September  1996 it
     was  resolved  that  commencing  subsequent  to the close of the  Company's
     fiscal  year  ended  March 31,  1996 that its year end would be  changed to
     December 31. A Form 8-K with date of report of September 3, 1996  reporting
     such change was filed with the SEC.

     (1)  Notwithstanding closing of the Company's public offering of securities
          in  November  1991  its  securities  did not  commence  trading  until
          subsequent to application  for trading being submitted to the National
          Association of Securities  Dealers,  Inc.  ("NASD") in accordance with
          Schedule H of such  Association's  by-laws and Rule 15c2-11  under the
          Securities  Exchange  Act of  1934.  On May 16,  1996  and  acting  in
          reliance upon information filed, the NASD cleared the Company's common
          stock for quotation on the Electronic Over-the-Counter Bulletin Board.
          The opening  prices of the Company's  common stock on June 3, 1996 was
          $2.75 bid and $3.50 asked.



<PAGE>


     (2)  The existence of limited or sporadic  quotations  should not of itself
          be deemed to constitute an "established public trading market". To the
          extent that limited  trading in the  Company's  Common Stock has taken
          place,  such  transactions  have been limited to the  over-the-counter
          market.  All prices indicated herein are as reported to the Company by
          broker-dealer(s)  making a market in its  securities  in the  National
          Quotation  Data  Service  ("pink  sheets")  and/or  in the  Electronic
          Over-the-Counter  Bulletin  Board (the latter under the symbol  SVPS).
          The  aforesaid  securities  were not traded or quoted on any automated
          quotation  system  (other  than  as  may  be  indicated  herein).  The
          over-the-counter  market quotes  indicated above reflect  inter-dealer
          prices, without retail mark-up,  mark-down or commission,  and may not
          necessarily represent actual transactions.

          (b)  Holders.  As of  December  31,  1997 the  approximate  number  of
               stockholders  of the Company's  Common Stock (as indicated on its
               transfer   agent's   December   31,   1997   certified   list  of
               stockholders)  amounted to 19 persons and/or firms  (inclusive of
               those brokerage  firms and/or  clearing houses and/or  depository
               companies  holding the Company's  securities for their respective
               clientele - each such  brokerage  house,  clearing  house  and/or
               depository firm being considered as one record holder). The exact
               number of beneficial  owners of the  Company's  securities is not
               known but would  necessarily  exceed the number of record  owners
               indicated  above in that  brokerage  firms and/or  clearing house
               and/or  depository  companies  are  normally  record  owners  for
               presumably any number of unidentified beneficial owners.

          (c)  Dividends.  The payment by the Company of  dividends,  if any, in
               the future rests within the  discretion of its Board of Directors
               and will depend, among other things, upon the Company's earnings,
               its capital requirements and its financial condition,  as well as
               other relevant factors.  The Company has not paid or declared any
               dividends  upon its Common  Stock  since its  inception  and,  by
               reason  of its  present  financial  status  and its  contemplated
               financial   requirements,   does  not  currently  contemplate  or
               anticipate  paying  any  dividends  on its  Common  Stock  in the
               foreseeable future.

