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

                                   FORM 10-KSB

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

                   For the Fiscal Year Ended December 31, 2001

                        Commission file number 000-28790

                          ENTERPRISE TECHNOLOGIES, INC.
                 (formerly knows as MedCare Technologies, Inc.)
           (Name of small business issuer as specified in its charter)

Nevada                                                  87-0429962 B
------                                                 ------------
(State or other jurisdiction of                       (I.R.S. Employer
incorporation or organization)                       Identification No.)

Suite 216 1628 West 1st Avenue, Vancouver, BC                  V6J 1G1
---------------------------------------------                 -------
(Address of principal executive offices)                     (Zip Code)

Registrant's telephone number, including area code:           (604) 659-5006

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

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

        Common Stock, $.00001 par value, listed on the OTC Bulletin Board

Indicate  by check  mark  whether  the  registrant:  (1) has filed  all  reports
required 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 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  the  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]

Revenues for last fiscal year were $24,560.00

Aggregate   market  value  of  Common  Stock,   $0.00001  par  value,   held  by
non-affiliates  of the registrant as of March 15th,  2002:  $286,028.  Number of
shares of Common Stock, $0.00001 par value,  outstanding as of March 15th, 2002:
123,466,166.

<PAGE>

                          ANNUAL REPORT ON FORM 10-KSB
                   FOR THE FISCAL YEAR ENDED DECEMBER 31, 2001

                                TABLE OF CONTENTS


<TABLE>
<CAPTION>

PART I                                                                                  Page
<S>                                                                                     <C>
Item  1. Business                                                                       2
Item  2. Properties                                                                     8
Item  3. Legal Proceedings                                                              8
Item  4. Submissions of Matters to a Vote of Security Holders                           8

PART II

Item  5. Market for the Registrants' Common Equity and Related Stock-
         holder Matters                                                                 8
Item  6. Management's Discussion and Analysis of Financial Condition and
         Results of Operations                                                          9
Item  7. Financial Statements                                                           11
Item  8. Changes in and Disagreements With Accountants on Accounting and
         Financial Disclosure                                                           27

PART III

Item  9. Directors and Executive Officers of the Registrant                             27
Item 10. Executive Compensation                                                         27
Item 11. Security Ownership of Certain Beneficial Owners and Management                 27
Item 12. Certain Relationships and Related Transactions                                 27

PART IV

Item 13. Exhibits and Reports on Form 8-K                                               27

</TABLE>

<PAGE>


PART I

Item 1. Business

Except for the historical  information  contained herein, the discussion in this
Annual Report on Form 10-KSB contains  certain  forward-looking  statements that
involve risk and  uncertainties,  such as  statements  of the  Company's  plans,
objectives,  expectations and intentions. The cautionary statements made in this
document  should be read as being  applicable  to all related  forward-  looking
statements  wherever they appear in this document.  The Company's actual results
could differ  materially from those discussed  herein.  Factors that could cause
differences  include those discussed  below in "Risk Factors",  as well as those
discussed elsewhere herein.

                                   THE COMPANY

Enterprise Technologies,  Inc. ("Enterprise  Technologies",  "Enterprise" or the
"Company"),  formerly  known as  MedCare  Technologies,  Inc.,  is a  healthcare
technology service company that focuses on under-served high growth markets. The
Company was originally incorporated in the state of Utah in 1986 and changed its
domicile to Delaware in 1996 through a migratory merger.

In 1995, the Company  acquired the MedCare  Program  ("Program"),  a proprietary
product of the  Company,  that is made up of  equipment,  software  and services
developed to provide  non-pharmaceutical,  non-invasive treatment to individuals
suffering from urinary  incontinence  and other pelvic  disorders.  In 1996, the
Company  began to offer the  Program  to  doctors  and in 1998 the  Program  was
launched  nationally.  The Company did not  generate  any  revenues  until 1997.
During  1998,  the  Company's  sole  business  was the  offering  of the MedCare
Program.  In  March,  2001,  due to the lack of  significant  revenues  and high
operating  costs,  the Company  terminated all of its MedCare Program sites. The
Company is currently  searching for potential joint venture partners in order to
further  market the  MedCare  Program,  as well as seek out  additional  revenue
streams from the Company's current intellectual property base.

In   October   1999,   Enterprise    Technologies,    Inc.   launched   a   new,
business-to-business  web  site,  RxSheets.com  (www.rxsheets.com),   which  was
directed  exclusively  at  the  physician  and  pharmaceutical  marketplace.  In
addition,  the Company  changed  the name of its  wholly-owned  subsidiary  from
Medcareonline.com  to  RxSheets.com,  Inc. On November 10, 2000 the Company sold
all assets  relating  to its  RxSheets.com  subsidiary  to WGC  Enterprises,  an
investment  group,  for a  nominal  sum.  The  sale  agreement  called  for  WGC
Enterprises  to  establish a new entity,  to issue ten percent of the issued and
outstanding stock of this new entity to MedCare  Technologies,  allow MedCare to
share in the future revenues of the new entity and to raise capital for this new
entity in order to fund the ongoing  operations.  Subsequently,  WGC Enterprises
was unable to raise capital and Enterprise, due to substantial costs and minimal
revenue  potential,  declined to exercise its option to repurchase the assets of
RxSheets.

<PAGE>

DESCRIPTION OF BUSINESS

The MedCare  Program is a discrete  package of equipment,  software and services
developed by MedCare to provide  non-pharmaceutical,  non-invasive  treatment to
patients  suffering  from  urinary  incontinence  and  other  pelvic  disorders,
including pelvic pain, chronic  constipation,  fecal incontinence and disordered
defecation.

The  Program is designed to be used by  physicians  to support a treatment  plan
based primarily on behavioral  modification  techniques such as electromyography
("EMG")  biofeedback,  pelvic  floor  muscle  exercise,  and  bladder  and bowel
retraining.  Utilizing the Program,  physicians  can help patients  activate and
strengthen the various sensory  response  mechanisms  that maintain  bladder and
bowel  control.  Technological  developments  and  studies  indicate  that  such
behavioral techniques are effective methods in treating incontinence.

The MedCare Program was sold as a comprehensive  continually  supported program.
The Company  provided the  equipment,  technology  and training to the treatment
site, as well as ongoing support through its clinical and billing divisions. The
training  was  all-inclusive  in order  for the  site to  promote  a  successful
program,   including  proven  protocols  for  equipment   operation,   community
education, billing, managed care and outcomes.

Due to the lack of significant revenues and high operating costs associated with
this supported  program model, the Company has suffered large operating  losses.
In order to reduce operating expenses, the Company terminated  substantially all
of its MedCare Program sites in March, 2001. The Company is currently  searching
for   potential   joint   venture   partners   that  have   existing   operating
infrastructures  to which  the  MedCare  Program  can be  added as an  ancillary
service with minimal overhead. Additionally, MedCare plans to develop additional
revenue streams from the Company's current intellectual property base.

Employees

At December 31, 2001, the Company employed 0 full-time and 3 part-time  persons.
To the  best of the  Company's  knowledge,  none of the  Company's  officers  or
directors is bound by restrictive  covenants from prior  employers.  None of the
Company's  employees  are  represented  by  labor  unions  or  other  collective
bargaining groups.

                                  Risk Factors

Lack of Operating History:
--------------------------

Because of our limited operating history and lack of past profitability, you may
lose your  investment if we are unable to  successfully  market our services and
implement our business plan.

Although we organized  Enterprise  in 1986,  we did not become active until 1995
and have been  continually  developing our MedCare Program since that time. As a
result,  our business is subject to the risks inherent in the establishment of a
new business.  Specifically, in formulating our business plan, we have relied on
the judgment of our officers,  directors and  consultants but have not conducted
any formal independent market studies concerning the demand for our services.

We have had  limited  revenues  since  inception.  In 2001,  we had  revenues of
$24,560.  We have not  been  profitable,  experiencing  an  accumulated  loss of
$13,898,125  through 2001. Even if we become profitable in the future, we cannot
accurately  predict  the level  of, or our  ability  to  sustain  profitability.
Because we have not yet been  profitable  and cannot predict any level of future
profitability,  you bear the risk of a complete  loss of your  investment in the
event our business plan is unsuccessful.

<PAGE>

Inability to Obtain Funding:
----------------------------

We may not be able to obtain additional  funding when needed,  which could limit
future  expansion  and  marketing   opportunities   and  result  in  lower  than
anticipated   revenues.   We  may  require   additional   financing   to  pursue
relationships  with joint  venture  partners  for the MedCare  Program and other
business  opportunities.  If the market price of the common stock declines, some
potential  financiers  may either refuse to offer us any financing or will offer
financing at unacceptable rates or unfavorable terms. If we are unable to obtain
financing on favorable  terms, or at all, this  unavailability  could prevent us
from expanding our business,  which could materially impact our future potential
revenues.

Continued Control by Existing Management:
-----------------------------------------

You may lack an effective  vote on corporate  matters and management may be able
to act contrary to your  objectives.  As of March 15th,  2002,  our officers and
board members own 92.2% of the 123,466,166 of our  outstanding  common stock. If
management votes together,  it could influence the outcome of corporate  actions
requiring shareholder approval, including the election of directors, mergers and
asset sales.  As a result,  new  stockholders  may lack an  effective  vote with
respect to the election of directors and other corporate matters.  Therefore, it
is possible  that  management  may take actions  with  respect to its  ownership
interest which may not be consistent with your objectives or desires.

Dividends:
----------

We have not paid and do not currently  intend to pay dividends,  which may limit
the current return you may receive on your investment in our common stock. Since
inception,  we have paid no dividends to our  stockholders.  Future dividends on
our  common  stock,  if  any,  will  depend  on  our  future  earnings,  capital
requirements,  financial  condition and other  factors.  We currently  intend to
retain earnings, if any, to increase our net worth and reserves.  Therefore,  we
do not anticipate  that any holder of common stock will receive any cash,  stock
or other dividends on his shares of common stock at any time in the near future.
You should not expect or rely on the potential  payment of dividends as a source
of current income.

Dependence on Executive Officers and Technical Personnel:
---------------------------------------------------------

The success of our business plan depends on attracting qualified personnel,  and
failure to retain the necessary  personnel could adversely  affect our business.
Competition for qualified  personnel is intense,  and we may need to pay premium
wages to attract  and  retain  personnel.  Attracting  and  retaining  qualified
personnel  is  critical  to our  business.  Inability  to attract and retain the
qualified  personnel necessary would limit our ability to implement our business
plan successfully.

