U. S. Securities and Exchange Commission
                     Washington, D. C.  20549

                          FORM 10-KSB/A-2

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

     For the fiscal year ended July 31, 2000

[ ]  TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES
     EXCHANGE ACT OF 1934

     For the transition period from _____________ to ____________

                   Commission File No. 0-24480
                   ---------------------------

                        ASYST CORPORATION
                        -----------------
          (Name of Small Business Issuer in its Charter)

            UTAH                                      87-0416131
            ----                                      ----------
(State or Other Jurisdiction of                (I.R.S. Employer I.D. No.)
 incorporation or organization)

                     6170 South 380 West, #225
                         Murray, Utah 84107
                         ------------------
             (Address of Principal Executive Offices)

            Issuer's Telephone Number:  (801) 263-1661

                               N/A
                               ---
  (Former Name or Former Address, if changed since last Report)

Securities Registered under Section 12(b) of the Exchange Act: None
Name of Each Exchange on Which Registered: None
Securities Registered under Section 12(g) of the Exchange Act:

                    $0.001 par value common stock

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

     (1)   Yes  X    No            (2)   Yes  X    No
               ---      ---                  ---      ---

     Check if there is no disclosure of delinquent files in response to Item
405 of Regulation S-B is not contained in this form, and no disclosure will be
contained, to the best of Company's knowledge, in definitive proxy or
information statements incorporated by reference in Part III of this Form
10-KSB or any amendment to this Form 10-KSB.  [ ]
                                1
<PAGE>
State Issuer's revenues for its most recent fiscal year: July 31, 2000 -
$0.

     State the aggregate market value of the voting stock held by
non-affiliates computed by reference to the price at which the stock was sold,
or the average bid and asked prices of such stock, as of a specified date
within the past 60 days.

     July 31, 2001 - $153.  There are approximately 153,463 shares of common
voting stock of the Registrant beneficially owned by non-affiliates.  There is
no public market for the common stock of the Registrant, so this computation
is arbitrarily based upon par value per share of $0.001 per share.

                (ISSUERS INVOLVED IN BANKRUPTCY PROCEEDINGS
                        DURING THE PAST FIVE YEARS)

                              Not Applicable.

                  (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:

                             July 31, 2001

                                449,072

                    DOCUMENTS INCORPORATED BY REFERENCE

          A description of "Documents Incorporated by Reference" is contained
in Part III, Item I.

Transitional Small Business Issuer Format   Yes  X   No ___
                                2
<PAGE>
                              PART I

Item 1.  Description of Business.
         ------------------------

Business Development.
---------------------

     ASyst Corporation ("ASyst, "the "Company," "we," "our" "us" or similar
words) was organized as a Utah corporation on August 27, 1984, under the name
"Ad Systems, Inc."

     It was organized to engage in the electronics and software industries and
to manufacture, hold, purchase or otherwise acquire, buy and sell at retail
and wholesale and to generally deal in articles in the electronics and
software industries, and all other articles of merchandise of a kindred
nature, including all articles commonly supplied by or dealt in by businesses
engaged in the electronics and software industry.

     From its inception in 1984 until 1995, the Company was involved in the
development and marketing of an electronic product used to insert local
advertising spots on cable television transmissions.  These operations and
assets were sold for cash in 1995, including the name, "Ad Systems," and all
related liabilities were assumed by the purchaser.

     Management began the development of a spread spectrum relemetry radio
system used to remotely monitor and control radio operated equipment
applications of various kinds following the sale of the Ad-Systems, and
continued these operations until 1998, when they were sold to World Wireless
Communications ("World Wireless") in exchange for 60,000 shares of World
Wireless common stock in May of 1998.

     The Company has had no business operation since that time.

     Pursuant to a proxy statement (the "Proxy Statement") forwarded by ASyst
to its stockholders in connection with a special meeting of its stockholders
duly called and held on May 7, 1998, stockholders voted to (i) effect a 500
for one reverse split of the Company's outstanding common stock, with
fractional shares to be purchased for $1.00; to (ii) change the Company's
authorized capitalization to 10,000,000 shares of common stock and 2,000,000
shares of preferred stock; and to (iii) adopt the Asset Purchase Agreement
with World Wireless.

     Then, by unanimous written consent of the Board of Directors and the
majority stockholders of the Company in December, 1998, the Company adopted,
ratified and approved action to: (i) reinstate the number of pre-split
outstanding shares of ASyst at May 6, 1998; (ii) first effect a five for one
forward split of its outstanding common stock, and then effect the 500 for one
reverse split of its common stock, that together would have the net effect of
a 100 for one reverse split of the Company's outstanding common stock; and
(iv) to change its capitalization to 50,000,000 shares of common stock and
2,000,000 shares of preferred stock, all retroactive to May 6, 1998.  This
action was taken because the administrative costs and expenses of purchasing
the fractional shares and distributing the funds required to be paid to
holders of fractional shares, estimated at $37,500, was approximately 10 times
the amount that the Company was actually required to pay to the holders of
fractional shares.  The cost was determined to be prohibitive.
                                3
<PAGE>
     Following this action, in October, 2000, it was determined that the
Company was not authorized to take stockholder action without a meeting of
stockholders and by the consent of its stockholders in accordance with the
provisions of the Utah Revised Business Corporation Act, and that even if this
action had been properly authorized, the retroactive forward split would have
increased the outstanding securities of the Company to 249,997,050, which was
an amount that was far in excess of its authorized capital.

     The Company then determined an inexpensive method of paying holders of
fractional shares in accordance with the resolutions of stockholders adopted
at the Company's special meeting of stockholders held on May 7, 1998, and all
action taken at that meeting was reinstated, with the result being that the
Company's current capitalization consists of 10,000,000 shares of common
stock, par value $0.001 per share, of which 449,107 shares are issued and
outstanding, held by approximately 688 stockholders; and 2,000,000 shares of
preferred stock, $0.001 par value per share, of which no shares are
outstanding.

