<PAGE>

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

                                   FORM 10-QSB

 Quarterly Report Pursuant to Section 13 or 15(d) of The Securities Act of 1934

                 For the quarterly period ended: March 31, 2002
                        Commission file number: 000-32249

                          CYBER PUBLIC RELATIONS, INC.
        (Exact name of small business issuer as specified in its charter)

             Florida                                        98-0222013
 (State or other jurisdiction of               (IRS Employee Identification No.)
  incorporation or organization)

                      8260 Ryan Road, Richmond, BC, V7A 2E5
                    (Address of principal executive offices)

                                 (604) 277-2816
                           (Issuer's telephone number)

Indicate by check mark whether the registrant (1) has filed all reports required
to be filed by Section 13 or 15(d) of the Securities and Exchange Act of 1934
during the preceding 12 months (or for such shorter period that the registrant
was required to file such reports), and (2) has been subject to such filing
requirements for the past 90 days.

Yes      X                 No
    --------------            --------------

Indicate the number of shares outstanding of each of the issuer's classes of
common stock, as of the latest practicable date:

    Common Stock, $0.001 par value                          2,199,000
               (Class)                          (Outstanding as of May 13, 2002)



<PAGE>

                          CYBER PUBLIC RELATIONS, INC.
                                   FORM 10-QSB
                                      INDEX

                                                                           Page
                                                                           ----
Part I - FINANCIAL INFORMATION

Item 1.  Consolidated Financial Statements

Assets   ..................................................................3

Liabilities and Stockholder's Equity.......................................4

Statement of Operations....................................................5

Statement of Cash Flows....................................................6

Notes to Financial Statements..............................................7

Item 2.  Management's Discussion and Analysis or Plan of Operation.........8

Part II  OTHER INFORMATION

Item 6.  Exhibits and Reports on Form 8-K..................................14

Signatures.................................................................14

                                       2


<PAGE>

                          PART I: FINANCIAL INFORMATION

ITEM 1.  FINANCIAL STATEMENTS

                          CYBER PUBLIC RELATIONS, INC.
                          (A Development Stage Company)
                             CONDENSED BALANCE SHEET
                                   (UNAUDITED)

                                                       MARCH 31,    DECEMBER 31,
                                                         2002           2001
                                                       ----------   ----------
ASSETS
Current Assets
  Cash                                                 $ 115,220    $     256
  Interest Receivable                                         16           --
  Inventory                                                1,981        1,981
                                                       ----------   ----------
  Total Current Assets                                 $ 117,217    $   2,237
                                                       =========    =========

LIABILITIES AND DEFICIENCY IN
STOCKHOLDERS' EQUITY
Current Liabilities:
  Accrued Expenses and Liabilities                         3,330           --
  Officer Advances                                         9,102        8,652
                                                       ----------   ----------
  Total Current Liabilities                               12,432        8,652

Long-term Debt                                           115,000           --

DEFICIENCY IN STOCKHOLDER'S EQUITY
Preferred Stock, par value, $ .001 per share;
10,000,000 shares authorized. None issued and
outstanding at March 31, 2002 and December 31, 2002           --           --
Common Stock, par value, $ .001 per share;
100,000,000 shares authorized; 2,199,000 shares
issued and outstanding at March 31, 2002 and December
31, 2001                                                   2,199        2,199
Additional Paid in Capital                                19,791       19,791
Accumulated Deficit                                      (32,205)     (28,406)
                                                       ----------   ----------
Total Deficiency in Stockholder's Equity                 (10,215)      (6,416)
                                                       ----------   ----------
                                                       $ 117,217    $   2,236
                                                       ==========   ==========

            See Accompanying Notes to Unaudited Financial Statements

                                       3


<PAGE>

<TABLE>
                                  CYBER PUBLIC RELATIONS, INC
                                 (A Development Stage Company)
                                 CONDENSED STATEMENTS OF LOSSES
                                          (UNAUDITED)
<CAPTION>

