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

       [X} Annual Report pursuant to Section 13 OR 15(d) of the Securities
            Exchange Act of 1934 for the Fiscal year ended APRIL 30,
                                     2001.
                         Commission file number 0-26955

                          ARCHER SYSTEMS LIMITED, INC.
                 (Name of Small Business Issuer in its charter)

           DELAWARE                                             22-3652650
           --------                                             ----------
 (State or other jurisdiction of                             (I.R.S. Employer
Incorporation or organization)                               Identification No.)

                   119 HARRISON AVE, ROSELAND, NJ                  07068
                   ------------------------------                  -----
              (Address of principal executive offices)          (Zip Code)

                                 (973) 226-2330
                         (Registrants telephone number)

           Securities registered pursuant to Section 12(b) of the Act:

                                      NONE

           Securities registered pursuant to Section 12(g) of the Act:

                          COMMON STOCK $.0001 PAR VALUE
                          -----------------------------
                                 Title of Class


     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 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 ____ No __X___


     The registrant's revenues for its most recent fiscal year were; $0.00.

     The number of shares outstanding of the registrant's class of common stock
on December 31, 2001 was 894,988,414 shares.

The aggregate market value of voting stock held by non-affiliates of the
registrant was approximately $1,653,000 as of December 31, 2001.


<PAGE>




                          ARCHER SYSTEMS LIMITED, INC.
                                   FORM 10-KSB
                    For the fiscal year ended April 30, 2001

                                TABLE OF CONTENTS

                                                                          PAGE
                                     PART I

Item 1.       Description of Business                                         3

Item 2.       Description of Properties                                       6

Item 3.       Legal Proceeding                                                6

Item 4.       Submission of Matters to a Vote of Security Holders             6

                                     PART II

Item 5.       Market for Common Equity and Related Stockholder Matters        7

Item 6.       Management's Discussion and Analysis or Plan of Operations      8

Item 7.       Financial Statements                                            10

Item 8.       Changes In and Disagreements With Accountants on
               Accounting and Financial Disclosure                            10

                                    PART III

Item 9.       Directors, Executive Officers, Promoters and Control Persons;   10
                  Compliance with Section 16(a) of the Exchange Act

Item 10       Executive Compensation                                          12

Item 11.      Security Ownership of Certain Beneficial Owners and Management  12

Item 12.      Certain Relationships and Related Transactions                  14

Item 13.      Exhibits and Reports on Form 8-K                                14

Signatures                                                                    20

Index to Financial Statements                                                F-1


<PAGE>



                                     PART I.


ITEM 1.      DESCRIPTION OF BUSINESS

BACKGROUND AND HISTORY

     Archer Systems Limited, Inc., (the "Company") was established by Archer
Limited, a foreign corporation based in London, England; and was incorporated
under the laws of the State of Delaware on March 19, 1986.

     The Company was organized for the purpose of acquiring the name and all the
outstanding common stock of Computer Technology International, Inc., ("CTI") a
publicly traded computer related technology company through an exchange of
stock. One share of the Company was exchanged for each share of CTI. CTI was not
merged into the Company and remained a wholly owned subsidiary. The intended
business purpose of the transaction with CTI, the entering into the retail
computer sales market with a publicly recognized name, was never realized
because of then current market conditions. The Company, shortly after its
acquisition of CTI abandoned all plans to actively engage in business and
remained dormant until December of 1998 when a new Board of Directors was
elected and new officers were appointed.

     CTI in 1985, prior to its acquisition by the Company, had only one asset.
That asset was its wholly owned subsidiary Micro Merchants Inc. ("MM") that CTI
acquired on November 15, 1982. CTI had been formed for the purpose of acquiring
MM. MM originally consisted of one retail computer store and later expanded into
a chain of such stores. In 1985, due to a series of business reversals and the
intense competition in the personal computer retail business, CTI decided to
liquidate MM in a state insolvency proceeding, i.e. via an assignment for the
benefit of creditors filed in Bergen County, New Jersey on September 25, 1985.
The liquidation of MM was completed in November of 1985. As a result of the
liquidation, CTI's sole assets in 1985 consisted of MM, an inactive corporation
whose assets were liquidated, CTI's name and a large shareholder base consisting
of approximately 3,000 shareholders.

     There was no activity in the Company subsequent to the purchase of CTI
until all the common shares of CTI owned by the Company were sold to an
individual on December 14, 1998.

     The Company intended to develop and/or operate Internet and technology
related companies through majority owned subsidiaries and expansion of its
investment in other Internet companies through venture capital arrangements. If
successful in such an acquisition program, the number of employees would have
increased in proportion to the companies acquired. However, this objective was
also never realized.

     Therefore at April 30, 2001, the Company was a development stage company as
defined in the Statement of Financial Accounting Standards ("FASB") No. 7.



                                      -3-
<PAGE>




     On April 17, 2000, Mr. L. Weinstein, the sole stockholder of NextNet.com,
Inc., exchanged 2,000,000 shares of his company's stock for 2,000,000 shares of
Archer Systems Limited, Inc. common stock and a five-year employment agreement,
which commenced on April 27, 2000. The name of the company was changed to
ArcusNet Corporation. Mr. Weinstein was to serve as President and Chief
Executive Officer of the subsidiary during the term of this agreement. During
the fiscal year ended April 30, 2000, $155,000 was charged to prepaid employment
contract in connection with this exchange of stock, and was to be expensed over
the next five years. In the quarter ended July 31, 2000, $7,750 was charged to
amortization expense.

    On October 25, 2000, the Company and Mr. L. Weinstein mutually agreed to
terminate his agreement. During the quarter ended October 31, 2000, the balance
of the prepaid employment contract totaling $147,250 was charged to consulting
expense.

    On May 18, 2000 Archer Systems Limited, Inc. and INFe.com, a Florida
Corporation whose common stock is traded on the OTC-BB, entered into a Strategic
Alliance Agreement whereby each agreed to acquire an equity interest in the
other's corporation, in order to pursue common goals. INFe.com agreed to issue
Archer 300,000 of INFe.com's common stock, par value $0.001 per share. In
exchange for the INFe.com shares, Archer agreed to issue to INFe.com 4,307,692
shares of the Company's common stock, par value $0.0001 per share.

    On October 24, 2000, the Company and INFe.com mutually agreed to terminate
the Strategic Alliance Agreement entered into on May 18, 2000. The 300,000
shares of INFe.com's common stock were returned to INFe.com and the 4,307,692
shares of the Company's common stock were returned and canceled.

    On June 8, 2000, the Company entered into a financial advisory service
agreement with Superwire.com, Inc. ("Superwire"), a publicly traded company on
the OTC Pink Sheets. The Company was to assist Superwire in developing strategic
alliances by providing advisory services. The term of this agreement was from
the date above through December 31, 2000. The Company received in the form of a
retainer, 25,000 shares of Superwire common stock, par value $.001 per share.
The Superwire shares were subject to Rule 144 of the Securities and Exchange Act
of 1933, as amended. The value of the shares was $0.159 per share recorded in
the accompanying financial statements at $3,975. On June 11, 2001, the shares
were transferred to Richard Margulies, the President of the Company, to be
applied against money due for payment of rent of the corporate office of Archer.

     On October 6, 2000, the Company formed a Delaware corporation, General
Acquisition, Inc., as a wholly owned subsidiary ("Subsidiary"), for the purpose
of acquiring ComLinx, Inc. through a statutory merger in which the Subsidiary
would be the surviving corporation. A merger agreement between the subsidiary
and ComLinx was entered into on November 8, 2000, and was subject to certain
conditions before it became effective. The conditions were not met and the
company elected, on January 11, 2001, to terminate the agreement. During the
course of the Company's efforts to complete the transaction, the Company
advanced ComLinx, Inc., $66,000 and these amounts were recorded as notes
receivable in the Company's financial statements. On February 16, 2001, these
notes were cancelled in settlement of all disputes and obligations that existed
between the Company and ComLinx, Inc.



