U.S. SECURITIES AND EXCHANGE COMMISSION
              Washington, D.C. 20549
                      FORM 10-KSB/A

[  x  ]     Annual report under section 13 or 15 (d) of the
Securities Exchange Act of 1934 for the fiscal year ended
December 31, 2000.

First Amendment filed on June 27, 2002

[      ]     Transition report under section 13 or 15 (d) of the
Securities Exchange Act of 1934  for the transition period from
____             to     _____________
Commission file number: 0-26999
           GLOBAL WEB, INC.
(Name of  small business issuer in its charter)
             Utah                                     87-0427550
State or other jurisdiction of                      I.R.S. Employer
incorporation or organization                      Identification No.
          11814 South Election Road, No. 100
               Draper, Utah 84020
       (Address of principal executive offices)
Registrant's telephone number, including area code:(801)838-7400
Securities registered pursuant to Section 12(b) of the Act:
None
Title of each class registered: N/A.
Name of each exchange on which registered: N/A
Securities to be registered under section 12(g) of the Act:
None
  Check whether the registrant (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 registrant was required to file such report(s),
and  (2) has been subject to such filing requirements for the
past 90 days.                        x   Yes         No

  Check if disclosure of delinquent filers in response to Item
405 of Regulations 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.   [    ]
  State the registrant's net revenue (loss) for its most recent
fiscal year:   $434,527
  The aggregate market value of voting stock held by non-
affiliates of the registrant on December 31, 2000, was
approximately $190,000.

  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, there were outstanding 8,687,600 shares of
registrant's Common stock, par value of $.001 per share.

  Documents incorporated by reference:  Exhibits, Item 13.

  Transitional Small business Disclosure Format Yes     No x
                                       1
PART I.

     THE COMPANY

Exact corporate name: Global Web, Inc.
State and date of incorporation: Utah - September 6, 1985.
Street address of principal office: 11814 South Election Road,
No. 100, Draper, Utah 84020.
Company telephone number:(801) 838-7400.
Fiscal year: December 31

PART I

Item 1. Description of Business.

  Global Web, Inc., a Utah corporation (hereinafter "Registrant" or "Company"
or "we" or other forms of the first person personal pronoun plural) based in
Draper, Utah, provides, develops and markets business services primarily to
Internet users including commercial businesses.  In addition, we provide
financial services to assist our customers.

   Upon subscription, we provide access to a web site hosted by us and the use
of our software called "Quicksitemaker".  We previously called our software
"Web Builder."  A subscriber uses Quicksitemaker, a point and click based
program, to construct or build the web site.  On the Internet a subscriber
gains access to and use of Quicksitemaker by providing a unique, personal
access code.  Quicksitemaker is not downloaded or sold separately as a software
program.  Access is available only by subscription. Through Quicksitemaker
subscribers build web pages with ease by making choices from the series of
options provided in the software.  Knowledge of web page programming code is
not needed. By designating choices from the menu the web page is built.
Options are selected by pointing and clicking.  Options include such things as
background colors, type faces for text, page location, and graphics.  Changes
and updates are made through Quicksitemaker at any time.  Quicksitemaker is
used by novices and professionals.

   As part of our e-commerce applications we offer merchant services so a
subscriber has the ability to do online sales transactions using credit cards.
To do this the merchant needs a merchant account that has virtual terminal
functionality.  Through marketing affiliations we are able to provide these
services to online merchants.  We market a license for the virtual terminal
which is necessary to utilize the merchant account for online credit card
transactions.  Through our subsidiary National First Financial, Inc., we have
the ability to provide in-house lease financing.  We have sold some leases on
a discounted basis to third parties.  By self-financing the leases our asset
base has grown as well as revenues.  In the past we have sold as many as 400
leases per month.

   We believe our products and services provide subscribers with the tools
necessary to utilize the full potential and capability of the Internet and
e-commerce in their business and marketing endeavors.  Historically, only
companies with trained personnel and substantial resources had access to this
business arena.  With the development of our easy-to-use web site builder and
our e-commerce applications we have made access to the Internet and e-commerce
available to individuals and small businesses.

                                       2
  We offer different packages.  Monthly prices range from approximately $9.95
to $34.95.  Presently we offer four different packages.  Generally, a
subscriber paying the higher monthly subscription receives more services.
Packages differ by the services provided such as numbers of web pages, E-mail
accounts, amount of text, and other e-commerce services provided.  From time
to time we may vary the packages offered by prices, services or options
provided depending on past results, market conditions, and anticipated sales.

   Also, we offer other services such as consultation and online training.
Generally we provide guidance to subscribers to assist in the development and
use of web sites and web pages.  For a fee we provide additional training.
Our experience has been to sell more packages in the higher price ranges.
Other value-added services are offered. Management believes that our
products and services provide business applications for small businesses.

   We recently produced a thirty minute infomercial entitled "Internet
On-ramp."  We are currently testing the infomercial in a variety  of markets.
We will evaluate a larger scale marketing effort based on our result.
Essentially the infomercial will be a marketing tool for our products and
services.  We have not had any experience marketing through infomercials.
Available funding will also be a consideration as to any marketing plan
developed for the infomercial.  Presently, our funds are extremely limited.

   We sponsor "Freebeetlebug.com" which is an online sweepstakes.  It gives
registrants a change to win a free VolkwagenTM Beetle and builds traffic to
various web sites.  Weekly, monthly and yearly names are selected to receive
prizes, including yearly, an automobile. We have no charge to enter the
contest.  Those who submit forms must visit a suggested web site as part of
the registration process.  This allows products, services and information to
be shown to potential customers.  For a fee we suggest web sites.  We announce
winners weekly via e-mail.  Freebeetlebug.com is an effective and efficient
way to generate traffic to particular web sites.  We may sell advertising on
the main page or as banner advertising.

   We believe that the huge fees for Internet services which were once
commonplace are dwindling.  We believe that it is important to develop a broad
customer base for our products and services and we constantly have under
consideration different means to expand the customer base.  In the future our
expectation is to provide additional services to our customers.

  We anticipate making trademark filings for our trade names in the future. We
have made only a preliminary search regarding the availability and rights to
these names.  We have filed for domain names which relate to services offered.
Generally, our rights to these names may be challenged in the future by others
which, if successful, may adversely affect our business.  If a name used by us
were unavailable, we would have to rename the product provided and would
thereby lose any name identification established and good will associated with
that particular name.

  We host web sites for subscribers who have their own domain name or URL also
known as a Uniform Resource Locator. A URL is the address on the Internet.
Every URL is a series of numbers which directs access to the web site whether
it is hosted by the Company or a competitor.  If a subscriber changes to a
different host, the subscriber will then have to make arrangements to change
the URL.  We believe that because of the inconvenience of changing the URL, it
discourages subscribers from changing to another host.
                                       3
  In 2000 we had no research and development expenses and in 1999 those
expenses were approximately $42,686.

  Presently, Quicksitemaker with its subscriber base and leases comprise the
main components of our business.  We may bundle our products with other
services and products provided by us and others and then market the products
as a package.

  Presently we service approximately 7,000 subscribers for web sites and our
other products.  We are not dependent upon a few major customers.


Background.

   Global Web, Inc. was organized on September 6, 1985, under the laws of the
State of Utah as BP 150, Inc., having the purpose of investing in a business
opportunity.  We sold 150,000 shares of common stock in a public offering in
January 1986.  In 1987 we invested these funds in a restaurant franchise area
and changed our name to American Restaurant Management, Inc. In 1989 the
restaurant venture failed.  We were inactive from 1989 until March 1998.

