<PAGE>


                       SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549
                  ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d)
                     OF THE SECURITIES EXCHANGE ACT OF 1934

                           Commission File No. 0-8488
                   For the fiscal year ended December 31, 2001

                              TWENTY SERVICES, INC.
--------------------------------------------------------------------------------
             (Exact name of registrant as specified in its charter)
             ------------------------------------------------------

           ALABAMA                                     63-0372577
---------------------------------                      ----------
(State or other jurisdiction                         (I.R.S. Employer
of incorporation or organization)                   Identification No.)

         20 Cropwell Road
         Pell City, Alabama                              35128

        Registrant's telephone number, including area code (205) 884-7932
                    Securities registered pursuant to Section
                               12(g) of the Act:

                                  Common Stock
                         7% Cumulative Preferred Stock*
                                (Title of Class)
                                ----------------

Indicate by checkmark whether the Registrant (1 has filed all reports required
to be filed by Section 13 or l5(d) of the Securities Exchange Act of 1934 during
the preceding twelve (12) months (or for such shorter period that the Registrant
was required to file such reports) and (2) has been subject to such filing
requirements for the past ninety (90) days.

                   YES [X]                         NO [_]

As of December 31, 2001, the Registrant had issued and outstanding 1,283,068
shares of common stock, par value of $0.10 per share, and as of December 31,
2001, the aggregate market value of the voting stock of the Registrant held by
non affiliates of the Registrant, based upon the book value of such shares as of
such date, was approximately $2,260,000.

                    Documents incorporated by reference: None

-------
*  Includes 7% Cumulative Series A-1980 Preferred Stock, 7% Cumulative Series
   A-1981 Preferred Stock, 7% Cumulative Series A-1982 Preferred Stock, and 7%
   Cumulative Series A-1985 Preferred Stock.

<PAGE>


1.   BUSINESS.

         (a)  General Development of Business. Since its inception in 1955,
Twenty Services, Inc. (hereinafter sometimes referred to as the "Registrant" or
"Company"), has been engaged principally in the general finance business,
including the purchase and sale of real estate. In October 1980, the
stockholders of the Registrant authorized the Board of Directors to redeploy the
Registrant's assets and reinvest the proceeds derived from such redeployment in
a business other than the general finance business. During 1982 and 1983, the
Company and an affiliate of Twenty Services Holding, Inc. ("Holding"), the owner
of approximately 56% of the Registrant's outstanding common stock, acquired an
interest in the common stock of The Statesman Group, Inc., an insurance holding
company based in Des Moines, Iowa ("Statesman"). The investment in Statesman was
sold in 1994. The Registrant invested the proceeds in equities and fixed income
securities that offer attractive returns commensurate with the risk assumed. In
1995, the Company acquired an interest in the common stock of American Equity
Investment Life Holding Company, an insurance holding company based in Des
Moines, Iowa ("American Equity"). As of the date of this Annual Report on Form
10-K the Registrant owns 237,000 shares of common stock of American Equity.

         Depending upon the financial condition of the Registrant, the
opportunities available to the Registrant and other matters, the Registrant may
acquire majority interests in, and thereafter direct the operations of, other
corporations or business entities engaged in one or more active businesses. The
Registrant will continue to engage in certain aspects of the general finance
business, including extending credit to certain persons and collecting its loan
receivables. As of the date of this annual report on Form 10-K, the Registrant
does not believe that the composition of its investments and the nature of its
business activities render it subject to the Investment Act of 1940, and the
Board of Directors of the Registrant intend that any future acquisitions by
and/or business activities of the Registrant will be structured in a manner so
that the Registrant will not become subject to the Investment Company Act of
1940.

         (b)  Financial Information Regarding Industry Segments.

         The Registrant is not required to supply information respecting
industry segments. However, for certain information respecting the general
finance and other business activities of the Registrant, see the Financial
Statements of Twenty Services, Inc., including the notes thereto, which are
included elsewhere herein.

         (c)  Narrative Description of Business.

         General Finance Business.  As stated above, the Registrant
historically has engaged in the general finance business which has consisted of
(i) extending credit to finance various real estate projects, including the
purchase of single-family dwellings and commercial real estate, and to finance
home improvements (the "Real Estate Loans"), and (ii) extending credit for
business and miscellaneous purposes (the "Business and Miscellaneous Loans").

                                    Page -2-

<PAGE>

              Loan Portfolio. The following tabulation sets forth the
outstanding balances of the Registrant's loan portfolio as of December 31 of
each year indicated below (including, if appropriate, unearned interest),
classified according to the types of loans comprising the Registrant's loan
portfolio:

Type of Loans       2001     2000      1999      1998      1997
                  -------  --------  --------  --------  --------

Real Estate       $35,343  $107,178  $ 43,280  $ 46,836  $ 78,759

Business and
Miscellaneous     $59,824    67,046    75,259    72,295    62,332
                  -------- --------  --------  --------  --------

Total:            $95,167  $174,224  $118,539  $119,131  $141,091
                  ======== ========  ========  ========  ========

Of the Registrant's aggregate loan portfolio as of December 31, 2001,
approximately 37% was secured by mortgages on real estate and approximately 63%
was unsecured.

         Interest Income.  The following tabulation sets forth certain
information  respecting the Registrant's net interest income for each of the
years indicated:

                              2001             2000            1999
                            -------          -------         -------

Interest Income             $68,941          $75,107         $69,920

Net Interest Income         $68,941          $75,107         $69,920

         The Registrant utilizes the interest (actuarial) method in recognizing
income attributable to interest charges. Accrual of interest income on finance
receivables is suspended when a loan is contractually delinquent for 90 days or
more and resumed when the loan becomes contractually current.

         Other Business Activities. As described above, the Registrant's
stockholders have authorized the Registrant to redeploy the Registrant's assets
by conversion of such assets into cash and the reinvestment of the proceeds
thereof in other business entities. The Registrant intends to invest in equities
and fixed income securities that offer attractive returns commensurate with the
risk assumed. In December 1996, the Company acquired a 19.75% interest in a
newly formed insurance holding company, American Equity Investment Life Holding
Company. The Chairman of the Des Moines, Iowa based company is also the Chairman
of the Board of the Registrant. American Equity acquired a block of individual
and group insurance policies in 1995 and 1996. In 1996, 1997, 1998 and 1999
American Equity obtained additional equity financing from other investors which
reduced the Company's interest therein to 1.63%.

         Competition. With respect to the general finance business, the
Registrant is in direct competition with banks and other finance companies
located within and without the State of Alabama. Many of these firms are
substantially larger than the Registrant, have more capital available for
lending activities, pursue more actively new loan activity and enjoy a distinct
competitive advantage over the Registrant.

                                    Page -3-


<PAGE>


         Employees. During 2001 and 2000, the Registrant employed two (2)
persons to fill two (2) positions; one (l) of such positions was an executive
position, and one (l) of such positions was a clerical/administrative position.

         At February 2002, the Registrant employed two (2) persons to fill two
(2) positions; one (l) of such positions was an executive position and one (l)
of such positions was a clerical/administrative position.

         The Registrant considers its relationship with its employees to be
good.

         Certain Government Regulations. The Registrant is subject to federal
and state regulations relating to consumer credit financing and is subject to
periodic examinations by officials of the State of Alabama charged with the
responsibility of enforcing such regulations. The last examination of the
Registrant by officials of the State of Alabama occurred on June 8th, 2001. As a
result of such examination, the Registrant was found to be in compliance with
the regulations described above, and the Board of Directors of the Registrant
believes that the Registrant presently is in compliance with such regulations.
No material monetary claim has been made by any borrower against the Registrant
respecting failure to comply with such regulations.

         The Registrant is not subject in any material way to regulations
relating to the discharge of materials into the environment.

                                    Page -4-

<PAGE>

Other Matters.    The Registrant's business is not seasonal.
--------------

         No material portion of the contracts or subcontracts of the Registrant
is subject to renegotiation by the United States Government.

         The business of the Registrant is not dependent upon any raw materials,
and as of the date of this annual report on Form 10-K, the Registrant does not
own any material patent, trademark, license, franchise or concession. During the
last two (2) years, the Registrant has not spent any money on research and
development activities.

