<PAGE>


                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                                   FORM 10-QSB
                   Quarterly Report Under Section 13 or 15(d)
                     of the Securities Exchange Act of 1934



                For the quarterly period ended September 30, 2001
                        Commission file number 000-31205

                         Victor Ebner Enterprises, Inc.
           -----------------------------------------------------------
        (Exact name of small business issuer as specified in its charter)



          Florida                                             65-0853816
-------------------------------                     ----------------------------
(State or other jurisdiction of                     (IRS Employer Identification
incorporation or organization)                                  Number)



                       1660 International Drive, Suite 600
                             McLean, Virginia 22102
                ------------------------------------------------
                    (Address of principal executive offices)


                                 (604) 605-0507
                ------------------------------------------------
                (Issuer's telephone number, including area code)


                             College Software, Inc.
                          309 837 west Hastings Street
                              Vancouver, BC V6C 3N6
                ------------------------------------------------
              (Former Name, Former Address and Former Fiscal Year,
                          if changed Since Last Report)


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

APPLICABLE ONLY TO CORPORATE ISSUERS:

State the number of shares outstanding of each of the Issuer's classes of common
equity, as of the latest practicable date:

As of November 16, 2001 the Issuer had outstanding 14,979,400 shares of its
Common Stock, $0.001 par value.


<PAGE>


                         Victor Ebner Enterprises, Inc.

                     Quarterly Report on Form 10-QSB for the
                   Quarterly Period Ending September 30, 2001


                                Table of Contents



Part I:  FINANCIAL INFORMATION

Item 1.  Financial Statements (Unaudited)

         Condensed Consolidated Balance Sheet:
                  September 30, 2001 and December 31, 2000

                  Condensed Consolidated Statement of Operations:
                  Three Months Ended September 30, 2001 and 2000
                  Nine Months Ended September 30, 2001 and 2000

                  Condensed Consolidated Statement of Cash Flows:
                  Nine Months Ended September 30, 2001 and 2000

                  Notes to Condensed Consolidated Financial Statements:
                  September 30, 2001

Item 2.  Management's Discussion and Analysis

PART II.  OTHER INFORMATION

         Item 1.  Legal Proceedings

         Item 2.  Changes in Securities

         Item 3.  Defaults Upon Senior Securities

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

         Item 5.  Other Information

         Item 6.  Exhibits and Reports on Form 8-K


<PAGE>

PART I FINANCIAL INFORMATION
<TABLE>

                          VICTOR EBNER ENTERPRISES, INC

                      CONDENSED CONSOLIDATED BALANCE SHEET
                                   (UNAUDITED)

<CAPTION>

                                                                  September 30,  December 31,
                                                                      2001           2000
                                                                  ------------   ------------
                           ASSETS
<S>                                                               <C>            <C>
Current assets:
     Cash and equivalents                                         $    63,242    $         -
     Accounts Receivable                                              498,014              -
     Inventory                                                      1,880,626              -
     Prepaid expenses                                                 259,000         15,550
                                                                  ------------   ------------
 Total current assets                                               2,700,882         15,550

 Plant, Property and Equipment
     Buildings                                                        594,527              -
     Less: Accumulated Depreciation                                   227,086              -
                                                                  ------------   ------------
                                                                      367,441              -

 Other Assets
     Production Costs and intangible assets, net                    2,473,696              -
     Other                                                                  -              -
                                                                  ------------   ------------
 Total Other Assets                                                 2,473,696              -

                                                                  $ 5,542,019    $    15,550
                                                                  ============   ============

            LIABILITIES AND STOCKHOLDERS' EQUITY

 Current Liabilities:
      Accounts payable and accrued expenses                       $ 2,252,202    $    25,376
       Line of Credit                                                 609,215              -
       Advances from Related Parties                                   76,068         21,965
                                                                  ------------   ------------
  Total Current Liabilities                                         2,937,485         47,341


 Stockholders' equity:
      Common stock, par value $.001; 100,000,000 shares
        authorized; 14,979,400 and 10 issued and outstanding at
        September 30, 2001 and December 31, 2000, respectively         14,979             10
      Additional paid-in-capital                                    2,706,491              -
      Common Stock Subscriptions                                      465,000              -
      Retained earnings                                              (581,936)       (31,801)
                                                                  ------------   ------------
                                                                    2,604,534        (31,791)
                                                                  ------------   ------------

