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

                                   FORM 10-KSB

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

                   For the fiscal year ended December 31, 2000

                          Commission File No. 000-26111

                    SUMMIT NATIONAL CONSOLIDATION GROUP, INC.

              Delaware                                  76-0544385

                             3011 Isabella, Suite B
                                Houston, TX 77004
                                 (713) 554-2244

      Securities registered under Section 12 (b) of the Exchange Act: NONE
        Securities registered under to Section 12(g) of the Exchange Act:
                                  Common Stock
                                (Title of class)

Check  whether  the issuer (1) filed all reports required to be filed by Section
13  or  15(d)  of  the  Securities  Exchange Act of 1934 during the preceding 12
months  (or  for  such shorter period that the Company was required to file such
reports),  and  (2) has been subject to such filing requirements for the past 90
days.
                                   Yes  X   NO
                                       ---     ---

Check  if  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 be
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
                    ---
Issuer's  revenues  for  its  most  recent  fiscal  year:   $1,291,799
                                                            ----------

State the aggregate market value of the voting and non-voting common equity held
by  non-affiliates computed by reference to the price at which the common equity
was  sold,  or  the average bid and asked price of such stock, as of a specified
date  within  the  past  60  days:  As  of  December  31,  2000:  $1,862,387.
                                                                  ----------

State the number of shares outstanding of each of the issuer's classes of common
equity,  as  of the latest practicable date:  As of December 31, 2000, they were
37,247,730  shares  of  the  Company's  common  stock  issued  and  outstanding.

Documents  Incorporated  by  Reference:  None


<PAGE>
                                TABLE OF CONTENTS
                          FORM 10 - KSB ANNUAL REPORT
                    SUMMIT NATIONAL CONSOLIDATION GROUP, INC.


                                                                            PAGE
Facing  Page
Index

PART I.
Item  1.     Description of Business                                           3
Item  2.     Description of Property                                           5
Item  3.     Legal Proceedings                                                 5
Item  4.     Submission of Matters to a Vote of Security Holders               5

PART II.
Item  5.     Market for the Registrant's Common Equity
                 And Related Stockholder Matters                               5
Item  6.     Management's Discussion and Analysis of Financial
                 Condition and Results of Operations                           6
Item  7.     Financial Statements                                              7
Item  8.     Changes in and Disagreements on Accounting and
                 Financial Disclosures                                         7

PART III
Item   9.    Directors, Executive Officers, Promoters and Control
                 Persons; Compliance with Section 16 (a) of The Exchange Act   7
Item 10.     Executive Compensation                                            8
Item 11.     Security Ownership of Certain Beneficial Owners
                 And Management                                                9
Item 12.     Certain Relationships and Related Transactions                    9

PART IV
Item  13.     Exhibits                                                         9

SIGNATURES                                                                    29


                                        2
<PAGE>
                                     PART I

ITEM  1.  DESCRIPTION  OF  BUSINESS

(Summit  or the Company) is a Houston; Texas based Consolidation Company that is
focused  on  acquiring  and  building  businesses.

We  were  incorporated  in  Delaware  in  1987  under the name Vending, Inc.  We
changed  our name to ComTech Consolidation Group, Inc. in May 1997 and to Summit
National  Consolidation  Group,  Inc.,  symbol  (SMNC)  in  November  2001.

Summit  National  Consolidation Group, Inc., f/k/a (ComTech Consolidation Summit
Group,  Inc.)  was  incorporated on July 13, 1987 under the laws of the State of
Delaware,  to  engage  in  any  lawful  corporate undertaking, including but not
limited  to  selected  mergers  and  acquisitions.  The  Company had been in the
development  stage  from  inception  until  August  12,  1997,  at which time it
acquired  all  of  the  capital  stock  of  Networks  On-Line,  Inc.,  a network
integrator and Internet service provider and began operations under its business
plan.  Networks  On-Line,  Inc. provides Internet access services to individuals
and  businesses  in  the  Houston,  Texas  area and provides website hosting and
Internet  consulting  on  a  nationwide  basis.

The  Company  business  is  the  acquisition  and  consolidation of the business
operations  of  small  companies.  It  combines these small entities into larger
organizations  that  can  take  advantage  of  their collective size and achieve
economies  of  scale.  To  date  the  Company has acquired and was consolidating
business  operations  in  two  industries,  Internet  services  and  Healthcare.

In  January of 1998, the Company formed a new wholly owned subsidiary named EISP
Corporation  (Enhanced  Internet  Service Provider), a Texas corporation. EISP's
mission  was  to  develop  market  enhanced  Internet  services,  i.e.  video
teleconferencing, faxing to be bundled with its standard Internet services.  The
Company  transferred  ownership  of  Networks On-Line, Inc. to EISP Corporation,
creating  a  full  Network  services  division.

In  February  of  1998,  the Company acquired Professional Management Providers,
Inc.  (PMP),  a  Baton  Rouge, Louisiana based corporation.  PMP is a management
consulting  company  for  home  health care providers, with customers located in
Texas  and  Louisiana.  PMP  was established as a subsidiary holding company for
acquisitions  of home health care agencies.  During 1998, PMP made a significant
amount  of  acquisitions  with annualized revenues of approximately $17 million.

In  April  1998,  the  Company  acquired  Unique  Dawning,  Inc.  (UDI), a Texas
corporation.  UDI,  headquartered  in  Houston, operated specialized health care
center  (partial  hospitals)  providing  services  to  outpatients, with centers
located  in  Texas  and  Louisiana.  UDI was established as a subsidiary holding
company  for  acquisitions  of  partial  hospitals.

Summit  was  originally  in  the business of growing sales revenues and earnings
through  consolidation  (acquisition) of privately held operating entities under
its  two  tier  corporate  holding  structure.  As  acquisitions  were made, the
Company  formed  a  Subsidiary  Holding  Company,  specifically  structured as a
financing  vehicle  to  fund  ongoing  expansion  around  the business initially
acquired.  This  two tier corporate holding structure was established to provide
a  means  of  raising  operating  capital  without  dilution  to  the  Company


                                        3
<PAGE>
shareholders.  It also allowed the Subsidiary Holding Company to develop its own
market  identity, separate and apart from that of the Company.  The objective of
this  system  was  to  continue  to  grow the business of its Subsidiary Holding
Company,  thereby  increasing  sales  revenue  and  earnings.

In  summary,  Summit  was  a holding company that had developed a strategy that:

     -    Enhances  the  values  of  its  assets  (equity  in Subsidiary Holding
          Companies).
     -    Provides  management  with  incentives  to  continue  to  grow  the
          businesses.
     -    Provides  management  with  the  corporate structure to obtain ongoing
          growth.

In  second  quarter  of  1999,  Summit decided to abandon the Subsidiary Holding
Company  concept  because  of  its  lack  of control over the Subsidiary Holding
Companies.  The  Company  did  not realize how much control it had actually lost
until it tried to change its method of managing the day-to-day operations of the
company.  In  doing  so,  the Company lost a significant amount of operations in
the  health  care  division.

In  July  1999,  the  Company  lost  seven  of  the  eight operating health care
facilities  of  PMP.  The only surviving operating health care entity of PMP was
A-1  Bayou, a home health care agency located in Jeanerette, Louisiana.  In late
1999,  the  Board  of Directors of Summit voted to transfer the ownership of A-1
Bayou  directly  to  Summit.

In  September  1999,  the  Company closed four of the five operate facilities of
UDI.

As  of  December 1999, Summit has only three operating subsidiaries, one engaged
in  health  care and two engaged in Internet related businesses.  These entities
generate  approximately  $2  million  in  annual  revenues.

Due  to  the  significant  management  problems  noted  in 1999, the Company has
changed  its  method  of managing it subsidiaries.  Summit, the holding company,
now  directly  managed the financial and administrative operations of all of its
subsidiaries.

