SECURITIES AND EXCHANGE COMMISSION

                             WASHINGTON, D.C. 20549

                                    FORM 10-K

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

                   For the fiscal year ended December 31, 2000

                         Commission file number 0-21475

                               Emergent Group Inc.
             (Exact name of registrant as specified in its charter)

               Nevada                                        93-1215401
  (State or other jurisdiction of                        (I.R.S. Employer
  incorporation or organization)                        Identification No.)

                                 375 Park Avenue
                            New York, New York 10152
                    (Address of principal executive offices)

Registrant's telephone number, including area code: (212) 813-9700

Securities registered pursuant to Section 12(b) of the Act: None

Securities registered pursuant to Section 12(g) of the Act:

                          Common Stock, $.001 Par Value
                                (Title of class)

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

      Indicate by check mark if disclosure of delinquent filers pursuant to Item
405 of Regulation S-K is not contained herein, and will not 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-K or any amendment to this
Form 10-K.|X|

      The aggregate market value of the common equity held by non-affiliates of
the registrant as of March 30, 2001 was approximately $7,876,000.

      The number of shares of the registrant's common stock outstanding as of
March 30, 2001 was 44,173,280.

<PAGE>

                           FORWARD-LOOKING STATEMENTS

      We believe this annual report contains "forward-looking statements" within
the meaning of the Private Securities Litigation Reform Act of 1995. These
statements are subject to risks and uncertainties and are based on the beliefs
and assumptions of our management, based on information currently available to
our management. When we use words such as "believes," "expects," "anticipates,"
"intends," "plans," "estimates," "should," "likely" or similar expressions, we
are making forward-looking statements. Forward-looking statements include the
information concerning our possible or assumed future results of operations set
forth under "Business" and "Management's Discussion and Analysis of Financial
Condition and Results of Operations."

      Forward-looking statements are not guarantees of performance. They involve
risks, uncertainties and assumptions. Our future results and stockholder values
may differ materially from those expressed in the forward-looking statements.
Many of the factors that will determine these results and values are beyond our
ability to control or predict. Stockholders are cautioned not to put undue
reliance on any forward-looking statements. For those statements, we claim the
protection of the safe harbor for forward-looking statements contained in the
Private Securities Litigation Reform Act of 1995.

      For a discussion of some of the factors that may cause actual results to
differ materially from those suggested by the forward-looking statements, please
read carefully the information under "Management's Discussion and Analysis of
Financial Condition and Results of Operations--Risk Factors." In addition to the
Risk Factors and other important factors discussed elsewhere in this annual
report, you should understand that other risks and uncertainties and our public
announcements and SEC filings could affect our future results and could cause
results to differ materially from those suggested by the forward-looking
statements.

                                     PART I

Item 1. Business

      We are a merchant banking firm whose targeted client base is the emerging
growth and small to mid-capitalization company--a company with an established
revenue stream and an enterprise value of $10.0 million to $250.0 million. The
term "enterprise value" in this context means the value we place on the client
company on a post-transaction basis in determining the price of securities to be
sold and the percentage of the client company represented by those securities in
a proposed transaction.

      Merchant banks are essentially in the business of finding opportunities
and sources of funding and, with investors' money and their own capital,
financing growth and facilitating transactions for, and among their clients. The
distinguishing characteristics of a merchant bank are that it commits its own
capital, or the capital of its principals, to a transaction, either in the form
of debt, typically short-term bridge financing, or equity, and that it generally
receives an equity position in the client company as part or all of the
compensation for its services.

      Our principal executive offices are located 375 Park Avenue, New York, New
York 10152 and our telephone number is (212) 813-9700.

Recent Developments

      o     On August 31, 2000, when we were still known as Dynamic
            International, Ltd., we issued an aggregate of 39,755,178 shares of
            our common stock, representing 90% of our equity immediately
            subsequent to such issuance, to the several members of Emergent
            Ventures, LLC, a Delaware limited liability company formed in March
            2000 that was engaged in the business of acquiring equity interests
            in companies engaged in information technology, health care and
            medical technology companies, in exchange for all of the then
            outstanding membership interests in Emergent Ventures.

            Upon consummation of this transaction, we became the owner of all of
            the outstanding equity of Emergent Ventures, and Emergent Venture's
            management became the collective beneficial owners of approximately
            51% of our equity and its designees then constituted a majority of
            the members of our board of directors, thereby effecting a change in
            our control.

<PAGE>

            Immediately prior to this transaction, we transferred all of our
            assets, which related to the design, marketing and sale of sports
            and exercise equipment, to a newly-formed corporation that was
            controlled by Marton Grossman, one of our directors and, prior to
            such transaction, one of our principal shareholders.

      o     On November 6, 2000, we changed our name to "Emergent Group Inc."

      o     On January 23, 2001, we entered into an agreement and plan of merger
            and reorganization among ourselves, Medical Resources Management,
            Inc. and MRM Acquisition Inc., our wholly-owned subsidiary, which
            calls for the merger of Acquisition with and into MRM and the
            exchange of each outstanding share of MRM common stock for 0.37
            shares of our common stock. Depending upon the price of our common
            stock during the 10 trading days immediately preceding the closing
            of the merger, the exchange ratio may increase to a maximum of 0.60
            shares of our common stock for each share of MRM's common stock.

            MRM (OTC Bulletin Board: MRMC) provides medical equipment solutions
            in the areas of laser surgery, cryosurgery, brachytherapy and other
            capital-intensive medical technologies to health care facilities and
            physicians. In addition to offering medical equipment and certified
            technician services on a per procedure basis, MRM provides extensive
            training and support services to health care professionals.

            Consummation of this merger is subject, among other conditions, to
            the approval of MRM's shareholders. If and when this transaction is
            consummated, MRM will become our wholly-owned subsidiary.

Merchant Banking

      Merchant banking is the process of acting as principal and agent in a
financing, merger or acquisition, or of merely acting as principal in one of
these transactions. Merchant banks are financial intermediaries. They are like
banks in that they commit their own capital for the medium to long term. But
unlike banks, they do not take deposits from the general public. They perform
many of the same services performed by investment banks, but generally do not
underwrite securities and distribute them to the public. Merchant banks are
essentially in the business of finding opportunities and sources of funding and,
with investors' money and their own capital, financing growth or facilitating
transactions for their clients. The distinguishing characteristics of a merchant
bank are that it commits its own capital, or the capital of its principals to a
transaction, either in the form of debt (such as short-term bridge financing) or
equity, and that it generally receives an equity position in the client company
as part or all of the compensation for its services. A merchant bank also often
acts as agent by putting in place the permanent debt or equity financing
provided by others.

Targeted Market

      The targeted market for our services is the emerging growth and small to
mid-capitalization company with an enterprise value of from $10.0 million to
$250.0 million. Our management believes that this business sector is
under-served by traditional investment banking firms, because either the sizes
of the transactions are too small to interest traditional investment banking
firms or the companies involved are not mature enough for an initial public
offering. At the same time, the size of these businesses is such that their
in-house financial planning capabilities are limited and can more efficiently be
outsourced. Our plan is to develop a specialized high-quality financial services
firm to serve this market niche.

Collaborative Relationships

      In furtherance of our business strategy, we endeavor to promote
collaboration among our clients to help them gain significant cross-selling and
marketing benefits. We encourage and coordinate joint marketing activities where
certain of our clients can together offer comprehensive solutions in particular
markets, as well as facilitate the efforts of our clients to assist each other
in accessing their respective customer bases. We also promote the sharing of
information and expertise among our clients regarding technology, operational
issues, market opportunities and other strategic and business matters.


                                       3
<PAGE>

      We seek to capitalize on relationships of our executive officers and
directors, as well as those persons who have invested in certain of our
affiliates, to identify collaborative opportunities for our existing clients, as
well as prospective new clients.

Client Selection Criteria

      In evaluating each potential target client, our executive officers
consider all or a majority of the following criteria:

      o     Opportunity to acquire equity or operational and managerial control
            of the target;

      o     Experience and skill of management and availability of additional
            necessary personnel;

      o     Opportunity for joint marketing, cross-selling and sharing of
            business information and technical expertise with both existing and
            prospective clients;

      o     Growth potential of target and the industry in which it operates;

      o     Competitive position of the target;

      o     Stage of development of the target's product, process or service;

      o     Degree of current or potential market acceptance of the target's
            process or service;

      o     Proprietary features and degree of intellectual property or other
            protection of the target's product, process or service;

      o     Target's capital requirements;

      o     Regulatory environment of the industry in which the target operates;
            and

      o     Costs associated with effecting the acquisition.

Financing Activities

      We expect that our primary thrust will be assembling and providing
financing for our clients in the short to medium term and arranging equity
financing for the longer term. In the typical transaction, we will assist the
client in preparing its financial plan, recommend the type and terms of the
financial instruments to be sold to raise the proposed financing, assist in
preparing a business plan, offering memorandum or other disclosure document for
investors, identify potential investors (generally including primarily those
with which we have an ongoing relationship) and generally manage completion of
the financing. While our equity investment in a client may extend for several
years, we do not expect to remain permanent investors in the client. Investments
will be structured with a view toward an exit strategy both for us and for other
investors we bring to the transaction. In some cases we expect to make bridge
loans of a year or less in order to facilitate permanent financing through a
public offering or merger or acquisition.