                                                                  $ 5,542,019    $    15,550
                                                                  ============   ============



 See accompanying footnotes to the unaudited condensed consolidated financial statements

</TABLE>

                                                F-1
<PAGE>
<TABLE>

                                         VICTOR EBNER ENTERPRISES, INC
                                CONDENSED CONSOLIDATED STATEMENT OF OPERATIONS
                                                  (UNAUDITED)
<CAPTION>

                                           Three Months Ended September 30, Nine Months Ended September 30,
                                               2001            2000            2001            2000
                                           -------------   -------------   -------------   -------------
<S>                                        <C>             <C>             <C>             <C>
Revenues:
      Sales                                $  1,322,832    $          -    $  1,322,832    $          -

Operating expenses:
     Selling, general and administrative      1,349,749               -       1,863,665               -
     Depreciation expense                        11,387               -          11,387               -
     Interest expense                                 -               -               -               -
                                           -------------   -------------   -------------   -------------
Operating expenses                            1,361,136               -       1,875,052               -
                                           -------------   -------------   -------------   -------------

Income (loss) from Operations                   (38,304)              -        (552,220)              -
Other Income:
     Interest Income                                125               -           2,085               -
                                           -------------   -------------   -------------   -------------
                                                    125               -           2,085               -
                                           -------------   -------------   -------------   -------------

Net Income before taxes                    $    (38,179)   $          -    $   (550,135)   $          -

Provision for income taxes                            -               -               -               -
                                           -------------   -------------   -------------   -------------

Net income (loss)                          $    (38,179)   $          -    $   (550,135)   $          -
                                           =============   =============   =============   =============

Earnings per common share                  $      (0.00)   $      (0.00)   $      (0.04)   $      (0.00)
                                           =============   =============   =============   =============
(basic and assuming dilution)

Weighted average shares outstanding
     Basic                                   14,969,730               1      12,700,757               1
     Diluted



           See accompanying footnotes to the unaudited condensed consolidated financial statements

                                                     F-2
</TABLE>

<PAGE>
<TABLE>


                          VICTOR EBNER ENTERPRISES, INC
                 CONDENSED CONSOLIDATED STATEMENT OF CASH FLOWS
                                   (UNAUDITED)
<CAPTION>

                                                          Nine Months Ended September 30,
                                                             2001           2000
                                                         ------------   ------------
<S>                                                      <C>            <C>
Cash flows from operating activities:
     Net income from operating activities                $  (550,135)   $         -
     Adjustments to reconcile net income to net cash:
         Depreciation and amortization                        11,387              -
         Organization and acquisition costs expenses           7,036              -
         Common Stock Issued in exchange for services        332,790              -
         Change in:
            Accounts Receivable                             (435,425)             -
            Inventory                                       (172,877)             -
            Prepaid expenses and other assets               (243,450)             -
            Due to/from Affiliates                                 -              -
            Accounts payable and accrued expenses            996,028              -
    Stock issued for merger consulting fees                        -              -
                                                         ------------   ------------
    Net cash from operating activities                       (54,646)             -

Cash flows used in investing activities:
    Production Costs                                      (2,473,696)             -
    Cash acquired in connection with acquisition              91,584              -
                                                         ------------   ------------
    Net cash used in investing activities                 (2,382,112)             -

Cash flows (used in)/provided by financing activities:
    Proceeds from loans from stockholders                          -              -
    Proceeds from common stock subscriptions                 465,000              -
    Proceeds from issuance of common stock                 2,035,000              -
                                                         ------------   ------------
    Net cash used in financing activities                  2,500,000              -
                                                         ------------   ------------

Net increase in cash and cash equivalents                     63,242              -

Cash and cash equivalents at January 1                             -              -
                                                         ------------   ------------

Cash and cash equivalents at June 30                     $    63,242    $         -
                                                         ============   ============

Supplemental Information:
      Interest Paid                                      $         -    $         -
      Income Tax Paid                                              -              -
      Common stock issued in exchange for services           332,790              -
      Acquisition:
         Assets Acquired                                   3,761,323              -
         Goodwill                                                  -              -
         Liabilities Assumed                              (3,703,962)             -
       Common Stock Issued                                   (57,361)             -
                                                         ------------   ------------
                                                         $        -     $         -
                                                         ============   ============


 See accompanying footnotes to unaudited condensed consolidated financial statements

</TABLE>
                                       F-3
<PAGE>


                         VICTOR EBNER ENTERPRISES, Inc.

              NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
                               SEPTEMBER 30, 2001
                                   (UNAUDITED)

NOTE A - SUMMARY OF ACCOUNTING POLICIES


General
-------

The accompanying unaudited consolidated financial statements have been prepared
in accordance with the instructions to Rule 310(b) of Regulation S-B, and
therefore, do not include all the information necessary for a fair presentation
of financial position, results of operations and cash flows in conformity with
generally accepted accounting principles.

In the opinion of management, all adjustments (consisting of normal recurring
accruals) considered necessary for a fair presentation have been included.
Operating results for the nine month period ended September 30, 2001 are not
necessarily indicative of the results that may be expected for the year ended
December 31, 2001. The unaudited condensed consolidated financial statements
should be read in conjunction with the consolidated financial statements and
footnotes thereto included in the Company's SEC Form 8-K, as amended.


Business and Basis of Presentation
----------------------------------

On November 16, 1998, Victor Ebner Enterprises, Inc. (the "Company") was
incorporated under the laws of the State of New York. From its inception, the
Company was a development stage , as defined by Statement of Financial
Accounting Standards No. 7 ("SFAS No. 7"), with its efforts in past devoted
principally to developing audio-visual language instruction systems in the
United States. During the three months ended September 30, 2001, the Company
transitioned from a development stage company to an established operating
enterprise. Accordingly, cumulative amounts and other disclosures previously
required under SFAS No. 7 are not presented.

On May 18, 2001, Victor Ebner Enterprises, Inc. ("Victor Ebner") completed an
Agreement and Plan of Reorganization ("Agreement") with College Software, Inc.
("College") an inactive publicly registered shell corporation with no
significant assets or operations organized under the State laws of Florida. For
accounting purposes, Victor Ebner shall be the surviving entity. The transaction
is accounted for using the purchase method of accounting. The total purchase
price and carrying value of net assets acquired of College was $7,036. From
College's inception, until the date of the merger, College was an inactive
corporation with no assets and liabilities. In accordance with APB Opinion 16,
the consolidated financial statements include the accounts of Victor Ebner as
the acquiring entity and College as the wholly owned subsidiary. Significant
intercompany transactions have been eliminated in consolidation. The total
purchase price and carrying

                                      F-4
<PAGE>

                         VICTOR EBNER ENTERPRISES, Inc.
              NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
                               SEPTEMBER 30, 2001
                                   (UNAUDITED)

NOTE A - SUMMARY OF ACCOUNTING POLICIES (CONTINUED)


value of net assets acquired by Victor Ebner of College was $ 7,036. The net
assets acquired were as follows:

       Common stock retained by College shareholders             $ 1,185
       Excess of liabilities assumed over assets acquired          5,851
                                                                 --------
       Total consideration paid                                  $ 7,036
                                                                 ========


In accordance with SOP 98-5, the Company will expense as organization costs the
$7,036.

Effective with the Agreement, all previously outstanding common stock, preferred
stock, options and warrants owned by Victor Ebner stockholders were exchanged
for an aggregate of 12,800,000 shares of College common stock. The value of the
stock that was issued was the historical cost of Victor Ebner's net tangible
assets, which did not differ materially from their fair value. In accordance
with Accounting Principles Opinion No. 16, Victor Ebner is the acquiring entity.

As College was an inactive corporation with no significant operations, the
Company recorded the carryover historical basis of net tangible assets acquired,
which did not differ materially from their historical cost. The results of
operations subsequent to the date of acquisition are included in the Company's
consolidated statement of losses.

On June 28, 2001, the Company's principal shareholder and President contributed
to the Company his equity interest, representing 100% of the total and
outstanding shares of common stock of the following operating entities to the
Company:

         o    Victor Ebner Enterprises, SA., and its wholly owned subsidiaries
              Victor Ebner Formation et Recherche Redagogique, Victor Ebner
              Traduction SA, Victor Ebner Production, and Victor Ebner Edition
              and Diffusion SA.

         o    Victor Ebner France SARL

In accordance with Staff Accounting Bulletin Topic 5-T, the Company accounted
for the contribution of the companies as assets and assumption of liabilities,
and a corresponding capital contribution.

