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

                                   FORM 10-KSB
 (Mark One)

/X/  Annual report under section 13 or 15(d) of the  Securities  Exchange Act of
     1934 for the fiscal year ended December 31, 2000.
/ /  Securities   Exchange   Act  of  1934  for  the   transition   period  from
     ___________________ to ________________________.

Commission file number 0-28363

                        Inet Commerce Conduit Corporation
                 (Name of Small Business Issuer in Its Charter)


            Florida                                         65-05830
-------------------------------                  -------------------------------
(State or Other Jurisdiction of                  (I.R.S. Employer Identification
  Incorporation or Organization)                             Number)

615 Mount Pleasant Road, Suite 318, Toronto, Ontario, Canada            M453C5
      (Address of Principal Executive Offices)                        (Zip Code)

                                 (416) 482-3191
                            Issuer's Telephone Number

Securities to be registered pursuant to Section 12(b) of the Act:
         (Title of class)                   Name of exchange on which registered
             None

Securities to be registered under Section 12(g) of the Act:
                                    $.001 Per Share Par Value Common Stock

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

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

The revenue for its most fiscal year was $0.00.

The aggregate market value of the Issuer's common stock held non-affiliates as
of March 6, 2001 (valued at the last sale price) was $22,928,800.
Issuer.

The Issuer has never been involved in bankruptcy proceedings.

The number of shares  outstanding  of each of the  Issuer's  common  stock as of
March 6, 2001 was 6,517,200.

Documents incorporated by reference. There are no: (1) annual report to security
holders;  (2)  proxy or  information  statements;  or (3) any  prospectus  filed
pursuant to Rule 424(b) or (c) of the Securities Act of 1933 ("Securities  Act")
incorporated by reference herein.

                     Traditional Small Business Disclosures
                               Format (Check one):
                                 Yes  X  No
                                     ---   ---
<PAGE>



                                     PART I

The Issuer, Inet Commerce Conduit Corp., a Florida corporation, is electing to
furnish the information required by Items 6-12 of Model B of Form 1-A under
Alternative 2 of Form 10-SB.

Item 1A.  Company Risk Factors.
--------  --------------------

     The Issuer and its outstanding securities are subject to risks including
those set out in this Item 1A.

     We are entering into a new business and have no present clients or revenue.
The Issuer is initiating operations into a new business of acting as a business
and financial consultant to, or investing in, new or emerging business engaged
in an Internet related enterprise. The Issuer presently has no clients or any
source of significant revenue. Unless its efforts to develop the new business
are successful, the Issuer will have to acquire additional capital or cease
operations.

     We will need additional capital to be able to make venture capital
investments in developing Internet companies. The Issuer does not presently have
sufficient capital to make material investments in new or emerging Internet
ventures. To be able to implement this portion of its business plan, it will
have to develop such capital from revenue or acquire additional investment
capital. There is no assurance the Issuer will have any future operating
revenue; and there are no arrangements for or assurances of any additional
capital.

     We will have to develop a consulting and management team to be able to
service any future business. The Issuer's only present employee is its
President. To be able to adequately service any future clients and business it
may acquire, the Issuer will have to develop an adequate team of consultants or
employees. The Issuer is presently in discussions with prospective consultants
experienced in the requisite areas.

     The cost of maintaining the registration of our stock under Section 12(g)
of the Securities Exchange Act will continue our overhead and asset depletion.
The cost of complying with the reporting requirements created by registration of
our common stock will materially increase the Issuer's administrative overhead
and accelerate the depletion of its assets.

     We have no present arrangements to acquire any additional capital needed to
continue our existence. The Issuer has no present arrangement under which it
might acquire any additional capital needed to continue its existence. There is
no assurance that it will be able to develop any such capital source.

     We have no assurance that any business combination or asset acquisition we
might make will be successful. There is no assurance that any business
combination or asset acquisition entered into by the Issuer will result in
successful income producing operations.

Item 1.  Description of the Business
-------  ---------------------------
(Item 6 of Model B of Form 1A)

     The Issuer was organized on September 20, 1996 as a Florida corporation
named Cosmetics Consultants Corporation. Its name was changed to Lomillo
Consultants Corp. on November 25, 1996 and then to Inet Commerce Conduit Corp.
on July 17, 1997. On July 17, 1997 the Issuer also completed a reorganization in
which its then outstanding 1,034,4000 shares of Common Stock were reverse split
into 517,200 shares on the basis of one new share for each two old shares. All
references to outstanding Common Stock contained herein have been adjusted to
reflect this reverse stock split.