Related Services

      In addition to direct investment in our clients, we intend to provide
clients on an "as needed" basis with:

      o     Advice in structuring capital-raising proposals to make them
            attractive to outside investors;

      o     Identification of possible merger, acquisition or joint venture
            candidates;

      o     Assistance in financial planning and cash flow analysis;


                                       4
<PAGE>

      o     Introductions to underwriters for public offerings and placement
            agents for private offerings that go beyond the client's financial
            capacity;

      o     Investor relations services, including introductions to potential
            marketmakers for the client's securities;

      o     Assistance in identifying and filling gaps in the client's
            management structure; and

      o     Rendering opinions as to the fairness of transactions where there
            may be an actual or potential conflict of interest among parties to
            a transaction or their managements.

Sources of Revenue

      Traditionally, merchant bankers have been compensated for their efforts
through equity participation in the client company, and we intend generally to
follow that model. Such equity participation may include a direct stock
interest, warrants to purchase additional shares (in addition to those taken by
outside investors), stock options or other similar derivative instruments. Where
appropriate, we may also receive a cash fee for services such as valuations,
fairness opinions or studies requested by the client. We may also receive
recurring consulting fees. Because our compensation will generally come through
appreciation in the equity that we receive, it is possible that we may
experience negative cash flow for an extended period of time. In addition,
because of our limited size, and because the time our compensation is converted
to cash is largely within the control of clients, we expect that our income and
cash flow will fluctuate substantially from year to year and will be hard to
predict.

Importance of Relationships

      Merchant banking generally, and our proposed business in particular, is
heavily dependent on maintaining ongoing relationships with one or more
institutional or other investors who invest with the merchant bank in financing
transactions structured by it. In our case, our principals are also principals
of our other affiliated companies. Historically, several other institutional
investors and a number of high net worth individuals have participated in
transactions structured by our principals. However, neither our affiliated
companies nor any of these other investors has made any commitment to
participate in our transactions, and their willingness to do so will depend
almost entirely on their continued confidence in our ability to select
candidates for financing that will generate attractive returns to them in the
future.

      Ongoing relationships with our merchant banking clients will also be
important to our plan of operations. Virtually all equity-oriented non-public
financing transactions require some "exit strategy" for the investor. Although
the exit strategy will often be an offering of securities to the general public,
it may also take the form of a sale of the client company or a similar
transaction. Accordingly, it is important to maintain a close relationship with
other businesses which may have an interest in transactions that could furnish
the investor with an exit from his investment. As a result, merchant banking
clients tend to be concentrated in a limited number of industries or market
segments.

      It is our intention, wherever possible, to follow the industry model and
maintain, at our option, at least one director on the board of each of our
clients as well as assuming an active role in recruiting key executives for the
client.

      Finally, since we do not expect to underwrite public offerings ourselves,
we will need to establish continuing relationships with investment banking firms
who are active in that business. While our principals have each been employed by
top tier investment banking firms, we do not have any pre-existing relationship
with any investment banking firms and none of these firms has extended any
commitment to underwrite proposed public offerings. We may bring them in the
future. Their willingness to do so will depend largely on our ability to develop
a track record of having brought attractive IPO candidates to them.

Industry Focus

      Information, like relationships, is an important element of the merchant
banking business. The merchant banker must know who the key players are in the
industries where it invests and provides services, both to identify


                                       5
<PAGE>

potential clients and assess the risk of investing in them, and to identify
opportunities for these clients including potential merger or joint venture
partners. For the smaller merchant bank, this means it must, as a practical
matter, concentrate geographically or by industry focus group or both.
Historically, our principals have concentrated their research efforts in the
technology sectors. We expect that this focus will continue for the near term
but that if and when we expand our operations, the industry scope of our
operations will also expand.

Transaction Size

      In most cases, we and/or our affiliates, will act as the lead investor,
with the balance of each transaction being syndicated to a limited number of
high net worth individuals and financial institutions.

Conflicts from the Merchant Banking Relationship

      The merchant banking relationship creates certain conflicts that cannot be
avoided. Since we will be advising our clients in structuring financing
transactions and will be investing our own funds and those of our principals in
those same transactions, we will often be "on both sides of the table." In
addition, since investment transactions are likely to concentrate in a limited
number of industries, overlapping board representation may create a recurring
potential for the misuse of information acquired from one client for the benefit
of another. In order to minimize such conflicts, we intend to regularly review
the composition of our client boards and request prompt information updates as
to additional companies that board members may be directing or advising. We
intend to seek advice regularly from unrelated third parties regarding
structuring transactions in which we will be taking a substantial interest.

Conflicts from Other Activities of Our Principals

      None of our executive officers will be devoting 100% of his or her time to
our business. Each will continue to act as executive officers of our other
affiliates.

      We have established a policy to address conflicts of interest that arise
between us and our directors, officers and affiliates and entities in which
these persons have an interest. Under this policy, we intend that any future
transactions between ourselves and these persons and entities will be on terms
no less favorable to us than can be obtained on an arm's-length basis from
unaffiliated third parties. Further, any of these transactions which we do not
consider to be in the ordinary course of business will be subject to approval by
the independent members of our board. However, this conflicts policy cannot
guarantee that every contract or other transaction involving a conflict of
interest will be on terms as favorable to us as would have existed in the
absence of the conflict of interest. Further, this policy cannot guarantee that
we will not enter into transactions which we would not otherwise have entered
into absent our relationship with the affiliated party.

Uncertain Impact of SEC Initiatives

      The SEC has adopted a number of changes to its rules and forms which are
designed to deter various fraudulent activities in the "micro-cap" market. The
targeted market of our services is substantially identical to that of companies
at which these initiatives are directed. These initiatives would, among other
things, prevent a company from issuing "free-trading" shares of its common stock
in small offerings that are not registered with the SEC unless certain
conditions are met. A company will be permitted to issue free-trading shares in
non-registered transactions of under $1 million only if it registers the
securities in at least one state which requires delivery of a disclosure
document to investors, and delivers that disclosure document to investors in all
states in which the securities are sold. State registration involves significant
increases in the costs of completing a small offering and also in the time to
complete the offering, since the state registration procedure requires the
company to wait for review and comments by the state securities examiner and
clearance of the document before the transaction can proceed. While it seems
clear that these initiatives will increase the costs of small issuers in raising
capital, we cannot predict what impact they will have on our business. If the
effect of high capital raising costs is to effectively shut out the small issuer
from a public market, those issuers may turn to other methods of raising capital
that do not require our services.


                                       6
<PAGE>

Government Regulations and Legal Uncertainties

      U.S. companies that have more than 100 shareholders or are publicly traded
in the U.S. and are, or hold themselves out to be, engaged primarily in the
business of investing, reinvesting or trading of securities are regulated under
the Investment Company Act of 1940. Although we believe that we are actively
engaged in business and are not an investment company, we will also rely on an
SEC rule that allows us to avoid investment company regulation so long as at
least 55% of our total assets are represented by, and at least 55% of our income
is derived from, majority-owned subsidiaries, primarily controlled companies and
other assets that meet the requirements of that rule. To maintain compliance
with this rule, we may be unable to sell assets which we would otherwise want to
sell and may need to sell assets which we would otherwise want to retain. In
addition, we may have to acquire additional income or loss generating assets
that we might not otherwise have acquired and may need to forego opportunities
to acquire interests in attractive companies that might be important to our
business strategy. In addition, because our clients may not be majority-owned
subsidiaries or primarily controlled companies either when we acquire interests
in them or at later dates, changes in the value of our interests in our clients
and the income/loss and revenue attributable to our clients could require us to
register as an investment company. Investment Company Act regulations are
inconsistent with our strategy of actively managing, operating and promoting
collaboration among our network of clients, and it is not feasible for us to
operate our business as a registered investment company. We believe that because
of the planned structure of our interests in our clients and our business
strategy, we will not be regulated under the Investment Company Act. However, we
cannot assure you that the structure of our client interests and our business
strategy will preclude regulation under the Investment Company Act, and we may
need to take specific actions which would not otherwise be in our best interests
to avoid such regulation.

      If we fall under the definition of an investment company, and are unable
to rely on an SEC rule that would allow us to avoid investment company
regulation so long as at least 55% of our total assets are represented by, and
at least 55% of our income is derived from, assets that meet the requirements of
that rule, we can rely on another SEC rule that would exempt us from the
requirement of registering as an investment company through August 2001.
Thereafter, we must either register under the Investment Company Act or seek an
administrative exemption from regulation under the Investment Company Act.

      If, despite our efforts, we were required to register as an investment
company, we would have to comply with substantive requirements under the
Investment Company Act applicable to registered investment companies. These
requirements include:

      o     limitations on our ability to borrow;

      o     limitations on our capital structure;

      o     restrictions on acquisitions of interests in associated companies;

      o     prohibitions on transactions with affiliates;

      o     restrictions on specific investments; and

      o     compliance with reporting, record keeping, voting, proxy disclosure
            and other rules and regulations.

      These rules and regulations would significantly change our operations and
prevent us from executing our business model.

Trademarks

      In view of our limited operating history, trademarks are not significant
to our business.


                                       7
<PAGE>

Regulation

      Although our management believes that we are not required to register
under federal securities law as an investment company, an investment adviser, or
a broker-dealer, our business, and the securities industry generally, are
subject to extensive regulation at both the Federal and state levels. Failure to
comply with any of these laws, rules or regulations could result in fines,
suspension or expulsion, which could have a material and adverse effect upon our
business.