Change of Control:
------------------

Conversions  of shares of Series B  preferred  stock may result in new  majority
stockholders,  whose  interests may be  inconsistent  with yours.  If the market
price of the common stock declines significantly, we may issue a large number of
shares of common stock. As a result,  our current  stockholders  may not have an
effective vote in the election of directors and other corporate matters.  In the
event of a change in control, it is possible that the new majority  stockholders
may take actions which may not be consistent with your objectives or desires.

Issuances at Less than Market Price:
------------------------------------

Conversions  of shares of Series B  preferred  stock may drive down the price of
our common stock.  The conversion of the Series B preferred  stock is based on a
formula that varies with the market  price of our common  stock.  This  variable
formula  applies the lesser of (a) 125% of the market  price of our common stock
at the time we issued the Series B preferred stock, which was $7.80, and (b) the
approximate  market  price of our common  stock at the time the holders  convert
their shares of Series B preferred  stock.  As a result,  if the market price of
our common stock  increases  after we issue the Series B preferred  stock, it is
possible that,  upon  conversion of the Series B preferred  stock, we will issue
shares of common  stock at a price  that is less  than the  then-current  market
price of the common stock.

<PAGE>

In  addition,  the  warrants  issued  with the  Series  B  preferred  stock  are
exercisable  at a price equal to 125% of the  average  closing bid prices of our
common stock on the five  consecutive  trading  days  preceding  the  applicable
vesting date of the warrants.  If the market price of our common stock increases
above the warrant  exercise  price, we will have to issue shares of common stock
upon  exercise  of the  warrants  at a price that is less than the  then-current
market  price.  Issuances  at less than  market  price pose a risk to  investors
because these issuances may drive down the market price of our common stock.

Redemption of Series B Preferred Stock:
---------------------------------------

If the Series B  stockholders  redeem their shares of Series B preferred  stock,
this could divert funds from our  operations and result in slower growth for our
company.  The Series B stockholders may elect to redeem their Series B preferred
stock at a premium upon the occurrence of the following events:

..    our  consolidation,  merger  or other  business  combination  with  another
     entity;

..    the sale or transfer of all or substantially all of our assets;

..    a purchase, tender or exchange offer made to and accepted by the holders of
     more than 50% of the outstanding shares of our common stock;

..    our failure to maintain the effectiveness of a registration statement;

..    the delisting of our common stock for a period of five consecutive days; or

..    our material breach of any representations,  warranties or covenants in the
     securities purchase agreement or any related documents.

The  premium  payable  to the  Series  B  stockholders  is  equal to 115% of (a)
$10,000,  plus (b) any stock dividends that have accrued but have not been paid,
plus (c)  default  interest,  payable  at 15% per year,  for  dividends  that we
elected  to pay in cash but failed to pay on a timely  basis.  If we do not have
sufficient  funds  to pay  this  premium,  we may need to  borrow  the  funds on
unfavorable terms,  which would divert funds that could be used elsewhere.  This
would result in slower growth of our company and lower than expected earnings.

Adverse Effect of Shares Eligible for Future Sale:
--------------------------------------------------

Future sales of large amounts of common stock could adversely  effect the market
price of our common stock and our ability to raise capital.

Future sales of our common stock by existing  stockholders  pursuant to Rule 144
under the  Securities  Act, or following the exercise of  outstanding  preferred
stock,  options and  warrants,  including  conversion  of the Series B preferred
stock and exercise of the related  warrants,  could adversely  affect the market
price of our common stock.  Substantially  all of the outstanding  shares of our
common stock are freely tradable,  without restriction or registration under the
Securities Act, other than the sales volume  restrictions of Rule 144 applicable
to shares held  beneficially by persons who may be deemed to be affiliates.  Our
directors and executive  officers and their family  members are not under lockup
letters or other forms of  restriction  on the sale of their common  stock.  The
issuance of any or all of these  additional  shares upon  exercise of options or
warrants or  conversion  of preferred  stock will dilute the voting power of our
current stockholders on corporate matters and, as a result, may cause the market
price of our  common  stock to  decrease.  Further,  sales of a large  number of
shares of common stock in the public  market could  adversely  affect the market
price of the common  stock and could  materially  impair  our future  ability to
generate funds through sales of common stock or other equity securities.

Protection of Proprietary Treatment Program:
--------------------------------------------

Our ability to  effectively  compete  depends on protection  of our  proprietary
treatment protocol through confidentiality and non-compete agreements.

Our  ability to compete  will  depend,  in part,  on our  ability to develop and
maintain the proprietary aspects of our unpatented  treatment protocol.  We have
developed this protocol through our experiences to date in the clinical, billing
and marketing areas of incontinence treatment.  Others may independently develop
the same or a similar  program or otherwise  obtain access to this protocol from
former employees or former MedCare Program physicians.

In addition,  third  parties  have  published  clinical  studies  regarding  the
benefits of  biofeedback  treatment of  incontinence.  Although this is only one
component of our treatment  protocol,  others may utilize these clinical studies
to begin their own incontinence programs.

We protect our treatment  protocols from duplication through our confidentiality
and non-compete agreements.  We cannot ensure that these agreements will provide
meaningful  protection  for  our  treatment  protocol  in  the  event  of  their
expiration or unauthorized use or disclosure.  If our treatment  protocol became
widely duplicated, larger,  better-capitalized companies could instantly compete
with us in the incontinence treatment market.

<PAGE>

Government Regulation:
----------------------

Unfavorable  governmental regulation in the future could threaten our viability.
Our business is heavily regulated.  The MedCare Program is subject to regulation
under the Federal  Anti-Kickback Statute and the Federal Self- Referral Statute.
In  addition,  legislators  continually  enact new  legislation.  The process of
obtaining regulatory approvals can be lengthy and expensive, and the issuance of
these  approvals is uncertain.  Currently,  we believe that we are in compliance
with all  currently  existing  regulations  that  apply to us.  However,  if the
federal or state  government  were to enact any new  regulations,  we may not be
able to obtain the  necessary  approvals on a timely  basis,  or at all.  Should
legislators  enact new  legislation  that is unfavorable  to our business,  this
could, among other things, result in fines, suspensions of regulatory approvals,
operating  restrictions and criminal prosecution.  We cannot predict whether any
new reforms will be enacted,  the types of approvals  that will be required,  or
the effect of any enacted reform on our business.

Potential Fluctuations in Quarterly Results:
--------------------------------------------

Significant  variations in our quarterly  operating results may adversely affect
the market price of our common  stock.  Our  operating  results have varied on a
quarterly  basis  during  our  limited  operating  history,  and  we  expect  to
experience significant fluctuations in future quarterly operating results. These
fluctuations have been and may in the future be caused by numerous factors, many
of  which  are  outside  of  our  control.  We  believe  that   period-to-period
comparisons of our results of operations  will not necessarily be meaningful and
that you should not rely upon them as an indication of future performance. Also,
it is likely  that our  operating  results  could be below the  expectations  of
public market  analysts and investors.  This could  adversely  affect the market
price of our common stock.

Competition:
------------

In the evolving  healthcare field, if we do not continually  develop the MedCare
Program, and any other future business opportunities,  our services could become
uncompetitive or obsolete. Healthcare is a rapidly evolving field in which other
companies may have greater financial and research and development resources than
we do. The MedCare Program competes directly with a number of small incontinence
clinics, offered by doctors, hospitals or therapists,  that use a combination of
non-invasive  alternative  treatment options to treat urinary  incontinence.  In
addition, other alternative treatments for urinary incontinence are available to
consumers,   including  absorbent  products  and  diapers,  surgery,  indwelling
catheters,  implanting devices,  injectable materials,  electrical  stimulation,
mechanical devices and drugs.

Competitive Treatment Options for Incontinence:
-----------------------------------------------

To the best of the  Company's  knowledge,  the only  direct  competitors  to the
MedCare  Program  are a  number  of small  incontinence  clinics,  or  ancillary
programs,  offered by doctors,  hospitals or therapists,  scattered across North
America that use a combination of currently available  non-invasive  alternative
treatment options to treat patients.

Intellectual Property and Other Proprietary Rights:
---------------------------------------------------

The Company's ability to compete and expand effectively will depend, in part, on
its ability to develop and maintain certain proprietary aspects of its treatment
program for bladder and bowel incontinence.  The Company relies on an unpatented
treatment  protocol,  and  there  can  be no  assurances  that  others  may  not
independently  develop the same or similar program or otherwise obtain access to
the  Company's  unpatented  protocols.  There  can  be  no  assurance  that  any
confidentiality  agreements  between the Company and its employees  will provide
meaningful  protection  for the  Company's  trade  secrets,  know-how  or  other
information  in the event of any  unauthorized  use or  disclosure of such trade
secrets,  know-how or other proprietary  information.  While certain proprietary
aspects of Enterprise's clinical and business protocols remain an important part
of the business,  the Company believes its long-term  success as a business will
depend  primarily  upon its high quality  clinical  outcomes and service and its
success in  seeking a  suitable  joint  venture  partner  to further  market the
MedCare Program.

Environmental Matters:
----------------------

The  Company   believes  it  conducts  its  business  in  compliance   with  all
environmental laws presently  applicable to its facilities.  To date, there have
been no expenses incurred by the Company related to environmental issues.

Item 2. Properties

On March 16th,  2001,  the Company  notified  it  landlord of its  intention  to
terminate its lease at 1515 West 22nd Street,  Suite 1210, Oak Brook,  Illinois,
60523. The Company's  principal office is now located at 1628 West First Avenue,
Suite 216,  Vancouver,  British  Columbia,  Canada,  V6J 1G1. These premises are
owned by Tajinder Chohan and Kundan S. Rayat, the wife and father, respectively,
of the Company's Chairman and majority shareholder. At present, the Company pays
no rent.

<PAGE>

Item 3. Legal Proceedings

The Company is not involved in any pending legal  proceedings other than various
claims and  lawsuits  arising in the normal  course of business.  The  Company's
management  does not  believe  that any such  claims  or  lawsuits  will  have a
material adverse effect on its financial statements.

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

There were no matters  submitted to a vote of the security holders in the fourth
quarter of 2001.