<PAGE>

ITEM 6.        MANAGEMENT'S PLAN OF OPERATION

     Certain statements contained in this report, including statements regarding
the anticipated  development of the Company's  business,  the intent,  belief or
current  expectations of the Company,  its directors or its officers,  primarily
with  respect to the  performance  of the Company and the products it expects to
offer and other  statements  contained  herein  regarding  matters  that are not
historical  facts, are  "forward-looking"  statements  within the meaning of the
Private Securities Litigation Reform Act (the "Reform Act"). Future filings with
the Securities and Exchange Commission, future press releases and future oral or
written  statements  made by or with the  approval of the Company  which are not
statements of historical fact, may contain forward-looking  statements under the
Reform Act.  Because such  statements  include risks and  uncertainties,  actual
results  may  differ   materially  from  those  expressed  or  implied  by  such
forward-looking  statements.  Factors that could cause actual  results to differ
materially  from those expressed or implied by such  forward-looking  statements
include,  without  limitation,  the failure of the Company to obtain  additional
financing,  the failure of the Company to develop a product which is marketable,
rapid   technological   changes  in  the   environment,   frequent  new  product
introductions by others in the industry with greater resources than the Company,
competition  in the  marketplace  in which the  Company  decided to operate  and
evolving  industry  standards and customer  preferences in that market which are
difficult  to predict.  Not only could the Company  fail to produce a marketable
product,  but the  introduction of products  embodying new  technologies and the
emergence of new industry standards could render the Company's product, if it is
even   developed,   as  well  as  any  potential  new  products,   obsolete  and
unmarketable.  Such constant  technological  changes also make  accurate  market
predictions difficult.  The Company's results depend in part upon its ability to
attract,   train,   retain  and  motivate   qualified   management,   technical,
manufacturing,  sales and support personnel for its operations.  The Company has
no patent protection for its product which it is in the process of developing.

     All forward-looking  statements speak only as of the date on which they are
made. The Company  undertakes no obligation to update such statements to reflect
events that occur or  circumstances  that exist after the date on which they are
made.

     The Company has never had any revenues since its inception.

     On June 11,  1999,  the Company  executed and  delivered an agreement  with
Royce Investment Group ("RIG"),  the Company's exclusive  financial  consultant,
and  Uriel  Ginzberg,  Jonathan  Levin  and  John  Federman  (collectively,  the
"Inventors")  whereby the  Inventors  assigned  to the Company all their  right,
title and interest in the  proprietary  technology  in the field of network data
security  (collectively,  the  "Intellectual  Property").  In addition,  RIG was
retained  to offer  and sell up to  approximately  $600,000  of shares of common
stock to be issued by the  Company to RIG.  See the Form 8-K with date of report
June  11,  1999  for a more  detailed  description  of  the  agreement  and  the
transactions  contemplated  thereby.  In connection with such  transaction,  the
Company  changed its name to "Hidenet Secure  Architectures,  Inc." See the Form
8-K with the date of report June 29, 1999.

     The Company  currently  intends to develop and market products in the field
of network data security.  It  established  an Israeli  subsidiary in July 1999,
Hidenet Secure  Architectures  Ltd., which hired two (2) employees.  The Company
has no current  operations,  and even if the  products it is  developing  in the
networks data security field are brought to market,  there is no likelihood that
the sales of the  Company's  products  will be sufficient to cover the costs and
expenses of the Company's  operations.  The Company  estimates that sales of its
products will commence in the middle of 2000, but there is no assurance that its
products  will be ready for  market at such  time.  In the next  year,  RIG will
attempt to obtain equity  financing for the Company.  Failure to locate  funding
for the Company raises doubts about its ability to continue as a going concern.

     The  Company  remains  subject  to the  reporting  requirements  under  the
Securities  Exchange Act of 1934.  Notwithstanding  such requirements,  the last
report filed by the Company  (exclusive  of Forms 8-K) was a Form 10-QSB for its
quarter ended September 30, 1996. The Company,  during the third quarter of 1999
embarked upon an effort to bring itself  "current" with respect to its reporting
requirements  and in that regard has prepared and filed (or is in the process of
filing) the following reports as indicated:

               Form 8-K with date of report June 11, 1999
               Form 8-K with date of report June 29, 1999
               Form 10-KSB for calendar year ended December 31, 1998
<PAGE>
               Form 10-QSB for the quarter ended March 31, 1999
               Form 10-QSB for the quarter ended June 30, 1999

     Each of the above referenced  reports were basically  prepared at or around
the same time and forwarded for filing purposes on or about the same date.

     The  Company  currently  has no  significant  business  operations  and (as
heretofore  indicated)  its  wholly  owned  subsidiary  Savin  Israel  is  being
liquidated for the benefit of creditors.

     Year 2000 Compliance
     --------------------

     The "Year 2000  problem"  describes  the  world-wide  concern  that certain
computer applications, which use two digits rather than four to represent dates,
will interpret the year 2000 as the year 1900 and malfunction on January 1, 2000
or thereafter.  Since the Company has no operations,  the year 2000 problem does
not pertain to the Company.  The Company will ensure that its products,  and any
products of material  significance to the Company,  will function normally after
the year 2000.