VISION/MISSION

In  early 2000, the new management team of Summit decided to refocus the Company
to  take  advantage  of  the  tremendous  growth of the Internet.  The fact that
Summit  already  owns  NOL and EISP (Internet service providers) makes this move
even  easier.  Summit  will  play  a major role in the technology arena and will
grow  rapidly  by acquisitions.  Management feels that by changing the direction
of  the  Company to focus purely on technology related companies; Summit will be
opening  the  door  to  endless  business  possibilities.

MARKET  ANALYSIS

The  multi-billion  dollar  U.S.  Internet industry is currently going through a
massive  restructuring,  which  is  creating virtually unlimited acquisition and
merger  possibilities.  Opportunities  for Internet and technology firms abound,
our  Internet  companies  will be key to our move toward growth and expansion in
technology  related  industries.

MARKETING  PLAN

The  Company  intends to implement a cost-effective marketing strategy through a
process  of  developing  a  public  relations  campaign to take advantage of the
opportunities  that  will  be  presented  by  the  move  to become a pure player
technology  company.


                                        4
<PAGE>
FINANCIAL  PLAN

Management's  goals  are  to  increase  revenues  and  shareholder value through
acquisitions.  Summit  will  attempt  to  secure  relationships  with Investment
Banking  firms  to assist with capital needs. Summit will prepare an SB-2 filing
to  register  stock to facilitate acquisitions and private placement of stock as
well  as  fund  an  Employee  Stock  Option  Plan.

COMPETITION

The market for the company's Internet products is highly competitive, and Summit
expects  this  competition  to increase.  Many of the Company's competitors have
significantly  greater  research  and  development,  marketing  and  financial
resources  than  the  Company, and therefore, represent significant competition.
The  Company believes that the primary competitive factors in the market for the
Company's  services  are  price,  performance  and  technical  support.

ITEM  2.  DESCRIPTION  OF  PROPERTY

The  Company  leases  a total of approximately 1,500 square feet of office space
for  the  Company's headquarters.  The Company's headquarters is located at 3011
Isabella, Suite B, Houston, Texas. In addition, the Company leases approximately
2,000  square  feet  of  space  for  its  health  care  operations in Louisiana.

ITEM  3.  LEGAL  PROCEEDINGS

As  noted  in  the  notes  to  the (note 12) Company's financial statements, the
Company  had  been  involved  in a significant amount of legal proceeding during
2000.  A significant amount of litigation, both filed and threatened, is pending
against  the Company.  Almost all of the claims were incurred in the acquisition
and  operations  of  health  care  facilities  located  in  Louisiana and Texas.

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

No  matter was submitted to a vote of security holders during the fourth quarter
of  2000.

                                    PART III

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

The Company's common stock was traded on the OTC Bulletin Board under the symbol
"SMNC"  until  September 7, 2000 when it was removed from the Bulletin Board and
placed  to  the "pink sheets".  The Company' authorized capital stock consist of
100,000,000  shares  of  common  stock,  $.00967  par value, of which 37,248,730
shares  were issued and outstanding as of December 31, 2000 and 1,000,000 shares
of  preferred  stock,  $.01  par  value,  of which 31,046 shares were issued and
outstanding.

As  of  December  31,  2000,  the approximate number of holders of record of the
common  stock  of  the  Company  was  4,000.


                                        5
<PAGE>
The  Company  has never paid any cash dividends in the past and anticipates that
for  the  foreseeable  future  all earnings, if any, will be retained to finance
growth  and  to  meet  working  capital  requirements.

ITEM 6.  MANAGEMENT 'S DISCUSSION AND ANALYSIS OF FINANCIAL CONITION AND RESULTS
         OF  OPERATIONS

RESULTS  OF  OPERATIONS  BEFORE  EXTRAORDINARY  LOSSES:  2000  COMPAREDTO  1999

Total  revenues  for 2000 of $1,291,799 represents a decrease of $8,160,282 from
revenues  of  $9,452,081  in  1999.  This  decrease is due to discontinuation of
several  of  the  health  care  subsidiaries  in  Louisiana  and two health care
subsidiaries  in  Houston  and  declining sales of the Internet service provider
networks  on-line.

The Company reported a net loss before extraordinary items of $1,809,734 in 2000
as compared to net loss of $3,091,578 in 1999.  Operational expenses decrease by
60%  as  a  result  of  discontinued  healthcare  operations.

FUTURE  OPERATIONS

As  noted in the description of the business section of the document, management
has  changed  the  focus  of  the Company to pursue the technology industry with
emphasis  on  Internet  related  businesses.  The  Company  intends  to  acquire
Internet  related  companies  by  issuing  shares of the Company's stock after a
secondary  offering.  As  of  the date of this report, management of the Company
has had preliminary discussions with potential merger or acquisition candidates,
but  there  is  no  definitive  agreement  between  the  Company  and any merger
candidates.  In  the  event the Company does enter into an agreement with such a
third party, the new Board of Directors does intend to obtain certain assurances
of  the  value  of  the  target  entity  assets  prior  to  consummating  such a
transaction.  Current  management  has  established  a  due  diligence  team  to
ascertain  that  the  mistakes  of  the  past  will  never  happen  again.

LIQUIDITY  AND  CAPITAL  RESOURCES

The  Company's current assets represented 12% of current liabilities at December
31,  2000 as compared to 15% at December 31, 1999.  Current liabilities exceeded
current  assets  by  $1,301,388 at December 31, 2000.  At December 31, 2000, the
Company  primarily  had two operational subsidiaries: one health care subsidiary
located  in  Louisiana  and  one  Internet  Service Provider located in Houston,
Texas.  The  net  income  from  these  operations  is  not sufficient to support
corporate  expenses  and  pay  current  liabilities.  Based  on  this  liquidity
problem,  the  Company's  external  auditors'  report  on  the 2000 consolidated
financial statements included a fourth paragraph noting a going concern problem.
Based  on  discussions  with  the  external  auditors, if the Company is able to
resolve  this  problem  by obtaining additional equity funding, the auditors are
willing  to  review  the  Company's  current  situation  and  if conditions have
improved,  the  firm is willing to reissue their report without noting the going
concern  problem.

Management  believes  that  actions  presently  being taken to obtain additional
equity  financing  through  a  secondary  offering and pursuing acquisitions and
increasing  sales  in  the  technology  sector  will  provide  the  Company  the
opportunity  to  continue  as  a  going  concern.


                                        6
<PAGE>
ITEM  7.  FINANCIAL  STATEMENTS

The Company's Consolidated Financial Statements, Notes to Consolidated Financial
Statements  and  the  report  of  R.  E. Bassie & Co. independent auditors, with
respect  thereto,  referred  to  in  the  Index  to Financial Statements, appear
elsewhere  in  this  Form  10-KSB.

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

None.

PART  III

ITEM  9.  DIRECTORS  AND  EXECUTIVE  OFFICERS  OF  THE  REGISTRANT

The  following  table  sets  forth information concerning executive officers and
directors of the Company, including their ages and positions with the Company as
of  July  13,  2001.

MANAGEMENT

       Name           Age   Position
--------------------  ----  -------------------------------------------------

Walter D.  Davis       49   Chairman of the Board, President, Chief Executive
                            Officer and Director
Lamont Waddell         58   Chief Financial Officer and Director
Vincent E. Alexander   39   Director and Chairman of the Audit Committee
Beatrice Beasley       56   Director and Chairman of the
                            Compensation Committee
Jesse Funchess         70   Director



Walter  D.  Davis,  49,  has  been chairman of the board and the chief executive
officer/president  of  Summit  since  1/20/00.  He served as the chief financial
officer  from  9/1/99-1/20/00.  He  formerly  served  as  trustee on the Houston
Municipal  Pension  Board.

Lamont Waddell, 58, is a director and has been the Chief Financial Officer since
1/20/00.  He  formerly  served  as comptroller of Summit from October 1, 1999 to
January  20,  2000, and prior to that he was the Vice President of Finance/Human
Resource/Comptroller  of  the  Faro  Pharmaceutical  Corp.