     In July, 2001, all fractional stockholders that resulted from the 500 for
one reverse split effected on May 7, 1998, amounting to 2,730 stockholders,
were paid $1.00 for each fractional share, and the number of stockholders of
the Company were reduced by that amount.

     All of the foregoing is reflected retroactively in all annual and
quarterly financial statements of the Company and all computations contained
in this report.

Business.
---------

     The Company has had no material business operations since 1998.

     Management intends to consider guidelines of industries in which the
Company may have an interest; (ii) adopt a business plan regarding engaging in
business in any selected industry; and (iii) to commence such operations
through funding and/or the acquisition of an operating company engaged in any
industry selected.

     The Company is unable to predict the time as to when and if it may
actually participate in any specific business endeavor, and will be unable
to do so until it determines the particular industries of interest to the
Company.

Effects of Existing or Probable Governmental Regulations.
---------------------------------------------------------

     Penny Stock.
     ------------

     Our common stock is "penny stock" as defined in Rule 3a51-1 of the
Securities and Exchange Commission.  Penny stocks are stocks:
                                4
<PAGE>
     *    with a price of less than five dollars per share;

     *    that are not traded on a "recognized" national exchange;

     *    whose prices are not quoted on the NASDAQ automated quotation
          system; or

     *    in issuers with net tangible assets less than $2,000,000, if the
          issuer has been in continuous operation for at least three
          years, or $5,000,000, if in continuous operation for less than
          three years, or with average revenues of less than $6,000,000 for
          the last three years.

     Section 15(g) of the Securities Exchange Act of 1934 (the "Exchange Act")
and Rule 15g-2 of the Securities and Exchange Commission require
broker/dealers dealing in penny stocks to provide potential investors with a
document disclosing the risks of penny stocks and to obtain a manually signed
and dated written receipt of the document before making any transaction in a
penny stock for the investor's account.  You are urged to obtain and read this
disclosure carefully before purchasing any of our shares.

     Rule 15g-9 of the Securities and Exchange Commission requires
broker/dealers in penny stocks to approve the account of any investor for
transactions in these stocks before selling any penny stock to that investor.
This procedure requires the broker/dealer to:

     *    get information about the investor's financial situation,
          investment experience and investment goals;

     *    reasonably determine, based on that information, that transactions
          in penny stocks are suitable for the investor and that the
          investor can evaluate the risks of penny stock transactions;

     *    provide the investor with a written statement setting forth the
          basis on which the broker/dealer made his or her determination;
          and

     *    receive a signed and dated copy of the statement from the
          investor, confirming that it accurately reflects the investor's
          financial situation, investment experience
          and investment goals.

     Compliance with these requirements may make it harder for our
stockholders to resell their shares.

     Reporting Obligations.
     ----------------------

     Section 14(a) of the Exchange Act requires all companies with securities
registered pursuant to Section 12(g) of the Exchange Act to comply with the
rules and regulations of the Securities and Exchange Commission regarding
proxy solicitations, as outlined in Regulation 14A.  Matters submitted to
                                5
<PAGE>
stockholders of the Company at a special or annual meeting thereof or pursuant
to a written consent will require the Company to provide its stockholders with
the information outlined in Schedules 14A or 14C of Regulation 14; preliminary
copies of this information must be submitted to the Securities and Exchange
Commission at least 10 days prior to the date that definitive copies of this
information are forwarded to stockholders.

     The Company is also required to file annual reports on Form 10-KSB
and quarterly reports on Form 10-QSB with the Securities Exchange Commission
on a regular basis, and will be required to timely disclose certain material
events (e.g., changes in corporate control; acquisitions or dispositions of a
significant amount of assets other than in the ordinary course of business;
and bankruptcy) in a Current Report on Form 8-K.

     Small Business Issuer.
     ----------------------

     The integrated disclosure system for small business issuers adopted by
the Securities and Exchange Commission in Release No. 34-30968 and effective
as of August 13, 1992, substantially modified the information and financial
requirements of a "Small Business Issuer," defined to be an issuer that has
revenues of less than $25,000,000; is a U.S. or Canadian issuer; is not an
investment company; and if a majority-owned subsidiary, the parent is also a
small business issuer; provided, however, an entity is not a small business
issuer if it has a public float (the aggregate market value of the issuer's
outstanding securities held by non-affiliates) of $25,000,000 or more.  The
Company is deemed to be a "small business issuer."

     The Securities and Exchange Commission, state securities commissions
and the North American Securities Administrators Association, Inc. ("NASAA")
have expressed an interest in adopting policies that will streamline the
registration process and make it easier for a small business issuer to have
access to the public capital markets.

Number of Employees.
--------------------

     None.

Item 2.  Description of Property.
         ------------------------

     The Company has no properties or facilities; its principal executive
offices are located at 6170 South 380 West, #225, Murray, Utah 84107 and are
provided by its President, Bob Hall, at no cost.  Asyst has no long term
agreement or understanding with its President for the continued use of these
offices at no cost, and this use may cease at any time.

Item 3.  Legal Proceedings.
         ------------------

     The Company is not a party to any pending legal proceeding and, to the
knowledge of management, no federal, state or local governmental agency is
presently contemplating any proceeding against the Company.  No director,
executive officer or affiliate of the Company or owner of record or
beneficially of more than five percent of its common stock is a party adverse
to it or has a material interest adverse to it in any proceeding.
                                6
<PAGE>
Item 4.  Submission of Matters to a Vote of Security Holders.
         ----------------------------------------------------

     No matter was submitted to the stockholders of the Company during the
past two years.  At the last special meeting of stockholders that was held on
May 7, 1998, stockholders voted to (i) effect a 500 for one reverse split of
the Company's outstanding common stock, with fractional shares to be purchased
for $1.00; to (ii) change the Company's authorized capitalization to
10,000,000 shares of common stock and 2,000,000 shares of preferred stock; and
to (iii) adopt the Asset Purchase Agreement with World Wireless.  See the
heading "Business Development," Part I, Item 1. At the special meeting, a
majority of the outstanding shares entitled to vote were voted in favor of the
proposals, with none voting against and none abstaining.