ITEM 7.        FINANCIAL STATEMENTS

     The following  financial  statements  have been prepared in accordance with
the  requirements  of  Regulation  S-B.  Such  information  appears on pages F-1
through F-8 inclusive of this Form 10-KSB, which pages follow this page.


<PAGE>







                             SAVIN ELECTRONICS INC.


                              FINANCIAL STATEMENTS

                             AS OF DECEMBER 31, 1997


                                 IN U.S. DOLLARS




                                      INDEX




                                                                          Page

Report of Independent Auditors                                             2

Balance Sheets                                                             3

Statements of Operations                                                   4

Statements of changes in Shareholders' Deficiency                          5

Statements of Cash Flows                                                   6

Notes to Financial Statements                                             7 - 9
<PAGE>


KOST FORER & GABBAY                                                ERNST & YOUNG
                                                               [GRAPHIC OMITTED]




                         REPORT OF INDEPENDENT AUDITORS

                  To the Board of Directors and Shareholders of

                             SAVIN ELECTRONICS INC.



     We have audited the  accompanying  balance sheet of Savin  Electronics Inc.
("the  Company")  as  of  December  31,  1997  and  the  related  statements  of
operations,  changes in  shareholders'  deficiency  and cash flows for the years
ended December 31, 1997. These financial  statements are the  responsibility  of
the Company's  management.  Our responsibility is to express an opinion on these
financial statements based on our audit.


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


     In our opinion,  the financial statements referred to above present fairly,
in all material respects, the financial position of Savin Electronics Inc. as of
December 31, 1997 and the results of its  operations  and its cash flows for the
year then ended in conformity with generally accepted  accounting  principles in
the United States.


     The accompanying  financial statements have been prepared assuming that the
Company  will  continue  as a  going  concern.  As  discussed  in Note 1c to the
financial statements, the Company has suffered recurring losses from operations,
has a working capital deficiency and shareholders  deficiency.  These conditions
raise  substantial  doubt  about its  ability to  continue  as a going  concern.
Management's  plans in regard to these  matters are  described in Note 1c and 4.
The accompanying  financial statements do not include any adjustments to reflect
future effect on the  classification  of liabilities  that might result from the
outcome of this uncertainty.




Tel-Aviv, Israel                                    KOST FORER & GABBAY
August 15, 1999                          A Member of Ernst & Young International




<PAGE>

                                                          SAVIN ELECTRONICS INC.
BALANCE SHEETS
--------------------------------------------------------------------------------
In U.S. dollars


<TABLE>
<CAPTION>

                                                     December 31,
                                                --------------------
                                                  1997        1996
                                                --------    --------
<S>                                                  <C>         <C>
     ASSETS

INVESTMENT IN A SUBSIDIARY (Note 1) .........          1           1
                                                --------    --------

                                                       1           1
                                                ========    ========
     LIABILITIES AND SHAREHOLDERS' DEFICIENCY

CURRENT LIABILITIES:

Accounts payable and accrued liabilities ....     56,462      45,975
Loan payable - officer (Note 3) .............      7,000       5,000
                                                --------    --------

Total current liabilities ...................     63,462      50,975
                                                --------    --------

SHAREHOLDERS' DEFICIENCY:
Common stock - $ 0.025 par value:
    Authorized: 60,000 shares;
    Issued and outstanding: 32,600 shares ...        815         815
Additional paid-in capital ..................    924,591     924,591
Accumulated deficit .........................   (988,867)   (976,380)
                                                --------    --------

Total shareholders' deficiency ..............    (63,461)    (50,974)
                                                --------    --------


                                                       1           1
                                                ========    ========
</TABLE>









The accompanying notes are an integral part of the financial statements.