The transaction is accounted for using the purchase method of accounting. The
Company recorded the carryover historical basis of net


                                      F-5
<PAGE>

                         VICTOR EBNER ENTERPRISES, Inc.
              NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
                               SEPTEMBER 30, 2001
                                   (UNAUDITED)

NOTE A - SUMMARY OF ACCOUNTING POLICIES (CONTINUED)

tangible assets contributed, which did not differ materially from their
historical cost. The results of operations subsequent to the date of acquisition
are included in the Company's consolidated statement of losses.

The consolidated financial statements include the accounts of the Company, and
its wholly owned subsidiaries, Victor Ebner Formation et Recherche Redagogique,
Victor Ebner Traduction SA, Victor Ebner Production, Victor Ebner Edition and
Diffusion SA, Victor Ebner Enterprises, SA and Victor Ebner France SARL.
Significant intercompany transactions have been eliminated in consolidation.

This acquisition was accounted for using the purchase method of accounting. The
assets and liabilities do not very greatly from their stated fair market values.

The following assets and liabilities were received/assumed by the Company in
connection with the transaction:


Cash and cash equivalents                                 $      91,584
Accounts Receivable                                              62,589
Prepaid Assets                                                   51,200
Inventory                                                     1,707,749
Building, net                                                   125,899
Intangibles, net                                              1,675,672
Other Assets                                                     46,629
Advances from Related Parties                                (1,915,367)
Notes Payable                                                  (609,215)
Accounts Payable and Accrued Expenses                        (1,179,380)
                                                          --------------
Net assets contributed                                    $      57,360
                                                          ==============

These activities are conducted primarily in Europe and North America.

Liquidity
---------

As shown in the accompanying financial statements, Victor Ebner incurred a net
loss of $581,936 from its inception through September 30, 2001. Victor Ebner's
current liabilities assets exceeded its current assets by $236,603 as of
September 30, 2001. Substantially all of Victor Ebner's assets are illiquid.


                                      F-6
<PAGE>

                         VICTOR EBNER ENTERPRISES, Inc.
              NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
                               SEPTEMBER 30, 2001
                                   (UNAUDITED)

NOTE A - SUMMARY OF ACCOUNTING POLICIES (CONTINUED)


Concentrations of Credit Risk
-----------------------------

Financial instruments and related items which potentially subject the Company to
concentrations of credit risk consist primarily of cash, cash equivalents and
trade receivables. The Company places its cash and temporary cash investments
with credit quality institutions. At times, such investments may be in excess of
the FDIC insurance limit. The Company's customers are concentrated primarily in
Europe and it periodically reviews its trade receivables in determining its
allowance for doubtful accounts.

Marketable Securities
---------------------

Common stock received by the Company for services is usually freely traded stock
and is recorded at its fair market value on the date the contract is signed. All
of the Company's marketable securities are categorized as available-for-sale
securities, as defined by the Statement of Financial Accounting Standards No.
115, "Accounting for Certain Investments in Debt and Equity Securities." None of
the securities held have been included in cash equivalents.

These securities are stated at estimated fair value based upon market quotes.
Unrealized holding gains and losses for available-for-sale securities are
excluded from earnings and reported, net of tax, as a separate component of
stockholders' equity. Realized gains and losses for securities classified as
available-for-sale are reported in earnings when sold based upon the adjusted
cost of the specific security sold.

Inventories
-----------

Inventories are stated at the lower of cost or market determined by the
first-in, first-out (FIFO) method. Inventories consist of proprietary
instructional printed, audio and video materials.

Intangible Assets
-----------------

Amortization of publishing rights, course libraries and related existing
technology is provided using the straight line method over their estimated
useful lives, ranging from five to 15 years.