                                                        For the three months    For the period from
                                                               ended            June 28, 1998 (date
                                                              March 31            of inception)
                                                     ---------------------------     through
                                                         2002           2001      March 31, 2002
                                                     ------------   ------------   ------------
<S>                                                  <C>            <C>            <C>

Revenue                                                       --             --          6,336

Costs and Expenses:
  General and administrative                               3,441          2,819         38,183
                                                     ------------   ------------   ------------
  Total Operating Expenses                                 3,441          2,819        (38,183)

Income (Loss) from Operations                             (3,441)        (2,819)       (31,847)

Interest Income (Expenses)                                  (359)            --           (359)

Income (taxes) benefit                                        --             --             --

Net Income (Loss)                                    $    (3,800)   $    (2,819)   $   (32,206)
                                                     ============   ============   ============

Income (Loss) per common share (basic and assuming   $     (0.00)   $     (0.00)   $     (0.02)
                                                     ============   ============   ============
dilution)
Weighted average common shares outstanding             2,199,000      2,199,000      2,102,079

                    See Accompanying Notes to Unaudited Financial Statements

                                               4
</TABLE>


<PAGE>

<TABLE>
                            CYBER PUBLIC RELATIONS, INC
                           (A Development Stage Company)
                         CONDENSED STATEMENTS OF CASH FLOWS
                                    (UNAUDITED)
<CAPTION>

                                                 For the three months  For the period from
                                                        ended          June 28, 1998 (date
                                                       March 31          of inception)
                                               -----------------------     through
                                                  2002         2001     March 31, 2002
                                               ----------   ----------   ----------
<S>                                            <C>          <C>          <C>
Cash Flows from operating activities:
  Net income (loss)                            $  (3,800)   $  (2,819)   $ (32,206)
  Adjustments to reconcile net income (loss)
   to net cash provided by operating
   activities:
  Common stock issued in exchange for
    services rendered                                 --           --       21,750
  Change in assets and liabilities:
  Interest receivable                                (16)          --          (16)
  Inventory                                           --           --       (1,980)
  Accounts payable and other liabilities           3,330           --        3,330
                                               ----------   ----------   ----------
  Net cash used by operating activities             (486)      (2,819)      (9,122)

Cash Flows from investing activities:                 --           --           --

Cash Flows from financing activities:
  Proceeds from loans                            115,000           --      115,000
  Issuance of common stock for cash                   --           --          240
  Advances from officer                              450        2,800        9,102
                                               ----------   ----------   ----------
  Net cash provided by financing activities      115,450        2,800      124,342

Net increase (decrease) in cash                  114,964          (19)     115,220

Cash- beginning of period                            256          135           --
                                               ----------   ----------   ----------
Cash- end of period                            $ 115,220    $     116    $ 115,220
                                               ==========   ==========   ==========

Supplemental Disclosures:
  Interest paid for the period                 $      --    $      --    $      --
  Income taxes paid for the period                    --           --           --
  Common stock issued for services                    --           --       21,750

              See Accompanying Notes to Unaudited Financial Statements

                                         5
</TABLE>


<PAGE>

                           CYBER PUBLIC RELATIONS, INC
                          (A Development Stage Company)
                    NOTES TO CONDENSED FINANCIAL INFORMATION
                                 MARCH 31, 2002
                                   (UNAUDITED)

NOTE A- SUMMARY OF ACCOUNTING POLICIES

General
-------

The accompanying unaudited financial statements have been prepared in accordance
with the instructions to Form 10-QSB, 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 three month period ended March 31, 2002 are not
necessarily indicative of the results that may be expected for the year ended
December 31, 2002. The unaudited condensed financial statements should be read
in conjunction with the financial statements and footnotes thereto included in
the Company's December 31, 2001 annual report included in SEC Form 10-KSB.

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

Cyber Public Relations, Inc. (the "Company") is in the development stage and its
efforts have been principally devoted to seeking profitable business
opportunities. To date the Company has incurred expenses, and has sustained
losses. Consequently, its operations are subject to all risks inherent in the
establishment of a new business enterprise. For the period from inception
through March 31, 2002, the Company has accumulated losses of $ 32,206.