<PAGE>


                                                          SAVIN ELECTRONICS INC.
STATEMENTS OF OPERATIONS
--------------------------------------------------------------------------------
In U.S. dollars

<TABLE>
<CAPTION>

                                                      Nine months
                                       Year ended       ended         Year ended
                                      December 31,    December 31,     March 31,
                                          1997           1996             1996

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

Costs and expenses:

    General and administrative .....        12,487        58,625         8,434

    Write-down of investment
      in a subsidiary (Note 1) .....          --         859,478          --
                                       -----------   -----------   -----------

Net loss ...........................        12,487       918,103         8,434
                                       ===========   ===========   ===========



Basic and diluted net loss per .....          0.38         28.16          4.63
 share                                 ===========   ===========   ===========



Weighted average number of shares ..        32,600        32,600         1,820
 outstanding                           ===========   ===========   ===========
</TABLE>









The accompanying notes are an integral part of the financial statements.


<PAGE>
                                                          SAVIN ELECTRONICS INC.
STATEMENTS OF CHANGES IN SHAREHOLDERS' DEFICIENCY
--------------------------------------------------------------------------------
In U.S. dollars

<TABLE>
<CAPTION>

                                                                    Additional                       Total
                                           Common stock              paid-in      Accumulated     shareholders'
                                       Shares         Amount         capital        deficit        deficiency

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

Balance as of April 1, 1995 .....          1,820          1,820          41,857        (49,843)         (6,166)

    Value of services contributed
      by officer ................           --             --             9,000           --             9,000

    Net loss ....................           --             --              --           (8,434)         (8,434)
                                    ------------   ------------    ------------   ------------    ------------

Balance as of March 31, 1996 ....          1,820          1,820          50,857        (58,277)         (5,600)



    Adjustment from change of
      par value to $ 0.025 per
      share .....................           --           (1,775)          1,775           --              --
    Shares issued to acquire
      foreign subsidiary ........         24,600            615            --             --               615
    Net proceeds from private
      placement of shares .......          6,180            155         871,959           --           872,114
    Net loss ....................           --             --              --         (918,103)       (918,103)
                                    ------------   ------------    ------------   ------------    ------------

Balance as of December 31, 1996 .         32,600            815         924,591       (976,380)        (50,974)

    Net loss ....................           --             --              --          (12,487)        (12,487)
                                    ------------   ------------    ------------   ------------    ------------

Balance as of December 31, 1997 .         32,600            815         924,591       (988,867)        (63,461)
                                    ============   ============    ============   ============    ============
</TABLE>









The accompanying notes are an integral part of the financial statements.


<PAGE>
<TABLE>
<CAPTION>


                                                                                SAVIN ELECTRONICS INC.
      STATEMENTS OF CASH FLOWS
------------------------------------------------------------------------------------------------------------------------------
In U.S. dollars

                                                                     Nine months
                                                      Year ended        ended         Year ended
                                                     December 31,    December 31       March 31,
                                                         1997           1996             1996

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

Cash flows from operating activities:
                                                                                     ------------
Net loss .........................................        (12,487)       (918,103)         (8,434)
Adjustments to reconcile net loss to net cash
 used in operating activities:
    Write-down of investments in a subsidiary ....           --           859,478            --
    Contribution of services by officer ..........           --              --             9,000
      Increase (decrease) in accounts payable and
       accrued liabilities .......................         10,487          45,375          (5,784)
                                                     ------------    ------------    ------------

Net cash used in operating activities ............         (2,000)        (13,250)         (5,218)
                                                     ------------    ------------    ------------

Cash flows from investing activities:
                                                                                     ------------
Advances to foreign subsidiary ...................           --          (858,864)           --
                                                     ------------    ------------    ------------

Net cash used in investing activities ............           --          (858,864)           --
                                                     ------------    ------------    ------------
Cash flows from financing activities:
                                                                                     ------------
Net proceeds from private placement of shares ....           --           872,114            --
Loan received from officer .......................          2,000            --             5,000
                                                     ------------    ------------    ------------

Net cash provided by financing activities ........          2,000         872,114           5,000
                                                     ------------    ------------    ------------

Decrease in cash and cash equivalents ............           --              --              (218)
Cash and cash equivalents at the beginning
    of the period ................................           --              --               218
                                                     ------------    ------------    ------------

Cash and cash equivalents at the end of the period           --              --              --
                                                     ------------    ------------    ------------

Common shares issued for acquired foreign
    subsidiary ...................................           --               615            --
                                                     ============    ============    ============
</TABLE>











The accompanying notes are an integral part of the financial statements.