         Due to the nature of its business, the Registrant does not have
backlogs of orders believed to be firm. In addition, except as described in
Management's Discussion and Analysis of Financial Condition and Results of
Operations, the Registrant does not follow any specified practice with respect
to working capital.

         The Registrant is not dependent upon a single customer or related
customers or a very few customers, the loss of any one (l) or more of which
would have a materially adverse effect upon its business.

Financial Information Regarding Foreign and Domestic Operations and Export
--------------------------------------------------------------------------
Sales.
-----

         All of the Registrant's business activities have been conducted within
the southeastern portion of the United States.

2.   PROPERTIES.

         The Registrant maintains its principal executive office in an office
facility located in Pell City, Alabama for which it pays aggregate annual
rentals of $7,200. The Registrant believes its office facilities are adequate
for its present needs.

         The Registrant maintains its accounting records on a personal computer
which is in compliance with the Y2K.

3.   LEGAL PROCEEDINGS.

         As of the date of this annual report on Form 10-K, the Registrant is
not a party of any legal proceedings.

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

         During the quarter ended December 31, 2001, no matter was submitted to
a vote of the security holders of the Registrant.


                                    Page -5-


<PAGE>


                                     PART II

5.   MARKET FOR THE REGISTRANT'S COMMON STOCK AND RELATED SECURITY
HOLDER MATTERS.

         (a)  Market Information. No broker or dealer makes an active market in
the shares of Common Stock of the Series A-Preferred Stock of the Registrant.
Thus, there is no established trading market for the Common Stock or the Series
A-Preferred Stock of the Registrant.

         (b)  Holder of Records. As of December 31, 2001 there were 1,751
holders of record of the outstanding Common Stock of the Registrant, and 1,038
holders of record of the outstanding Series A-Preferred Stock of the Registrant.

         (c)  Dividends. During the past two (2) years, no dividends have been
paid respecting the shares of Common Stock of the Registrant. Under Alabama law,
cash dividends may be paid only out of earned surplus (or retained earnings) of
the Registrant, except that dividends respecting securities entitled to
preferential treatment in the payment of dividends may be paid out of capital
surplus of the Registrant. As of December 31, 2001, the Registrant reflected
earned surplus of $1,283,610 and reflected capital surplus of $1,508,619.

         As of December 31, 2001, the Registrant has issued and outstanding
505,110 shares of Series A-Preferred Stock, consisting of four (4) series of
such Preferred Stock issued in 1980, 1981, 1982 and 1985. The holders of the
Series A-Preferred Stock are entitled to cumulative dividends at the rate of
$.07 per share per annum before any dividend may be declared or paid respecting
the shares of Common Stock of the Registrant. During 2000 and 1999, the
Registrant paid a dividend of $.07 per share respecting the outstanding Series
A-Preferred Stock.

         The Registrant intends, to the extent that future earnings and its
capital surplus permit, to pay dividends respecting the shares of Series
A-Preferred Stock. The Registrant believes it is unlikely that dividends will be
paid in the future respecting the shares of Common Stock of the Company,
although such payment will depend upon the future earnings and business
prospects of the Registrant.

                                    Page -6-

<PAGE>


                             SELECTED FINANCIAL DATA

         The following tabulation sets forth certain financial information
respecting the Registrant.

<TABLE>
<CAPTION>


                                      2001               2000            1999              1998            1997
                                   ----------         ----------      ----------        ----------      ----------
<S>                                <C>                <C>             <C>               <C>             <C>
Revenues                           $  167,740         $  189,706      $  199,001        $ 167,074       $  197,149
                                   ==========         ==========      ==========        =========       ==========

Net Income (Loss)                  $  (89,070)        $   77,915      $   (2,720)       $  239,671      $   64,656
                                   ==========         ==========      ==========       ===========      ==========

Earnings (Loss) per Common Share:
 Net Income (Loss)                 $    (.10)         $      .03      $     (.03)       $      .16      $      .02
                                   ==========         ==========      ==========        ==========      ==========

Total Assets                       $2,842,737         $2,983,774      $2,641,492        $3,617,935      $3,368,378
                                   ==========         ==========      ==========        ==========      ==========

Dividends Declared:
 Common Stock                      $        0         $        0      $        0        $        0      $        0
                                   ==========         ==========      ==========        ==========      ==========

 Preferred Stock                   $  35,3571/1/      $  35,3572/2/   $  35,3573/3/     $  35,3574/4/   $  35,3575/5/
                                   ==========         ==========      ==========        ==========      ==========

  Total                            $   35,357         $   35,357      $   35,357        $   35,357      $   35,357
                                   ==========         ==========      ==========        ==========      ==========

Book Value Per Common Share
 Outstanding                       $     1.77         $     2.25      $     1.67        $     2.28      $     2.20
                                   ==========         ==========      ==========        ==========      ==========

</TABLE>

------------------
/1/  Reflects dividend respecting Preferred Stock declared on February 28, 2002.

/2/  Reflects dividend respecting Preferred Stock declared on February 28, 2001.

/3/  Reflects dividend respecting Preferred Stock declared on February 26, 2000.

/4/  Reflects dividend respecting Preferred Stock declared on February 27, 1999.

/5/  Reflects dividend respecting Preferred Stock declared on February 10, 1998.


                                    Page -7-

<PAGE>

           MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION
                           AND RESULTS OF OPERATIONS.

         Liquidity and Capital Resources. During 2001 the Registrant's liquidity
remained virtually unchanged. The Company has no notes payable nor long term
debt and does not anticipate the need for borrowing in the near future. The
Registrant has sufficient cash and temporary cash investments to meet its short
term liquidity needs. Should long term liquidity needs exceed cash and temporary
cash investments, then the Registrant would dispose of marketable securities as
it deems appropriate. Current trends and known demands and commitments do not
create a need for liquidity in excess of the Company's current abilities to
generate liquidity.

         The Company anticipates that its operating activities and investing
activities will continue to generate positive net cash flows and that its
financing activities will continue to use cash flows.

         Results of Operations. The Registrant reported a net loss of $89,070 in
2001 as compared to net income of $77,915 in 2000. The decrease was due
primarily to a write-down in 2001 of approximately $139,000 for loss in value of
a marketable security due to bankruptcy. General and administrative expenses
decreased from $145,303 in 2000 to $133,357 in 2001.

         Impact of Inflation. Inflation has an impact upon the Registrant's
financial position. Inflationary pressures generally increase the cost of
borrowed funds to the Registrant, rendering it less economic for the Registrant
to borrow money for re-lending purposes.

8.   FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA.

         The financial statements of the Registrant are set forth at page F-3
through F-20 hereof and are incorporated herein by reference.

9.   DISAGREEMENTS ON ACCOUNTING AND FINANCIAL DISCLOSURE.

         There has been no disagreement between the Registrant and its
independent certified public accountants respecting any matter of disclosure,
during the past twenty-four (24) months.

                                    Page -8-


<PAGE>


                                    Part III

10.  DIRECTORS AND EXECUTIVE OFFICERS OF THE REGISTRANT.

         (a)-(e) - Identification of Directors and Executive Officers and Other
Matters. The following tabulation sets forth certain information respecting the
persons who are serving as the directors and executive officers of the
Registrant as of February 28, 2002.

                                             Material Occupations
Names and Positions                          And Positions During
with the Registrant        Age               The last five (5) years
----------------------     ---               -----------------------

David J. Noble             70                Chairman of the Board of
Chairman of the Board                        Directors, Twenty Services, Inc.
                                             Birmingham, Alabama
                                             (finance business), since
                                             1980 and 1979. Chairman of
                                             the Board of Directors,
                                             Treasurer and Director,
                                             Twenty Services Holding,
                                             Inc. Birmingham, Alabama
                                             (holding company) since
                                             1979; Chairman of the Board
                                             of Directors and President
                                             of American Equity
                                             Investment Life Holding
                                             Company since 1995.