                                  PART II

Item 5.  Market for Common Equity and Related Stockholder Matters.
         ---------------------------------------------------------

Market Information.
-------------------

     There has never been any established "public market" for shares of
common stock of ASyst.  At the present time, there is no public trading market
for the Company's common stock.  Management does not expect any public market
to develop unless and until it adopts a business plan.  In any event, no
assurance can be given that any market for ASyst's common stock will develop
or be maintained.  If a public market ever develops in the future, the sale of
"unregistered" and "restricted" shares of common stock pursuant to Rule 144 of
the Securities and Exchange Commission by members of management and others may
have a substantial adverse impact on any such public market; and, all
outstanding "restricted securities" of the Company have already satisfied
the holding period requirements of Rule 144. As of October 10, 2001, Interwest
Transfer Company, our transfer agent, reflected that the Company had 83,844
shares that are free trading and 365,228 that are "restricted securities."  Of
the 365,228 shares of "restricted securities," all have satisfied the one year
holding period of 144.  These restricted securities represent 81% of the total
outstanding securities, with the free trading securities or "public float"
representing approximately 19% of the total outstanding shares.

Recent Sales of Unregistered Securities.
----------------------------------------

Name of Person      Date      Number of Shares    Consideration
--------------      ----      ----------------    -------------
Michael Vardakis    5/99          250,000           $10,750 (1)
World Wireless      6/98          100,000                   (2)

                (1)  These securities were issued in cancellation of debt in
                     this amount and for non-capital raising services rendered
                     pursuant to a written compensation agreement that was
                     previously filed as Exhibit 2(ii) to the Company's 10-SB
                     Registration Statement, as amended, and which is
                     incorporated herein.  See Part III, Item 13.

                (2)  Issued in connection with a note payable transaction as
                     described in Note 5 and 6 of the Company's financial
                     statements that accompany this report.  The 100,000
                     shares was issued as an origination fee for the note
                     payable.  The negotiated value of these securities was
                     $100.

     These securities were issued in reliance upon the exemption for private
offerings of securities contained in Section 4(2) of the Securities Act, as
Mr. Vardakis and World Wireless came within the definitions of an "accredited
investor" contained in Regulation D of the Securities and Exchange Commission,
or "sophisticated investor," and had prior access to all material information
regarding the Company before the issuance of these securities.
                                7
<PAGE>
Holders.
--------

     The number of record holders of the Company's common stock as of the date
of this report was approximately 688.

Dividends.
----------

     We have not declared any cash dividends on our common stock, and do not
intend to declare dividends in the foreseeable future.  Management intends to
use all available funds for the development of the business in which it
determines to engage; however, here are no material restrictions limiting, or
that are likely to limit, our ability to pay dividends on our common stock, if
and when determined by the Board of Directors.

Item 6.  Management's Discussion and Analysis or Plan of Operation.
         ----------------------------------------------------------

Plan of Operation.
------------------

     The Company has not engaged in any material operations during the fiscal
years ended July 31, 2000 or 1999.

     The Company's plan of operation for the next 12 months is to:(i)
consider guidelines of industries in which the Company may have an interest;
to (ii) adopt a business plan regarding engaging in business in any selected
industry; and to (iii) commence such operations through funding and/or the
acquisition of an operating company with revenues and cash on hand for at
least 12 months of operations that is engaged in any industry selected.

     The Company's only foreseeable cash requirements during the next 12
months will relate to maintaining the Company in good standing in the State
of Utah. Expenses of the Company will be paid by a principal stockholder,
Michael Vardakis, pursuant to his Agreement to pay expenses, through February
2, 2002; thereafter, the Company may be required to seek loans or advances
from directors or executive officers or principal stockholders of the Company,
or to raise funds through the placement of "restricted securities."
Considering our present financial position, none of these possibilities can
presently be determined to be available to the Company when and if needed.

     The report of our auditors indicated that there is substantial doubt
about our ability to continue as a "going concern."  Accordingly, the future
outlook of the Company, under present circumstances, is bleak.

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

     ASyst has had no material business operations for over two fiscal
years.  It had an unrealized gain of $58,166 for the year ended July 31, 2000,
from the sale of marketable securities in cancellation of debt; and a loss of
($18,160) for the year ended July 31, 1999.  Virtually all of the losses in
fiscal 1999 were related to expenses paid by the Company for attorney's fees,
accounting fees and filing fees to maintain the Company in good standing.

Liquidity.
----------

     As of July 31, 2000, we had $0 in cash, with $14,100 in current
liabilities.  Expenses of $7,564 and $17,768 were paid on behalf of the
Company by a principal stockholder, Michael Vardakis, during fiscal 2000 and
1999.  The balance due to this shareholder as of July 31, 2000, was $7,564.
                                8
<PAGE>
     During fiscal 2000, the Company reduced its debt from the assignment of
marketable securities to the shareholder who paid the World Wireless debt.

     Any acquisition requiring liquid assets of the Company will not be
possible because of the financial position of the Company.  If the Company
determines to commence and/or engage in any business operations, it will be
required to raise funding through a debt or equity offering, which would be
dependent upon the potential for success of any selected venture.
Acquisitions of any operating or other entity would be dependent upon the
Company's ability to complete the acquisitions through the exchange of
securities, rather than a cash investment.  These types of acquisitions are
normally limited to privately held companies wishing to become a publicly
held company by virtue of a "reverse" reorganization or merger.  In these
types of transactions, present stockholders interests are diluted
substantially, and the acquired company usually ends up owing upwards of 90-95
of the total outstanding securities of the post-reorganization or publicly-
held company.