Vincent  E.  Alexander, 39, serves as director and chair of the audit committee.
He was elected to the board in 12/99.  He is a financial officer of the Infinity
Brokerage  Corporation.  He is also a member of the greater Houston partnership.

Dr.  Beatrice  Beasley, 56, has been a member of the board since 1/20/00 and the
chair  of  the  compensation  committee.  She  is  a  tenured professor at Texas
Southern  University  and  is  president  of  Beasley  &  Associates, a business
training  and  consulting  firm.  Dr.  Beasley  also  serves on the board of the
Harris  County  Children's  Protective  Services  Agency.

Attorney  Jesse  Funchess, 70, was elected to the board in 2/00.  He is managing
partner of Jesse Funchess & Associates Attorneys at Law in Houston and Beaumont,


                                        7
<PAGE>
Texas.  Attorney Funchess is also the Chairman of the board of the South Central
Houston  Community  Action  Council,  Inc.

SECTION  16(A)  BENEFICIAL  OWNERSHIP  REPORTING  COMPLIANCE

Section  16(a)  of  the  Securities  Exchange Act of 1934 requires the Company's
directors,  executive  officers  and persons who own more than five percent of a
registered class of the Company's equity securities, to file with the Securities
and  Exchange  Commission  (the  SEC)  initial  reports of ownership and reports
changes in ownership of Common Stock and other equity securities of the Company.
Officers,  directors and greater than ten-percent beneficial owners are required
by  SEC  regulation  to  furnish  the  Company  with copies of all Section 16(a)
reports  they  file.

The  Company  is  in  compliance.

ITEM  10.  EXECUTIVE  COMPENSATION

SUMMARY  OF  CASH  AND  CERTAIN  OTHER  COMPENSATION


Name and                                Annual
Principal Position                       Year   Compensation
-----------------------                 ------  ------------

Walter Davis                             2000   $    120,000
Chief Executive Officer

Lamont Waddell                           2000   $     95,000
Chief Financial Officer

OPTION  GRANTS  IN  LAST  FISCAL  YEAR

None

FISCAL  YEAR-END  OPTION  VALUES

None

DIRECTORS  REMUNERATION

In  2000  Directors  were paid a fee for servicing the board.  The amount of the
fee  was  $250  for  each  meeting.  There  were  12  meetings.

Name and                                Annual
Principal Position             Year  Compensation
-----------------------------  ----  -------------
Vincent E. Alexander           2000  $       3,000
Director and Chairman
of the Audit Committee

Beatrice Beasley               2000  $       3,000
Director and Chairman
of the Compensation Committee


                                        8
<PAGE>
Jesse Funchess                 2000  $       3,000
Director

ITEM  11.  SECURITY  OWNERSHIP  OF  CERTAIN  BENEFICIAL  OWNERS  AND  MANAGEMENT

The following table sets forth as of December 31, 2000, information with respect
to  (a)  each person (including "group" as that term is used in section 13(d)(3)
of  the  Securities  Exchange  Act of 1934 who is known to the Company to be the
beneficial  owner of more than five percent (5%) of the outstanding Common Stock
of  the  Company and (b) the number and percentage of the Company's Common Stock
owned  by  (i)  each  of  the  directors and the executive officers named on the
Summary  Compensation  Table above and (ii) all directors and executive officers
of  the  Company  as  a  group.  The  Company  believes  that,  unless otherwise
indicated,  each  of  the shareholders has sole voting and investment power with
respect  to  the  shares  beneficially  owned.

CLASS   NAME AND ADDRESS                                AMOUNT    PERCENT
------  --------------------------------------------  ----------  --------
Common  Arlie Enterprise, Inc                         1,363,619       6.2%
        11500 NE 76th St., A3#66
        Vancouver, WA  98662

Common  Dorothy M. Stewart                            1,366,000       6.2%
        1143 Bayou Island Drive
        Houston, TX  77063

Common  Officers and Directors                           53,600       0.2%
        (One Officer)



The  balance of the Company's outstanding Common Shares is held by approximately
4,000  persons.

ITEM  12.  CERTAIN  RELATIONSHIPS  AND  RELATED  TRANSACTIONS

Related  transactions  are  noted  in  the  Company's  Consolidated  Financial
Statements  and  Notes  to  the  Consolidated  Financial  Statements.

ITEM  13.  EXHIBITS,  FINANCIAL  STATEMENT  SCHEDULES,  AND  REPORTS  ON  FORM
8-K

1)   Documents filed as part of the report:

     1)   The financial statements filed as part of this report are listed
          separately in the Index to Financial Statements.


                                        9
<PAGE>
           SUMMIT NATIONAL CONSOLIDATION GROUP, INC. AND SUBSIDIARIES

                                      INDEX




Independent  Auditors'  Report

     Consolidated Financial Statements:

     Balance Sheets - December 31, 2000 and 1999

     Statements of Operations - Years ended December 31, 2000 and 1999

     Statements of Stockholders' Equity - Years ended December 31, 2000 and 1999

     Statements of Cash Flows - Years ended December 31, 2000 and 1999

Notes  to  Consolidated  Financial  Statements


                                       10
<PAGE>
R.  E.  BASSIE  &  CO.
CERTIFIED  PUBLIC  ACCOUNTANTS
--------------------------------------------------------------------------------



                          SUMMIT NATIONAL CONSOLIDATION
                          GROUP, INC. AND SUBSIDIARIES

                        CONSOLIDATED FINANCIAL STATEMENTS
                           DECEMBER 31, 2000 AND 1999

                           (WITH INDEPENDENT AUDITORS'
                                 REPORT THEREON)




                                       11
<PAGE>
R.  E.  BASSIE  &  CO.
CERTIFIED  PUBLIC  ACCOUNTANTS
--------------------------------------------------------------------------------
                                         6776  Southwest  Freeway,  Suite  580
                                         Houston,  Texas  77074-2115
                                         Tel: (713) 266-0691 Fax: (713) 266-0692
                                         E-Mail:  Rebassie@aol.com


                          INDEPENDENT AUDITORS' REPORT
                          ----------------------------


The  Board  of  Directors
Summit  National  Consolidation  Group,  Inc.:

We have audited the consolidated balance sheets of Summit National Consolidation
Group,  Inc.  and subsidiaries as of December 31, 2000 and 1999, and the related
consolidated  statements  of operations, stockholders' equity and cash flows for
the  years  then  ended.  These  consolidated  financial  statements  are  the
responsibility of the Company's management.  Our responsibility is to express an
opinion  on  these  consolidated  financial  statements  based  on  our  audits.

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

In  our opinion, the consolidated financial statements referred to above present
fairly,  in  all  material  respects,  the financial position of Summit National
Consolidation Group, Inc. and subsidiaries as of December 31, 2000 and 1999, and
the  results  of  their  operations and their cash flows for the two-year period
ended  December  31,  2000,  in  conformity with accounting principles generally
accepted  in  the  United  States  of  America.

As  shown  in  the consolidated financial statements, the Company incurred a net
loss  of  $1,809,734  in 2000.  At December 31, 2000, current liabilities exceed
current  assets  by $1,301,388.  These factors, and others discussed in Note 14,
raise  substantial  doubt  about  the  Company's  ability to continue as a going
concern.  The  consolidated  financial statements do not include any adjustments
relating  to  the  recoverability  and classification of recorded assets, or the
amounts  and  classification of liabilities that might be necessary in the event
the  Company  cannot  continue  in  existence.


                         /s/  R.  E.  Bassie  &  Co.