                                      F-7
<PAGE>

                         VICTOR EBNER ENTERPRISES, Inc.
                          (A Development Stage Company)
              NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
                               SEPTEMBER 30, 2001
                                   (UNAUDITED)

NOTE A - SUMMARY OF ACCOUNTING POLICIES (CONTINUED)

Foreign Currency Translation
----------------------------

The Company translates the foreign currency financial statements of its Swiss
and French in accordance with the requirements of SFAS No. 52, "Foreign Currency
Translation". Assets and liabilities are translated at current exchange rates,
and related revenue and expenses are translated at average exchange rates in
effect during the period. Resulting translation adjustments are recorded as a
separate component in stockholders' equity. Foreign currency transaction gains
and losses are included in the statement of income.

New Accounting Pronouncements
-----------------------------

In March 2000, the Financial Accounting Standards Board issued interpretation
No. 44 ("FIN 44"), "Accounting for Certain Transactions Involving Stock
Compensation, an Interpretation of APB Opinion No. 25". FIN 44 clarifies the
application of APB No. 25 for (a) the definition of employee for purposes of
applying APB No. 25, (b) the criteria for determining whether a plan qualifies
as a noncompensatory plan, (c) the accounting consequences of various
modifications to previously fixed stock option or award, and (d) the accounting
for an exchange of stock compensation awards in a business combination. FIN 44
is effective July 2, 2000 but certain conclusions cover specific events that
occur after either December 15, 1998 or January 12, 2000. The adoption of FIN 44
did not have an affect on the Company's financial statements but may impact the
accounting for grants or awards in future periods

In July 2001, the Financial Accounting Standards Board issued Statement of
Financial Accounting Standards No. 141, Business Combinations (FAS 141), and FAS
142, Goodwill and Other Intangible Assets (FAS 142). FAS 141 addresses the
initial recognition and measurement of goodwill and other intangible assets
acquired in a business combination. FAS 142 addresses the initial recognition
and measurement of intangible assets acquired outside of a business combination,
whether acquired individually or with a group of other assets, and the
accounting and reporting for goodwill and other intangibles subsequent to their
acquisition. These standards require all future business combinations to be
accounted for using the purchase method of accounting. Goodwill will no longer
be amortized but instead will be subject to impairment tests at least annually.
The Company is required to adopt FAS 141 and FAS 142 on a prospective basis as
of January 1, 2002; however, certain provisions of these new standards may also
apply to any acquisitions concluded subsequent to June 30, 2001. As a result of
implementing these new standards, the Company will discontinue the amortization
of

                                      F-8
<PAGE>

                         VICTOR EBNER ENTERPRISES, Inc.
              NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
                               SEPTEMBER 30, 2001
                                   (UNAUDITED)

NOTE A - SUMMARY OF ACCOUNTING POLICIES (CONTINUED)

goodwill as of December 31, 2001. The Company does not believe that the adoption
of FAS 141 or 142 will have a material impact on its consolidated financial
statements.

In October 2001, the Financial Accounting Standards Board issued FAS 144,
"Accounting for the Impairment or Disposal of Long-Lived Assets" (FAS 144). FAS
144 addresses financial accounting and reporting for the impairment or disposal
of long-lived assets. This statement supersedes FAS 121, "Accounting for the
Impairment of Long-Lived Assets and for Long-Lived Assets to be Disposed of"
(FAS 121) and related literature and establishes a single accounting model,
based on the framework established in FAS 121, for long-lived assets to be
disposed of by sale. The Company is required to adopt FAS 144 no later than
January 1, 2002. The Company does not believe that the adoption of FAS 144 will
have a material impact on its consolidated financial statements.


NOTE B - CAPITAL STOCK

The Company is authorized to issue 100,000,000 shares of common stock, with a
par value of $0.001 per share. On January 24, 2001, the Company issued
12,799,999 shares of its common stock to its principal shareholder in exchange
for reimbursement of services aggregating $12,790. The Company valued the stock
issued based upon the fair value of the services received.

In the nine months ended September 30, 2001, outside investors subscribed to
purchase $ 2,500,000 of the Company's common stock priced at $ 2.50 per share in
connection with the private placement of its securities to sophisticated
investors outside of the United States.

The Company issued 1,185,400 shares of common stock in connection with the
merger with College Software.

In June 2001, 774,000 shares were issued in exchange for previously issued
common stock subscriptions.

In June 2001, the Company issued 200,000 shares of common stock to a consultant
for services rendered. The shares were valued at $1.00 per share, which
represented the average closing price of the Company's common stock five days
prior to Company's authorization to issue the consultant the shares.