Item 7.  Financial Statements.
         ---------------------

          Financial Statements for the years ended
          July 31, 2000, and July 31, 1999

          Independent Auditors Report

          Balance Sheet - July 31, 2000

          Statements of Operations for the years ended
          July 31, 2000 and 1999

          Statements of Stockholders' Equity July 31,
          2000 and July 31, 1999

          Statements of Cash Flows for the years ended
          July 31, 2000 and 1999

          Notes to Financial Statements
                                9
<PAGE>
                        ASyst CORPORATION
      Financial Statements and Independent Auditors' Report
                          July 31, 2000
<PAGE>
                        ASyst CORPORATION

                        TABLE OF CONTENTS
                                                            Page
Independent Auditors' Report                                  1

Balance Sheet -- July 31, 2000                                2

Statement of Operations for the Years Ended July 31, 2000 and
1999                                                          3

Statement of Stockholders' Equity for the Years Ended July
31, 2000 and 1999                                             4

Statement of Cash Flows for the Years Ended July 31, 2000 and
1999                                                          5

Notes to Financial Statements                               6 - 9
<PAGE>
                   INDEPENDENT AUDITORS' REPORT


The Board of Directors and Shareholders
ASyst CORPORATION

We have audited the accompanying balance sheet of ASyst Corporation as of
July 31, 2000, and the related statements of operations, stockholders'
equity, and cash flows for the years ended July 31, 2000 and 1999.  These
financial statements are the responsibility of the Company's management.
Our responsibility is to express an opinion on these financial statements
based on our audit.

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

In our opinion, the financial statements referred to above present fairly,
in all material respects, the financial position of ASyst Corporation as of
July 31, 2000, and the results of its operations and its cash flows for the
years ended July 31, 2000 and 1999, in conformity with generally accepted
accounting principles.

The accompanying financial statements have been prepared assuming that ASyst
Corporation will continue as a going concern.  As discussed in Note 4 to the
financial statements, the Company has  reported no revenues from operations
which raises substantial doubt about the ability to continue as a going
concern.  Management's plans in regard to these matters are also described
in Note 4.  The financial statements do not include any adjustments that
might result from the outcome of this uncertainty.

                                   /S/Mantyla McReynolds
                                   Mantyla McReynolds


Salt Lake City, Utah
May 16, 2001.
                               F-1
<PAGE>
<TABLE>
                        ASyst CORPORATION
                          Balance Sheet
                          July 31, 2000
<CAPTION>

                              ASSETS
<S>                                                        <C>
Current Assets
  Current Assets                                            $     -0-
                       Total Current Assets                       -0-

                           TOTAL ASSETS                     $     -0-

               LIABILITIES AND STOCKHOLDERS' EQUITY

Current Liabilities
  Accounts Payable                                          $   6,536
  Shareholder Loan - Note 2                                     7,564
                    Total Current Liabilities                  14,100

Stockholders' Equity
  Preferred Stock   2,000,000 shares authorized
   having a par value of $.001; no shares issued and
   outstanding
  Capital Stock -- 10,000,000 shares authorized
  having a par value of $.001 per share; 449,072 shares
  issued and outstanding                                          449
  Additional Paid-in Capital                                  298,493
  Accumulated Deficit                                        (313,042)
                    Total Stockholders' Equity                (14,100)

             TOTAL LIABILITIES & STOCKHOLDERS' EQUITY       $     -0-
</TABLE>
         See accompanying notes to financial statements.
                               F-2
<PAGE>
<TABLE>
                        ASyst CORPORATION
                     Statement of Operations
            For the Years Ended July 31, 2000 and 1999
<CAPTION>
                                    July 31, 2000       July 31, 1999
<S>                                 <C>                 <C>
Revenues                                         -0-               -0-


Operating Expenses                            10,241            10,510

                          Operating Loss     (10,241)          (10,510)

Other Income

  Gain on disposal of securities              68,407                 0
  Interest Expense                                 0            (7,650)
        Total other Income                    68,407            (7,650)

        Net Gain or Loss Before Income Taxes  58,166           (18,160)

Current Year Provision for Income Taxes

Net Gain or Loss                              58,166           (18,160)

Other Comprehensive Income

   Unrealized gain(loss) on securities
     (net of tax)                            (15,000)          (93,750)

   Reclassification adjustment for realized
     gain                                    (68,407)
Total Comprehensive Income (Loss)            (25,241)         (111,910)

Net Gain or Loss per Share                 $    0.13         $   (0.07)

Weighted Average Shares Outstanding          449,072           249,792
</TABLE>
         See accompanying notes to financial statements.
                               F-3
<PAGE>
<TABLE>
                        ASyst CORPORATION
                Statement of Stockholders' Equity
            For the Years Ended July 31, 2000 and 1999
<CAPTION>
                              Additional              Unreal       Net
                Common  Common Paid-in   Accumulated Gain/Loss Stockholders'
                shares  Stock  Capital      Deficit  Securities    Equity
<S>            <C>      <C>     <C>      <C>       <C>        <C>
Balance,
July 31, 1998     199,072     199   287,993 (353,048)  177,157    112,301

Issued
250,000
shares for
fees and
debt May
18, 1999          250,000     250    10,500                        10,750

Unrealized
loss on
marketable
securities                                             (93,750)   (93,750)

Net Loss
for the
year ended
July 31, 1999                                 (18,160)            (18,160)

Balance,
July 31, 1999     449,072     449  298,493   (371,208)  83,407     11,141