   In March 1999 we acquired all of the issued and outstanding shares of
Global Web, Inc., a Nevada corporation, ("Global Web") in exchange for a
controlling interest. Since that time we have operated and marketed products
and services to our clients and customers.

Competition.

  Our competitors are numerous and diverse.  We compete with several large,
well-capitalized companies which host and offer web sites, such as YahooShop,
Tripod, Geoshop from Geocities, and GoBizGo from U.S. West.  In addition,
numerous small companies compete in providing Internet services.  Many of
these competitors have greater financial resources and more experienced
personnel which enables them to have greater credibility and viability in the
market.  We are not a major force within the Internet industry.  We believe
that we compete because of the following:

   - With Quicksitemaker subscribers can build and change web sites with ease.
   - Monthly subscription fees are competitive.
   - When available or marketed our other products may provide a competitive
     advantage.

No assurance can be given that our other products or marketing methods will be
successful or will provide the benefit and results that are economical.

Marketing

  We presently market our product through infomercials,telemarketing firms and
resellers.  Historically, our primary method of gaining new subscribers or
customers has been through seminars.  However, for the foreseeable future we
will no longer be conducting seminars.

   We also sell leases of a license to use a virtual terminal which assists our
customers to allow their customers or potential customers payment by credit
card.  Previously we received on a discounted basis immediate funding for the
leases from a third party.  In August 2000 we began to hold the leases in a
                                       4
subsidiary and collect the monthly lease payments.  This caused us to receive
less cash in the short term.  Recently we have encountered short-term cash flow
difficulties.  We need sufficient cash flow to fund operations while the
monthly aggregate lease payments increase to the levels of cash we previously
received from sales of the leases on a discounted basis.  By holding the leases
our assets have increased and we anticipate that our assets will continue to
increase in the future subject to successful marketing.  Presently the leases
are recorded on our financial statements as sales type leases.  We have set up
a significant allowance for doubtful accounts and have discounted to present
value the income stream from the leases.  We may have underestimated the
allowance for doubtful accounts because we lack long-term history and
experience to make the estimates.  If our experience in collecting payments
from these sales leases is worse than our estimates, both revenues and income
will be reduced.  We may sell the leases or use them as collateral for loans or
other financing options.

  We entered into oral agreements with telemarketing firms to market web sites
and other products.  Depending on the product or service sold we pay a
percentage of the sales to the telemarketing firm as negotiated.  Telemarketers
contact people who have attended the seminars or who have previously used our
products.  Telemarketers sell our products and services. Also, telemarketers
may use names from other sources.  Sales through telemarketing in the year
2000 provided approximately twenty-two per cent of revenues.

  We may also allow other companies to use our products under a different name
or a private label, but we will always provide hosting services in that the
Quicksitemaker software will be on our server and all web sites that may be
offered or sold under the private label will be hosted exclusively on our
server.  A customer seeking a private label relationship may want a different
look, different graphics or different templates, but the functionality of the
Quicksitemaker software will not change.  Compensation terms will be negotiated
on a case by case basis. Presently we have arrangements with others for selling
our products under a private label, but presently the private labels do not
make a significant contribution to our revenues.

  No assurance can be provided that our new services under development or that
the new services will be marketed successfully or accepted and become
commercially viable.

Cancellations

  We experience cancellations by our subscribers.  These cancellations may be
permanent or may be for a limited time.  In the first three to eight days
after the sale typically thirty per cent of the subscribers cancel.  This
figure is based on our experience.  Once the accounts become established, we
experience a lower rate of cancellations.  We have not had sufficient
operating experience to determine cancellation patterns or percentages after
the first three to eight days.  Management believes it is vital and essential
that we continue to add new subscribers regularly.  If we failed to add new
subscribers, the subscriber base over time will decrease causing costs to
increase and profits to decline or become losses. Also, at times subscribers
who have canceled reinstate our services.

Merchant Account and Credit Card Charges.


                                       5
  We and the other entities selling our products typically receive payments
through credit cards.  Almost all of our revenues are from sales paid for by
credit card accounts.  Because of the high volume of transactions, the
financial institutions where we have our accounts place restrictions on the
volume of credit card vouchers which can be processed.  Also, the financial
institution will process the credit card vouchers and then hold reserves or
restrict funds in our accounts.  At times we have disagreed with the financial
institutions about the size of the reserves and the length of time the
reserves are held.  Typically the financial institution will hold back at
least five per cent of the Company's volume of credit card vouchers.  These
institutions are concerned about charge backs against the merchant account.  A
charge back occurs when the purchaser, the cardholder, refuses to pay for the
products purchased and demands that the credit card company issue a credit for
the amount billed.  The restrictions or the placing of a hold on the funds in
these merchant accounts may cause us to experience cash liquidity difficulties.
We try to monitor the status of the funds in the merchant accounts so that
cash flows will be sufficient to fund operations.  Our finance department
monitors the merchant accounts almost daily.

Government Regulation

  Our business activities are subject to governmental regulations and general
business laws.  In addition, the seminars are subject to business opportunity
laws enacted by approximately 23 states.  The applicability of these laws is
determined by the initial dollar amount to purchase a business opportunity.
Our policy is to keep the price of our products below the dollar amount that
makes the law applicable.  Under the federal statute if a business opportunity
sells for less than $500.00, it is deemed to be exempt from being a franchise.
We believe that our products are not business opportunities as defined by
statute.  In addition, under federal regulation there is a requirement for a
cooling off period during which a purchaser can cancel the agreement.  We
grant to each purchaser the right to cancel the purchase agreement for three
days from the date of the purchase.  Prior to a seminar in a particular state,
the applicable law is reviewed and we ascertain if it complies with the state
statute.

  In this report we make forward looking statement which we make pursuant to
the "safe harbor" provisions of the Private Securities Litigation Reform Act
of 1995.  We caution and advise investors, shareholders and readers that
actual results may differ substantially from such forward-looking statements.
Forward-looking statements involved risks and uncertainties that could cause
actual results to differ material from those expressed or implied by any
statements, including but not limited to, the following: our ability to
maintain sufficient revenues to fund and maintain our operations and to meet
our cash and working capital needs and to have sufficient revenues to continue
or expand operations. Our business is dependent on the attendance at the
seminars, the sales at the seminars, and cash flow being adequate to meet our
working capital requirements.  We assume no obligation to release publicly the
revisions of any forward-looking statements or circumstances or to report the
non-occurrence of any anticipated events.

  Management of the Company has had limited experience in the operation of a
public company and the management of a large commercial enterprise.

  Our business may require us to develop or modify our products and perhaps
even enter new fields of endeavor and new industries.  We lack significant
                                       6
capital resources and it may be difficult in the future to enter into new
businesses. If we seek funds from other sources, such funds may not be
available on acceptable terms. Success will be dependent on the judgment and
skill of management and the success of the development of any new products.

  The Company's success depends, and is expected to continue to depend, to a
large extent, upon the efforts and abilities of its managerial employees,
particularly Brae Burbidge, our President, and Lee Burbidge our Secretary. The
loss of either Brae Burbidge or Lee Burbidge would have a substantial, material
adverse effect on us. Presently we have no employment contract with key
employees.

  The Company is not insured against all risks or potential losses which may
arise from the Company's activities because insurance for such risks is
unavailable or because insurance premiums, in the judgment of management,
would be too high in relation to the risk.  If the Company experiences an
uninsured loss or suffers liabilities, the Company's operating funds would
be reduced and may even be depleted causing financial difficulties for the
Company.

Employees

  We had approximately sixty full-time and part-time employees at December 31,
2000.  Now we have six full and part-time employees.