Houston,  Texas
July  13,  2001,  except  with  respect  to
   Note  15,  to  which  the  date  is
   November  20,  2001


                                       12
<PAGE>
<TABLE>
<CAPTION>
                         SUMMIT NATIONAL CONSOLIDATION GROUP, INC. AND SUBSIDIARIES

                                        CONSOLIDATED BALANCE SHEETS

                                         December 31, 2000 and 1999


                           Assets
                           ------
                                                                                2000             1999
                                                                           ---------------  ---------------
<S>                                                                        <C>              <C>
Current assets:
  Cash                                                                     $       24,936   $       21,710
  Accounts receivable, less allowances for contractual
    adjustments and doubtful accounts of $16,000 at
    December 31, 2000 and $1,000 at December 31, 1999                             136,945          110,007
  Prepaid expenses                                                                  9,095                -
                                                                           ---------------  ---------------
    Total current assets                                                          170,976          131,717
                                                                           ---------------  ---------------

Note receivable                                                                         -           20,000

Property and equipment, net of accumulated
  depreciation and amortization (note 4)                                          134,226          146,014

Excess of cost over net assets of businesses acquired,
  less accumulated amortization of $25,000 at December 31,
  2000 and $34,000 at December 31, 1999 (note 15)                                 175,000          646,000

Other assets                                                                            -            4,340
                                                                           ---------------  ---------------
    Total assets                                                           $      480,202   $      948,071
                                                                           ===============  ===============

                Liabilities and Stockholders' Equity
                ------------------------------------

Current liabilities:
  Accounts payable and accrued expenses                                           936,447          659,874
  Accrued salaries and related liabilities                                        167,487          131,686
  Notes payable to related party                                                   53,725           10,000
  Current installments of long-term debt (notes 5 and 15)                         314,705           63,220
                                                                           ---------------  ---------------
    Total current liabilities                                                   1,472,364          864,780
Long-term debt, less current installments (notes 5 and 15)                        282,291          545,114
                                                                           ---------------  ---------------
    Total liabilities                                                           1,754,655        1,409,894
                                                                           ---------------  ---------------

Stockholders' equity (notes 2, 3, 6, 8, 12, 14 and 15):
  Preferred stock, $.01 par value.  Authorized 1,000,000 shares:
    issued and outstanding, 13,565 at December 31, 2000
    and 31,028 at December 31, 1999,
    8% cumulative and convertible                                                     135              310
  Common stock, $.00967 par value.  Authorized 100,000,000
    shares: issued and outstanding, 37,248,730 shares at
    December 31, 2000 and 22,077,072 at December 31, 1999
    (note 16)                                                                     360,195          213,485
  Additional paid-in capital                                                    2,875,375        2,024,806
  Retained earnings (deficit)                                                  (4,510,158)      (2,700,424)
                                                                           ---------------  ---------------
    Total stockholders' equity (deficit)                                       (1,274,453)        (461,823)

Commitments and contingent liabilities (notes 6, 8, 9, 11, 13, 14 and 15)

                                                                           ---------------  ---------------
    Total liabilities and stockholders' equity                             $      480,202   $      948,071
                                                                           ===============  ===============

See  accompanying  notes  to  consolidated  financial  statements.
</TABLE>


                                       13
<PAGE>
<TABLE>
<CAPTION>
                SUMMIT NATIONAL CONSOLIDATION GROUP, INC. AND SUBSIDIARIES

                           CONSOLIDATED STATEMENTS OF OPERATIONS

                          Years ended December 31, 2000 and 1999


                                                       2000                  1999
                                               --------------------  --------------------
<S>                                            <C>                   <C>
 Revenues:
   Net patient service revenue                 $           778,962   $         8,861,052
   Internet service revenue                                512,837               591,029
                                               --------------------  --------------------
     Total revenues                                      1,291,799             9,452,081
                                               --------------------  --------------------

 Operating expenses:
   Health care operations                                  799,273             7,953,888
   Internet operations                                     507,820               578,323
   Corporate operations                                  1,296,423             1,221,083
   Loss on disposal of subsidiaries (note 13)                    -             2,727,640
   Impairment expense                                      451,000                     -
   Amortization                                             20,000                25,996
   Depreciation                                             23,983                25,715
                                               --------------------  --------------------
     Total operating expenses                            3,098,499            12,532,645
                                               --------------------  --------------------

     Operating loss                                     (1,806,700)           (3,080,564)

 Other expenses - interest expense                          (3,034)              (11,014)
                                               --------------------  --------------------
     Net loss                                  $        (1,809,734)  $        (3,091,578)
                                               ====================  ====================

 Earnings (loss) per share:
     Basic                                     $             (0.06)  $             (0.15)
                                               ====================  ====================
     Diluted                                   $             (0.06)  $             (0.13)
                                               ====================  ====================

 Weighted average common shares:
     Basic                                              28,902,393            19,954,922
                                               ====================  ====================
     Diluted                                            31,760,839            24,634,045
                                               ====================  ====================

See  accompanying  notes  to  consolidated  financial  statements.
</TABLE>


                                       14
<PAGE>
<TABLE>
<CAPTION>
                  SUMMIT NATIONAL CONSOLIDATION GROUP, INC. AND SUBSIDIARIES

                             CONSOLIDATED STATEMENTS OF CASH FLOWS

                            Years ended December 31, 2000 and 1999

                                                                         2000               1999
                                                                  ------------------  -----------------
<S>                                                               <C>                 <C>
 Cash flows from operating activities:
   Net loss                                                       $      (1,809,734)  $     (3,091,578)
   Adjustments to reconcile net loss from continuing operations
     to net cash provided by (used in) operating activities:
       Depreciation and amortization of property and equipment               23,983             25,715
       Amortization of excess of cost over net
         assets of businesses acquired                                       20,000             25,966
       Impairment expense (note 15)                                         451,000                  -
       Loss on disposition of subsidiaries                                        -          2,727,640
       Bad debt expense                                                           -             86,000
       Stock issued for various services                                    565,301            366,221
       Write-off of note receivable                                          20,000                  -
       Loss on disposition of equipment                                           -              2,963
       (Increase) decrease in operating assets:
         Accounts receivable                                                (26,938)          (667,749)
         Prepaid expenses                                                    (9,095)            25,953
         Other assets                                                         4,340             74,837
       Increase (decrease) in operating liabilities:
         Accounts payable and accrued expenses                              424,373            495,621
         Accrued salaries and related liabilities                            35,801           (314,393)
                                                                  ------------------  -----------------
             Net cash used in operating activities                         (300,969)          (242,804)
                                                                  ------------------  -----------------

 Cash flows from investing activities:
   Purchase of property and equipment                                       (12,195)           (11,647)
                                                                  ------------------  -----------------
             Net cash used in investing activities                          (12,195)           (11,647)
                                                                  ------------------  -----------------

 Cash flows from financing activities:
   Proceeds from issuance of shares under private placement                 284,003            129,125
   Proceeds from short-term note payable to related party                    43,725             10,000
   Principal payments on long-term debt                                     (11,338)           (13,588)
                                                                  ------------------  -----------------
             Net cash provided by financing activities                      316,390            125,537
                                                                  ------------------  -----------------

             Net increase (decrease) in cash                                  3,226           (128,914)

 Cash at beginning of year                                                   21,710            150,624
                                                                  ------------------  -----------------
 Cash at end of year                                              $          24,936   $         21,710
                                                                  ==================  =================

 Supplemental schedule of cash flow information:
   Interest paid                                                  $           3,034   $         11,014
                                                                  ==================  =================

See accompanying notes to consolidated financial statements.
</TABLE>


                                       15
<PAGE>
<TABLE>
<CAPTION>
                                 SUMMIT NATIONAL CONSOLIDATION GROUP, INC. AND SUBSIDIARIES

                                      CONSOLIDATED STATEMENTS OF STOCKHOLDERS' EQUITY

                                           Years ended December 31, 2000 and 1999

                                                                                                       Additional     Retained
                                                    Preferred Stock           Common Stock              paid-in       earnings
                                                  shares      amount        shares        amount        capital       (deficit)
                                                 --------  -------------  -----------  ------------  -------------  -------------
<S>                                              <C>       <C>            <C>          <C>           <C>            <C>
 Balance, December 31, 1998                       32,450            324   16,970,849   $   164,108   $  1,033,393   $    443,954

   Issuance of shares for acquisitions             3,500             35            -             -         62,166              -

   Issuance of shares under private
     placement (note 3)                                -              -      645,625         6,243        122,882              -