Reclassification
adjustment for
realized gain                                          (83,407)   (83,407)

Net income for
the year ended
July 31, 1999                                  58,166              58,166

Balance, July 31,
1999              449,072  $  449 $298,493  $(313,042) $     0 $  (14,100)
</TABLE>
         See accompanying notes to financial statements.
                               F-4
<PAGE>
<TABLE>

                        ASyst CORPORATION
                     Statement of Cash Flows
            For the Years Ended July 31, 2000 and 1999
<CAPTION>
                                           July 31, 2000  July 31, 1999
<S>                                         <C>           <C>
Cash Flows Provided by/(Used for) Operating
Activities

Net Loss                                     $ 58,166       $(18,160)
Adjustments to reconcile net income to net
cash provided by operating activities:
    Gain on sale of securities                (68,407)             0
    Increase in accounts payable                2,677
    Increase (decrease) in loans payable        7,564          7,938
    Issued stock for expenses                       0         10,750
    Increase (decrease) in interest payable         0           (920)

        Net Cash Used for Operating Activities      0           (392)

                   Net Decrease in Cash             0           (392)

Beginning Cash Balance                              0            392

Ending Cash Balance                           $     0       $      0

Supplemental Disclosure of Cash Flow
Information

  Cash paid during the year for interest      $   -0-       $   -0-
  Cash paid during the year for
  franchise/income taxes                      $   -0-       $   -0-
  Securities exchanged for debt at market
    value                                      75,000           -0-
</TABLE>
         See accompanying notes to financial statements.
                               F-5
<PAGE>
                        ASyst CORPORATION
                  Notes to Financial Statements
                          July 31, 2000

NOTE 1    ORGANIZATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

          The accounting and reporting policies of the Company conform with
          generally accepted accounting principles.  The following
          information summarizes the organization and significant accounting
          policies of the Company.

          Organization

          ASyst Corporation [formerly known as Ad Systems, Inc.]
          incorporated under the laws of the State of Utah on August 27,
          1984.  Effective March 31, 1995, the Corporation sold all of the
          its assets [net of related liabilities], including the right to
          use the name Ad Systems, Inc., to a Colorado-based company.  Ad
          Systems, Inc. filed Articles of Amendment with the Utah Division
          of Corporations and Commercial Code officially changing its name
          to ASyst Corporation on July 6, 1995.

          ASyst Corporation developed/acquired additional assets over the
          next couple of years but in May of 1998, exchanged these assets
          and technology rights for 60,000 shares of stock in World Wireless
          Communications, Inc. [WWC], see Note 5.  Since this transaction in
          May of 1998, the Company has had no material business operations.

          Property and Equipment

          Property and equipment are carried at cost and depreciated using
          accelerated methods for book and tax purposes, over the useful
          lives of the related assets.  In May of 1998, the Company sold all
          property and equipment as part of an asset purchase. (See Note 5)

          Income Taxes

          Effective July 1, 1993, the Company adopted the provisions of
          Statement of Financial Accounting Standards No. 109 [the
          Statement], Accounting for Income Taxes, which is effective for
          fiscal years beginning after December 15, 1992.  The Statement
          requires an asset and liability approach for financial accounting
          and reporting for income taxes, and the recognition of deferred
          tax assets and liabilities for the temporary differences between
          the financial reporting bases and tax bases of the Company's
          assets and liabilities at enacted tax rates expected to be in
          effect when such amounts are realized or settled.
                               F-6
<PAGE>
                        ASyst CORPORATION
                  Notes to Financial Statements
                          July 31, 2000

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

          Net Loss Per Common Share

          Net loss per common share is based on the weighted-average number
          of shares outstanding.

          Statement of Cash Flows

          For purposes of the statement of cash flows, the Company considers
          cash on deposit in the bank to be cash.  The Company reports a
          cash balance of $-0- at July 31, 2000.

          Marketable Securities

          The Company accounts for marketable securities as available for
          sale.  Securities are reported on the balance sheet at fair value.
          Unrealized gains and losses are reported as a separate component
          of stockholders' equity.  Realized gains or losses will be
          included in income in the period they are realized.

          Use of Estimates in Preparation of Financial Statements

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

NOTE 2    PAYABLE TO SHAREHOLDERS

          The Company has recorded a liability to a shareholder for expenses
          incurred on behalf of the .  Expenses incurred in the current year
          were $7,564 and $17,768 in the prior year. The balance due to this
          shareholder at July 31, 2000 was $7,564.  Shareholder loans are
          unsecured, non-interest bearing and payable on demand.

          A principal stockholder, director and executive officer (Mike
          Vardakis) has agreed to pay all expenses to maintain the Company in
          good standing and those expenses related to keeping required filings
          with the Securities and Exchange Commission current through June 30,
          2002.
                               F-7
<PAGE>
                        Asyst CORPORATION
                  Notes to Financial Statements
                          July 31, 2000

NOTE 3    PROPERTY AND EQUIPMENT

          Property and equipment were disposed of during the year ended July
          31, 1998.  Depreciation expense for the years ended July 31, 2000
          and 1999 was $0.

NOTE 4    GOING CONCERN

          The Company has reported no revenues from operations for the years
          ended July 31, 2000 and 1999 and has sold its technology, and has no
          operations.  These factors raise substantial doubt about the
          Company's ability to continue as a going concern.

          Management plans include raising capital to commence business
          operations, or seeking a well capitalized merger candidate.  The
          financial statements do not include any adjustments that might
          result from the outcome of this uncertainty.

NOTE 5    SALE OF ASSETS/NOTE PAYABLE

          In May of 1998, the Company exchanged its assets for 60,000 shares
          (less than 1% of outstanding shares) of stock in World Wireless
          Communications, Inc. [WWC].  These shares are restricted and were
          not tradable until May or June of 1999.