Competition

      We face competition from several sources. Our proposed services overlap
with many of the services provided by investment banks, by venture capitalists
and to a lesser degree by commercial banks. We expect to face strong competition
from each of these sources. Although we believe the small capitalization company
that is our target market is underserved by traditional investment banking
firms, there are many companies within that size range which will also be
targeted by investment banks. We believe this will primarily be the case in
industries that are especially popular with investors at a particular time. Many
traditional investment banks, venture capital firms and commercial banks that
will be competing with us have far greater capital than we have and many or most
of them are able to offer existing and potential clients broader research
capabilities, access to international markets and other services that we do not
offer. We believe that competition will be based primarily on responsiveness to
the client's timing and other requirements.

      In addition to traditional sources of capital and capital-raising
services, there appears to be an increasing number of smaller independent
financial consultants, investor relations consultants, finders and others who
may perform services similar to those we will be offering to our clients, and
these other businesses will also compete with us, though to a lesser degree than
the providers of traditional sources of capital.

      We also face competition from a rapidly increasing number of firms
offering on-line investment banking services, such as underwriters who attempt
to effect public offerings for emerging growth companies through the Internet.
In addition, as some corporate issuers try to sell their securities directly to
purchasers - including sales using the Internet - disintermediation (i.e.,
removal of the middleman in a transaction, including investment banking
transactions) may occur. As more and more corporate issuers and purchasers of
securities transact business without financial intermediaries like investment
bankers, our operating results could be adversely affected.

      We also expect to face direct competition from a group of specialty
securities firms and smaller investment banking boutiques that specialize in
providing services to emerging growth companies. This kind of competition could
adversely affect our operating results, as well as our ability to attract and
retain highly skilled individuals.

Employees

      As of December 31, 2001, we had 5 full-time employees. These employees are
not represented by any labor union, and we consider our relationship with our
employees to be good.


                                       8
<PAGE>

Item 2.

Properties

      Our principal offices are located in 2,000 square feet of leased office
space at 375 Park Avenue, New York, New York. This office space is leased by,
and shared with, one of our affiliated companies under a lease that expires in
May 2005.

      We believe our present facilities will be adequate for our reasonably
foreseeable needs.

Item 3. Legal Proceedings

      None

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

      None.


                                       9
<PAGE>

                                    PART II

Item 5. Market for Registrant's Common Stock and Related Stockholder Matters

      Our common stock is traded on the OTC Bulletin Board under the symbol
"EMGR." The following table sets forth the range of high and low closing prices
of our common stock for the periods indicated:

Quarters Ended                                         High            Low
                                                      ------          ----
March 31, 1999................................        $  .56          $.10
June 30, 1999.................................           .21           .07
September 30, 1999............................           .08           .05
December 31, 1999.............................           .05           .02
March 31, 2000................................        $  .56          $.02
June 30, 2000.................................           .39           .14
September 30, 2000............................          1.69           .14
December 31, 2000.............................          1.08           .31

      All quotations reflect inter-dealer prices, without retail mark-up,
mark-down or commissions, and may not necessarily represent actual transactions.

      On March 30, 2001, there were 1,022 recordholders of our common stock,
although we believe that there are other persons who are beneficial owners of
our common stock held in street name.

Dividend Policy

      We have never paid any cash dividends and intend, for the foreseeable
future, to retain any future earnings for the development of our business. Our
future dividend policy will be determined by the Board of Directors on the basis
of various factors, including our results of operations, financial condition,
capital requirements and investment opportunities.


                                       10
<PAGE>

Item 6.

Selected Financial Data

                                                              For the period
                                                              from inception
                                                              (March 8, 2000)
                                                           to December 31, 2000
                                                           --------------------
      Revenues                                                 $         --

      Total revenue                                                      --

      Cost of sales                                                      --

      Gross profit                                                       --

      Operating expenses                                          3,738,499

             Total operating expenses                             3,738,499

      Loss before interest and income taxes                       3,738,499

      Interest (income)/expense                                    (128,284)

      Loss before tax expense                                    (3,610,215)

      Income tax expense                                                 --

             Net (Loss) income                                 $ (3,610,215)

      Net loss attributable to common stock holders            $ (3,610,215)

      Net loss per share                                       $      (0.09)

      Total assets                                             $  5,187,747

      Long-term obligations                                    $         --

      Cash dividends declared per common share                 $         --

      Weighted average common shares outstanding basic and
             diluted                                             41,557,789


                                       11
<PAGE>

Item 7.

Management's Discussion and Analysis of Financial Condition and Results of
Operations

Overview

      Emergent Ventures LLC (the "Company") was formed and commenced operations
in the State of Delaware on March 8, 2000. The company was formed to invest
primarily in global private equity investment opportunities in information
technology, health care and medical technology companies.

      Emergent Ventures, LLC's equity capitalization consisted of a contribution
of $1,173,125 in securities by Emergent Management Company, LLC (the "Manager"),
a Delaware limited liability company, for 58% of Emergent Ventures, LLC's equity
interest, and a contribution of $7,500,000 in cash by other members in return
for the remaining 42% of Emergent Ventures, LLC's equity interest. On August 31,
2000, the Company consummated the transactions (the "Transfer") contemplated by
an Equity Transfer and Reorganization Agreement dated August 10, 2000 (the
"Transfer Agreement"), by and among Dynamic International, Ltd. ("Dynamic"),
certain of its shareholders, the Manager and the several holders of membership
interests in the Company.

      Pursuant to the Transfer Agreement, the Company contributed substantially
all of its assets to Dynamic in exchange for the issuance of approximately
39,000,000 shares of Dynamic's common stock to the members of the Company.
Dynamic subsequently changed its name to Emergent Group Inc.

      On August 31, 2000, pursuant to and in accordance with the Transfer
Agreement, prior to the consummation of the Transfer, Dynamic transferred all of
the assets and liabilities (other than outstanding bank debt in the amount of
$250,000) to a wholly-owned corporation of Dynamic named Dynamic International
Inc. Dynamic International Inc. acquired the transferred assets, assumed the
remaining liabilities and indemnified Dynamic against any liabilities relating
to or arising out of the transferred assets and the assumed liabilities.

      For financial accounting purposes, the acquisition was accounted for as a
recapitalization by the Company (as the accounting acquiror) with Dynamic (as
the accounting acquiree). After the Transfer, the former members of the Company
became the beneficial owners of approximately 39,000,000 shares of Dynamic's
common stock, representing approximately a 90% interest in Dynamic. Each of the
directors of Dynamic immediately resigned prior to the consummation of the
Transfer. The principal interest holders of the Manager of the Company were
elected as directors of Emergent and now comprise a majority of Emergent's
directors, and serve as Emergent's executive officers.

Results of Operations

      For the period from inception (March 8, 2000) to December 31, 2000, we
incurred a loss of approximately $3,610,000. The loss resulted from expenses
being incurred due to an increase in operations and investing activities. The
realized loss of $710,000 on investments is attributable to the termination of
business operations by the company with which the investment was made. The
unrealized loss of approximately $2,042,000 on investments is due to the general
decline in value of technology and Internet related companies.

      For the period ended December 31, 2000, the net loss per share of $(0.09),
was primarily a result from an increase in operations and investing activities.

Quarterly Results of Operations

      The following table sets forth unaudited quarterly financial data for the
periods indicated. We derived this data from unaudited financial statements, and
in the opinion of our management, they include all adjustments, which consist
primarily of normal recurring adjustments necessary to present fairly the
financial results for the periods. Results of operations for any previous period
do not necessarily indicate what results may be for any future period.


                                       12
<PAGE>

<TABLE>
<CAPTION>
                                                 June 30       September 30    December 31
                                               -----------     ------------    -----------
<S>                                            <C>             <C>             <C>
REVENUE:                                       $        --     $        --     $        --
EXPENSES:
Realized loss on investments                                                       709,703
Unrealized depreciation on
investments                                      2,456,663         661,564         267,722
Professional fees                                   34,115         101,078         321,066
Rent expense                                        27,832          65,224          48,918
Consulting fees                                     70,975          32,695           1,900
General and administrative fees                     20,832          27,751          41,428
Travel                                               3,078          43,603          39,369
Depreciation and amortization                       10,406          13,945          36,985
                                               -----------     ------------    -----------
     Total expenses                              2,263,901         945,860       1,467,091
Other income                                            --              --         128,284
                                               -----------     ------------    -----------
     Loss                                      $ 2,623,901     $   945,860     $ 1,338,807
                                               ===========     ===========     ===========
LOSS PER SHARE DATA:
Basic and Diluted Loss                         $      0.59     $      0.05     $      0.03
Weighted Average Common Shares Outstanding       4,418,258      17,381,852      44,173,280
</TABLE>

Liquidity and Capital Resources

Cash and cash equivalents of approximately $751,000 at December 31, 2000. Cash
used in operating and investing activities for the period from inception (March
8, 2000) to December 31, 2000 was approximately $6,749,000. This was primarily
the result of the net operating loss from operations after considering the
non-cash decline on investments of $2,042,000, the realized loss of
approximately $710,000 on an investments that will not be recovered, the
purchases of investments of approximately $4,797,000, and increase in other
assets of approximately $785,000, an increase in amounts due from a related
party of approximately $468,000 and an increase in payables related to operating
activities of approximately $122,000.