                                      -4-
<PAGE>


CURRENT OPERATIONS

   In August 2001, the Company acquired all the outstanding shares of common
stock of Ocumed Group, Inc. ("Ocumed"), a New Jersey Corporation, in exchange
for shares of Archer Common Stock and Subordinated Income Debentures (the
"Exchange"). The Exchange was accomplished pursuant to the terms of an Agreement
dated August 6, 2001 (the "Agreement"), by and among Archer and Ocumed and
Crossgates Limited Partners, STMI Investments, Inc. and Ocumed, Inc.,
hereinafter referred to as ("Ocumed Shareholders"). The terms of the Purchase
Agreement reflected the arm's-length negotiations among the parties.

   Ocumed produces and sells a broad range of ophthalmic products for both the
prescription ("Rx") and over-the-counter (OTC) pharmaceutical markets. These
products support lens care and eye care as well as diagnostic, surgical and
therapeutic ophthalmic applications.

   Ocumed recorded sales of $5.6 million as reported in its 2000 year-end
audited statements, reflecting an increase over previous year's results of $4.5
million in sales.

   Ocumed markets and distributes its branded product lines nationally through
major drug chains, wholesalers, hospitals, surgi-centers and related buying
groups as well as internationally to selective markets. Ocumed's products are
focused on a group of patented and proprietary drug delivery systems for
applications in surgery, diagnostics, therapy, and lens care in the ophthalmic
field. These product lines include; OPHTHA-DOSE P.F.(TM) a preservative free
unit of use dispenser for eye drops, OCUREST(TM), a patented multi-dose
dispenser for prescription (Rx) and over-the-counter (OTC) ophthalmic
applications, and MINI-MED(TM), a controlled dispenser system for delivering
highly accurate quantities of drugs.

SUPPLIERS AND CUSTOMERS - Materials and components for Ocumed's products are
readily available and are purchased from a wide variety of suppliers; the loss
of any one suppler would not adversely affect the company's business to a
significant extent. No material part of the company's business, taken as a
whole, is dependent upon a single or a few customers.

 PATENTS, TRADEMARKS AND LICENSES - While, in the aggregate, the Company's
patents and licenses are of importance to its businesses as a whole, no
individual patent, license or group of patent licenses relating to any
particular product or process is material to any of the Company's operating
objectives. The company pursues technology development and acquisition as a
means to enhance its competitive position in its business activities.

SEASONALITY AND WORKING CAPITAL - The nature of the products sold by Ocumed is
not significantly impacted by seasonality issues. In general, the working
capital requirements in each of the company's segments are typical of those
businesses.

COMPETITION AND MARKETS - Products are marketed throughout the U.S. The market
for the products is highly competitive in the U.S. and some of its competitors
are better capitalized and have greater resources. The company competes on the
basis of product performance, quality, technology, price, service, warranty and
reliability, with strong emphasis on service.



                                      -5-
<PAGE>


GOVERNMENT REGULATION - Ocumed's products are subject to regulation by
governmental authorities in the United States and other markets. These
authorities, including the Food and Drug Administration (FDA) in the United
States, generally require extensive testing of new products prior to sale and
have jurisdiction over the safety, efficacy and manufacturing of products, as
well as product labeling and marketing. In most cases, significant amounts of
time and money must be spent to bring a new product to market in compliance with
these regulations. The regulation of pharmaceutical products and medical
devices, both in the Untied States and in other markets, has historically been
subject to change.

ENVIRONMENT - Although the Company is unable to predict what legislation or
regulations may be adopted or enacted in the future with respect to
environmental protection and waste disposal, existing legislation and
regulations have had no material adverse effect on its capital expenditures,
earnings or competitive position. Capital expenditures for property, plant and
equipment for environmental control facilities were not material during 2000 and
are not anticipated to be material for 2001 or 2002.

EMPLOYEES - As of April 30, 2001, the Company and subsidiaries employed two
persons, both of whom were officers of the Company. After the acquisition of
Ocumed in August 2001, the number of employees increased to approximately 75.


ITEM 2.  DESCRIPTION OF PROPERTIES

     Ocumed's manufacturing and distribution facilities includes approximately
35,000 sq. ft. of sterile manufacturing and laboratory operations in Roseland,
NJ and Sarasota, Fl., together with 10,000 sq. ft. of warehousing and
administrative offices including decentralized packaging and distribution
facilities located throughout the United States and Canada.


ITEM 3.  LEGAL PROCEEDINGS

         There are no material legal proceedings pending or threatened against
the Company.


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

(a) The Annual Meeting of Shareholders was held on November 16, 2000.

(b) Richard J. Margulies and W alter J. Krzanowski were elected as directors at
    the Annual Meeting.

(c) The following proposals were voted upon at the meeting and the vote with
    respect to each matter was:



                                      -6-
<PAGE>



(1)      Election of directors


         NOMINEE                    FOR                      WITHHELD
         -------                    ---                      --------


         Richard J. Margulies               324,808,825             1,081,315
         Walter J. Krzanowski               324,878,825             1,011,315

(2)      Resolution to approve  Amendment of Articles of Incorporation to
         increase  authorized  shares of Common Stock from 600,000,000
         shares to 900,000,000 shares.

                                    FOR:             320,723,609
                                    AGAINST:           4,597,831
                                    ABSTAIN:             568,700

(d)      There was no proxy contest; therefore there was no settlement between
         the Company and any participant.

                                    PART II.

ITEM 5.  MARKET PRICE FOR COMMON EQUITY AND RELATED SHAREHOLDER MATTERS


MARKET INFORMATION

         The Company's common stock is traded on the OTC Pink Sheets maintained
by the National Association of Securities Dealers under the trading symbol
"ARYN." There is no assurance that the common stock will continue to be quoted
or that any liquidity exists for the Company's shareholders.

         The following table shows the quarterly quotes of high and low prices
for the Company's common stock on the OTC Bulletin Board during fiscal year 2001
and 2000.


FISCAL 2001

QUARTER ENDED:                      HIGH                  LOW
------------------------------------------------------------------

July 31, 2000                       $0.078               $0.032
October 31, 2000                    $0.051               $0.015
January 31, 2001                    $0.029               $0.011
April 30, 2001                      $0.011               $0.004




                                      -7-
<PAGE>




FISCAL 2000

QUARTER ENDED:                      HIGH                      LOW

July 31, 1999                       $0.050                   $0.010
October 31, 1999                    $0.020                   $0.010
January 31, 2000                    $0.063                   $0.010
April 30, 2000                      $0.300                   $0.010

         The source of this information is Bloomberg Quotation Services and
broker-dealers making a market in the Company's common stock. These prices
reflect inter-dealer prices, without retail markup, markdown or commission and
may not represent actual transactions.

         The closing sales price of the Common Stock as reported on the OTC Pink
Sheets on December 31, 2001 was $0.005.


HOLDERS

         As of October 31, 2001, there were approximately 2,000 holders of
record of the Company's common stock (this number does not include beneficial
owners who hold shares at broker/dealers in "street-name").

DIVIDENDS

         The Company has never paid or declared any dividends on its common
stock and does not anticipate cash dividends in the foreseeable future.


ITEM 6.  MANAGEMENT'S DISCUSSION AND ANALYSIS OR PLAN OF OPERATION


PLAN OF OPERATIONS

         From 1986 until October 25, 2000, the Company conducted no business
operations except for organizational activities and looking for technologies and
businesses to acquire.

        In August 2001, the Company acquired all the outstanding shares of
common stock of Ocumed Group, Inc. ("Ocumed").