     The Issuer was formed to provide advice and sales support services to
retail sellers of cosmetic products. These services involved staff training,
in-house promotions, mail order sales programs and arrangement of joint
promotions between the cosmetic suppliers and the retail sellers, all designed
to increase the retailer's cosmetic sales.

                                       1
<PAGE>


         In September of 1996, the Issuer sold 500,000 shares to its then
President and director for $10,000.00. During the period from October of 1996
through February, the Issuer sold an additional 17,200 shares of Common Stock at
$0.30 per share for total proceeds of $5,160.00. These shares were sold pursuant
to the exemption from the registration requirements of Section 5 of the
Securities Act of 1933 provided in Rule 504 of Regulation D adopted under that
Act.

     The issuer continued to pursue the marketing of its sales development and
support services to retailers of cosmetic products through 1997 without material
results.

     From February 10, 1999 through April 1, 1999, the Issuer sold 6,000,000
shares of its Common Stock at $.05 per share for total proceeds of $300,000.00.
These shares were sold pursuant to the exemption from the registration
requirements of Section 5 of the Securities Act of 1933 provided in Rule 504 of
Regulation D adopted under that Act.

     In September of 1999, the Issuer terminated its efforts to market its sales
and support services to retailers of cosmetic products, due to a lack of sales.
In November of 1999, Paul H. Stone, President of the Issuer, became its sole
officer and director. Mr. Stone was so engaged to initiate the Issuer's
activities in its new business venture related to the Internet. The Issuer acts
as a consultant to Internet related enterprises that are seeking capital. It
may, in the future, act as a venture capital firm and make direct investments in
Internet companies

     The Issuer is presently negotiating consulting arrangements with
experienced venture capitalists, investment bankers, systems analysts and
technical Internet consultants to put together a team able to evaluate and
assist emerging Internet companies and introduce them to potential capital
sources. The Issuer will only be paid for its services if its client is
successful in acquiring capital. The Issuer's activities will include: (i)
reviewing and evaluating the client's business plan, business operations,
personnel and facilities; (ii) advising the client as to its business and
capital structure; (iii) assisting the client in developing information and
documentation on its company, operations and an investment therein; and (iv)
introducing the client to capital sources interested in an investment in such a
business venture. The Issuer may take steps to facilitate negotiations between a
client and prospective capital sources; but will not engage in selling
activities as such.

     During the year 2000 the Issuer established virtual offices in Toronto,
Ontario, Canada; Dublin, Ireland; Iceland and Melbourne, Victoria, Australia. At
these facilities the Issuer has telephone answering facilities and the use of
office and conference facilities on an as-needed basis. It also has a web page
on the Internet at www.iNetCCC.com.

         If sufficient capital becomes available to the Issuer, it may also
acquire and hold direct venture capital investments in Internet related
companies it has evaluated. There are no present arrangements under which the
Issuer can acquire such capital, nor any assurance that such capital will become
available. It is the present intention of the Issuer, that most venture capital
investments will result in the Issuer holding a majority voting interest in the
company in which the investment is made and to otherwise conduct its operations
so that the Issuer does not become an Investment Company under the Investment
Company Act of 1940.


Item 2.  Description of Property
-------  -----------------------
(Item 7 of Model B of Form 1A)

     The Issuer has no materially important physical properties. Its only
material assets are its cash or cash equivalents which were approximately
$98,571.00, as of December 31, 2000.

     The Issuer's present operations are conducted at the residence office of
its President and through the use of a mail drop at 615 Mount Pleasant Road,
Suite 318, Toronto, Ontario, Canada M4S3C5. The Issuer's President has not

                                       2

<PAGE>


previously and will not in the future charge the Issuer for its use of these
facilities. The Issuer has three virtual offices at which its telephone is
answered and it has availability to other office facilities. These facilities
are rented in a month-to-month basis. Information on these facilities is as
follows:

                                                     Approximate
        Address and Telephone                    Monthly Rent (US $)
        ---------------------                    -------------------

        1 Upper Merrion Street                          $221.61
        Dublin 2, Ireland
        Tel. 353-1-618-2075

        Level 5, II Queen's Road                        $121.81
        Melbourne, Victoria
        3004 Australia
        Tel. 61-3-8530-7058

        20 Bay Street                                   $75.00
        Suite 1200
        Toronto, Ontario M5J 2N8


Item 3.  Directors, Executive Officers and Significant Employees.
-------   -------------------------------------------------------
(Item 8 of Model B of Form 1A)

     The following table sets forth information regarding the sole director and
executive officer of the Company.