      Cash provided by financing activities of $7,500,000 for the period ended
December 31, 2000, was the result of contributions by shareholders of Emergent.

      Our management believes that on a short-term and long-term basis we will
have sufficient funds for working capital, capital expenditures from our
existing working capital and increased cash flow from operations resulting from
the generation of management fees. Our management believes that our current cash
and cash equivalents will be sufficient to meet its working capital and capital
expenditure requirements for at least the next 12 months.

Risk Factors

Our business strategy is unproven.

      We are at a relatively early stage of development in our business
strategy. We will have to, among other things, establish the feasibility of our
merchant banking services and demonstrate the economic benefits of facilitating
collaboration among our clients. In deciding to start a merchant bank, we
assumed that there is a certain demand from smaller companies for the type of
merchant banking services available to large companies. We cannot give any
assurance that such assumption will prove to be correct or that we will be able
to successfully compete in the merchant banking business against larger, more
well established and well known companies. If this assumption about the need for
these services is not accurate, or if we are unable to compete as a merchant
banker, our business, operating results and financial condition will be
materially and adversely affected.

Certain of our targeted clients may be expected to experience a high failure
rate.

      We expect that a major portion of our business will be the provision of
venture capital in the form of bridge loans to, or convertible debt and equity
investments in, companies that need money to develop a specific technology or
advance a relatively unproven business plan. Certain of these companies,
specifically those in the early development stage,


                                       13
<PAGE>

may experience a high rate of failure. There is no history that would allow us
to judge the likelihood that any of these companies will become viable or
profitable businesses. These companies are unable to predict how long their
start-up periods will be and there is the risk that the companies will have
inadequate working capital to pay all of their expenses during their start-up or
development stages. These companies often need substantial additional funding;
any additional financing may result in substantial dilution to the investors in
the initial stage. In addition, it is not uncommon for the underwriter of the
initial public offering to insist that investors in the initial stage, like us,
withhold their stock from the market for a significant period after the
offering.

If we are unable to facilitate collaboration among our clients, our strategy
will not be successful and both our economic prospects and those of our clients
will be curtailed.

      Our business strategy contemplates facilitating collaboration among our
clients, including joint marketing, cross-selling and sharing of business
information and technical expertise. If we are unable to promote this
collaboration, our clients will not fully realize the benefits of being part of
our network, possibly slowing their growth. As a result, we may have difficulty
attracting new clients to our network.

Our management has not previously actively managed, operated or promoted
technology companies, and if they cannot do so effectively, our business
strategy will fail.

      Our strategy involves helping our clients grow and access the public
capital markets by providing them with management resources. Our management has
not previously actively managed, operated or promoted technology companies, and
we cannot assure you that they will be able to do so effectively. If our senior
management cannot effectively manage, operate and promote our clients, they may
not become profitable or gain access to the public capital markets.

We expect to encounter intense competition from securities firms, banks and
other financial services providers.

      We will encounter intense competition in all aspects of our business and
will compete directly with many full service securities firms, investment
banking firms, financial consulting firms and venture capital firms, a
significant number of which offer their customers a broader range of financial
services including many of the services traditionally performed by merchant
banks. Most of these firms have substantially greater resources than we have and
may have greater operating efficiencies. In addition, a number of firms offer
investment advisory services which are incidental to their other services and do
not charge any commission for this type of service.

We cannot assure you that our conflicts of interest policy will address all
potential conflicts of interest adequately.

      We have established a policy to address conflicts of interest that arise
between ourselves and our directors, officers and affiliates and entities in
which these persons have an interest. Under this policy, we intend that any
future transactions between ourselves and these persons and entities will be on
terms no less favorable to us than can be obtained on an arm's-length basis from
unaffiliated third parties. Further, any of these transactions which we do not
consider to be in the ordinary course of business will be subject to approval by
our independent Board members. However, this conflicts policy cannot guarantee
that every contract or other transaction involving a conflict of interest will
be on terms as favorable to us as would have existed in the absence of the
conflict of interest. Further, this policy cannot guarantee that we will not
enter into transactions which we would not otherwise have entered into absent
our relationship with the affiliated party.

If we lose key employees upon whom we depend, in particular, Daniel Yun and Mark
Waldron, our chairman and chief executive officer and our president and chief
operating officer, respectively, our business could suffer.

      Our prospects are dependent on the talent and expertise of our current
management team. Losing the services of any member of the management team could
have a material adverse effect on our operations and prospects. The continued
involvement of each of Daniel Yun and Mark Waldron, is particularly critical to
us. Neither of Messrs. Yun or Waldron have an employment agreement with


                                       14
<PAGE>

us. Further, we do not currently have any "key man" life insurance on any of our
employees. Neither Mr. Yun nor Mr. Waldron devotes his full time to us, as each
is an officer of other affiliated companies. We cannot give any assurance that
the conflicting demands for their time will be resolved in our favor.

We do not have non-competition agreements with our executive officers.

      Our business is heavily dependent on our ability to maintain ongoing
relationships with both our merchant banking clients and outside investors who
may participate in transactions that we may arrange. Neither Mr. Yun, Mr.
Waldron nor any of our other principals is bound by a non-competition agreement.
As a result, it is possible that one or more of these persons could leave us and
go into competition with us either independently or as a principal or employee
of another company. Although various legal remedies might be available to
prevent the use of our proprietary information, we would probably not have any
effective legal way to prevent these persons from taking advantage of the
relationships they have developed while working for us.

We will depend on our relationships with investment bankers.

      Our ability to compete in our targeted market will depend to a large
degree on being able to bring the clients in which we invest to the public
securities markets. Since we do not intend to underwrite securities issuances
ourselves, we will need to develop relationships with one or more investment
bankers who can act as underwriters of public offerings by these customers. If
we are unable to develop and maintain such relationships, we may find it
difficult to get and retain customers in our targeted market.

We will not be able to successfully execute our business strategy if we are
deemed to be an investment company under the Investment Company Act of 1940.

      U.S. companies that have more than 100 shareholders or are publicly traded
in the U.S. and are, or hold themselves out as being, engaged primarily in the
business of investing, reinvesting or trading in securities are subject to
regulation under the Investment Company Act of 1940. Unless a substantial part
of our assets consist of, and a substantial part of our income is derived from,
interests in majority-owned subsidiaries and companies that we primarily
controls, we may be required to register and become subject to regulation under
the Investment Company Act. Because Investment Company Act regulation is, for
the most part, inconsistent with our strategy of actively managing, operating
and promoting collaboration our network of clients, we cannot feasibly operate
our business as a registered investment company.

      If we are deemed to be, and are required to register as, an investment
company, we will be forced to comply with substantive requirements under the
Investment Company Act, including:

      o     limitations on our ability to borrow;

      o     limitations on our capital structure;

      o     restrictions on acquisitions of interests in our clients;

      o     prohibitions on transactions with affiliates;

      o     restrictions on specific investments; and

      o     compliance with reporting, record keeping, voting, proxy disclosure
            and other rules and regulations

We may have to sell, buy or retain assets when we would not otherwise wish to in
order to avoid regulation as an investment company.

      To avoid regulation under the Investment Company Act and related SEC
rules, we may need to sell assets which we would otherwise want to retain and
may be unable to sell assets which we would otherwise want to sell. In addition,
we may be forced to acquire additional, or retain existing, income-generating or
loss-generating assets which we would not otherwise have acquired or retained
and may need to forego opportunities to acquire interests


                                       15
<PAGE>

in attractive companies that would benefit our business. If we were forced to
sell, buy or retain assets in this manner, we could be prevented from
successfully executing our business strategy. In addition, if we are compelled
to dispose of our equity interests in our clients, the strength of our
collaborative client network will be adversely affected.

We may sell our equity interests in our clients for less than their maximum
value or at a loss.

      Our ability to sell client interests to generate income or to avoid
regulation under the Investment Company Act may be limited, especially where
there is no public market for a client's company's stock. Market, regulatory,
contractual and other conditions largely beyond our control will affect:

      o     our ability to sell our equity interests in clients;

      o     the timing of these sales; and

      o     the amount of proceeds from these sales.

      If we divest all or part of our equity interest in a client, we may not
receive maximum value for the interest, and we may sell it for less than the
amount we paid to acquire it. Even if a client has publicly-traded stock, we may
be unable to sell our interest in that company at then-quoted market prices.

Uncertain impact of recent SEC initiatives.

      The SEC has recently adopted a number of changes to its rules and forms
which are designed to deter various fraudulent activities in the "micro-cap"
market. The targeted market for our services is precisely the size of company at
which these initiatives are directed. If the effect of these initiatives is to
effectively shut out the small issuer from a public market, those issuers may
turn to other methods of raising capital that do not require our services.

Possibility of Litigation.

      There is no pending or threatened litigation against us other than several
proceedings in which we are the plaintiff and in which no counterclaims have
been asserted against us. However, many aspects of our business will involve
substantial risks of liability, including exposure to substantial liability
under federal and state securities laws in connection with the suitability of
the advice given to clients and the risk of liability arising out of the
activities of our employees. We may not be able to maintain an errors and
omissions insurance policy insuring us against these risks. In recent years,
there has been an increasing incidence of litigation involving the securities
industry, including class actions which generally seek rescission and
substantial damages.