PART II

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

(a) Market Information

The Company's  Common Stock is listed on the OTC Bulletin Board under the symbol
"ETPT".  The  following  table sets  forth the high and low sale  prices for the
periods indicated:

<TABLE>
<CAPTION>
                                                                       High                      Low
                                                                       ----                      ---
<S>                                                                    <C>                       <C>
First Quarter 2000                                                     $  2.25                   $  1.66
Second Quarter 2000                                                    $  1.06                   $  0.75
Third Quarter 2000                                                     $  0.50                   $  0.38
Fourth Quarter 2000                                                    $  0.14                   $  0.06
First Quarter 2001                                                     $  0.10                   $  0.07
Second Quarter 2001                                                    $  0.05                   $  0.04
Third Quarter 2001                                                     $  0.02                   $  0.01
Fourth Quarter 2001                                                    $  0.01                   $  0.01

</TABLE>

(b) Holders

As of March 15th, 2002, there were  approximately  265 stockholders of record of
the Company's Common Stock.

(c) Dividend Policy

The  Company  has never  paid a  dividend  and does not  anticipate  paying  any
dividends in the  foreseeable  future.  It is the present policy of the Board of
Directors to retain the Company's  earnings,  if any, for the development of the
Company's business.

Item 6. Management's  Discussion and Analysis of Financial Condition and Results
        of Operations

The  following  discussion  should  be read in  conjunction  with the  financial
statements and notes thereto included in Item 7 of this Form 10-KSB.  Except for
the  historical  information  contained  herein,  the  discussion in this Annual
Report on Form 10-KSB contains certain  forward-looking  statements that involve
risk and uncertainties,  such as statements of the Company's plans,  objectives,
expectations  and  intentions.  The cautionary  statements made in this document
should be read as being  applicable  to all related  forward-looking  statements
wherever they appear in this document. The Company's actual results could differ
materially  from those  discussed  here.  Factors  that could cause  differences
include  those  discussed  in "Risk  Factors",  as well as  discussed  elsewhere
herein.

<PAGE>

Overview
--------

Enterprise Technologies,  Inc., formerly known as MedCare Technologies, Inc., is
the  developer  of  the  MedCare  Program,  a  non-pharmaceutical,  non-invasive
treatment  program for patients  suffering from urinary  incontinence  and other
pelvic   disorders,   including  pelvic  pain,   chronic   constipation,   fecal
incontinence and disordered defecation.

Due to the lack of significant  revenues and high operating cost associated with
supporting its various  physician  office and hospital based program sites,  the
Company  has  suffered  large  operating  losses.  In order to reduce  operating
expenses, the Company terminated  substantially all of its MedCare Program sites
in March,  2001. The Company is currently  searching for potential joint venture
partners  that have  existing  operating  infrastructures  to which the  MedCare
Program  can  be  added  as  an  ancillary   service   with  minimal   overhead.
Additionally,  MedCare  plans to develop  additional  revenue  streams  from the
Company's current intellectual property base.

Results of Operations
---------------------

Revenues.  During 2001, the Company generated revenues of $24,560, a decrease of
96.5% over sales of $700,053 in 2000.  This  decrease is a direct  result of the
Company  terminating  its  various  MedCare  Program  sites in  order to  reduce
operating expenses.

General and Administrative Expenses.  During 2001, the Company incurred $463,715
in general and administrative  expenses,  a decrease of 81.7% over 2000 expenses
of $2,531,718.  The decrease is primarily  attributable to  substantially  lower
salary,  sales and marketing,  clinical and other operating  expenses related to
the Company's MedCare Program sites.  During December 2000, the Company recorded
a charge of $253,131  for  damaged  and  obsolete  fixed  assets  related to the
unprofitable MedCare sites that were closed,  including the fixed assets related
to its offices that were closed in December 2000.

Interest  Income.  Interest  income was $1,971 and  $83,629  for the years ended
December 31, 2001, and 2000, respectively. Interest earned in the future will be
dependent on Company funding cycles and prevailing interest rates.

Provision for Income Taxes.  As of December 31, 2001, the Company's  accumulated
deficit was $13,898,125 and as a result,  there has been no provision for income
taxes to date.

Preferred Stock Deemed  Dividends.  Preferred stock deemed dividends was $55,114
and $110,245 for the years ended December 31, 2001 and 2000, respectively.  This
50.0% decrease is due to a lower number of Series B preferred stock  outstanding
during the year.

Liquidity and Capital Resources
-------------------------------

At December  31, 2001,  the Company had a cash balance of $6,760,  compared to a
cash balance of $34,856 at December 31, 1999.

During 2001, the Company used $348,096 of net cash from operating  activities as
compared  to  $3,169,868  of net cash used in 2000.  Net cash used in  investing
activities  was $0 for 2001,  compared to net cash used of $23,504 for 2000. The
decrease in the net cash used in  investing  activities  was due to no equipment
purchases during 2001.

Net cash  provided by financing  activities  was  $320,000 for 2001  compared to
$10,000 for 2000.  The Company has financed  its  operations  primarily  through
private placements of Common Shares,  Preferred Shares and the exercise of stock
options.

<PAGE>

Plan of Operation
-----------------

The Company's cash  requirements  for the next twelve months will be provided by
loans from shareholders or debt/equity  financing's,  if necessary.  The Company
incurs management fees from the services of its majority shareholder at the rate
of $12,000  per month,  which the  Company  anticipates  paying for  through the
issuance  of  common  stock  in lieu of cash  paid,  due to the  Company's  cash
position.  The Company's  future  funding  requirements  will depend on numerous
factors.  These factors  include the  Company's  ability to search out and enter
into suitable joint venture  partnerships in order to further market the MedCare
Program,  seek  out  additional  revenue  streams  from  the  Company's  current
intellectual property base, to recruit and train qualified management personnel,
and  the  Company's  ability  to  compete  against  other,   better  capitalized
corporations who offer similar services.

Due to the "start up" nature of the Company's businesses, the Company expects to
incur  losses as it  expands.  The  Company  expects to raise  additional  funds
through  private or public  equity  investment  in order to expand the range and
scope of its  business  operations.  The Company  will seek access to private or
public  equity  but there is no  assurance  that such  additional  funds will be
available for the Company to finance its operations on acceptable  terms,  if at
all. See "Risk Factors" for additional details.

Going Concern
-------------

The Company has incurred net operating losses since inception. The Company faces
all the  risks  common  to  companies  in their  early  stages  of  development,
including under capitalization and uncertainty of funding sources,  high initial
expenditure  levels,  uncertain  revenue  streams,  and difficulties in managing
growth. The Company's recurring losses raise substantial doubt about its ability
to  continue as a going  concern.  The  Company's  financial  statements  do not
reflect any adjustments that might result from the outcome of this  uncertainty.
The  Company  expects to incur  losses as it  expands  its  businesses  and will
require  additional  funding during 2002. The satisfaction of our cash hereafter
will depend in large part on the Company's ability to successfully raise capital
from external sources to pay for planned expenditures and to fund operations.

Related Party Transactions
--------------------------

During  2001,  the  Company's  Chairman and  majority  stockholder  advanced the
Company  $30,000 to help pay for operating  expenses,  which were repaid through
the issuance of common stock. Additionally,  general and administrative expenses
included  $149,500  for  management  fees  paid to the  Company's  Chairman  and
majority  stockholder  of which  $42,500 was paid in cash and  $107,000 was paid
through the issuance of common stock.  On December 31, 2001,  the Company issued
13,700,000  shares of the Company's common stock at $0.01 per share, or $137,000
to repay all amounts due to the Company's  Chairman and majority  stockholder at
December  31,  2001.  The Company  also  accepted a private  placement  from its
Chairman and majority  stockholder  as more fully  described in Note 7 above and
converted  its  Series B  preferred  stock  held by its  Chairman  and  majority
stockholder to common stock as more fully described in Note 9 above.

The  Company  also  paid  $40,000  to  one  of the  Company's  stockholders  for
consulting fees rendered.

<PAGE>


Item 7. Financial Statements

<TABLE>
                                TABLE OF CONTENTS
<CAPTION>

<S>                                                                                               <C>
Independent Auditors' Report..................................................................... 12

Consolidated Balance Sheets at December 31, 2001 and 2000........................................ 13

Consolidated Statements of Operations for the years ended
December 31, 2001 and 2000....................................................................... 14

Consolidated Statements of Stockholders' Equity for the years ended
December 31, 2001 and 2000........................................................................15

Consolidated Statements of Cash Flows for the years ended
December 31, 2001 and 2000....................................................................... 16

Notes to the Consolidated Financial Statements................................................... 17- 26

</TABLE>


<PAGE>


                          INDEPENDENT AUDITORS' REPORT

To the Board of Directors and Shareholders of
Enterprise Technologies, Inc.

We have audited the consolidated balance sheets of Enterprise Technologies, Inc.
(formerly  known as  MedCare  Technologies,  Inc.) (a  Nevada  corporation)  and
Subsidiaries  as of  December  31,  2001 and 2000 and the  related  consolidated
statements of operations, stockholders' equity and cash flows for the years then
ended.  These  financial  statements  are the  responsibility  of the  Company's
management.  Our  responsibility  is to express  an  opinion on these  financial
statements based on our audits.

We conducted our audits 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 financial  statements  referred to above present fairly, in
all  material  respects,  the  consolidated  financial  position  of  Enterprise
Technologies,  Inc.  and  Subsidiaries  at December  31, 2001 and 2000,  and the
consolidated results of their operations and their cash flows for the years then
ended, in conformity with accounting principles generally accepted in the United
States.

The accompanying  financial  statements have been prepared  assuming the Company
will  continue  as a going  concern.  As  discussed  in Note 2 to the  financial
statements,  the Company has  incurred  significant  recurring  net losses since
inception  and has a negative  working  capital.  The ability to meet its future
financing requirements and the success of future operations cannot be determined
at this  time.  These  factors  raise  substantial  doubt  about its  ability to
continue  as a going  concern.  These  financial  statements  do not include any
adjustments that might result from the outcome of this uncertainty.