Recent Accounting Pronouncements
--------------------------------

In July 2001, the Financial Accounting Standards Board (FASB) issued Statement
of Financial Accounting Standards No. 141, "Business Combinations" (SFAS No.
141), and Statement of Financial Accounting Standards No. 142, "Goodwill and
Other Intangible Assets" (SFAS No. 142). The FASB also issued Statement of
Financial Accounting Standards No. 143, "Accounting for Obligations Associated
with the Retirement of Long-Lived Assets" (SFAS No. 143), and Statement of
Financial Accounting Standards No. 144, "Accounting for the Impairment or
Disposal of Long-Lived Assets" (SFAS No. 144), in August and October 2001,
respectively.

SFAS No. 141 requires the purchase method of accounting for business
combinations initiated after June 30, 2001 and eliminates the
pooling-of-interest method. The adoption of SFAS No. 141 had no material impact
on the Company's consolidated financial statements.

Effective January 1, 2002, the Company adopted SFAS No. 142. Under the new
rules, the Company will no longer amortize goodwill and other intangible assets
with indefinite lives, but such assets will be subject to periodic testing for
impairment. On an annual basis, and when there is reason to suspect that their
values have been diminished or impaired, these assets must be tested for
impairment, and write-downs to be included in results from operations may be
necessary. SFAS No. 142 also requires the Company to complete a transitional
goodwill impairment test six months from the date of adoption.


Any goodwill impairment loss recognized as a result of the transitional goodwill
impairment test will be recorded as a cumulative effect of a change in
accounting principle no later than the end of fiscal year 2002. The adoption of
SFAS No. 142 had no material impact on the Company's consolidated financial
statements

SFAS No. 143 establishes accounting standards for the recognition and
measurement of an asset retirement obligation and its associated asset
retirement cost. It also provides accounting guidance for legal obligations
associated with the retirement of tangible long-lived assets. SFAS No. 143 is
effective in fiscal years beginning after June 15, 2002, with early adoption
permitted. The Company expects that the provisions of SFAS No. 143 will not have
a material impact on its consolidated results of operations and financial
position upon adoption. The Company plans to adopt SFAS No. 143 effective
January 1, 2003.

SFAS No. 144 establishes a single accounting model for the impairment or
disposal of long-lived assets, including discontinued operations. SFAS No. 144
superseded Statement of Financial Accounting Standards No. 121, "Accounting for
the Impairment of Long-Lived Assets and for Long-Lived Assets to Be Disposed Of"
(SFAS No. 121), and APB Opinion No. 30, "Reporting the Results of Operations -
Reporting the Effects of Disposal of a Segment of a Business, and Extraordinary,
Unusual and Infrequently Occurring Events and Transactions". The Company adopted
SFAS No. 144 effective January 1,2002. The adoption of SFAS No. 144 had no
material impact on Company's consolidated financial statements.


                                         6


<PAGE>

                           CYBER PUBLIC RELATIONS, INC
                          (A Development Stage Company)
                    NOTES TO CONDENSED FINANCIAL INFORMATION
                                 MARCH 31, 2002
                                   (UNAUDITED)

NOTE A- SUMMARY OF ACCOUNTING POLICIES (Continued)

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 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.

                                         7


<PAGE>

ITEM 2.  MANAGEMENT'S DISCUSSION AND ANALYSIS OR PLAN OF OPERATIONS

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

The Company intends to rely on the expertise of its management to research the
market for information technology solutions. The Company continues its merchant
account agreement with PSIGate which enables it to process credit card
transactions via the Internet.

The company plans to continue to seek promotional and marketing opportunities
for its websites as it moves forward to develop its full e-commerce
capabilities.

For critical expenditures such as fees to keep SEC filings current and related
charges the company relies on advances from officers. It is impossible to
predict the amount of these expenditures. However, such amounts are not expected
to exceed $25,000 during the next twelve months.