          In connection with the sale of assets, the Company executed a note
          payable to WWC for $66,429.50.  The note bears interest at 10% and
          is due September 30, 1999.  As consideration WWC paid cash and
          issued stock to settle liabilities on behalf of the Company.  The
          principal balance was reduced to $65,000 when an extension payment
          was made in July, 1999.

         In September of 1999, a shareholder (Vardakis) paid the note
         payable on behalf of the Company in full in exchange for
         assignment to him of the Company's investment in marketable
         securities (60,000 WWC common shares).  A summary of the
         transaction is detailed below:

              Book value of securities 7/31/99           90,000
              Note payable balance settled              (65,000)
              Shareholder loan balance settled          (10,000)
              Unrealized gain recorded in prior periods (83,407)
              Realized gain on disposal of securities   (68,407)

NOTE 6    STOCK TRANSACTIONS

          On May 7, 1998, the shareholders of the Company approved the
          reduction of authorized common shares from 50,000,000 to
          10,000,000 shares; authorized 2,000,000 shares of preferred stock;
          and authorized a 500 for one reverse split of the then outstanding
          common shares of the Company.  This split did not affect the par
          value of common stock which remains at $.001.  The Board of
          Directors authorized and directed the officers of the Company to
          file articles of amendment to the Articles of Incorporation.  The
          Amendment was filed with the Utah Department of Commerce on June
          4, 1998.  All disclosures have been restated to reflect this
          retroactive adjustment.
                               F-8
<PAGE>
                        ASyst CORPORATION
                  Notes to Financial Statements
                          July 31, 2000

NOTE 6    STOCK TRANSACTIONS[continued]

          The Company then authorized and directed the issuance of 100,000
          post-split common shares to World Wireless Communications, Inc.,
          in connection with the note payable transaction referenced in Note
          5, effective June 6, 1998.

          On May 18, 1999, the Company authorized the issuance of 250,000
          shares of common stock to a shareholder as consideration for
          services and in settlement of debts paid by the shareholder on
          behalf of the Company.

NOTE 7    INCOME TAXES

          The Company adopted the provisions of Statement of Financial
          Accounting Standards No. 109 [the Statement], Accounting for
          Income Taxes, as of August 1, 1993.  The tax effects of temporary
          differences that give rise to significant portions of the deferred
          tax asset at July 31, 2000 are summarized below.

           Description                           Balance     Tax     Rate
          Loss carryforward(expires through
          2020)                                 $(312,184) $106,143  34%
          Valuation allowance                              (106,143)
                Deferred tax asset                         $      0

          A valuation allowance is required if it is more likely than not
          that some or all of the net deferred tax asset will not be
          realized.  An allowance of $106,143, up $14,756 from $91,387 as of
          July 31, 1999, has been measured against the entire net deferred
          asset balance based on the current financial position of the
          Company and the uncertainties discussed in Note 4.
                               F-9
<PAGE>
Item 8.  Changes in and Disagreements with Accountants on Accounting and
Financial Disclosure.
---------------------

    There are have been no changes in the independent accountants of the
Company during the past two fiscal years or any disagreements with independent
accountants on accounting and financial disclosure.

                                 PART III

Item 9.  Directors, Executive Officers, Promoters and Control Persons;
Compliance with Section 16(a) of the Exchange Act.
--------------------------------------------------

Identification of Directors and Executive Officers.
---------------------------------------------------

     The following table sets forth the names of all of our current directors
and executive officers.  These persons will serve until the next annual
meeting of the stockholders or until their successors are elected or appointed
and qualified, or their prior resignations or terminations.

<TABLE>
<CAPTION>

Directors and Executive Officers.
---------------------------------

                                                      Date of
                                  Positions         Election or      Date of
  Name                    Age       Held            Designation    Resignation
  ----                    ---       ----            -----------    -----------
<S>                       <C>       <C>            <C>
Bob Hall                  66       President         08/24/88           *
5435 Dunbarton Dr.                 Director          08/24/88           *
Salt Lake City, UT 84117

Michael Vardakis          36       Secretary         08/09/01           *
234 7th Ave.                       Treasurer         08/28/01           *
Salt Lake City, UT 84103           Director          08/09/01           *

Matthew C. Lords          37       Director          08/28/01           *
2002 South Laurelhurst Dr.
Salt Lake City, Utah 84108

Philip A. Bunker          47       Secretary         05/07/98        08/09/01
2441 South 3850 West               Director          05/07/98        08/09/01
West Valley, UT 84120

David D. Singer           50       Treasurer         05/07/98        08/28/01
2441 South 3850 West               Director          05/07/98        08/28/01
West Valley, UT 84120
</TABLE>
                                10
<PAGE>
     Each officer shall hold office until his successor shall have been duly
elected and shall have qualified or until his death or until he shall resign
or shall have been removed.

Business Experience.
--------------------

     Bob Hall, President and a director, was a founder of the Company and has
served as an executive officer, director and an employee since its inception.
From 1984 to 1986, he was employed by the Company on a part-time basis and
served as its Vice President.  In 1986, he was elected President and acted as
a full time employee of the Company until it terminated active business
operations in 1995.  Following the sale of the assets in 1995, Mr. Hall has
been employed as Vice President of Sales for Cable Services Technology, Inc.,
dba Sky Connect.  Mr. Hall left that position in April 1997 to become Vice
President and director of Ad Systems, Inc., a privately held Utah corporation.
In March of 1998, Mr. Hall resigned his position as Vice President of Sales
and as a member of the Board of Directors.  Since that time, Mr. Hall has
pursued consulting work and continues to serve as President and a director of
the Company.  Mr. Hall graduated from the University of Utah in 1961 with a
degree in Electrical Engineering.