Item 2. Description of the Property and Facilities

  We lease approximately thirteen thousand square feet of office and research
facilities in Draper, Utah. The five year lease has adjustments and currently
is approximately $13,474 per month which is subject to adjustment.

Item 3. Legal Proceedings

   In March 2001 we were named as a defendant in an action captioned Executive
Credit Services L.C. dba v. Global Web, Inc. seeking damages of approximately
$60,000 for our purported failure to pay charge backs.  We filed a
counterclaim and are defending this action.

   In March 2001 we were named as a defendant in an action captioned Delphine
Jensen v. Britney Spencer, Brae Burbidge, and Global Web, Inc. seeking
damages.  This matter was tried and a judgment in the amount of $11,673 was
entered.  We have made a $2,000 payment.

  In addition, we were named as a defendant in a matter captioned Godfrey
Trucking, Inc., v. Global Web, Inc. Civil No. 010911676, filed in the Third
Judicial District Court, Salt Lake County, State of Utah.  We are resolving
this matter by making monthly payments and still owe a balance of
approximately $3.600.

  We were named as a defendant in a matter captioned Precision Litho, Inc., v.
Global Web, Inc., Civil No. 010919327, filed in the Third Judicial District
Court, Salt Lake County, State of Utah. Plaintiff is seeking relief in the
amount of $112,476.30.  We are defending this matter. The plaintiff filed a
Motion For Summary Judgment which we are opposing.


                                       7
  In a matter captioned Media Source, Inc. v. Global Web, Inc., the Plaintiff
is seeking $155,870.  The Company has filed a counterclaim and is vigorously
defending this claim.

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

  No matters were submitted to a vote of security holders during
the final quarter of the most recently completed fiscal year.

PART II.

Item 5.  Market for Common Equity and Related Stockholder Matter

  Presently our common stock is traded on the NASD Electronic Bulletin Board,
also known as the "OTCEBB" under the symbol "ZWEB".  The table below sets
forth the closing  high and low bid prices at which our shares of common stock
were quoted during the quarter identified.  The trades are in U. S. dollars
but may be inter-dealer prices without retail mark-ups, mark downs, or
commission and may not even represent actual transactions.  During some of the
time periods shown below our common stock was traded on the National
Quotations Bureau pink sheets.

                High      Low
1998

December 31    $6.25     $6.25

1999
March 31       $6.25      $.20
June 30        $1.75      $.50
September 30   $1.25      $.20
December 31    $3.00      $.50

2000
March 31       $3.25     $2.00
June 30        $2.00     $1.00
September 30   $1.00      $.50
December 31    $1.05      $.50

  As of December 31, 2000, we had approximately 120 shareholders of record.

  Our shares are significantly volatile and subject to broad price movements
and fluctuations and our shares should be considered speculative and volatile
securities. The stock price may also be affected by broader market trends
unrelated to the our activities.

  As of December 31, 2000, we had 8,687,600 shares of common stock issued and
outstanding.  Of these shares it is estimated that approximately 300,000
shares were free trading shares.  The remaining shares are held by affiliates,
but certain of these shares may be available for resale pursuant to the
provisions of Rule 144 promulgated under the 1933 Act.

  Sales pursuant to the provisions of Rule 144 sold into the trading market
could adversely affect the market price.  The Company's shares trade on the
NASD Electronic Bulletin Board.  The per share price in an auction market is
based in part on supply and demand.  If more shares are available for sale
                                       8
into the market, the market price of the shares of common stock of the Company
will be adversely affected.

  We have not declared or paid any dividends to holders of our common stock.
In the future it is unlikely that we will pay any dividends.

Item 6. Management's Discussion and Analysis.

  Because we have only a limited operating history our revenues may not
continue in the future and the future operations may generate less revenues
than current operations.  For the period ended December 31, 2000, we had
revenues of $6,859,522 compared to $2,587,480 for the year ended December 31,
1999, and had a net loss of $1,250,489 compared to a net income $71,855 for a
decrease of $1,322,344.  Revenues increased by $4,272,042 because of several
factors.  First, we conducted more than three times as many seminars in 2000
than we did in 1999.  This added significantly to our customer base and also
provided for greater opportunities for post-seminar sales.  Second, in August
we shifted our marketing and financing strategies for merchant services.
Previously, personnel from another company would go with us to the seminars
and sell the merchant services.  We would be paid a finders' fee or commission
from those sales.  As we matured in the industry, we determined that we could
do our own marketing of the merchant services and receive all of the revenue
instead of just a finders' fee.  Accordingly, we created National First
Financial, Inc., a wholly owned subsidiary, to oversee this activity.
Initially we intended to continue to sell the merchant leases to a third-party
financing company, but then we decided to finance them in-house.  Management
believes that our financing of the leases will continue and will significantly
impact our assets, revenues, profits and cash flow.  The leases provide for
forty-eight monthly payments.  We have recognized the leases as sale-type
leases in accordance with SFAS 13 at the discounted present value, but we have
not been paid.  We have also recorded a reserve for uncollectible accounts of
twenty-five per cent.  The twenty-five per cent reserve is an estimate and may
be adjusted higher if our collection experience requires that adjustment.  If
we increase the reserve or if our actual collection experience is less than
anticipated, our revenues, income, and assets will be adversely impacted.

  Another significant factor in determining net income for 2000 occurred as a
result of a change in our product mix.  In earlier years we had been selling
other vendors products so all the revenue earned was immediately recognized in
our statement of operations.  When we began selling our own websites and
server space, we incurred additional servicing obligations which required that
the revenue be deferred and recognized over the time that the servicing
obligation existed.  This treatment was mandated by the Securities and Exchange
Commission in Staff Accounting Bulletin (SAB) 101 which was required to be
adopted by the fourth quarter of 2000 and also as a result of our marketing
changes.  As a result we have deferred revenue from seminars conducted in 2000
of $1,990,203 that will be recognized in 2001.  The after tax effect of this
deferred income results in a decrease in income of $1,214,024.  Also, as a
result of the deferral of income, our deferred tax status switched from a net
liability to a net asset.  Due to the risk of not having sufficient future
profits to fully utilize the current net operating loss, we have taken a
reserve against the deferred tax asset equal to the portion unused to offset
our 1999 profits in a carryback to the prior year.  This results in a $480,771
charge to income in 2000.


                                       9
  For the calendar year ended general and administrative expenses were
$8,124,618 compared to $2,448,706 for 1999.  General and administrative
expenses increased $5,675,912 primarily due to the increased seminar activity.
We are unable to defer the same percentage of expenses against future service
obligations as we did with revenue so our costs are skewed in relation to our
recognizable income.

  Total assets as of December 31, 2000, were $2,028,051 compared to $481,274
as of December 31, 1999, for an increase of $1,546,777.  Assets increased
because of the merchant leases receivable, current and long-term, of
$1,370,880.  Cash decreased from $209,993 to $11,173.  Pre-paid expenses which
are costs incurred to sponsor seminars increased to $344,220 from $30,273
because of the increase in seminar activity. Current liabilities increased by
$2,725,115 from $298,860 as of December 31, 1999 to $3,023,975.  Accounts
payable during the period increased by $433,005 from $217,442 to $650,447
because of increased operations.  Deferred revenues increased by $1,970,111
due to the deferral of revenues for future servicing obligations.  Total
liabilities increased $2,772,645 from $321,465 to $3,094,110. Total
liabilities increased because of the increase in current liabilities.  We are
dependent upon future sales, maintaining our present level of subscribers, and
monthly lease payments at anticipated levels to fund operations.  Our primary
objective is to increase the number of subscribers to our products and services
and to continue the self-funding of additional leases.  Our monthly payments
from the leases should build to replace the funds we previously received from
selling the leases on a discounted basis to another entity.  Presently we have
approximately 12,000 subscribers.  The number of subscribers is subject to
change and fluctuation because of new sales and cancellations. The number of
subscribers has increase in that new sales have been greater than
cancellations.  As of December 31, 2000, our current ratio was 0.23 compared to
1.0 as of December 31, 1999 primarily because of the deferred revenue and
decreased cash.