Dr. A. J. Strickland, III  60                Director and Vice-Chairman
Vice-Chairman of                             of the Board of
                                             Directors of Twenty
                                             Services, Inc., Birmingham,
                                             Alabama (general finance
                                             business), since 1977;
                                             Director, Twenty Services
                                             Holding, Inc., Birmingham,
                                             Alabama (holding company),
                                             since 1970; Professor of
                                             Strategic Management -
                                             School of Commerce,
                                             University of Alabama,
                                             Tuscaloosa, Alabama since
                                             1980;
                                             - continued -


                                    Page -9-

<PAGE>

                              PART III (CONTINUED)



                                             Material Occupations
Names and Positions                          And Positions During
with the Registrant        Age               the last five (5) years
-------------------        ---               -----------------------



Dr. A.J. Strickland, III   60                Director, American
                                             Equity Investment Life
                                             Holding Company,
                                             Des Moines, Iowa,
                                             since 1995.

Jack C. Bridges            74                Executive Vice-President,
                                             Twenty Services, Inc. since
                                             April 1997.

         There is no family relationship between any of the persons named above.
Directors of the Registrant are elected at each annual meeting of the
stockholders of the Registrant and serve until their successors have been
elected and qualified. Executive officers of the Registrant are elected at a
meeting of the Board of Directors immediately following each annual meeting of
the stockholders of the Registrant. Mr. Noble was elected director of the
Registrant in November 1979 pursuant to a resolution adopted by the Board of
Directors of the Registrant stating that if Twenty Services Holding, Inc.
acquired approximately 20% of the outstanding Common Stock of the Registrant,
the Registrant would make available to nominees of Twenty Services, Inc.
Holding, Inc. two (2) places on the Registrant's Board of Directors.

         (F)  Involvement in Certain Legal Proceedings.
         During the past ten (10) years, no officer or director of the
Registrant has been involved in any event of the type described in Item 3(f) of
the Regulations S-K of the Securities Exchange Act of 1934.

                                    Page -10-

<PAGE>



11.  EXECUTIVE COMPENSATION

         Current Remuneration. During 2001 no officer or director of the
Registrant received aggregate direct remuneration from the Registrant in excess
of $60,000. The following tabulation sets forth certain information concerning
all remuneration paid by the Registrant to all officers and directors of the
Registrant during the year ended December 31, 2001.

Name of Individuals or
Number of Persons          Capacities                 Salaries and
In Group                   which served               Directors' Fees
----------------------     ------------               ---------------

All directors and          Directors and              $37,200
officers as a group        Officers
(three (3) persons)

         REMUNERATION IN THE FUTURE. As of December 31, 2001, no officer or
director of the Registrant has any contact or other arrangement with the
Registrant relating to any future remuneration, except that as long as such
officers and directors continue to serve in such capacity, they will receive
from the Registrant the customary fees and salaries at a rate to be agreed upon
by the Registrant and such persons.

         Directors' Remuneration.  All directors of the Registrant receive $300
per month.

         Options, Warrants, or Rights. The Registrant does not maintain any plan
pursuant to which persons are entitled to acquire any equity securities of the
Registrant.

         Termination of Employment. Except as otherwise described in Item 11 of
this annual report on Form 10-K, there are no plans or arrangements relating to
payments to be made to any officer, or director of the Registrant, which
resulted or will result from any person's resignation, retirement, or
termination or employment with the Registrant.

                                    Page -11-

<PAGE>


12.  SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT

         (a)  Security Ownership of Certain Beneficial Owners.

         As of the date of this annual report on Form 10-K, the only person who
owns of record and directly more than 5% of the Registrant's outstanding voting
securities is Twenty Services Holding, Inc., a Delaware corporation, whose
principal business address is 20 Cropwell Drive, Suite 100, Pell City, Alabama.
As of such date, Twenty Services Holding, Inc. and an affiliate of Holding own
725,267 shares of Common Stock of the Registrant and approximately 57% of the
combined outstanding shares of Common Stock and Series A Preferred Stock of the
Registrant. Except as otherwise required by Alabama law and except for certain
rights accorded by the Registrant's Certificate of Incorporation in the event
that dividends respecting the Series A-Preferred stock are not paid the holders
of the Series A-Preferred Stock are not entitled to vote respecting matters
coming before any meeting of the stockholders of the Registrant.

         By virtue of his ownership of Common Stock of Twenty Services Holding,
Inc., Mr. David J. Noble, the Chairman of the Board or Directors of the
Registrant, indirectly and beneficially, owns approximately 52% of the
outstanding Common Stock of the Registrant.

         (b)  Security Ownership of Management. The following tabulation sets
forth certain information regarding the shares of equity securities of the
Registrant.

                                             Approximate Amount       Percent
Title of          Name of                    and Nature of            of
Class             Beneficial Owner           Beneficial Owner         Class
-----             ----------------           ------------------       -------

Common Stock      David J. Noble             668,183 Indirect(1)      52.29%

Common Stock      A.J. Strickland, III        49,638 Indirect(1)       3.88%

Common Stock      All directors and
                  executive officers as
                  a group (3) persons        717,821 Indirect(1)      56.18%

--------------
(l)  Reflects each person's interest in the shares of common stock of the
     Registrant owned by Twenty Services Holding, Inc. based upon such person's
     ownership of the outstanding shares of common stock of Twenty Services
     Holding, Inc. as of February 28, 2002, excluding 6,000 shares of common
     stock of Twenty Services Holding, Inc. held by the Registrant. Twenty
     Services Holding, Inc. owns 725,267 shares or approximately 57% of the
     outstanding shares of common stock.



                                    Page -12-

<PAGE>

         As of February 28, 2002, all officers and directors of the Registrant
as a group beneficially owned, based upon their ownership of the outstanding
common stock of Twenty Services Holding, Inc. ("Holding"), and excluding
adjustment for the shares of common stock of Holding, held by the Registrant,
718,069 shares of common stock of the Registrant, or approximately 55% of the
outstanding common stock of the Registrant as of such date.

         (c)  Changes in Control.  There are no arrangements known to the
Registrant which subsequently could result in a change of control of the
Registrant.

13.  CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS.

         There were no transactions during 2001 nor are there any currently
proposed transactions between any pension, retirement, savings or similar plan
of the Registrant and its affiliates, on the other hand, and the Registrant and
its affiliates, any officer, director or principal stockholder of the
Registrant, or any person who has been nominated as a director of the
Registrant, on the other hand.

                                    Page -13-

<PAGE>

                                     PART IV


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

         (a) (l) - (a) (2) - Financial Statements and Financial Statement
Schedules. The financial statements and the financial statement schedules
required to be filed as part of this report are listed in the accompanying Index
to Financial Statements and Financial Statement Schedules, and are set forth at
the pages shown in such Index.

         (a) (d) - Exhibits. The Certificate of Incorporation of the Registrant,
as amended, the By Law of the Registrant, as amended, and Resolutions of the
Board of Directors of the Registrant creating the 7% Cumulative Series A-1980
Preference Stock, the 7% Cumulative Series A-1981 Preference Stock, the 7%
Cumulative Series A-1985 Preference Stock, which were filed as exhibits to the
Registrant's Annual Report on Form 10-K for the years ended December 31, 1980,
December 31, 1981, December 31, 1982 and 1985, and the Registrant's report on
Form 8-K dated as of April 10 1984, are incorporated by reference.

         (b)  Reports on Form 8-K.  No report on Form 8-K was filed during the
year.

                                   Page -14-

<PAGE>


                              TWENTY SERVICES, INC.

                              Financial Statements
                                       and
                          Financial Statement Schedule
                               For the Years Ended
                        December 31, 2001, 2000, and 1999

<PAGE>


                              TWENTY SERVICES, INC.