         Ocumed produces and sells a broad range of ophthalmic products for both
the prescription (Rx) and over-the-counter (OTC) pharmaceutical markets. These
products support lens care and eye care as well as diagnostic, surgical and
therapeutic ophthalmic applications.



                                      -8-
<PAGE>


         Ocumed recorded sales of $5.6 million as reported in its 2000 year-end
audited statements, reflecting an increase over previous year's results of $4.5
million in sales.

         Ocumed markets and distributes its branded product lines nationally
through major drug chains, wholesalers, hospitals, surgi-centers and related
buying groups as well as internationally to selective markets. Ocumed's products
are focused on a group of patented and proprietary drug delivery systems for
applications in surgery, diagnostics, therapy, and lens care in the ophthalmic
field. These product lines include; OPHTHA-DOSE P.F.(TM) a preservative free
unit of use dispenser for eye drops, OCUREST(TM), a patented multi-dose
dispenser for prescription (Rx) and over-the-counter (OTC) ophthalmic
applications, and MINI-MED(TM), a controlled dispenser system for delivering
highly accurate quantities of drugs.

         The Company's basic mission is to supply sterile ophthalmic solutions
to the medical and health care industry through internal development and
acquisition of proprietary patented technology and products lines.

         The Company may have to raise additional funds from outside investors
or financial institutions to fund the various business opportunities the Company
wishes to pursue. Management intends to explore all available alternatives for
debt and/or equity financing, including but not limited to private and public
securities offerings. The Company has determined that it has sufficient assets
to meet its operating needs for the next 12 months.

         On October 26, 2000 and April 25, 2001, the Company did raise a total
of $115,000 through the sale of 7,666,664 restricted shares of common stock to
two accredited investors in a private offering exempt from registration under
the act.


RESULTS OF OPERATIONS

     Prior to its acquisition of Ocumed, the fiscal year ended April 30, 2001
the Company was considered to be in the development stage as defined by FASB No.
7. There were no revenues generated for the fiscal years ending April 30, 2001
and April 30, 2000.

     Net loss for the year ended April 30, 2001, was $776,346 as compared to a
net loss of $158,201 for the year ended April 30, 2000. The net loss increase
was primarily due to financial public relations expense and fees related to
common stock registration and maintenance.


LIQUIDITY

     As a development stage company, the Company relied on cash provided through
loans from a Company officer and other private sources; the sale, in the fiscal
year ended April 30, 2001, of 7,666,664 shares of common stock for $115,000 and
in the fiscal year ended April 30, 2000, the issuance of 2,000,000 shares of
common stock for the acquisition of NextNet.Com, Inc. Additionally during the
fiscal years ended April 30, 2001 and 2000 the Company issued 8,600,000 and
1,225,000 shares of common stock for services rendered. Available cash at April
30, 2001 was $1,125 compared to $726 reported for the period ended April 30,
2000.



                                      -9-
<PAGE>



FORWARD LOOKING INFORMATION

     This report contains certain forward-looking statements and information
relating to the Company that are based on beliefs of the Company's management as
well as assumptions made by and information currently available to the Company's
management. When used in this report, words such as "anticipate," believe,"
"estimate," "expect," "intend," "should" and similar expressions, as they relate
to the Company or its management, identify forward-looking statements. Such
statements reflect the current views of the Company with respect to future
events and are subject to certain risks, uncertainties, and assumptions relating
to the operations, results of operations, liquidity, and growth strategy of the
Company, including competitive factors, changes in legal and regulatory
requirements, interest rate fluctuations, and general economic conditions, as
well as other factors described in this report. Should one or more of the risks
materialize, or should underlying assumptions prove incorrect, actual results or
outcomes may vary materially from those described herein as anticipated,
believed, estimated, expected or intended.


ITEM 7.  FINANCIAL STATEMENTS

     The financial statements required by this Item are set forth beginning on
page F-1 hereof.


ITEM 8.  CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND
         FINANCIAL DISCLOSURE

     Not applicable.


                                    PART III


ITEM 9.  DIRECTORS AND EXECUTIVE OFFICERS, PROMOTERS AND CONTROL PERSONS;
         COMPLIANCE WITH 16(A) OF THE EXCHANGE ACT


                                       POSITION          YEAR FIRST BECAME
   NAME                    AGE         WITH COMPANY     DIRECTOR OR OFFICER
   ----                    ---         ------------     -------------------

Alfred R. Caggia           70          President/Director          2001

Paul G. Filipek            58          Secretary/Treasurer
                                        Director                   2001


         Each director serves until the next annual meeting of shareholders
and/or until his respective successor is duly elected and qualifies. Executive
officers are appointed by the Board to serve at the discretion of the directors.



                                      -10-
<PAGE>


ALFRED R. CAGGIA, President/Director - Has been an officer and director of the
Company since August 6, 2001. He holds a B.S Degree in Management Engineering
from New York University and an M.B.A Degree from the Graduate School of
Business, New York University. He is broadly experienced in directing corporate
functions and developing total management activities, particularly those
involving the building of ophthalmic and related pharmaceutical businesses. Mr.
Caggia's thirty year career in the pharmaceutical and health care industries
includes serving as Director of U.S. Operations for Bristol- Myers Squibb, Vice
President and General Manager of Damon Corporation's Human and Veterinary
Pharmaceutical Divisions, and President of Steri Med, Laboratories, a
multifaceted national pharmaceutical manufacturing company. Mr. Caggia is a
faculty member of Fairleigh Dickenson University's Alfred E. Driscoll School of
Pharmaceutical and Chemical Sciences. He has served as Vice President and a
Director of National Association of Pharmaceutical Manufacturers (NAPM).

PAUL G. FILIPEK Secretary/Treasurer/ Director - Has been an officer and director
of the Company since August 6, 2001. He is a Certified Public Accountant and
holds a B.S. Degree in Accounting from Susquehanna University. He is a skilled
financial executive with more than thirty years experience in internal and
external financial reporting, banking relations, insurance and financial
planning and analysis. His business experience includes being an Audit Manager
with Price Waterhouse & Co., as well as Controllership positions with Interpace
Corporation, a New York Stock exchange Fortune 500 manufacturing company and
Chief Financial Officer of Scallop Thermal Management, Inc., an Energy
Conservation Division of Shell Oil. Mr. Filipek was instrumental in initiating
the buyout of this unit from Shell and becoming an owner and Chief
Administrative Officer of the new company prior to his current assignment. Mr.
Filipek is a member of the American Institute of Certified Public Accountants,
and the New York State Society of CPA's and serves on the Board of Directors of
Skylands Center Offering Autism Programs, Inc.

         Alfred Caggia and Paul Filipek, as officers and directors, will devote
100% of their time and efforts to the business and affairs of the Company.
Walter Krzanowski will devote such time and effort to the business and affairs
of the Company as may be necessary to perform his responsibilities as a director
of the Company.

         Aside from the above officers and directors, there are no other persons
whose activities will be material to the operations of the Company at this time.


COMMITTEES

         There are no committees established by the Board of Directors at this
time.

FAMILY RELATIONSHIPS

         There are no family relationships between or among the executive
officers and directors of the Company.



                                      -11-
<PAGE>



ITEM 10.  EXECUTIVE COMPENSATION

         It is anticipated that the Company's president and other officers will
receive appropriate salaries for services as executive officers at such time as
the Company generates a revenue stream. These individuals will devote such time
and effort as may be necessary to participate in the day-to-day management of
the Company. (See Part III, Item 9. "Directors, Executive Officers, Promoters
and Control Persons). The Company does not provide officers with pension, stock
appreciation rights, long-term incentive or other plans but has the intention of
implementing such plans in the future.

         Compensation paid during the last fiscal year was in the form of the
issuance of shares of restricted common stock. In June 2001, the President and
Secretary/Treasurer of the Company received 2,000,000 shares each and in July
2000 and January 2001, the Secretary/Treasurer received 1,000,000 and 2,500,000
shares respectively. No cash compensation has been paid to any officer as of the
date hereof.