                                       16
<PAGE>

ITEM 7A Quantitative and Qualitative Disclosures About Market Risk

      We are not exposed to financial market risks from changes in foreign
currency exchange rates or changes in interest rates. We do not use derivative
financial instruments.

Item 8. Financial Statements and Supplementary Data

      Reference is made to pps. F-1 through F-14 comprising a portion of this
annual report.

Item 9. Changes in and Disagreements with Accountants on Accounting and
Financial Disclosure

      On January 25, 2001, we dismissed Moore Stephans, P.C. ("MS") as our
independent auditor.

      MS reports on our financial statements for each of our two fiscal years
ended April 30, 2000 and 1999, respectively (collectively, the "Prior Fiscal
Years"), were each modified in their reference to the uncertainty of our ability
to continue as a going concern. Except for this reference, such reports did not
contain an adverse opinion or disclaimer of opinion, nor were such reports
qualified or modified as to uncertainty, audit scope or accounting principles.

      Our dismissal of MS was unanimously approved by our board of directors.

      There were no disagreements ("Disagreements") between us and MS during
either (i) the Prior Fiscal Years, or (ii) the period May 1, 2000 through
January 25, 2001 (the "Interim Period") on any matter of accounting principles
or practices, financial statement disclosure, or auditing scope or procedure,
which Disagreement, if not resolved to the satisfaction of MS, would have caused
MS to make reference to the subject matter of the Disagreement in connection
with its reports for the Prior Fiscal Years.

      There were no "Reportable Events," as such term is defined in Item
304(A)(1)(v) of Regulation S-K, during either (i) the Prior Fiscal Years or (ii)
the Interim Period.

      We have engaged Arthur Andersen LLP ("AA") as our independent public
accountants for our fiscal year ended December 31, 2000. We did not consult AA
with respect to either (i) the Prior Fiscal Years, (ii) the Interim Period with
respect to either the application of accounting principles to a specified
transaction, either completed or proposed, or the type of audit opinion that
might be rendered on our financial statements, or (iii) any matter that was
either the subject of a Disagreement or a Reportable Event.


                                       17
<PAGE>

                                    PART III

Item 10. Directors and Executive Officers of the Registrant

      The following table sets forth certain information for each of our
directors and executive officers:

Name                                   Age      Position
----                                   ---      --------
Daniel Yun..........................   33       Chairman of the Board
Mark Waldron........................   33       President and CEO
Amy Lai.............................   33       Secretary, Treasurer and CFO
Calvin Yee..........................   36       Vice President, Corporate
                                                Development
Howard Waltman......................   68       Director
Matthew Fong........................   47       Director

      Daniel Yun was formerly vice president in charge of middle market
derivatives at Lehman Brothers. Before joining Lehman Brothers, Mr. Yun was a
strategist in the fixed income division of Goldman, Sachs & Co. A distinguished
Athletic (top 1%) and Honors Graduate from the United States Military Academy at
West Point with a BS in Mathematics and Economics, Mr. Yun joined the US Army
where he attained the rank of Captain. His positions included an assignment as a
company commander responsible for leading and training 220 multinational forces.
He attended Airborne, Air Assault and Ranger Schools and served two tours of
duty in Korea. While in the Army, Mr. Yun obtained a MA in Public
Administration. His publications include "Understanding Exotic Derivatives" in
Controlling and Managing Interest Rate Risk, (ed. Robert Klein: Prentice Hall,
1996). Mr. Yun currently serves as a Commissioner of Protocol for Mayor Giuliani
of New York City.

      Mark Waldron was a former vice president of J.P. Morgan in New York. He
headed up the firm's hedge fund group in equity derivatives, and was previously
in charge of its structured products effort. Mr. Waldron received his MBA from
Northwestern University's Kellogg Graduate School of Management - through the
School's accelerated one-year program, where he attained Dean's List standing. A
Canadian citizen, he worked at Bankers Trust Company before attending business
school, and received an undergraduate degree with honors from the University of
Western Ontario in London, Canada. Mark is a member of the Foreign Policy
Association and MENSA.

      Amy Lai was formerly a director in charge of Latin America and Asia credit
derivatives at Deutsche Bank in London. Prior to joining Deutsche Bank, she was
a vice president at J.P. Morgan in New York, where she structured equity
derivative products, and was previously responsible for trading U.S. dollar
swaps and options. She was also in charge of trading emerging market derivative
products at Lehman Brothers. Amy graduated magna cum laude from Barnard College
with a degree in economics. She is a member of Phi Beta Kappa.

      Calvin Yee was co-founder and partner of Pangaea Ventures Ltd., a Canadian
technology venture capital firm. Prior to Pangaea, Mr. Yee was a vice president
at National Australia Bank where he was responsible for building and managing
the firm's North American derivatives business. Previously, he was a key member
of the foreign currency and interest rate derivatives proprietary trading units
at Kredietbank, N.V. and Canadian Imperial Bank of Commerce in New York. Mr. Yee
earned his MBA from the University of Western Ontario, London, Canada, and
received his undergraduate degree from the University of Calgary.

      Howard Waltman is Chairman of Express Scripts, Inc., a company he formed
in 1986 as a subsidiary of Sanus, of which he was also a founder and former
Chairman. Sanus was acquired by New York Life Insurance Company in 1987, ESI,
which provides mail order pharmacy services and pharmacy claims processing
services, was spun out of Sanus and taken public in June 1992. Mr. Waltman also
founded Bradford National Corp., which was sold to McDonnell Douglas
Corporation. He is a director of Computer Outsourcing Services, Inc. and a
number of privately held companies.

      Matthew Fong is a senior counsel with Sheppard, Mullin, Richter & Hampton,
a law firm with offices in both San Francisco and Los Angeles. He is responsible
for many of our relationships in Silicon Valley and Asia. Mr. Fong was the
Republican candidate for the U.S. Senate in California in 1998, in which he ran
against Democrat


                                       18
<PAGE>

Senator Barbara Boxer. From 1995 to 1999, Mr. Fong was the Treasurer of the
State of California. Mr. Fong holds a BS in International Affairs from the US
Air Force Academy, an MBA from Pepperdine University, and a JD from Southwestern
University.

Item 11. Executive Compensation

      None of our executive officers or directors received any compensation from
us during the year ended December 31, 2000. Mr. Yee is currently compensated by
us at a rate of $100,000 per annum.


                                       19
<PAGE>

Item 12.

Security Ownership of Certain Beneficial Owners and Management

      The following table sets forth certain information as of March 30, 2001
regarding the beneficial ownership of our common stock by:

      o     Each of our executive officers and directors;

      o     Each stockholder known by us to beneficially own 5% or more of our
            common stock; and

      o     All directors and executive officers as a group.

      Except as otherwise indicated, the address of each beneficial holder of 5%
or more of such common stock is the same as us.

                                                     Number
Beneficial Owner                                    of Shares            Percent
----------------                                    ---------            -------

Daniel Yun                                        22,718,383(1)            51.4%

Mark Waldron                                      22,718,383(1)            51.4%

Amy Lai                                                   --                 --

Calvin Yee                                                --                 --

Howard Waltman(2)                                    453,255(3)             1.0%

Matthew Fong                                              --                 --

Marton Grossman(4)                                 2,842,977(5)             6.4%

Emergent Management Company LLC                   22,718,383(1)            51.4%

The THW Group LLP(2)                                 453,255(3)             1.0%

Adventure Capital LLC(6)                           5,737,247               13.0%

All officers and directors
as a group(6 persons)                             23,171,638(1)            52.5%

----------

(1)   Includes shares owned by Emergent Management Company LLC, over which
      shares Messrs. Yun and Waldron share voting and investment control.
(2)   140 Deerfield, Tenafly, New Jersey 07670.
(3)   Represents shares owned by The THW Group LLP, over which shares Mr.
      Waltman exercises voting and investment control.
(4)   58 Second Avenue, Brooklyn, New York 11215.
(5)   Includes 326,363 shares held in a not-for-profit charitable foundation of
      which Mr. Grossman is a director and 2,516,614 shares held in trusts for
      the benefit of family members of which Mr. Grossman is a trustee.
(6)   525 North Broadway, Suite 210, White Plains, New York 10603.


                                       20
<PAGE>

Item 13. Certain Relationships and Related Transactions

      Please refer to Item 1--Business--Recent Developments in Part I of this
Annual Report for information with respect to a transaction between ourselves
and Marton Grossman, who was formerly one of our directors.


                                       21
<PAGE>

                                    PART IV

Item 14. Exhibits, Financial Statement Schedules and Reports on Form 8-K

(a)   Financial Statements:

      Our financial statements, as indicated by the Index to Financial
Statements set forth below, begin on page F-1 of this Annual Report, and are
hereby incorporated by reference. Financial statement schedules have been
omitted because they are not applicable or the required information is included
in the financial statements or notes thereto.

                          INDEX TO FINANCIAL STATEMENTS

                                                                   Page
                                                                   ----

Report of Independent Public Accountants ........................  F-1
Consolidated Balance Sheet as of December 31, 2000 ..............  F-2
Consolidated Statement of Operations for the Period from
      Inception (March 8, 2000) to December 31, 2000 ............  F-3
Consolidated Statement of Changes in Stockholders' Equity
     (Deficit) for the Period from Inception (March 8,
     2000) to December 31, 2000 .................................  F-4
Consolidated Statement of Cash Flows for the Period from
     Inception (March 8, 2000) to December 31, 2000 .............  F-5
Notes to Consolidated Financial Statements ......................  F-6 thru F-14

(b)   Reports on Form 8-K:

      On December 12, 2000, we filed a report on Form 8-K reporting under Item 5
- Other Events reporting the change of our name on November 6, 2000 from
"Dynamic International, Ltd." to "Emergent Group Inc."