                                                                   Beginning
                                                                       of
         Name               Age               Positions               Term
         ----               ---               ---------             ---------

         Paul H. Stone      42         President and Director          11/99


     Paul H. Stone became the President and sole director if the Issuer on
November 1, 1999. From 1980 to 1997, Mr. Stone was a "money market" broker for
various companies working in monetary and securities transactions between banks
and investment banking firms in Toronto, Canada. These employers and employment
periods were: (I) 1980-1983 / Euro-Brokers Harlow, Ltd.; (ii) 1983-1988 / Prebon
Yamane; (iii) 1988-1989 / Garvin, Guy, Butler; (iv) 1989-1993 / Prebon Yamane;
(v) 1993-1995 / Tullet and Tokyo Forex, Inc.; and (vi) 1995-1997 / Contor
Fitzgerald. From 1997 to May of 1999, Mr. Stone operated his own company,
Protective Products in Toronto, Ontario. That company was engaged in importing
into Canada and distributing skin care products.

     It is anticipated that as the activities of the issuer increase in its new
business, additional officers, directors and employees will be appointed or
employed. The identity of such persons in not now known.

Item 4.  Remuneration of Directors and Officers.
-------  ---------------------------------------
(Item 9 of Model B to Form 1A)

     Information with respect to the only remuneration paid to any of the
officers and directors of the Issuer during the year 2000 is as follows:

2000           Paul H. Stone          Administrative Fee         $2,750.00

     Paul H. Stone receives a salary at a rate of $250.00 per month. If the
Issuer's business develops and it begins to generate revenue, the salary may be
increased in an amount not now determinable.

                                       3

<PAGE>


Item 5.  Security Ownership of Management and Certain Securityholders.
-------  -------------------------------------------------------------
(Item 10 to Model B of Form 1A)

The following table sets forth information as of February 27, 2001 with respect
to the ownership of the Issuer's Common Stock by its sole officer and director,
and any person owning more than 10% of the Issuer's Common Stock:

Title of                    Name and              Number of            Percent
  Class                 Address of Owner         Shares Owned          of Class
---------               ----------------         ------------          --------

Common Stock            Paul H. Stone               785,000              12.0%
                        10 Elm Road
                        Toronto, Ontario M5M 3T2
                        Canada

     There are no outstanding options, warrants or other rights to acquire
shares of the Issuer's Common Stock.


Item 6.  Interest of Management and Others in Certain Transactions.
-------  ----------------------------------------------------------
(Item 11 to Model B of Form 1A)

     In April of 1999, Hatchment Holdings, Inc., an Ontario corporation wholly
owned by the then President and sole director of the Issuer purchased 300,000
shares of its Common Stock for $0.05 per share. In addition, Wellington Cooke
Gallery, a company wholly owned by the then Secretary of the Issuer, also
purchased 300,000 shares at $0.05 per share. These shares were purchased in an
offering made by the Issuer under Rule 504 of Regulation D adopted under the
Securities Act of 1933. They were purchased on the same terms and conditions as
the non-affiliated purchasers in the offering.

     During the year 1999 the Issuer reimbursed Hatchment Holdings, Inc. $10,000
for legal fees of the Issuer which had been advanced by Hatchment. During 1999,
it also reimbursed Wellington Cooke Gallery $3,500 for printing expenses of the
Issuer for its Internet web site which had been advanced by Wellington Cooke.

     In May of 1999, the Issuer loaned Hatchment Holdings, Inc. $70,000 on an
unsecured demand loan. The loan was repaid in October of 1999 in full together
with $2,041.00 in interest.

     The Issuer paid its President salary of $1,500 during 1999. It paid
consulting fees of $15,000 each to Hatchment Holdings, Inc. and Wellington Cooke
Gallery.

     During the year 2000, the Issuer paid its President a salary of $3,000. It
reimbursed Wellington Cooke Gallery $12,390 for expenses advanced to the Issuer
on the Internet web site.