COMPENSATION OF DIRECTORS

         The Company has no standard arrangements for compensating the directors
of the Company for their attendance at meetings of the Board of Directors.

         There were no stock appreciation rights granted, nor were any stock
options granted, to any of the above named officers in the fiscal year ended
April 30, 2001 and no cash compensation was paid to any director of the Company.


ITEM 11. SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT

         The following table sets forth, as of the date of this report, the
stock ownership of each person known by the Company to be the beneficial owner
of five (5) percent or more of the Company's Common Stock, each executive
officer and director individually and all executive officers and directors of
the Company as a group. No other class of voting securities is outstanding. Each
person is believed to have sole voting and investment power over the shares
except as noted.







                                      -12-
<PAGE>



(a)      Security ownership of certain beneficial owners:


                   NAME AND                    AMOUNT AND
                   ADDRESS OF                   NATURE OF
                   BENEFICIAL                   BENEFICIAL
TITLE OF CLASS       OWNER                       OWNER(1)    PERCENT OF CLASS(2)
--------------------------------------------------------------------------------

 Common       Ocumed, Inc. (3)                  172,000,000         19.2%
              119 Harrison Avenue
              Roseland, NJ  07068

              Crossgates Limited Partners(4)     95,494,400          10.7%
              119 Harrison Avenue
              Roseland, NJ  07068

              STMI Investments, Inc.(5)          76,505,600          8.5%
              119 Harrison Avenue
              Roseland, NJ  07068

(b) Security ownership of management.


                   NAME AND                    Amount and
                   ADDRESS OF                   Nature of
                   BENEFICIAL                  Beneficial
TITLE OF CLASS       OWNER                      OWNER(1)     PERCENT OF CLASS(2)
--------------------------------------------------------------------------------


Common             Alfred Caggia(6)             172,000,000         19.2%
                   119 Harrison Avenue
                   Roseland, NJ  07068

Common             Paul Filipek(7)              172,000,000         19.2%
                   119 Harrison Avenue
                   Roseland, NJ  07068

Common             Includes all officers and    344,000,000         38.4%
                   Directors of the Company
                   As a group (2 persons)

(1)     Includes the amount of shares each person or group has the right to
        acquire within 60 days pursuant to options, warrants, rights, conversion
        privileges or similar obligations.

(2)     Based upon 894,988,414 shares outstanding, plus the amount of shares
        each person or group has the right to acquire within 60 days pursuant to
        options, warrants, rights, conversion privileges or similar obligations.



                                      -13-
<PAGE>


(3)     Ocumed, Inc., of which Alfred Caggia is the sole officer/director and
        majority shareholder, individually owns 172,000,000 shares.

(4)     Crossgates Limited Partners, of which STMI Investments, Inc., is the
        general partner and Paul Filipek is the sole Limited Partner,
        individually owns 95,494,400 shares.

(5)     STMI Investments, Inc., of which Paul Filipek is the sole officer and
        director, individually owns 76,505,600 shares.

(6)     Alfred Caggia is President and a Director of the Company and
        individually owns no shares of the Company. .

(7)     Paul Filipek is Secretary/Treasurer and Director of the Company and
        individually owns no shares of the Company.



ITEM 12. CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS

         The Company until August 6, 2001 shared office space at 75 Lincoln
Highway, Iselin, New Jersey. The space is leased by GRQ Financial, Inc., which
is solely owned by Richard J. Margulies, former President of Archer Systems
Limited, Inc. In addition, during the fiscal year ended April 30, 2000, the
Company's former President and stockholder and a stockholder advanced to the
Company $22,191 and $15,172 respectively. These loans are represented by nine
separate notes, as unsecured and carry an annual interest rate of 6%.
Accordingly, these shareholder loans are recorded as long-term debt due to
related parties in the Form 10-KSB financial statements, for the fiscal year
ended April 30, 2000.

During the fiscal year ended April 30, 2001, the Company's former president and
stockholder and two stockholders advanced to the Company $139,126, $86,073 and
$22,102 respectively. These loans and the advances and the notes included above
are represented by three separate Note Consolidation Agreements. These Note
Consolidation Agreements are unsecured, carry an annual interest rate of 6% and
are payable as follows; $34,000 when the Company receives funds from a lending
institution or investor in an amount in excess of $4,000,000 and $4,000 per
month commencing the first day of the second month after the closing of the
acquisition of Ocumed Group, Inc. (see Note5). Accordingly, these shareholder
loans are recorded as current and long-term debt due to related parties in the
Form 10-KSB financial statements, for the fiscal year ended April 30, 2001.



ITEM 13.  EXHIBITS AND REPORTS ON FORM 8-K

(a)      Exhibits

       The following exhibits marked with a footnote reference were filed with a
periodic report filed by the Company pursuant to Section 14 of the Securities
Exchange Act of 1934, as amended, (the "Securities Act"), and are incorporated
herein by this reference. If no footnote reference is made, the exhibit is filed
with this report.



                                      -14-
<PAGE>


NUMBER  EXHIBIT
------  -------

2.1     Form of Agreement and Plan of Reorganization dated April 17, 2000, by
        and between Archer Systems Limited, Inc. and NextNet.com (5)

2.2     Form of Agreement dated August 6, 2001, for the acquisition of Ocumed
        Group, Inc. by and among Archer Systems Limited, Inc. Crossgates Limited
        Partners, STMI Investments, Inc. and Ocumed, Inc. (11)

3       Certificate of Incorporation of Company filed with the Secretary of
        State of Delaware on March 19, 1986. (1)

3.1     Certificate for renewal and revival of Charter of the Company filed with
        the Secretary of State Division of Corporations on December 2, 1998. (1)

3.2     Certificate of Amendment of the Certificate of Incorporation of Archer
        Systems Limited, Inc., filed with the Secretary of State Division of
        Corporations on February 12, 1999. (1)

3.3     Certificate of Correction to Certificate of Amendment of the Certificate
        of Incorporation of Archer Systems Limited, Inc., filed February 12,
        1999 with the Secretary of State Division of Corporations. (1)