         Index to Financial Statements and Financial Statement Schedule

                        December 31, 2001, 2000, and 1999
--------------------------------------------------------------------------------

Index to Financial Statements and Financial Statement Schedule ....  F-1

Independent Auditors' Report ......................................  F-2

Balance Sheets ....................................................  F-3

Statements of Operations ..........................................  F-4

Statements of Comprehensive Income (Loss) .........................  F-5

Statements of Cash Flows ..........................................  F-6 & F-7

Statements of Changes in Stockholders' Equity .....................  F-8 & F-9

Notes to Financial Statements .....................................  F-10 - F-19

Financial Statement Schedule:

   Schedule I - Marketable Securities - Other Investments .........  F-20 & F-21





                                       F-1

<PAGE>

                          Independent Auditors' Report
                          ----------------------------

The Shareholders and
 the Board of Directors

Twenty Services, Inc.

We have audited the accompanying balance sheets of Twenty Services, Inc. (the
Company) as of December 31, 2001 and 2000, and the related statements of
operations, comprehensive income, cash flows and of changes in stockholders'
equity for each of the three years in the period ended December 31, 2001. These
financial statements are the responsibility of the Company's management. Our
responsibility is to express an opinion on these financial statements based on
our audits.

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

In our opinion, the financial statements referred to above present fairly, in
all material respects, the financial position of Twenty Services, Inc. at
December 31, 2001 and 2000 and the results of their operations and their cash
flows for each of the three years in the period ended December 31, 2001, in
conformity with accounting principles generally accepted in the United States of
America.

Our audits were conducted for the purpose of forming an opinion on the basic
financial statements taken as a whole. The schedule of marketable securities -
other investments for the year ended December 31, 2001, is presented for
purposes of additional analysis and is not a required part of the basic
financial statements. Such information has been subjected to the auditing
procedures applied in the audit of the basic financial statements and, in our
opinion, is fairly stated in all material respects in relation to the basic
financial statements taken as a whole.

/s/ BORLAND, BENEFIELD, CRAWFORD & WEBSTER, P.C.
Birmingham, Alabama

March 22, 2002



                                       F-2

<PAGE>

                             TWENTY SERVICES, INC.

                                 Balance Sheets
--------------------------------------------------------------------------------
<TABLE>
<CAPTION>

                                                                    December 31,
                                                                 2001           2000
                                                              ----------     ----------
<S>                                                           <C>            <C>
Assets
Cash and Temporary Investments .............................  $  206,208     $  165,009
Accounts Receivable ........................................       2,378          3,966
Marketable Securities ......................................   1,813,084      1,640,949
Finance Receivables, Net ...................................      84,440        163,874
Deferred Tax Benefit .......................................      41,690         52,498
Investment - American Equity Investment Life Holding
 Company ...................................................     694,937        956,662
Property and Equipment, Net of Accumulated Depreciation ....           -            816
                                                              ----------     ----------

Total Assets ...............................................  $2,842,737     $2,983,774
                                                              ==========     ==========

Liabilities and Stockholders' Equity
Liabilities -
   Accounts Payable and Accrued Expenses ..................   $   50,508     $   41,297
                                                              ----------     ----------

Stockholders' Equity:
   Preferred Stock, Cumulative Nonvoting, Par Value $.10;
    2,500,000 Shares Authorized; 505,110 Shares Issued and
    Outstanding (Involuntary Liquidation Value $530,366) ...      50,511         50,511
   Common Stock, Par Value $.10; 2,500,000 Shares
     Authorized, 1,283,068 Shares Issued and Outstanding ...     128,307        128,307
   Additional Paid-In Capital ..............................   1,618,630      1,829,159
   Retained Earnings .......................................   1,283,610      1,408,038
   Net Unrealized Loss on Available-for-Sale Securities,
    Net of $17,433 and $95,195 Deferred Income Taxes in 2001
    and 2000, Respectively .................................     (52,301)      (285,584)
    Less: Investment in Twenty Services Holding, Inc. ......     (60,000)       (60,000)
   Preferred Treasury Stock ................................      (5,104)        (3,657)
   Common Treasury Stock ...................................    (171,424)      (124,297)
                                                              ----------     ----------
          Net Stockholders' Equity .........................   2,792,229      2,942,477
                                                              ----------     ----------

Total Liabilities and Stockholders' Equity .................  $2,842,737     $2,983,774
                                                              ==========     ==========
</TABLE>



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


                                       F-3

<PAGE>

                             TWENTY SERVICES, INC.

                            Statements of Operations
--------------------------------------------------------------------------------
<TABLE>
<CAPTION>

                                                               For the Years Ended December 31,
                                                               2001         2000          1999
                                                              --------    --------     --------
<S>                                                           <C>         <C>          <C>
Revenues:
   Interest ................................................  $ 68,941    $ 75,107     $ 69,920
   Lease ...................................................         -       1,460        8,584
   Dividends ...............................................    97,383     102,585      111,711
   Other ...................................................     1,416      10,554        8,786
                                                              --------    --------     --------
       Total Revenues ......................................   167,740     189,706      199,001
                                                              --------    --------     --------

Expenses:
   General and Administrative ..............................   132,541     140,405      141,198
   Depreciation ............................................       816       4,898        4,904
                                                              --------    --------     --------
       Total Expenses ......................................   133,357     145,303      146,102
                                                              --------    --------     --------

Gain from Operations .......................................    34,383      44,403       52,899
                                                              --------    --------     --------

Other Income (Loss):

   Loss on Sale of Marketable Securities ...................   139,210)    (43,488)     130,695)
   Gain on Sale of Property ................................         -           -        2,218
   Provision for Equity in Gain of
    American Equity ........................................    14,236      78,031       41,048
                                                              --------    --------     --------

       Total Other Income (Loss) ...........................   124,974)     34,543      (87,429)
                                                              --------    --------     --------

Income (Loss) Before Income Taxes ..........................   (90,591)     78,946      (34,530)

Provision for Income Taxes .................................    (1,521)      1,031       31,810
                                                              --------    --------     --------

Net Income (Loss) ..........................................  $(89,070)   $ 77,915     $ (2,720)
                                                              ========    ========     ========

Income (Loss) Per Common Share .............................  $   (.10)   $    .03     $   (.03)
                                                              ========    ========     ========

</TABLE>


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


                                       F-4

<PAGE>

                             TWENTY SERVICES, INC.

                    Statements of Comprehensive Income (Loss)
--------------------------------------------------------------------------------
<TABLE>
<CAPTION>

                                                                  For the Years Ended December 31,
                                                                  2001          2000         1999
                                                                --------      --------    ---------
<S>                                                             <C>           <C>         <C>
Net Income (Loss) ............................................  $(89,070)     $ 77,915    $  (2,720)

Other Comprehensive Income, Net of Tax -
   Unrealized Gain (Loss) on Securities ......................   233,283        70,803     (251,239)
                                                                --------      --------    ---------

Comprehensive Income (Loss) ..................................  $144,213      $148,718    $(253,959)
                                                                ========      ========    =========


</TABLE>


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


                                       F-5

<PAGE>

                             TWENTY SERVICES, INC.

                            Statements of Cash Flows
--------------------------------------------------------------------------------
<TABLE>
<CAPTION>

                                                                 For the Years Ended December 31,
                                                                 2001         2000         1999
                                                              ---------    ---------     ---------
<S>                                                           <C>          <C>           <C>
Cash Flows From Operating Activities:
   Interest and Dividends Received .........................  $ 167,912    $ 175,213     $ 181,865
   Lease Income ............................................          -        1,460         8,584
   Other Income ............................................      1,416        2,419         8,552
   Cash Paid to Suppliers and Employees ....................   (127,705)    (135,670)     (137,340)
   Income Taxes Paid .......................................          -            -      (125,000)
   Income Tax Refunds Received .............................          -       50,538        69,451
                                                              ---------    ---------     ---------

Net Cash Flows From Operating Activities ...................     41,623       93,960         6,112
                                                              ---------    ---------     ---------

Cash Flows From Investing Activities:
   Principal Collected on Loans ............................     79,434       12,373        34,904
   Loans Made to Customers .................................          -      (68,058)      (38,962)
   Principal Collected on Held-to-Maturity
    Securities .............................................        220          204         2,826
   Proceeds from Sale of Available-for-Sale
    Securities .............................................     39,041      133,971       146,071
   Proceeds From Sale of Fixed Assets ......................          -            -         3,831
   Purchases of Available-for-Sale Securities ..............    (39,560)     (60,000)       (1,797)
                                                              ---------    ---------     ---------