It has been clear to the company that past funding has not been sufficient for
the launch of its operations, and that it must interest investors in one or more
secondary capital formation programs before it can launch operations. As a
result, the Company entered into two subordinated convertible notes in return
for $115,000. The Company anticipates these funds will be sufficient to complete
the product development stage of the Company's operations, and hopes to launch a
full marketing and promotion campaign within the next 12 months.

Results of Operations
---------------------

During the quarterly period covered by this Report, the Company received no
revenues from operations and incurred expenses of $3,441 stemming from general,
administrative and development expenses relating to the development of
additional websites and the expansion of the Company's core business.

The Company now owns and operates several fully functional online businesses,
including:

1.       www.searchcamel.com, a search engine website providing shopping,
         realtime stock quotes and other services;
2.       www.clickshoppingmall.com, a shopping mall website;
3.       www.shopcetera.com, a shopping mall website;
4.       www.takeofftravels.com, a discount travel agency website;
5.       www.faresavertravel.com; a discount travel agency website;
6.       www.royaldrugstore.com; a drugstore website;
7.       www.cprwebhosting.com; a webhosting services website; and
8.       www.galaxyblue.com; a website selling fashion jewellery over the
         internet.

                                       8


<PAGE>

The Company intends to round out its website properties by adding one or more
Spy Stores, Book Stores and traffic purchasing websites. In addition, the
Company also purchased several domain names (including www.americantravel.us,
www.usatravel.us, www.myclicktravel.com, www.shadowspystore.com, and
www.order-medicine.com.) from which additional websites will be developed.

The Company plans to sell these fully functional turnkey operations via the
internet through online auctions. The Company will also offer retail web hosting
and traffic to clients.

The Company's business model, therefore, gives the client the ability to
purchase the website, purchase the hosting, and purchase the traffic, entirely
through the Company. By offering all these products and services together, the
Company is able to provide the client with the ease and convenience of one stop
shopping for e-commerce business solutions; while at the same time, the Company
is able to generate a continuing revenue stream from ongoing monthly web hosting
services.

In addition to offering these complete webstore packages, the Company plans to
continue to offer personalized and customizable webpage designs and e-commerce
solutions to existing small and medium sized businesses.

The Company's homepage is www.cyberpublicrelationsinc.com.

Liquidity
---------

At March 31, 2002, the Company had total current assets of $117,217 and total
liabilities of $127,432.

The Company's independent certified public accountants have stated in their
report included in the Company's December 31, 2001 Form 10-KSB, that the Company
has incurred operating losses in the last two years, 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.

Discussion and Analysis of Financial Condition
----------------------------------------------

OPERATIONS AND RESULTS FOR THREE MONTHS ENDED MARCH 31, 2002. Activity during
the past quarter has been confined to testing the viability of the Company's
business model, the identification of markets, development of products, and
acquisition of complementary businesses.

FUTURE PROSPECTS: The Company is unable to predict when it may launch intended
operations, or failing to do so, when and if it may elect to participate in a
business acquisition opportunity. The reason for this uncertainty arises from
its limited resources, and competitive disadvantage to other public or
semi-public issuers, and new uncertainties about compliance with NASD
requirements for trading on the OTCBB. Notwithstanding the conditions, the
Company expects to develop a capital formation strategy and launch operations
during the next twelve to eighteen months, if the Company can effect quotation
of its common stock on the OTCBB.

REVERSE ACQUISITION CANDIDATE: The Company is not currently searching for a
profitable business opportunity. This contingency is disclosed for the
possibility that the Company's intended business might fail. The Company is not
presently a reverse acquisition candidate. Should the Company's business fail,
management does not believe the Company would be able to effectively, under
current laws and regulations, attract capital, and would be required to seek
such an acquisition to achieve profitability for shareholders.

                                         9


<PAGE>

Factors That May Affect Future Results and Market Price of Stock.
-----------------------------------------------------------------

The business of the Company involves a number of risks and uncertainties that
could cause actual results to differ materially from results projected in any
forward-looking statement, or statements, made in this report. These risks and
uncertainties include, but are not necessarily limited to the risks set forth
below. The Company's securities are speculative and investment in the Company's
securities involves a high degree of risk and the possibility that the investor
will suffer the loss of the entire amount invested.