3.4     Copy of the by-laws of the Company. (1)

4       Specimen Stock Certificate. (1)

10.1    Copy of 6% Promissory Note Due June 30, 2001. (2)

10.2    Copy of 6% Promissory Note Due June 8, 2001. (2)

10.3    Copy of 6% Promissory Note Due August 1, 2001. (3)

10.4    Copy of 6% Promissory Note Due August 17, 2001. (2)

10.5    Copy of 6% Promissory Note Due November 18, 2001. (4)

10.6    Employment Agreement dated April 25, 2000 between NextNet.com and Larry
        Weinstein. (5)

10.7    Copy of 6% Promissory Note Due February 15, 2002. (7)



                                      -15-
<PAGE>


10.8    Copy of 6% Promissory Note Due March 9, 2002. (7)

10.9    Copy of 6% Promissory Note Due March 20, 2002. (7)

10.10   Copy of 6% Promissory Note Due April 9, 2002. (7)

10.11   Form of Strategic Alliance Agreement dated May 18, 2000. (6)

10.12   Agreement dated June 8, 2000 between the Company and Superwire.com, Inc.
        (7)

10.13   Agreement dated July 21, 2000 between the Company and ComLinx, Inc. (7)

10.14   Agreement dated July 22, 2000 between ArcusNet Corporation and Cydoor
        Technologies, Inc. (7)

10.15   Copy of 6% Promissory Note Due April 11, 2002. (8)

10.16   Copy of 6% Promissory Note Due April 30, 2002. (8)

10.17   Copy of 6% Promissory Note Due May 4, 2002. (8)

10.18   Copy of 6% Promissory Note Due May 29, 2002. (8)

10.19   Copy of 6% Promissory Note Due June 12, 2002. (8)

10.20   Copy of 6% Promissory Note Due June 13, 2002. (8)

10.21   Copy of 6% Promissory Note Due June 15, 2002. (8)

10.22   Copy of 6% Promissory Note Due July 30, 2002. (8)

10.23   Copy of 6% Promissory Note Due July 30, 2002. (8)

10.24   Copy of 6% Promissory Note Due August 17, 2002. (9)

10.25   Copy of 6% Promissory Note Due September 21, 2002. (9)

10.26   Copy of 6% Promissory Note Due October 19, 2002. (9)

10.27   Copy of 6% Promissory Note Due October 22, 2002. (9)

10.28   Copy of 6% Promissory Note Due October 29, 2002. (9)



                                      -16-
<PAGE>


10.29   Copy of 5.35% Demand Promissory Note due from Comlinx, Inc. dated
        October 26, 2000. (10)

10.30   Copy of 5.35% Demand Promissory Note due from Comlinx, Inc. dated
        October 26, 2000. (10)

10.31   Copy of 5.35% Demand Promissory Note due from Comlinx, Inc. dated
        November 10, 2000. (10)

10.32   Copy of 5.35% Demand Promissory Note due from Comlinx, Inc. dated
        November 22, 2000. (10)

10.33   Copy of 5.35% Demand Promissory Note due from Comlinx, Inc. dated
        December 26, 2000. (10)

10.34   Copy of 6% Note Due January 30, 2003. (10)

10.35   Copy of 6% Note Due January 30, 2003. (10)

10.36   Copy of 6% Promissory Note Due February 8, 2003.

10.37   Copy of 6% Promissory Note Due February 12, 2003.

10.38   Copy of 6% Promissory Note Due February 13, 2003.

10.39   Copy of 6% Promissory Note Due March 7, 2003.

10.40   Copy of 6% Promissory Note Due March 29, 2003.

10.41   Copy of 6% Promissory Note Due April 3, 2003.

10.42   Copy of 6% Promissory Note Due April 20, 2003.

10.43   Copy of 6% Promissory Note Due April 29, 2003.

10.44   Copy of Subordinated Income Debenture dated August 6, 2001 issued to
        Crossgates Limited Partners. (11)

10.44   Copy of Subordinated Income Debenture dated August 6, 2001 issued to
        STMI Investments, Inc. (11)

10.45   Copy of Subordinated Income Debenture dated August 6, 2001 issued to
        Ocumed, Inc. (11)

10.46   Note Consolidation Agreement by and between Richard Margulies and
        Company dated August 6, 2001.



                                      -17-
<PAGE>


10.47   Note Consolidation Agreement by and between Peter Jegou and Company
        dated August 6, 2001.

10.48   Note Consolidation Agreement by and between Zamora Funding, Inc. and
        Company dated August 6, 2001.

21      Subsidiaries of the Company:

        ArcusNet Corporation

        General Acquisition, Inc.


(1)     Filed as an exhibit to the Company's Form 10SB12G/A filed September 10,
        1999 and incorporated herein by this reference.

(2)     Filed as an exhibit to the Company's Form 10QSB/A filed December 9, 1999
        and incorporated herein by this reference.

(3)     Filed as an exhibit to the Company's Form 10SB/A filed December 14, 1999
        and incorporated herein by this reference.

(4)     Filed as an exhibit to the Company's Form 10QSB filed March 15, 2000 and
        incorporated herein by this reference.

(5)     Filed as an exhibit to the Company's Form 8-K filed on May 8, 2000 and
        incorporated herein by this reference.

(6)     Filed as an exhibit to the Company's Form 8K/A filed June 14, 2000 and
        incorporated herein by this reference.

(7)     Filed as an exhibit to the Company's Form 10-KSB filed July 31, 2000 and
        incorporated herein by this reference.

(8)     Filed as an exhibit to the Company's Form 10-QSB filed September 13,
        2000 and incorporated herein by this reference.

(9)     Filed as an exhibit to the Company's Form 10-QSB filed December 15, 2000
        and is incorporated herein by this reference.

(10)    Filed as an exhibit to the Company's Form 10-QSB filed March 21, 2001
        and is incorporated herein by this reference.

(11)    Filed as an exhibit to the Company's Form 8-K filed on August 22, 2001
        and incorporated herein by this reference.



                                      -18-
<PAGE>


        (b) Reports on Form 8-K.

        A Form 8-K was filed on May 8, 2000 disclosing in Item 2 the
        acquisition of Next Net, Inc.

        A Form 8-K was filed on June 14, 2000 disclosing in Item 2 a
        Strategic Alliance Agreement with INFe.com.

        A Form 8-K/A was filed on June 14, 2000 disclosing in Item 2 a
        Strategic Alliance Agreement with INFe.com.

        A Form 8-K was filed on August 17, 2000 disclosing in Item 7
        an exhibit (pro forma balance sheet) in regard to the
        Strategic Alliance Agreement with INFe.com.

        A Form 8-K was filed on August 16, 2001 disclosing in Item 2
        the acquisition of Ocumed Group, Inc.




                                      -19-
<PAGE>




                                   SIGNATURES

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

                                                Archer Systems Limited, Inc.

                                                BY: /S/ ALFRED CAGGIA
                                                ---------------------
Dated:  January 31, 2002                        Alfred Caggia, President

         Pursuant to the requirements of the Securities Exchange Act of 1934,
the following persons on behalf of the Registrant have signed this report below
on January 31, 2002 in the capacities indicated:

           SIGNATURES                                       TITLE

       /S/ ALFRED CAGGIA                           Principal Executive
       -----------------                           Officer and Director
       (Alfred Caggia)


       /S/ PAUL FILIPEK
       ----------------
       (Paul Filipek)                              Secretary/Treasurer/Director





                                      -20-
<PAGE>





                          Archer Systems Limited, Inc.
                          (A Development Stage Company)


                    TABLE OF CONTENTS TO FINANCIAL STATEMENTS



PAGE


Report of Independent Certified Public Accountants .......................   F-2

Balance Sheets for the fiscal years ended April 30, 2001
         and 2000 ........................................................   F-3

Statements of Operations and Accumulated Deficit for
         for the fiscal years ended April 30, 2001 and 2000 ..............   F-5

Statement of Cash Flows for the fiscal years ended
         April 30,02001 and 2000 .........................................   F-6

Statement of Stockholder's Equity (Deficiency) for the
         period from inception (March 19, 1986) through
         April 30, 2001 ..................................................   F-8

Notes to Consolidated Financial Statements ...............................   F-9









                                      F-1
<PAGE>













               REPORT OF INDEPENDENT CERTIFIED PUBLIC ACCOUNTANTS


Stockholders and Board of Directors
Archer Systems Limited, Inc.
119 Harrison Avenue
Roseland, New Jersey 07068


Gentlemen and Madams:

We have audited the accompanying comparative balance sheets of Archer Systems
Limited, Inc. and subsidiaries (A Development Stage Co.) as of April 30, 2001,
and April 30, 2000, and the related statements of operations and accumulated
deficits, cash flows and statements of stockholder's equity (deficiency) for the
years then ended. 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 accounting
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 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 as of April 30, 2001 and 2000, and the
results of its operations and its cash flows for the years then ended in
conformity with generally accepted accounting principles.