<PAGE>


                                                          SAVIN ELECTRONICS INC.
NOTES TO FINANCIAL STATEMENTS
--------------------------------------------------------------------------------
In U.S. dollars


NOTE 1:-       GENERAL

               a.   Savin  Electronics Inc. ("the  Company"),  formerly known as
                    American Acquisition Corporation.

               b.   In April 1996,  the Company  acquired  all of the issued and
                    outstanding  shares of Savin  Electronics  Ltd.,  an Israeli
                    corporation  ("the  subsidiary"),  in  exchange  for  24,600
                    shares of the Company's  Common stock.  The  subsidiary  was
                    engaged in the  development,  manufacture  and  marketing of
                    electronic power supply products for sensitive computers and
                    other electronic systems. The Company issued 6,180 shares of
                    Common  stock,  in a private  placement,  and  received  net
                    proceeds of $ 872,114, which were advanced to the subsidiary
                    to be used as operating capital.

                    As  of  December  31,  1996,  the   subsidiary   incurred  a
                    twelve-month  operating  loss  which  approximated  of $ 1.2
                    million.  Current  liabilities  exceeded current assets by $
                    2.1 million, and shareholders' deficiency approximated $ 1.3
                    million.

                    The subsidiary has been unable to raise  additional  capital
                    from external sources or from internally  generated profits,
                    and,  accordingly,  was forced into  receivership  in August
                    1997. It is currently in the process of liquidation, for the
                    benefit  of its  creditors.  Accordingly,  the  Company  has
                    recorded a loss for the total  amount of the  investment  in
                    and advances to the subsidiary  which, at December 31, 1997,
                    was $ 859,478.

               c.   Since its  incorporation,  the Company has  incurred  losses
                    amounting to $ 988,867 as of December 31, 1997.

                    As of December 31, 1997,  the Company has a working  capital
                    deficiency of $ 63,462 and a  shareholders'  deficiency of $
                    63,461. The Company's ability to continue as a going concern
                    is subject to the Company's ability to raise cash through an
                    offering,  or by financial  support  from its  shareholders.
                    Accordingly,  there  is  a  substantial  doubt  whether  the
                    Company is able to continue as a going concern.

                    In  June  1999,  the  Company  entered  into  an  investment
                    agreement, as described in Note 4.

                    The  accompanying  financial  statements  have been prepared
                    assuming that the Company will continue as a going concern.


<PAGE>
                                                          SAVIN ELECTRONICS INC.
NOTES TO FINANCIAL STATEMENTS
--------------------------------------------------------------------------------
In U.S. dollars


NOTE 2:-       SIGNIFICANT ACCOUNTING POLICIES

               The financial  statements  have been prepared in accordance  with
               generally accepted accounting principles.

               a.   Use of estimates:

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

               b.   Fair value of financial instruments:

                    SFAS No.  107,  "Disclosure  About Fair  Value of  Financial
                    Instruments",  requires  disclosures about the fair value of
                    financial  instruments.  The  following  disclosures  of the
                    estimated  fair  value of  financial  instruments  have been
                    determined by the Company using available market information
                    and  valuation   methodologies   described  below.  However,
                    considerable  judgment is required  in  interpreting  market
                    data to develop the  estimates  of fair value.  Accordingly,
                    the estimates  presented herein may not be indicative of the
                    amounts that the company could  realize in a current  market
                    exchange.   The  use  of  different  market  assumptions  or
                    valuation  methodologies  may have a material  effect on the
                    estimated fair value amounts.