(c)   Exhibits

Exhibit
Number   Exhibit Description
------   -------------------

2.1     Agreement and Plan of Reorganization and Merger, dated as of January
        23, 2001, among MRM, Registrant and MRM Acquisition Inc. (1)
3.1     Articles of Incorporation of Registrant (2)
3.2     By-laws of Registrant (2)
4.1     Specimen certificate evidencing shares of Registrant's common stock (2)

----------
(1)   Filed as an Exhibit to the Registrant's Current Report on Form 8-K, dated
      January 29, 2001, and incorp1orated herein by reference.
(2)   To be filed by amendment.


                                       22
<PAGE>

REPORT OF INDEPENDENT PUBLIC ACCOUNTANTS

To the Stockholders of
Emergent Group Inc.:

We have audited the accompanying consolidated balance sheet of Emergent Group
Inc. (a Nevada corporation), and the related consolidated statement of
operations, changes in stockholders' equity and cash flows for the period from
inception (March 8, 2000) to December 31, 2000. These consolidated 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 auditing standards generally accepted
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 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 audits provide a reasonable basis for our
opinion.

In our opinion, the consolidated financial statements referred to above present
fairly, in all material respects, the financial position of Emergent Group Inc.
as of December 31, 2000, and the results of its operations, and cash flows for
the period from inception (March 8, 2000) to December 31, 2000 in conformity
with accounting principles generally accepted in the United States.


                                                    /s/ ARTHUR ANDERSEN LLP


New York, NY
March 23, 2001


                                      F-1
<PAGE>

EMERGENT GROUP INC.

CONSOLIDATED BALANCE SHEET
AS OF DECEMBER 31, 2000

ASSETS:
    Cash and cash equivalents                                       $   750,840
    Interest income receivable                                           24,969
    Due from related party                                              467,519
    Investments                                                       3,217,730
    Other assets, net                                                   723,689
                                                                    -----------
              Total assets                                          $ 5,184,747
                                                                    -----------

LIABILITIES:
    Accrued expenses and other liabilities                          $   121,837
                                                                    -----------
              Total liabilities                                         121,837
                                                                    -----------

    COMMITMENTS AND CONTINGENCIES (Note 7)

STOCKHOLDERS' EQUITY (DEFICIT):
    Preferred Stock, $.001 par value, 10,000,000 authorized,
       none issued or outstanding                                            --
    Common stock, $.001 par value, 50,000,000 authorized,
      44,173,280 shares issued and outstanding                           44,143
    Additional paid-in-capital                                        8,628,952
    Accumulated deficit                                              (3,610,215)
                                                                    -----------
              Total stockholders' equity (deficit)                    5,062,910
                                                                    -----------
              Total liabilities and stockholders' equity (deficit)  $ 5,184,747
                                                                    ===========

The accompanying notes are an integral part of this balance sheet.


                                      F-2
<PAGE>

EMERGENT GROUP INC.

CONSOLIDATED STATEMENT OF OPERATIONS
FOR THE PERIOD FROM INCEPTION (MARCH 8, 2000) TO DECEMBER 31, 2000

                                                                 Inception
                                                             (March 8, 2000) -
                                                                December 31,
                                                                   2000
                                                             -----------------

REVENUE:                                                       $         --

EXPENSES:
       Realized loss on investments                                 709,703
       Unrealized depreciation on investments                     2,042,395
       Professional fees                                            459,378
       Rent expense                                                 158,280
       Consulting fees                                              107,825
       General and administrative fees                              105,382
       Travel                                                        93,914
       Depreciation and amortization                                 61,622
                                                               ------------

              Total Expenses                                      3,738,499

    Other income                                                    128,284

              Loss                                             $  3,610,215
                                                               ============

LOSS PER SHARE DATA:
       Basic and Diluted Loss Per Share                        $       (.09)
                                                               ============
       Weighted Average Common Shares Outstanding                41,557,789
                                                               ============

The accompanying notes are an integral part of these statements.


                                      F-3
<PAGE>

  EMERGENT GROUP INC.

  CONSOLIDATED STATEMENT OF CHANGES IN STOCKHOLDERS' EQUITY
  FOR THE PERIOD FROM INCEPTION (MARCH 8, 2000) TO ENDED DECEMBER 31, 2000

<TABLE>
<CAPTION>

                                             Common                   Preferred
                                  ---------------------------   ---------------------
                                                                                         Additional     Accumulated
                                    Shares           Amount      Shares      Amount    paid-in-capital    Deficit         Total
                                  -------------------------------------------------------------------------------------------------
<S>                                 <C>          <C>            <C>         <C>           <C>           <C>            <C>
Inception (March 8, 2000)                   --   $                    --    $             $7,500,000    $         --   $  7,500,000
Capital contribution by members

Contribution of investments by                                                             1,173,125                      1,173,125
members

Recapitalization of capital         44,173,280         44,173                               (44,173)                             --
accounts as a result of Dynamic
International Ltd. transfer

Net loss from operations                                                                                $ (3,610,215)    (3,610,215)
                                  -------------------------------------------------------------------------------------------------

Balance at December 31, 2000        44,173,280   $     44,173         --    $      --   $  8,628,952    $ (3,610,215)  $  5,062,910
                                  =================================================================================================
</TABLE>

  The accompanying notes are an integral part of these statements.


                                      F-4
<PAGE>

EMERGENT GROUP INC.

CONSOLIDATED STATEMENT OF CASH FLOWS
FOR THE PERIOD FROM INCEPTION (MARCH 8, 2000) TO DECEMBER 31, 2000

<TABLE>
<CAPTION>
                                                                          Inception
                                                                       (March 8, 2000) -
                                                                          December 31,
                                                                              2000
                                                                           -----------
<S>                                                                        <C>
CASH FLOWS FROM OPERATING AND INVESTING ACTIVITIES:
    Net decrease in net assets resulting from operations                   $(3,610,215)
    Adjustments to reconcile net increase in net assets
        resulting from operations to net cash used
        in operating and investing activities:
            Realized loss on permanent decline in value of investments         709,703
            Unrealized depreciation on investments                           2,042,395
            Depreciation and amortization                                       61,622
            Increase in operating assets:
                Other assets                                                  (785,311)
                Due from related party                                        (467,519)
                Interest income receivable                                     (24,969)
            Increase in operating liabilities:
                Accrued expenses and other liabilities                         121,837
    Investing activities:
                Purchases of securities                                     (4,796,703)
                                                                           -----------
                    Net cash used in operating and investing activities     (6,749,160)

CASH FLOWS FROM FINANCING ACTIVITIES:
    Contributions by Members                                                 7,500,000
                                                                           -----------
                    Net cash provided by financing activities                7,500,000
                                                                           -----------
                    Net increase in cash and cash equivalents                  750,840

CASH AND CASH EQUIVALENTS, BEGINNING OF PERIOD                                      --
                                                                           -----------

CASH AND CASH EQUIVALENTS, END OF PERIOD                                   $   750,840
                                                                           ===========

SUPPLEMENTAL DISCLOSURES OF CASH FLOW INFORMATION:
    CONTRIBUTION OF INVESTMENTS BY MANAGER                                 $ 1,173,125
                                                                           ===========
</TABLE>

The accompanying notes are an integral part of this statement.


                                      F-5
<PAGE>

EMERGENT GROUP INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
DECEMBER 31, 2000

1. BACKGROUND AND FORMATION

      Emergent Ventures, LLC (the "Company") was formed and commenced operations
      in the State of Delaware on March 8, 2000. The Company was formed to
      invest primarily in global private equity investment opportunities in
      information technology, health care and medical technology companies.

      Emergent Ventures, LLC's equity capitalization consisted of a contribution
      of $1,173,125 in securities by Emergent Management Company, LLC (the
      "Manager"), a Delaware limited liability company, for 58% of Emergent
      Ventures, LLC's equity interest, and a contribution of $7,500,000 in cash
      by other members in return for the remaining 42% of Emergent Ventures,
      LLC's equity interest.

      On August 31, 2000, the Company consummated the transactions contemplated
      by the Equity Transfer Transaction (the "Transfer"), all pursuant to an
      Equity Transfer and Reorganization Agreement dated August 10, 2000 (the
      "Agreement"), by and among Dynamic International, Ltd. ("Dynamic"),
      certain of its shareholders, Emergent Management Company, LLC, and several
      holders of membership interests in the Company.

      Pursuant to the Agreement, the Company contributed substantially all of
      its assets to Dynamic in exchange for the issuance of approximately
      39,000,000 shares of Dynamic common stock to the members of the Company.
      Dynamic subsequently changed its name to Emergent Group, Inc.

      On August 31, 2000, pursuant to and in accordance with the Agreement,
      prior to the consummation of the Transfer, Dynamic transferred all of the
      assets and liabilities (other than outstanding bank debt in the amount of
      $250,000) to a wholly-owned corporation of Dynamic named Dynamic
      International, Inc. Dynamic International, Inc. acquired the transferred
      assets, assumed the remaining liabilities and indemnified Dynamic against
      any liabilities relating to or arising out of the transferred assets and
      the assumed liabilities.