/s/  Clancy and Co., P.L.L.C.
---  ------------------------
Clancy and Co., P.L.L.C.
Phoenix, Arizona
March 8, 2002


<PAGE>


                 ENTERPRISE TECHNOLOGIES, INC. AND SUBSIDIARIES
                 (formerly known as Medcare Technologies, Inc.)
                           CONSOLIDATED BALANCE SHEETS
                           DECEMBER 31, 2001 AND 2000

<TABLE>
<CAPTION>
ASSETS                                                                       2001             2000
------                                                                       ----             ----
<S>                                                                          <C>              <C>
Current Assets
   Cash and Cash Equivalents                                                  $    6,760      $  34,856
   Accounts Receivable                                                                 0         17,343
   Prepaid Expenses                                                                    0          8,346
   Stock Subscription Receivable (Note 9)                                              0        101,329
                                                                                       -        -------
Total Current Assets                                                               6,760        161,874

Property and Equipment, net (Note 4)                                                   0        153,428
                                                                                       -        -------

Total Assets                                                                  $    6,760     $  315,302
                                                                                   =====        =======

LIABILITIES AND STOCKHOLDERS' EQUITY

Current Liabilities
   Accounts Payable and Accrued Liabilities                                  $   259,818     $  303,419

Commitments and Contingencies (Note 3, 4)

Stockholders' Equity
Preferred Stock (authorized 1,000,000 shares):  Convertible Series B,
    $0.25 Par Value, Issued and Outstanding, 81.5 at December 31,
    2000, at redemption value (Note 9)                                                 0      1,029,578
Common Stock: $0.00001 Par Value, Authorized 300,000,000;    Issued
    and Outstanding:   2001:  123,466,166
                                               2000:   11,564,566                  1,235            116
Warrants                                                                         117,830        117,830
Additional Paid In Capital                                                    13,526,002     12,171,872
Accumulated Deficit                                                         (13,898,125)   (13,307,513)
                                                                            ------------   ------------
Total Stockholders' Equity                                                     (253,058)         11,883
                                                                               ---------         ------

Total Liabilities and Stockholders' Equity                                    $    6,760     $  315,302
                                                                                   =====        =======

</TABLE>

    The accompanying notes are an integral part of these financial statements


<PAGE>

                 ENTERPRISE TECHNOLOGIES, INC. AND SUBSIDIARIES
                 (formerly known as Medcare Technologies, Inc.)
                      CONSOLIDATED STATEMENTS OF OPERATIONS
                 FOR THE YEARS ENDED DECEMBER 31, 2001 AND 2000

<TABLE>
<CAPTION>
Year Ended December 31:                                                    2001             2000
                                                                           ----             ----
<S>                                                                        <C>              <C>
Revenues                                                                   $   24,560       $   700,053

General and Administrative Expenses                                           463,715         2,531,718
                                                                              -------         ---------

Operating Loss                                                              (439,155)       (1,831,665)

Interest Income                                                                 1,971            83,629
                                                                                -----            ------

Loss from Continuing Operations                                             (437,184)       (1,748,036)

Loss on Discontinued Operations, net of tax (Note 10)                       (153,428)       (1,942,829)
                                                                            ---------       -----------

Net Loss                                                                    (590,612)       (3,690,865)

Less:  Preferred Stock Deemed Dividends                                      (55,114)         (110,245)
                                                                             --------         ---------

Net Loss Available to Common Stockholders                                 $ (645,726)       $ (3,801,110)
                                                                                             ==========
Loss Per Share Attributable to Common Stockholders:
   Loss from Continuing Operations                                        $    (0.03)       $    (0.18)
   Loss from Discontinued Operations                                           (0.01)            (0.18)
                                                                               ------            ------
   Total Basic and Diluted                                                $    (0.04)        $   (0.36)
                                                                               ======            ======

Weighted Average Number of Common Shares Outstanding:
   Basic and Diluted                                                       15,158,817        10,586,935
                                                                           ==========        ==========

</TABLE>

    The accompanying notes are an integral part of these financial statements


<PAGE>

                 ENTERPRISE TECHNOLOGIES, INC. AND SUBSIDIARIES
                 (formerly known as Medcare Technologies, Inc.)
                 CONSOLIDATED STATEMENTS OF STOCKHOLDERS' EQUITY
                 FOR THE YEARS ENDED DECEMBER 31, 2001 AND 2000


<TABLE>
<CAPTION>
                                  Series B  Series B
                                  Preferred Preferred   Common      Common    Additional
                                  Stock     Stock       Stock       Stock     Paid In                   Accumulated
                                  Shares    Amount      Shares      Amount    Capital      Warrants     Deficit        Total
                                  ------    ------      ------      ------    -------      --------     -------        -----
<S>                               <C>       <C>         <C>         <C>       <C>          <C>          <C>            <C>
Balance, December 31, 1999           178    $2,122,620  9,911,313   $    99   $ 11,089,176 $    94,000  $ (9,616,648)  $ 3,689,247
Common Stock Issued for Series
    B Conversions                 (96.5)    (1,179,457  1,653,253        17      1,179,440                                       0
Preferred Deemed Dividends                     110,245                            (110,245)                                      0
Warrant Vesting Issued with
    Series B Preferred Stock                  (23,830)                              23,830                                       0
Compensation Cost                                                                   13,500                                  13,500
Net Loss                                  -                                     -                         (3,690,865)   (3,690,865)
                                --------- - ----------------------------------  - --------    ---------    ----------    -----------
                                                       -            -                          -          -
Balance, December 31, 2000         81.5     1,029,578  11,564,566       116     12,171,872      117,830     (13,307,513)    11,883
Common Stock Issued Under
    Private Placement at $0.05
    Per Share                                             800,000         8         38,663                                  38,671
Common Stock Issued Under
    Private Placement at $0.05
    Per Share                                           3,000,000        30        149,970                                 150,000
Loans Converted to Common
    Stock at $0.01 Per Share,
    December 31, 2001
                                                       13,700,000       137        136,863                                 137,000
Preferred Deemed Dividends                    55,114                               (55,114)                                      0
Common Stock Issued for Series
    B Conversions                 (81.5)  (1,084,694)  94,401,600       944      1,083,750                                       0
Net Loss                              -                                                                       (590,612)   (590,612)
                                --------- - --------- ------------    --------- -----------  ------------      ---------  ---------
Balance, December 31, 2001            0            0  123,466,166     1,235    $13,526,002     $117,830   $(13,898,125)  $(253,058)
                                =======    =========  ===========     =====     ==========      =======     ===========   ========

</TABLE>

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

<PAGE>


                 ENTERPRISE TECHNOLOGIES, INC. AND SUBSIDIARIES
                 (formerly known as Medcare Technologies, Inc.)
                      CONSOLIDATED STATEMENTS OF CASH FLOWS
                 FOR THE YEARS ENDED DECEMBER 31, 2001 AND 2000

<TABLE>
<CAPTION>
Year Ended December 31:                                                          2001             2000
                                                                                 ----             ----
<S>                                                                              <C>              <C>
Cash Flows From Operating Activities
Net Loss                                                                         $  (590,612)     $ (3,690,865)
Adjustments to Reconcile Net Loss to Net Cash Used In Operating Activities
     Depreciation and Amortization                                                          0            92,831
     Excess and Obsolete Equipment Write-off                                          153,428           253,131
     Write-off of Intangible Asset                                                          0               796
     Nonemployee Stock Compensation Expense                                                 0            13,500
Changes in Assets and Liabilities
   (Increase) Decrease in Accounts Receivable                                          17,343           184,357
   (Increase) Decrease in Prepaid Expenses                                              8,346           153,793
   (Increase) Decrease in Stock Subscription Receivable                                     0         (111,329)
    Increase (Decrease) in Accounts Payable and Accrued Liabilities                    63,399          (47,436)
    Increase (Decrease) in Deferred Revenue                                                 0          (18,646)
                                                                             -----------    -          --------
Total Adjustments                                                                     245,516           520,997
                                                                                      -------           -------
Net Cash Flows Used In Operating Activities                                         (348,096)       (3,169,868)

Cash Flows From Investing Activities
   Purchase of Property and Equipment                                                       0          (23,504)
                                                                             -----------    -          --------
Net Cash Flows Used In Investing Activities                                                 0          (23,504)

Cash Flows From Financing Activities
   Loans >From Shareholders                                                            30,000                 0
   Proceeds From the Sale of Common Stock                                             290,000            10,000
                                                                                      -------            ------
Net Cash Flows Provided By Financing Activities                                       320,000            10,000
                                                                                      -------            ------

Increase (Decrease) in Cash and Cash Equivalents                                     (28,096)       (3,183,372)
Cash and Cash Equivalents, Beginning of Year                                           34,856         3,218,228
                                                                             -         ------         ---------
Cash and Cash Equivalents, End of Year                                             $    6,760       $    34,856
                                                                                        =====            ======

Cash paid for interest and income taxes:                                       $            0   $             0
                                                                                   ==========        ==========

Supplemental noncash investing and financing activities:
   Preferred Deemed Dividends                                                      $   55,114       $   110,245
                                                                                       ======           =======
   Fixed Assets Acquired Under Capital Lease                                   $            0       $   169,432
                                                                                   ==========           =======

</TABLE>

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


<PAGE>


                 ENTERPRISE TECHNOLOGIES, INC. AND SUBSIDIARIES
                 (formerly known as Medcare Technologies, Inc.)
                 NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
                           DECEMBER 31, 2001 AND 2000

NOTE 1 - ORGANIZATION AND SIGNIFICANT ACCOUNTING POLICIES

Organization and Nature of Operations.

Organization. Enterprise Technologies, Inc. (the Company), a Nevada Corporation,
has an authorized  capital of 301,000,000 shares of which 300,000,000 shares are
$0.00001  par  value  common  stock  and  1,000,000  shares  are $0.25 par value
preferred stock.

Nature of  Operations.  The Company is the developer of the MedCare  Program,  a
non-pharmaceutical,  non-invasive  treatment program for patients suffering from
urinary incontinence and other pelvic disorders,  including pelvic pain, chronic
constipation,  fecal  incontinence  and  disordered  defecation.  The Company is
currently  searching  for potential  joint  venture  partners that have existing
operating  infrastructures  to  which  the  MedCare  Program  can be added as an
ancillary service with minimal overhead.  Enterprise plans to develop additional
revenue streams from the Company's current intellectual property base.

Summary of Significant Accounting Policies.

Accounting  Method - The  Company  uses the  accrual  method of  accounting  for
financial statement and tax return purposes.