Item 7.  Description of Securities.
-------  -------------------------
(Item 12 of Model B of Form 1A)

     The Issuer's authorized capitalization consists of 50,000,000 shares of
$.001 par value common stock ("Common Stock"). As of February 27, 2001, there

                                       4

<PAGE>


were 6,517,200 shares of Common Stock outstanding and there are no outstanding
options, warrants or other rights to acquire shares of Common Stock. Under
applicable Florida law and its Articles of Incorporation, the Issuer's Board of
Directors may issue additional shares of its stock to bring its outstanding
stock up to the total amount of authorized Common Stock without approval of its
shareholders.

     On July 18, 1997 the Issuer completed a recapitalization in which its them
outstanding 1,034,400 shares of Common Stock were reverse split on the basis of
one new share for each two old shares. Thus the then outstanding 1,034,400
shares became 517,200 shares. All references to outstanding Common Stock
contained in this Form 10-SB have been adjusted to give effect to this reverse
stock split.

     The shares of Common Stock currently outstanding are fully paid and
non-assessable. The holders of Common Stock do not have any preemptive rights to
acquire shares of any capital stock of the Company. In the event of liquidation
of the Company, assets then legally available for distribution to the holders of
Common Stock (assets remaining after payment or provision for payment of all
debts and of all preferential liquidation payments to holders of any outstanding
Preferred Stock) will be distributed in pro rata shares among the holders of
Common Stock and the holders of any outstanding Preferred Stock with liquidation
participation rights in proportion to their stock holdings.

     Each stockholder is entitled to one vote for each share of Common Stock
held by such shareholder. A quorum for a meeting of the stockholders is one-half
of the shares of capital stock entitled to vote at that meeting. There is no
right to cumulate votes for the election of directors. This means that holders
of more than 50% of the shares voting for the election of directors can elect
100% of the directors if they choose to do so; and, in such event, the holders
of the remaining shares voting for the election of directors will not be able to
elect any person or persons to the Board of Directors.

     Holders of Common Stock are entitled to dividends when, and if, declared by
the Board of Directors out of funds legally available therefore; and then, only
after all preferential dividends have been paid on any outstanding Preferred
Stock. The Company has not had any earnings and it does not presently
contemplate the payment of any cash dividends in the foreseeable future.

     The Issuer's Common Stock does not have any mandatory redemptive
provisions, sinking fund provisions or conversion rights.


                                       5

<PAGE>


                                     PART II


Item 1.  Market Price of and Dividends on the Registrant's Common Equity and
         Other Related Shareholder Matters.
         -------------------------------------------------------------------

     The Issuer's Common Stock has been quoted on the OTC Bulletin Board under
the symbol ICMC from May 1997 to October 22, 1999 and from June of 2000 to the
present. To the knowledge of the Issuer there have been very few trading
transactions in its Common Stock

     The following table sets forth high and low bid prices of the Common Stock
on the OTC Bulletin Board for the periods indicated. The bid prices represent
prices between dealers, which do not indicate retail markups, markdowns or
commissions and the bid prices may not represent actual transactions:

     Quarter Ending:                             High               Low
     --------------                              ----               ---

     January - March, 1999                       4                  1/2
     April - June, 1999                          4 13/16            11/16
     July - September, 1999                      4 13/16            11/16
     October - December, 1999                    5                  11/16
     January - March, 2000                       --                 --
     April - June, 2000                          5                  3 3/4
     July - September, 2000                      5 1/4              3 3/4
     October - December, 2000                    6 1/4              5 1/2

     The number of record holders of Common Stock of the Issuer at February 29,
2000 was 101. Additional owners of the Common stock hold their shares at street
name with various brokerage and depository firms (there are three such firms
included in the list of record owners).

     The holders of Common Stock are entitled to receive dividends as may be
declared by the Board of Directors out of funds legally available therefore. The
Issuer had never had any material earnings and does not presently have any
capability to generate any such earnings. The Issuer has never declared any
dividend. It does not anticipate declaring and paying any cash dividend in the
foreseeable future. See Item 7 in Part I.

Item 2.  Legal Proceedings.
-------  ------------------

     Neither the Issuer nor any of its property is a party or subject to any
pending legal proceeding. The Issuer is not aware of any contemplated or
threatened legal proceeding against it by any governmental authority or other
party.