   Issuance of shares for retirement
     of debt (note 3)                                  -              -    1,251,995        12,108        238,291              -

   Conversion of debentures for shares (note 9)        -              -    1,223,789        11,834        183,166              -

   Issuance of shares for investor relations       1,478             15      374,600         3,622        300,174              -

   Issuance of shares for services (note 3)            -              -      183,600         1,775         45,665              -

   Conversion of preferred shares for common
     shares (note 6)                              (6,400)           (64)   1,530,222        14,797        (14,733)             -

   Issuance of common shares for preferred
     stock dividends (note 6)                          -              -       96,392           932         51,868        (52,800)

   Retirement of shares (note 3)                       -              -     (200,000)       (1,934)         1,934              -

   Net loss                                            -              -            -             -              -     (3,091,578)
                                                 --------  -------------  -----------  ------------  -------------  -------------

 Balance, December 31, 1999                       31,028            310   22,077,072       213,485      2,024,806     (2,700,424)

   Issuance of shares under private placement
     (note 3)                                      5,100             51    1,985,915        19,204        264,748              -

   Issuance of shares for services (note 3)        1,165             12    9,810,350        94,866        470,423              -

   Issuance of shares for conversion of debt
     (note 3)                                     (1,478)           (15)     548,889         5,317        142,498              -

   Conversion of preferred shares for common
     shares                                      (11,250)          (113)   2,825,504        27,323        (27,210)             -

   Cancellation of shares                        (11,000)          (110)           -             -            110              -
                                                       -
   Net loss                                            -              -            -             -              -     (1,809,734)
                                                 --------  -------------  -----------  ------------  -------------  -------------

 Balance, December 31, 2000                       13,565   $        135   37,247,730   $   360,195   $  2,875,375   $ (4,510,158)
                                                 ========  =============  ===========  ============  =============  =============


                                                      Total
                                                  stockholders'
                                                     equity
                                                    (deficit)
                                                 --------------
<S>                                              <C>
 Balance, December 31, 1998                      $   1,641,779

   Issuance of shares for acquisitions                  62,201

   Issuance of shares under private
     placement (note 3)                                129,125

   Issuance of shares for retirement
     of debt (note 3)                                  250,399

   Conversion of debentures for shares (note 9)        195,000

   Issuance of shares for investor relations           303,811

   Issuance of shares for services (note 3)             47,440

   Conversion of preferred shares for common
     shares (note 6)                                         -

   Issuance of common shares for preferred
     stock dividends (note 6)                                -

   Retirement of shares (note 3)                             -

   Net loss                                         (3,091,578)
                                                 --------------

 Balance, December 31, 1999                           (461,823)

   Issuance of shares under private placement
     (note 3)                                          284,003

   Issuance of shares for services (note 3)            565,301

   Issuance of shares for conversion of debt
     (note 3)                                          147,800

   Conversion of preferred shares for common
     shares                                                  -

   Cancellation of shares                                    -

   Net loss                                         (1,809,734)
                                                 --------------
 Balance, December 31, 2000                      $  (1,274,453)
                                                 ==============
</TABLE>

See  accompanying  notes  to  consolidated  financial  statements.


                                       16
<PAGE>
           SUMMIT NATIONAL CONSOLIDATION GROUP, INC. AND SUBSIDIARIES

                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS


(1)  SUMMARY  OF  SIGNIFICANT  ACCOUNTING  POLICIES

     THE  COMPANY

     Summit  National  Consolidation Group, Inc., formerly ComTech Consolidation
     Group, Inc., a Delaware corporation, was incorporated on July 13, 1987. The
     Company  is a Houston, Texas based consolidation company that is focused on
     acquiring  and  building growth-oriented businesses through acquisitions in
     the  technology related industries. The Company has operations in Texas and
     Louisiana.

     PRINCIPLES  OF  CONSOLIDATION

     The  consolidated  financial  statements  include  the  accounts  of Summit
     National  Consolidation  Group, Inc. and its wholly owned subsidiaries (the
     Company). All material intercompany profits, transactions and balances have
     been  eliminated.

     The  accounts  of  purchased  companies  are  included  in the consolidated
     financial statements from the dates of acquisition. The excess of cost over
     the  fair  value  of  net  assets of businesses acquired is being amortized
     using  the  straight-line  method over a 20-year period commencing with the
     dates  of  acquisition.

     PROPERTY  AND  EQUIPMENT  AND  DEPRECIATION

     Property  and  equipment  are  stated at cost. Depreciation of property and
     equipment  is  calculated using the straight-line method over the estimated
     useful  lives  of  the  assets,  which  range  from  three  to  ten  years.

     STOCK-BASED  COMPENSATION

     The  Company has chosen to continue to account for stock-based compensation
     using  the intrinsic value method prescribed in Accounting Principles Board
     Opinion  No.  25,  "Accounting  for Stock Issued to Employees", and related
     Interpretations  and  to  elect  the  disclosure  option  of  SFAS No. 123,
     "Accounting  for  Stock-Based Compensation". Accordingly, compensation cost
     for stock options issued to employees is measured as the excess, if any, of
     the  quoted  market  price  of the Company's stock at the date of the grant
     over  the  amount  an  employee  must  pay  to  acquire  the  stock.

     EARNINGS  PER  SHARE

     Earnings  (losses)  per  common  share  have  been computed by dividing net
     earnings  (losses)  by  the  weighted  average  number  of  common  shares
     outstanding  during  the  respective  periods.


                                       17
<PAGE>
           SUMMIT NATIONAL CONSOLIDATION GROUP, INC. AND SUBSIDIARIES

                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS


     STATEMENTS  OF  CASH  FLOWS

     For  purposes  of  the  statements of cash flows, the Company considers all
     highly  liquid investments with original maturities of three months or less
     to  be  cash  equivalents.

     USE  OF  ESTIMATES

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

     PATIENT  SERVICE  REVENUE

     The  Company's  health  care  subsidiaries have agreements with third-party
     payors (primarily Medicare and Medicaid programs) that provide for payments
     to  the Company at amounts different from its established rate for services
     and  supplies. Payment arrangements include prospectively determined rates,
     reimbursed  costs,  discounted  charges,  and  other  arrangements. Patient
     service  revenue  is  reported at the estimated net realizable amounts from
     patients,  third-party  payors, and others for services rendered, including
     estimated  retroactive  adjustments  under  reimbursement  agreements  with
     third-party  payors.  Retroactive  adjustments are recorded on an estimated
     basis  in  the period the related services are rendered and adjusted in the
     future  periods,  as  final  settlements  with  the  payors are determined.

     CONCENTRATION  OF  CREDIT  RISK

     Medicare  and  Medicaid  Programs

     Net  revenue  from  the majority of the Company's subsidiaries is generated
     from  services  rendered  to  Medicare  and Medicaid program (the Programs)
     beneficiaries.  The  reimbursement  from  the  Programs is determined under
     cost-based  reimbursement formulas. The ultimate reimbursement to which the
     Company  is  entitled  is  based  on the submission of annual cost reports,
     which  are  subject  to  audit,  by  the  Programs  through  the  Programs
     intermediaries.  Management  has  made  allowances  for  potential  cost
     disallowances.  Differences  between  allowances  and final settlements are
     reported  as  modification  to  net  patient service revenue in the year of
     settlement. Since the Company receives a substantial portion of its funding
     from  the  Programs,  it  is  dependent  on  funding  from the Medicare and
     Medicaid  programs  to  support  fifty  percent  of  its  operations.

     NEW  STANDARDS  TO  BE  IMPLEMENTED

     In  July  2001,  the FASB issued SFAS No. 141, "Business Combinations," and
     SFAS  No.  142, "Goodwill and Intangible Assets." SFAS No. 141 requires the
     use  of  the  purchase  method  of accounting for business combinations and



                                       18
<PAGE>
           SUMMIT NATIONAL CONSOLIDATION GROUP, INC. AND SUBSIDIARIES

                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

     prohibits  the  use  of the pooling of interests method. Under the previous
     rules,  the  company  used  the purchase method of accounting. SFAS No. 141
     also  refines  the  definition  of intangible assets acquired in a purchase
     business  combination. As a result, the purchase price allocation of future
     business  combinations may be different than the allocation that would have
     resulted  under  the old rules. Business combinations must be accounted for
     using  SFAS  No.  141  beginning  on  July  1,  2001.