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

Cash and Cash Equivalents - The Company considers all highly liquid  instruments
purchased  with  an  original  maturity  of  three  months  or  less  to be cash
equivalents.

Concentration  of Credit Risk - The Company  maintains U.S. Dollar cash balances
in Canadian banks that are not insured.

Principles of Consolidation - The consolidated  financial statements include the
accounts of the Company and its wholly-owned subsidiaries,  MedCare Technologies
Corporation  and  RxSheets.com,  Inc. All  intercompany  transactions  have been
eliminated in consolidation.

Property  and  Equipment  -  Property  and  equipment  is  stated at cost and is
depreciated  under the  straight-line  method over their estimated  useful lives
ranging from three to seven years.

Long-Lived  Assets - The Company records  impairment losses on long-lived assets
used in operation when indicators of impairment are present and the undiscounted
cash flows  estimated  to be generated by those assets are less than the assets'
carrying amount.

Revenue Recognition - The Company offered two versions of the MedCare Program:

     (1) Program  Management--Under  program  management,  the Company agrees to
provide  equipment,  personnel  and  administrative  services  to  the  Site  in
connection with the Site's establishment and operation of the Program. Each Site
agrees to pay the Company a management  fee for each  patient  visit to the Site
during  which a patient  receives  services  under  the  Program.  Revenues  are
recognized as patients receive services.

<PAGE>

                 ENTERPRISE TECHNOLOGIES, INC. AND SUBSIDIARIES
                 (formerly known as Medcare Technologies, Inc.)
                 NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
                           DECEMBER 31, 2001 AND 2000


     (2) Program  Franchise--Under  program  franchise,  the  Company  agrees to
provide the equipment,  technology and training to start the MedCare  Program as
well as ongoing  support  through its clinical and billing  divisions.  The Site
agrees  to the  pay the  Company  an  initial  subscription  fee  and a  monthly
consulting fee. In accordance with Statement of Financial  Accounting  Standards
("SFAS") No. 45 "Accounting for Franchise Fee Revenue", the initial subscription
fee is deferred and recognized  upon  commencement  of  operations.  The monthly
consulting fee is recognized when earned.

Allowance  for  Doubtful  Accounts  -  Accounts  receivable  are  shown  net  of
allowances for doubtful accounts and returns which are estimated as a percentage
of accounts receivable based on prior years experience.  Accounts receivable for
the periods presented do not include any allowance.

Advertising  Costs  -  Advertising   costs  are  expensed  as  incurred.   Total
advertising costs charged to operations for 2000 was $203,204.

Income Taxes - The Company  accounts for income  taxes under the  provisions  of
SFAS No. 109, "Accounting for Income Taxes." Under SFAS No. 109, deferred income
tax assets and liabilities  are computed for  differences  between the financial
statements and tax bases of assets and  liabilities  that will result in taxable
or  deductible  amounts  in the  future,  based on  enacted  tax laws and  rates
applicable  to the  periods  in which the  differences  are  expected  to affect
taxable income.  Valuation allowances are established when necessary,  to reduce
deferred income tax assets to the amount expected to be realized.

Earnings  Per Share - Basic  earnings or loss per share is based on the weighted
average number of common shares outstanding.  Diluted earnings or loss per share
is based on the  weighted  average  number  of  common  shares  outstanding  and
dilutive common stock equivalents.  Basic earnings/loss per share is computed by
dividing  income/loss  (numerator)  applicable  to  common  stockholders  by the
weighted  average  number of common  shares  outstanding  (denominator)  for the
period.  All earnings or loss per share amounts in the financial  statements are
basic  earnings  or loss per share,  as defined by SFAS No. 128,  "Earnings  Per
Share." Diluted earnings or loss per share does not differ materially from basic
earnings or loss per share for all  periods  presented.  Convertible  securities
that could  potentially  dilute  basic  earnings per share in the future such as
options and warrants are not included in the computation of diluted earnings per
share  because  to do so would be  antidilutive.  All per  share  and per  share
information  are adjusted  retroactively  to reflect stock splits and changes in
par value.

Stock-Based  Compensation - The Company  accounts for  stock-based  compensation
using the  intrinsic  value method  prescribed in  Accounting  Principles  Board
Opinion No. 25,  "Accounting for Stock Issued to Employees."  Compensation  cost
for stock options,  if any, is measured as the excess of the quoted market price
of the Company's stock at the date of grant over the amount an employee must pay
to acquire the stock. SFAS No. 123,  "Accounting for Stock-Based  Compensation,"
established  accounting and  disclosure  requirements  using a  fair-value-based
method of accounting for stock-based  employee  compensation  plans. The Company
has elected to remain on its current  method of accounting  as described  above,
and has adopted the disclosure requirements of SFAS No. 123.

Comprehensive  Income - The Company includes items of other comprehensive income
by their nature in a financial statement and displays the accumulated balance of
other comprehensive income separately from retained earnings and additional paid
in capital in the equity section of the balance sheet.

Capital  Structure - The Company  discloses its capital  structure in accordance
with SFAS No. 129,  "Disclosure of Information  about Capital  Structure," which
establishes  standards  for  disclosing  information  about an entity's  capital
structure.

<PAGE>

                 ENTERPRISE TECHNOLOGIES, INC. AND SUBSIDIARIES
                 (formerly known as Medcare Technologies, Inc.)
                 NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
                           DECEMBER 31, 2001 AND 2000


Start-up Expenses - The Company expenses  start-up costs and organization  costs
for financial  statement  purposes pursuant to AICPA Statement of Position 98-5,
"Reporting on the Costs of Start-up  Activities."  For income tax purposes,  the
Company has elected to treat its  organizational  costs as deferred expenses and
amortize  them over a period of sixty  months,  beginning in the first month the
Company is actively in business.

Reclassification  - Certain  prior  period  amounts  have been  reclassified  to
conform to the current year presentation.

Recent  Accounting  Pronouncements  - The Financial  Accounting  Standards Board
("FASB") has issued the following pronouncements,  none of which are expected to
have a significant affect on the financial statements:

SFAS No.141,  "Business  Combinations."  SFAS No. 141 requires that all business
combinations be accounted for under the purchase method of accounting.  SFAS No.
141 also changes the criteria for the separate  recognition of intangible assets
acquired in a business  combination.  SFAS No. 141 is effective for all business
combinations initiated after June 30, 2001.

SFAS No. 142,  "Goodwill  and Other  Intangible  Assets." SFAS No. 142 addresses
accounting  and  reporting  for  intangible  assets  acquired,  except for those
acquired in a business  combination.  SFAS No. 142  presumes  that  goodwill and
certain intangible assets have indefinite useful lives.

Accordingly,  goodwill and certain  intangibles will not be amortized but rather
will be tested at least  annually for  impairment.  SFAS No. 142 also  addresses
accounting and reporting for goodwill and other intangible  assets subsequent to
their  acquisition.  SFAS No. 142 is effective for fiscal years  beginning after
December 15, 2001.

SFAS No.  143,  "Accounting  for Asset  Retirement  Obligations."  SFAS No.  143
addresses financial accounting and reporting for obligations associated with the
retirement of tangible  long-lived  assets and the associated  asset  retirement
costs.  SFAS No. 143 is effective  for  financial  statements  issued for fiscal
years beginning after June 15, 2002.

FASB  issued  SFAS No.  144,  "Accounting  for the  Impairment  or  Disposal  of
Long-Lived Assets." This statement addresses financial  accounting and reporting
for the impairment or disposal of long-lived  assets.  SFAS No. 144 is effective
for financial  statements  issued for fiscal years  beginning after December 15,
2001, and interim periods within those fiscal years.

Pending  Accounting  Pronouncements  - It is  anticipated  that current  pending
accounting  pronouncements  will not have an  adverse  impact  on the  financial
statements of the Company.

NOTE 2 - GOING CONCERN

The  accompanying  financial  statements  have been prepared in conformity  with
generally accepted accounting principles, which contemplates continuation of the
Company as a going  concern.  However,  the  Company has  sustained  substantial
operating losses in recent years, negative working capital, and used substantial
amounts  of  working  capital  in its  operations.  In  view of  these  matters,
realization of a major portion of the assets in the  accompanying  balance sheet
is  dependent  upon  continued  operations  of the  Company,  which  in  turn is
dependent upon the Company's ability to meet its financing requirements, and the
success of its future  operations.  The  Company  expects to incur  losses as it
expands its businesses and will require additional funding during 2002.

<PAGE>

                 ENTERPRISE TECHNOLOGIES, INC. AND SUBSIDIARIES
                 (formerly known as Medcare Technologies, Inc.)
                 NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
                           DECEMBER 31, 2001 AND 2000

The Company is currently  seeking  additional  equity and expects to raise funds
through a private  or public  equity  investment  in order to  support  existing
operations and expand the range and scope of its business. The Company will seek
access  to  private  or  public  equity  but  there is no  assurance  that  such
additional  funds will be available for the Company on acceptable  terms,  if at
all.  Management  believes that actions  presently taken to revise the Company's
operating and financial  requirements provide the opportunity for the Company to
continue as a going concern.  The Company's  ability to achieve these objectives
cannot be determined at this time. The accompanying  financial statements should
not be regarded as typical for normal operating periods.

NOTE 3 - COMMITMENTS AND CONTINGENCIES

Operating Lease - On March 16th,  2001, the Company  notified it landlord of its
intention  to  terminate  its lease at 1515 West 22nd  Street,  Suite 1210,  Oak
Brook,  Illinois,  60523. The Company's  principal office is now located at 1628
West First Avenue,  Suite 216,  Vancouver,  British Columbia,  Canada,  V6J 1G1.
These  premises are owned by the wife and father of the Company's  Chairman.  At
present,  the  Company  pays no rent.  The  fair  value of the rent has not been
included in the financial  statements  because the amount is immaterial.  Rental
expense for the years ended December 31, 2001 and 2000 was approximately $16,000
and $72,000, respectively.

NOTE 4 - PROPERTY AND EQUIPMENT

Property and equipment at December 31, 2000 consisted of computer  equipment and
software  acquired  under  capital  lease,  which  was  leased  on behalf of the
Company's subsidiary  RxSheets.com,  Inc. On November 10, 2000, the Company sold
this computer  equipment and software to WGC Enterprises,  an investment  group.
The purchase price was based on the future  revenues  generated by the acquiring
entity over the twenty-four month lease period.  The investment group was unable
to raise the  appropriate  funding to continue the  operations of RxSheets.  The
Company  closed its offices in March 2001 and the  equipment was returned to the
lessor,  however the Company has not been released of its liability and included
in  accounts  payable  and  accrued  liabilities  is the  balance  due under the
original  capital  lease of  $163,621.  The net book value of the  equipment  of
$153,428 was written off during 2001.