                    The financial instruments of the Company are mainly accounts
                    payable and accruals, and loan payable - officer. In view of
                    their  nature,  the  carrying  amounts  of  these  financial
                    instruments reasonably approximate their fair values.

               c.   Basic and diluted earnings (loss) per share:

                    Basic  earnings  (loss) per share is  computed  based on the
                    weighted average number of common shares  outstanding during
                    each year.  Diluted  earnings per share is computed based on
                    the weighted  average  number of common  shares  outstanding
                    during each year, plus the dilutive  potential common shares
                    considered  outstanding  during the year, in accordance with
                    FASB Statement No. 128, "Earnings Per Share".

               d.   Fiscal year:

                    During 1996,  the Company  changed its fiscal  year-end from
                    March 31 to December 31.


NOTE 3:-       LOAN PAYABLE - OFFICER

               The loan does not bear interest and is payable on demand.


<PAGE>


                                                          SAVIN ELECTRONICS INC.
NOTES TO FINANCIAL STATEMENTS
--------------------------------------------------------------------------------
In U.S. dollars


NOTE 4:-       SUBSEQUENT EVENTS

               a.   In June 1999, the Company changed its name to Hidenet Secure
                    Architectures Inc.

               b.   In October 1998, the Company  effected a reverse stock split
                    of  1:250  on the  nominal  common  stock  of  the  existing
                    shareholders.  All Common  stock and per Common stock amount
                    have been retroactively adjusted to reflect this split.

               c.   In  June  1999,  the  Company  entered  into  an  investment
                    agreement  with  several   inventors   ("Inventors")  and  a
                    placement  agent ("the  Agent").  Pursuant to the agreement,
                    the  Inventors  assigned to the Company all of their rights,
                    titles and interest in  proprietary  technology in the field
                    of network data security,  in exchange for the allocation of
                    3,000,000 of the Company's  shares.  In addition,  the Agent
                    will  act as the  exclusive  financial  consultant  to raise
                    capital in the aggregate of $ 600,000, in two stages:

                    Stage A - The issuance of 1,000,000  representing  24.6 % of
                    the  Company's   outstanding   shares,   in  return  for  an
                    investment  of $  100,000.  (This  stage  took place in July
                    1999.)

                    Stage B - The issuance of 800,000 shares  representing 16.5%
                    of  the  Company's  outstanding  shares,  in  return  for an
                    investment of $ 500,000  within 180 days from the completion
                    date of Stage A. This stage can be executed in portions that
                    for each  installment  of $ 50,000  the  Company  will issue
                    80,000 shares of Common stock.  As a  consideration  for the
                    raising of capital, the Agent will receive $ 75,000 per year
                    for one year, for consulting  services $ 10,000 for expenses
                    and  10%  of  the  gross  amounts   raised  from   Investors
                    introduced by the Agent.

                    In  addition,  the Agent will  receive  options to  purchase
                    500,000 Common stock of the Company, at an exercise price of
                    $ 0.125 per share. The options are exercisable  within three
                    years from the completion date of Stage A.

                    The agreement  also states that the Company will establish a
                    subsidiary in Israel. The subsidiary will engage in research
                    and development. The Company will assign and transfer to the
                    subsidiary  all of its  intellectual  property and all funds
                    raised  by  Stage  A of  investment,  net  of  the  cost  of
                    registration  of the shares.  The subsidiary was established
                    in July 1999.

                    In connection with acting as a consultant to the subsidiary,
                    the Agent is  entitled  to 7% of the gross  proceeds  of any
                    investment made in the  subsidiary,  and Common stock of the
                    subsidiary,  representing  7% of the  gross  proceeds  of an
                    investment made in the subsidiary.

<PAGE>



                                    PART III

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

The  Directors and  Executive  Officers of the Company,  as of December 31, 1997
unless otherwise indicated, were as follows: (1)



  Name and Address                       Position(s) Held           Age

Ron Fussman                            President, Secretary and      36
52A Hanassi St                         Director
Herzllya Pituach 46448
Israel

Avrum Savran                           Chairman of the Board of      54
2 Habroshim Street Ramat Efal Tel      Directors and Treasurer
Aviv 52960
Israel

Avi Pines(1)                           President and Director        44
Ramat Hasharaon
Israel

(1) Mr. Pines resigned from all his positions with the Company November, 1997.