  For the period ended December 31, 1999, we had revenues of $2,587,480
compared to revenues of $1,135,772 for the same period a year earlier and
selling, general and administrative expenses were $2,448,706 compared to
$1,063,877.  Net income was $71,855 compared to $48,395 a year earlier.

  Because of the financing of the leases our working capital needs have
increased.  Our cash position is low and we have obtained additional funds
through borrowing. (See Related Party Transactions.)  We may also sell some of
the leases or borrow using the leases as collateral.  Presently we have not
made any decisions and we have not entered into any final contracts
regarding the sale or pledge of the leases.

  We continue to evaluate our marketing plan and may seek other methods of
selling our products.

 Item 7. Financial Statements
                                      10






























                             GLOBAL WEB, INC.

                     Consolidated Financial Statements
                                  and
                       Independent Auditors' Report
                            December 31, 2000




























                                      11

<PAGE>


                           GLOBAL WEB, INC.



                         TABLE OF CONTENTS


Independent Auditors' Report
Consolidated Balance Sheets -- December 31, 2000 and 1999
Consolidated Statements of Operations for the
 Years Ended December 31, 2000 and 1999
Consolidated Statements of Stockholders'
Equity for the Years Ended December 31, 2000 and 1999
Consolidated Statements of Cash Flows for
 the Years Ended December 31, 2000 and 1999
Notes to Financial Statements




































                                      12
<PAGE>
     INDEPENDENT AUDITORS' REPORT


The Board of Directors and Shareholders
GLOBAL WEB, INC.


We have audited the accompanying consolidated balance sheets of Global Web,
Inc. (a Utah corporation) and its wholly-owned subsidiaries, Global Web, Inc.
(a Nevada corporation) and National First Financial, Inc. (a Utah corporation),
as of December 31, 2000 and 1999, and the related consolidated statements of
operations, stockholders' equity and cash flows for the years ended December 31,
2000 and 1999.  These financial statements are the responsibility of the
Company's management.  Our responsibility is to express an opinion on these
financial statements based on our audit.

We conducted our audit in accordance with generally accepted auditing standards.
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 consolidated financial position of Global Web, Inc.
as of December 31, 2000 and 1999, and the results of operations and cash flows
for the years ended December 31, 2000 and 1999, in conformity with generally
accepted accounting principles.




                                   Mantyla McReynolds

Salt Lake City, Utah
March 10, 2002
















                                      13
<PAGE>
<TABLE>
<CAPTION>
                              GLOBAL WEB, INC.
                        Consolidated Balance Sheets
                        December 31, 2000 and 1999

                                   ASSETS
<S>                                       <C>                  <C>
Current Assets:                                  2000              1999
  Cash                                     $    11,173          $ 212,182
  Current portion of merchant contracts
   receivable - Note 14                        334,471                -0-
  Accounts receivable-net of $0 allowance
   for doubtful accounts                           -0-             25,475
  Receivable from related party - Note 4           -0-             32,740
  Prepaid expenses - Note 3                    343,220             30,273
                                             ---------            -------
       Total Current Assets                    688,864            300,670

Property and Equipment:
  Property and Equipment - Notes 1& 5          281,242            187,752
  Less: Accumulated depreciation              (117,472)           (78,914)
                                             ---------            -------
      Net Property and Equipment               163,770            108,838

Other Assets:
  Merchant contracts receivable-net
   of $422,720 allowance and net of
   current portion - Note 14                 1,036,409                -0-
  Deferred Tax Asset - Note 2                   13,012                -0-
  Depository  reserves - Note 10               112,011             66,303
  Deposit                                       13,985              5,463
                                             ---------            -------
          Total Other Assets                 1,175,417             71,766
                                             ---------            -------
               Total Assets                $ 2,028,051          $ 481,274
                                             =========            =======















<FN>
     See accompanying notes to financial statements.
</TABLE>
                                      14
<PAGE>
                              GLOBAL WEB, INC.
                   Consolidated Balance Sheets[continued]
                         December 31, 2000 and 1999

                    LIABILITIES AND STOCKHOLDERS' EQUITY
Liabilities:                                       2000            1999
   Current Liabilities:
     Accounts payable                         $   650,447      $ 217,442
     Payroll liabilities                           54,920         27,701
     Deferred revenue - Notes 1 & 8             1,990,203         20,092
     Income taxes payable - Notes 1 & 2               -0-         17,441
     Line of credit - Note 12                     273,909          8,892
     Note payable to related party - Note 3        45,000            -0-
     Current portion of long-term
      liabilities - Note 11                         9,496          7,292
                                                ---------        -------
           Total Current Liabilities            3,023,975        298,860

  Long Term Liabilities:
     Deferred tax liability - Notes 1 & 2             -0-         10,168
     Note payable - Note 15                        50,000            -0-
     Leases payable net of current
      portion - Note 11                            20,135         12,437
                                                ---------        -------
            Total Long Term Liabilities            70,135         22,605
                                                ---------        -------
            Total Liabilities                   3,094,110        321,465

Stockholders' Equity:
  Preferred stock--5,000,000 shares authorized,
  $.001 par value, -0- shares outstanding             -0-            -0-
  Common stock -- 90,000,000 shares authorized,
  $.001 par value; 8,687,600 and 8,564,500
  shares issued and outstanding                     8,688          8,565
  Additional Paid-In Capital                      309,479        284,981
  Accumulated Deficit                          (1,384,226)      (133,737)
                                                ---------        -------
          Total Stockholders' (Deficit)/Equity (1,066,059)       159,809
                                                ---------        -------
Total Liabilities and Stockholders' Equity    $ 2,028,051      $ 481,274
                                                =========        =======













        See accompanying notes to financial statements.
                                      15
<PAGE>

                               GLOBAL WEB, INC.
                    Consolidated Statements of Operations
                 For the Years Ended December 31, 2000 and 1999

                                               2000               1999
Revenues
  Monthly Hosting Fees                    $   430,602        $   619,533
  Business Seminar Fees                     5,164,835          1,637,292
  Telemarketing Sales                       1,240,583            330,655
  Financing Revenue and Fees                   23,502                -0-
                                            ---------          ---------
    Total Revenues                          6,859,522          2,587,480

Expenses
  Seminar Expenses                          5,293,288            746,921
  Telemarketing Expenses                      600,670            137,155
  General and Administrative Expenses       2,230,660          1,564,630
                                            ---------          ---------
    Total Expenses                          8,124,618          2,448,706
                                            ---------          ---------
    Net (Loss) Income from Operations      (1,265,096)           138,774

  Interest Expense                             (8,434)            (3,809)
  Legal settlement - Note 9                       -0-            (35,500)
                                            ---------          ---------

    Net (Loss) Income Before Income Taxes  (1,273,530)            99,465

    Provision for Income Taxes - Note 2       (23,041)            27,610
                                            ---------          ---------

Net (Loss) Income                        $ (1,250,489)       $    71,855
                                            =========          =========