/s/ GERALD BRIGNOLA, CPA, PA
----------------------------
Hackensack, New Jersey
December 28, 2001









                                      F-2
<PAGE>
<TABLE>
<CAPTION>

                              ARCHER SYSTEMS, INC.
                         (A Development Stage Company)
                                 BALANCE SHEETS
                            April 30, 2001 and 2000


                                     ASSETS
                                                          2001            2000
                                                        -------         --------

CURRENT ASSETS

<S>                                                     <C>             <C>
        Cash in bank                                    $ 1,125         $    726
        Accounts receivable - other                       5,050            1,030
        Prepaid expenses                                  7,000              --
        Investments - current                             3,975              --
                                                        -------         --------
                Total current assets                     17,150            1,756
                                                        -------         --------

OTHER ASSETS

        Security deposits                                 --               6,000
        Prepaid employment contract                       --             155,000
                                                        -------         --------
                Total other assets                        --             161,000
                                                        -------         --------
TOTAL ASSETS                                            $17,150         $162,756
                                                        =======         ========

</TABLE>

           See accountants' report and notes to financial statements





                                      F-3
<PAGE>



                              ARCHER SYSTEMS, INC.
                         (A Development Stage Company)
                                 BALANCE SHEETS
                            April 30, 2001 and 2000



                      LIABILITIES AND STOCKHOLDERS' EQUITY


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

CURRENT LIABILITIES

        Accounts payable                        $ 101,977       $  11,144
        Accrued expenses                           71,854          28,692
        Due to related parties - current           51,508            --
                                                ---------       ---------
                Total current liabilities         225,339          39,836
                                                ---------       ---------

LONG-TERM LIABILITIES

        Due to related parties - long term        245,156          50,983
                                                ---------       ---------
TOTAL LIABILITIES                                 470,495          90,819
                                                ---------       ---------
STOCKHOLDERS' EQUITY
        Common stock ($0.0001 par value
          900,000,000 shares authorized
          539,988,414 and 523,721,750
          shares issued respectively)               1,950             323
        Paid in capital                           499,052         249,615
        Accumulated deficit                      (954,347)       (178,001)
                                                ---------       ---------
TOTAL STOCKHOLDERS' DEFICIT                      (453,345)         71,937
                                                ---------       ---------
TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY      $  17,150       $ 162,756
                                                =========       =========



           See accountants' report and notes to financial statements




                                      F-4
<PAGE>

<TABLE>
<CAPTION>

                              ARCHER SYSTEMS, INC.
                         (A Development Stage Company)
               STATEMENTS OF OPERATIONS AND ACCUMULATED (DEFICIT)
                       Year Ended April 30, 2001 and 2000

                                                                    CUMULATIVE
                                                                  FROM INCEPTION
                                                                   TO  APRIL 30,
                                            2001          2000           2001
                                        ----------     ---------- --------------

INCOME
<S>                                     <C>            <C>          <C>
        Revenue during the
          development stage             $     --       $    --       $   --
                                        ----------     ----------    ----------
OPERATING EXPENSE
        General and administrative         768,881        158,201       947,082
                                        ----------     ----------    ----------
OTHER EXPENSE - NET                          7,465          --            7,465
                                        ----------     ----------    ----------
NET OPERATING LOSS BEFORE
  EXTRAORDINARY ITEM                      (776,346)      (158,201)     (954,547)

  Extraordinary item - sale of operating
    name Computer Technology International    --            --              200
                                        ----------     ----------    ----------

NET LOSS AFTER EXTRAORDINARY ITEM         (776,346)      (158,201)     (954,347)

ACCUMULATED DEFICIT-BEGINNING             (178,001)       (19,800)     (178,001)
                                        ----------     ----------    ----------
ACCUMULATED DEFICIT - END               $ (954,347)    $ (178,001)   $ (954,347)
                                        ==========     ==========    ==========

Net loss per share before and after
  extraordinary item - based on average
  number of shares outstanding of
  530,737,253 and 520,662,914
  respectively                          $(0.001463)    $(0.000340)  $ (0.001841)
                                        ==========     ==========    ==========

</TABLE>


           See accountants' report and notes to financial statements



                                      F-5
<PAGE>
<TABLE>
<CAPTION>


                              ARCHER SYSTEMS, INC.
                         (A Development Stage Company)
                            STATEMENTS OF CASH FLOWS
              For the Period From Inception Through April 30, 2001


                                                                   CUMULATIVE
                                                                  FROM INCEPTION
                                                                   TO  APRIL 30,
                                            2001          2000           2001
                                        ----------     ---------- --------------


CASH FLOWS  PROVIDED BY/(USED IN)
  OPERATIONS:

<S>                                     <C>            <C>          <C>
Net income/(loss) for the period        $ (776,346)    $ (158,201)  $  (954,347)
                                        ----------     ----------   -----------

Adjustments to reconcile net income/
  (loss) to net cash used in operating
  activities:

  (Increase)/decrease in current assets    (14,995)          (830)      (16,025)
  (Increase)/decrease in other assets      161,000       (161,000)         --
  Increase/(decrease) in current
    liabilities                            185,503         19,836       225,339
                                        ----------     ----------   -----------
                                           331,508       (141,994)      209,314
                                        ----------     ----------   -----------
NET CASH PROVIDED BY/(USED IN)
  OPERATIONS                              (444,838)      (300,195)     (745,033)
                                        ----------     ----------   -----------
CASH FLOWS PROVIDED BY/(USED IN)
  FINANCING ACTIVITIES:

        Notes payable                      194,173         50,983       245,156
        Issuance of common stock           251,064        249,938       501,002
                                        ----------     ----------   -----------
                                           445,237        300,921       746,158
                                        ----------     ----------   -----------
NET INCREASE/(DECREASE) IN CASH                399            726         1,125

CASH AT BEGINNING OF PERIOD                    726           --             --
                                        ----------     ----------   -----------
CASH AT END OF PERIOD                   $    1,125     $      726   $     1,125
                                        ==========     ==========   ===========

</TABLE>

           See accountants' report and notes to financial statements



                                      F-6
<PAGE>

<TABLE>
<CAPTION>


                              ARCHER SYSTEMS, INC.
                         (A Development Stage Company)
                            STATEMENTS OF CASH FLOWS
              For the Period From Inception Through April 30, 2001


                                                                   CUMULATIVE
                                                                  FROM INCEPTION
                                                                   TO  APRIL 30,
                                            2001          2000           2001
                                        ----------     ---------- --------------

SUPPLEMENTAL D ISCLOSURE OF NON
  CASH INVESTING AND FINANCING
  ACTIVITIES:

  Issuance of common stock in
    connection with consulting
<S>                                     <C>            <C>          <C>
    services                            $  136,064     $   94,938   $   231,002

SUPPLEMENTAL DISCLOSURE OF CASH
  FLOW INFORMATION:

  Cash paid during the periods for:

        Interest                             7,592          1,086         8,678
        Income taxes                          --             --            --


</TABLE>




           See accountants' report and notes to financial statements



                                      F-7
<PAGE>

<TABLE>
<CAPTION>


                              ARCHER SYSTEMS, INC.
                         (A Development Stage Company)
                 STATEMENT OF STOCKHOLDERS' EQUITY (DEFICIENCY)
                        Inception Through April 30, 2001

                                                                    ADDITIONAL      RETAINED
                                           COMMON STOCK              PAID IN        EARNINGS
                                           ------------
                                      SHARES        AMOUNT           CAPITAL        (DEFICIT)
                                      ------        ------           -------        ---------


Balance, March 19, 1986
<S>                                         <C>    <C>             <C>             <C>
   No Par                                   100    $       --      $       --      $       --

June 1986
   Cancellation of no par stock            (100)           --              --              --
   Authorization of 600,000,000
   shares, $0.0001 Par Value and
   issuance for investment all
   shares of Computer Technology
   International, Inc.              520,496,750          52,050         (52,050)           --
                                   ------------    ------------    ------------    ------------
Balance, December 14, 1998           52,496,750          52,050         (52,050)           --

   Reclassification                        --           (52,050)         52,050            --
   Net loss for retroactive
     period December 14, 1998
     through April 30, 1999                --              --              --           (19,800)
                                   ------------    ------------    ------------    ------------
Balance, April 30, 1999             520,496,750            --              --           (19,800)