         Directors  are  elected  to serve  until  the next  annual  meeting  of
stockholders  and until their  successors  have been elected and have qualified.
Officers  are  appointed  to serve until the  meeting of the Board of  Directors
following the next annual  meeting of  stockholders  and until their  successors
have been elected and have qualified.

       RON FUSSMAN  served as President,  Secretary-Treasurer  and a Director of
the Company from March, 1996 until his resignation in April, 1996 and thereafter
served as an independent  business  consultant to the Company until assuming his
current  positions  with the Company in May of 1997.  Mr. Fussman also serves as
President and control  person of Universal  Eagle Ltd., a firm founded by him in
1988 for purposes of providing business and financial consulting services.

       AVRUM  SAVRAN from 1987 to the present  has  managed  Margolin  Marketing
Ltd.,  a finance and economic  consulting  company as well as serving as manager
and owner of PBA  Investment,  a relatively  large  Israeli  exporting  firm and
during  such  same  period  of time  helped  support  Israeli  based  industrial
companies  through the raising of funds from  governmental  and private sources.
From 1981 to 1987 Mr.  Savran served as a Financing  Manager of Kibbutz  Yizreel
and from  1982 to 1985  served  as  manager  of Team USA of the  United  Kibbutz
Movement.   Mr.   Savran   received  a  Bachelor  of  Arts  degree  in  Business
Administration from Haifa University in 1973 and currently serves as Chairman of
the Board of Directors and as Treasurer of the Company.

       See Item 11  hereof  with  respect  to  security  ownership,  if any,  of
management.


<PAGE>


ITEM 10.          EXECUTIVE COMPENSATION

         Remuneration  paid (and/or  accrued,  if applicable and so specifically
indicated)  to officers  and/or  directors of the Company  during  calendar year
ended  December  31,  1997  is  indicated  in  the  chart   appearing   directly
hereinafter.

<TABLE>
<CAPTION>
                                                                           Securities Or
                                                  Salaries, Fees,       Property, Insurance           Aggregate of
 Name of Individual      Capacities In Which      Directors' Fees,          Benefits or            Contingent Forms of
                               Served             Commissions and          Reimbursement,             Remuneration
                                                      Bonuses            Personal Benefits
-------------------------------------------------------------------------------------------------------------------------

<S>                    <C>                            <C>                      <C>                      <C>
Ron Fussman             President, Secretary          $ -0-                    $ -0-                    $ -0-
                        & a Director

Avrum Savran            Chairman of the               $ -0-                    $ -0-                    $ -0-
                        Board of Directors
                        and Treasurer
</TABLE>

     There were no written employment  agreements between the Company and any of
its officers and directors through calendar year ended December 31, 1997.

     No  compensation  of any nature  was paid to any  director  or officer  for
services rendered to the Company in such capacity  excepting for repayment made,
if any, for accountable  expenses  incurred on the Company's  behalf  throughout
calendar year ended December 31, 1997.

ITEM 11.        SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT

     (a) Security Ownership of Certain Beneficial Owners - The following persons
and/or firms are known to the Company to be the  beneficial  owners of more than
5% of the 4,059,600 shares of the Company's  outstanding $0.025 par value Common
Stock as of  November  1,  1999.  To the best of the  Company's  knowledge  each
individual  and/or  firm  has  beneficial  ownership  of  the  shares  and  each
individual  and/or firm has sole  voting  power and sole  investment  power with
respect to the number of shares beneficially owned.