(Loss) Income Per Share                  $      (0.14)       $      0.01

Weighted Average Shares Outstanding         8,669,342          8,564,500
















     See accompanying notes to financial statements.
                                      16
<PAGE>
                              GLOBAL WEB, INC.
               Consolidated Statements of Stockholders' Equity
                For the Years Ended December 31, 2000 and 1999

                                                       Accumulated
                                           Additional   Deficit/
                         Number    Common   Paid-in     Retained
                        of Shares   Stock   Capital     Earnings        Total
Stockholders' Equity
Balance, December 31,
    1998                8,564,500 $ 8,565  $ 284,982  $   (205,592)  $   87,955
Net income for the year
 ended December 31, 1999                                    71,855       71,855
                        ---------   -----    -------       -------     --------
Balance, December 31,
    1999                8,564,500   8,565    284,982      (133,737)     159,810
Issued shares for
 services at $.20 per
 share, March 6, 2000
 (Note 12)                 15,000     115     22,885                     23,000
Issued shares for
 services at $.20 per
 share, November 20,
 2000 (Note 12)             8,100       8      1,612                      1,620
Net loss for the year
 ended December 31,
 2000                                                   (1,250,489)  (1,250,489)
                        ---------   -----    -------     ---------    ---------
Balance, December 31,
    2000                8,687,600 $ 8,688  $ 309,479  $ (1,384,226) $(1,066,059)
                        =========   =====    =======     =========    =========























     See accompanying notes to financial statements.
                                      17
<PAGE>


                              GLOBAL WEB, INC.
                    Consolidated Statements of Cash Flows
                For the Years Ended December 31, 2000 and 1999

                                                       2000              1999
Cash Flows From Operating Activities
Net (Loss) Income                                 $ (1,250,489)    $    71,855
Adjustments to reconcile net income to net cash
 provided by operating activities:
    Depreciation and amortization                       38,558          35,484
    Bad debt expense                                   613,646             -0-
    Increase in accounts receivable                 (1,926,311)        (41,471)
    Decrease (increase) in prepaid expenses           (312,947)         30,798
    Increase in deferred revenue                     1,970,111           8,746
    (Decrease) in deferred taxes payable               (23,180)            -0-
    Increase in current liabilities                    442,784         239,037
    Issued stock for services                           24,620             -0-
       Net Cash (Used for)Provided by                ---------         -------
         Operating Activities                         (423,208)        344,449


Cash Flows From Investing Activities
    Lease deposit                                       (8,522)         (5,463)
    Merchant reserves                                  (45,708)        (66,303)
    Purchases of property and equipment                (93,490)        (91,311)
                                                     ---------         -------
Net Cash Used for Investing Activities                (147,720)       (163,077)

Cash Flows From Financing Activities
    Increase in line of credit                         265,017           8,892
    Increase in long term debt                         104,902          19,729
                                                     ---------         -------
Net Cash Provided by Financing Activities              369,919          28,621
                                                     ---------         -------
Net (Decrease) Increase in Cash                       (201,009)        209,993

Beginning Cash Balance                                 212,182           2,189
                                                     ---------         -------
Ending Cash Balance                                $    11,173       $ 212,182
                                                     =========         =======
Supplemental Disclosure Information:
   Cash paid during the year for interest          $     8,391       $   3,809
   Cash paid during the year for income taxes      $    17,435       $   8,926









     See accompanying notes to financial statements.
                                      18
<PAGE>
                             GLOBAL WEB, INC.
              Notes to Consolidated Financial Statements
                            December 31, 2000

NOTE 1     ORGANIZATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

The Company (Global Web, Inc.(Parent)) was organized under the laws of the state
of Utah on September 6, 1985 as BP 150, Inc.  The Company was incorporated for
the purpose of investing in business opportunities.  In 1987, the Company
changed its name to American Restaurant Management, Inc. and invested in and
operated a restaurant franchise.  The restaurant enterprise failed in 1989 and
the Company did not engage in any business from that date until March 1999, when
the Company acquired all of the outstanding shares of Global Web, Inc.
(Subsidiary).

Global Web, Inc. (Subsidiary) was originally created on August 14, 1997 in the
state of Utah for the purpose of providing hosting, design, and consultation
services for web pages on the Internet.

In October 1997, Global Web, Inc. (Subsidiary) created and merged with a Nevada
corporation having the same name, with the ultimate operating entity being a
Nevada corporation.  At the same time, the Utah Corporation (Global Web, Inc.)
was dissolved.

Global Web, Inc. (Subsidiary) was created with two classes of stock: 45,000,000
shares authorized of common stock and 5,000,000 shares of preferred stock, each
with $.001 par value.  The preferred stock has the voting rights of one thousand
votes per share, but has no preferences or rights as to dividends, redemptions,
dissolutions, distributions, conversions, or exchanges.  At the time of the name
change, Global Web, Inc. (Parent) effected a change in the capital structure.
The capitalization of the Company was changed to common stock authorized
90,000,000 shares, $.001 par value and preferred stock authorized 5,000,000
shares, $.001 par value.

In March 1999, the Company (Global Web, Inc. (Parent)) changed its name from
American Restaurant Management, Inc. to Global Web, Inc. (Parent) and did a
reverse stock split of 1 for 100 shares.  After the reverse split was effected,
Global Web, Inc.(Parent) issued 8,000,000 shares of common stock for all of the
outstanding stock of Global Web, Inc.(Subsidiary).  The consolidated financial
statements for 1999 are presented with the reverse stock split and the issuance
of the 8,000,000 shares to give the effect as if the transaction had occurred
prior to the actual 1999 transaction date.

In July 2000, the Company formed a wholly owned subsidiary known as National
First Financial, Inc. (National).  This corporation was created to administer
leases of licenses to use virtual credit card terminals sold in conjunction with
merchant accounts, which the Company markets with its web-hosting services.








                                      19
<PAGE>
                              GLOBAL WEB, INC.
                 Notes to Consolidated Financial Statements
                        December 31, 2000 [continued]

NOTE 1     ORGANIZATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
[CONTINUED]

BASIS FOR CONSOLIDATION

The three companies (Parent, Subsidiary, and National) are combined into Global
Web, Inc., a consolidated group of corporations known in this report as the
Company.  The accounting for the acquisition of all the stock of Global Web,
Inc. (Subsidiary) is treated as a "reverse acquisition" whereby the stockholders
of the acquired corporation (Global Web, Inc. (Subsidiary)) took control of the
parent corporation (Global Web, Inc. (Parent)).  The financial statements of the
Company have been prepared in accordance with generally accepted accounting
principles.  The consolidated financial statements of the Company include the
accounts of Global Web, Inc. and its wholly owned subsidiaries.  All significant
intercompany transactions have been eliminated.

INCOME PER SHARE

The computation of income per share of common stock is based on the weighted
average number of shares outstanding during the period.

USE OF ESTIMATES IN THE PREPARATION OF FINANCIAL STATEMENTS

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

PROPERTY & EQUIPMENT

Property and equipment are recorded at cost. Repairs and maintenance are charged
to operations and renewals and additions are capitalized. Depreciation is based
on the estimated useful life of the assets (2 to 7 years), either on a straight
line or declining balance basis.

STATEMENT OF CASH FLOWS

For purposes of the statements of cash flows, the Company considers cash on hand
and on deposit in the banks to be cash.  The Company had $11,173 and $212,182 in
cash at December 31, 2000 and 1999, respectively.