   Shares issued for services         1,225,000             123          94,815            --
   Shares issued for the
     purchase of NextNet.com          2,000,000             200         154,800            --
   Net Loss for the period
     ending April 30, 2000                 --              --              --          (158,201)
                                   ------------    ------------    ------------    ------------
Balance, April 30, 2000             523,721,750             323         249,615        (178,001)

   Shares issued for services         8,600,000             860         135,204            --
   Shares issued per
     subscription agreements
   Net Loss for the period
     ending April 30, 2001                 --              --              --          (776,346)
                                   ------------    ------------    ------------    ------------
Balance, April 30, 2001             539,988,414    $      1,950    $    499,052    $   (954,347)
                                   ============    ============    ============    ============

</TABLE>


           See accountants' report and notes to financial statements




                                      F-8
<PAGE>






                          ARCHER SYSTEMS LIMITED, INC.
                          (A Development Stage Company)

                          NOTES TO FINANCIAL STATEMENTS

                                 April 30, 2001


NOTE 1 - ORGANIZATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

     A.   ORGANIZATION: Archer Systems Limited, Inc. was incorporated on March
          19, 1986, under the laws of the State of Delaware. The Company was
          established by Archer Limited, a foreign corporation based in London,
          England which is no longer in existence. The Company adopted a fiscal
          year ending, April 30.

          The Company was organized to acquire the name and all the common stock
          of Computer Technology International, Inc. ("CTI"); a publicly traded
          computer related company. The Company exchanged common stock on a one
          for one basis for the shares of CTI. On December 14, 1998, the Company
          sold all the common stock and the name Computer Technology
          International, Inc. to an individual for $200.

          In August, 2001, the Company acquired all the outstanding shares of
          common stock of Ocumed Group, Inc., engaged in the production and
          selling of a broad range of ophthalmic products for both the
          prescription (Rx) and over-the-counter (OTC) pharmaceutical markets
          (see Note 6). Until that time the Company was considered to be in the
          development stage, as defined in the Statement of Financial Accounting
          Standards No. 7. There were no operations from incorporation through
          that date.

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

     C.   METHOD OF ACCOUNTING: The financial statements have been prepared in
          accordance with the accrual basis method of accounting. Under this
          method of accounting, income and expenses are identified with specific
          periods of time and are recorded as earned or incurred without regard
          to date of receipt or disbursements of cash.

     D.   EARNINGS PER SHARE: Computed by dividing the net loss by the weighted
          average number of shares outstanding during the year. Common stock
          warrants attached to the Computer Technology, Inc. shares expired
          prior to 1986, 15 months after issuance. They are excluded from the
          earnings per share computation because of their expiration date as
          well as their anti-dilutive effect on the loss per share if there were
          such common stock equivalents.



                                      F-9
<PAGE>


     E.   CONSOLIDATION POLICY: The consolidated financial statements include
          all the accounts of Archer Systems Limited, Inc. and controlled
          entities. The Company accounts for its investments in consolidated
          subsidiaries by the equity method. All inter-company transactions are
          eliminated.

     F.   RECLASSIFICATIONS: Certain amounts in the 2000 financial statements
          have been reclassified to conform to the 2001 presentation.

NOTE 2 - STOCKHOLDERS EQUITY

          INCORPORATION SHARES: Upon incorporation, the Company had authorized
          100 shares of common stock, no par value.

          In June 1986, the Company's officers approved a change in the
          authorized shares from 100 shares of common stock, no par value, to
          600,000,000 shares of common stock, $0.0001 par value. The majority
          stockholder and directors ratified the increase in authorized shares
          on December 14, 1998.

          At the Annual Meeting of Shareholders, held on November 16, 2000, the
          shareholders approved an increase of the authorized shares from
          600,000,000 to 900,000,000 shares.

          In June 1986, the Company exchanged 520,496,750 shares of common stock
          of the Company for all the issued and outstanding common shares, on a
          one for one basis, of Computer Technology International, Inc. (see
          Note 1A).

          On April 1, 2000, the Company issued to a vendor, 1,225,000 shares of
          the Company's common stock per a financial services agreement.

          On April 17, 2000, the Company issued 2,000,000 shares of the
          Company's common stock in exchange for 2,000,000 shares of
          NextNet.com, Inc. common stock in the acquisition of NextNet from Mr.
          L. Weinstein (See Note 5).

          On May 18, 2000, the Company issued 100,000 shares of the Company's
          common stock to an individual for services rendered.

          On May 18, 2000, the Company issued 4,307,692 shares of the Company's
          common stock to acquire an equity interest in INFe.com as part of a
          Strategic Alliance Agreement with Archer Systems Limited, Inc.

          On July 13, 2000, the Company issued to an officer of the Company,
          1,000,000 shares of the Company's common stock for services rendered.

          On October 24, 2000, the Company and INFe.com mutually agreed to
          terminate their Strategic Alliance Agreement. The 4,307,692 shares
          issued to INFe.com have been returned to the Company and canceled.

          On October 26, 2000, the Company, pursuant to a private placement
          under section 4(2) of the Securities Act of 1933, as amended, sold to
          two investors for gross proceeds of $25,000 each, 1,666,666 shares
          each of the Company's common stock.



                                      F-10
<PAGE>


          On January 2, 2001, the Company issued to an officer of the Company,
          5,000,000 shares of the Company's common stock for services rendered.

          On January 3, 2001, the Company issued to an officer of the Company,
          2,500,000 shares of the Company's common stock for services rendered.

          On April 25, 2001, the Company, pursuant to a private placement under
          section 4(2) of the Securities Act of 1933, as amended, issued to two
          investors for gross proceeds of $40,000 and $25,000, respectively
          2,666,666 and 1,666,666 shares of the Company's common stock.

NOTE 3 - RELATED PARTY TRANSACTIONS

     A.   Office Space: From June 1, 1999 through August 6, 2001, the Company
          shared office space at 75 Lincoln Highway, Iselin, New Jersey. The
          space is leased by GRQ Financial, Inc. which is solely owned by
          Richard J. Margulies, former President of the Company. No formal lease
          existed between GRQ Financial, Inc. and the Company. The fair market
          value of donated rent and administrative costs were determined to be
          $600 per month, $7,200 and $6,600 was charged to rent expense for the
          fiscal years ended April 30, 2001 and 2000 respectively. -

     B.   During the fiscal year ended April 30, 2000, the Company's president
          and stockholder advanced to the Company $22,191 and $27,172
          respectively. These loans were represented by nine separate notes,
          were unsecured and carried an annual interest rate of 6%. Accordingly,
          these shareholder loans were recorded as long-term debt due to related
          parties in the accompanying financial statements.

     C.   During the fiscal year ended April 30, 2001, the Company's former
          president and stockholder and two stockholders advanced to the Company
          $139,126, $86,073 and $22,102 respectively. These loans are
          represented by three separate Note Consolidation Agreements. These
          Note Consolidation Agreements are unsecured, carry an annual interest
          rate of 6% and are payable as follows; $34,000 when the Company
          receives funds from a lending institution or investor in an amount in
          excess of $4,000,000 and $4,000 per month commencing the first day of
          the second month after the closing of the acquisition of Ocumed Group,
          Inc. (see Note5). Accordingly, these shareholder loans are recorded as
          current and long-term debt due to related parties in the accompanying
          financial statements.

NOTE 4 - INCOME TAXES

     A.   OPERATING LOSS: The Company, as of April 30, 2001, has loss carry
          forwards totaling $954,347 that may be offset against future taxable
          income.