Item 3.  Changes in and Disagreements with Accountants.
-------  ----------------------------------------------

     No principal independent accountant of the Issuer or any subsidiary thereof
has ever resigned, been dismissed or declined to stand for re-election.

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

     No matters were submitted during the calendar quarter ending December 31,
2000 to a vote of securities holders through the solicitation of proxies or
otherwise.

Item 5.  Compliance with Section 16(a) of the Exchange Act.
-------  --------------------------------------------------

     All Form 3, 4 and 5 required to be filed by any reporting person with
respect to the Common Stock of the Issuer for the year ended December 31, 2000
were timely filed.


Item 6.  Reports on Form 8-K.
-------  --------------------

     The Issuer was not required to and did not file any reports on Form 8-K for
the calendar quarter ended December 31, 2000.



                                       6
<PAGE>

                                    PART F/S


                          INET COMMERCE CONDUIT CORP.

                              FINANCIAL STATEMENTS


                               TABLE OF CONTENTS

                                                                           Page
                                                                           ----
For the Year Ended December 31, 2000:
-------------------------------------

     Independent Auditor's Report.......................................   F-2

     Balance Sheets - December 31, 2000 and 1999........................   F-3

     Statement of Operations for the years ended
       December 31, 2000 and 1999.......................................   F-4

     Statement of Stockholders' Equity for the years ended
       December 31, 2000 and 1999.......................................   F-5

     Statement of Cash Flows for the years ended
       December 31, 2000 and 1999.......................................   F-6

     Notes to Financial Statements......................................   F-7



                                      F-1
<PAGE>



                             BARRY I. HECHTMAN, P.A.
                           Certified Public Accountant

                                    Member of
                     Florida and American Institute of CPAs
                  Private Comapnies and Sec Practice Sections


8100 SW 81 Drive                                       Telephone: (305) 270-0014
Suite 210                                                    Fax: (305) 598-3695
Miami Florida, 33143-6603                               email: bihcpa123@aol.com



                          INDEPENDENT AUDITOR'S REPORT

To the Board of Directors and Stockholders
 of Inet Commerce Conduit Corp.

We have audited the balance sheet of Inet Commerce Conduit Corp. (a Florida
corporation) as of December 31, 2000 and 1999, and the related statements of
operations, retained earnings, and cash flows for the year 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 audit.

We conducted our audit in accordance with auditing standards generally accepted
in the United States of America. 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 audit provides a
reasonable basis for our opinion.

In our opinion, the financial statements referred to above present fairly, in
all material respects, the financial position of Inet Commerce Conduit Corp. as
of December 31, 2000 and 1999, and the results of its operations and its cash
flows for the year then ended in conformity with accounting principles generally
accepted in the United States of America.




/s/ Barry I Hechtman, P.A.
Barry I Hechtman, P.A.
Miami, FL

March 1, 2001


                                      F-2
<PAGE>


                           Inet Commerce Conduit Corp.
                                 Balance Sheets
                          (A Development Stage Company)
                           December 31, 2000 and 1999


                                                           2000          1999

                                       ASSETS


  Cash                                                    166,689       221,415
  Deposits                                                  6,750         6,750
                                                        ---------     ---------
TOTAL ASSETS                                            $ 173,439     $ 228,165
                                                        =========     =========


                                 LIABILITIES AND
                              STOCKHOLDERS' EQUITY


LIABILITIES:
  Accounts Payable - Trade                              $     900     $      83
                                                        ---------     ---------
      TOTAL LIABILITIES                                 $     900     $      83


STOCKHOLDERS' EQUITY
  Common stock - par value $.001,
    authorized 50,000,000 shares;
    issued and outstanding
    6,517,200 shares                                        6,517         6,517
  Additional Paid-in Capital                              308,643       308,643
  Accumulated Deficit                                    (142,621)      (87,078)
                                                        ---------     ---------
      TOTAL STOCKHOLDERS' EQUITY                          172,539       228,082
                                                        ---------     ---------

TOTAL LIABILITIES AND
  STOCKHOLDERS' EQUITY                                  $ 173,439     $ 228,165
                                                        =========     =========





















                    See accompanying notes & accountants' report

                                      F-3

<PAGE>

                           Inet Commerce Conduit Corp.
                            Statements of Operations
                          (A Development Stage Company)
                     Years Ended December 31, 2000 and 1999