                                      20
<PAGE>
                              GLOBAL WEB, INC.
                 Notes to Consolidated Financial Statements
                        December 31, 2000 [continued]

NOTE 1     ORGANIZATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
[CONTINUED]

DEFERRED INCOME TAXES

In February 1992, the Financial Accounting Standards Board (FASB) issued
Statement of Financial Accounting Standard (SFAS) No. 109, "Accounting For
Income Taxes," which is effective for fiscal years beginning after December 15,
1992. SFAS No. 109 requires the asset and liability method of accounting for
income taxes.  The asset and liability method requires that the current or
deferred tax consequences of all events recognized in the financial statements
be measured by applying the provisions of enacted tax laws to determine the
amount of taxes payable or refundable currently or in future years.  The Company
has adopted SFAS No. 109 for financial reporting purposes. See Note 2 below.

REVENUE RECOGNITION

The Company recognizes revenue in accordance with the Securities and Exchange
Commission, Staff Accounting Bulletin (SAB) no. 101, "Revenue Recognition in
Financial Statements."  SAB 101 clarifies application of generally accepted
accounting principles to revenue transactions.  The company also follows SOP
97-2.

Seminar Revenues include Distributor sign-up fees, web site sales and leases of
virtual credit card terminals.   The sign-up fees and web site sales are
deferred and recognized over the period of time that services are expected to be
provided, generally one year. The leases are recognized when executed and the
merchant account is approved.  See note 14.  Telemarketing revenues include web
site sales, mentoring programs, and advertising programs which are recognized
over the period of time services are expected to be performed (generally from
two months to one year).  Monthly service fees are recognized on a monthly
basis.  Financing revenues are recognized on leases as payments are received.

SOFTWARE COSTS

Costs incurred to establish the technological feasibility of software products
to be sold, leased or otherwise marketed by the Company are expensed as research
and development.  Once technological feasibility is established, costs are
capitalized until the product is available for general release to customers.
Capitalized costs are amortized on a product-by-product basis and using
straight-line methods over the established economic life of the product.










                                      21
<PAGE>
                              GLOBAL WEB, INC.
                 Notes to Consolidated Financial Statements
                        December 31, 2000 [continued]

NOTE 2     INCOME TAXES

The tax effects of temporary differences that give rise to significant portions
of the deferred tax items at December 31, 2000 are summarized below.  Tax rate
includes 34% federal and 5% state.

     Deferred tax items                        Balance       Tax          Rate
Loss carryforward(expires 2020)            $   684,429    $ 266,927       39%
Allowance for uncollectible merchant
 contract receivable                           422,720      164,861       39%
Deferred income on contracts                (1,793,600     (699,504)      39%
Tax depreciation in excess of book             (21,612)      (8,429)      39%
Deferred income from seminars                1,974,173      769,928       39%
Valuation allowance                                        (480,771)
                                                            -------
Deferred tax asset                                        $  13,012
                                                            =======

The Company has a net deferred tax asset. An allowance has been provided for
the deferred tax assets equal to the asset less the amount of tax paid in
1999 which will be recouped by carrying back a portion of the net operating
loss.  The valuation allowance has increased $480,771 over the 1999 amount
of $-0-.

The current year provision for income taxes is summarized below:
Deferred tax liability 12/31/99      $  10,168
Minimum Franchise & other taxes           (139)
Deferred tax asset 12/31/00             13,012
                                       -------
Provision for income taxes, 2000     $  23,041
                                       =======

NOTE 3     PREPAID EXPENSES

The company incurs upfront costs such as printing, postage and airfare in
connection with seminars in advance of the seminar date. These expenses are
reported as prepaid expenses until the actual date of the seminar in order to
match the expenses with the revenues of the seminars.













                                      22
<PAGE>
                              GLOBAL WEB, INC.
                 Notes to Consolidated Financial Statements
                        December 31, 2000 [continued]

NOTE 4     RELATED-PARTY TRANSACTIONS/SUBSEQUENT EVENT

The Company has entered into transactions with another entity that is owned by
a major shareholder.  The Company purchases mailing lists from the related
party.  For the years 2000 and 1999, the Company paid $787,563 and $168,054,
respectively, to the related party.  The amounts due, included in accounts
payable, at December 31, 2000 and 1999 were $130,230 and $97,780,
respectively.  The Company billed the related party, $32,740, for
reimbursement of expenses incurred while jointly hosting seminars during
1999; they billed none for 2000.

An officer and shareholder has loaned money to the Company during 2000 to
provide additional working capital.  The Company is paying interest monthly on
the note payable at 9.5% APR.  The principal balance of $ 45,000 is due on
demand and is unsecured.

In January 2001, another related party loaned $34,000 to the Company to provide
working capital.  The principal plus annual interest at 10% is due on demand,
and is unsecured.

NOTE 5     PROPERTY AND EQUIPMENT

The major classes of assets as of the balance sheet date are as follows:
 Asset Class                  Cost    Accumulated       Net           Method
                                      Depreciation
Office & Computer Equipment $189,619     $ 82,041      $107,578       SL/DDB
Furniture & Fixtures          48,937       10,689        38,248       SL
Software                      42,686       24,742        17,944       SL
                             -------      -------       -------
Total                       $281,242     $117,472      $163,770
                             =======      =======       =======

The Company has acquired approximately $44,015 in furniture and equipment
financed through capital lease.  Depreciation and amortization expense for
2000 and 1999, including the amortization of assets acquired by capital lease,
was $38,558 and $35,484, respectively.  Software amortization (included with
depreciation) was $9,374 and $15,368 for 2000 and 1999.














                                      23
<PAGE>
                              GLOBAL WEB, INC.
                 Notes to Consolidated Financial Statements
                        December 31, 2000 [continued]

NOTE 6     OFFICE LEASE

In May, 1999 the Company entered into an operating lease with an unrelated
party for its facilities.  The lease was for a period of three years. However,
in late 2000 the Company negotiated a new lease on another facility (13,251
square feet) owned by the same landlord.  The Company moved to the new
facility in January and February of 2001.  The new lease is for a five year
period commencing February 1, 2001.  The annual minimum rent payments for
the term of the new lease are as follows:
                    2001                  $   151,227
                    2002                      171,024
                    2003                      177,865
                    2004                      184,980
                    2005                      192,379
                    2006                       16,083

Additional common area maintenance fees are estimated to be approximately
$65,000, annually.  Rent expense for 2000 and 1999 was $97,394 and $48,616,
respectively.

NOTE 7     SIGNIFICANT CONCENTRATION OF CREDIT RISK

The Company has no single customer that represents a significant portion of
total revenues.  The Company's activities are limited only by access to the
Internet and not by any geographic boundaries.  The Company extends credit on
a non-collateral basis.  Accordingly, should the Company's customers fail to
perform according to the terms of the contract, the Company would be required
to seek relief through the legal system as an unsecured creditor.

NOTE 8     EFFECTS OF ADOPTING SAB 101 IN 2000 FINANCIAL STATEMENTS

The company adopted the provisions of the Securities and Exchange Commissions
Staff Accounting Bulletin 101 in the fourth quarter of 2000.  The net effect
of this change was to reduce revenues by $2,365,403, expenses by $394,703, tax
expense by $768,573 and net income by $1,202,126 compared to those items
before application of the standards in the Bulletin.  Prior year revenues have
not been restated in these financial statements.














                                      24
<PAGE>

                              GLOBAL WEB, INC.
                 Notes to Consolidated Financial Statements
                        December 31, 2000 [continued]

NOTE 9     CONTINGENCIES/SUBSEQUENT EVENTS

The Company is involved in various claims and legal actions arising in the
ordinary course of business.  In the opinion of management, the ultimate
disposition of these matters taken as a whole will not have a material adverse
effect on the Company's financial position.

In 1999 the Company settled two claims totaling $35,500.  Of this amount,
$13,500 was paid in September of 1999, the remaining $22,000 was accrued as of
December 31, 1999 and was paid in 2000.