Net Cash Flows From Investing Activities ...................     79,135       18,490       146,873
                                                              ---------    ---------     ---------

Cash Flows From Financing Activities:
   Preferred Stock Dividends Paid ..........................    (30,985)     (33,676)      (31,518)
   Purchase of Treasury Stock ..............................    (48,574)     (77,887)      (42,998)
                                                              ---------    ---------     ---------

Net Cash Flows From Financial Activities ...................    (79,559)    (111,563)      (74,516)
                                                              ---------    ---------     ---------

Net Increase in Cash .......................................     41,199          887        78,469

Cash and Temporary Investments -
 Beginning of Year .........................................    165,009      164,122        85,653
                                                              ---------    ---------     ---------

Cash and Temporary Investments -
 End of Year ...............................................  $ 206,208    $ 165,009     $ 164,122
                                                              =========    =========     =========

</TABLE>


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


                                       F-6

<PAGE>

TWENTY SERVCES, INC,

Statements of Cash Flows (Continued)
--------------------------------------------------------------------------------
<TABLE>
<CAPTION>



                                                                For the Years Ended December 31,
                                                                 2001        2000          1999
                                                              ---------    ---------     ---------
<S>                                                           <C>          <C>           <C>
Reconciliation of Net Income to Net Cash From
 Operating Activities:

   Net Income (Loss) .......................................  $ (89,070)   $  77,915     $  (2,720)
   Adjustments to Reconcile Net Income to Net
    Cash From Operating Activities:
       Depreciation and Amortization .......................        816        4,898         4,904
       Provision for Equity in Gain of American
        Equity .............................................    (14,236)     (78,031)      (41,048)
       Provision for Recovery of Prior Year Income
        Taxes ..............................................          -       42,645       (42,645)
       Net Change in Deferred Income Taxes .................     (1,521)       1,031        (1,344)
       Loss on Sale of Marketable Securities ...............    139,210       43,488       130,695
       Gain on Sale of Property ............................          -            -        (2,218)
       (Increase) Decrease in Accounts Receivable ..........      1,588       (2,721)          243
       Increase in Accounts Payable and Accrued
        Liabilities ........................................      4,836        4,735        15,958
       Decrease in Income Taxes Payable ....................          -            -       (55,713)
                                                              ---------    ---------     ---------

Net Cash From Operating Activities .........................  $  41,623    $  93,960     $   6,112
                                                              =========    =========     =========

</TABLE>

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


                                       F-7

<PAGE>

<TABLE>
<CAPTION>


                                                           TWENTY SERVICES, INC.

                                                Statements of Changes in Stockholders' Equity
                                            For the Years Ended December 31, 2001, 2000, and 1999
------------------------------------------------------------------------------------------------------------------------------------

                                                                                          Investment
                                                                             Accumulated   in Twenty
                                                      Additional                Other      Services  Preferred   Common
                               Preferred     Common     Paid-In   Retained  Comprehensive  Holding,  Treasury   Treasury
                               Stock $.10  Stock $.10   Capital   Earnings     Income        Inc.      Stock     Stock      Total
                               ----------  ---------- ---------- ---------- ------------- ---------- --------- --------- ----------
<S>                            <C>         <C>        <C>        <C>        <C>           <C>        <C>       <C>       <C>
Balance - December 31, 1998,
 As Restated .................. $50,511     $128,307  $2,070,299 $1,403,559   $(105,148)   $(60,000) $  (547)  $ (6,522) $3,480,459

Net Loss ......................       -            -           -     (2,720)          -           -        -          -      (2,720)

Purchase of Treasury Stock ....       -            -           -          -           -           -   (2,206)   (40,792)    (42,998)

Dividends on Preferred Stock,
 ($.07 Per Share) .............       -            -           -    (35,358)          -           -        -          -     (35,358)

Share of Decrease in American
 Equity Capital, Net of
 Deferred Income Tax
 of $60,314 ...................       -            -    (541,531)         -           -           -        -          -           -

Change in Unrealized Loss on
 Available-for-Sale
 Securities, Net of Deferred
 Income Tax Benefits
 of $83,744 ...................       -            -           -          -    (251,239)          -        -          -           -

Balance - December 31, 1999 ...  50,511      128,307   1,528,768  1,365,481    (356,387)    (60,000)  (2,753)   (47,314)  2,606,613

Net Income ....................       -            -           -     77,915           -           -        -          -      77,915

Purchase of Treasury Stock ....       -            -           -          -           -           -     (904)   (76,983)    (77,887)

Dividends on Preferred
 Stock,($.07 Per Share) .......       -            -           -    (35,358)          -           -        -          -     (35,358)

Share of Increase in American
 Equity Capital, Net of
 Deferred Income Tax
 of $1,592 ....................       -            -     300,391          -           -           -        -          -     300,391

Change in Unrealized Loss on
 Available-for-Sale
 Securities, Net of Deferred
 Income Tax of $23,600 ........       -            -           -          -      70,803           -        -          -      70,803


</TABLE>


                                       F-8

<PAGE>

<TABLE>
<CAPTION>


TWENTY SERVICES, INC.

Statements of Changes in Stockholders' Equity (continued) For the Years Ended
December 31, 2001, 2000, and 1999
------------------------------------------------------------------------------------------------------------------------------------

                                                                                                    Investment
                                                                                       Accumulated  in Twenty
                                                   Additional               Other      Services    Preferred    Common
                             Preferred   Common     Paid-In    Retained  Comprehensive   Holding,    Treasury  Treasury
                             Stock $.10 Stock $.10  Capital    Earnings    Income          Inc.        Stock    Stock       Total
                             ---------- ---------- ---------- --------- -------------  ----------- ---------- ---------  -----------
<S>                          <C>        <C>        <C>        <C>       <C>            <C>         <C>        <C>        <C>
Balance - December 31, 2000 . $50,511   $128,307   $1,829,159 $1,408,038  $(285,584)   $(60,000)   $(3,657)   $(124,297) $2,942,477

Net Loss ....................       -          -            -    (89,070)         -           -          -            -     (89,070)

Purchase of Treasury Stock ..       -          -            -                     -           -     (1,447)     (47,127)    (48,574)

Dividend on Preferred Stock
 ($.07 Per Share) ...........       -          -           -     (35,358)         -           -          -            -     (35,358)

Change in Unrealized
 Loss on Available-for-Sale
 Securities, Net of
 Deferred Income Tax
 of $(77,761) ...............       -          -           -           -    233,283          -           -            -     233,283

Share of Increase of
 American Equity
 Capital, Net of
 Deferred Income Tax
 of $(65,432) ...............       -          -            -          -          -           -          -            -    (210,529)

Balance - December 31, 2001 . $50,511   $128,307   $1,618,630 $1,283,610  $ (52,301)   $(60,000)   $(5,104)   $(171,424) $2,792,229

</TABLE>


                                       F-9

<PAGE>


                              TWENTY SERVICES, INC.

                          Notes to Financial Statements

              For the Years Ended December 31, 2001, 2000, and 1999
--------------------------------------------------------------------------------

Note 1 -     Accounting Policies

             Income Recognition - Interest income from finance receivables is
             ------------------
             recognized using the interest (actuarial) method. Accrual of
             interest income on finance receivables is suspended when a loan is
             contractually delinquent for 90 days or more and resumed when the
             loan becomes contractually current.

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

             Credit Losses - Provisions for credit losses are charged to income
             -------------
             in amounts sufficient to maintain the allowance at a level
             considered adequate to cover the losses of principal and interest
             in the existing portfolio. The Company's charge-off policy is based
             on a loan-by-loan review for all receivables that are charged off
             when they are deemed uncollectible.

             Cash Equivalents - Holdings of highly liquid investments with
             ----------------
             original maturities of three months or less and investments in
             money market funds are considered to be cash equivalents.

             Marketable  Securities - On January 1, 1995,  the Company  adopted
             ----------------------
             the provisions of Statement of Financial Accounting Standards No.
             115, "Accounting for Certain Investments in Debt and Equity
             Securities."