                                      F-11
<PAGE>



     B.   COMPONENTS - CURRENT AND DEFERRED:

                                                          APRIL 30, 2001

                  Current Taxes                               $      0
                  Deferred                                    $324,478
                                                              --------
                                                              $324,478
                                                              ========

          Bases on management's present assessment, the Company has not yet
          determined it to be more likely than not that a net deferred long term
          tax asset of $324,478 attributable to the future utilization of
          $954,347 of net operating loss carry forwards as of April 30, 2001,
          will be realized.

          Accordingly, the Company has provided 100% allowance against the net
          deferred tax asset in the financial statements as of April 30, 2001.
          The Company will continue to review this valuation allowance and make
          adjustments as appropriate. Net operating loss carry forwards will
          expire as follows:

                    YEAR ENDED                               NET OPERATING
                     APRIL 30                             LOSS CARRY FORWARDS

                      2014                                   $    6,732
                      2015                                       53,788
                      2016                                      263,958
                                                             ----------

                  Net operating loss carry forward           $  324,478
                                                             ----------

NOTE 5 - ACQUISITIONS AND COMMITMENTS

          On April 17, 2000, Mr. L. Weinstein, the sole stockholder of
          NextNet.com, Inc., exchanged 2,000,000 shares of his company's stock
          for 2,000,000 of Archer Systems Limited and a five year employment
          agreement, which commenced on April 27, 2000. Mr. Weinstein was to
          serve as President and Chief Executive Officer of the subsidiary
          during the term of this agreement. During the fiscal year ended April
          30, 2000, $155,000 was charged to a prepaid employment contract, in
          connection with this exchange of stock, and was to be expensed over
          the next five years. In the quarter ended July 31, 2000, $7,750 was
          charged to amortization expense.

          On October 25, 2000, the Company and Mr. L. Weinstein mutually agreed
          to terminate Weinstein's five-year employment contract with ArcusNet
          Corporation, formally known as NextNet.com, Inc., Mr. Weinstein has
          submitted his resignation as President and Chief Executive Officer of
          the subsidiary. During the quarter ended October 31, 2000, the balance
          of the prepaid employment contract totaling $147,250 was charged to
          consulting expense.



                                      F-12
<PAGE>


          On May 18, 2000, Archer Systems Limited, Inc. and INFe.com, a Florida
          Corporation whose common stock is traded on the OTC-BB, entered into a
          Strategic Alliance Agreement whereby they agreed to acquire an equity
          interest in each other's corporation, so that they may pursue common
          goals for their joint benefit. By the agreement, INFe.com agreed to
          grant to Archer 300,000 of INFe.com's common stock, par value of $.001
          per share. In exchange for the INFe.com shares, Archer agreed to grant
          INFe.com 4,307,692 shares of the Company's common stock, par value
          $.001 per share.

          On October 24, 2000, the Company and INFe.com mutually agreed to
          terminate the Strategic Alliance Agreement entered into on May 18,
          2000. The Company returned the 300,000 shares of INFe.com's common
          stock to INFe.com. The 4,307,692 shares of the Company's common stock
          were returned and canceled.

          On June 8, 2000, Archer Systems Limited, Inc. entered into a financial
          advisory services agreement with Superwire.com, Inc. ("Superwire"), a
          publicly traded company on the OTC Pink Sheets. The Company, by this
          agreement, was to assist Superwire in developing strategic alliances
          by providing advisory services. The term of this agreement was from
          the date above through December 31, 2000. The Company received in the
          form of a retainer, 25,000 shares of Superwire common stock, par value
          $.001 per share. The Superwire shares were subject to Rule 144 of the
          Securities and Exchange Act of 1933, as amended. The value of the
          shares was $0.159 per share recorded in the accompanying financial
          statements at $3,975. On June 11, 2001 the shares were transferred to
          Richard Margulies, the President of the Company, to be applied against
          money due for payment of rent of the corporate office of Archer.

          On October 6, 2000, the Company formed a Delaware corporation, General
          Acquisition, Inc. as a wholly owned subsidiary ("Subsidiary"), for the
          purpose of acquiring ComLinx, Inc. through a statutory merger in which
          the Subsidiary is the surviving corporation. The Subsidiary has
          50,000,000 common shares, par value $.001, authorized and 5,000,000
          common shares have been issued by the Subsidiary of the Company. A
          merger agreement between the subsidiary and ComLinx was entered into
          on November 8, 2000, and was subject to certain conditions before the
          merger became effective. The conditions were not met and the company
          elected, on January 11,2001, to terminate the agreement. During the
          course of the Company's efforts to complete the transaction, the
          Company advanced ComLinx, Inc. $66,000. On February 16, 2001, these
          notes were cancelled in settlement of all disputes and obligations
          that had existed between the Company and ComLinx, Incand the $66,000
          was charged to an appropriate expense


NOTE 6 - VALUATION OF STOCK ISSUED FOR SERVICES AND ACQUISITION

          The Board of Directors from time to time has authorized the issuance
          of common stock in payment of services provided by non-employees and
          acquisitions.



                                      F-13
<PAGE>


          Statement of Financial Accounting Standards No. 123, Accounting for
          Stock-Based Compensation (SFAS 123) establishes a fair value method
          for accounting for stock-based compensation plans, through recognition
          in these statements.

          Archer applies SFAS 123 to report the issuance of common stock in
          payment of compensation to non-employees using the fair value method
          to account for such transactions. During the fiscal years ended April
          30, 2001 and 2000, the following stock was issued in lieu of cash
          compensation:



                                      2001                      2000
                                      ----                      ----
                              NUMBER OF               NUMBER OF
                               SHARES      VALUE       SHARES         VALUE
                             ---------     -----      ---------       ------

            Stock Issued
             for Services    8,600,000   $136,064     3,225,000       $94,938


NOTE 7 - LEASING ARRANGEMENTS

          The Company executed various leases with Sovereign Motor Car Ltd., and
          Ford Motor Credit for 2 automobiles. During the fiscal year ended
          April 30, 2001 and 2000, $11,259 and $0 was charged to Automobile
          lease expense respectively. The leases were discontinued when the
          Company purchased Ocumed Group, Inc. on August 6, 2001, (See Note 8).

NOTE 8 - SUBSEQUENT EVENT

          On August 6, 2001, the Company acquired all the outstanding shares of
          common stock of Ocumed Group, Inc. ("Ocumed"), a privately held New
          Jersey Corporation, in exchange for three hundred and forty four
          million (344,000,000) shares of Archer Common Stock and a five million
          six hundred thousand ($5,600,000) Subordinated Income Debentures (the
          "Exchange"). The Exchange was accomplished pursuant to the terms of an
          Agreement dated August 6, 2001 (the "Agreement"), by and among Archer
          and Ocumed and Crossgates Limited Partners, STMI Investments, Inc. and
          Ocumed, Inc. The terms of the Purchase Agreement reflected the
          arm's-length negotiations among the parties.

          Ocumed produces and sells a broad range of ophthalmic products for
          both the prescription (Rx) and over-the-counter (OTC) pharmaceutical
          markets. These products support lens care and eye care as well as
          diagnostic, surgical and therapeutic ophthalmic applications.




                                      F-14
<PAGE>




          Following is a condensed unaudited Financial Statement of Ocumed
          Group, Inc., for the ten months ended October 31, 2001:

                               BALANCE SHEET CONDENSED

               Assets                                      $10,132,667
                                                           -----------

               Liabilities                                 $ 4,442,432
               Stockholders' equity                          5,690,235
                                                           -----------

                                                           $10,132,667

                             STATEMENT OF INCOME CONDENSED

               Sales                                       $ 5,598,934
               Cost of sales                                 2,491,935
                                                           -----------

               Gross profit                                 $3,106,999
               Operating expenses                            2,647,007
                                                            ----------

               Operating profit                            $   459,992
               Other expenses-net                              425,547
                                                           ------------

               Net income                                  $    34,445
                                                           ------------





                                      F-15
<PAGE>