In April 1999, the Company commenced an action seeking to enforce a contract
between the Company and Home Business Solutions and seeking damages against
Joseph Appleton for the appropriation of sensitive and confidential information
of Global Web.  Home Business Solutions, Inc. has filed a counterclaim seeking
damages.  The Company intends to defend vigorously the counterclaim, and
believes there will be no unfavorable outcome. Certain motions are now pending
in this matter.

The Company has been named as a defendant in a matter captioned Executive Credit
Services, L. C. dba E-Commerce Exchange v. Global Web, Inc.  The Complaint seeks
damages of approximately $61,555, for breach of contract.  The Company has
filed a motion to dismiss on the basis that the plaintiff never performed under
the contract terms.  No liability has been anticipated nor accrued.

The Company has also been advised that a vendor, Custom Travel, intends to make
a claim based on airline travel bookings, for damages of $10,500.  The Company
intends to contest this claim and has not accrued any liability as of December
31, 2000.

NOTE 10     DEPOSITORY RESERVE

The Company has several merchant accounts for processing credit card charges.
Some of the accounts have stipulations that the merchant account company will
reserve a percentage of all charges until the reserve reaches a balance of
$150,000 for each account or for a total of $300,000.  As of December 31, 2000
and 1999, the Company has a reserve balance of $112,011 and $66,303.













                                      25

<PAGE>
                              GLOBAL WEB, INC.
                 Notes to Consolidated Financial Statements
                        December 31, 2000 [continued]

NOTE 11     CAPITAL LEASE

The Company has entered into two capital leases for the purchase of office
furniture & equipment as follows.

Description          Balance at 12/31/00     Monthly Payment     Final Maturity
Furniture & Equipment     $11,097               $  819            June 2002
Copier/scanner            $18,534               $  377            October 2005
                           ------                -----
                          $29,631               $1,196
                           ======                =====

The following table shows the required lease payments for the term of the
contracts.

     Year          Interest          Principal          Total Payment
     2001           $1,917            $ 9,496            $11,413
     2002            1,049              8,387              9,436
     2003              606              3,918              4,524
     2004              361              4,163              4,524
     2005              103              3,667              3,770
                     -----             ------             ------
     Totals         $4,036            $29,631            $33,667
                     =====             ======             ======

                              GLOBAL WEB, INC.
                 Notes to Consolidated Financial Statements
                        December 31, 2000 [continued]

NOTE 12     LINE OF CREDIT

The Company has two lines of credit with local financial institutions.

 Credit line limit  Interest rate  Maturity    12/31/00 balance     Security

    $250,000          10.0%        On demand     $250,000        Receivables &
                                                                 other property
      25,000          14.5%        Revolving       23,909        None
    --------                                     --------
    $275,000                                     $273,909










                                      26

<PAGE>
                              GLOBAL WEB, INC.
                 Notes to Consolidated Financial Statements
                        December 31, 2000 [continued]

NOTE 13     COMMON STOCK

On March 6, 2000 the Board of Directors adopted a resolution issuing a total of
140,000 shares of company common stock to various employees and vendors.  In
addition, there was an option issued to a vendor to purchase an additional
75,000 shares of common stock at $1.125 per share and the option becomes
exercisable when certain events occur.  On July 14, 2000 the Company terminated
that vendor relationship. The termination resulted in the return of 25,000
shares of the Company's common stock, which were cancelled together with the
options referred to above.

On November 20, 2000, the Company authorized the issuance of 8,100 shares of
common stock to various employees and consultants for services.  The shares are
"unregistered" and "restricted" and were recorded at $.20 per share.

NOTE 14     LEASE CONTRACTS RECEIVABLE

As noted in Note 1, Global Web, Inc. formed National First Financial, Inc. to
administer leases of licenses to use virtual credit card terminals sold in
conjunction with merchant accounts.  At December 31, 2000 the company recorded
the value of these leases ($1,793,600) on their books as sales-type leases in
accordance with the provisions of Statement of Financial Accounting Standards
No. 13, Accounting for Leases as amended by SFAS No. 91 and 98. An allowance
has been set up to provide for uncollectible leases ($422,720). Differences in
accounting for these lease contracts for book and tax purposes gives rise to a
net deferred tax liability (see Note 2) which is included on the balance sheet.

This receivable is comprised of approximately 870 contracts.  Each non-
cancelable agreement calls for an initial payment of $69.95 plus 47 monthly
payments of the same amount.  The customer has the option of paying cash for the
service of $2,195, or financing over 48 months.  The Company has estimated that
potentially one fourth of the contracts funded may become uncollectible over the
contract period.  This estimate is based on a short history of activity with
these accounts and as well as feedback from the Company's previous funding
source.  Future minimum payments to be received are as follows:

     Year            Principal            Interest
     2001          $   334,471          $   395,807
     2002              410,832              319,446
     2003              523,953              206,325
     2004              524,344              145,078
                     ---------            ---------
                   $ 1,793,600          $ 1,066,656
                     =========            =========






                                      27
<PAGE>
                              GLOBAL WEB, INC.
                 Notes to Consolidated Financial Statements
                        December 31, 2000 [continued]

NOTE 15     NOTE PAYABLE/STOCK WARRANTS

To accommodate future financial needs of the Company, the directors authorized
the sale of promissory notes up to an amount of $500,000 and to issue warrants
based on the amount of notes sold at the rate of thirty percent or 150,000
warrants.  These warrants shall have a term of two years and shall expire on
November 30, 2002.  They are exercisable at the price of $1.00 per share for
the Company's $.001 par common stock.  Upon issuance, the warrant shares are
to be "unregistered" and "restricted".  As of December 31, 2000, one note had
been issued for $50,000.  The note is pre-payable without penalty provided that
ten days prior notice is made.  The note bears simple interest at ten percent
to be paid annually.  As of December 31, 2000, no warrants had been exercised.
The market value of the Company's stock on the date the warrants were issued
was approximately $1.00, thus no compensation expense or equity has been
recorded.

NOTE 16     POST RETIREMENT BENEFIT PLAN

The Company provides and maintains a 401(k) defined contribution savings plan
for its full-time employees.  No mandated contribution is required by the plan.
All plan funds are invested through independent third parties.  The Company
contribution for 2000 totaled $ 0.





























                                      28
<PAGE>

Item 8. CHANGES AND DISAGREEMENTS WITH ACCOUNTANTS

  During the calendar year 2000 there were no changes or disagreements with
our accountants, although in March 2000 we changed auditors to Mantyla
McReynolds of Salt Lake City, Utah.

PART III.

Item 9. DIRECTORS AND OFFICERS OF THE REGISTRANT

  The executive officers and directors of the Company are as follows:

     Name, Age and Office
     Lee Burbidge, 59, Chairman, Board of Directors and Secretary
     Brae Burbidge, 34, Director and President
     Douglas Owen 60, Director

  The following are biographical summaries of the experience of the officers
and directors of the Company.

  Lee Burbidge attended the University of Utah and Brigham Young University
where he studied Hispanic-American relations and business management.  Mr.
Burbidge is one of founders of the Company.  Over the past twenty-five years
Mr. Burbidge has been active in real estate development for projects in which
he has an interest and for others.  He was a development and syndication
consultant throughout the Western United States and Canada.  He owned and
financed new car franchises and a lease company.  He was a partner in Foodstuff
International, a multinational foodstuff dehydration facility in Mexico.