                                                     2000               1999

REVENUES:
  Interest Income                                $         0        $     2,014
                                                 -----------        -----------
    TOTAL REVENUES                                         0              2,014


EXPENSES
    DEVELOPMENT STAGE EXPENSES                       (55,545)           (56,843)
                                                 -----------        -----------

      NET LOSS                                   ($   55,545)       ($   54,829)
                                                 ===========        ===========

         NET LOSS PER SHARE                      ($     .009)       ($     .011)
                                                 ===========        ===========

      WEIGHTED AVVERAGE COMMON
             SHARES OUTSTANDING                    6,517,200          5,017,200
                                                 ===========        ===========



































                    See accompanying notes & accountants' report

                                      F-4
<PAGE>
<TABLE>
<CAPTION>

                                            Inet Commerce Conduit Corporation
                                       Statement of Changes in Stockholders' Equity
                                      For the Years Ended December 31, 2000 and 1999


                                                 Common Stock
                                                Par Value $.001           Additional                            Total
                                          -------------------------        Paid-In         Retained         Stockholders'
                                           Shares           Amount         Capital         Earnings             Equity
                                          --------         --------       ----------      -----------       -------------
 <S>                                     <C>                <C>           <C>              <C>                <C>
Balance at January 1, 1998                 517,200          $  517        $ 14,643         $ (32,249)         $ (17,089)

Common stock issued in connection
 with 504 offering                       6,000,000           6,000         294,000                              300,000

Net Loss 1999                                                                                (54,827)           (54,827)
                                         ------------------------------------------------------------------------------

Balance at December 31, 1999             6,517,200           6,517         308,643           (87,076)           228,084

Net Loss 2000                                                                                (55,545)           (55,545)
                                         ------------------------------------------------------------------------------

Balance at December 31, 2000             6,517,200          $6,517        $308,643         $(142,621)          $172,539
                                         ==============================================================================








                                        See accompanying notes & accountants' report
</TABLE>

                                                             F-5

<PAGE>
<TABLE>
<CAPTION>

                              Inet Commerce Conduit Corp.
                               Statements of Cash Flows
                    For the Years Ended December 31, 2000 and 1999

                                                          2000                  1999
                                                          ----                  ----
<S>                                                    <C>                  <C>
Cash flows from operating activities:
  Net Loss                                             ($ 55,545)           ($ 54,827)
  Adjustments to reconcile net loss to net
    cash provided by operating activities:
    Deposits                                                   0               (6,750)
    Accounts Payable                                         817              (17,006)
                                                       ---------            ---------
  Net cash utilized by operating activities              (54,728)             (78,583)

Cash flows from investing activities:
  Net cash utilized by investing activities                    0                    0

Cash flows from financing activities:
    Proceeds from issuance of common stock                     0              300,000
                                                       ---------            ---------
  Net cash provided from financing activities                  0              300,000
                                                       ---------            ---------
Net Increase in Cash                                     (54,728)             221,417

Cash & Cash Equivalents balance at January 1,            221,417                    0
                                                       ---------            ---------
Cash & Cash Equivalents balance at December 31,          166,689              221,417
                                                       =========            =========
</TABLE>





















                 See accompanying notes and accountants' report


                                      F-6
<PAGE>


Inet Commerce Conduit Corp.
(A Development Stage Company)
 Notes to the Financial Statements

NOTE 1 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

Business and Organization
-------------------------

Inet Commerce Conduit Corp. (the "Company"), a development stage company, was
incorporated in the State of Florida on September 20, 1996 as Cosmetics
Consultants Corp. for the purpose of marketing sales and support services to
retailers of cosmetic companies. In November of 1999 the Company changed its
activities to acting as a consultant to internet related enterprises that are
seeking capital.

On November 25, 1996, Cosmetics Consultants Corp. changed its name to Lomillo
Consultants Corp.

On July 17, 1997, the Company amended and restated its articles of
incorporation and changed its name to Inet Commerce Conduit Corp.

Development Stage
-----------------

The Company has operated as a development stage enterprise since its inception
by devoting substantially all its efforts to the ongoing development of the
Company.

Accounting Method
-----------------

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

Loss per Share
--------------

The computation of loss per share of common stock is based upon the weighted
average common shares outstanding during each period.