Depreciation  charged to expense  during the year ended  December  31,  2000 was
$92,763.  During  December  2000,  the Company  recorded a charge of $253,131 to
operations  for damaged and obsolete  fixed assets  related to the  unprofitable
MedCare  sites  that were  closed,  including  the fixed  assets  related to its
offices that were closed in December 2000.

NOTE 5 - THE MEDCARE PROGRAM

On August 14, 1995, the Company  acquired the rights to The MedCare  Program,  a
urinary  incontinence  procedure in exchange for 2,000,000  shares of its common
stock.  The  transaction  was accounted  for in accordance  with the process for
valuation  of  intangible  assets  as  described  in  Statement  No.  17 of  the
Accounting  Principles  Board. The Company amortized the cost of the system over
15 years, based on management's estimated useful life of the protocol, beginning
with the first  year in which  commercial  sales  occur.  Management  reassesses
annually the estimated useful life.  Amortization  expense charged to operations
during the years ended December 31, 2000 was $68.

The MedCare Program was sold as a comprehensive  continually  supported program.
The Company  provided the  equipment,  technology  and training to the treatment
site, as well as ongoing support through its clinical and billing divisions. The
training was all-inclusive in order for the site to promote a successful

<PAGE>

                 ENTERPRISE TECHNOLOGIES, INC. AND SUBSIDIARIES
                 (formerly known as Medcare Technologies, Inc.)
                 NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
                           DECEMBER 31, 2001 AND 2000

program,   including  proven  protocols  for  equipment   operation,   community
education,  billing,  managed care and outcomes.  Due to the lack of significant
revenues and high operating cost associated  with this supported  program model,
the  Company  suffered  large  operating  losses.  In order to reduce  operating
expenses, the Company terminated  substantially all of its MedCare Program sites
in March 2001 and the remaining unamortized portion was written off.

NOTE 6 - INCOME TAXES

There is no current or deferred  tax expense  for the years ended  December  31,
2001 and  2000,  due to the  Company's  loss  position.  The  Company  has fully
reserved for any benefits of these  losses.  The  deferred tax  consequences  of
temporary  differences in reporting items for financial statement and income tax
purposes are recognized, as appropriate.  Realization of the future tax benefits
related to the deferred tax assets is dependent on many  factors,  including the
Company's  ability to generate  taxable  income  within the net  operating  loss
carryforward  period.  Management has  considered  these factors in reaching its
conclusion as to the valuation allowance for financial  reporting purposes.  The
income tax effect of temporary  differences  comprising  the deferred tax assets
and deferred tax liabilities on the accompanying  consolidated balance sheets is
a result of the following:

<TABLE>
<CAPTION>
Deferred Taxes                                                        2001              2000
--------------                                                        ----              ----
<S>                                                                   <C>               <C>
NOL Carryforwards.                                                    $  4,584,709      $ 4,368,618
Start-Up Costs                                                              90,452          116,535
                                                                       -----------       ----------
Total Deferred Tax Assets                                                4,615,463        4,485,153
Valuation Allowance                                                     (4,615,463)      (4,485,153)
                                                                         ---------        ----------
Net Deferred Tax Assets                                               $          0      $         0
                                                                       ===========        ==========

</TABLE>

The net change in the  valuation  allowance for 2001 was an increase of $130,310
and for 2000 was an increase of $1,152,153,  which are principally the result of
net operating loss carryforwards.

A  reconciliation  between the statutory  federal  income tax rate (34%) and the
effective  rate of income tax  expense  for each of the years  during the period
ended December 31 follows:

<TABLE>
<CAPTION>

                                                2001              2000
                                                ----              ----
<S>                                             <C>               <C>
Statutory Federal Income Tax Rate               (34.0)%           (34.0)%
Other                                             0.3 %             0.3 %
Increase in Valuation Allowance                  33.7 %            33.7 %
                                                 ----              ----
Effective Income Tax Rate                         0.0 %             0.0 %

</TABLE>

The Company has available  net operating  loss  carryforwards  of  approximately
$12,850,000  for tax  purposes to offset  future  taxable  income which begin to
expire in 2002.  Pursuant to the Tax Reform Act of 1986,  annual  utilization of
the Company's net operating  loss  carryforwards  may be limited if a cumulative
change in ownership  of more than 50% is deemed to occur  within any  three-year
period.

NOTE 7 - COMMON STOCK AND STOCK WARRANTS

In July 1997,  the Company  issued 300,000 shares of common stock at $6.00 each.
The issuance also included warrants to purchase an additional  300,000 shares of
common  stock at $6.00  each,  exercisable  until July 7, 2002.  In March  1998,
200,000  warrants to purchase shares of common stock were exercised at $6.00 per
share,  or  $1,200,000.  As of December  31, 2001 and 2000,  there were  100,000
warrants outstanding related to this issuance.


<PAGE>

                 ENTERPRISE TECHNOLOGIES, INC. AND SUBSIDIARIES
                 (formerly known as Medcare Technologies, Inc.)
                 NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
                           DECEMBER 31, 2001 AND 2000

In July 1997, the Company,  pursuant to Regulation D, Rule 506,  issued Series A
Preferred Stock and related warrants. This offering granted warrants to purchase
a number of shares of common stock of the Company equal to 33 1/3% multiplied by
the aggregate purchase price of the Subscriber's  preferred stock outstanding on
each of nine,  twelve and  fifteen  months  following  the  closing  date of the
offering,  exercisable  at $7.346 per share.  As of December  31, 2001 and 2000,
there were 208,251 warrants outstanding related to this issuance.

In November  1998,  the Company  issued  through a Rule 506 Regulation D Private
Placement,  300,000  shares of  restricted  common stock at $5.00 per share,  or
$1,500,000,  and granted 300,000 common stock warrants  exercisable at $5.00 per
share until  October 14,  2004.  As of  December  31, 2001 and 2000,  there were
300,000 warrants outstanding related to this issuance.

In May 1999,  the Company,  pursuant to Regulation D, Rule 506,  issued Series B
Preferred Stock and related warrants to purchase shares of common stock. Subject
to the vesting schedule described below, each warrant entitles its holder to 200
shares of Common Stock for (i) each issued share of the Series B Preferred  held
on the  applicable  vesting  date and (ii) each share of the Series B  Preferred
converted  prior to the applicable  vesting date at the fixed  conversion  price
(see Note 9). The vesting  dates of the warrants are (i) September 15, 1999 (ii)
March 13, 2000 and (iii)  September 9, 2000.  The exercise price of each warrant
is 125% of the average of the closing bid prices of the  Company's  Common Stock
for the five  consecutive  trading days  immediately  preceding  the  applicable
vesting date. As of December 31, 2001 and 2000,  there were 29,600 warrants that
had vested at an exercise  price of $2.64 per share,  16,700  warrants  that had
vested at an exercise  price of $0.59 per share,  and 80,000  warrants  that had
vested at an exercise  price of $3.6525 per share.  The value of these  warrants
totaled  $117,830 and resulted in the recording of additional  preferred  deemed
dividends for the Series B preferred stock.

Pursuant to a  Securities  Purchase  Agreement  dated  November  29,  2000,  the
Chairman of the Company  agreed to purchase  from the Company all 81.5 shares of
Series B preferred stock  outstanding and related  warrants at $1,366 per share,
or $111,329.  By letter of agreement  dated January 4, 2001, the Chairman of the
Company also agreed to buy an  additional  800,000  restricted  common shares at
$0.05 per share,  or $38,671,  and the Company  granted the  Chairman  4,000,000
share  purchase  warrants to acquire  common  shares of the Company at $0.05 per
share, expiring January 10, 2005.

On March 1, 2001,  the Company  accepted a private  placement of $150,000 from a
director and majority shareholder of the Company. The private placement involved
the  issuance  of  3,000,000  restricted  common  shares  at $0.05 per share and
3,000,000 purchase warrants to acquire common shares of the Company at $0.05 per
share until March 1, 2005.

NOTE 8 - STOCK OPTIONS

The Company has five stock  option  plans that provide for the granting of stock
options to officers and key  employees.  The  objectives  of these plans include
attracting   and  retaining  the  best   personnel,   providing  for  additional
performance  incentives,  and  promoting the success of the Company by providing
employees the opportunity to acquire common stock. Options outstanding under the
Company's  five stock  option plans have been granted at prices which are either
equal to or above the market  value of the stock on the date of grant and expire
at various dates after the grant date. The status of the Company's  stock option
plans is summarized below as of December 31:

<PAGE>

                 ENTERPRISE TECHNOLOGIES, INC. AND SUBSIDIARIES
                 (formerly known as Medcare Technologies, Inc.)
                 NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
                           DECEMBER 31, 2001 AND 2000


<TABLE>
<CAPTION>
                                                       Number of          Option
                                                       Shares             Price
                                                       ------             ------
<S>                                                   <C>                 <C>
Options Outstanding at December 31, 1998                1,794,000         $3.00-$9.25
Exercised                                                  (6,000)               3.00
Granted                                                   816,000          3.00- 6.50
Forfeited                                                (293,000)         4.50- 9.25
                                                        -----------         ----------
Options Outstanding at December 31, 1999                2,311,000           3.00- 9.25
Granted                                                 1,230,000          0.75- 2.28
Forfeited                                              (3,451,000)         0.75- 9.25
                                                        ----------       -------------
Options Outstanding at December 31, 2000 and 2001          90,000       $0.75-$9.00

</TABLE>

The fair value of each option  grant is estimated on the date of grant using the
Black-Scholes   option   pricing  model  with  the  following   weighted-average
assumptions  used for those  options  granted  in 2000 and  1999,  respectively:
dividend yield of 0%,  expected  volatility of 92% and 65%,  risk-free  interest
rates of 5% and 6.5%, and expected lives of 4 years.