             Management determines the appropriate classification of its
             investment in debt and equity securities at the time of purchase
             and reevaluates such determination at each balance sheet date. The
             Company's securities are classified in two categories and accounted
             for as follows:

             o  Securities Held-to-Maturity. Bonds, notes, certain preferred
                stocks and other debt securities for which the Company has the
                positive intent and ability to hold to maturity are reported at
                cost, adjusted for amortization of premiums and accretion of
                discounts which are recognized in interest income using methods
                which approximate level yields over the period to maturity.

             o  Securities Available-for-Sale. Bonds, notes and certain
                preferred stocks not classified as held-to-maturity and common
                stocks are reported at fair value.



                                       F-10

<PAGE>

TWENTY SERVICES, INC.

Notes to Financial Statements (Continued)

For the Years Ended December 31, 2001, 2000, and 1999
--------------------------------------------------------------------------------


Note 1 -     Accounting Policies (Continued)

             Declines in the fair value of individual held-to-maturity and
             available-for-sale securities below their cost that are other than
             temporary result in write-downs of the individual securities to
             their fair value. The write-downs are included in earnings as
             realized losses.

             Unrealized holding gains and losses, net of deferred income taxes,
             on securities available-for-sale are reported as a net amount in a
             separate component of stockholders' equity until realized.

             Realized gains and losses on the sale of securities available-for-
             sale are determined using the specific-identification method.

             Investment - American Equity Investment Life Holding Company - This
             ------------------------------------------------------------
             investment is accounted for on the "Equity Basis."

             Property and Equipment - Property and equipment are stated at cost.
             ----------------------
             Expenditures for repairs and maintenance are charged to expense as
             incurred and additions and improvements that significantly extend
             the lives of assets are capitalized. Upon sale or other retirement
             of depreciable property, the cost and accumulated depreciation are
             removed from the related accounts and any gain or loss is reflected
             in operations.

             Depreciation is provided primarily by the straight-line method over
             the estimated useful lives of the depreciable assets, which is five
             years.

             Income Taxes - Deferred income taxes are recognized for the effects
             ------------
             of temporary differences between financial statement and tax
             reporting.

             Earnings Per Common Share - Earnings per common share are
             -------------------------
             determined by dividing net income (loss), after giving effect to
             preferred stock dividends, by the weighted average number of common
             shares outstanding during the year. The weighted average number of
             common shares outstanding for each of the years ended December 31,
             2001, 2000, and 1999 was 1,283,068.


                                       F-11

<PAGE>

TWENTY SERVICES, INC.

Notes to Financial Statements (Continued)

For the Years Ended December 31, 2001, 2000, and 1999
--------------------------------------------------------------------------------

Note 2 -     Nature of Operations, Risks, and Uncertainties

             The Company is primarily engaged in the general finance business.
             The Company grants commercial and personal real estate loans and
             general business and personal loans to customers located primarily
             in Alabama. The majority of the loan portfolio is secured by
             various types of collateral including mortgages and security
             interests in equipment and other property with a significant
             concentration in loans collateralized by residential real estate.

Note 3 -     Fair Values of Financial Instruments

             Statement of Financial Accounting Standards (SFAS) No. 107,
             "Disclosures about Fair Value of Financial Instruments," requires
             disclosure of fair value information about financial instruments,
             whether or not recognized in the balance sheet, for which it is
             practicable to estimate that value. The following sets forth a
             comparison of fair values and carrying values of the Company's
             financial instruments subject to the provisions of SFAS No. 107.
<TABLE>
<CAPTION>


                                                      2001                           2000
                                         ---------------------------      ---------------------------
                                          Carrying           Fair          Carrying          Fair
                                           Value             Value          Value            Value
                                         ----------       ----------      -----------      ----------
<S>                                      <C>              <C>             <C>              <C>
Cash and Temporary
 Investments                             $  206,208       $  206,208      $   165,009      $  165,009
Marketable Securities                     1,813,084        1,813,084        1,640,949       1,640,949
Finance Receivables, Net                     84,440           84,440          163,874         163,874
</TABLE>


             The following methods and assumptions were used by the Company in
             estimating the fair values of financial instruments:

             o  Short-term financial instruments are carried at their carrying
                amounts reported in the balance sheet that are reasonable
                estimates of fair values due to the relatively short period to
                maturity of the instruments. This approach applies to cash and
                temporary investments, finance receivables, notes receivable
                from related parties and other receivables.

             o Marketable securities are valued at quoted market values.


                                       F-12

<PAGE>

TWENTY SERVICES, INC.

Notes to Financial Statements (Continued)

For the Years Ended December 31, 2001, 2000, and 1999
--------------------------------------------------------------------------------

Note 4 -     Marketable Securities

             The amortized cost and aggregate fair values of investments in
             securities are as follows:

<TABLE>
<CAPTION>


                                                                   Gross       Gross
                                                   Amortized     Unrealized  Unrealized    Fair
                                                      Cost         Gains       Losses      Value
                                                   ----------    ----------  ---------- ----------
<S>                                                <C>           <C>         <C>        <C>
December 31, 2001:
------------------

Available-for-Sale Securities:
   Equity Securities ...........................   $1,276,462     $42,750    $ 42,168   $1,277,044
   Debt Securities .............................      602,875       6,170      76,486      532,559
                                                   ----------     -------    --------   ----------
             Total Available-for-Sale
              Securities .......................   $1,879,337     $48,920    $118,654   $1,809,603
                                                   ==========     =======    ========   ==========

Held-to-Maturity Securities -
   Obligations of U.S. Government
    Corporations and Agencies ..................   $    3,481     $     -    $      -   $    3,481
                                                   ==========     =======    ========   ==========

December 31, 2000:
------------------

Available-for-Sale Securities:
   Equity Securities ...........................   $1,276,462     $19,778    $214,556   $1,081,684
   Debt Securities .............................      741,565           -     186,001      555,564
                                                   ----------     -------    --------   ----------
             Total Available-for-Sale
              Securities .......................   $2,018,027     $19,778    $400,557   $1,637,248
                                                   ==========     =======    ========   ==========

Held-to-Maturity Securities -
   Obligations of U.S. Government
    Corporations and Agencies ..................   $    3,701     $     -    $      -   $    3,701
                                                   ==========     =======    ========   ==========

</TABLE>


             The amortized cost and aggregate fair value of debt securities at
             December 31, 2001 and 2000, by contractual maturity, are as
             follows. Expected maturities will differ from contractual
             maturities because borrowers may have the right to call or prepay
             obligations with or without call prepayment penalties.


                                       F-13

<PAGE>

TWENTY SERVICES, INC.

Notes to Financial Statements (Continued)

For the Years Ended December 31, 2001, 2000, and 1999
--------------------------------------------------------------------------------

Note 4 -     Marketable Securities (Continued)

<TABLE>
<CAPTION>

                                                   Available-For-Sale        Held-to-Maturity
                                               ----------------------     ----------------------
                                               Amortized      Market      Amortized       Market
                                                 Cost         Value         Cost          Value
                                               -----------   --------     ---------       ------
             <S>                               <C>           <C>          <C>             <C>
             December 31, 2001
             -----------------

             Corporate Due in:
                1-5 Years .................... $247,788      $230,020      $    -         $    -
                6-10 Years ...................  100,004        84,500           -              -
                After 10 Years ...............  255,083       218,039           -              -
                                               --------      --------      ------         ------
                                                602,875       532,559           -              -

             U.S. Government
              Corporations and
              Agencies Due in -
               After 10 Years ................       -             -        3,481          3,481
                                               --------      --------      ------         ------

             Total ........................... $602,875      $532,559      $3,481         $3,481
                                               ========      ========      ======         ======

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

             Corporate Due in:
                1-5 Years .................... $386,478      $238,038      $    -         $    -
                6-10 Years ...................  100,004        91,250           -              -
                After 10 Years ...............  255,083       226,276           -              -
                                               --------      --------      ------         ------
                                                741,565       555,564           -              -

             U.S. Government
              Corporations and
              Agencies Due in -
                After 10 Years ...............        -             -       3,701          3,701
                                               --------      --------      ------         ------

             Total ........................... $741,565      $555,564      $3,701         $3,701
                                               ========      ========      ======         ======
</TABLE>


             Proceeds from the sale of available-for-sale securities were
             $39,041 for the year ended December 31, 2001. A net loss of $519
             was realized. There were no sales of held-to-maturity securities
             during the year ended December 31, 2001.