On June 28, 2001, the Company's principal shareholder contributed the assets and
liabilities of Victor Ebner France SARL and Victor Ebner


                                      F-9
<PAGE>

                         VICTOR EBNER ENTERPRISES, Inc.
              NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
                               SEPTEMBER 30, 2001
                                   (UNAUDITED)

NOTE B - CAPITAL STOCK (CONTINUED)

Enterprises, SA., and its wholly owned subsidiaries Victor Ebner Formation et
Recherche Redagogique, Victor Ebner Traduction SA, Victor Ebner Production, and
Victor Ebner Edition and Diffusion SA.

In August 2001, 20,000 shares were issued in exchange for previously issued
common stock subscriptions.


NOTE C - NOTE PAYABLE

Notes Payable at September 30, 2001 consists of the following:

Loan payable to bank, secured by real property and
improvements, interest at 5% per annum, payable on
or before 2002                                                       $  469,069

Loan payable to bank, secured by accounts receivable
and guaranteed by Company's President and principal
shareholder; interest at Bank' variable lending rate %
per annum, payable on or before 2002                                    140,146
                                                                     -----------
                                                                     $  609,215
                                                                     ===========

NOTE D - LICENSE AGREEMENT

On January 24, 2001, Victor Ebner entered into a Licensing Agreement with Victor
Ebner Enterprises, SA, a Swiss company owned by the Company's sole shareholder.
The Licensing Agreement provides Victor Ebner with the right to use the Victor
Ebner Enterprises SA audio-visual language instruction systems exclusively in
the United States. The License Agreement provides for a term of 5 years and a
royalty payment equal to the greater of six per cent (6%) of net sales or
$25,000 per year. As a result of the contribution of the Victor Ebner
Enterprises, SA to the Company by its sole owner, Christian Ebner on June 28,
2001, the License Agreement has been cancelled.






                                      F-10
<PAGE>


ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS
OF OPERATIONS

The following discussion should be read in conjunction with the Company's
Consolidated Financial Statements and Notes thereto, included elsewhere within
this Report.

FORWARD LOOKING STATEMENTS

This Form 10-QSB contains certain forward-looking statements within the meaning
of the Private Securities Litigation Reform Act of 1995. All statements included
herein that address activities, events or developments that the Company expects,
believes, estimates, plans, intends, projects or anticipates will or may occur
in the future, are forward-looking statements. Actual events may differ
materially from those anticipated in the forward-looking statements. Important
risks that may cause such a difference include: general domestic and
international economic business conditions, increased competition in the
Company's markets and products. Other factors may include, availability and
terms of capital, and/or increases in operating and supply costs. Market
acceptance of existing and new products, rapid technological changes,
availability of qualified personnel also could be factors. Changes in the
Company's business strategies and development plans and changes in government
regulation could adversely affect the Company. Although the Company believes
that the assumptions underlying the forward-looking statements contained herein
are reasonable, any of the assumptions could be inaccurate. There can be no
assurance that the forward-looking statements included in this filing will prove
to be accurate. In light of the significant uncertainties inherent in the
forward-looking statements included herein, the inclusion of such information
should not be regarded as a representation by the Company that the objectives
and expectations of the Company would be achieved.

OVERVIEW

The following discussion should be read in conjunction with the Company's
Consolidated Financial Statements and Notes thereto, included elsewhere within
this Report.