  Mr. Burbidge is the sole owner of Lee Burbidge, Inc., and First Realty
Advisors.  Lee E. Burbidge, Inc., is a corporation that  offers for sale an
audio-visual workbook called "For Sale by Owner", a service designed to assist
individual homeowners to sell their real property without hiring a real estate
agent.  First Realty Advisors is a commercial real estate brokerage development
corporation.  Mr. Burbidge is an officer and a director of StarGate Global,
Inc., a Utah corporation.

  Brae Burbidge received in 1992 a Bachelor of Arts degree from the University
of Utah in political science and accounting.  While at the University of Utah
Mr. Burbidge served an internship at the U.S. Supreme Court.  In 1996 he
founded and developed Stargate Marketplace, an Internet mall.  Mr. Burbidge
developed the concept for the mall and guided its development to completion.
Later, Mr. Burbidge transferred the mall to StarGate Global, Inc., a Utah
corporation.  He was one of the founders of that company and is an officer and
a director. Mr. Burbidge has extensive experience improving the marketing
capabilities of small businesses and entrepreneurs.  Also, Mr. Burbidge is a
director of Q-Comm, Inc., a public company.

  Douglas Owen attended the University of Utah and studied Business
Administration and Marketing.  For the past twenty years he has specialized in
real estate development and marketing in Utah, Washington, California, New
York, Kentucky, Tennessee, and Arizona.  Mr. Owen is a licensed real estate
agent in Arizona and California.  He has provided consulting services to
everal major corporations.  Presently, Mr. Owen is the President of Uni-Med
                                      29
Realty Advisors, Inc.

  All Directors hold office until the next annual meeting of shareholders of
the Company or until their successors have been elected.  All officers are
appointed annually by the Board of Directors and serve at the discretion of
the Board.

  Directors will be reimbursed for any expenses incurred in attending
Directors' meetings. We also intend to obtain Officers and Directors liability
insurance, although no assurance can be given that we will be able to do so.


  None of the officers or directors of the Company has during the past five
years, been involved in any events such as petitions in bankruptcy,
receivership or insolvency, criminal proceedings or proceedings relating to
securities violations.

Significant Employees and Managers

  None.

Timely Reports

  Based solely upon a review of the reports on Forms 4 and 5 received by us
pursuant to Rule 16a-3(e) it appears that approximately seventeen forms were
required to be filed and approximately ten were filed late.  No report was
filed more than eight days late.

Item 10. Executive Compensation

  Currently we have no employment agreement with any of our officers, directors
or employees.   During the year ended December 31, 2000, Brae Burbidge received
compensation of $69,510 and benefits of approximately $4,692 and received no
other compensation.  Mr. Lee Burbidge received compensation of $49,418 and
benefits of approximately $5,712 and received no other compensation.

Employment Agreements

  We have no employment agreements or contracts with any employees.  Each
employee has signed a non-disclosure agreement with us.  We have no stock
option or incentive plans.  As of December 31, 2000, there were no warrants or
options issued or outstanding to officers or employees.  Item. 11. Security
Ownership of Certain Beneficial Owners and Management

  The following table sets forth certain information known to the Company
regarding beneficial ownership of the Company's Common Stock as of December 31,
2000, by (i) each person known by the Company to own, directly or beneficially,
more than 5% of the Company's Common Stock, (ii) each of the Company's
directors, and (iii) all officers and directors of the Company as a group.
Except as otherwise indicated, the Company believes that the beneficial owners
of the Common Stock listed below, based on information furnished by such
owners, have sole investment and voting power with respect to such shares,
subject to community property laws, where applicable.



                                      30
Name and Address       Amount and Nature of         Percent
of Beneficial Owner    Beneficial Ownership        Of Class(1)

Lee Burbidge             1,635,100                    19
11814 So. Election
Road, No. 100
Draper, Utah

Brae Burbidge            1,994,100                    23
11814 So. Election
Road, No. 100
Draper, Utah

Douglas Owen               100,000                     1
1601 Dove Street
Newport Beach, CA 92660

All Executive Officers & 3,729,200                    43
Directors as a Group

Bret Burbidge            1,980,500                    23
6299 Jamestown Circle
Salt Lake City, Utah

Wallace Boyack           1,837,970                    21
350 South 400 East
No. 105
Salt Lake City, Utah

     (1) Based on 8,687,600 shares of common stock outstanding
as of December 31, 2000.

   Lee Burbidge is the father of Brae Burbidge and Bret Burbidge.

Item 12. Certain Relationships and Related Transactions

  During 2000 and 1999 Wallace Boyack performed legal services for us and
received compensation less than $60,000 per year.   In addition, the following
transactions occurred in which officers, directors or five per cent
shareholders had an interest.

  Relatives of the Burbidges, who are employees, received total compensation
of less than $60,000 per year in each of the last two years.  In addition, a
company owned and controlled in part by a major shareholder sold leads to us
and shared costs of sponsoring seminars and also shared in the proceeds.  In
2000 we paid the company $787,563 and on December 31, 2000, we had a balance
owing of $130,230.  In addition, the wife of a major shareholder received
benefits of approximately $6,540 for providing benefit consulting services.

  During part of 2000 three children of Wallace Boyack were part-time employees
for us All received compensation less than $60,000. In addition, relatives of
Lee Burbidge and Bret Burbidge during 2000 and 1999 were our employees.  None
of them during 2000 and 1999 received compensation in excess of $60,000.  Dan
Owen, a supervisor in our accounting department and the son of a director,
during 2000 received compensation that was less than $60,000.

                                      31
In addition, the Company hosts StarGate Market Place, an Internet mall owned by
StarGate Global, Inc., a company owned by our four primary shareholders. Those
shareholders are Brae Burbidge, Lee Burbidge, Bret Burbidge, and Wallace
Boyack.  We are paid our costs plus ten per cent for our services.

Loans from officers and Shareholders.

      A major shareholder loaned us $20,000 in January 2001. That loan bears
interest at ten per cent per annum and is now a demand loan.  An officer loaned
us beginning in December 2000 $45,000 bearing interest at 9.5 per cent, and a
major shareholder loaned us $34,000 bearing interest at 10 per cent.  Both are
demand loans.  We used these funds for working capital.

Recent sales and issuance of securities.

  In November 2000 we commenced a private offering of $500,000 promissory notes
and warrants.  In the offering we issued a promissory note for $50,000 and
issued warrants to purchase 15,000 shares at a purchase price of $1.00 per
share.  The warrants expire on November 30, 2002.  On March 6, 2001, the
directors determined to end the private offering.

  On March 6, 2001, the directors authorized the issuance of 55,000 shares of
common stock to four individuals for consulting services to the company.  These
shares may be registered under Form S-8.









PART IV

Item 13.  Exhibits and Reports on From 8-K
a. Exhibits
No.   Description
3(i)  Articles of Incorporation-filed on August 11, 1999.
 (ii) Amendments to Articles of Incorporation-filed on August
11,        1999.
 (iii)Bylaws-filed on August 11, 1999.
10    Stock Purchase Agreement-filed on August 11, 1999.
21    Subsidiary of the Registrant-filed on September 24, 1999.


b. Reports on Form 8-K.
  On December 14, 2000, we filed a report on Form 8-K to
disclose certain matters.







                                      32
Signatures

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

GLOBAL WEB, INC.

By s/Brae Burbidge
Brae Burbidge
Title:President, Chief Executive Officer, and
Chief Financial Officer (Principal Executive
and Financial Officer)


 Date: March 30, 2001    Amended:  June 27, 2002


DIRECTORS


s/Brae Burbidge
BRAE BURBIDGE, DIRECTOR
Date: June 25, 2002


s/Lee Burbidge
LEE BURBIDGE, Director
Date: June 25, 2002



                                      33