NO OPERATING HISTORY; POTENTIAL OF INCREASED EXPENSES.

The Company was organized in 1998, and has no operating history upon which an
evaluation of its business and prospects can be based.

There can be no assurance that the Company will be profitable on a quarterly or
annual basis. In addition, as the Company expands its business network and
marketing operations it will likely need to increase its operating expenses,
broaden its customer support capabilities, and increase its administrative
resources.

POSSIBLE NEED FOR ADDITIONAL FINANCING.

It is possible that revenues from the Company's operations may not be sufficient
to finance its initial operating cost to reach breakeven. If this were to occur,
the Company would need to raise or find additional capital. While the Company
expects to be able to meet its financial obligations for approximately the next
twelve months, there is no assurance that, after such period, the Company will
be operating profitably. If they are not, there can be no assurance that any
required capital will be obtained on terms favorable to the Company. Failure to
obtain adequate additional capital on favorable terms could result in
significant delays in the expansion of new services and market share and could
even result in the substantial curtailment of existing operations and services
to clients.

UNPREDICTABILITY OF FUTURE REVENUES; POTENTIAL FLUCTUATIONS IN QUARTERLY
RESULTS.

As a result of the Company's lack of operating history and the emerging nature
of the market in which it competes, the Company is unable to forecast its
revenues accurately. The Company's current and future expense levels are based
largely on its investment/operating plans and estimates of future revenue and
are to a large extent based on the Company's own estimates. Sales and operating
results generally depend on the volume of, timing of, and ability to obtain
customers, orders for services received, and revenues therefrom generated. These
are, by their nature, difficult at best to forecast.

The Company may be unable to adjust spending in a timely manner to compensate
for any unexpected revenue shortfall or delay. Accordingly, any significant
shortfall or delay in revenue in relation to the Company's planned expenditures
would have an immediate adverse affect on the Company's business, financial
condition, and results of operations. Further, in response to changes in the
competitive environment, the Company may from time to time make certain pricing,

                                       10


<PAGE>

service, or marketing decisions that could have a material adverse effect on the
Company's business, financial condition, operating results, and cash flows.

DEVELOPING MARKET; ACCEPTANCE OF THE INTERNET AS A MEDIUM FOR COMMERCE JUST NOW
BEING PROVEN.

The Company's long-term viability is substantially dependent upon the continued
widespread acceptance and use of the Internet as a medium for business commerce,
in terms of the sales of both products and services to businesses and
individuals. The use of the Internet as a means of business sales and commerce
is has only recently reached a point where many companies are making reasonable
profits from their endeavors therein, and there can be no assurance that this
trend will continue.

The Internet has experienced, and is expected to continue to experience,
significant growth in the number of users and amount of traffic. There can be no
assurance that the Internet infrastructure will continue to be able to support
the demands placed on it by this continued growth. In addition, delays in the
development or adoption of new standards and protocols to handle increased
levels of Internet activity or increased governmental regulation could slow or
stop the growth of the Internet as a viable medium for business commerce.
Moreover, critical issues concerning the commercial use of the Internet
(including security, reliability, accessibility and quality of service) remain
unresolved and may adversely affect the growth of Internet use or the
attractiveness of its use for business commerce.

The failure of the necessary infrastructure to further develop in a timely
manner, or the failure of the Internet to continue to develop rapidly as a valid
medium for business would have a material adverse effect on the Company's
business, financial condition, operating results, and cash flows.

UNPROVEN ACCEPTANCE OF THE COMPANY'S SERVICES AND/OR PRODUCTS.

The Company is still in its development stage. As a result, it does not know
with any certainty whether its services and/or products will be accepted within
the business marketplace. If the Company's services and/or products prove to be
unsuccessful within the marketplace, or if the Company fails to attain market
acceptance, it could materially adversely affect the Company's financial
condition, operating results, and cash flows.