NOTE 2 - DEPOSITS

This represents an amount deposited on November 15, 1999 with a bank for a
secured corporate credit card with a credit limit of $5,000. The deposit must be
kept in the account for twelve months not to forfeit the deposit. The deposit
can be returned any time after the initial twelve months provided the request is
made in writing and there is no balance outstanding on the account. Should any
balance be outstanding, the deposit would be applied against the balance due and
the remainder would be refunded to the Company. As of December 31, 2000 and 1999
the balance due on the card was $0.

NOTE 3 - STOCKHOLDER'S EQUITY

The Company had the following classes of capital stock as of December 31, 1999
and 2000:

Common stock, $0.001 par value; authorized 50,000,000 shares; issued and
outstanding 6,517,200 shares at December 31, 1999 and 2000.


                                      F-7
<PAGE>


NOTE 4 - RESEARCH AND DEVELOPMENT

Research and development cost related to future products are charged to
development stage expenses as incurred. The Company recognized research and
development costs of $20,060 and $0 in 2000 and 1999.

NOTE 5 - GOING CONCERN

The Company's financial statements are prepared using the generally accepted
accounting principles applicable to a going concern, which contemplates the
realization of assets and liquidation of liabilities in the normal course of
business. However, the Company has no current source of revenue. Without
realization of additional capital, it would be unlikely for the Company to
continue as a going concern. It is management's intention to seek additional
capital through a merger with an existing operating company and raising capital.

NOTE 6 - CAPITAL STOCK ACTIVITY

During the three months ended March 31, 1999 the Company completed a private
offering of 6,000,000 shares of common stock at a price of $0.05 per share.
Gross proceeds related to the offering were $300,000 and selling expenses
associated with the offering were $12,868.

NOTE 7 - INCOME TAXES

For financial reporting purposes, a valuation allowance of $28,246 has been
recognized to offset the net deferred tax assets related to these carryforwards
and other deferred tax assets since realization of any portion of the Company's
deferred tax asset is not considered to be more likely than not.

Deferred income taxes reflect the net effects of temporary differences between
the carrying amounts of assets and liabilities for financial reporting purposes
and the amounts used for income tax purposes. Significant components of the
Company's deferred tax liabilities and assets are as follows:

                                              2000         1999

Deferred tax assets:
 Net operating loss carryforwards          $  7,825     $ 20,421
                                           --------     --------
 Total deferred tax assets                    7,825       20,421
 Valuation allowance for
   deferred tax assets                       (7,825)     (20,421)
                                           --------     --------
                                                  0            0
                                           ========     ========

NOTE 7 - RELATED PARTY TRANSACTIONS

The Company neither owns or leases any real property. Fees totaling $15,390 and
$45,000 have been paid to companies owned by shareholders during the years ended
December 31, 2000 and 1999 for administrative fees, consulting services rendered
and, expenses paid on behalf of the Company. The officers and directors of the
Company are involved in other business activities and may, in the future, become
involved in other business opportunities.


                                      F-8
<PAGE>


                                 PART III

1.  Index to Exhibits
    -----------------

       Exhibit No.               Description of Exhibits
       -----------               -----------------------
       2(a)                      Issuer's    Amended   and   Restated
                                 Articles of  Incorporation  filed as
                                 Exhibit   2(a)   to   the   Issuer's
                                 Registration Statement on Form 10-SB
                                 is  hereby  incorporated  herein  by
                                 this reference.

       2(b)                      Issuer's  Bylaws  filed  as  Exhibit
                                 2(b)  to the  Issuer's  Registration
                                 Statement  on Form  10-SB is  hereby
                                 incorporated    herein    by    this
                                 reference.




                                   SIGNATURES

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

                                 INET COMMERCE CONDUIT CORP.

                                 By:      /s/ Paul H. Stone
                                       -----------------------------------------
                                          Paul H. Stone, President and principal
                                          Executive, Financial and Accounting
                                          Officer and Sole Director

                                 Date:    March 6, 2001
                                       -----------------------------------------




     Supplemental information to be furnished With Reports Filed Pursuant to
           Section 15(d) Of the Exchange Act by Non-reporting Issuers


     No annual report, proxy statement, proxy form or other proxy soliciting
material was sent to the Issuer's securities holders for or during the year
2000; nor is any such material to be sent to them subsequent to the filing of
this Form 10-KSB.


                                       7