Had compensation expense for the Company's  stock-based  compensation plans been
determined  under  SFAS No.  123,  based on the fair  market  value at the grant
dates,  the  Company's pro forma net loss and pro forma net loss per share would
have been reflected as follows:

<TABLE>
<CAPTION>
                                                                                2001         2000
                                                                                ----         ----
<S>                                                                             <C>          <C>
Net Loss
       As reported......................................                        $   645,726  $3,801,110
       Pro forma........................................                        $   704,780  $3,860,164
Net Loss Per Share
       As reported......................................                        $     (0.04) $    (0.36)
       Pro forma........................................                        $     (0.05) $    (0.36)

</TABLE>

Stock options outstanding and exercisable on December 31, 2001 are as follows:

<TABLE>
<CAPTION>
                                                                    Weighted
Range of                              Shares       Average          Remaining
Exercise Price                        Under        Exercise Price   Contractual
per Share                             Option       per Share        Life in Years
--------------                        ---------    ---------        -------------
<S>                                   <C>          <C>              <C>
Outstanding:
 $0.75-$2.28......................    40,000          $1.90                 6.18
 $6.50 to $9.00....................   50,000          $7.43                 7.62
                                      90,000
Exercisable:
 $0.75 to $2.28....................   30,000          $1.67                   --
 $6.50 to $9.00....................   31,250          $5.42                   --
                                      ------
                                      61,250

</TABLE>

<PAGE>


                 ENTERPRISE TECHNOLOGIES, INC. AND SUBSIDIARIES
                 (formerly known as Medcare Technologies, Inc.)
                 NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
                           DECEMBER 31, 2001 AND 2000

NOTE 9 - PREFERRED STOCK - SERIES B

On May 18, 1999,  the Company,  pursuant to Regulation  D, Rule 506,  issued 400
shares of Series B preferred  stock (par value $0.25) (the "Series B Preferred")
and related warrants described below for $4,000,000 ($10,000 per share).

On November 29, 2000, the Company  repurchased all of the  outstanding  Series B
Convertible   Preferred   Stock  (81.5  shares)  from  the  Series  B  Preferred
Shareholders  at $1,366  per share,  or  $111,329.  During  December  2000,  the
Chairman  of the Company  bought  these same  shares and  related  warrants  for
$111,329  and by letter of  agreement  dated  January 4, 2001,  agreed to buy an
additional 800,000 restricted common shares at $0.05 per share, or $38,671,  and
granted the Chairman  4,000,000 share purchase warrants to acquire common shares
of the Company at $0.05 per share, expiring January 10, 2005. As of December 31,
2000,  $10,000 in proceeds  was  received  and  $101,329 was recorded as a stock
subscription  receivable,  the proceeds of which were  received in January 2001.
The  transaction  was approved by the Board of Directors.  On December 31, 2001,
the Chairman  converted  all of the Series B preferred  stock at $0.01 per share
and the Company issued  94,401,600  shares of common stock. The conversion price
was based on the  average of the 10 lowest  closing bid prices in the 40 trading
days immediately preceding the date of notice.

The key  provisions  regarding the issuance and conversion of Series B Preferred
are as follows:

Dividends.  The holders of the Series B Preferred shall be entitled to receive a
6.0% annual  dividend,  which shall be  cumulative  and which shall accrue daily
from the date of issuance and be payable,  at the option of the Company,  either
(i) in shares of Common Stock upon  conversion of the Series B Preferred or (ii)
in cash.

Conversion by Holders. Subject to the limitations discussed below, each share of
the Series B Preferred  shall be  convertible  into shares of Common  Stock at a
variable  conversion rate (the "Conversion Rate") equal to the Conversion Amount
(defined below) divided by the applicable Conversion Price (defined as follows).
The  "Conversion  Price" is the  lesser of (i) the fixed  conversion  price (the
"Fixed Conversion Price"),  which is $7.80 or (ii) the variable conversion price
(the "Variable Conversion Price"). The Variable Conversion Price is the lower of
(a) the closing bid price on the day the holder  delivers the required notice of
his  intention  to  convert to the  Company or (b) the  average of the 10 lowest
closing bid prices in the 40 trading days  immediately  preceding  the date such
notice is given. The "Conversion  Amount" is defined as $10,000,  plus any stock
dividends  that  have  accrued  but have not been  paid  out,  plus any  default
interest  (equal to 15%) for  dividends  which the Company has elected to pay in
cash but has failed to pay on a timely  basis.  The above formula may or may not
result in the common  stock being  issued at a discount  to the  current  market
price.  The  outstanding  Series B Preferred may be converted  into common stock
subject to certain ownership limitations detailed in the agreements.

Adjustment of Conversion  Price.  The Conversion Price of the Series B Preferred
is subject to  customary  anti-dilution  provisions  which take effect upon such
events  as the  issuance  by the  Company  of  Common  Stock,  options  or other
convertible securities,  the subdivision or combination of outstanding shares of
Common   Stock  of  the   Company,   the   recapitalization,   merger  or  other
reorganization  of the Company,  or any other similar events.  However,  no such
adjustment  will be made  unless the  adjustment  would  result in a  cumulative
increase or decrease of at least 1% in the Conversion Price.

Mandatory  Conversion.  The shares of Series B Preferred mature five years after
they are issued,  and any shares of the Series B Preferred  left  outstanding on
the applicable  maturity date are automatically  converted into shares of Common
Stock.

<PAGE>

                 ENTERPRISE TECHNOLOGIES, INC. AND SUBSIDIARIES
                 (formerly known as Medcare Technologies, Inc.)
                 NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
                           DECEMBER 31, 2001 AND 2000


Redemption at the Option of Investors.  Each  outstanding  share of the Series B
Preferred is redeemable,  at the option of the Investors, in the event of any of
the following transactions (each a "Major Transaction"):  (i) the consolidation,
merger or other business  combination of the Company,  (ii) the sale or transfer
of all or substantially all of the Company's assets or (iii) a purchase,  tender
or  exchange  offer made to and  accepted by the holders of more than 50% of the
outstanding  shares of Common Stock,  provided that such Major Transaction shall
have  occurred  or have been the  subject  of a public  announcement  during the
period  beginning  on the date of  issuance  and  ending on the later of (a) the
first  anniversary  of the date of  issuance  and (b) the date which is 270 days
after  the  effective  date  of  the  Registration  Statement  relating  to  the
applicable shares. In the event of a Major Transaction, the redemption price per
share  shall be the  greater of (i) 115% of the  Liquidation  Amount (as defined
below) and (ii) the product of (a) the  applicable  Conversion  Rate and (b) the
closing  bid price on the date of the  public  announcement  of the  event.  The
"Liquidation  Amount" is equal to $10,000 plus any  dividends  that have accrued
but have not been paid out, plus any default  interest  (equal to 15% per annum)
for dividends which the Company has elected to pay in cash but has failed to pay
on a timely basis.

In addition,  in the event of the occurrence of certain events (the  "Triggering
Events"),  including  the failure of the  Registration  Statement to be declared
effective  within 180 days of the date of issuance,  the delisting of the Common
Stock  for a period of five  consecutive  days and the  Company's  breach of any
representations,  warranties or covenants in the  Documents,  the Investors have
the right to require the  Company to redeem all or a portion of such  Investor's
Series B Preferred. The redemption price per share is the same as the redemption
price per share in the event of a Major Transaction.

Investor Call Option. For every (i) unconverted Series B Preferred share held by
the investors on May 18, 2000 and (ii)  preferred  share  converted at the Fixed
Conversion  Price  prior  to May 18,  2000,  the  investors  have  the  right to
subscribe for an additional  preferred share and related warrants under the same
terms and conditions of the original  closing  (revised to reflect the Company's
then current common stock market  price).  Each investor may exercise this right
only at such time when the closing market price of the Company's common stock is
greater than the Fixed Conversion Price.

Accounting  Treatment.  The  Company  has  accounted  for  these  securities  as
redeemable  securities  and  accreted  to the  redemption  amount of 115% of the
Liquidation  Amount as of the balance sheet date.  The accretion  reduced income
applicable  to common  shareholders  and is  disclosed  separately  as preferred
deemed dividends on the face of the income statement. The Company has classified
the Series B  Preferred  Stock as  stockholders'  equity due to the receipt of a
contingent equity funding commitment. The equity funding commitment was received
from a venture  capital  fund  controlled  by the chairman of the Company and is
only valid upon the  occurrence  of the delisting of the Common Stock or a Major
Transaction to fund a redemption by the Series B Holders. The commitment is only
valid while there are any shares of Series B Preferred Stock outstanding.

NOTE 10 - SEGMENT INFORMATION

The Company was  managed as two  operating  segments  during  2000:  the MedCare
Program and RxSheets.com.  All corporate,  selling,  administrative and overhead
expenses were included in the MedCare Program.


<PAGE>

                 ENTERPRISE TECHNOLOGIES, INC. AND SUBSIDIARIES
                 (formerly known as Medcare Technologies, Inc.)
                 NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
                           DECEMBER 31, 2001 AND 2000


<TABLE>
<CAPTION>

                                                      MedCare          RxSheets.
                                                      Program          com                Total
                                                      -----------      ---------          -----------
<S>                                                   <C>               <C>               <C>
  Revenues.................................           $   700,053       $           0     $      700,053
  Segment Loss...........................              (1,831,665)         (1,942,829)        (3,774,494)
  Total assets..............................              161,874             153,428            315,302
  Capital expenditures.................                    29,118             191,356            220,474
  Equipment write-off .................                   253,131                   0            253,131
  Depreciation and amortization....                        63,181              29,650             92,831

</TABLE>

During the last quarter of 2000,  the Company  discontinued  the  operations  of
RxSheets.com  due to its high  operating  costs.  The  loss of the  discontinued
segment was  $1,942,829.  Total  revenues were $2,500.  Total assets of $153,428
allocated to this segment consisted of computer hardware and software which were
leased on behalf of the Company's  subsidiary  RxSheets.com,  Inc.  During March
2001, the Company closed its offices,  the related equipment was returned to the
lessor and the net book value of the  equipment  of $153,428 was written off and
included in  discontinued  operations  for 2001.  There was no tax effect on the
transaction due to the Company's loss position.