     SFAS  No.  142  eliminates  the  amortization  of goodwill, requires annual
     impairment  testing  of  goodwill  and introduces the concept of indefinite
     life  intangible  assets.  It was adopted on January 1, 2002. The new rules
     also  prohibit  the  amortization  of  goodwill  associated  with  business
     combinations  that  close  after  June  30,  2001.

     These  new  requirements  will impact future period net income by an amount
     equal  to  the  discontinued  goodwill  amortization  offset  by  goodwill
     impairment  charges,  if  any, and adjusted for any differences between the
     old  and  new  rules  for  defining  intangible  assets  on future business
     combinations.  An  initial  impairment test must be performed in 2002 as of
     January  1,  2002. The company completed this initial transition impairment
     test  and  determined  that  its  remaining  goodwill  (see note 15) is not
     impaired.

     In  August  2001,  the  FASB  issued  SFAS  No.  143, "Accounting for Asset
     Retirement  Obligations."  SFAS  No.  143 provides accounting and reporting
     guidance for legal obligations associated with the retirement of long-lived
     assets  that  result from the acquisition, construction or normal operation
     of  a  long-lived  asset.  The  standard  is effective January 1, 2003. The
     company  is  reviewing the provisions of this standard. Its adoption is not
     expected  to  have  a  material  effect  on  the  financial  statements.

     In  October  2001,  the  FASB  issued  SFAS  No.  144,  "Accounting for the
     Impairment  or  Disposal  of  Long-Lived  Assets."  SFAS  No. 144 addresses
     significant  issues  relating  to  the  implementation  of  SFAS  No.  121,
     "Accounting  for  the  Impairment  of  Long-Lived Assets and for Long-Lived
     Assets to Be Disposed Of," and develops a single accounting model, based on
     the  framework  established  in  SFAS  No.  121 for long-lived assets to be
     disposed  of  by  sale,  whether  such assets are or are not deemed to be a
     business.  SFAS  No.  144 also modifies the accounting and disclosure rules
     for  discontinued  operations. The standard was adopted on January 1, 2002,
     and  is  not expected to have a material effect on the financial statements
     except  that  any  future  discontinued  operations may be presented in the
     financial statements differently under the new rules as compared to the old
     rules.

(2)  ACQUISITIONS

     Effective  January  1,  1999,  the  Company,  through  its  wholly-owned
     subsidiary,  PMP,  issued  1,000 shares of its Class B preferred stock (see
     note  6)  for  all  of  the outstanding stock of Clinical Concepts, Inc., a
     Louisiana  health  care  corporation.  On  the  same  day, the Company sold
     Clinical  Concepts Inc. to an individual for a long-term note receivable in


                                       19
<PAGE>
           SUMMIT NATIONAL CONSOLIDATION GROUP, INC. AND SUBSIDIARIES

                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS


     the  amount  of  $30,000.  The  note  receivable  is  due  in  six  annual
     installments  of  $5,000.  During  2000,  the  receivable  was  considered
     uncollectible,  and  was  written-off.

     Effective March 26, 1999, the Company, through its wholly-owned subsidiary,
     Unique  Dawning,  Inc.,  issued 2,500 shares of its Class B preferred stock
     (see  note  6)  for  all  of the outstanding stock of two Texas health care
     corporations.

     The  above  acquisitions  have been accounted for using the purchase method
     with  the  purchase  price allocated to the acquired assets and liabilities
     based  on  their respective estimated fair values at the acquisition dates.
     Such  allocations  were  based  on  evaluations  and  estimations.

     The  purchase  allocation  is  summarized  as  follows:

                                  1999
                               ----------

          Current assets       $ 133,849
          Noncurrent assets       25,000
          Current liabilities    (96,648)
                               ----------
                               $  62,201
                               ==========

     Pro  forma  operating  results  for  1999  were  considered  immaterial for
     presentation  purposes.

(3)  RELATED PARTY TRANSACTIONS

     In September 2000, the Company issued 4,412,200 shares of restricted common
     stock  to  the  Chairman and CEO of the Company for services performed. The
     shares  issued  were  valued  at $108,558 or an average price of $0.025 per
     share.

     In September 2000, the Company issued 2,413,900 shares of restricted common
     stock to the Chief Financial Officer of the Company for services performed.
     The  shares  issued  were  valued at $23,749 or a price of $0.01 per share.

     In  July  2000,  the Company issue 390 shares of Class E preferred stock to
     the  CFO  of  the Company for services performed. The shares were valued at
     $39,000.

     In 2000, the Company sold 31,946 shares of restricted common stock to Board
     members  for  $3,000  or  a  price  of  $0.094  per  share.

     In  January  1999,  the  Company  sold  645,625  shares of common stock for
     $129,125  ($.20 per share) to a company owned by a relative of the Chairman
     of  the  Board at the time. The Chairman of the Board charged the Company a
     fee  in  the  amount  of  $5,125  to  consummate  this  transaction.

     In  January  1999,  the  Company issued 1,251,995 shares of common stock to
     companies  owned by relatives of the Chairman of the Board at the time. The


                                       20
<PAGE>
           SUMMIT NATIONAL CONSOLIDATION GROUP, INC. AND SUBSIDIARIES

                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS


     shares  were  issued to retire loans made to the Company by the Chairman of
     the Board and a company owned by the deceased former Chairman of the Board.

     In April 1999, the Company issued 130,000 shares ($.20 per share) of common
     stock  to  the  Chairman  of  the  Board  at  the time for compensation for
     services  performed.

     In  December  1999,  the  Company  issued 53,600 shares ($.40 per share) of
     common  stock  to the Chief Financial Officer for compensation for services
     performed  and  the  repayment  of  $11,500  in  loans made to the Company,

(4)  PROPERTY AND EQUIPMENT

     Property  and  equipment  is  summarized  as  follows:

                                                            December  31,
                                                         ------------------
                                                           2000      1999
                                                         --------  --------

        Equipment                                        $251,237  $240,317
        Furniture and fixtures                              2,875     1,600
                                                         --------  --------
          Total property and equipment                    254,112   241,917
        Less accumulated depreciation and
             amortization                                 119,886    95,903
                                                         --------  --------
              Net property and equipment                 $134,226  $146,014
                                                         ========  ========

(5)  LONG-TERM DEBT

     Long-term debt is summarized as follows:

                                                            December  31,
                                                         ------------------
                                                           2000      1999
                                                         --------  --------

        Notes payable (8), due March 10, 2001, with
          interest at 6.5%                               $251,100  $251,100
        Note payable in monthly installments of $868
          through September 2003; with interest at
          10.5%, unsecured (see note 15)                   30,579    34,075
        Note payable in monthly installments of $970
          through September 2004, with monthly
          installments increasing to $5,500 through
          August 2005, with interest, unsecured
          (see note 15)                                   110,276   115,126
        Note payable in monthly installments of $3,700
          through August 2004, unsecured (see note 15)    205,041   208,033
                                                         --------  --------
            Total long-term debt                          596,996   608,334
          Less current installments                       314,705    63,220
                                                         --------  --------
            Long-term debt, less
               current installments                      $282,291  $545,114
                                                         ========  ========


                                       21
<PAGE>
           SUMMIT NATIONAL CONSOLIDATION GROUP, INC. AND SUBSIDIARIES

                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS


     Aggregate  yearly  maturities  of  long-term  debt  for  the  periods after
     December  31,  2000  are  as  follows:

             Years
             -----
             2001         $  314,705
             2002             64,439
             2003             65,364
             2004             61,331
             2005             79,851
             Thereafter       11,306
                          ----------
                             596,996
                          ==========

(6)  PREFERRED STOCK

     During  February  and  March 2000 Company raised $200,000 through a private
     placement.  The Company sold 2,000 shares of its Class E preferred stock at
     $100  per  share.  Each share of the Class E preferred stock, has an annual
     cumulative  dividend  equal  to  8%,  with  a  term  of  12  months, and is
     convertible  into  650  shares  of  the  Company's  common  stock.