      For financial accounting purposes, the acquisition was accounted for as a
      recapitalization by the Company (as the accounting acquiror) with Dynamic
      (as the accounting acquiree). After the Transfer, the former members of
      the Company became the beneficial owners of approximately 39,000,000
      shares of Dynamic's common stock, representing approximately 90% interest
      in Dynamic. Each of the Directors of Dynamic immediately resigned prior to
      the consummation of the Transfer. The principal interest holders of the
      Manager of the Company were elected as directors of Dynamic and now
      comprise a majority of Dynamic's directors, and serve as Dynamic's
      executive officers. The Company has recorded goodwill as a result of the
      Transfer amounting to $250,000 which will be amortized over 3 years.

2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

      The accompanying financial statements have been prepared in accordance
      with accounting principles generally accepted in the United States.
      Significant accounting policies are as follows:

      Principles of Consolidation

      The consolidated financial statements include the accounts of all
      majority-owned subsidiaries. All significant intercompany transactions
      have been eliminated in consolidation.


                                      F-6
<PAGE>

EMERGENT GROUP INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
DECEMBER 31, 2000

      Government Regulations and Legal Uncertainties

      U.S. companies that have more than 100 shareholders or are publicly traded
      in the U.S. and are, or hold themselves out to be, engaged primarily in
      the business of investing, reinvesting or trading of securities are
      regulated under the Investment Company Act of 1940. Although we believe
      that we are actively engaged in business and are not an investment
      company, we will also rely on the Securities and Exchange ("SEC") rule
      that allows us to avoid investment company regulation so long as at least
      55% of our total assets are represented by, and at least 55% of our income
      is derived from, majority-owned subsidiaries, primarily controlled
      companies and other assets that meet the requirements of that rule. To
      maintain compliance with this rule, we may be unable to sell assets which
      we would otherwise want to sell and may need to sell assets which we would
      otherwise want to retain. In addition, we may have to acquire additional
      income or loss generating assets that we might not otherwise have acquired
      and may need to forego opportunities to acquire interests in attractive
      companies that might be important to our business strategy. In addition,
      because our clients may not be majority-owned subsidiaries or primarily
      controlled companies either when we acquire interests in them or at later
      dates, changes in the value of our interests in our clients and the
      income/loss and revenue attributable to our clients could require us to
      register as an investment company. Investment Company Act regulations are
      inconsistent with our strategy of actively managing, operating and
      promoting collaboration among our network of clients, and it is not
      feasible for us to operate our business as a registered investment
      company. We believe that because of the planned structure of our interests
      in our clients and our business strategy, we will not be regulated under
      the Investment Company Act. However, we cannot assure you that the
      structure of our client interests and our business strategy will preclude
      regulation under the Investment Company Act, and we may need to take
      specific actions which would not otherwise be in our best interests to
      avoid such regulation.

      If we fall under the definition of an investment company, and are unable
      to rely on an SEC rule that would allow us to avoid investment company
      regulation so long as at least 55% of our total assets are represented by,
      and at least 55% of our income is derived from, assets that meet the
      requirements of that rule, we can rely on another SEC rule that would
      exempt us from the requirement of registering as an investment company
      through August 2001.

      Thereafter, we must either register under the Investment Company Act or
      seek an administrative exemption from regulation under the Investment
      Company Act. If, despite our efforts, we were required to register as an
      investment company, we would have to comply with substantive requirements
      under the Investment Company Act applicable to registered investment
      companies. These requirements include: limitations on our ability to
      borrow; limitations on our capital structure; restrictions on acquisitions
      of interests in associated companies; prohibitions on transactions with
      affiliates; restrictions on specific investments; and compliance with
      reporting, record keeping, voting, proxy disclosure and other rules and
      regulations.

      These rules and regulations would significantly change our operations and
      prevent us from executing our business model.

      Cash and Cash Equivalents

      The Company considers all highly liquid investments with maturity of three
      months or less to be cash equivalents.


                                      F-7
<PAGE>

EMERGENT GROUP INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
DECEMBER 31, 2000

      Interest and Dividend Income

      Transactions are accounted for on the trade date in the case of public
      market transactions or on the date of purchase in other cases. Interest
      income is recorded on the accrual basis; dividend income paid in cash is
      recorded on the date on which the payment is fixed, while dividend income
      paid in marketable securities is valued on the date such securities are
      sold.

      Related Party Transactions

      Emergent Group Inc. is owned 58% by Emergent Management Company LLC, an
      entity controlled by the principal stockholders of the Company. In
      addition, another entity owned by the principal stockholders of the
      Company paid the majority of the operating expenses for the period from
      inception (March 8, 2000) to December 31, 2000 on the Company's behalf.
      Upon the receipt of its initial funding, the Company reimbursed the
      related party in full. This related party owes the Company $467,519.

      Marketable Securities

      Trading investments are recorded in the accompanying financial statements
      on the following basis: any security which is traded on an internationally
      or nationally recognized securities exchange or the Nasdaq Stock Market
      National Market System ("Nasdaq") shall be valued at the last sale price
      on the date of valuation as quoted on such exchange or market, as the case
      may be, which represents the principal market on which such security is
      traded. If there is no sale of such security on such day, such security
      shall be valued at the mean of the closing bid and asked prices on such
      day. If no bid or asked prices are quoted on such day, such security shall
      be valued by such method as the Manager of the Company shall determine in
      good faith to reflect its fair value. Any security which is traded
      principally in the over-the-counter market (but excluding securities
      admitted to trading on Nasdaq) shall be valued at the latest bid price
      available on the date of valuation.

      Portfolio Valuation, Nonmarketable Securities

      Securities or investments and assets of the Company other than Trading
      Investments as well as investments of the Company where no market value
      can be determined either (i) because there is no public market or (ii) the
      market is not deemed to be an indicator of value because of limited float
      or trading activity shall be assigned such value as the Manager or a third
      party engaged to provide such service shall determine in good faith to
      reflect its fair value. Such securities are valued at cost , unless there
      is a indication of a permanent impairment in value.

      Realized and Unrealized Gains and Losses on Investments

      Management's policy is to include unrealized holding gains and losses on
      trading securities and to report them as a net amount in operations.
      Realized gains and losses on the sale of trading securities are determined
      using the specific identification method.


                                      F-8
<PAGE>

EMERGENT GROUP INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
DECEMBER 31, 2000

      The Company did not sell or trade any of its securities during the period
      ended December 31, 2000. The Company has recognized a realized loss on a
      permanently impaired investment that was classified as available for sale
      in accordance with SFAS 115, "Accounting for Certain Investments in Debt
      and Equity Securities". The Company does not expect to recover the cost
      basis of the investment and has valued the new cost to be zero.

      Financial and Business Risks Related to Non-Marketable Securities

      A significant portion of the Company's assets are invested in
      non-marketable securities which may involve significant business and
      financial risks and may result in substantial losses. Due to of the
      absence of any liquid trading market for these investments, the Company
      may take longer to liquidate these positions than would be the case for
      marketable securities. These securities may be resold in privately
      negotiated or public sale transactions and the prices realized on such
      sales could be less than those originally paid by the Company. Further,
      companies whose securities are not marketable may not be subject to the
      disclosure and other investor protection requirements applicable to
      companies whose securities are publicly traded.

      Intangibles

      The excess of purchase price over fair value of net assets acquired is
      amortized on a straight-line basis over the estimated future period of the
      benefit of three years. The Company will periodically assess the
      recoverability of the cost of its goodwill based upon estimated future
      profitability of the related entities.

      Furniture and Fixtures

      Furniture, fixtures and equipment are stated at cost less accumulated
      depreciation or amortization. Depreciation is computed using the
      straight-line method of accounting over the estimated useful lives of
      five to seven years.

      Income Taxes

      The Company accounts for income taxes under the guidelines of the
      Financial Accounting Standards Board ("FASB") Statement of Financial
      Accounting Standards ("SFAS") No. 109,"Accounting for Income Taxes."
      Accordingly, deferred tax assets and liabilities are recognized for future
      tax consequences attributable to differences between the financial
      statement carrying amounts of existing assets and liabilities and their
      tax bases. Deferred tax assets and liabilities are measured using enacted
      tax rates expected to apply to taxable income in the years in which those
      temporary differences are expected to be recovered or settled. The effect
      on deferred tax assets or liabilities of a change in tax rates is
      recognized in the period in which the tax change occurs. Valuation
      allowances are established, when necessary, to reduce deferred tax asset
      amounts expected to be realized.

      Concentration of Credit Risk

      Financial instruments, which potentially subject the Company to a
      concentration of credit risk, consist of cash and cash equivalents. Cash
      and cash equivalents consist of deposits placed with various high credit
      quality financial institutions.


                                      F-9
<PAGE>

EMERGENT GROUP INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
DECEMBER 31, 2000

      Long-Lived Assets

      The Company accounts for long lived assets under the provisions of SFAS
      No. 121, "Accounting for the Impairment of Long-Lived Assets and for
      Long-Lived Assets to be Disposed of." This statement provides the
      guidelines for financial accounting and reporting standards for the
      impairment of long-lived assets, certain identifiable intangibles, and
      goodwill related to those assets to be held and used, and for long-lived
      assets and certain identifiable intangibles to be disposed of. As of
      December 31, 2000 management has determined that there has been no
      impairment of long-lived assets.