NOTE 11 - RELATED PARTY TRANSACTIONS

During  2001,  the  Company's  Chairman and  majority  stockholder  advanced the
Company  $30,000 to help pay for operating  expenses,  which were repaid through
the issuance of common stock. Additionally,  general and administrative expenses
included  $149,500  for  management  fees  paid to the  Company's  Chairman  and
majority  stockholder  of which  $42,500 was paid in cash and  $107,000 was paid
through the issuance of common stock.  On December 31, 2001,  the Company issued
13,700,000  shares of the Company's common stock at $0.01 per share, or $137,000
to repay all amounts due to the Company's  Chairman and majority  stockholder at
December  31,  2001.  The Company  also  accepted a private  placement  from its
Chairman and majority  stockholder  as more fully  described in Note 7 above and
converted  its  Series B  preferred  stock  held by its  Chairman  and  majority
stockholder to common stock as more fully described in Note 9 above.

The  Company  also  paid  $40,000  to  one  of the  Company's  stockholders  for
consulting fees rendered.

<PAGE>

ITEM 9: DIRECTORS AND EXECUTIVE OFFICERS OF THE REGISTRANT

Set forth  below is certain  information  regarding  each of the  directors  and
officers of the Company:

RAY KRAUSS (Age 41) President  and Chief  Executive  Officer.  Mr. Krauss joined
Enterprise  Technologies  as National  Sales Manager in 1998 and was promoted to
Director of Sales.  In February  2000,  Mr.  Krauss  became the  Company's  Vice
President of Business  Development  and was appointed to the Company's  Board of
Directors as a Director and the Company's  President and Chief Executive Officer
in  November  2000.  Mr.  Krauss  has  over 15 years  of  sales  and  management
experience in the healthcare industry.

HARMEL S. RAYAT, (Age 40). Chairman, Director. Mr. Rayat has been in the venture
capital  industry  since 1981.  Between  January 1993 and April 2001,  Mr. Rayat
served as the president of Hartford Capital Corporation, a company that provides
financial  consulting  services to emerging growth  corporations.  Since January
2002, Mr. Rayat has been president of Montgomery Asset Management Corporation, a
privately held firm providing  financial  consulting services to emerging growth
corporations.  Mr. Rayat is also a Director of Entheos Technologies,  Inc., Zeta
Corporation and Innotech Corporation.  Mr. Rayat has served as a Director of the
Company since December 4th , 2000.

HARVINDER DHALIWAL,  (Age 40) Director,  Secretary Treasurer. Mr Dhaliwal is the
President  and CEO of Sight & Sound Ltd.,  a retail  audio video  concern  since
1985.  Mr.  Dhaliwal is also a Director of Zeta  Corporation.  Mr.  Dhaliwal has
served as a Director and as the Company's Secretary and Treasurer since March 1,
2001.

Section 16(a) Beneficial Ownership Reporting Compliance

Section 16(a) of the Securities  Exchange Act of 1934, as amended (the "Exchange
Act"), requires the Company's directors,  officers and persons who own more than
10 percent of a registered  class of the Company's  equity  securities,  to file
reports of ownership and changes in ownership  with the  Securities and Exchange
Commission ("the Commission").  Directors,  officers and greater than 10 percent
beneficial owners are required by applicable  regulations to furnish the Company
with  copies of all forms  they file with the  Commission  pursuant  to  Section
16(a).  Based  solely upon a review of the copies of the forms  furnished to the
Company,  the Company  believes that during fiscal 2001 the Section 16(a) filing
requirements  applicable  to its  directors  and  executive  officers  were  not
satisfied.

<PAGE>

ITEM 10: EXECUTIVE COMPENSATION

Remuneration and Executive Compensation

The following  table shows,  for the three-year  period ended December 31, 2001,
the cash compensation paid by the Company, as well as certain other compensation
paid for such year, to the Company's Chief  Executive  Officer and the Company's
other most highly  compensated  executive  officers.  Except as set forth on the
following  table, no executive  officer of the Company had a total annual salary
and bonus for 2001 that exceeded $100,000.
<TABLE>
Summary Compensation Table
<CAPTION>
                                                                        Securities
                                                                        Underlying
Name and                                                                Options       All Other
Principal Position           Year    Salary      Bonus      Other       Granted       Compensation
------------------           ----    ------      -----      -----       -------       ------------
<S>                          <C>     <C>           <C>        <C>          <C>            <C>
Ray Krauss                   2001    $30,037       $0         $0           0              $0
CEO, President, Director     2000    $98,100       $0         $0           0              $0
                             1999   $102,900       $0         $0           0              $0



Harmel S. Rayat*             2001   $149,500       $0        $0           0              $0
Chairman, Director           2000         $0       $0        $0           0              $0
                             1999         $0       $0        $0           0              $0


Harvinder Dhaliwal           2000         $0       $0        $0           0              $0
Secretary, Treasurer,        1999         $0       $0        $0           0              $0
Director                     1998         $0       $0        $0           0              $0

</TABLE>

*During  2001,  the  Company's  Chairman and majority  stockholder  advanced the
Company  $30,000 to help pay for operating  expenses,  which were repaid through
the issuance of common stock. Additionally,  general and administrative expenses
included  $149,500  for  management  fees  paid to the  Company's  Chairman  and
majority  stockholder  of which  $42,500 was paid in cash and  $107,000 was paid
through the issuance of common stock.

Stock Option Grants in 2001

Shown below is further information regarding employee stock options awarded
during 2001 to the named officers and directors:

<TABLE>
<CAPTION>
                           Number of     % of Total
                           Securities    Options
                           Underlying    Granted to     Exercise    Expiration
Name                       Options       Employees      Price       Date
----                       -------       ---------      -----       ----
<S>                        <C>           <C>            <C>         <C>
None

</TABLE>

ITEM 11: SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT

The following table sets forth, as of March 15th, 2002, the beneficial ownership
of the  Company's  Common Stock by each  director and  executive  officer of the
Company and each person known by the Company to beneficially own more than 5% of
the  Company's  Common  Stock  outstanding  as of such  date  and the  executive
officers and directors of the Company as a group.

<TABLE>
<CAPTION>
                                                   Number of Shares
Person or Group                                    of Common Stock           Percent
---------------                                    ---------------           -------
<S>                                                <C>                       <C>
Harmel S. Rayat (1)                                113,931,900                 92.28%
216-1628 West First Avenue
Vancouver, B.C.  V6J 1G1 Canada

Ray Krauss (2)                                          90,000                   .07%
216-1628 West First Avenue
Vancouver, B.C.  V6J 1G1 Canada

Harvinder Dhaliwal                                           0                     0%
216-1628 West First Avenue
Vancouver, B.C.  V6J 1G1 Canada

Directors and Executive Officers                   114,021,900                 92.35%
as a group (3 persons)

</TABLE>

(1)  Includes  30,300  shares  held  by  Tajinder  Chohan,   Mr.  Rayat's  wife.
Additionally,  other  members of Mr.  Rayat's  family  hold  shares.  Mr.  Rayat
disclaims  beneficial ownership of the shares beneficially owned by his wife and
other family members.

(2) Includes 90,000 shares which may be acquired pursuant to options granted and
exercisable under the Company's stock option plans.

<PAGE>

ITEM 12: CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS

During  2001,  the  Company's  Chairman and  majority  stockholder  advanced the
Company  $30,000 to help pay for operating  expenses,  which were repaid through
the issuance of common stock. Additionally,  general and administrative expenses
included  $149,500  for  management  fees  paid to the  Company's  Chairman  and
majority  stockholder,  of which  $42,500 was paid in cash and $107,000 was paid
through the issuance of common stock.

On November 29, 2000, the Company  repurchased all of the  outstanding  Series B
Convertible   Preferred   Stock  (81.5  shares)  from  the  Series  B  Preferred
Shareholders  at $1,366  per share,  or  $111,329.  During  December  2000,  the
Chairman  of the Company  bought  these same  shares and  related  warrants  for
$111,329  and by letter of  agreement  dated  January 4, 2001,  agreed to buy an
additional 800,000 restricted common shares at $0.05 per share, or $38,671,  and
granted the Chairman  4,000,000 share purchase warrants to acquire common shares
of the Company at $0.05 per share,  expiring  January 10, 2005. The  transaction
was  approved by the Board of  Directors.  On December  31,  2001,  the Chairman
converted all of the Series B preferred stock at $0.01 per share and the Company
issued  94,401,600 shares of common stock. The conversion price was based on the
average of the 10 lowest  closing bid prices in the 40 trading days  immediately
preceding the date of notice.

On March 1, 2001,  the Company  accepted a private  placement of $150,000 from a
director and majority shareholder of the Company. The private placement involved
the  issuance  of  3,000,000  restricted  common  shares  at $0.05 per share and
3,000,000 purchase warrants to acquire common shares of the Company at $0.05 per
share until March 1, 2005.

On December 31, 2001,  the Company  issued  13,700,000  shares of the  Company's
common  stock at $0.01 per share,  or  $137,000  to repay all amounts due to the
Company's Chairman and majority stockholder at December 31, 2001.

The  Company  also  paid  $40,000  to  one  of the  Company's  stockholders  for
consulting fees rendered.

The Company's  office is located at Suite 216, 1628 West 1st Avenue,  Vancouver,
BC, V6J 1G1.  These  premises are owned by Tajinder  Chohan and Kundan S. Rayat,
the wife and  father,  respectively,  of the  Company's  President  and CEO.  At
present, the Company pays no rent.

PART IV

ITEM 13: EXHIBITS AND REPORTS ON FORM 8-K

The exhibits listed in the  accompanying  index to exhibits are filed as part of
this Annual Report on Form 10KSB.

There were no Form 8-Ks filed during the Company's fourth fiscal quarter.

                                   SIGNATURES

Pursuant to the  requirements  of Sections  13 or 15 (d) of the  Securities  and
Exchange Act of 1934, the Registrant has duly caused this Report to be signed on
its behalf by the  undersigned,  thereunto  duly  authorized on this 15th day of
March, 2002.

                                                   ENTERPRISE TECHNOLOGIES, INC.

                                                                  /s/ Ray Krauss
                                                              ------------------
                                                                  By: Ray Krauss
                                                               CEO and President


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 capacities and on the dates indicated.



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

/s/ Harmel S. Rayat             Director and Chairman             March 15, 2002
-------------------             ---------------------             --------------
Harmel S. Rayat


/s/ Harvinder Dhaliwal          Director, Secretary/Treasurer     March 15, 2002
---------------------           -----------------------------     --------------
Harvinder Dhaliwal