             At December 31, 2001, certain securities classified as
             available-for-sale were written down to the estimated realizable
             values because, in the opinion of management, the decline in market
             value of those securities is considered to be other than temporary.
             The write-down of $138,691 has been recorded as a realized loss on
             sale-of-securities.


                                       F-14

<PAGE>


TWENTY SERVICES, INC.

Notes to Financial Statements (Continued)

For the Years Ended December 31, 2001, 2000, and 1999
--------------------------------------------------------------------------------

Note 4 -     Marketable Securities (Continued)

             Proceeds from the sale of available-for-sale securities were
             $133,971 for the year ended December 31, 2000. A net loss of
             $43,488 was realized. There were no sales of held-to-maturity
             securities during the year ended December 31, 2000.

Note 5 -     Finance Receivables and Allowance for Credit Losses

             Finance receivables consisted of the following at December 31:

                                                           2001       2000
                                                          -------   --------

             Real Estate ................................ $35,341   $107,178
             Business and Other .........................  59,449     67,046
                                                          -------   --------

             Total Finance Receivables ..................  94,790    174,224
             Less Allowance for Credit Losses ...........  10,350     10,350
                                                          -------   --------

             Finance Receivables, Net ................... $84,440   $163,874
                                                          =======   ========

             At December 31, 2001, contractual maturities of finance receivables
             were as follows:

<TABLE>
<CAPTION>

                         2002      2003     2004      2005     2006    After     Total
                        -------   ------   ------    ------   ------  -------   -------
<S>                     <C>       <C>      <C>       <C>      <C>     <C>       <C>
Real Estate             $ 4,506   $2,270   $1,168    $1,283   $1,411  $24,703   $35,341
Business and
 Other                   56,706    2,366      300        77        -        -    59,449
                        -------   ------   ------    ------   ------  -------   -------

Totals                  $61,212   $4,636   $1,468    $1,360   $1,411  $24,703   $94,790
                        =======   ======   ======    ======   ======  =======   =======
</TABLE>


Note 6 -     Investment - American Equity Investment Life Holding Company
             (American)

             The Company's investment of 1.63% of the common stock of American
             is accounted for under the equity method because the Company
             exercises significant influence over its operating and financial
             activities. Accordingly, the investment in American is carried at
             cost, adjusted for the Company's proportionate share of earnings or
             losses.

             On December 27, 1995, the Company invested $790,000 in American.
             This was a new company formed by the Chairman of the Board of
             Twenty Services, Inc. He is Chairman and Chief Executive Officer of
             American.


                                       F-15

<PAGE>

TWENTY SERVICES, INC.

Notes to Financial Statements (Continued)

For the Years Ended December 31, 2001, 2000, and 1999
--------------------------------------------------------------------------------

Note 6 -     Investment - American Equity Investment Life Holding Company
             (American) (continued)

             During 1997, American sold 3,240,864 of common stock for net
             proceeds of $47,246,469. The transaction caused the Company's
             percentage of ownership to decrease from 6.7% to 1.79%.

             During 1998, American sold 625,000 shares of preferred stock for
             net proceeds of $625,000. American also sold 161,098 shares of
             common stock for net proceeds of $10,625,550. These transactions
             caused the Company's percentage of ownership to decrease from 1.79%
             to 1.72%.

             During 1999, American sold 130,348 shares of common stock for net
             proceeds of $1,405,094. The transaction caused the Company's
             percentage of ownership to decrease from 1.72% to 1.68%.

             During 2000, American effected a three-for-one-split that resulted
             in the issuance of 9,424,620 of common stock and a corresponding
             decrease of $9,425,000 in additional paid in capital. In addition,
             the Company issued 477,687 shares of common stock for net proceeds
             of $1,956,000. American also acquired 84,375 shares of common stock
             for $619,000. These transactions caused the Company's percentage of
             ownership to decrease from 1.68% to 1.63%.

             There was no change in the Company's ownership percentage in 2001.

             The following is a summary of the audited balance sheets and
             statements of operations of American:

<TABLE>
<CAPTION>

                                                                 2001            2000
                                                            --------------  --------------
             <S>                                            <C>             <C>
             Total Assets ................................  $4,392,495,000  $2,528,126,000
                                                            ==============  ==============

             Total Liabilities ...........................  $4,249,723,000  $2,369,971,000
             Minority Interest ...........................     100,155,000      99,503,000
             Stockholders' Equity ........................      42,567,000      58,652,000
                                                            --------------  --------------

             Total Liabilities and Stockholders' Equity ..  $4,392,445,000  $2,528,126,000
                                                            ==============  ==============

             Revenues ....................................  $  180,376,000  $  114,615,000
             Minority Interest ...........................       7,449,000       7,449,000
             Benefits and Expenses .......................     172,055,000     102,382,000
                                                            --------------  --------------

             Net Gain ....................................  $      872,000  $    4,784,000
                                                            ==============  ==============

</TABLE>




                                       F-16

<PAGE>

TWENTY SERVICES, INC.

Notes to Financial Statements (Continued)

For the Years Ended December 31, 2001, 2000, and 1999
--------------------------------------------------------------------------------

Note 6 -     Investment - American Equity Investment Life Holding Company
             (American) (continued)

             For 2001, as required by the equity method of accounting, the
             Company's investment of $956,662 increased by $14,236, which is
             1.63% of American's income. The investment was decreased by
             $275,961, net of deferred tax benefit of $65,432 for the Company's
             share of American's decrease in capital. The net effect on the
             Company's investment in American is a decrease of $261,725.

             For 2000, as required by the equity method of accounting, the
             Company's investment of $576,648 was increased by $78,031, which is
             1.63% of American's income. The investment was also increased by
             $301,983, net of deferred tax of $1,592 for the Company's share of
             American's increase in capital. The net effect on the Company's
             investment in American is an increase of $380,014.

Note 7 -     Property and Equipment

             Property and equipment consisted of the following at December 31:

                                                       2001       2000
                                                     --------   -------

             Equipment, Furniture and Automobiles .. $ 24,494   $24,494
             Less: Accumulated Depreciation ........  (24,494)   23,678
                                                     --------   -------

             Net Property and Equipment ............ $      -   $   816
                                                     ========   =======

Note 8 -     Income Taxes

             Temporary differences giving rise to the deferred tax liability
             (benefit) consist primarily of gains and losses on investments
             recognized for financial reporting purposes that are not recognized
             for tax purposes and the increase or decrease in the value of the
             Company's investment in American Equity Life Holding Company.

             The provision for income taxes was as follows for the years ended
             December 31:
<TABLE>
<CAPTION>


                                                                         2001     2000      1999
                                                                       --------  ------   --------
             <S>                                                       <C>       <C>      <C>
             Current:
               Benefit Net Operating Loss Carryback .................  $     -   $    -   $(42,645)
               Deferred Tax Provision ...............................   (1,521)   1,031     10,835
                                                                       -------   ------   --------

             Total Provision for Income Taxes .......................  $(1,521)  $1,031   $(31,810)
                                                                       =======   ======   ========
</TABLE>




                                       F-17

<PAGE>

TWENTY SERVICES, INC.