         Through June 28, 2001, Victor Ebner was in the development stage and
had earned revenues from operations. On June 28, 2001, the Company's principal
shareholder, Christian Ebner, contributed his interest in Victor Ebner France
SARL and Victor Ebner Enterprises, SA., and its wholly owned subsidiaries Victor
Ebner Formation et Recherche Redagogique, Victor Ebner Traduction SA, Victor
Ebner Production, and Victor Ebner Edition and Diffusion SA. Mr. Ebner's
contributed interest represented 100% of the total and outstanding shares of
Victor Ebner France SARL and Victor Ebner Enterprises SA. During the next twelve
months Victor Ebner intends to develop a business that creates audio-visual
language training instruction systems in the United States as well as integrate
the Swiss and French subsidiaries under the Company's organization. This will
include, but not be limited to developing marketing materials, renting office
and class room space, and interviewing and hiring administrative, marketing and
instructional personnel. Victor Ebner may experience fluctuations in operating
results in future periods due to a variety of factors including, but not limited
to, market acceptance of Victor Ebner's audio-visual language instruction
methods and materials, Victor Ebner's ability to acquire and deliver high
quality products at a price lower than currently available to consumers, Victor
Ebner's ability to obtain additional financing in a timely manner and on terms
favorable to Victor Ebner, Victor Ebner's ability to successfully integrate
prospective asset acquisitions to its existing business operation, intense and
increasing competition from language training schools, online deliveries of
language training and materials, delays or errors in Victor Ebner's ability to
upgrade and develop its systems and infrastructure in a timely and effective
manner, technical difficulties, system downtime or utility brownouts, Victor
Ebner's ability to attract customers at a steady rate and maintain customer
satisfaction, seasonality of advertising sales, company promotions and sales
programs, the amount and timing of operating costs and capital expenditures
relating to the expansion of Victor Ebner's business, operations and
infrastructure and the implementation of marketing programs, key agreements and
strategic alliances, the number of products offered by Victor Ebner, the number
of returns and cancellations experienced by Victor Ebner, and general economic
conditions specific to the foreign language instruction industry.


<PAGE>

THREE MONTHS ENDED SEPTEMBER 30, 2001
-------------------------------------

REVENUES

         During the three months ended September 30, 2001, the Company's
revenues increased to $1,322,832 as compared to no revenues during the same
period in 2000. The Company's European foreign language instructional business
segments, which were acquired in June 2001, generated $1,322,832 in revenues
from sale and licensing the Company's books, tapes and CD's and related
classroom instructional services during the three months ended September 30,
2001.

COSTS AND EXPENSES

         The Company's costs and expenses increased from $0 during the third
quarter of 2000 to $1,361,136 during the three months ended September 30, 2001.
General and administrative expenses increased $1,349,749, or 100% to $1,349,749
during the three month period ended September 30, 2001. In addition to incurring
costs associated with implementing the Company's business plan (e.g., travel,
transportation, professional fees, and consulting fees) during the three months
ended September 30, 2001, the Company issued common stock to consultants in lieu
of compensation. The Company also incurred the costs associated with the
operation of its newly acquired subsidiaries, Victor Ebner France SARL and
Victor Ebner Enterprises, SA.

NINE MONTHS ENDED SEPTEMBER 30, 2001
------------------------------------

REVENUES

         During the nine months ended September 30, 2001, the Company's revenues
increased to $1,322,832 as compared to no revenues during the same period in
2000. The Company's European foreign language instructional business segments ,
which were acquired in June 2001, generated $1,322,832 in revenues from sale and
licensing the Company's books, tapes and CD's and related classroom
instructional services during the nine months ended September 30, 2001

COSTS AND EXPENSES

         The Company's costs and expenses increased from $0 during the nine
months ended September 30, 2000 to $1,875,052 during the same period in 2001.
General and administrative expenses increased $1,863,665, or 100% to $1,863,665
during the nine month period ended September 30, 2001. In addition to incurring
costs associated with implementing the Company's business plan (e.g., travel,
transportation, professional fees, and consulting fees) during the nine months
ended September, 2001, the Company issued common stock to consultants in lieu of
compensation. The Company also incurred the costs associated with the operation
of its newly acquired subsidiaries, Victor Ebner France SARL and Victor Ebner
Enterprises, SA.

LIQUIDITY AND CAPITAL RESOURCES

         As of September 30, 2001, Victor Ebner had a deficiency in working
capital of $236,603 compared to a working capital deficit of $31,791 at December
31, 2000, a decrease in working capital of $204,812. The decrease in working
capital was due to increases in accounts payable and accrued expenses of
$2,226,826 during the period ended September 30, 2001.

         As a result of Victor Ebner's operating losses through September 30,
2001, Victor Ebner generated a cash flow deficit of $54,646 from operating
activities. From inception, through September 30, 2001, Victor Ebner has
invested $2,473,696 in developing its foreign language programming to be
marketed in North America. Victor Ebner met its cash requirements during the
period through proceeds of $2,500,000 from the sale of its restricted common
stock.
<PAGE>

         While Victor Ebner's shareholder has in the past, provided the funds
necessary to meet its working capital and financing needs, additional financing
is required in order to meet Victor Ebner's current and projected cash flow
deficits from operations and development. Victor Ebner is seeking financing in
the form of equity in order to provide the necessary working capital. Victor
Ebner currently has no commitments for financing. There are no assurances Victor
Ebner will be successful in raising the funds required.