DEPENDENCE ON KEY PERSONNEL.

The Company's performance and operating results are substantially dependent on
the continued service and performance of its officer and directors. The Company
intends to hire additional technical, sales, and other personnel as they move
forward with their business model. Competition for such personnel is intense,
and there can be no assurance that the Company can retain its key technical
employees, or that it will be able to attract or retain highly qualified
technical and managerial personnel in the future. The loss of the services of
any of the Company's key employees or the inability to attract and retain the
necessary technical, sales, and other personnel could have a material adverse
effect upon the Company's business, financial condition, operating results, and
cash flows. The Company does not currently maintain "key man" insurance for any
of its key employees.

                                       11


<PAGE>

LIABILITY FOR INFORMATION DISPLAYED ON THE COMPANY'S INTERNET WEB SITES.

The Company may be subjected to claims for defamation, negligence, copyright, or
trademark infringement and various other claims relating to the nature and
content of materials it publishes on its Internet Web site, or those set up for
its clients. These types of claims have been brought, sometimes successfully,
against online businesses in the past. The Company could also face claims based
on the content that is accessible from its own, or its clients', Internet Web
sites through links to other Web sites.

DEPENDENCE ON CONTINUED GROWTH IN USE OF THE INTERNET.

The success of the Company's business depends, in part, on continued acceptance
and growth in the use of the Internet for business commerce and would suffer if
Internet usage does not continue to grow. Internet usage may be inhibited for a
number of reasons, such as:

o        Inadequate network infrastructure.
o        Security concerns.
o        Inconsistent quality of service.
o        Lack of available cost-effective, high-speed service.
o        The adoption of new standards or protocols for the Internet.
o        Changes or increases in government regulation.

Online companies have experienced interruptions in their services as a result of
outages and other delays occurring due to problems with the Internet network
infrastructure, disruptions in Internet access provided by third-party providers
or failure of third party providers to handle higher volumes of user traffic. If
Internet usage grows, the Internet infrastructure or third-party service
providers may be unable to support the increased demands which may result in a
decline of performance, reliability or ability to access the Internet. If
outages or delays frequently occur in the future, Internet usage, as well as
usage of the Company's Internet Web-sites, could grow more slowly or decline.

RELIANCE ON OTHER THIRD PARTIES.

The Company's and its clients' operations may depend, to a significant degree,
on a number of other third parties, including but not limited to ISPs. The
Company has no effective control over these third parties and no long-term
contractual relationships with any of them. From time to time, the Company
and/or its clients could experience temporary interruptions in their Internet
Web-site connections and related communications access. Continuous or prolonged
interruptions in the Internet Web-site connections or communications access
would have a material adverse effect on the Company's business, financial
condition and results of operations. Most agreements with ISPs place certain
limits on a company's ability to obtain damages from the service providers for
failure to maintain the company's connection to the Internet.

                                       12


<PAGE>

COMPETITION.

The E-commerce solutions market in which the Company will operate is very
competitive. Many competitors have substantially greater, financial, technical,
marketing, and distribution resources than the Company.

In the all its markets, the Company competes against a large number of companies
of varying sizes and resources. There are an increasing number of competitive
services and products offered by a growing number of companies. Increased
competition in any service or product area may result in a loss of a client,
reduction in sales revenue, or additional price competition, any of which could
have a material adverse effect on the Company's operating results. In addition,
existing competitors may continue to broaden their service and/or product lines
and other potential competitors may enter or increase their presence in the
E-commerce, resulting in greater competition for the Company.

Most of the Company's current and potential competitors have substantially
longer operating histories, larger customer bases, greater name and service
recognition, and significantly greater financial, marketing, and other resources
than the Company. In addition, competitors may be acquired by, receive
investments from or enter into other commercial relationships with larger, well-
established and well-financed companies as the use of the Internet and other
online services increases. Many of the Company's competitors may be able to
respond more quickly to changes in customer preferences/needs, devote greater
resources to marketing and promotional campaigns, adopt more aggressive pricing
policies and devote substantially more resources to Internet site and systems
development than the Company.