Notes to Financial Statements (Continued)

For the Years Ended December 31, 2001, 2000, and 1999
--------------------------------------------------------------------------------

Note 8 -     Income Taxes (continued)

             Deferred tax assets and liabilities at December 31 consisted of the
             following:

<TABLE>
<CAPTION>

                                                                                       2001       2000
                                                                                     --------   ---------
             <S>                                                                     <C>        <C>
             Deferred tax assets:
               Net unrealized loss on available for sale securities ..............   $ 17,434   $  95,195
               Net operating loss carryforwards ..................................     97,070      54,570
               Net unrealized loss on investment in American Equity
                Investment Life Holding Company ..................................     23,766     (41,666)
               Other .............................................................        490      (1,031)
                                                                                     --------   ---------
                                                                                      138,760     107,068
             Less valuation allowance ............................................     97,070      54,570
                                                                                     --------   ---------
             Total deferred tax assets ...........................................   $ 41,690   $  52,498
                                                                                     ========   =========

</TABLE>

             The company has available at December 31, 2001, $388,282 of unused
             operating loss carryforwards that may be applied against future
             taxable income and that expire in the years 2020 and 2021.

Note  9 -    Stockholders' Equity

             The preferred stock has a cumulative dividend of $.07 per share and
             is redeemable at the Company's option of $1.05 per share. In the
             event of liquidation, the preferred stockholders receive $1.05 per
             share before any distributions are made to common stockholders. The
             1998 dividend (approximately $35,400) was declared in February 1999
             and paid in March 1999. The 1999 dividend (approximately $31,500)
             was declared in February 1999 and paid in March 2000. The 2000
             dividend (approximately $33,700) was declared in February 2000 and
             paid in March 2001.

Note 10 - Investment in Twenty Services Holding, Inc.

             The Company owns 6,000 shares of common stock of Twenty Services
             Holding, Inc. (the Holding Company), a holding company that owns
             approximately 54% of the Company's outstanding common stock. The
             amount paid for the Holding Company's common stock of $60,000 has
             been deducted from stockholders' equity in the accompanying balance
             sheet.


                                       F-18

<PAGE>

TWENTY SERVICES, INC.

Notes to Financial Statements (Continued)

For the Years Ended December 31, 2001, 2000, and 1999
--------------------------------------------------------------------------------

Note 11 -    Concentration of Credit Risk

             The Company maintains an investment account with a brokerage firm.
             Balances are insured up to $500,000 (with a limit of $100,000 for
             cash) by the Securities Investor Protection Corporation. The
             Company had $1,512,877 of uninsured investments at December 31,
             2001.

Note 12 -    Treasury Stock

             The Company purchased 37,701 shares of its common stock for an
             aggregate purchase price of $47,127, or $1.25 per share and 5,788
             shares of its preferred stock for an aggregate purchase price of
             $1,447, or $.25 per share, during the year ended December 31, 2001.
             The shares are held as common treasury stock and preferred treasury
             stock.

             The Company purchased 61,957 shares of its common stock for an
             aggregate purchase price of $76,983, or $1.25 per share and 3,615
             shares of its preferred stock for an aggregate purchase price of
             $904, or $.25 per share, during the year ended December 31, 2000.
             The shares are held as common treasury stock and preferred treasury
             stock.


                                       F-19

<PAGE>

                             TWENTY SERVICES, INC.

             Schedule I - Marketable Securities - Other Investments
                      For the Year Ended December 31, 2001
--------------------------------------------------------------------------------
<TABLE>
<CAPTION>

                                                                                                              Amount at
                                                                                                              which each
                                                                                                             portfolio of
                                                      Number of                                                 equity
                                                      shares or                            Market          security issues
                                                       units -                             value            and each other
                                                      principal                           of each           security issue
                                                       amount                              issue            carried in the
                                                      of bonds          Cost of          at balance         issue balance
Name of issuer and title of each issue               and notes         each issue        sheet date             sheet
--------------------------------------               ----------       -----------        ----------         ---------------
<S>                                                  <C>              <C>                <C>                <C>
Equity Security Available-for-Sale:
Amern Hlth Pptys Inc Pfd Repstg 1/100th Ser B
Shs 8.6%                                                6,000         $  150,000         $  150,000           $  150,000

Fedl Rlty Invt Tr Pfd 7.95%                            10,000            250,000            241,000              241,000

Health Care Property Investors Inc                      5,000            191,561            181,050              181,050

Merrill Lynch & Co Inc 9% Dep Shs Rep Ser A
1/400 Cum Pfd                                           2,000             50,000             58,100               58,100

Repsol Intl Cap Ltd Pfd Non Cum Gtd Ser A
7.4%                                                    1,000             25,000             22,950               22,950

Taubman Centers Inc Pfd 8.30%                           1,300             32,500             30,290               30,290

US Restaurant Pptys Pfd Ser A Conv 7.72
11/17/2002                                              1,000             25,000             18,300               18,300

West Bancorporation Inc                                 3,150             31,766             37,170               37,170

Public Storage $2.45 Dep Shs Repstg 1/1000 A
sh. of Eq                                               3,000             60,000             81,570               81,570

HECO Capital Trust II Quids 7.3% Due 12/15/28           6,000            150,000            150,600              150,600

New Plan Excel Rlty Pfd Tr Inc Ser D 7.8%               3,000            150,005            144,000              144,000

Realty Income Corp 8.25% Sr Unseed Nts Due
2008 Monthly                                            6,000            150,005            157,080              157,080

US Home & Garden Tr I Pfd 9.4% 04/30/28                   425             10,625              4,934                4,934
                                                                      ----------         ----------           ----------
Total Equity Securities Available-for-Sale                             1,276,462          1,277,044            1,277,044
                                                                      ----------         ----------           ----------

</TABLE>


                                      F-20

<PAGE>

TWENTY SERVICES, INC.

Schedule I - Marketable Securities - Other Investments (continued)
For the Year Ended December 31, 2001
--------------------------------------------------------------------------------
<TABLE>
<CAPTION>

                                                                                                              Amount at
                                                                                                              which each
                                                                                                             portfolio of
                                                      Number of                                                 equity
                                                      shares or                            Market           security issues
                                                       units -                             value            and each other
                                                      principal                           of each           security issue
                                                       amount                              issue            carried in the
                                                      of bonds          Cost of          at balance         issue balance
Name of issuer and title of each issue               and notes         each issue        sheet date             sheet
--------------------------------------               ----------       -----------        ----------         ---------------
<S>                                                  <C>              <C>                <C>                <C>
Debt Securities Available-for-Sale:
Cendant Corp NT CPN 7.750% Due 12/01/03
DTD 11/30/98 FC 06/01/99                              150,000         $  152,782         $  152,782              152,520

Northwest Airlines Inc CPN 7.625% Due 03/15/05
DTD 03/04/98 FC 09/01/99                              100,000             95,005             77,500               77,500

AES Corp Sr Notes Death Put CPN 8%
Due 12/31/08 DTD 12/08/98 FC 03/31/99
Call 12/31/00 @100                                    100,000            100,004             84,500               84,500

Aetna Svcs Inc GTD DEB CPN 7.625% Due
08/15/26 DTD 08/19/96 FC 02/15/97                     150,000            156,152            162,322              162,322

Land O Lakes Cap Trst 1 144A B/E CPN 7.45%
Due 03/15/28 DTD 03/25/98 FC 09/15/98                 100 000             98,932             55,717               55,717
                                                                      ----------         ----------           ----------
Total Debt Securities Available-for-Sale                                 602,875            532,559              532,559
                                                                      ----------         ----------           ----------

Debt Securities Held-to-Maturity -
GNMA Mortgage Backed Certificates, Due 2012                                3,481              3,481                3,481
                                                                      ----------         ----------           ----------
Total                                                                 $1,882,818         $1,813,084           $1,813,084
                                                                      ==========         ==========           ==========
</TABLE>


                                      F-21

<PAGE>






                                   SIGNATURES

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

                                              TWENTY SERVICES, INC.




                                              By: /s/ Jack C. Bridges
                                                  ------------------------------
                                                  Jack C. Bridges
                                                  Executive Vice-President

Dated:   March 27, 2002
       ------------------




SIGNATURE                     CAPACITY                          DATE
---------                     --------                          ----


/s/ David J. Noble            Chairman and Director             March 27, 2002
-------------------------     of Twenty Services, Inc.          ---------------
David J. Noble                (The Registrant)
                              Principal Executive
                              Officer)


/s/ A.J. Strickland, III      Vice-Chairman and                 March 27, 2002
-------------------------     Director of the                   ---------------
A.J. Strickland, III          Registrant