         Victor Ebner believes that its existing capital resources will not be
sufficient to fund its current level of operating activities, capital
expenditures, debt and other obligations through the next 12 months. Victor
Ebner anticipates it will generate cash flow deficits (or "burn rate") of
$100,000 during the next twelve months. If during that period or thereafter,
Victor Ebner is not successful in generating sufficient liquidity from
operations or in raising sufficient capital resources, on terms acceptable to
Victor Ebner, this could have a material adverse effect on Victor Ebner's
business, results of operations liquidity and financial condition.

         The effect of inflation on the Company's revenue and operating results
was not significant. The Company's operations are located primarily in Europe
and there are no seasonal aspects that would have a material effect on the
Company's financial condition or results of operations.

         The Company's independent certified public accountants have stated in
their report included in the Company's December 31, 2000 Form 8-K, as amended,
that the Company has incurred operating losses since its inception, and that the
Company is dependent upon management's ability to develop profitable operations.
These factors among others may raise substantial doubt about the Company's
ability to continue as a going concern.

PRODUCT RESEARCH AND DEVELOPMENT

         Other than disclosed, Victor Ebner does not anticipate performing
research and development for any products during the next twelve months.

ACQUISITION OR DISPOSITION OF PLANT AND EQUIPMENT

         Victor Ebner does not anticipate the sale of any significant property,
plant or equipment during the next twelve months. Victor Ebner does not
anticipate the acquisition of any significant property, plant or equipment
during the next 12 months, other than computer equipment and peripherals used in
Victor Ebner's day-to-day operations. Victor Ebner believes it has sufficient
resources available to meet these acquisition needs.

NUMBER OF EMPLOYEES

         As of September 30, 2001, Victor Ebner had 23 full time or part time
employees. In order for Victor Ebner to attract and retain quality personnel,
Victor Ebner anticipates it will have to offer competitive salaries to future
employees. Victor Ebner anticipates increasing its employment base of four (4)
to ten (10) full and/or part-time employees in the United State and Canada
during the next 12 months. This projected increase in personnel is dependent
upon Victor Ebner generating revenues and obtaining sources of financing. As
Victor Ebner continues to expand, Victor Ebner will incur additional costs for
personnel. There are no assurances Victor Ebner will be successful in raising
the funds required or generating revenues sufficient to fund the projected
increase in the number of employees.


<PAGE>

PART II  OTHER INFORMATION

Item 1.  Legal Proceedings

         None.

Item 2.  Changes is Securities and Use of Proceeds

         (a) None
         (b) None
         (c) Sale of Securities

During the three months ended September 30, 2001, the Company issued 20,000
shares of its restricted common stock and subscriptions for $465,000 in stock to
accredited investors outside the United States in exchange for $515,000. These
issuances were considered exempt by reason of Section 4(2) of the Securities Act
of 1933.

Item 3.  Defaults Upon Senior Securities

         None


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

         None


Item 5.  Other Information

         None


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

Reports on Form 8-K

         On July 12, 2001, the Company filed a Current Report on Form 8-K dated
         June 28, 2001 reporting under Item 2, Christian Ebner and Victor Ebner
         Enterprises, Inc. entered into a capital contribution agreement by the
         terms of which Mr. Ebner contributed all the outstanding shares of
         Victor Ebner Enterprises SA, a Swiss company, to Victor Ebner
         Enterprises, Inc. in exchange for $1.00 and other valuable
         consideration. Mr. Ebner is the President and a Director of both Victor
         Ebner Enterprises, Inc. and Victor Ebner Enterprises SA.





<PAGE>




SIGNATURES

         In accordance with the requirements of the Securities Exchange Act of
1934, the Registrant caused this report to be signed on its behalf by the
undersigned, thereunto duly authorized.

Victor Ebner Enterprises, Inc., Inc.
(Registrant)

Date: November 19, 2001      By: /s/ Christian Ebner
                             ---------------------------------------------------
                             Christian Ebner
                             Chief Executive Officer and Chief Financial Officer