It is possible that new competitors or alliances among competitors may emerge
and rapidly acquire market share. Increased competition may result in reduced
operating margins and/or loss of market share, either of which could materially
adversely affect the Company's business, results of operations and financial
condition. There can be no assurance that the Company will be able to compete
successfully against current or future competitors or alliances of such
competitors, or that competitive pressures faced by the Company will not
materially adversely affect its business, financial condition, operating results
and cash flows.

RISKS OF POTENTIAL GOVERNMENT REGULATION AND OTHER LEGAL UNCERTAINTIES RELATING
TO THE INTERNET.

The Company is not currently subject to direct federal, state, or local
regulation in the United States and Canada other than regulations applicable to
businesses generally or directly applicable to electronic commerce. However,
because the Internet is becoming increasingly popular, it is possible that a
number of laws and regulations may be adopted with respect to the Internet.
These laws may cover issues such as user privacy, freedom of expression,
pricing, content, and quality of products and services, taxation, advertising,
intellectual property rights and information security. Furthermore, the growth
of electronic commerce may prompt calls for more stringent consumer protection
laws. The adoption of such consumer protection laws could create uncertainty in
Internet usage and reduce the demand for all products and services.

                                       13


<PAGE>

In addition, the Company is not certain how its business may be affected by the
application of existing laws governing issues such as property ownership,
copyrights, encryption, and other intellectual property issues, taxation, libel,
obscenity, and export or import matters. It is possible that future applications
of these laws to the Company's business could reduce demand for its products and
services or increase the cost of doing business as a result of litigation costs
or increased service delivery costs.

Because the Company's services will likely be available over the Internet in
multiple states, and possibly foreign countries, other jurisdictions may claim
that the Company is required to qualify to do business and pay taxes in each
state or foreign country. The Company's failure to qualify in other
jurisdictions when it is required to do so could subject the Company to
penalties and could restrict the Company's ability to enforce contracts in those
jurisdictions. The application of laws or regulations from jurisdictions whose
laws do not currently apply to the Company's business may have a material
adverse affect on its business, results of operations and financial condition.

INTELLECTUAL PROPERTY RIGHTS.

As part of its confidentiality procedures, the Company expects to enter into
nondisclosure and confidentiality agreements with its key employees, and any
consultants and/or business partners and will limit access to and distribution
of its technology, documentation, and other proprietary information.

Despite the Company's efforts to protect any intellectual property rights it may
have, unauthorized third parties, including competitors, may from time to time
copy or reverse-engineer certain portions of the Company's technology and use
such information to create competitive services and/or products.

It is possible that the scope, validity, and/or enforceability of the Company's
intellectual property rights could be challenged by other parties, including
competitors. The results of such challenges before administrative bodies or
courts depend on many factors which cannot be accurately assessed at this time.
Unfavorable decisions by such administrative bodies or courts could have a
negative impact on the Company's intellectual property rights. Any such
challenges, whether with or without merit, could be time consuming, result in
costly litigation and diversion of resources, and cause service or product
delays. If such events should occur, the Company's business, operating results
and financial condition could be materially adversely affected.

PART II:  OTHER INFORMATION
---------------------------

ITEM 6.  EXHIBITS AND REPORTS ON FORM 8-K

(a)      Exhibits

         3.1      Articles of Incorporation of the Registrant*
         3.2      By-laws of the Registrant*

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<PAGE>
         10.1     Convertible note dated March 14, 2002
         10.2     Convertible note dated March 28, 2002

         __________

         * Previously filed as an exhibit to the Company's Form 10-QSB dated
         January 23, 2001

(b)      Reports on Form 8-K filed during the three months ended March 31, 2002.

         No Current Reports on Form 8-K were filed during the three months ended
         March 31, 2002

SIGNATURES

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

Date:  May 14, 2002                       Cyber Public Relations, Inc.

                                          /s/ Maria Trinh
                                          -----------------------------------
                                          Maria Trinh
                                          President

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