     Michael Vardakis, age 37, has served as Secretary and a director of the
Company since August 9, 2001, and its Treasurer since August 28, 2001.  Since
1991, he has been employed as a salesman, and served as the Secretary, for AAA
Jewelry & Loan, Inc. ("AAA Jewelry & Loan"), of Salt Lake City, Utah, a
closely-held pawn brokerage business managed and co-owned by Terry S.
Pantelakis, Mr. Vardakis' father-in-law. Since 1994, Mr. Vardakis has served
as an executive officer, a director and a controlling shareholder of Michael
Angelo Jewelers, Inc. ("Michael Angelo Jewelers"), Salt Lake City, Utah, a
closely-held retail jewelry business that he founded together with Angelo
Vardakis, his brother.  He has been a manager and a 50% owner of M.N.V.
Holdings, LLC, Salt Lake City, Utah, a real estate holding company; since
July, 1997, Mr. Vardakis has served as President and a director of Pawnbrokers
Exchange, Inc., a "reporting issuer" under the Exchange Act; and since
November, 1997, Mr. Vardakis has been a manager and a member of M.H.A., LLC,
Salt Lake City, Utah, a closely-held investment company co-owned together with
his brother, Angelo Vardakis, among others.  Since June 1996, Mr. Vardakis has
served as a director and a controlling shareholder of TMV Holdings, Inc. ("TMV
Holdings"), Sparks, Nevada, an investment company that he co-owns with Vincent
Lombardi. He has also been a manager and a member of two Salt Lake City, Utah,
real estate holding companies, V Financial, LLC, and BNO, LLC, since December
1999 and January 1997, respectively.  He attended the University of Utah, Salt
Lake City, Utah, from 1983 through 1984.

     Matthew C. Lords, age 37, has served as a director since August 28, 2001.
He has been manager of Mike's Pawn in Salt Lake City, Utah, for the last 10
years, where he is responsible for all employees, purchases, sales and loans.
He graduated in 1991 from the University of Utah with a Bachelor of Arts in
Political Science.

Family Relationships.
---------------------

     There are no family relationships between any of the directors or
executive officers of the Company or any persons beneficially owning or
controlling more than 5% of its outstanding common stock, except Michael and
Angelo Vardakis who are brothers.
                                11
<PAGE>
Involvement in Certain Legal Proceedings.
-----------------------------------------

     During the past five years, none of our present or former directors,
executive officers, persons nominated to become directors or executive
officers or promoters or founders:

          (1)  Filed a petition under the federal bankruptcy laws or any state
insolvency law, nor had a receiver, fiscal agent or similar officer appointed
by a court for the business or property of such person, or any partnership in
which he was a general partner at or within two years before the time of such
filing, or any corporation or business association of which he was an
executive officer at or within two years before the time of such filing;

          (2)  Was convicted in a criminal proceeding or named subject of a
pending criminal proceeding (excluding traffic violations and other minor
offenses);

          (3)  Was the subject of any order, judgment or decree, not
subsequently reversed, suspended or vacated, of any court of competent
jurisdiction, permanently or temporarily enjoining him or her from or
otherwise limiting his involvement in any type of business, securities or
banking activities;

          (4)  Was found by a court of competent jurisdiction in a civil
action, by the Securities and Exchange Commission  or the Commodity Futures
Trading Commission to have violated any federal or state securities law, and
the judgment in such civil action or finding by the Securities and Exchange
Commission has not been subsequently reversed, suspended, or vacated.

Item 10. Executive Compensation.
         -----------------------

          The following table sets forth the aggregate compensation paid by
the Company for services rendered during the periods indicated:

<TABLE>
<CAPTION>
                    SUMMARY COMPENSATION TABLE


                           Long Term Compensation

                    Annual Compensation   Awards  Payouts

(a)             (b)   (c)   (d)   (e)   (f)   (g)   (h)    (i)

                                              Secur-
                                              ities        All
Name and   Year or               Other  Rest- Under- LTIP  Other
Principal  Period   Salary Bonus Annual rictedlying  Pay- Comp-
Position   Ended      ($)   ($)  Compen-Stock Optionsouts ensat'n
-----------------------------------------------------------------
<S>         <C>       <C>   <C>   <C>   <C>    <C>   <C>  <C>

Bob Hall
President,   7/31/00    0     0     0     0      0     0   0
Director     7/31/99    0     0     0     0      0     0   0
                                12
<PAGE>
Phillip
Bunker,      7/31/00    0     0     0     0      0     0   0
Secretary    7/31/99    0     0     0     0      0     0   0

David D.
Singer,      7/31/00    0     0     0     0      0     0   0
Treasurer    7/31/99    0     0     0     0      0     0   0

</TABLE>

Stock Option, Compensation or Pension Plans.
--------------------------------------------
     The Company has no stock option, compensation, pension plans or similar
plans for its directors, executive officers or employees that may be hired in
the future; however, it may adopt these types of plans in the future.

Compliance with Section 16(a) of the Exchange Act.
--------------------------------------------------

     To our knowledge, during our past fiscal year and since then, all filings
required to be made by members of management or others pursuant to Section
16(a) of the Exchange Act have been duly filed with the Securities and
Exchange Commission as follows:
                                                                 Required
Name of Person                 Form              Date Filed     Filing Date
--------------                 ----              ----------     -----------
Bob Hall                       3                 9/10/01         9/18/99
World Wireless, Inc.           3                 9/25/01         5/17/98
World Wireless, Inc.           4                 9/25/01         9/13/01
Michael Vardakis               3                 9/10/01         5/28/99

Item 11. Security Ownership of Certain Beneficial Owners and Management.
         ---------------------------------------------------------------

     The following tables set forth the share holdings of our directors and
executive officers and those persons who own more than five percent of our
common stock as of the date of the report:
                                13
<PAGE>
                     DIRECTORS AND EXECUTIVE OFFICERS
                     --------------------------------