<PAGE>



<TABLE>
<CAPTION>

            Name and Address of                    Amount and Nature of
             Beneficial Owner                      Beneficial Ownership       Percent of Class
-------------------------------------------- ----------------------------- ----------------------
<S>                                           <C>                          <C>

Jonatan  Levin                                           600,000                  14.78%
c/o Hidenet Secure Architectures Ltd.
103 Medinat Hayehudim Street
P.O.B. 837
Herzliya, Israel 46733

Uriel Ginsberg                                           600,000                  14.78%
c/o Hidenet Secure Architectures Ltd.
103 Medinat Hayehudim Street
P.O.B. 837
Herzliya, Israel 46733

John Federman                                            1,800,000                44.34%
c/o Hidenet Secure Architectures Ltd.
103 Medinat Hayehudim Street
P.O.B. 837
Herzliya, Israel 46733

Royce Investment Group (1)                               967,886                  23.84%
c/o Hidenet Secure Architectures Ltd.
103 Medinat Hayehudim Street
P.O.B. 837
Herzliya, Israel 46733

</TABLE>


(1)    Includes  warrants to purchase up to 500,000 shares of Common Stock at an
       exercise price of $0.125 per share,  which are currently  exercisable and
       expire July 2002.  RIG was issued  1,000,000  shares of common stock as a
       result of raising  $100,000 for the Company and is  currently  the record
       and beneficial owner of 440,886 of said shares. In addition to the shares
       indicated  above,  RIG is entitled to an  additional  800,000  additional
       shares of common stock upon raising  capital an  additional  $500,000 for
       the Company.  See Current Report of Form 8-K with date of report June 11,
       1999 for a more detailed description of the transaction.

       (b)    Security  Ownership of  Management - The number and  percentage of
              shares  of  Common  Stock  of the  Company  owned  of  record  and
              beneficially,  by each current officer and director of the Company
              and by all  current  officers  and  directors  of the Company as a
              group,  is as follows - as of November 1, 1999. To the best of the
              Company's  knowledge each  individual has beneficial  ownership of
              the  shares and each  individual  has sole  voting  power and sole
              investment power with respect to the number of shares beneficially
              owned.


<PAGE>


<TABLE>
<CAPTION>
                                                 Amount and Nature of
   Name and Address of Beneficial Owner           Beneficial Ownership        Percent of Class
-------------------------------------------- ----------------------------- ----------------------
<S>                                          <C>                           <C>
Ron Fussman                                              1,100 (1)               Less than 1%
52A Hanassl St.
Herzllya Pituach 46448
Israel

Avrum Savran                                             -0-                     -0- %
2 Habroshim Street
Ramat Efal
Tel Aviv 52960
Israel

All officers and directors  as a group (2                1,100 (1)               Less than 1%
person)
</TABLE>

(1)  The  number  of  shares  indicated  above - 1,100 - are  owned of record by
     Universal  Eagle Ltd., a firm under the control of Mr. Fussman by virtue of
     the fact that he is President of such firm. Accordingly, Mr. Fussman may be
     considered to be the beneficial owner of such securities.

     The Company does not know of any arrangement or pledge of its securities by
persons now  considered  in control of the Company that might result in a change
of control.

ITEM 12.       CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS

     For the  calendar  year  ended  December  31,  1997 there have not been any
material  transactions between the Company and any director,  executive officer,
security  holder  or  any  member  of  the  immediate   family  of  any  of  the
aforementioned  which  exceeded  $60,000  other than as may be indicated in this
Form 10-KSB and the financial  statements and footnotes thereto which are a part
hereof.

ITEM 13.       EXHIBITS, LIST AND REPORTS ON FORM 8-K

     Reference is herewith made to page F-1 through F-8 inclusive of this 10-KSB
with respect to the financial statements and notes thereto included therein.

     No exhibits are being filed with this Form 10-KSB.


<PAGE>




                                                     SIGNATURES



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

                       HIDENET SECURE ARCHITECTURES, INC.
                   (formerly known as Savin Electronics Inc.)



                                        By       /s/Ron Fussman
                                                 ----------------------
                                                 Ron Fussman, President

Date: November 4, 1999



       In accordance with the Exchange Act, this report has been signed below by
the following  persons on behalf of the  registrant and in the capacities and on
the dates indicated.


 /s/Ron Fussman     President, Secretary and a           Dated: November 4, 1999
---------------     Director
Ron Fussman


 /s/Avrum Savran    Chairman of the Board of Directors   Dated: November 4, 1999
----------------    and Treasurer
Avrum Savran