      Comprehensive Income

      The Company observes the provisions of SFAS No. 130, "Reporting
      Comprehensive Income", which requires companies to report all changes in
      equity during a period, except those resulting from investments by owners
      and distributions to owners, for the period in which they are recognized.
      Comprehensive income is the total of net income and all other non-owner
      changes in equity (or other comprehensive income) such as unrealized gains
      or losses on securities classified as available-for-sale, foreign currency
      translation adjustments and minimum pension liability adjustments.
      Comprehensive and other comprehensive income must be reported on the face
      of annual financial statements. The Company's operations in 2000 did not
      give rise to items includable in comprehensive income which were not
      already in its operations for the period ended December 31, 2000.

      Derivative Instruments

      In June 1998, the Financial Accounting Standards Board issued SFAS No.
      133, "Accounting for Derivative Instruments and Hedging Activities". This
      statement establishes accounting and reporting standards for derivative
      instruments, including certain derivative instruments embedded in other
      contracts, and for hedging activities. SFAS No. 133, as amended by SFAS
      No. 137 and No. 138, is effective for all fiscal years beginning after
      June 15, 2000 and will not require retroactive restatement of prior period
      financial statements. This statement requires the recognition of all
      derivative instruments as either assets or liabilities in the balance
      sheet measured at fair value. Derivative instruments will be recognized as
      gains or losses in the period of change. If certain conditions are met
      where the derivative instrument has been designated as a fair value hedge,
      the hedge items may also be marked to market through earnings, thus
      creating an offset. If the derivative is designed and qualifies as a cash
      flow hedge, the changes in fair value of the derivative instrument may be
      recorded in comprehensive income. The Company does not presently make use
      of derivative instruments.

      Earnings Per Share

      The Company computes net loss per share in accordance with SFAS No. 128,
      "Earnings Per Share". Under the provisions of SFAS No. 128, basic net
      income (loss) per common share ("Basic EPS") is computed by dividing net
      income (loss) by the weighted average number of common shares outstanding.
      Diluted net income (loss) per common share ("Diluted EPS") is computed by
      dividing net income (loss) by the weighted average number of common shares
      and dilutive common share equivalents then outstanding. SFAS No. 128
      requires the presentation of both Basic EPS and Diluted EPS on the face of
      the consolidated statements of operations. The Company has presented the
      weighted average number of common shares outstanding as though the
      recapitalization of the Company, occurring upon the transfer, had occurred
      as of the Company's inception date, (March 8, 2000), and the shares had
      been issued and outstanding.


                                      F-10
<PAGE>

EMERGENT GROUP INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
AS OF DECEMBER 31, 2000

      Fair Value of Financial Instruments

      The fair value of cash and cash equivalents, investments, due from related
      party, interest income and other receivables and accounts payable and
      accrued expenses approximate book value.

      Use of Estimates

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

3. OTHER ASSETS

      The Company has purchased fixed assets for use in its operating office.
      The assets are being depreciated over their estimated useful lives of five
      to seven years. Depreciation expense for the period from inception (March
      8, 2000) to December 31, 2000 was $33,844.

      Other Assets consist of the following at December 31, 2000:

      Security Deposit for Office Space                      $195,672
      Goodwill, net of accumulated amortization of $27,778    222,222

      Fixed Assets, net of accumulated depreciation
        and amortization of $33,844                           305,795
                                                             --------
                                                             $723,689
                                                             ========


                                      F-11
<PAGE>

EMERGENT GROUP INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
AS OF DECEMBER 31, 2000

4. MARKETABLE AND NONMARKETABLE SECURITIES

      As of December 31, 2000 marketable and nonmarketable securities consisted
of the following:


<TABLE>
<CAPTION>
  Number
 of Shares                  Description                          Cost         Value             Industry
 ---------        ---------------------------------------     ----------   ----------           --------------------------------
<S>               <C>                                         <C>          <C>                  <C>
                  TRADING INVESTMENTS:

        183,334     Net Value Holdings Inc.                   $2,000,000   $   91,667           Internet Consulting
         25,000     eMarketplace Inc.                            135,625        1,563           B2B Platform Developer
                                                              ----------   ----------
                                                               2,135,625       93,230
                                                              ----------   ----------

                  NON-TRADING INVESTMENTS:

                        Equity Securities

      1,136,506     Olliance Inc.                                     --           --           Open Source Software Consulting
        333,333     Sanarus Medical Inc.                         500,000      500,000           Medical Device Manufacturer
        200,000     SundoTelecom Co. Ltd                         230,000      230,000           Korean Telecom
          6,000     Digital Media Co., Ltd                        50,000       50,000           Internet Hosting Company
                                                                                                Scientific Instruments And Bio
        200,000     Biotel Co. Ltd                               150,000      150,000           Sensors
             --     RFP Marketplace                              250,000      250,000           B2B ASP
        808,823     eCongo.com                                   687,500      687,500           E-Commerce Infrastructure Provider
                                                                                                Korean Technology Holding Company
         24,000     Interbio Co. Ltd                             100,000      100,000           Healthcare services

        500,000     Roam I.T. (Canada) Holdings Inc.              67,000       67,000           Healthcare Information Technology
                                                              ----------   ----------

                                                   Subtotal    2,034,500    2,034,500
                                                              ----------   ----------

                        Debt Securities

Convertible Debt        eCongo.com, Inc.                         750,000      750,000           E-Commerce Infrastructure Provider
Convertible Debt        Medical Resource Mgmt Inc.               340,000      340,000           Healthcare services
                                                              ----------   ----------
                                                   Subtotal    1,090,000    1,090,000
                                                              ----------   ----------

                        Total cost/value of investments       $5,260,125   $3,217,730
                                                              ==========   ==========
</TABLE>


                                      F-12
<PAGE>

EMERGENT GROUP INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
AS OF DECEMBER 31, 2000

5. STOCKHOLDERS' EQUITY

      Common stock

      In connection with the Transfer and Agreement approximately 39,000,000
      shares of Dynamic common stock was issued to members of the Company (Note
      1).

      Warrants

      In December 1997, in connection with the initial public offering of
      Dynamic securities, approximately 120,000 warrants to purchase securities
      were issued to Dynamic's underwriters. The underwriter's warrants became
      exercisable at December 1998 and will continue to be exercisable through
      December 2003 at an exercise price of $8.25.

6. CAPITAL COMMITMENTS

      The private offering memorandum agreement between the Company and its
      members does not stipulate the requirements for members to contribute
      additional capital. Any new membership interest units purchased by new
      members will result in a dilutive interest on behalf of the existing
      members.

7. COMMITMENTS AND CONTINGENCIES

      Litigation

      In October 2000, the Company's related party commenced an action on behalf
      of the Company against one of the company's in which it holds an
      investment, and two of its officers in the United States District Court
      for the Southern District of New York. The action is for negligence and
      fraud under the Federal securities laws and common law. The action is
      currently in the discovery stage and accordingly, a final outcome has not
      be determined. The related investment is currently stated at its fair
      value.

      Operating Lease

      The Company's related party has entered into a lease agreement for office
      space that will be shared by all of the related entities. The agreement
      expires on March 31, 2005. Total rent expense approximated $158,000 for
      the period ended December 31, 2000.

8. SUBSEQUENT EVENT

      On January 23, 2001, the Company, Medical Resources Management, Inc.
      ("MRM") and MRM Acquisition Inc., the wholly-owned subsidiary of the
      Company, entered into an Agreement and Plan of Reorganization and Merger,
      (the "Merger") providing for the merger of MRM with and into MRM
      Acquisition, Inc. Immediately following the merger, MRM Acquisition Inc.
      will cease to exist and MRM will be the surviving corporation.

      Under the terms of the agreement, holders of MRM common stock will receive
      no less than 0.37 or more than 0.60 shares of the Company's common stock
      in exchange for each share of MRM common stock. The agreement provides for
      a maximum issuance of 8.5 million shares of Emergent's common stock. The
      amount of the purchase price will be determined using the market value of
      the Company's stock when the necessary approvals to consummate the
      transaction are obtained. The transaction is expected to be accounted for
      under the purchase method of accounting.


                                      F-13
<PAGE>

EMERGENT GROUP INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
AS OF DECEMBER 31, 2000

MRM makes mobile laser/surgical services available to its customers by providing
this equipment on a per procedure basis to hospitals, out patient surgery
centers, and physicianss offices. MRM provides these mobile lasers with
technical support to ensure the lasers are working correctly for the physicians.
MRM also provides other medical equipment on a rental basis to hospitals and
surgery centers.


                                      F-14
<PAGE>

                                   SIGNATURES

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

                                               EMERGENT GROUP INC.


Date: March 30, 2001                           By: /s/ Daniel Yun
                                                   -----------------------------
                                                   Daniel Yun, Chairman

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

Signature                  Title                                  Date
---------                  -----                                  ----

/s/Daniel Yun              Chairman and Director
-------------------        (principal executive officer)          March 30, 2001
Daniel Yun


/s/Mark Waldron            President and Director
-------------------        (principal financial officer
Mark Waldron               and principal accounting officer)      March 30, 2001


-------------------
Howard Waltman             Director

/s/Matthew K. Fong
-------------------
Matthew K. Fong            Director                               March 30, 2001