     In  2000,  the  Company  sold  1,000  shares of Class B preferred stock for
     $7,000.

     In  2000,  the  Company  sold  2,100  shares of Class E preferred stock for
     $12,000.

     In  1999, the Company issued 3,500 shares of its Class B preferred stock in
     exchange  for  all  of the outstanding stock of three health care companies
     (see  note  2).

(7)  CAPITAL STOCK AND STOCK OPTIONS

     The  Company  is  authorized  to  issue  up to 100,000,000 shares of Common
     Stock,  of  which  37,147,980  were  issued and outstanding at December 31,
     2000,  and  850,000  were  reserved  for  issuance pursuant to the grant of
     outstanding  stock  options  as  of  December  31,  2000.

     The Company issued 100,000 options to each of the 5 officers as part of the
     company's  stock  option  plan.  These  options are exercisable at $.33 per
     share  through  October  31,  2009,  and  such  options  were  immediately
     exercisable. At the date of grant, those options were determined to have no
     material value. Further, the CEO and CFO of the Company were issued 250,000
     and  100,000 options, respectively as part of the Company's incentive stock
     option  agreement,  and  such  options  are exercisable in installments. In
     addition,  the Company issued 250,000 options for legal services at a price
     of  $0.16.

     The  Company  was required to adopt the disclosure portion of SFAS No. 123.
     This  statement  requires  the  Company  to  provide  pro forma information
     regarding  net loss applicable to common stockholders and loss per share as


                                       22
<PAGE>
           SUMMIT NATIONAL CONSOLIDATION GROUP, INC. AND SUBSIDIARIES

                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS


     if  compensation  cost  for  the  Company's  stock options granted had been
     determined  in  accordance  with  the fair value based method prescribed in
     SFAS  123. The Company estimates the fair value of each stock option at the
     grant  date  by  using  the  Black-Scholes  option-pricing  model  with the
     following  weighted-average assumptions used for grants in 2000 as follows:

                                  2000
                                --------

           Dividend yield             0%
           Expected volatility      391%
           Risk free interest       6.5%
           Expected lives        5 years

     Under  the  accounting  provisions  of  SFAS  123,  the  Company's net loss
     applicable  to  common  stockholders  and  loss  per  share would have been
     increased  to  the  pro  forma  amounts  indicated  below:

                                                            2000
                                                        ------------

           Net loss applicable to common stockholders:
              As reported                               $(1,809,734)
              Pro forma                                 $(2,076,704)
           Loss per share:
              As reported                               $      (.06)
              Pro forma                                 $      (.07)

     A  summary  of the status of the Company's stock options to employees as of
     December  31,  2000,  changes  during  the periods ending on those dates is
     presented  below:

                                                                    Weighted-
                                                                    Average
                                                                    Exercise
                                                                     Price
                                                                  December 31,
                                                         Shares      2000
                                                       ---------  ------------
         Outstanding at beginning of period                    -             -
         Granted                                       1,100,000           .33
         Exercised                                             -             -
         Canceled                                              -             -
                                                       ---------  ------------

         Outstanding and exercisable at end of period  1,100,000           .33
                                                       =========  ============

         Weighted average fair value of options
            granted during the period                       None           .33
                                                       =========  ============


                                       23
<PAGE>
           SUMMIT NATIONAL CONSOLIDATION GROUP, INC. AND SUBSIDIARIES

                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS


     The  following  table  summarizes  information about fixed stock options to
     employees  outstanding  and  exercisable  at  December  31,  2000:

                                                                  Weighted
                                                                  Average
                                                                 Remaining
                                 Number           Number        Contractual
                             Outstanding at   Exercisable at  Life (Years) at
               Exercise       December 31,    December 31,      December 31,
                 Price            2000             2000             2000
            ---------------  --------------  ---------------  ---------------

            $           .33         500,000          500,000             8.00
                        .33         600,000          600,000             2.00
            ---------------  --------------  ---------------  ---------------
            $           .33       1,100,000        1,100,000             4.73
            ===============  ==============  ===============  ===============

(8)  FEDERAL INCOME TAX EXPENSE

     A  reconciliation  of income taxes at the federal statutory rate to amounts
     provided  for  the  years  ended  December  31,  are  as  follows:

                                                        December 31,
                                             -----------------------------------
                                                  2000               1999
                                             ---------------  ------------------

     Tax benefit computed at statutory rate  $     (614,000)  $      (1,051,000)
     Change in valuation allowance                  614,000           1,051,000
                                             ---------------  ------------------
     Tax benefit                             $            -   $               -
                                             ===============  ==================

     Deferred  taxes  are  determined based on the temporary differences between
     the  financial statements and income tax bases of assets and liabilities as
     measured  by  the  enacted  tax  rates,  which will be in effect when these
     differences  reverse.  The  components of deferred income tax assets are as
     follows

         Deferred tax assets:
           Net operating loss         $        2,858,000   $       2,244,000
           Valuation allowanc e               (2,858,000)         (2,244,000)
                                      -------------------  ------------------
             Net deferred tax assets  $                -   $               -
                                      ===================  ==================

     At  December  31, 2000, the Company provided a 100% valuation allowance for
     the  deferred  tax assets because it could not be determined whether it was
     more  likely  than  not  that  the  deferred  tax assets would be realized.


                                       24
<PAGE>
           SUMMIT NATIONAL CONSOLIDATION GROUP, INC. AND SUBSIDIARIES

                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS


(9)  CONVERTIBLE SUBORDINATED DEBENTURES

     On  August  3,  1998,  the  Company  entered into an agreement to issue, as
     needed,  $750,000  of  8%  senior  subordinated  convertible  redeemable
     debentures (the Debentures) due August 3, 1999. Interest on the outstanding
     balance  was  due  and  payable  monthly  commencing September 3, 1998. The
     Debentures may be converted into shares of the Company's stock at the lower
     of  75% of the closing bid price of the Company's stock the day immediately
     preceding  the date of receipt by the Company of notice of conversion or by
     75%  of  the  closing  bid  price  of  the Company's stock on the five days
     immediately preceding the date of subscription by the holder as reported by
     the  National  Association  of Securities Dealers Electronic Bulletin Board
     ("NASDAQ").  The  Company borrowed $400,000 of the $750,000. The holders of
     the  Debentures  converted  the  $400,000  into  2,587,298  shares  of  the
     Company's  common  stock.

(10) LEASES

     The  Company  leases  certain  office  space, furniture and equipment under
     operating  leases.  Future  minimum  lease  payments  under  noncancellable
     operating  leases  at  December  31,  2000  are  as  follows:

            Year
            ----
            2001                    $  19,168
                                    =========

(11) INDUSTRY SEGMENTS

     The  Company  operated  in two industries (health care and internet service
     providers) and two geographical locations (Texas and Louisiana) during 2000
     and  1999.  A-1  Bayou,  Inc. provided health care services in the state of
     Louisiana  (see  note  13).  Networks  On-Line,  Inc.  (NOL) is an Internet
     service  provider  (ISP) in Texas. Segment and geographical information for
     the  years  ended  December  31,  2000  and  1999  is  as  follows:

                                           2000           1999
                                       -------------  -------------
            Revenues:
              Health care - Louisiana  $    778,962   $    984,982
              ISP - Texas                   512,887        591,029
                                       -------------  -------------
                                       $  1,291,799   $  1,576,011
                                       =============  =============

            Operating income (loss):
              Health care-Louisiana    $     40,311   $     74,259
              ISP-Texas                    (468,691)       (29,765)
              Corporate expenses         (1,381,354)    (1,221,083)
                                       -------------  -------------
                                       $ (1,809,734)  $ (1,176,589)
                                       =============  =============


                                       25
<PAGE>
           SUMMIT NATIONAL CONSOLIDATION GROUP, INC. AND SUBSIDIARIES

                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS


          Identifiable assets:
            Health care - Louisiana    $    293,674   $    292,103
            ISP - Texas                      27,571        630,916
            Corporate                       158,957         25,052
                                       -------------  -------------
                                       $    480,202   $    948,071
                                       =============  =============

(12) LITIGATION

     At  December  31,  2000,  the  Company  had  certain pending and threatened
     litigation  and  claims  incurred  in  the  ordinary  course  of  business
     (primarily  related  to  acquisitions  and  disposition of subsidiaries and
     related  employment  agreements).  Management has not determined whether or
     not  the  probable  resolution of such contingencies will have any material
     affect  on  the  financial  position  of  the  Company  or  the  results of
     operations.