<TABLE>
<CAPTION>
                                         Number of Shares        Percent
Name and Address                        Beneficially Owned       of Class*
----------------                        ------------------       --------
<S>                                     <C>                      <C>
Bob Hall                                     22,822                 5%
5435 Dunbarton Dr
Salt Lake City, UT 84117

Michael Vardakis                            250,000                56%
234 7th Ave.
Salt Lake City, UT 84103

Matthew C. Lords                              -0-
2002 South Laurelhurst Dr.
Salt Lake City, Utah 84108

Officers and Directors                       22,822                61%
as a group (three)
</TABLE>
                         FIVE PERCENT STOCKHOLDERS
                         -------------------------

<TABLE>
<CAPTION>

                                         Number of Shares         Percent
Name and Address                        Beneficially Owned       of Class
----------------                        ------------------       --------
<S>                                     <C>                      <C>
Bob Hall                                      22,822                5.1%
5435 Dunbarton Dr
Salt Lake City, UT 84117

Gerald A. VanMondfrans                        22,822                5.1%
2944 E. Mandcrest Ct.
Salt Lake City, UT 84121

Michael Vardakis                             250,000               55.6%
234 7th Ave.
Salt Lake City, UT 84103

Terry Pantelakis                              44,000                9.7%
3000 Connor #31
Salt Lake City, Utah 84109

Angelo Vardakis                               44,000                9.7%
626 E. 1300 South
Salt Lake City, Utah 84105

</TABLE>
Changes in Control.
-------------------

     There is no existing arrangement which may result in a change in control
of the Company.
                                14
<PAGE>
Item 12. Certain Relationships and Related Transactions.
         -----------------------------------------------

     On May 18, 1999 the Board of Directors unanimously adopted a written
compensatory agreement under which it agreed to issue 250,000 shares of common
stock of the Company to Michael Vardakis as compensation for non-capital
raising services rendered to the Company and cash provided by him for the
benefit of the Company between February, 1997, and May, 1999.  Pursuant to
this written compensation agreement, Mr. Vardakis, ascertained the Company's
status with the State of Utah and paid all expenses to required to bring it
in good standing in Utah, assembled and organized the Company's books and
records, retained and paid all fees related to obtaining the legal services
and auditing services necessary to prepare and file the Company's 10-SB
Registration Statement, participated in negotiating transactions to terminate
the Company's prior business activities and eliminate related debt, and
assisted in the performance of the miscellaneous services required to prepare
the Company to change its business direction.  These services and cash
payments, identified  by a schedule attached to the written compensation
agreement, were valued by the Board at a sum in excess of the par value of the
shares issued on the basis that the cash and monetary obligations incurred by
Mr. Vardakis on behalf of the Company exceeded $9,000 at that time, and that
his time should be compensated at a rate of not less than $25.00 per hour.
These shares were issued in reliance on the exemption from registration
provided by Section 3(b) of the Securities Act and Rule 701 promulgated
thereunder.

     In September, 1999, the Company agreed to assign all of its right, title
and interest in the 60,000 shares of World Wireless shares that it acquired
from World Wireless in consideration of Mr. Vardakis paying World Wireless the
debt owed to World Wireless by the Company in the amount of $65,000 and the
cancellation of a note payable to Mr. Vardakis in the amount of $75,000 as
outlined in Note 5 of the financial statements of the Company that accompany
this report.

     On or about February 2, 2000, the Company and Mr. Vardakis entered into
an Agreement pursuant to which Mr. Vardakis, a principal stockholder of the
Company, agreed to pay on behalf of the Company various expenses from January
1, 2000, until June 30, 2002, including the following: Utah State corporate
and franchise taxes; all expenses necessary to maintain adequate business
accounts of the Company and to comply with the reporting requirements of the
Company on a quarterly and annual basis; fees of required independent
auditors; fees of required attorneys; and such other expenses as may be
required to maintain the Company in good standing.

     The parties agreed that the payment by Mr. Vardakis of the foregoing
expenses was further consideration for that certain written compensation
agreement that was entered into between the Company and Mr. Vardakis on or
about May 18, 1999.

     Mr. Vardakis continues to advance payments for expenses of the Company,
which are shown as current liabilities of the Company on its balance sheet in
the financial statements that accompany this report.  Therefore, Mr. Vardakis
may be deemed to be a promoter of the Company.
                                15
<PAGE>
Item 13. Exhibits and Reports on Form 8-K.
         ---------------------------------

Reports on Form 8-K.
--------------------

     No reports have been filed by the Company on Form 8-K since its
inception.

Exhibits.*
----------

          (i)
                                          Where Incorporated
                                            in this Report
                                            --------------

Registration Statement on From 10-SB, as  Parts I, II and III
amended.**

          (ii)

Exhibit
Number               Description
------               -----------

          *    Summaries of all exhibits contained within this
               report are modified in their entirety by reference
               to these Exhibits.

          **   These documents and related exhibits have been
               previously filed with the Securities and Exchange
               Commission and are incorporated herein by reference.
                                16
<PAGE>
                                SIGNATURES

     Pursuant to the requirements of the Securities Exchange Act of 1934,
as amended, this Report has been signed below by the following persons on
behalf of the Company and in the capacities and on the dates indicated:

                                       ASyst CORPORATION



Date: 11/6/2001                        By/s/Bob Hall
      -------------                      -------------------------------------
                                         Bob Hall
                                         President and Director



Date: 11/6/2001                        By/s/Michael Vardakis
      -------------                      -------------------------------------
                                         Michael Vardakis
                                         Secretary/Treasurer and Director



Date: 11/6/2001                        By/s/Matthew C. Lords
      -------------                      ------------------------------------
                                         Matthew C. Lords
                                         Director

                                17
<PAGE>