     Subsequent  Event
     -----------------

     In June 2001, the Company suffered a judgment in a lawsuit in the amount of
     $660,300.  The plaintiff alleged, among other things, that the Company, its
     former  subsidiary,  PMP,  and the former president defaulted on payment of
     employment  contracts to the former owners of a health care agency that the
     Company  acquired and subsequently rescinded because the health care agency
     had  outstanding  Medicare  liabilities  which  it  did not disclose to the
     Company  during  the  due  diligence  process.  The  Company  is vigorously
     appealing  the judgment. No liability had been recorded to the books of the
     Company  for  this  contingent  liability.

(13) DISPOSAL OF HEALTH CARE FACILITIES

     During  1999,  a  number  of  the  facilities (6) in Louisiana owned by the
     Company's  subsidiary,  Professional  Management  Providers,  Inc.  were
     operating  under  Chapter  11  of  the U.S. Bankruptcy Code. As a result of
     several disputes and lawsuits with former management of the subsidiary, the
     Trustee  in  bankruptcy closed the six subsidiary corporations of Home Care
     Center,  Inc.  in  July  1999.  Thereafter, the Company closed three of the
     remaining  four  facilities  in Louisiana, and transferred ownership of the
     remaining  one  to the parent company. The one remaining facility was still
     in  operation  at  December  31,  2000.

     In  addition, the Company made several acquisitions during 1999 through its
     Unique  Dawning, Inc. (UDI). These facilities proved unmanageable, and as a
     result,  Unique  Dawning,  Inc.  was placed in Chapter 11 of the Bankruptcy
     Code in September 1999. Subsequently, the Trustee transferred the filing to
     Chapter  7,  which provided for liquidation of Unique Dawning, Inc. and the
     related  subsidiaries.

     As  a  result of these events, the Company recognized losses on the closing
     and  disposal  of the twelve facilities (nine under Professional Management
     Providers,  Inc.  (PMP) and three under Unique Dawning, Inc.). The loss has


                                       26
<PAGE>
           SUMMIT NATIONAL CONSOLIDATION GROUP, INC. AND SUBSIDIARIES

                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS


     been  reflected  in the accompanying statement of operations as a loss from
     discontinued operations. No income tax credit has been provided against the
     loss  due  to the unavailability of recoverable taxes in prior periods. The
     losses  were  as  follows:

                               PMP          UDI         Total
                           ------------  ----------  ------------

         Loss on disposal  $(2,088,367)  $(639,273)  $(2,727,640)
                           ============  ==========  ============


     Shown  below is a summary of certain elements of PMP's and UDI's operations
     for  the  year  ended  December  31,  2000:

         Revenues                $ 7,876,070
         Cost and expenses         7,058,802
                                 -----------
           Net earnings          $   817,268
                                 ===========

         Net assets disposed of  $ 2,727,640
                                 ===========

     RECLASSIFICATIONS

     The  accounting  for  the  disposal  of  the  health  care  facilities  was
     originally  treated  as  an  extraordinary item. The consolidated financial
     statements  for  1999 have been reclassified to account for the disposal as
     an  operating  loss.  These  reclassifications  did  not  have an affect on
     retained  earnings  (deficit)  for  1999.

(14) OPERATIONAL STATUS

     The  current company is the survivor of a reverse merger, which occurred in
     1997  and  has  expanded  since  then  through  both  internal  growth  and
     acquisitions.  The management of the acquisition process and the management
     of  those  subsequent  operations  exposed the Company to significant legal
     liabilities  (see  note  13).

     At  December  31,  2000,  current  liabilities  exceeded  current assets by
     $1,301,388. At December 31, 2000, the Company primarily had two operational
     subsidiaries:  one  health  care  subsidiary  located  in Louisiana and one
     Internet  Service Provider located in Houston, Texas (see note 15). The net
     income  from  these  operations  is  not  sufficient  to  support corporate
     expenses  and  pay  current  liabilities.

     In  view  of these matters, realization of a major portion of the assets in
     the  accompanying  consolidated  balance  sheet is dependent upon continued
     operations  of the Company, the success of a secondary placement and future
     acquisitions  and  operations.  Management  believes that actions presently
     being  taken  to  obtain  additional  equity  financing through a secondary
     offering  and  acquisitions  and  increasing sales in the technology sector
     will  provide  the  opportunity  to  continue  as  a  going  concern.


                                       27
<PAGE>
           SUMMIT NATIONAL CONSOLIDATION GROUP, INC. AND SUBSIDIARIES

                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS


(15) SUBSEQUENT EVENT

     On  June  21,  2001,  Networks On-Line, Inc. filed a voluntary petition for
     reorganization  under  Chapter 11 of the U. S. Bankruptcy Code. On November
     20, 2001, the Bankruptcy court approved the sale of NOL assets for $50,000.


                                       28
<PAGE>
30



SIGNATURES

Pursuant  to  the  requirements  of  the  Securities  Exchange  Act of 1934, the
registrant  has  duly  caused  this  report  to  be  signed on its behalf by the
undersigned  thereunto  duly  authorized.

SUMMIT  NATIONAL  CONSOLIDATION  GROUP,  INC.


Date:  November  4,  2001                    By:     /s/  Walter  D.  Davis
                                             -------------------------------

             Walter  D.  Davis
             Chairman  of  the  Board,
             Chief  Executive  Officer,
             President

Date:  November  4,  2001                    By:    /s/  Lamont  J.  Waddell
                                             -------------------------------

             Lamont  J.  Waddell
             Chief  Financial  Officer,
             Vice  President  of  Finance

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

          Signature                           Title
          ---------                           -----

By:     /s/  Walter  D.  Davis          Chairman  of  the  Board  and  Chief
   -----------------------------------  Executive  Officer,  President  and
         Walter  D.  Davis              Director

By:     /S/  Lamont  J.  Waddell        Board  Member  and  Chief  Financial
   -----------------------------------  Officer  and  Vice President of Finance
        Lamont  J.  Waddell

By:     /s/  Vincent  E.  Alexander     Board  Member  and  Chairman of the
   -----------------------------------  Audit  Committee
        Vincent  E.  Alexander

By:     /s/  Dr.  Beatrice  Beasley     Board  Member  and  Chairman of the
   -----------------------------------  Compensation  Committee
        Dr.  Beatrice  Beasley

By:     /s/  Jesse  Funchess            Board  Member
   -----------------------------------
        Jesse  Funchess,  JD


                                       29
<PAGE>
          Signature                        Date
          ---------                        ----

By:     /s/  Walter  D.  Davis          November  4,  2001
   -----------------------------------
        Walter  D.  Davis

By:     /S/  Lamont  J.  Waddell        November  4,  2001
   -----------------------------------
        Lamont  J.  Waddell

By:     /s/  Vincent  E.  Alexander     November  4,  2001
   -----------------------------------
        Vincent  E.  Alexander

By:     /s/  Dr.  Beatrice  Beasley     November  4,  2001
   -----------------------------------
        Dr.  Beatrice  Beasley

By:     /s/  Jesse  Funchess            November  4,  2001
   -----------------------------------
        Jesse  Funchess,  JD


                                       30
<PAGE>